Cover Page
Cover Page | 9 Months Ended |
Sep. 30, 2021 | |
Document Information [Line Items] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | Dave Inc./DE |
Entity Central Index Key | 0001841408 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Balance Sheet
Balance Sheet - USD ($) | Sep. 30, 2021 | Jan. 22, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current Assets | |||||
Cash and cash equivalents | $ 21,307,000 | $ 4,789,000 | $ 6,406,000 | ||
Marketable securities | 13,755,000 | 17,666,000 | 25,305,000 | ||
Member advances, net of allowance for unrecoverable advances of $12,580 and $9,355 as of December 31, 2020 and 2019, respectively | 44,868,000 | 38,744,000 | 29,042,000 | ||
Prepaid income taxes | 2,701,000 | 4,008,000 | 0 | ||
Restricted cash, current | 0 | 83,000 | 0 | ||
Prepaid expenses and other current assets | 3,478,000 | 4,062,000 | 1,462,000 | ||
Deferred issuance costs | 3,469,000 | 0 | |||
Total Current Assets | 89,578,000 | 69,352,000 | 62,215,000 | ||
Property and equipment, net | 636,000 | 516,000 | 421,000 | ||
Lease right-of-use assets (related party of $1,184 and $1,379 as of December 31, 2020 and 2019, respectively) | 3,169,000 | 1,378,000 | 1,759,000 | ||
Intangible assets, net | 6,504,000 | 4,505,000 | 2,090,000 | ||
Derivative asset on loans to stockholders | 33,505,000 | 457,000 | 457,000 | ||
Debt facility commitment fee, long-term | 145,000 | 0 | |||
Restricted cash, net of current portion | 319,000 | 197,000 | 146,000 | ||
Total Assets | 133,856,000 | 76,405,000 | 67,088,000 | ||
Current Liabilities | |||||
Accounts payable | 14,577,000 | 8,492,000 | 6,502,000 | ||
Accrued expenses | 9,836,000 | 5,324,000 | 1,890,000 | ||
Line of credit | 0 | 3,910,000 | 0 | ||
Lease liabilities, short-term (related party of $205 and $171 as of December 31, 2020 and 2019, respectively) | 1,898,000 | 400,000 | 369,000 | ||
Income taxes payable | 0 | 508,000 | |||
Legal settlement accrual | 3,201,000 | 3,201,000 | 0 | ||
Note payable | 14,608,000 | 0 | |||
Other current liabilities | 777,000 | 2,853,000 | 306,000 | ||
Total Current Liabilities | 44,897,000 | 24,180,000 | 9,575,000 | ||
Lease liabilities, long-term (related party of $1,065 and $1,270 as of December 31, 2020 and 2019, respectively) | 1,484,000 | 1,088,000 | 1,488,000 | ||
Long-term debt facility | 30,000,000 | 0 | |||
Convertible debt, long-term | 695,000 | 695,000 | 695,000 | ||
Interest payable, convertible notes | 22,000 | 13,000 | 1,000 | ||
Warrant Liabilities | 3,586,000 | 0 | |||
Other non-current liabilities | 545,000 | 585,000 | 37,000 | ||
Total Liabilities | 81,229,000 | 26,561,000 | 11,796,000 | ||
Commitments | |||||
Temporary Equity [Abstract] | |||||
Convertible preferred stock, par value per share | 72,173,000 | 72,173,000 | 72,173,000 | ||
Stockholders' Deficit | |||||
Common Stock | 100 | 100 | 100 | ||
Treasury stock | (5,000) | (154,000) | (154,000) | ||
Additional paid-in capital | 13,285,000 | 5,493,000 | 3,712,000 | ||
Loans to stockholders | (15,121,000) | (14,764,000) | (14,492,000) | ||
Accumulated deficit | (17,705,000) | (12,904,000) | (5,947,000) | ||
Total Stockholders' Deficit | (19,546,000) | (22,329,000) | (16,881,000) | ||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 133,856,000 | 76,405,000 | 67,088,000 | ||
VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Current Assets | |||||
Cash | 119,603 | $ 0 | |||
Prepaid expenses | 917,988 | ||||
Deferred issuance costs | 100,000 | ||||
Total Current Assets | 1,037,591 | ||||
Investments held in Trust Account | 253,782,146 | ||||
Total Assets | 254,819,737 | 100,000 | |||
Current Liabilities | |||||
Accrued expenses | 2,268,718 | 604 | |||
Accrued offering costs | 75,000 | ||||
Total Current Liabilities | 2,268,718 | 75,604 | |||
Warrant Liabilities | 21,811,105 | ||||
Deferred underwriting fee payable | 8,881,809 | ||||
Total Liabilities | 32,961,632 | ||||
Commitments | |||||
Class A common stock subject to possible redemption 25,376,598 shares at redemption value of $10.00 per share | 253,765,980 | ||||
Stockholders' Deficit | |||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | 0 | 0 | |||
Additional paid-in capital | 24,353 | ||||
Accumulated deficit | (31,908,509) | (604) | |||
Total Stockholders' Deficit | (31,907,875) | 24,396 | |||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 254,819,737 | 100,000 | |||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Current Liabilities | |||||
Class A common stock subject to possible redemption 25,376,598 shares at redemption value of $10.00 per share | 253,765,980 | ||||
Stockholders' Deficit | |||||
Common Stock | 0 | 0 | |||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Stockholders' Deficit | |||||
Common Stock | 634 | $ 647 | [1] | ||
Series A Convertible Preferred Stock [Member] | |||||
Temporary Equity [Abstract] | |||||
Convertible preferred stock, par value per share | 9,881,000 | 9,881,000 | 9,881,000 | ||
Series B One Convertible Preferred Stock [Member] | |||||
Temporary Equity [Abstract] | |||||
Convertible preferred stock, par value per share | 49,675,000 | 49,675,000 | 49,675,000 | ||
Series B Two Convertible Preferred Stock [Member] | |||||
Temporary Equity [Abstract] | |||||
Convertible preferred stock, par value per share | $ 12,617,000 | $ 12,617,000 | $ 12,617,000 | ||
[1] | Includes up to 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6) |
Balance Sheet (Parenthetical)
Balance Sheet (Parenthetical) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Common Stock, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 |
Common Stock, Shares Authorized | 290,000,000 | 290,000,000 | 285,000,000 |
Common Stock, Shares, Issued | 105,460,096 | 103,062,319 | 101,391,560 |
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 |
Member advances,Allowance for unrecoverable advances | $ 11,340 | $ 12,580 | $ 9,355 |
Related party lease right of use assets | 1,026 | 1,184 | 1,379 |
Related Party Short term lease liabilities | 233 | 205 | 171 |
Related Party long term lease liabilities | $ 886 | $ 1,065 | $ 1,270 |
VPC Impact Acquisition Holdings III, Inc [Member] | |||
Preferred Stock, Par Value | $ 0.0001 | ||
Preferred Stock, Shares Authorized | 1,000,000 | ||
Preferred Stock, Shares Issued | 0 | ||
Preferred Stock, Shares Outstanding | 0 | ||
Common Stock Subject To Possible Redemption | 25,376,598 | ||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||
Temporary Equity, Par Value | $ 10 | ||
Common Stock, Par Value | $ 0.0001 | ||
Common Stock, Shares Authorized | 200,000,000 | ||
Common Stock, Shares, Issued | 0 | ||
Common Stock, Shares, Outstanding | 0 | ||
Common Stock Subject To Possible Redemption | 25,376,598 | ||
Temporary equity shares issued | 25,376,598 | ||
Temporary equity shares outstanding | 25,376,598 | ||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||
Common Stock, Par Value | $ 0.0001 | ||
Common Stock, Shares Authorized | 20,000,000 | ||
Common Stock, Shares, Issued | 6,344,150 | ||
Common Stock, Shares, Outstanding | 6,344,150 | ||
Series A Convertible Preferred Stock [Member] | |||
Temporary Equity, Shares Authorized | 133,216,940 | 133,216,940 | 133,216,940 |
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 |
Temporary equity shares issued | 133,216,940 | 133,216,940 | 133,216,940 |
Temporary equity shares outstanding | 133,216,940 | 133,216,940 | 133,216,940 |
Temporary equity Liquidation preference | $ 130,686 | $ 130,686 | $ 124,558 |
Series B One Convertible Preferred Stock [Member] | |||
Temporary Equity, Shares Authorized | 13,326,050 | 13,326,050 | 13,326,050 |
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 |
Temporary equity shares issued | 13,326,050 | 13,326,050 | 13,326,050 |
Temporary equity shares outstanding | 13,326,050 | 13,326,050 | 13,326,050 |
Temporary equity Liquidation preference | $ 50,000 | $ 50,000 | $ 50,000 |
Series B Two Convertible Preferred Stock [Member] | |||
Temporary Equity, Shares Authorized | 3,991,610 | 3,991,610 | 3,991,610 |
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 |
Temporary equity shares issued | 3,991,610 | 3,991,610 | 3,991,610 |
Temporary equity shares outstanding | 3,991,610 | 3,991,610 | 3,991,610 |
Temporary equity Liquidation preference | $ 11,981 | $ 11,981 | $ 11,981 |
Statement of Operations
Statement of Operations - USD ($) | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues [Abstract] | ||||||||
Revenues | $ 111,853,000 | $ 86,344,000 | $ 121,796,000 | $ 76,227,000 | ||||
Operating Expenses [Abstract] | ||||||||
Provision for unrecoverable advances | 21,693,000 | 14,311,000 | 25,539,000 | 19,688,000 | ||||
Processing And Servicing Fees | 16,920,000 | 15,696,000 | 21,646,000 | 15,216,000 | ||||
Advertising and marketing | 38,844,000 | 22,642,000 | 38,019,000 | 22,934,000 | ||||
Compensation expense | 34,685,000 | 14,898,000 | 22,210,000 | 9,242,000 | ||||
Other operating expenses | 31,987,000 | 10,032,000 | 15,763,000 | 7,370,000 | ||||
Total operating expenses | 144,129,000 | 77,579,000 | 123,177,000 | 74,450,000 | ||||
Other expense: | ||||||||
Interest earned on marketable securities held in Trust Account | (610,000) | (339,000) | (409,000) | (429,000) | ||||
Gain on conversion of 2018 convertible note | 0 | (841,000) | ||||||
Derivative liability | 0 | 536,000 | ||||||
Interest expense | 1,494,000 | 3,000 | 17,000 | 852,000 | ||||
Legal settlement and litigation expenses | 952,000 | 948,000 | 4,467,000 | 327,000 | ||||
Other strategic financing and transactional expenses | 253,000 | 1,305,000 | 1,356,000 | 0 | ||||
Derivative asset on loans to stockholders | (33,043,000) | 0 | ||||||
Changes in fair value of warrant liability | 3,480,000 | 0 | ||||||
Other expense, net | (27,474,000) | 1,917,000 | 5,431,000 | 445,000 | ||||
Net (loss) income before provision for income taxes | (4,802,000) | 6,848,000 | (6,812,000) | 1,332,000 | ||||
Provision for income taxes | (1,000) | (20,805,000) | 145,000 | 545,000 | ||||
Net loss | $ (4,801,000) | $ 27,653,000 | $ (6,957,000) | $ 787,000 | ||||
Net (loss) income per share: | ||||||||
Basic | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||
Diluted | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||
Weighted-average shares used to compute net income (loss) per share | ||||||||
Basic | 100,176,295 | 88,943,115 | 90,986,048 | 76,918,167 | ||||
Diluted | 100,176,295 | 99,364,554 | 90,986,048 | 247,773,816 | ||||
Service Based Revenue [Member] | ||||||||
Revenues [Abstract] | ||||||||
Revenues | $ 104,142,000 | $ 85,614,000 | $ 120,595,000 | $ 76,194,000 | ||||
Transaction Based Revenue [Member] | ||||||||
Revenues [Abstract] | ||||||||
Revenues | $ 7,711,000 | $ 730,000 | $ 1,201,000 | $ 33,000 | ||||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||
Formation and operational costs | $ 604 | $ 1,319,447 | $ 3,401,685 | |||||
Loss from operations | (1,319,447) | (3,401,685) | ||||||
Other expense: | ||||||||
Transaction costs allocated to warrant liabilities | 0 | (600,571) | ||||||
Interest earned on marketable securities held in Trust Account | 3,266 | 16,166 | ||||||
Changes in fair value of warrant liability | (1,360,659) | (3,819,820) | ||||||
Other expense, net | (1,357,393) | (4,404,225) | ||||||
Net loss | $ (604) | $ (2,676,840) | $ (7,805,910) | |||||
Weighted average shares outstanding | [1] | 5,625,000 | ||||||
Basic and diluted net income (loss) per share | $ 0 | |||||||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||
Other expense: | ||||||||
Weighted average shares outstanding | 25,376,598 | 20,481,452 | ||||||
Basic and diluted net income (loss) per share | $ (0.08) | $ (0.29) | ||||||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||
Other expense: | ||||||||
Weighted average shares outstanding | [2] | 6,344,150 | 6,207,710 | |||||
Basic and diluted net income (loss) per share | $ (0.08) | $ (0.29) | ||||||
[1] | Excludes 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6). | |||||||
[2] | In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 124,600 Founder Shares were forfeited and 719,150 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,344,150 Founder Shares outstanding at September 30, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding. |
Statement of Operations (Parent
Statement of Operations (Parenthetical) - shares | Mar. 09, 2021 | Jan. 22, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 | ||
Common Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Common Stock, Shares, Outstanding | 6,468,750 | 6,344,150 | |||
Common Class B [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Forfeiture of Founder Shares, Shares | 124,600 | 124,600 | |||
Common stock shares not subject to forfeiture | 719,150 | ||||
Common Stock, Shares, Outstanding | 6,408,750 | 6,344,150 | |||
Common stock share subject to forfeiture | 843,750 | ||||
Common Class B [Member] | VPCC Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Common stock share subject to forfeiture | 843,750 |
Statement of Changes in Stockho
Statement of Changes in Stockholders' Equity - USD ($) | Total | VPC Impact Acquisition Holdings III, Inc [Member] | Class B [Member]VPC Impact Acquisition Holdings III, Inc [Member] | Series A Convertible Preferred Stock [Member] | Series B One Convertible Preferred Stock [Member] | Series B Two Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member]Class B [Member]VPC Impact Acquisition Holdings III, Inc [Member] | Additional Paid in Capital | Additional Paid in CapitalVPC Impact Acquisition Holdings III, Inc [Member] | Accumulated Deficit | Accumulated DeficitVPC Impact Acquisition Holdings III, Inc [Member] | Loans TO Stockholders [Member] | Treasury Stock [Member] | |
Beginning balance at Dec. 31, 2018 | $ (3,507,000) | $ 100 | $ 3,227,000 | $ (6,734,000) | |||||||||||
Beginning balance, Shares at Dec. 31, 2018 | 98,798,160 | ||||||||||||||
Beginning balance, Shares, Convertible preferred stock at Dec. 31, 2018 | 133,216,940 | 0 | 0 | ||||||||||||
Beginning balance, Convertible preferred stock at Dec. 31, 2018 | $ 9,881,000 | $ 0 | $ 0 | ||||||||||||
Issuance of series B-1 convertible preferred stock, net of issuance costs of $325 thousand, Value | $ 49,675 | ||||||||||||||
Issuance of series B-1 convertible preferred stock, net of issuance costs of $325 thousand, Shares | 13,326,050 | ||||||||||||||
Issuance of restricted stock, Shares | 14,500,000 | ||||||||||||||
Issuance of common stock for stock option exercises, Value | 39,000 | 39,000 | |||||||||||||
Issuance of common stock for stock option exercises, Shares | 446,830 | ||||||||||||||
Cancellation of restricted stock | (14,250,000) | ||||||||||||||
Conversion of notes and accrued interest to series B-2 preferred stock, Value | $ 12,617,000 | ||||||||||||||
Conversion of notes and accrued interest to series B-2 preferred stock, Shares | 3,991,610 | ||||||||||||||
Treasury stock | (154,000) | $ (45,680) | $ (154,000) | ||||||||||||
Stockholder loans | (14,492,000) | $ (14,492,000) | |||||||||||||
Stock-based compensation—restricted stock | 178,000 | 178,000 | |||||||||||||
Stock-based compensation—stock options | 268,000 | 268,000 | |||||||||||||
Net income (loss) | 787,000 | 787,000 | |||||||||||||
Ending balance at Dec. 31, 2019 | (16,881,000) | $ 100 | 3,712,000 | (5,947,000) | (14,492,000) | (154,000) | |||||||||
Ending balance, Shares at Dec. 31, 2019 | 99,449,310 | ||||||||||||||
Ending balance, Shares, Convertible preferred stock at Dec. 31, 2019 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Dec. 31, 2019 | 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
Issuance of common stock for stock option exercises, Value | 178,000 | 178,000 | |||||||||||||
Issuance of common stock for stock option exercises, Shares | 1,013,543 | ||||||||||||||
Issuance of common stock for stock option early exercises, Shares | 322,917 | ||||||||||||||
Stockholder loans interest | (204,000) | (204,000) | |||||||||||||
Stock-based compensation | 932,000 | 932,000 | |||||||||||||
Net income (loss) | 27,653,000 | 27,653,000 | |||||||||||||
Ending balance at Sep. 30, 2020 | 11,678,000 | $ 100 | 4,822,000 | 21,706,000 | (14,696,000) | (154,000) | |||||||||
Ending balance, Shares at Sep. 30, 2020 | 100,785,770 | ||||||||||||||
Ending balance, Shares, Convertible preferred stock at Sep. 30, 2020 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Sep. 30, 2020 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | ||||||||||||
Beginning balance at Dec. 31, 2019 | (16,881,000) | $ 100 | 3,712,000 | (5,947,000) | (14,492,000) | (154,000) | |||||||||
Beginning balance, Shares at Dec. 31, 2019 | 99,449,310 | ||||||||||||||
Beginning balance, Shares, Convertible preferred stock at Dec. 31, 2019 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Beginning balance, Convertible preferred stock at Dec. 31, 2019 | 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
Issuance of common stock for stock option exercises, Value | $ 256,000 | 256,000 | |||||||||||||
Issuance of common stock for stock option exercises, Shares | 1,441,795 | 1,253,045 | |||||||||||||
Cancellation of restricted stock | (653,125) | ||||||||||||||
Stock-based compensation—restricted stock | $ 68,000 | 68,000 | |||||||||||||
Stock-based compensation—stock options | 1,457,000 | 1,457,000 | |||||||||||||
Issuance of common stock for stock option early exercises, Shares | 403,131 | ||||||||||||||
Cancellation of common stock issued for stock option early exercise | $ (229,167) | ||||||||||||||
Stockholder loans interest | (272,000) | (272,000) | |||||||||||||
Net income (loss) | (6,957,000) | (6,957,000) | |||||||||||||
Ending balance at Dec. 31, 2020 | (22,329,000) | $ 100 | 5,493,000 | (12,904,000) | (14,764,000) | (154,000) | |||||||||
Ending balance, Shares at Dec. 31, 2020 | 100,223,194 | ||||||||||||||
Ending balance, Shares, Convertible preferred stock at Dec. 31, 2020 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Dec. 31, 2020 | 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
Issuance of common stock for stock option exercises, Value | $ 1,375,000 | 1,375,000 | |||||||||||||
Issuance of common stock for stock option exercises, Shares | 2,433,761 | 2,353,547 | |||||||||||||
Stockholder loans | $ (208,000) | (357,000) | 149,000 | ||||||||||||
Vesting of stock option early exercises | 75,000 | 75,000 | |||||||||||||
Stock-based compensation | 6,342,000 | 6,342,000 | |||||||||||||
Stockholder Loans (Shares) | 44,230 | ||||||||||||||
Net income (loss) | (4,801,000) | (4,801,000) | |||||||||||||
Ending balance at Sep. 30, 2021 | (19,546,000) | $ (31,907,875) | $ 100 | $ 634 | 13,285,000 | $ 0 | (17,705,000) | $ (31,908,509) | (15,121,000) | (5,000) | |||||
Ending balance, Shares at Sep. 30, 2021 | 102,620,971 | 6,344,150 | |||||||||||||
Ending balance, Shares, Convertible preferred stock at Sep. 30, 2021 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Sep. 30, 2021 | 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
Beginning balance at Jan. 13, 2021 | 0 | $ 0 | 0 | 0 | |||||||||||
Beginning balance, Shares at Jan. 13, 2021 | 0 | ||||||||||||||
Issuance of Class B common stock to Sponsor | [1] | 25,000 | $ 647 | 24,353 | 0 | ||||||||||
Issuance of Class B common stock to Sponsor, Shares | [1] | 6,468,750 | |||||||||||||
Net income (loss) | (604) | $ 0 | 0 | (604) | |||||||||||
Ending balance at Jan. 22, 2021 | 24,396 | $ 647 | 24,353 | (604) | |||||||||||
Ending balance, Shares at Jan. 22, 2021 | 6,468,750 | ||||||||||||||
Beginning balance at Jan. 13, 2021 | 0 | $ 0 | 0 | 0 | |||||||||||
Beginning balance, Shares at Jan. 13, 2021 | 0 | ||||||||||||||
Issuance of Class B common stock to Sponsor | [2] | 25,000 | $ 647 | 24,353 | 0 | ||||||||||
Issuance of Class B common stock to Sponsor, Shares | [2] | 6,468,750 | |||||||||||||
Accretion for Class A common shares to redemption amount | (24,126,952) | (24,353) | (24,102,599) | ||||||||||||
Forfeiture of Founder Shares | (13) | $ (13) | 0 | 0 | |||||||||||
Forfeiture of Founder Shares, Shares | (124,600) | ||||||||||||||
Net income (loss) | (1,650,406) | $ 0 | 0 | (1,650,406) | |||||||||||
Ending balance at Mar. 31, 2021 | (25,752,371) | $ 634 | 0 | (25,753,005) | |||||||||||
Ending balance, Shares at Mar. 31, 2021 | 6,344,150 | ||||||||||||||
Beginning balance at Jan. 13, 2021 | 0 | $ 0 | 0 | 0 | |||||||||||
Beginning balance, Shares at Jan. 13, 2021 | 0 | ||||||||||||||
Accretion for Class A common shares to redemption amount | 24,126,965 | ||||||||||||||
Net income (loss) | (7,805,910) | $ (1,815,599) | |||||||||||||
Ending balance at Sep. 30, 2021 | (19,546,000) | (31,907,875) | $ 100 | $ 634 | 13,285,000 | 0 | (17,705,000) | (31,908,509) | (15,121,000) | (5,000) | |||||
Ending balance, Shares at Sep. 30, 2021 | 102,620,971 | 6,344,150 | |||||||||||||
Ending balance, Shares, Convertible preferred stock at Sep. 30, 2021 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Sep. 30, 2021 | 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
Beginning balance at Mar. 31, 2021 | (25,752,371) | $ 634 | 0 | (25,753,005) | |||||||||||
Beginning balance, Shares at Mar. 31, 2021 | 6,344,150 | ||||||||||||||
Net income (loss) | (3,478,664) | $ 0 | 0 | (3,478,664) | |||||||||||
Ending balance at Jun. 30, 2021 | (29,231,035) | $ 634 | 0 | (29,231,669) | |||||||||||
Ending balance, Shares at Jun. 30, 2021 | 6,344,150 | ||||||||||||||
Net income (loss) | (2,676,840) | $ (535,368) | $ 0 | 0 | (2,676,840) | ||||||||||
Ending balance at Sep. 30, 2021 | (19,546,000) | $ (31,907,875) | $ 100 | $ 634 | $ 13,285,000 | $ 0 | $ (17,705,000) | $ (31,908,509) | $ (15,121,000) | $ (5,000) | |||||
Ending balance, Shares at Sep. 30, 2021 | 102,620,971 | 6,344,150 | |||||||||||||
Ending balance, Shares, Convertible preferred stock at Sep. 30, 2021 | 133,216,940 | 13,326,050 | 3,991,610 | ||||||||||||
Ending balance, Convertible preferred stock at Sep. 30, 2021 | $ 72,173,000 | $ 9,881,000 | $ 49,675,000 | $ 12,617,000 | |||||||||||
[1] | Includes up to 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6) | ||||||||||||||
[2] | In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 124,600 Founder Shares were forfeited and 719,150 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,344,150 Founder Shares outstanding at September 30, 2021. |
Statement of Changes in Stock_2
Statement of Changes in Stockholders' Equity (Parenthetical) - shares | Mar. 09, 2021 | Jan. 22, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 | ||
Common Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Common Stock, Shares, Outstanding | 6,468,750 | 6,344,150 | |||
Common Class B [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Forfeiture of Founder Shares, Shares | 124,600 | 124,600 | |||
Common stock shares not subject to forfeiture | 719,150 | ||||
Common Stock, Shares, Outstanding | 6,408,750 | 6,344,150 | |||
Common stock share subject to forfeiture | 843,750 | ||||
Common Class B [Member] | VPCC Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Common stock share subject to forfeiture | 843,750 |
Statement of Cash Flows
Statement of Cash Flows - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||||
Net income (loss) | $ (4,801,000) | $ 27,653,000 | $ (6,957,000) | $ 787,000 | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Depreciation and amortization | 2,089,000 | 1,219,000 | 1,718,000 | 805,000 | |
Provision for unrecoverable advances | 21,693,000 | 14,311,000 | 25,539,000 | 19,688,000 | |
Changes in fair value of derivative assets and liabilities | (33,043,000) | 0 | 500,000 | 536,000 | |
Changes in fair value of warrant liability | 3,480,000 | 0 | |||
Stock-based compensation—restricted stock | 6,342,000 | 932,000 | 68,000 | 178,000 | |
Stock-based compensation—stock options | 1,457,000 | 268,000 | |||
Non-cash interest from loans to stockholders | (272,000) | (104,000) | |||
Non-cash interest expense | (605,000) | (204,000) | |||
Non-cash lease expense | 103,000 | 12,000 | 12,000 | 86,000 | |
Changes in fair value of marketable securities | 0 | (8,000) | (3,000) | (21,000) | |
Gain on conversion of 2018 convertible notes | 0 | (841,000) | |||
Accretion of debt discount | 0 | 211,000 | |||
Changes in operating assets and liabilities: | |||||
Member advances | (27,817,000) | (20,875,000) | (35,240,000) | (39,266,000) | |
Prepaid income taxes | 1,307,000 | (22,904,000) | (4,008,000) | 0 | |
Prepaid expenses and other current assets | 635,000 | (2,784,000) | (2,600,000) | (1,247,000) | |
Accounts payable | 6,038,000 | (1,292,000) | 1,983,000 | 4,858,000 | |
Accrued Expenses | 4,512,000 | 1,324,000 | 3,433,000 | 1,743,000 | |
Legal settlement accrual | 3,201,000 | 0 | |||
Income taxes payable | 0 | (508,000) | (508,000) | 508,000 | |
Other current liabilities | (2,001,000) | 181,000 | 2,472,000 | 306,000 | |
Other non-current liabilities | (40,000) | 471,000 | 547,000 | 37,000 | |
Deferred tax asset | 0 | (1,857,000) | |||
Interest payable, convertible notes | 9,000 | 9,000 | 12,000 | 540,000 | |
Net cash used in operating activities | (22,099,000) | (4,320,000) | (9,146,000) | (10,928,000) | |
Cash Flows from Investing Activities: | |||||
Payments for internally developed software costs | (3,915,000) | (2,762,000) | (3,989,000) | (1,746,000) | |
Purchase of derivative asset on loans to stockholders | 0 | (457,000) | |||
Purchase of property and equipment | (216,000) | (204,000) | (231,000) | (382,000) | |
Sale of marketable securities | 3,915,000 | 5,780,000 | 7,780,000 | 15,774,000 | |
Purchase of marketable securities | (4,000) | (132,000) | (138,000) | (32,884,000) | |
Net cash used in investing activities | (220,000) | 2,682,000 | 3,422,000 | (19,695,000) | |
Cash Flows from Financing Activities: | |||||
Repayment of convertible debt | 0 | (2,000,000) | |||
Repayment of promissory note - related party | 0 | (14,388,000) | |||
Acquisition of treasury stock | 0 | (154,000) | |||
Payment of issuance of costs | (3,589,000) | 0 | |||
Proceeds from Borrowings | 45,000,000 | 0 | |||
Borrowings on line of credit | 3,910,000 | 1,500,000 | |||
Repayment on line of credit | (3,910,000) | 0 | 0 | (1,500,000) | |
Proceeds from issuance of common stock for stock option exercises | 1,375,000 | 179,000 | 256,000 | 39,000 | |
Proceeds from sale of Units, net of underwriting discounts paid | 75,000 | 0 | |||
Proceeds from issuance of preferred stock | 0 | 49,675,000 | |||
Proceeds from issuance of convertible debt | 0 | 695,000 | |||
Net cash provided by financing activities | 38,876,000 | 179,000 | 4,241,000 | 33,867,000 | |
Net (decrease) increase in cash and cash equivalents and restricted cash | 16,557,000 | (1,459,000) | (1,483,000) | 3,244,000 | |
Cash and cash equivalents and restricted cash, beginning of year | 5,069,000 | 6,552,000 | 6,552,000 | 3,308,000 | |
Cash and cash equivalents and restricted cash, end of year | $ 21,626,000 | 21,626,000 | 5,093,000 | 5,069,000 | 6,552,000 |
Supplemental disclosure of non-cash investing and financing activities | |||||
2018 convertible notes and derivative liability settled with preferred shares | 0 | 12,617,000 | |||
Operating lease right of use assets recognized | 2,514,000 | 0 | 0 | 1,736,000 | |
Operating lease liabilities recognized | 2,514,000 | 0 | 0 | 1,736,000 | |
Property and equipment purchases in accounts payable | 47,000 | 14,000 | 7,000 | 14,000 | |
Receivable from early exercise of stock options | 368,000 | 0 | |||
Amendment to loan to stockholder | 145,000 | 0 | |||
Supplemental disclosure of cash paid for: | |||||
Income taxes | (1,271,000) | 2,773,000 | 2,798,000 | 0 | |
Interest | 1,222,000 | 0 | 0 | 200,000 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |||||
Cash and cash equivalents | 21,307,000 | 21,307,000 | 4,813,000 | 4,789,000 | 6,406,000 |
Restricted cash | 319,000 | 319,000 | 280,000 | 280,000 | 146,000 |
Total cash, cash equivalents, and restricted cash, end of year | 21,626,000 | 21,626,000 | $ 5,093,000 | $ 5,069,000 | $ 6,552,000 |
VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Cash Flows from Operating Activities: | |||||
Net income (loss) | (7,805,910) | ||||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Interest earned on marketable securities held in Trust Account | (16,166) | ||||
Changes in fair value of warrant liability | 3,819,820 | ||||
Transaction costs allocated to warrant liabilities | 600,571 | ||||
Changes in operating assets and liabilities: | |||||
Prepaid expenses | (917,988) | ||||
Accrued Expenses | 2,268,718 | ||||
Net cash used in operating activities | (2,050,955) | ||||
Cash Flows from Investing Activities: | |||||
Investment of cash into Trust Account | (253,765,980) | ||||
Net cash used in investing activities | (253,765,980) | ||||
Cash Flows from Financing Activities: | |||||
Repayment of promissory note - related party | (88,142) | ||||
Proceeds from sale of Private Placements Warrants | 7,650,320 | ||||
Payment of issuance of costs | (316,300) | ||||
Proceeds from sale of Units, net of underwriting discounts paid | 248,690,660 | ||||
Net cash provided by financing activities | 255,936,538 | ||||
Net Change in Cash | 119,603 | ||||
Cash - Beginning of period | 0 | ||||
Cash – End of period | 119,603 | $ 119,603 | |||
Non-Cash investing and financing activities: | |||||
Offering costs paid by Sponsor in exchange for issuance of founder shares | 25,000 | ||||
Offering costs paid through promissory note | 88,142 | ||||
Deferred underwriting fee payable | 8,881,809 | ||||
Forfeiture of Founder Shares | $ (13) |
Description of Organization, Bu
Description of Organization, Business Operations and Basis of Presentation | Jan. 22, 2021 | Sep. 30, 2021 |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Description of Organization, Business Operations and Basis of Presentation | Note 1—Description of Organization, Business Operations and Basis of Presentation VPC Impact Acquisition Holdings III, Inc. (the “Company”) is a blank check company incorporated in Delaware on January 22, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of January 22, 2021, the Company had not commenced any operations. All activity for the period from January 14, 2021 (inception) through January 22, 2021 relates to the Company’s formation and the proposed initial public offering described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through a proposed public offering (the “Proposed Public Offering”) of 22,500,000 units (each, a “Unit” and collectively, the “Units”) at $10.00 per Unit (or 25,875,000 units if the underwriters’ over-allotment option is exercised in full), which is discussed in Note 3, and the sale of 4,716,667 warrants (or 5,166,667 warrants if the underwriters’ over-allotment option is exercised in full) (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant in a private placement to VPC Impact Acquisition Holdings Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”) that will close simultaneously with the Proposed Public Offering (see Note 4). The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Proposed Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (as defined below) (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting commissions) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Upon the closing of the Proposed Public Offering, management has agreed that an amount equal to at least $10.00 per Unit sold in the Proposed Public Offering, including the proceeds from the sale of the Private Placement Warrants to the Sponsor, will be held in a trust account (“Trust Account”) located in the United States, and invested only in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 2a-7 The Company will provide the holders (the “Public Stockholders”) of the Company’s outstanding shares of Class A common stock, par value $0.0001 per share, sold in the Proposed Public Offering (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share The Certificate of Incorporation will provide that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor and the Company’s officers and directors (the “initial stockholders”) have agreed not to propose an amendment to the Certificate of Incorporation to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or with respect to any other material provisions relating to stockholders’ rights or pre-initial If the Company is unable to complete a Business Combination within 24 months from the closing of the Proposed Public Offering (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The initial stockholders have agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the Proposed Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to the deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) not will it apply to any claims under the Company’s indemnity of the underwriters of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s Independent Registered Public Accounting Firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. The Company does not have sufficient liquidity to meet its anticipated obligations over the next year from the date of issuance of these financial statements. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS VPC Impact Acquisition Holdings III, Inc. (the “Company”) is a blank check company incorporated in Delaware on January 14, 2021. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of September 30, 2021, the Company had not commenced any operations. All activity through September 30, 2021 relates to the Company’s formation and its initial public offering (“Initial Public Offering”), which is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income The registration statement for the Company’s Initial Public Offering was declared effective on March 4, 2021. On March 9, 2021, the Company consummated the Initial Public Offering of 25,376,598 units (the “Units” and, with respect to the shares of Class A common stock included in the Units sold, the “Public Shares”), which includes the partial exercise by the underwriters of their over-allotment options in the amount of 2,876,598 Units, at $10.00 per Unit, generating gross proceeds of $253,765,980, which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,100,214 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to VPC Impact Acquisition Holdings Sponsor III, LLC (the “Sponsor”), generating gross proceeds of $7,650,321, which is described in Note 5. Transaction costs amounted to $14,386,571, consisting of $5,075,320 of underwriting fees, $8,881,809 of deferred underwriting fees and $429,442 of other offering costs. Following the closing of the Initial Public Offering on March 9, 2021, an amount of $253,765,980 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”), and will be invested only in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”) having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below. Initial Business Combination On June 7, 2021, the Company, a Delaware corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Bear Merger Company I Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company (“First Merger Sub”), Bear Merger Company II LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of the Company (“Second Merger Sub” and together with First Merger Sub, the “Merger Subs”), and Dave Inc., a Delaware corporation (“Dave”), pursuant to which, among other things: (a) First Merger Sub will merge with and into Dave (the “First Merger”), with Dave being the surviving corporation of the First Merger (such company, in its capacity as the surviving corporation of the First Merger, the “Surviving Corporation”); and (b) immediately following the First Merger and as part of the same overall transaction as the First Merger, the Surviving Corporation will merge with and into Second Merger Sub (the “Second Merger” and together with the First Merger, the “Mergers”), with Second Merger Sub being the surviving company of the Second Merger. The transactions contemplated by the Merger Agreement (the “Transactions”), including the Mergers, will constitute a “Business Combination” as contemplated by the Company’s existing amended and restated certificate of incorporation. Merger Consideration Pursuant to the Merger Agreement, the stockholders of Dave, including holders of restricted shares of the Dave’s Common Stock (“Dave Restricted Stock”) (such holders, collectively, the “Dave Stockholders”) and holders of vested Dave Options (as defined below), will receive aggregate merger consideration with an implied value of $3,500,000,000 (the “Equity Value”), consisting of a number of shares of Company Common Stock (as defined and more fully described below), with each deemed to have a value of $10.00 per share, equal to the Equity Value divided by $10.00 (the “Aggregate Stock Consideration”). For more detailed information about the Merger Agreement and the proposed business combination, see our Current Report on Form 8-K (File No. 001-40161) S-4 No. 333-260083) S-4”), S-4. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (as defined below) (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting commissions) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide the holders of the Company’s outstanding shares of Class A common stock (the “Public Stockholders”), par value $0.0001 per share, sold in the Initial Public Offering (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially $10.00 per Public Share). The per-share Business Combination with respect to the Company’s warrants. The Public Shares will be recorded at redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” The Company will proceed with a Business Combination if a majority of the shares voted are voted in favor of the Business Combination. The Company will not redeem the Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its Certificate of Incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders (as defined below) have agreed to vote their Founder Shares (as defined below in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the initial stockholders have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. The Certificate of Incorporation provides that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor and the Company’s officers and directors (the “initial stockholders”) have agreed not to propose an amendment to the Certificate of Incorporation to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or with respect to any other material provisions relating to stockholders’ rights or pre-initial If the Company is unable to complete a Business Combination by March 9, 2023 (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The initial stockholders have agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to the deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) not will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity and Capital Resources As of September 30, 2021, the Company had $119,603 in its operating bank accounts and working capital of deficit $1,231,127. Prior to the completion of the Initial Public Offering, the Company’s liquidity needs had been satisfied through a contribution of $25,000 from Sponsor to cover for certain formation and offering costs in exchange for the issuance of the Founder Shares and the loan of up to $300,000 from the Sponsor pursuant to the Note (see Note 6). On March 9, 2021, the Company consummated the Initial Public Offering of 25,376,598 Units, which includes the partial exercise by the underwriters of their over-allotment options in the amount of 2,876,598 Units, at $10.00 per Unit, generating gross proceeds of $253,765,980, which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,100,214 Private Placement Warrants at a price of $1.50 per Private Placement Warrant in a private placement to the Sponsor, generating gross proceeds of $7,650,321, which is described in Note 5. Transaction costs amounted to $14,386,571, consisting of $5,075,320 of underwriting fees, $8,881,809 of deferred underwriting fees and $429,442 of other offering costs. Following the closing of the Initial Public Offering on March 9, 2021, an amount of $253,765,980 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in the Trust Account. For the period from January 14, 2021 through September 30, 2021, cash used in operating activities was $2,050,955. Net loss of $7,805,910 was affected by interest earned on marketable securities held in the Trust Account of $16,166, changes in fair value of warrant liability of $3,819,820, and transaction costs allocated to warrant liabilities of $600,571. Changes in operating assets and liabilities provided $1,350,730 of cash for operating activities. As of September 30, 2021, the Company had $119,603 in its operating bank accounts and working capital of deficit $1,231,127. As of September 30, 2021, the Company had marketable securities held in the Trust Account of $253,782,146 consisting of U.S. Treasury Bills with a maturity of 185 days or less. Interest income on the balance in the Trust Account may be used by the Company to pay taxes. Through September 30, 2021, the Company has not withdrawn any interest earned from the Trust Account. The Company intends to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete a Business Combination. To the extent that the Company’s capital stock or debt is used, in whole or in part, as consideration to complete a Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue growth strategies. The Company intends to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors or their affiliates may, but are not obligated to, loan us funds as may be required (see Note 6). If we complete a Business Combination, the Company would repay such loaned amounts. In the event that a Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into Private Placement Warrants of the post Business Combination entity at a price of $1.50 per warrant at the option of the lender. Such warrants would be identical to the Private Placement Warrants. As of September 30, 2021, the Company had no borrowings under the Working Capital Loans. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Summary of Significant Accounting Policies | Note 2 Significant Accounting Policies Use of Estimates The preparation of these condensed consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, as well as the reported revenues and expenses incurred during the reporting periods. The Company’s estimates are based on its historical experience and on various other factors that the Company believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company’s critical accounting estimates and assumptions are evaluated on an ongoing basis including those related to the: (i) allowance for unrecoverable advances; (ii) realization of tax assets and estimates of tax liabilities; (iii) valuation of equity securities; (iv) fair value of derivatives; and (v) valuation of note payable and warrant liabilities. Actual results may differ from these estimates under different assumptions or conditions. Revenue Recognition Service Based Revenue, Net: Service based revenue, net primarily consists of tips, express processing fees, and subscriptions charged to Members, net of processor costs associated with advance disbursements. Member advances are treated as financial receivables under Accounting Standards Codification (“ASC”) 310 Receivables (“ASC 310”). The Company encourages but does not contractually require its Members who receive a cash advance to leave a discretionary tip. The Company treats tips as an adjustment of yield to the advances and are recognized over the average term of advances. Express processing fees apply when a Member requests an expedited cash advance. At the Member’s election, the Company expedites the funding of advance funds within eight hours, as opposed to the customary three business days, of the advance request. Express fees are nonrefundable loan origination fees and are recognized as revenues over the expected contractual term of the advance. Costs incurred by the Company to fund cash advances are treated as direct loan origination costs. These direct loan origination costs are netted against advance-related income over the expected contractual term of the advance. Direct origination costs recognized as a reduction of advance-related income during the periods ended September 30, 2021 and 2020, was $2.9 million and $2.6 million, respectively. The Company accounts for subscriptions in accordance with ASC 606, Revenue from Contracts with Customers Subscription fees of $1 are received on a monthly basis from Members who subscribe to the Company’s application. The Company continually fulfills its obligation to each Member over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably as the Member receives and consumes the benefits of the platform throughout the contract period. Price concessions granted to Members who have insufficient funds when subscription fees are due are forms of variable consideration under the Company’s contracts with Members. For price concessions, the Company has elected, as an accounting policy, to account for price concessions for the month at the end of the reporting month based on the actual amount of concessions granted as the impact. Service based revenue also consists of lead generation fees from the Company’s Side Hustle advertising partners. The Company is entitled to receive these lead generation fees when Members of the application sign up for jobs with the Company’s various partners. Lead generation contracts contain a single performance obligation. Lead generation revenue is recognized at a point in time upon satisfaction and completion of the single performance obligation. The Company also receives cash monthly as part of a rewards program for those Dave debit card Members who choose to spend funds with selected vendors. The cash received by the Company is recorded as unearned revenue and recognized as revenue as the subscription credits are earned by the Members. Transaction Based Revenue, Net: Transaction based revenue, net primarily consists of interchange and ATM revenues from Dave’s Checking Product, net of ATM-related ATM-related Member Advances Member advances include non-recourse Advances to Members are not interest-bearing. The Company recognizes these advances at the advanced amount and does not use discounting techniques to determine present value of advances due to their short-term average maturity. The consequent discount impact under the imputed interest rate method does not result in a significant impact to the consolidated financial statements. The Company does not provide modifications to Member advances. Allowance for Unrecoverable Advances The Company maintains an allowance for unrecoverable advances at a level estimated to be adequate to absorb credit losses inherent in the outstanding Member advances. Management currently estimates the allowance balance required using historical loss and collections experience, and, if relevant, the nature and volume of the portfolio, economic conditions, and other factors. Interpretations of the nature and volume of the portfolio and projections of future economic conditions involve a high degree of subjectivity. Changes to the allowance have a direct inpact on the provision for unrecoverable advances in the condensed consolidated statements of operations. The Company considers advances over 120 days past due or which become uncollectible based on information available to the Company as impaired. All impaired advances are deemed uncollectible and subsequently written-off written-off, Internally Developed Software Internally developed software is capitalized when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and other compensation costs for employees incurred for time spent on upgrades and enhancements to add functionality to the software and fees paid to third-party consultants who are directly involved in development efforts. These capitalized costs are included on the condensed consolidated balance sheets as intangible assets, net. Other costs are expensed as incurred and included within Other general and administrative expenses in the condensed consolidated statements of operations. Capitalized costs for the nine month periods ended September 30, 2021 and 2020, were approximately $3.9 million and $2.8 million, respectively. Amortization of internally developed software commences when the software is ready for its intended use (i.e., after all substantial testing is complete). Internally developed software is amortized over its estimated useful life of 3 years. Amortization expense for the nine month periods ended September 30, 2021 and 2020, was approximately $1.9 million and $1.1 million, respectively. Fair Value of Financial Instruments ASC 820, Fair Value Measurement price for the asset or pay the lowest price to settle the liability, after considering transaction costs. However, when using the most advantageous market, transaction costs are only considered to determine which market is the most advantageous and these costs are then excluded when applying a fair value measurement. ASC 820 creates a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below, with Level 1 having the highest priority and Level 3 having the lowest. Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): September 30, 2021 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 13,755 $ — $ — $ 13,755 Derivative asset on loans to stockholders — — 33,505 33,505 Total assets $ 13,755 $ — $ 33,505 $ 47,260 Liabilities Warrant liability $ — $ — $ 3,586 $ 3,586 Note payable — — 14,608 14,608 Total liabilities $ — $ — $ $ 18,194 December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 The Company had no assets and liabilities measured at fair value on a non-recurring The Company also has financial instruments not measured at fair value. The Company has evaluated cash and cash equivalents, Member advances, net, restricted cash, accounts payable, and accrued expenses, and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of the debt facility, convertible debt, and line of credit approximate their carrying values. Marketable Securities: The Company evaluated the quoted market prices in active markets for its marketable securities and has classified its securities as Level 1. The Company’s investments in marketable securities are exposed to price fluctuations. The fair value measurements for the securities are based upon the quoted prices of similar items in active markets multiplied by the number of securities owned. Derivative Asset Related to Loans to Stockholders: In relation to certain loans to stockholders, the Company purchased call options which grant the Company the right to acquire a fixed number of the Company’s common stock, par value $0.000001 per share (“Common Stock”), held by such stockholders over the exercise period (four years). However, the exercise price per share is not fixed. The approximate $3.273 exercise price per share increases by a nominal amount of approximately $0.005 for each month that lapses from the call option issuance date. As of September 30, 2021, the exercise price per share was approximately $3.408. The Company understands that this variability in the exercise price of the call option is tied to the passage of time, which is not an input to the fair value of the Company’s shares per ASC 815, Derivatives and Hedging non-recourse A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 457 Amendment to loan to stockholder 5 Change in fair value during the period 33,043 Ending value at September 30, 2021 $ 33,505 The Company used a probability-weighted expected return method (“PWERM”) to weight the indicated call options value determined under the binomial option pricing model to determine the fair value of the call options. The following table presents the assumptions used to value the call options for the period ended September 30, 2021: Expected volatility 57.0% Risk-free interest rate 0.1—0.2% Remaining term 0.1—1.8 Years Warrant Liability Related to Debt Facility: As discussed further in Note 7, Long-Term Debt Facility A roll-forward of the Level 3 warrant liability is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 106 Change in fair value during the period 3,480 Ending value at September 30, 2021 $ 3,586 The Company used a PWERM to weight the indicated warrant liability value determined under the binomial option pricing model to determine the fair value of the warrant liability. The following table presents the assumptions used to value the warrant liability for the period ended September 30, 2021: Expected volatility 57.0% Risk-free interest rate 0.1—0.2% Remaining term 0.1—1.7 Years Note Payable: As discussed in Note 6, Note Payable A roll-forward of the Level 3 promissory note is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 14,608 Change in fair value during the period — Ending value at September 30, 2021 $ 14,608 The Company used a market yield approach to determine the fair value of the promissory note. The market yield assumption used to estimate the fair value of the promissory note as of September 30, 2021, was 3.73%. There were no other assets or liabilities that were required to be measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020. Fair Value of Common Stock The Company is required to estimate the fair value of the Common Stock underlying the Company’s share-based awards. The fair value of the Common Stock underlying the Company’s stock-based awards has been determined, in each case, based on a valuation model as discussed further below, and was approved by the Company’s Board of Directors. The Company’s Board of Directors intends all stock options granted to be exercisable at a price per share not less than the fair value per share of the ordinary share underlying those stock options on the date of grant. In the absence of a public market for the Common Stock, the valuation of the Common Stock has been determined using a market approach, income approach, and subject company transaction method. The allocation of equity value was determined using the option pricing method. The valuation was performed in accordance with the guidelines outlined in the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The Company considered various objective and subjective factors to determine the fair value of its Common Stock as of each grant date, including: • Historical financial performance; • The Company’s business strategy; • Industry information, such as external market conditions and trends; • Lack of marketability of the Common Stock; • Likelihood of achieving a liquidity event, such as an initial public offering, special-purpose acquisition company (“SPAC”) merger, or strategic sale given prevailing market conditions and the nature and history of the Company’s business; • Prices, privileges, powers, preferences, and rights of our convertible preferred stock relative to those of the Common Stock; • Forecasted cash flow projections for the Company; • Illiquidity of stock-based awards involving securities in a private company; and • Macroeconomic conditions. The assumptions underlying these valuations represented management’s best estimate, which involved inherent uncertainties and the application of management’s judgment. The probability of a liquidity event and the derived discount rate are significant assumptions used to estimate the fair value of the Common Stock. If the Company had used different assumptions or estimates, the fair value of the Common Stock and the Company’s stock-based compensation expense could have been materially different. During 2019 and 2020, the Company’s estimated fair value of its Common Stock remained relatively consistent, fluctuating between $0.935 per share as of August 5, 2019 (“August 2019 Valuation”), and $0.981 per share as of August 30, 2020 (“August 2020 Valuation”). The August 2019 Valuation and August 2020 Valuation utilized the income and market approaches in estimating the fair value. In 2021, the Company’s management team contemplated a SPAC merger (refer to Note 1, Business and Basis of Presentation The increase in the fair value of Dave’s common stock between the August 2019 Valuation and August 2020 Valuation and the June 2021 Valuation was due to the Company’s progress towards completing the SPAC merger that was not known or knowable at the earlier valuation dates. Loans to Stockholders In 2019, the Company entered into loan, pledge, and option agreements with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse recorded the note as a reduction to shareholders’ equity and will do so until it is repaid, or the associated call option is exercised and the Company reacquires the collateralized shares. Interest earned and accrued on the notes also increases this contra-equity account balance. Advertising Costs Advertising costs are expensed as incurred. Advertising expense for the nine months ended September 30, 2021 and 2020, was approximately $34.1 million and $21.4 million, respectively, and is presented within advertising and marketing in the condensed consolidated statements of operations. Income Taxes The Company follows ASC 740, Income Taxes more-likely-than-not ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not more-likely-than-not, more-likely-than-not 0.1 The Company’s policy is to recognize interest expense and penalties accrued on any unrecognized tax benefits as a component of income tax expense within the statement of operations. The Company recognized approximately $0.004 million and $0 of interest expense and penalties as a component of income tax expense during the nine months ended September 30, 2021 and 2020, respectively. There was approximately $0.006 million and $0.003 million of accrued interest expense and penalties as of September 30, 2021 and December 31, 2020, respectively. Segment Information The Company determines its operating segments based on how its chief operating decision makers manage operations, make operating decisions, and evaluate operating performance. The Company has determined that the Chief Operating Decision Maker (“CODM”) is a joint role shared by is the Chief Executive Officer and Chief Financial Officer. Based upon the way the CODM reviews financial information and makes operating decisions and considering that the CODM reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance, the service-based and transaction-based operations constitute a single operating segment and one reportable segment. Net (Loss) Income Per Share Attributable to Stockholders The Company has five classes of participating securities (Series A preferred stock, par value $0.000001 per share (“Series A Preferred Shares”), Series B-1 B-1 B-2 B-2 B-1 2021 and 2020. The Company used the two-class two-class two-class Basic net (loss) income attributable to holders of Common Stock per share is calculated by dividing net (loss) income attributable to holders of Common Stock by the weighted-average number of shares outstanding, excluding shares issued in relation to unvested RSAs and vested early exercise options funded by non-recourse Related-Party Transactions Diluted net (loss) income per share attributable to holders of Common Stock adjusts the basic net (loss) income per share attributable to stockholders and the weighted-average number of shares outstanding for the potentially dilutive impact of stock options, warrants and restricted stock using the treasury stock method and convertible preferred stock using the as-if-converted The following table sets forth the computation of the Company’s basic and diluted net (loss) income per share attributable to holders of Common Stock (in thousands, except share data): For the Nine Months 2021 2020 (unaudited) Numerator Net (loss) income $ (4,801 ) $ 27,653 Less: noncumulative dividend to convertible preferred stockholders — (6,464 ) Less: undistributed earnings to participating securities — (13,756 ) Net (loss) income attributed to common stockholders—Basic (4,801 ) 7,433 Add: undistributed earnings reallocated to common stockholders — 732 Net (loss) income attributed to common stockholders—Diluted $ (4,801 ) $ 8,165 Denominator Weighted average shares of common stock—basic 100,176,295 88,943,115 Dilutive effect of equity incentive awards — 10,421,439 Weighted average shares of common stock—diluted 100,176,295 99,364,554 Net (loss) income per share Basic $ (0.05 ) $ 0.08 Diluted $ (0.05 ) $ 0.08 The following potentially dilutive shares were excluded from the computation of diluted net (loss) income per share for the periods presented because including them would have been antidilutive: For the Nine Months 2021 2020 (unaudited) Equity incentive awards 28,364,683 18,120,547 Convertible preferred stock 150,534,600 150,534,600 Series B-1 1,722,640 — Total 180,621,923 168,655,147 Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted: In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 held-to 2016-13, In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12”), 2019-12 2019-12 In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) 815-40): (“ASU 2020-06”). in ASU 2020-06 simplifies the ASU 2020-06 also 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity if-converted in ASU 2020-06 are Company is currently evaluating the impact of the adoption of this standard on its condensed consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40), Recently Adopted Accounting Pronouncements: In October 2020, the FASB issued ASU 2020-10, Codification Improvements | Note 3 Significant Accounting Policies Use of Estimates The preparation of these consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, as well as the reported revenues and expenses incurred during the reporting periods. The Company’s estimates are based on its historical experience and on various other factors that the Company believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company’s critical accounting estimates and assumptions are evaluated on an ongoing basis including those related to the: (i) allowance for unrecoverable advances; (ii) realization of tax assets and estimates of tax liabilities; (iii) valuation of equity securities; and (iv) fair value of the derivative related to the Company’s 2018 convertible notes. Actual results may differ from these estimates under different assumptions or conditions. Revenue Recognition Service Based Revenue, Net: Service based revenue, net primarily consists of tips, express processing fees, and subscriptions charged to Members, net of processor costs associated with advance disbursements. Member advances are treated as financial receivables under ASC 310 Receivables (“ASC 310”). Advance-related income is reported net of direct loan origination costs. The Company encourages but does not contractually require its Members who receive a cash advance to leave a discretionary tip. The Company treats tips as an adjustment of yield to the advances and are recognized over the average term of advances. Express processing fees apply when a Member requests an expedited cash advance. At the Member’s election, the Company expedites the funding of advance funds within eight hours, as opposed to the customary three business days, of the advance request. Express fees are nonrefundable loan origination fees and are recognized as revenues over the expected contractual term of the advance. Costs incurred by the Company to fund cash advances are treated as direct loan origination costs. These direct loan origination costs are netted against advance-related income over the expected contractual term of the advance. Direct origination costs recognized as a reduction of advance-related income during the years ended December 31, 2020 and 2019, was $3.6 million and $2.1 million, respectively. The Company accounts for subscriptions in accordance with ASC 606, Revenue from Contracts with Customers Subscription fees of $1 are received on a monthly basis from Members who subscribe to the Company’s application. The Company continually fulfills its obligation to each Member over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably as the Member receives and consumes the benefits of the platform throughout the contract period. Price concessions granted to Members who have insufficient funds when subscription fees are due are forms of variable consideration under the Company’s contracts with Members. For price concessions, the Company has elected, as an accounting policy, to account for price concessions for the month at the end of the reporting month based on the actual amount of concessions granted as the impact. Service based revenue also consists of lead generation fees from the Company’s Side Hustle advertising partners. The Company is entitled to receive these lead generation fees when Members of the application sign up for jobs with the Company’s various partners. Lead generation contracts contain a single performance obligation. Lead generation revenue is recognized at a point in time upon satisfaction and completion of the single performance obligation. The Company also receives cash monthly as part of a rewards program for those Dave debit card Members who choose to spend funds with selected vendors. The cash received by the Company is recorded as unearned revenue and recognized into revenue as the subscription credits are earned by the Members. Transaction Based Revenue, Net: Transaction based revenue, net primarily consists of interchange and ATM revenues from Dave’s Checking Product and are recognized at the point in time the transactions occur, as the performance obligation is satisfied. Processing and Servicing Fees Processor fees consist of fees paid to the Company’s processors for the recovery of advances, tips, processing fees, and subscriptions. These expenses also include fees paid for services to connect Member’s bank accounts to the Company’s application. Aside from processing and service fees associated with advance disbursements, all other processing and service fees are expensed as incurred are expensed as incurred. Cash and Cash Equivalents The Company classifies all highly liquid instruments with an original maturity of three months or less as cash equivalents. Restricted Cash Restricted cash primarily represents cash held at financial institutions that is pledged as collateral for specific accounts that may become overdrawn. At December 31, 2020 and 2019, the Company had restricted cash in the amounts of $0.3 million and $0.1 million, respectively. Marketable Securities Marketable securities consist of a money market mutual fund. The fair value of marketable securities is determined by quoted prices in active markets and changes in fair value are recorded in other (income) expense in the statement of operations. Member Advances Member advances include non-recourse Advances to Members are not interest-bearing. The Company recognizes these advances at face value and does not use discounting techniques to determine present value of advances due to their short-term average maturity. The consequent discount impact under the imputed interest rate method does not result in a significant impact to the financial statements. The Company does not provide modifications to Member advances. Allowance for Unrecoverable Advances The Company maintains an allowance for unrecoverable advances at a level estimated to be adequate to absorb credit losses inherent in the outstanding Member advances. Management currently estimates the allowance balance required using historical loss and collections experience, and, if relevant, the nature and volume of the portfolio, economic conditions, and other factors. Interpretations of the nature and volume of the portfolio and projections of future economic conditions involve a high degree of subjectivity. Changes to the allowance have a direct impact on the provision for unrecoverable advances in the consolidated statements of operations. The Company considers advances over 120 days past due or which become uncollectible based on information available to the Company as impaired. All impaired advances are deemed uncollectible and subsequently written-off written-off, Internally Developed Software Internally developed software is capitalized when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and other compensation costs for employees incurred for time spent on upgrades and enhancements to add functionality to the software and fees paid to third-party consultants who are directly involved in development efforts. These capitalized costs are included on the consolidated balance sheets as intangible assets, net. Other costs are expensed as incurred and included within Other operating expenses in the consolidated statements of operations. Amortization of internally developed software commences when the software is ready for its intended use (i.e., after all substantial testing is complete). Internally developed software is amortized over its estimated useful life of 3 years. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation. Property and equipment are recorded at cost and depreciated over the estimated useful lives ranging from 3 to 7 years using the straight-line method. Maintenance and repair costs are charged to operations as incurred and included within Other operating expenses in the consolidated statements of operations. Impairment of Long-Lived Assets The Company assesses the impairment of long-lived assets, primarily property and equipment and amortizable intangible assets, whenever events or changes in business circumstances indicate that carrying amounts of the assets may not be fully recoverable. If the sum of the expected undiscounted future cash flows from an asset is less than the carrying amount of the asset, the Company estimates the fair value of the assets. The Company measures the loss as the amount by which the carrying amount exceeds its fair value calculated using the present value of estimated net future cash flows. Fair Value of Financial Instruments ASC 820, Fair Value Measurement Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 December 31, 2019 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 25,305 $ — $ — $ 25,305 Derivative asset on loans to stockholders — — 457 457 Total assets $ 25,305 $ — $ 457 $ 25,762 The Company had no assets and liabilities measured at fair value on a non-recurring The Company also has financial instruments not measured at fair value. The Company has evaluated cash and cash equivalents, Member advances, net, restricted cash, accounts payable, and accrued expenses and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of convertible notes payable and line of credit approximate its carrying value. Marketable Securities: The Company evaluated the quoted market prices in active markets for its marketable securities and has classified its securities as Level 1. The Company’s investments in marketable securities are exposed to price fluctuations. The fair value measurements for the securities are based upon the quoted prices of similar items in active markets multiplied by the number of securities owned. Derivatives: Derivative Liability Related to Convertible Notes As discussed further in Note 9 Convertible Debt, Net, the Optional Conversion upon a Qualified Financing feature included in the 2018 Convertible Notes was deemed to be, in substance, a put option settleable in a variable number of shares, that met the definition of a derivative under ASC 815, Derivatives and Hedging B-2 A roll-forward of the Level 3 derivative liability is as follows (dollars in thousands): Opening value at January 1, 2019 $ 940 Change in fair value during the period 536 Conversion into Series B-2 (1,476 ) Ending value at December 31, 2019 $ — The Company used a discounted cash flow valuation technique to determine the fair value of the derivative liability. Unobservable inputs include terms in years, calibrated risk premiums, option adjusted spreads and risk-free rates. Unobservable Inputs Range Term (in years) 0.63 to 1.10 Calibrated risk premium 2.46% to 5.50% Option adjusted spread 6.62% to 11.04% Risk-free rate 1.87% to 2.62% Derivative Asset Related to Loans to Stockholders In relation to certain loans to stockholders, the Company purchased call options which grant the Company the right to acquire a fixed number of the Company’s common stock, par value $0.000001 per share (“Common Stock”), held by such stockholders over the exercise period (four years). However, the exercise price per share is not fixed. The approximate $3.273 exercise price per share increases by a nominal amount of approximately $0.005 for each month that lapses from the call option issuance date. As of December 31, 2020, the exercise price per share was approximately $3.362. The Company understands that this variability in the exercise price of the call option is tied to the passage of time, which is not an input to the fair value of the Company’s shares per ASC 815. Therefore, the Company does not believe the call option meets the scope exception under ASC 815. As the scope exception is not met, the call option is accounted for as a derivative instrument. Accordingly, the call option is measured at fair value and presented as a derivative asset on loans to stockholders on the Company’s consolidated balance sheets. Interest earned on the non-recourse A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Opening value at January 1, 2019 $ — Initial fair value at the original issuance dates 457 Change in fair value during the period — Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 $ 457 The Company used a binomial option pricing model to determine the fair value of the call option. The following table presents the assumptions used to value the call options for the year ended December 31 2020: Expected volatility 61.5% Risk-free interest rate 0.2% Remaining term 3.0 Years There were no other assets or liabilities that were required to be measured at fair value on a recurring basis as of December 31, 2020 and 2019. Fair Value of Common Stock The Company is required to estimate the fair value of the Common Stock underlying the Company’s share-based awards. The fair value of the Common Stock underlying the Company’s stock-based awards has been determined, in each case, based on a valuation model as discussed further below, and was approved by the Company’s Board of Directors. The Company’s Board of Directors intends all stock options granted to be exercisable at a price per share not less than the fair value per share of the ordinary share underlying those stock options on the date of grant. In the absence of a public market for the Common Stock, the valuation of the Common Stock has been determined using a market approach and subject company transaction method. The allocation of equity value was determined using the option pricing method. The valuation was performed in accordance with the guidelines outlined in the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The Company considered various objective and subjective factors to determine the fair value of its Common Stock as of each grant date, including: • Historical financial performance; • The Company’s business strategy; • Industry information, such as external market conditions and trends; • Lack of marketability of the Common Stock; • Likelihood of achieving a liquidity event, such as an initial public offering, special-purpose acquisition company (“SPAC”) merger, or strategic sale given prevailing market conditions and the nature and history of the Company’s business; • Prices, privileges, powers, preferences and rights of the Company’s convertible preferred stock relative to those of the Common Stock; • Forecasted cash flow projections for the Company; • Illiquidity of stock-based awards involving securities in a private company; and • Macroeconomic conditions. The assumptions underlying these valuations represented management’s best estimate, which involved inherent uncertainties and the application of management’s judgment. The probability of a liquidity event and the derived discount rate are significant assumptions used to estimate the fair value of the Common Stock. If the Company had used different assumptions or estimates, the fair value of the Common Stock and the Company’s stock-based compensation expense could have been materially different. During 2019 and 2020, the Company’s estimated fair value of its Common Stock remained relatively consistent, fluctuating between $0.935 per share as of August 5, 2019 (“August 2019 Valuation”) and $0.981 per share as of August 30, 2020 (“August 2020 Valuation”). The August 2019 Valuation and August 2020 Valuations utilized the income and market approaches in estimating the fair value. Concentration of Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, principally consist of cash and cash equivalents, restricted cash, Member cash advances, and accounts receivable. The Company’s cash and cash equivalents and restricted cash in excess of the Federal Deposit Insurance Corporation (“FDIC”) insured limits were approximately $4.6 million and $5.7 million at December 31, 2020 and 2019, respectively. Also, the Company does not believe its marketable securities are exposed to any significant credit risk due to the quality and nature of the securities in which the money is held. Pursuant to the Company’s internal investment policy, investments must be rated A-1/P-1 No Member individually exceeded 10% or more of the Company’s Member cash advances balances as of December 31, 2020 and 2019. Convertible Debt The Company accounts for convertible notes in accordance with ASC Topic 470-20, Debt with Conversion and Other Options. Interest As discussed further in Note 9 Convertible Debt, Net, the Company issued 2018 convertible promissory notes (“2018 Convertible Notes”) and 2019 convertible promissory notes (“2019 Convertible Notes”) in 2018 and 2019, respectively. Leases ASC 842, Leases right-of-use Right-of-use Right-of-use The Company leases office space under four separate leases, all of which are considered operating leases. One lease includes the option to renew and the exercise of the renewal option is at the Company’s sole discretion. Options to extend or terminate a lease are considered as part of calculating the lease term to the extent that the option is reasonably certain of exercise. The leases do not include the options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Covenants imposed by the leases include letters of credit required to be obtained by the lessee. The incremental borrowing rate (“IBR”) represents the rate of interest the Company would expect to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. When determinable, the Company uses the rate implicit in the lease to determine the present value of lease payments. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. Loans to Stockholders In 2019, the Company entered into loan, pledge, and option agreements with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse Stock-Based Compensation Stock Option Awards: ASC 718, Compensation-Stock Compensation Restricted Stock Awards: Restricted stock awards (“RSAs”) are valued on the grant date and the fair value of the RSAs is equal to the estimated fair value of the Company’s Common Stock on the grant date. This compensation cost is recognized over the requisite service period. When the requisite service period begins prior to the grant date (because the service inception date occurs prior to the grant date), the Company is required to begin recognizing compensation cost before there is a measurement date (i.e., the grant date). The service inception date is the beginning of the requisite service period. If the service inception date precedes the grant date, accrual of compensation cost for periods before the grant date shall be based on the fair value of the award at the reporting date. In the period in which the grant is approved, cumulative compensation cost is adjusted to reflect the cumulative effect of the compensation cost based on fair value at the grant date rather than the service inception date. The Company recognizes forfeitures as they occur. RSAs Issued to Non-Employees: The Company issues shares of restricted stock to consultants for various advisory and consulting related services. The Company recognized this expense, measured as the estimated value of the shares issued, as a component of stock-based compensation expense, presented within compensation and benefits in the consolidated statements of operations. Advertising Costs Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2020 and 2019, was approximately $38.0 million and $22.9 million, respectively, and is presented within advertising and marketing in the consolidated statements of operations. Income Taxes The Company follows ASC 740, Income Taxes statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more-likely-than-not ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not more-likely-than-not, more-likely-than-not The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense within the statement of operations. The Company recognized $0.003 million of interest expense as a component of income tax expense during the year ended December 31, 2020. There was no interest or penalties recognized as a component of income tax expense for the year ended December 31, 2019. There was $0.003 million of accrued interest as of December 31, 2020, and no accrued interest or penalties as of December 31, 2019. Segment Information The Company determines its operating segments based on how its chief operating decision makers manage operations, make operating decisions and evaluate operating performance. The Company has determined that the Chief Operating Decision Maker, or “CODM”, is a joint role shared by the Chief Executive Officer and Chief Financial Officer. Based upon the way the CODM reviews financial information and makes operating decisions and considering that the CODM reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance, the service-based and transaction-based operations constitute a single operating segment and one reportable segment. Net Loss (Income) Per Share Attributable to Stockholders The Company has five classes of participating securities (Series A preferred stock, par value $0.000001 per share (“Series A Preferred Shares”), Series B-1 B-1 B-2 B-2 B-1 two-class two-class two-class Basic net loss (income) attributable to holders of Common Stock per share is calculated by dividing net loss (income) attributable to holders of Common Stock by the weighted-average number of shares outstanding, excluding shares issued in relation to unvested RSAs and vested early exercise options funded by non-recourse Diluted net loss (income) per share attributable to holders of Common Stock adjusts the basic net loss per share attributable to stockholders and the weighted-average number of shares outstanding for the potentially dilutive impact of stock options and restricted stock using the treasury stock method and convertible preferred stock using the as-if-converted The following table sets forth the computation of the Company’s basic and diluted net loss (income) per share attributable to holders of Common Stock (in thousands, except share data): For the Year Ended December 31, 2020 2019 Numerator Net (loss) income $ (6,957 ) $ 787 Less: noncumulative dividend to convertible preferred stockholders — (787 ) Net (loss) income attributed to common stockholders—Basic (6,957 ) — Add back: undistributed earnings allocated to noncumulative dividend to convertible preferred stockholders — 2,694 Less: non-cumulative — (2,694 ) Net (loss) income attributed to common stockholders—Diluted (6,957 ) — Denominator Weighted average shares of common stock—basic 90,986,048 76,918,167 Dilutive effect of equity incentive awards — 33,647,099 Dilutive effect of Series A convertible stock — 133,216,940 Dilutive effect of Series B-2 — 3,991,610 Weighted average shares of common stock—diluted 90,986,048 247,773,816 Net (loss) income per share Basic $ (0.08 ) $ 0.00 Diluted $ (0.08 ) $ 0.00 The following potentially dilutive shares were excluded from the computation of diluted net loss (income) per share for the periods presented because including them would have been antidilutive: For the Year Ended 2020 2019 Equity incentive awards 23,352,837 4,611,850 Convertible preferred stock 150,534,600 13,326,050 Total 173,887,437 17,937,900 Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted: In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 providing additional transparency about credit risk. The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to 2016-13, In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12”), 2019-12 2019-12 In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): (“ASU 2020-06”). in ASU 2020-06 simplifies the ASU 2020-06 also 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity if-converted in ASU 2020-06 are In October 2020, the FASB issued ASU 2020-10, Codification Improvements Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), 815-40), Recently Adopted Accounting Pronouncements: In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): Part 1—Accounting for Certain Financial Instruments with Down Round Features 2017-11”). 2017-11 In August 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement | ||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Deferred Offering Costs Deferred offering costs consist of legal, accounting and other costs incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholders’ equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations. Net Loss Per Common Share Net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period, excluding common stock subject to forfeiture. Weighted average shares at January 22, 2021 were reduced for the effect of an aggregate of 843,750 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 5). At January 22, 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted loss per share is the same as basic loss per share for the period presented. Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed to be de minimis as of January 22, 2021. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for the interest and penalties as of January 22, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimis for the period from January 14, 2021 (inception) through January 22, 2021. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature. Recent Accounting Standards The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q Regulation S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on March 8, 2021. The interim results for the three months ended September 30, 2021 and for the period from January 14, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups exemptions from various reporting requirements that are applicable t o Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and, accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021. Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the condensed consolidated statements of operations. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. Offering costs amounting to $13,786,001 were charged to stockholders’ equity upon the completion of the Initial Public Offering, and $600,570 of the offering costs were related to the warrant liabilities and cha r Warrant Liabilities We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in a non-cash Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption, if any, are classified as a liability instrument and are measured at fair value. Conditionally redeemable Class A common stock (including Class A common stock that features redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, Class A common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021, 25,376,598 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s unaudited condensed consolidated balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A common stock resulted in charges against additional paid-in At September 30, 2021, the Class A common stock reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 253,765,980 Less: Proceeds allocated to Public Warrants $ (10,340,965 ) Class A common stock issuance costs $ (13,786,000 ) Plus: Accretion of carrying value to redemption value $ 24,126,965 Class A common stock subject to possible redemption $ 253,765,980 Income Taxes The Company follows the asset and liability method of accou n ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for the interest and penalties as of September 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimis for the periods ended September 30, 2021. Net Income (Loss) per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per share of Class A common stock is computed by dividing net income (loss) by the weighted average number of shares of common stock for the period. The Company applies the two-class The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,516,041 shares of Class A common stock in the aggregate. As of September 30, 2021 and 2020, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted net loss per share is the same as basic net loss per share for the periods presented. Three Months Ended For the Period from January 14, Class A Class B Class A Class B Basic and diluted net loss per common shares Numerator: Allocation of net loss, as adjusted $ (2,141,472 ) $ (535,368 ) $ (5,990,311 ) $ (1,815,599 ) Denominator: Basic and diluted weighted average common shares outstanding 25,376,598 6,344,150 20,481,452 6,207,710 Basic and diluted net loss per common shares $ (0.08 ) $ (0.08 ) $ (0.29 ) $ (0.29 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying condensed consolidated balance sheet, primarily due to their short-term nature. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued or non-current not net-cash Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt—Debt (Subtopic 470-20) and (Subtopic 815-40) (“ASU 2020-06”) to ASU 2020-06 eliminates ASU 2020-06 amends the if-converted method ASU 2020-06 is ASU 2020-06 would Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements. |
Business and Basis of Presentat
Business and Basis of Presentation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Business and Basis of Presentation | Note 1 Business and Basis of Presentation Business Dave Inc. (the “Company” or “Dave”) is a Delaware corporation formed in October 2015 and headquartered in Los Angeles, California. The Company’s business is to provide its members (“Members”) a suite of financial software and services related to personal finance. In December 2020, the Company formed Dave OD Funding I, LLC (“Dave OD”), a Delaware LLC, and wholly owned subsidiary of Dave Inc. All operating activities, revenues earned, and expenses incurred were generated in the United States of America. On June 7, 2021, the Company announced it has entered into a definitive agreement for a business combination with VPC Impact Acquisition Holdings III, Inc. (NYSE: VPCC) (“VPCC”), a special purpose acquisition company sponsored by Victory Park Capital, which is an affiliate of Victory Park Management, LLC. The business combination will result in Dave becoming a publicly traded company listed on the Nasdaq Capital Market under the ticker symbol “DAVE.” The proposed business combination has been unanimously approved by the Boards of Directors of the Company and VPCC, and is subject to approval by VPCC’s stockholders, regulatory approvals and other customary closing conditions. The business combination is expected to close in the first quarter of 2022. Dave’s Personal Financial Management Service Dave’s personal financial management service enables Members to monitor their bank account balances to avoid overdraft fees and build budgets to assist in short-term financial planning. When a Member signs up for the Company’s mobile application, Dave connects to the Member’s checking account and then monitors and analyzes the Member’s typical spending and saving behavior. Based on this analysis, Dave identifies upcoming expenses, such as a car or rent payment, and likely future spending based on historical spending habits that enables Members to more effectively manage their finances. The Members are charged a $1 monthly fee for this software monitoring service. Dave’s Advance Service Many of Dave’s Members are at risk of having liquidity shortfalls before they receive their next paycheck. To help these Members avoid incurring costly overdraft fees, Dave offers them the ability to obtain a non-recourse Members need not pay a fee to obtain an Advance, as Members can always obtain Advances via automated clearing house (“ACH”) payment for free, which generally arrive within three business days. However, many Members choose to pay an optional instant transfer fee to obtain the Advance within eight hours. Members may also choose to pay a voluntary tip to compensate the Company for use of its Advance service. Dave’s Job Portal Service As an additional tool to help prevent over drafting and improve cash flow, Dave helps connect Members to open local jobs. Dave’s job portal service, referred to as “Side Hustle,” enables Members to view potential opportunities for supplemental work, primarily in flexible, part-time roles. Side Hustle allows Members to submit applications to a repository of job openings with various partner companies, which include various ride share platforms and food delivery companies. Dave generates referral fees from partner companies for facilitating contacts between them and the application’s Members. Dave’s Checking Product Dave offers a free, no minimum, no overdraft-fee on-time Basis of Presentation These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and are unaudited. These unaudited condensed consolidated financial statements do not include all disclosures that are normally included in annual audited financial statements prepared in accordance with U.S. GAAP and should be read in conjunction with the Company’s consolidated financial statements. The unaudited condensed consolidated balance sheet as of December 31, 2020, has been derived from the Company’s annual audited consolidated financial statements. In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of September 30, 2021 and December 31, 2020, its results of operations for the nine months ended September 30, 2021 and 2020 and cash flows for the nine months ended September 30, 2021 and 2020. The unaudited condensed consolidated financial statements at December 31, 2020, have been derived from the Company’s annual audited consolidated financial statements, but do not contain all of the footnote disclosures from the Company’s annual audited consolidated financial statements. Principles of Consolidation The Company consolidates financial statements of all entities in which the Company has a controlling financial interest, including the accounts of any Variable Interest Entity (“VIE”) in which the Company has a controlling financial interest and for which it is the primary beneficiary. All intercompany transactions and balances have been eliminated upon consolidation. Variable Interest Entities The Company is considered the primary beneficiary of Dave OD, as it has the power over the activities that most significantly impact the economic performance of Dave OD and has the obligation to absorb expected losses and the right to receive expected benefits that could be significant, in accordance with accounting guidance. As a result, the Company consolidated Dave OD and all intercompany accounts have been eliminated. The carrying value of Dave OD’s assets and liabilities, after elimination of any intercompany transactions and balances, in the unaudited condensed consolidated balance sheet as of September 30, 2021 are as follows: Assets Cash and cash equivalents $ 9,518 Member advances, net of allowance for unrecoverable advances of $2,825 as of September 30, 2021 38,447 Debt facility commitment fee, current 52 Debt facility commitment fee, long-term 145 Total assets $ 48,162 Liabilities and stockholder’s deficit Long-term debt facility $ 30,000 Warrant liability 3,586 Equity contributed 0.01 Accumulated deficit (7,785 ) Total liabilities and stockholder’s deficit $ 25,801 | Note 1 Business and Basis of Presentation Business Dave Inc. (the “Company” or “Dave”) is a Delaware corporation formed in October 2015 and headquartered in Los Angeles, California. The Company’s business is to provide its members (“Members”) a suite of financial software and services related to personal finance. All operating activities, revenues earned, and expenses incurred were generated in the United States of America. Dave’s Personal Financial Management Service Dave’s personal financial management service enables Members to monitor their bank account balances to avoid overdraft fees and build budgets to assist in short-term financial planning. When a Member signs up for the Company’s mobile application, Dave connects to the Member’s checking account and then monitors and analyzes the Member’s typical spending and saving behavior. Based on this analysis, Dave identifies upcoming expenses, such as a car or rent payment, and likely future spending based on historical spending habits, which enables Members to more effectively manage their finances. The Members are charged a $1 monthly fee for this software monitoring service. Dave’s Advance Service Many of Dave’s Members are at risk of having liquidity shortfalls before they receive their next paycheck. To help these Members avoid incurring costly overdraft fees, Dave offers them the ability to obtain a non-recourse Members need not pay a fee to obtain an Advance, as Members can always obtain Advances via ACH for free, which generally arrive within three business days. However, many Members choose to pay an optional instant transfer fee to obtain the Advance within eight hours. Members may also choose to pay a voluntary tip to compensate the Company for use of its Advance service. Dave’s Job Portal Service As an additional tool to help prevent overdrafting and improve cash flow, Dave helps connect Members to open local jobs. Dave’s job portal service, referred to as “Side Hustle,” enables Members to view potential opportunities for supplemental work, primarily in flexible, part-time roles. Side Hustle allows Members to submit applications to a repository of job openings with various partner companies, which include various ride share platforms and food delivery companies. Dave generates referral fees from partner companies for facilitating contacts between them and the application’s Members. Dave’s Checking Product Dave offers a free, no minimum, no overdraft-fee on-time Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). On November 11, 2020, the Company effected a ten-for-one Principles of Consolidation The consolidated financial statements include the accounts of the Company and a variable interest entity (“VIE”). In accordance with the provisions of Accounting Standards Codification (“ASC”) 810, Consolidation, Variable Interest Entity: On December 9, 2020, the Company formed Dave OD Funding I, LLC, a Delaware LLC, and wholly owned subsidiary of Dave Inc. Dave is considered the primary beneficiary of Dave OD Funding I, LLC and consolidates 100% of the entity. The subsidiary had no activity during 2020. COVID-19 There are many uncertainties regarding the current global pandemic involving a novel strain of coronavirus (“COVID-19”), COVID-19 Beginning in March 2020, the Company’s business and operations were disrupted by the conditions caused by COVID-19, COVID-19 COVID-19 |
Restatement of Previously Issue
Restatement of Previously Issued Financial Statements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Restatement of Previously Issued Financial Statements | Note 2 Restatement of Previously-Issued Financial Statements In connection with the preparation of the Company’s June 30, 2021 unaudited condensed consolidated financial statements, management became aware of errors related to Member advances and the Allowance for unrecoverable advances. The Company evaluated the materiality of these errors both qualitatively and quantitatively in accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality Considering the Effects of Prior Year Misstatements in Current Year Financial Statements Accounting Changes and Error Corrections Additionally, the Company identified an error related to Member advances, net of the allowance for unrecoverable advances in 2018, which was corrected through an out of period adjustment in the consolidated financial statements for the year ended December 31, 2019. The out of period adjustment decreased Member advances, net of the allowance for unrecoverable advances and increased the Provision for unrecoverable advances by approximately $0.3 million. The Company determined that this error was not material to the consolidated financial statements for the year ended December 31, 2018, nor was the impact of the out of period adjustment to correct the error material to the financial statements for the year ended December 31, 2019. In addition to the adjustments made to correct the overstatement of Member advances, net of allowance for unrecoverable advances, and the understatement of the Provision for unrecoverable advances, the Company also made related adjustments to Prepaid income taxes, Income taxes payable, Other non-current liabilities and the Provision for income taxes. These adjustments did not affect operating revenues, total cash flows from operating activities, financing activities or investing activities for any period presented. In response to the errors, the Company redesigned its internal controls around the Member advances, net of allowances for unrecoverable advances to detect and prevent future errors. As of December 31, 2020 Consolidated Balance Sheet: As Reported Adjustments As Restated Assets Member advances, net of allowance for unrecoverable advances $ 47,588 $ (8,844 ) $ 38,744 Prepaid income taxes $ 1,576 $ 2,432 $ 4,008 Total current assets $ 75,764 $ (6,412 ) $ 69,352 Total assets $ 82,817 $ (6,412 ) $ 76,405 Liabilities, convertible preferred stock, and stockholders’ deficit Other non-current $ 735 $ (150 ) $ 585 Total liabilities $ 26,711 $ (150 ) $ 26,561 Accumulated deficit $ (6,642 ) $ (6,262 ) $ (12,904 ) Total stockholders’ deficit $ (16,067 ) $ (6,262 ) $ (22,329 ) Total liabilities, convertible preferred stock, and stockholders’ deficit $ 82,817 $ (6,412 ) $ 76,405 For the year ended December 31, 2020 Consolidated Statement of Operations As Reported Adjustments As Restated Provision for unrecoverable advances $ 19,441 $ 6,098 $ 25,539 Total operating expenses $ 117,079 $ 6,098 $ 123,177 Net loss before provision for income taxes $ (714 ) $ (6,098 ) $ (6,812 ) Provision for income taxes $ 1,888 $ (1,743 ) $ 145 Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Net loss per share: Basic $ (0.03 ) $ (0.08 ) Diluted $ (0.03 ) $ (0.08 ) For the year ended December 31, 2020 Consolidated Statements of Cash Flows: As Reported Adjustments As Restated Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Adjustments to reconcile net loss to net cash used in operating activities: Provision for unrecoverable advances $ 19,441 $ 6,098 $ 25,539 Changes in operating assets and liabilities: Prepaid income taxes $ (1,576 ) $ (2,432 ) $ (4,008 ) Income taxes payable $ (1,348 ) $ 840 $ (508 ) Other non-current $ 698 $ (151 ) $ 547 For the year ended December 31, 2020 Consolidated Statement of Convertible Preferred Stock and As Reported Adjustments As Restated Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Accumulated deficit $ (6,642 ) $ (6,262 ) $ (12,904 ) Total stockholders’ deficit $ (16,067 ) $ (6,262 ) $ (22,329 ) For the year ended December 31, 2019 Consolidated Statement of Operations As Reported Adjustments As Restated Provision for unrecoverable advances $ 16,941 $ 2,747 $ 19,688 Total operating expenses $ 71,703 $ 2,747 $ 74,450 Net income (loss) before provision for income taxes $ 4,079 $ (2,747 ) $ 1,332 Provision for income taxes $ 1,385 $ (840 ) $ 545 Net income (loss) $ 2,694 $ (1,907 ) $ 787 As of December 31, 2019 Consolidated Balance Sheet: As Reported Adjustments As Restated Assets Member advances, net of allowance for unrecoverable advances $ 31,789 $ (2,747 ) $ 29,042 Total current assets $ 64,962 $ (2,747 ) $ 62,215 Total assets $ 69,835 $ (2,747 ) $ 67,088 Income taxes payable $ 1,348 $ (840 ) $ 508 Total current liabilities $ 10,415 $ (840 ) $ 9,575 Total liabilities $ 12,636 $ (840 ) $ 11,796 Accumulated deficit $ (4,040 ) $ (1,907 ) $ (5,947 ) Total stockholders’ deficit $ (14,974 ) $ (1,907 ) $ (16,881 ) Total liabilities, convertible preferred stock, and stockholders’ deficit $ 69,835 $ (2,747 ) $ 67,088 For the year ended December 31, 2019 Consolidated Statements of Cash Flows: As Reported Adjustments As Restated Net income $ 2,694 $ (1,907 ) $ 787 Adjustments to reconcile net income to net cash used in operating activities: Provision for unrecoverable advances $ 16,941 $ 2,747 $ 19,688 For the year ended December 31, 2019 Consolidated Statement of Convertible Preferred Stock and As Reported Adjustments As Restated Net income $ 2,694 $ (1,907 ) $ 787 Accumulated deficit $ (4,040 ) $ (1,907 ) $ (5,947 ) Total stockholders’ deficit $ (14,974 ) $ (1,907 ) $ (16,881 ) | |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Restatement of Previously Issued Financial Statements | NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS In connection with the preparation of the Company’s financial statements as of September 30, 2021, management determined it should restate its previously reported financial statements. During the quarter ended September 30, 2021, the Company determined that at the closing of the Company’s Initial Public Offering (including the sale of the shares issued pursuant to the exercise of the underwriters’ overallotment) it had improperly classified its Class A common stock subject to possible redemption at the closing of the Company’s Initial Public Offering and the closing of the sale of shares pursuant to the exercise of the underwriters’ overallotment, it had improperly classified certain of its Class A common stock subject to possible redemption. The Company previously determined the Class A common stock subject to possible redemption to be equal to the redemption value of $ additional paid-in In connection with the change in presentation for the Class A common stock subject to redemption, the Company also revised its earnings per share calculation to allocate net income (loss) evenly to Class A and Class B common stock. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of common stock share pro rata in the income (loss) of the Company. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,” the Company evaluated the corrections and has determined that the related impact was material to the previously filed financial statements that contained the error, reported in the Company’s Form 8-K “Post-IPO Form 10-Qs There has been no change in the Company’s total assets, liabilities or operating results. The impact of the restatement on the Company’s previously issued financial statements is reflected in the following tables. Balance Sheet as of March 9, 2021 (audited) As Previously Adjustment As Restated Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Class A common stock $ 311 $ (311 ) $ — Additional paid-in $ 6,977,293 $ (6,977,293 ) $ — Accumulated deficit $ (1,978,231 ) $ (24,102,596 ) $ (26,080,827 ) Total shareholders’ equity (deficit) $ 5,000,007 $ (31,080,200 ) $ (26,080,193 ) Balance Sheet as of March 31, 2021 (unaudited) As Previously Adjustment As Restated Class A common stock subject to possible redemption $ 223,013,600 $ 30,752,380 $ 253,765,980 Class A common stock $ 308 $ (308 ) $ — Additional paid-in $ 6,649,473 $ (6,649,473 ) $ — Accumulated deficit $ (1,650,406 ) $ (24,102,599 ) $ (25,753,005 ) Total shareholders’ equity (deficit) $ 5,000,009 $ (30,752,380 ) $ (25,752,371 ) Balance Sheet as of June 30, 2021 (unaudited) Class A common stock subject to possible redemption $ 219,534,940 $ 34,231,040 $ 253,765,980 Class A common stock $ 343 $ (343 ) $ — Additional paid-in $ 10,128,098 $ (10,128,098 ) $ — Accumulated deficit $ (5,129,070 ) $ (24,102,599 ) $ (29,231,669 ) Total shareholders’ equity (deficit) $ 5,000,005 $ (34,231,040 ) $ (29,231,035 ) Statement of Cash Flows for The Period from January 14, 2021 (Inception) Through March 31, 2021 (unaudited) Initial classification of Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Change in value of Class A common stock subject to possible redemption $ 327,820 $ (327,820 ) $ — Statement of Cash Flows for The Period from January 14, 2021 (Inception) Through June 30, 2021 (unaudited) Initial classification of Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Change in value of Class A common stock subject to possible redemption $ (3,150,840 ) $ 3,150,840 $ — Statement of Operations for The Period from January 14, 2021 (Inception) Through March 31, 2021 (unaudited) Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 (17,513,427 ) 7,863,171 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.12 ) $ (0.12 ) Weighted average shares outstanding of Class B common stock non-redeemable 5,851,019 80,357 5,931,376 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.28 ) $ 0.16 $ (0.12 ) Statement of Operations for the three months ended June 30, 2021 (unaudited) As Previously Adjustment As Restated Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 — 25,376,598 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.11 ) $ (0.11 ) Weighted average shares outstanding of Class B common stock non-redeemable 6,344,150 — 6,344,150 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.55 ) $ 0.44 $ (0.11 ) Statement of Operations for The Period from January 14, 2021 (Inception) Through June 30, 2021 Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 (7,675,638 ) 17,700,960 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.22 ) $ (0.22 ) Weighted average shares outstanding of Class B common stock non-redeemable 6,129,745 (3,116 ) 6,126,629 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.84 ) $ 0.62 $ (0.22 ) |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Note 4 Marketable Securities Below is a detail of marketable securities (dollars in thousands): As of December 31, 2020 2019 Marketable securities $ 17,666 $ 25,305 Totals $ 17,666 $ 25,305 The Company’s marketable securities consisted of a money market mutual fund. At December 31, 2020 and 2019, the fund’s money market instruments were comprised of primarily certificates of deposit and financial company/asset backed commercial paper. At December 31, 2020 and 2019, the investment portfolio had a weighted-average maturity of 46 days and 24 days, respectively. The fund is publicly traded with a ticker symbol SPPXX and the money market instruments were measured at fair market value at December 31, 2020 and 2019. Proceeds from sales and purchases of marketable securities during the year ended December 31, 2020 were approximately $7.8 million and $0.1 million, respectively. Proceeds from sales and purchases of marketable securities during the year ended December 31, 2019 were approximately $15.8 million and $32.9 million, respectively. The amount of gain recorded in connection with the investment in marketable securities for the years ended December 31, 2020 and 2019 was approximately $0.1 million and $0.3 million, respectively, and was recorded as a component of interest income in the consolidated statements of operations. |
Member Cash Advances, Net
Member Cash Advances, Net | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Member Cash Advances, Net | Note 3 Member Cash Advances, Net Below is a detail of Member cash advances, net as of September 30, 2021 (in thousands): Days From Origination Gross Allowance for Member (unaudited) (unaudited) (unaudited) 1-10 $ 32,881 $ (2,030 ) $ 30,851 11-30 10,469 (1,340 ) 9,129 31-60 4,934 (2,547 ) 2,387 61-90 4,162 (2,681 ) 1,481 91-120 3,762 (2,742 ) 1,020 Total $ 56,208 $ (11,340 ) $ 44,868 Below is a detail of Member cash advances, net as of December 31, 2020 (in thousands): Days From Origination Gross Member Allowance for Member 1-10 $ 27,948 $ (1,367 ) $ 26,581 11-30 8,380 (1,205 ) 7,175 31-60 5,489 (3,009 ) 2,480 61-90 6,088 (4,284 ) 1,804 91-120 3,419 (2,715 ) 704 Total $ 51,324 $ (12,580 ) $ 38,744 Member advances, net, represent outstanding advances, tips, and processing fees, net of direct origination costs, less an allowance for unrecoverable advances. The roll-forward of the allowance for unrecoverable advances is as follows (dollars in thousands): Ending allowance balance at December 31, 2020 $ 12,580 Plus: provision for unrecoverable advances 21,693 Less: amounts written-off (22,933 ) Ending allowance balance at September 30, 2021 (unaudited) $ 11,340 Ending allowance balance at December 31, 2019 $ 9,355 Plus: provision for unrecoverable advances 14,311 Less: amounts written-off (14,104 ) Ending allowance balance at September 30, 2020 (unaudited) $ 9,562 | Note 5 Member Cash Advances, Net Below is a detail of Member cash advances, net (dollars in thousands): Table as of December 31, 2020 Days From Origination Gross Member Allowance for Member 1-10 $ 27,948 $ (1,367 ) $ 26,581 11-30 8,380 (1,205 ) 7,175 31-60 5,489 (3,009 ) 2,480 61-90 6,088 (4,284 ) 1,804 91-120 3,419 (2,715 ) 704 Total $ 51,324 $ (12,580 ) $ 38,744 Table as of December 31, 2019 Days From Origination Gross Member Allowance for Member 1-10 $ 25,529 $ (1,027 ) $ 24,502 11-30 4,263 (1,607 ) 2,656 31-60 3,277 (2,202 ) 1,075 61-90 2,930 (2,400 ) 530 91-120 2,398 (2,119 ) 279 Total $ 38,397 $ (9,355 ) $ 29,042 Member advances, net, represent outstanding advances, tips, and processing fees, net of direct origination costs, less an allowance for unrecoverable advances. The allowances for unrecovered advances netted against gross Member cash advances total $12.6 million and $9.4 million at December 31, 2020 and 2019, respectively. The roll-forward of the allowance for unrecoverable advances is as follows (dollars in thousands): Opening allowance balance at January 1, 2019 $ 3,277 Plus: provision for unrecoverable advances 19,688 Less: amounts written-off (13,610 ) Ending allowance balance at December 31, 2019 9,355 Plus: provision for unrecoverable advances 25,539 Less: amounts written-off (22,314 ) Ending allowance balance at December 31, 2020 $ 12,580 |
Accrued Expenses
Accrued Expenses | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses | Note 4 Accrued Expenses Accrued expenses consisted of the following (dollars in thousands): (unaudited) December 31, Accrued charitable contributions $ 6,057 $ 3,364 Accrued compensation 1,498 875 Sales tax payable 1,422 991 Other 859 94 Total $ 9,836 $ 5,324 Accrued charitable contributions include amounts the Company has pledged related to charitable tree and meal donations. The Company uses a portion of tips received to make a charitable cash donation to third parties who use the funds to plant trees or provide meals to those in need. For the nine month periods ended September 30, 2021 and 2020, the Company pledged approximately $3.6 million (unaudited) and $2.4 million (unaudited) related to charitable donations, respectively. These costs are expensed as incurred and are presented within other general and administrative expenses in the condensed consolidated statements of operations. Accrued compensation includes accrued bonuses and one half of the portion of employer Social Security payroll taxes deferred under the CARES Act. Other accrued expenses include accrued professional fees, legal fees, and accrued banking and program fees. | Note 6 Accrued Expenses Accrued expenses consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Accrued charitable contributions $ 3,364 $ 1,026 Accrued compensation 875 360 Sales tax payable 991 332 Other 94 172 Total $ 5,324 $ 1,890 Accrued charitable contributions include amounts the Company has pledged related to charitable tree and meal donations. The Company uses a portion of tips received to make a charitable cash donation to third parties who use the funds to plant trees or provide meals to those in need. For the years ended December 31, 2020 and 2019, the Company pledged approximately $3.8 million and $1.4 million related to charitable donations, respectively. These costs are expensed as incurred and are presented within other operating expenses in the consolidated statements of operations. Accrued compensation includes accrued bonuses and one half of the portion of employer Social Security payroll taxes deferred under the CARES Act. Other accrued expenses include accrued professional fees, accrued banking and program fees. |
Line of Credit
Line of Credit | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Line of Credit | Note 5 Line of Credit In November 2017, the Company entered into a line of credit agreement with UBS (the “UBS Agreement”). Issuance costs related to this transaction were not significant. There is no stated maturity date, there are no financial covenants and the amount of line of credit is solely dependent upon the total amount of assets the Company holds with UBS at any given point. During 2021, the Company repaid $3.9 million (unaudited) and the UBS Agreement was terminated in March 2021. As of December 31, 2020, the Company had an outstanding balance of $3.9 million, which included $0.01 million of accrued interest. The interest incurred related to this borrowing is included in Interest expense within the condensed consolidated statement of operations. | Note 10 Line of Credit In November 2017, the Company entered into a line of credit agreement with UBS (the “UBS Agreement”). Issuance costs related to this transaction were not significant. There is no stated maturity date, there are no financial covenants and the amount of line of credit is solely dependent upon the total amount of assets the Company holds with UBS at any given point. As of December 31, 2020, the Company had $8.3 million of total borrowing availability and the interest rate was variable and based on 1.75% plus the 30-day |
Note Payable
Note Payable | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Note Payable | Note 6 Note Payable In August 2021, VPCC entered into an amendment to the private investment in public equity (“PIPE”) subscription agreement (“PIPE Amendment”) it previously entered into with Alameda Research Ventures LLC (“Alameda Research”) in connection with the proposed business combination with the Company (refer to Note 1, Business and Basis of Presentation pre-funding, one-year The Company has elected to measure the note payable debt instrument at fair value using the fair value option of ASC 825-10. The Company determined that the feature to settle the promissory note with shares at the closing of the business combination is a contingently exercisable share settled put option that represents an embedded derivative instrument that requires bifurcation from the host promissory note. Additionally, the feature to redeem the promissory note upon a default event is a contingently exercisable call option and represents an embedded derivative instrument that requires bifurcation from the host promissory note. However, in accordance with ASC 815-15-25-1 criterion (b), since the Company has elected to apply the fair value option to the debt, the embedded features will not be separated from the debt host. The fair value of the promissory note was $14.6 million (unaudited) as of the issuance date and September 30, 2021. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Note 7 Property and Equipment, Net Property and equipment, net consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Computer equipment $ 289 $ 79 Leasehold improvements 427 398 Furniture and fixtures 14 14 Total property and equipment 730 491 Less: Accumulated depreciation (214 ) (70 ) Property and equipment, net $ 516 $ 421 Depreciation expense for the years ended December 31, 2020 and 2019, was approximately $0.1 million. As of December 31, 2020 and 2019, the Company had outstanding commitments for the purchase of property and equipment totaling approximately $7 thousand and $14 thousand, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Note 8 Intangible Assets, Net Company’s intangible assets, net consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Internally developed software $ 7,002 $ 3,013 Domain name 121 121 Less: accumulated amortization (2,618 ) (1,044 ) Intangible Assets, net $ 4,505 $ 2,090 Future estimated amortization expenses (dollars in thousands): December 31, 2020 2021 $ 2,000 2022 1,623 2023 816 2024 8 2025 8 Thereafter 50 Total future amortization $ 4,505 Amortization expense for the years ended December 31, 2020 and 2019, was approximately $1.6 million and $0.8 million, respectively. |
Proposed Public Offering
Proposed Public Offering | Jan. 22, 2021 | Sep. 30, 2021 |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Proposed Public Offering | Note 3—Proposed Public Offering Pursuant to the Proposed Public Offering, the Company will offer for sale 22,500,000 units (or 25,875,000 Units if the underwriters’ over-allotment option is exercised in full at a price of $10.00 per Unit. Each Unit will consist of one share of Class A common stock, and one-fourth | NOTE 4. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 25,376,598 Units, which includes a partial exercise by the underwriters of their over-allotment option in the amount of 2,876,598 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one share of the Company’s Class A common stock and one-fourth |
Private Placement
Private Placement | 9 Months Ended |
Sep. 30, 2021 | |
VPC Impact Acquisition Holdings III, Inc [Member] | |
Private Placement | NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 5,100,214 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, or $7,650,320 in the aggregate, of in |
Leases
Leases | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Lessee, Operating Leases [Text Block] | Note 9 Leases In June 2018, the Company entered into a lease agreement for a single general office space in Los Angeles, California. The initial term of the lease is nine months with a five-year extension option at the discretion of the lessee. Monthly rent is approximately $0.001 million, subject to an annual escalation of 3%. In November 2018, the Company entered into a sublease agreement with PCJW Properties LLC (“PCJW”), controlled by Company’s founders (including the Company’s current CEO), for general office space next to the aforementioned leased property in Los Angeles, California. The lease term is five years subject to early termination by either party. Under the terms of the sublease, monthly rent is approximately $0.005 million, subject to an annual escalation of 4%. In January 2019, the Company entered into a lease agreement with PCJW for office space located in Los Angeles, California. The lease term is seven years, beginning January 1, 2019 and ending December 31, 2025. Monthly rent is approximately $0.019 million, subject to an annual escalation of 5%. In September 2019, the Company entered into a sublease for general office space in West Hollywood, California. The lease term is two years subject to early termination by either party. Under the terms of the lease, monthly rent is approximately $0.01 million, subject to an annual escalation of 3%. In December 2019, the Company entered into a lease amendment to increase the leased office space in exchange for monthly rent of approximately $0.23 million. The amendment also extended the lease term to October 31, 2021, and increased the annual escalation to 3.5%. In May 2020, the Company entered into a sublease with Whalerock for general office space in West Hollywood, California. Under the terms of the sublease, the lease term is approximately 18-months All leases were classified as operating and operating lease expenses are presented within other general and administrative expenses in the unaudited condensed consolidated statements of operations. The Company does not have any finance leases or sublease arrangements where the Company is the sublessor. The Company’s leasing activities are as follows (dollars in thousands): For the Nine Operating lease cost $ 901 Short-term lease cost — Variable lease cost — Total lease cost $ 901 Other information: Cash paid for operating leases $ 798 Right-of-use $ 2,514 Weighted-average remaining lease term—operating lease 2.22 Weighted-average discount rate—operating lease 10 % The future minimum lease payments as of September 30, 2021, were as follows (in thousands): Year 3rd-Party Related- Total 2021 (remaining) $ 466 $ 80 $ 546 2022 1,781 335 2,116 2023 159 339 498 2024 2 295 297 2025 — 309 309 Thereafter — — — Total minimum lease payments $ 2,408 $ 1,358 $ 3,766 Less: imputed interest (145 ) (239 ) (384 ) Total lease liabilities $ 2,263 $ 1,119 $ 3,382 | Note 11 Leases In June 2018, the Company entered into a lease agreement for a single general office space in Los Angeles, California. The initial term of the lease is nine months In November 2018, the Company entered into a sublease agreement with PCJW Properties LLC (“PCJW”), controlled by Company’s founders (including the Company’s current CEO), for general office space next to the aforementioned leased property in Los Angeles, California. The lease term is five years subject to early termination by either party. Under the terms of the sublease, monthly rent is approximately $5 thousand, subject to an annual escalation of 4%. In January 2019, the Company entered into a lease agreement with PCJW for office space located in Los Angeles, California. The lease term is seven years, beginning January 1, 2019 and ending December 31, 2025. Monthly rent is approximately $19 thousand, subject to an annual escalation of 5%. In September 2019, the Company entered into a sublease for general office space in West Hollywood, California. The lease term is two years subject to early termination by either party. Under the terms of the lease, monthly rent is approximately $10 thousand, subject to an annual escalation of 3%. In December 2019, the Company entered into a lease amendment to increase the leased office space in exchange for monthly rent of approximately $23 thousand. The amendment also extended the lease term to October 31, 2021, and increased the annual escalation to 3.5%. All leases were classified as operating and operating lease expenses are presented within Other operating expenses in the consolidated statements of operations. The Company does not have any finance leases or sublease arrangements where the Company is the sublessor. The Company’s leasing activities are as follows (dollars in thousands): For the Year Ended 2020 2019 Operating lease cost $ 546 $ 402 Short-term lease cost — 40 Variable lease cost — — Total lease cost $ 546 $ 442 Other information: Cash paid for operating leases $ 534 $ 356 Right-of-use $ — $ 1,736 Weighted-average remaining lease term - operating lease 4.19 4.87 Weighted-average discount rate - operating lease 10 % 10 % The future minimum lease payments as of December 31, 2020, were as follows (in thousands): Year 3rd-Party Related-Party Total 2021 $ 205 $ 320 $ 525 2022 12 335 347 2023 12 339 351 2024 2 295 297 2025 — 309 309 Thereafter — — — Total minimum lease payments $ 231 $ 1,598 $ 1,829 Less: imputed interest (12 ) (329 ) (341 ) Total lease liabilities $ 219 $ 1,269 $ 1,488 |
Related Party Transactions
Related Party Transactions | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Related Party Transactions | Note 12 Related-Party Transactions Leasing Arrangements: In November 2018, the Company entered into a sublease agreement with PCJW, controlled by Company’s founders (including the Company’s current CEO), for general office space next to the aforementioned leased property in Los Angeles, California. The lease term is five years subject to early termination by either party. Under the terms of the sublease, monthly rent is approximately $0.005 million, subject to an annual escalation of 4%. In January 2019, the Company entered into a lease agreement with PCJW for office space located in Los Angeles, California. The lease term is seven years, beginning January 1, 2019 and ending December 31, 2025. Monthly rent is approximately $0.019 million, subject to an annual escalation of 5%. During the nine months ended September 30, 2021 and the year ended December 31, 2020, the Company paid approximately $0.2 million and $0.3 million, respectively, under lease agreements with PCJW for general office space in Los Angeles, California. The following is a schedule of future minimum rental payments as of September 30, 2021, under Company’s sub-lease Year Related-Party 2021 (remaining) $ 80 2022 335 2023 339 2024 295 2025 309 Thereafter — Total minimum lease payments $ 1,358 Less: imputed interest (239 ) Total lease liabilities $ 1,119 The related-party components of the lease right-of-use right-of-use Related-Party Exercise Receivable Promissory Notes: During 2018, the Company issued non-recourse During 2020, the Company issued a non-recourse The amounts due as of September 30, 2021 and December 31, 2020, was approximately $1.1 million. The promissory notes have a term of five years and carry stated interest rates between 1.5% and 2.0%, which are compounded annually. Loans to Stockholders: In 2019, the Company entered into loan, pledge, and option agreements (“Loans to Stockholders”) with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse Also, inclusive of interest, the Loans to Stockholders were approximately $15.1 million (unaudited) and $14.8 million as of September 30, 2021 and December 31, 2020, respectively. Please refer to Note 2, Significant Accounting Policies | Note 15 Related-Party Transactions Leasing Arrangements: During 2020 and 2019, the Company paid approximately $0.3 million under lease agreements with PCJW for general office space in Los Angeles, California. Refer to Note 11 Leases for further details on the Company’s leasing arrangement with PCJW. The following is a schedule of future minimum rental payments as of December 31, 2020, under the Company’s sub-lease Year Related-Party 2021 $ 320 2022 335 2023 339 2024 295 2025 309 Thereafter — Total minimum lease payments $ 1,598 Less: imputed interest (329 ) Total lease liabilities $ 1,269 The related-party components of the lease right-of-use right-of-use Related-Party Exercise Receivable Promissory Notes: During 2018, the Company issued non-recourse During 2020, the Company issued a non-recourse The amounts due as of December 31, 2020 and 2019, were approximately $1.1 million and $0.1 million, respectively. The promissory notes have a term of five years and carry stated interest rates between 1.5% and 2.0%, which are compounded annually. Loans to Stockholders: In 2019, the Company entered into loan, pledge, and option agreements (“Loans to Stockholders”) with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse Significant Accounting Policies | ||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Related Party Transactions | Note 4—Related Party Transactions Founder Shares On January 19, 2021, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 6,468,750 shares of Class B common stock (the “Founder Shares”). On January 22, 2021, the Sponsor transferred an aggregate of 60,000 Founder Shares to members of the Company’s board of directors, resulting in the Sponsor holding 6,408,750 Founder Shares. The Founder Shares include an aggregate of up to 843,750 shares that are subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised, so that the number of Founder Shares will equal, on an as-converted The initial stockholders will agree, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or earlier if, subsequent to the initial Business Combination, the closing price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement Warrants The Sponsor has agreed to purchase an aggregate of 4,716,667 Private Placement Warrants (or 5,166,667 Private Placement Warrants if the underwriters’ over-allotment option is exercised in full), at a price of $1.50 per Private Placement Warrant ($7,075,000 in the aggregate, or $7,750,000 if the underwriters’ over-allotment option is exercised in full) in a private placement that will occur simultaneously with the closing of the Proposed Public Offering. Each whole Private Placement Warrant will be exercisable for one whole share of Class A common stock at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor will be added to the proceeds from the Proposed Public Offering to be held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. Promissory Note—Related Party On January 14, 2021, the Sponsor issued an unsecured promissory note to the Company (the “Promissory Note”), pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Promissory Note is non-interest Related Party Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. As of January 22, 2021, the Company had no borrowings under the Working Capital Loans. Administrative Services Agreement The Company will enter into an agreement that will provide that, commencing on the date that the Company’s securities are first listed on New York Stock Exchange and continuing until the earlier of the Company’s consummation of a Business Combination and the Company’s liquidation, the Company will pay the Sponsor a total of $10,000 per month for office space, utilities, secretarial and administrative support services provided to members of the Company’s management team. | NOTE 6. RELATED PARTY TRANSACTIONS Founder Shares On January 19, 2021, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 6,468,750 shares of Class B common stock (the “Founder Shares”). On January 22, 2021, the Sponsor transferred an aggregate of 60,000 Founder Shares to members of the Company’s board of directors, resulting in the Sponsor holding 6,408,750 Founder Shares. The Founder Shares included an aggregate of up to 843,750 shares that are subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised, so that the number of Founder Shares will equal, on an as-converted The initial stockholders will agree, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or earlier if, subsequent to the initial Business Combination, the closing price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 10 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination and (B) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the stockholders having the right to exchange their Class A common stock for cash, securities or other property. Promissory Note - Related Party On January 14, 2021, the Sponsor issued an unsecured promissory note to the Company (the “Promissory Note”), pursuant to which the Company could borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest bearing and Administrative Services Agreement The Company entered into an agreement, commencing on March 4, 2021, to pay the Sponsor up to $10,000 per month for office space, utilities, secretarial and administrative support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these monthly fees. For the three months ended September 30, 2021 and for the period from January 14, 2021 (inception) through September 30, 2021, the Company incurred $30,000 and $70,000 in fees for these services, respectively, of which $60,000 is included in accrued expenses in the accompanying balance sheet as of September 30, 2021. Related Party Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. As of September 30, 2021, the Company had no borrowings under the Working Capital Loans. |
Long-Term Debt Facility
Long-Term Debt Facility | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt Facility | Note 7 Long-Term Debt Facility 2021 Debt Facility: In January 2021, Dave OD Funding I, LLC (“Borrower”) entered into a Senior Secured Loan Facility (the “Debt Facility”) with Victory Park Management, LLC (“Agent”), allowing the Borrower to draw up to $100 million from various lenders associated with Victory Park Management, LLC (the “Lenders”). The Debt Facility has an interest rate of 6.95% annually plus a base rate defined as the greater of three-month LIBOR (as of the last business day of each calendar month) and 2.55%. Interest is payable monthly in arrears. The Debt Facility has certain financial covenants, including a requirement to maintain a minimum cash, cash equivalents, or marketable securities balance of $10.0 million and as of September 30, 2021, the Company was in compliance with all covenants. Payments of the loan draws are due at the following dates: (i) within five business days after the date of receipt by the Borrower and the Company (“Credit Party”) or any of their subsidiaries of any net cash proceeds in excess of $250 thousand in the aggregate during any fiscal year from any asset sales (other than certain permitted dispositions), the Borrower shall prepay the loans or remit such net cash proceeds in an aggregate amount equal to 100% of such net cash proceeds; (ii) within five business days after the date of receipt by any Credit Party or any of their subsidiaries, or the Agent as loss payee, of any net cash proceeds from any destruction or taking, the Borrower shall prepay the loans or remit such net cash proceeds in an aggregate amount equal to 100% of such net cash proceeds; (iii) within three business days after the date of receipt by any Credit Party or any of their subsidiaries of any net cash proceeds from the incurrence of any indebtedness of any Credit Party or any of their subsidiaries (other than with respect to permitted indebtedness), the Borrower shall prepay the loans or remit such net cash proceeds in an aggregate amount equal to 100% of such net cash proceeds; and (iv) (a) if extraordinary receipts are received by any Credit Party in the aggregate amount in any fiscal year in excess of $250 thousand or (b) if an event of default has occurred and is continuing at any time when any extraordinary receipts are received by any Credit Party, then within five business days of the receipt by any Credit Party of any such extraordinary receipts, the Borrower shall prepay the loans or remit such net cash proceeds in an aggregate amount equal to (x) 100% of such extraordinary receipts in excess of $250 thousand in respect of clause (a) above and (y) 100% of such extraordinary receipts in respect of clause (b) above. As of September 30, 2021, the Company has drawn $30.0 million (unaudited) on the Debt Facility and has made no repayments. In November 2021, Dave OD entered into an amendment of the Debt Facility which added a $20 million credit line (as amended, the “Credit Facility”) which has an interest rate of 8.95% annually plus a base rate defined as the greater of three-month LIBOR (as of the last business day of each calendar month) and 2.55%. Contemporaneously with the execution of the Debt Facility, the Company issued warrants to the Lenders as consideration for entering into the Debt Facility, representing a loan commitment fee. The warrants vest and become exercisable based on the Company’s aggregated draw on the Debt Facility in incremental $10.0 million tranches and terminate upon the earliest to occur of (i) the fifth anniversary of the occurrence of a qualified financing event and (ii) the consummation of a liquidity event. The holders of the warrants have the ability to exercise their right to acquire a number of common shares equal to 0.2% of the fully diluted equity of the Company as of the closing date (“Closing Date”) of the Company’s next equity financing with proceeds of at least $40.0 million (“Qualified Financing Event”) or immediately prior to the consummation of a liquidity event. The exercise price of the warrants is the greater of (i) 80% of the fair market value of each share of Common Stock at the Closing Date and (ii) $3.752050 per share, subject to certain down-round adjustments. The warrants meet the definition of a derivative under ASC 815 and will be accounted for as a liability at fair value and subsequently remeasured to fair value at the end of each reporting period with the changes in fair value recorded in the condensed consolidated statement of operations. The initial offsetting entry to the warrant liability was an asset recorded to reflect the loan commitment fee. The loan commitment fee asset will be amortized to interest expense over the commitment period of four years. The Company estimated the fair value of the warrants at the issuance date to be $0.1 million using the Black-Scholes option-pricing model. Determining the fair value of these warrants under this model requires subjective assumptions. These estimates involve inherent uncertainties and the application of management’s judgment. The following table presents the assumptions used to estimate the fair value of the warrants at the issuance date: Expected volatility 55.0 % Risk-free interest rate 0.1—0.2 % Remaining term 0.6—2.9 Years |
Commitments and Contingencies
Commitments and Contingencies | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies | Note 8 Commitments and Contingencies Litigation: From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or claims will have a significant adverse effect on the Company’s business, financial condition, results of operations or cash flows. Stoffers v. Dave Inc. (filed September 16, 2020 in LA County Superior Court) This is a purported class action lawsuit filed in connection with a July 2020 data breach. The Company is in the process of settling this matter; it estimates the settlement to be approximately $3.2 million and is included with Legal settlement accrual within the condensed consolidated balance sheets for the period ended September 30, 2021 and December 31, 2020. Martinsek v. Dave Inc. In January 2020, a former employee of the Company filed a complaint in the California Superior Court for the County of Los Angeles against the Company and the Company’s Chief Executive Officer, asserting claims for, among other things, breach of contract, breach of fiduciary duty, conversion, and breach of the implied covenant of good faith and fair dealing. The complaint alleges that the Company and the Chief Executive Officer misappropriated approximately 6.8 million shares (as adjusted for a 10:1 forward stock split in November 2020) by rescinding a stock option agreement and a restricted stock purchase agreement between the Company and the former employee under which such shares were issued and repurchasing the shares. The Company rescinded the agreements for failure of consideration. The Company and the Chief Executive Officer answered, denying all claims and asserting defenses. Discovery has commenced, but no trial date has been set. The Company is vigorously defending against this claim. Whalerock v. Dave Inc. Whalerock Industries Holding Company, LLC (“Whalerock”) filed an unlawful detainer action against the Company on or about August 4, 2020, which was dismissed by Whalerock on March 18, 2021. On or about March 29, 2021, Whalerock initiated new litigation against the Company seeking declaratory relief. The Company and Whalerock entered into a sublease in May 2020 whereby the Company would sublease certain space from Whalerock located in West Hollywood, California. This matter involves a dispute between the Company and Whalerock over whether the 18-month | Note 12 Commitments and Contingencies Litigation: From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or claims will have a significant adverse effect on the Company’s business, financial condition, results of operations or cash flows. Stoffers v. Dave Inc. (filed September 16, 2020 in LA County Superior Court) This is a purported class action lawsuit filed in connection with a July 2020 data breach. The Company is in the process of settling this matter; it estimates the settlement to be approximately $3.2 million and is included with Legal settlement expenses, net of insurance reimbursements within the statements of operations for the year ended December 31, 2020. Whalerock v. Dave Inc. Whalerock Industries Holding Company, LLC (“Whalerock”) filed an unlawful detainer action against the Company on or about August 4, 2020, which was dismissed by Whalerock on March 18, 2021. On or about March 29, 2021, Whalerock initiated new litigation against the Company seeking declaratory relief. The Company and Whalerock entered into a sublease in May 2020 whereby the Company would sublease certain space from Whalerock located in West Hollywood, California. This matter involves a dispute between the Company and Whalerock over when the 18-month | ||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Commitments and Contingencies | Note 5—Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any, (and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to the consummation of the Proposed Public Offering. These holders will be entitled to certain demand and “piggyback” registration rights. The registration rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering the Company’s securities. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company will grant the underwriters a 45-day The underwriters will be entitled to an underwriting discount of $0.20 per Unit, or $4,500,000 in the aggregate (or $5,175,000 in the aggregate if the underwriters’ over-allotment option is exercised in full), payable upon the closing of the Proposed Public Offering. In addition, $0.35 per Unit, or $7,875,000 in the aggregate (or $9,056,250 in the aggregate if the underwriters’ over-allotment option is exercised in full) will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 | NOTE 7. COMMITMENTS Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 Registration Rights Pursuant to a registration rights agreement entered into on March 4, 2021, the holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any, (and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to the consummation of the Initial Public Offering. These holders will be entitled to certain demand and “piggyback” registration rights. The registration rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering the Company’s securities. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Subscription Agreements On June 7, 2021, concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “PIPE Investors”) pursuant to which, and on the terms and subject to the conditions of which, the PIPE Investors have agreed to purchase an aggregate of 21,000,000 shares of the Company’s Class A Common Stock in a private placement for $10.00 per share (the “Private Placement”). The proceeds from the Private Placement will be partially used to fund the Repurchase and for general working capital purposes following the Closing. Each Subscription Agreement will terminate upon the earlier to occur of (a) the termination of the Merger Agreement in accordance with its terms, (b) the mutual written agreement of the parties to such Subscription Agreement, and (c) February 3, 2022, if the Closing has not occurred by such date. On August 17, 2021, Alameda Research agreed to pre-fund Placement. In connection therewith, Alameda Research received a promissory note, dated August 17, 2021, issued by Dave in the principal amount of $15,000,000 (the “Promissory Note”), and the Company and Alameda Research entered into an amendment to the Alameda Subscription Agreement, dated August 17, 2021 (the “Subscription Agreement Amendment”), to (i) correct a scrivener’s error in with respect to the name of Alameda Research reflected therein and (ii) provide for the satisfaction of Alameda Research’s obligation to pay the $15,000,000 purchase price under the Alameda Subscription Agreement by way of a full discharge of Dave’s obligations to pay the principal under the Promissory Note, which full discharge will automatically occur upon the Company’s issuance to Alameda Research of the shares of Class A Common Stock at the closing of the Private Placement. As of the date hereof, all of the PIPE Investors have consented to the Subscription Agreement Amendment and the transactions contemplated thereby. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $8,881,809 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. |
Convertible Debt, Net
Convertible Debt, Net | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Debt, Net | Note 9 Convertible Debt, Net 2018 Convertible Notes: In 2018, the Company issued various convertible promissory notes with an aggregate principal amount of approximately $13.0 million, which were converted or paid in 2019. The interest rate was 8% per annum, computed as simple interest and was payable with each installment of principal. The convertible promissory notes had a maturity of 12 months from their respective issuance dates. Issuance costs related to this transaction were not significant. The related principal and interest were convertible into shares of the Common Stock or a sub-class The 2018 Optional Conversion upon a Qualified Financing feature was deemed to be, in substance, a put option settleable in a variable number of shares. This feature was accounted for as a derivative under ASC 815. Therefore, the Company bifurcated the derivative liability from the debt host and allocated value from the proceeds of the 2018 Convertible Notes to record the initial fair value of the derivative liability. This also resulted in a debt discount on the 2018 Convertible Notes that was amortized to interest expense over the contractual period of the notes using the effective interest rate method. The separated derivative liability was subsequently marked-to-estimated Fair Value of Assets and Liabilities During 2019, upon the completion of a qualified equity transaction, $12.0 million in principal and interest related to the convertible promissory notes issued during 2018 was converted to 3,991,610 Series B-2 marked-to-estimated 2019 Convertible Notes: In 2019, the Company issued convertible promissory notes in an aggregate principal amount of approximately $0.7 million (the “2019 Convertible Notes”). The interest rate is 1.69% per annum, computed as simple interest and will accrue and be payable with each installment of principal. The 2019 Convertible Notes and accrued interest are due in full upon maturity, which is 36 months (2022) from the respective issuance dates. Issuance costs related to this transaction were not significant. The 2019 Convertible Notes contained an embedded feature whereby the principal and interest are convertible into shares of the Common Stock or a sub-class As of December 31, 2020, no conversions of the 2019 Convertible Notes had occurred nor has the contingency associated with the beneficial conversion feature been resolved. The total outstanding principal and accrued interest balance is presented within convertible debt, long-term on the consolidated balance sheets. The following table sets forth the interest expense recognized related to the 2019 Convertible Notes and 2018 Convertible Notes (dollars in thousands): Year Ended 2020 2019 Contractual interest expense on 2019 Convertible Notes $ 17 $ 1 Contractual interest expense on 2018 Convertible Notes — 640 Amortization of debt discount on 2018 Convertible Notes — 211 Total interest expense $ 17 $ 852 Effective interest rate for 2019 Convertible Notes 1.7 % 1.7 % Effective interest rate for 2018 Convertible Notes — 3.8 % |
Convertible Preferred Stock and
Convertible Preferred Stock and Stockholders' Deficit | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Convertible Preferred Stock And Stockholders Deficit [Abstract] | ||
Convertible Preferred Stock and Stockholders' Deficit | Note 10 Convertible Preferred Stock and Stockholders’ Deficit The number of authorized, issued and outstanding stock, liquidation value, and carrying value as of September 30, 2021 and December 31, 2020, were as follows: (unaudited) As of September 30, 2021 Authorized Issued Shares Outstanding Liquidation Carrying Series A Preferred Shares 133,216,940 133,216,940 133,216,940 $ 130,686 $ 9,881 Series B-1 13,326,050 13,326,050 13,326,050 $ 50,000 $ 49,675 Series B-2 3,991,610 3,991,610 3,991,610 $ 11,981 $ 12,617 Common Stock 290,000,000 105,460,096 102,620,971 $ — $ 0.1 As of December 31, 2020 Authorized Issued Shares Outstanding Liquidation Carrying Series A Preferred Shares 133,216,940 133,216,940 133,216,940 $ 130,686 $ 9,881 Series B-1 13,326,050 13,326,050 13,326,050 $ 50,000 $ 49,675 Series B-2 3,991,610 3,991,610 3,991,610 $ 11,981 $ 12,617 Common Stock 290,000,000 103,062,319 100,223,194 $ — $ 0.1 Convertible Preferred Shares: Series A Preferred Shares The Series A Preferred Shares are entitled to stockholder voting rights that equal the number of Common Stock into which the shares of Series A Preferred Shares are convertible, have a non-cumulative 1:1 Series B-1 The Series B-1 B-1 non-cumulative Series B-2 The Series B-2 non-cumulative Common Stock: The Common Stock are entitled to one vote per share and dividends are subject to the discretion of the Company’s Board of Directors. No dividends have been declared or paid as of either September 30, 2021 or December 31, 2020. | Note 13 Convertible Preferred Stock and Stockholders’ Deficit Convertible Preferred Stock: Series A Preferred Shares As of December 31, 2020 and 2019, the Company had 133,216,940 authorized and outstanding Series A Preferred Shares with a par value of $0.000001 per share. The Company’s Certificate of Incorporation (“Original Certificate”) and convertible preferred stock agreements specify the rights, preferences, and privileges of holders of the Company’s Series A Preferred Shares. Series A Preferred Shares are entitled to dividends of $0.0113 per share per annum, subject to certain protection adjustments. Dividends are not cumulative and should be payable prior and in preference to any other dividends. No dividend may be declared or paid on any shares of Common Stock or Preferred Stock unless at the same time an equivalent dividend is declared or paid on all outstanding Preferred Stock. No dividends have been declared or paid as of either December 31, 2020 or 2019. Holders of Series A Preferred Shares can convert at their discretion, their Series A Preferred Shares into Common Stock. The conversion rate was set in October 2017 as 1:1. During August 2019, the conversion rate was amended in the Company’s Amended and Restated Certificate of Incorporation (“Restated Certificate”) by dividing the conversion price of the Series A Preferred Shares ($0.141 per share) by the applicable conversion price ($0.141 per share). Therefore, the conversion rate of 1:1 was not changed as part of the Restated Certificate. The conversion price is subject to adjustments as detailed in the Restated Certificate. The Company’s Original Certificate stated that the Series A Preferred Shares would automatically convert into Common Stock under certain conditions including an initial public offering of the Company (“Company IPO”) at a price of at least $0.423 per share and gross proceeds of at least $50.0 million. Per the Restated Certificate amended in August 2019, Series A Preferred Shares will automatically convert into Common Stock under certain conditions, including a Company IPO with gross proceeds of at least $75.0 million. Automatic conversion will take place at the conversion rate calculated at the time of the conversion and using the conversion formula described in the preceding paragraph. The Series A Preferred Shares contain deemed liquidation provisions that allow holders of the Series A Preferred Shares the option to redeem the Series A Preferred Shares for cash or other assets. The stockholders of the Company’s more subordinated equity instruments are not entitled to receive the same form of consideration as holders of the Series A Preferred Shares upon the occurrence of a liquidation event in which the Company does not affect the dissolution of the Company within 90 days after such deemed liquidation event. The preferential, ratable payment is made to preferred stockholders out of available assets determined as the higher of a) $0.141 per Series A Preferred Share, subject to adjustments as stated in the Restated Certificate, and b) amount that would have been payable if all Series A Preferred Shares were converted into Common Stock in accordance with the stated conversion rights. The total liquidation preference of Series A Preferred Shares was $130.7 million at December 31, 2020. The contingent redemption by holders of Series A Preferred Shares upon a deemed liquidation event resulted in mezzanine equity classification (outside of permanent equity) on the Company’s consolidated balance sheets for the years ended December 31, 2020 and 2019. Series A Preferred Shares are entitled to stockholder voting rights that are equal to the number of Common Stock into which Series A Preferred Shares are convertible. Series A Preferred Shares have special preferred protective voting rights to approve, by majority vote, certain corporate events and changes including merger, consolidation, liquidation, increase in the amount of authorized Preferred Stock or Common Stock shares, and payment of dividends. The Company determined that none of the embedded features required bifurcation and separate accounting as derivatives under ASC 815. The Company also determined that no beneficial conversion feature existed at the issuance date of the Series A Preferred Shares. However, a contingent beneficial conversion feature existed related to the conversion upon deemed liquidation events and the adjustment to the conversion price for dilution and other events. A contingent beneficial conversion feature is not recognized until the contingency is resolved and the event occurs. There is no current impact to the consolidated financial statements in relation to this contingent beneficial conversion feature as the contingency was not resolved as of December 31, 2020. Series B-1 As of December 31, 2020 and 2019, the Company had 13,326,050 authorized and outstanding Series B-1 Series B-1 The Company’s Certificate of Incorporation and convertible preferred stock agreements specify the rights, preferences, and privileges of holders of the Series B-1 Series B-1 Holders of Series B-1 B-1 the conversion price of the Series B-1 Series B-1 The Series B-1 B-1 B-1 The preferential, ratable payment is made to preferred stockholders out B-1 B-1 B-1 B-1 Series B-1 B-1 B-1 The Company determined that none of the embedded features required bifurcation and separate accounting as derivatives under ASC 815. The Company also determined that no beneficial conversion feature existed at the issuance date of the Series B-1 Series B-2 As of December 31, 2020 and 2019, the Company had 3,991,610 authorized and outstanding Series B-2 B-2 The Company’s Certificate of Incorporation and convertible preferred stock agreements specify the rights, preferences, and privileges of holders of the Company’s Series B-2 Series B-2 Holders of Series B-2 B-2 B-2 Series B-2 The Series B-2 B-2 B-2 B-2 The preferential, ratable payment is made to preferred stockholders out of available assets determined as the higher B-2 B-2 B-2 B-2 Series B-2 B-2 B-2 The Company determined that none of the embedded features required bifurcation and separate accounting as derivatives under ASC 815. The Company also determined that no beneficial conversion feature existed at the issuance date of the Series B-2 Common Stock: As of December 31, 2020 and 2019, the Company had 290,000,000 and 285,000,000 authorized shares of Common Stock with a par value $0.000001 per share, respectively. As of December 31, 2020 and 2019, there were 103,062,319 and 101,391,560 shares of Common Stock issued, respectively. As of December 31, 2020 and 2019, there were 100,223,194 and 99,449,310 shares of Common Stock outstanding, respectively. The voting, dividend and liquidation rights of the holders of the Common Stock are subject to and qualified by the rights, powers and preferences of the holders of the Preferred Stock. The Company’s Certificate of Incorporation specifies the rights, preferences, and privileges of holders of Common Stock. Holders of Common Stock are entitled to one vote for each share of Common Stock held. Subject to dividend preferences that apply to the Preferred Stock, the holders of Common Stock are entitled to receive dividends out winding-up, |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-Based Compensation | Note 11 Stock-Based Compensation In 2017, the Company’s Board of Directors adopted the Dave Inc. 2017 Stock Plan (the “Plan”). The Plan authorizes the award of stock options, restricted stock, and restricted stock units. The Company has reserved shares of common stock for issuance under the Plan. The Company recognized approximately $6.3 million and $0.9 million of stock-based compensation expense arising from stock option and restricted stock grants which is recorded as a component of compensation and benefits in the condensed consolidated statements of operations for the nine months ended September 30, 2021, and 2020, respectively. During the nine months ended September 30, 2021, in accordance with the terms of a former executive’s severance agreement, the Company modified share-based payment awards by accelerating the vesting. As a result of the modification, the Company recorded stock-based compensation of $2.1 million (unaudited) during the nine months ended September 30, 2021. Stock Options: Activity with respect to options granted under the Plan is summarized as follows: Shares Weighted-Average Options outstanding, December 31, 2020 23,025,382 $ 0.74 Granted 13,317,662 $ 0.98 Exercised (2,433,761 ) $ 0.61 Forfeited (5,734,226 ) $ 0.91 Expired (47,874 ) $ 0.90 Options outstanding, September 30, 2021, unaudited 28,127,183 $ 0.83 The Company allowed certain stock option holders to exercise unvested options to purchase shares of Common Stock. Shares received from such early exercises are subject to repurchase in the event of the optionee’s employment termination, at the original issuance price, until the options are fully vested. As of September 30, 2021 and 2020, 459,375 and 1,104,636 shares of Common Stock were subject to repurchase, respectively. As of September 30, 2021, there were 2,839,125 options exercised in exchange for non-recourse non-recourse non-recourse On March 3, 2021, the Company granted the Chief Executive Officer stock options to purchase up to 8,458,481 shares of Common Stock in nine tranches. Each of the nine tranches contain service, market, and performance conditions. Vesting commences on the grant date; however, no compensation charges are recognized until the performance condition is probable, which is upon the completion of a business combination. The market conditions relate to the achievement of certain specified price targets. As of September 30, 2021, the performance and market conditions have not been met and were not deemed probable. The options have a strike price of $0.98 per share. The Company determined the fair value of the options on the grant date to be approximately $10.5 million (unaudited) using a Monte Carlo simulation with key inputs and assumptions such as stock price, term, dividend yield, risk-free interest rate, and volatility. Each tranche will vest monthly over a derived service period. The following table presents the key inputs and assumptions used to value options granted during the nine months ended September 30, 2021: Expected volatility 40.0 % Risk-free interest rate 1.5 % Remaining term 10.0 Years Expected dividend yield 0.0 % Restricted Stock Issued to Employees: A summary of the Company’s restricted stock activity for employees for the nine months ended September 30, 2021, is presented below: Shares Weighted-Average Nonvested shares at December 31, 2020 2,375,000 $ 0.93 Granted — $ — Vested (2,137,500 ) $ 0.93 Forfeited — $ — Nonvested shares at September 30, 2021, unaudited 237,500 $ 0.93 Restricted Stock Issued to Non-Employees: A summary of the Company’s non-employee Shares Weighted-Average Nonvested shares at December 31, 2020 5,209 $ 0.93 Granted — $ — Vested (5,209 ) $ 0.93 Forfeited — $ — Nonvested shares at September 30, 2021, unaudited — $ — | Note 14 Stock-Based Compensation In 2017, the Company’s Board of Directors adopted the Dave Inc. 2017 Stock Plan (the “Plan”). The Plan authorizes the award of stock options and restricted stock units. Options granted under the Plan generally vest over four years as follows: 25% of option shares vest on the first anniversary of the vesting commencement and 1/48 th non-statutory non-statutory Stock Options: Management has valued stock options at their date of grant utilizing the Black-Scholes The following table presents the weighted-average assumptions used to value options granted during the years ended December 31: 2020 2019 Expected term 6.0 years 5.9 years Risk-free interest rate 0.8 % 1.9 % Expected dividend yield 0.0 % 0.0 % Expected volatility 57.0 % 48.6 % Expected term Risk free interest rate risk-free Expected dividend yield Expected volatility Activity with respect to options granted under the Plan is summarized as follows: Shares (1) Weighted- Exercise Price (1) Weighted- Remaining Contractual Term Aggregate Intrinsic (in thousands) Options outstanding, December 31, 2019 12,273,640 $0.38 9.1 $6,775 Granted 14,690,130 $ 0.96 Exercised (1,441,795 ) $ 0.18 Forfeited (2,386,363 ) $ 0.59 Expired (110,230 ) $ 0.94 Options outstanding, December 31, 2020 23,025,382 $ 0.74 8.7 $ 5,548 Nonvested options, December 31, 2020 17,524,327 $ 0.88 9.4 $ 1,844 Vested and exercisable, December 31, 2020 3,448,301 $ 0.37 7.6 $ 2,123 (1) Prior period results have been adjusted to reflect the ten-for-one The weighted-average grant-date fair-value of the grants was $0.51 and $0.39 for the years ended December 31, 2020 and 2019, respectively. The Company recognized approximately $1.5 million and $0.3 million of stock-based compensation expense arising from stock option grants which is recorded as a component of compensation and benefits in the consolidated statements of operations for the years ended December 31, 2020 and 2019, respectively. There was approximately $7.1 million of total unrecognized compensation cost related to unvested stock options granted under the Plan as of the year ended December 31, 2020. The cost is expected to be recognized over the weighted-average remaining period of 3.2 years. The Company allowed certain stock option holders to exercise unvested options to purchase shares of common stock. Shares received from such early exercises are subject to repurchase in the event of the optionee’s employment termination, at the original issuance price, until the options are fully vested. As of December 31, 2020 and 2019, 866,585 and 841,933 shares of common stock were subject to repurchase at weighted-average prices of $0.80 and $0.04 per share, respectively. As of December 31, 2020, the cash proceeds received for unvested shares of common stock of $88 thousand were recorded within other current liabilities on the consolidated balance sheets. As of December 31, 2019, there were no cash proceeds received for unvested shares of common stock. The Company historically has issued non-recourse non-recourse non-recourse non-recourse non-recourse Restricted Stock Issued to Employees: The Company did not issue shares of restricted stock to employees during the years ended December 31, 2020 and 2019, respectively. During the year ended December 31, 2019, the Company modified RSAs issued to two employees by extending the period over which the Company could exercise its repurchase rights. The modification did not result in any additional stock-based compensation expense recognized for the years ended December 31, 2020 and 2019. The Company did not recognize any stock-based compensation expense related to restricted stock issued to employees for the years ended December 31, 2020 and 2019. Stock-based compensation expense is presented within compensation and benefits in the consolidated statements of operations. There was no unrecognized compensation cost related to employee unvested restricted stock as of December 31, 2020. A summary of the Company’s restricted stock activity for employees for the year ended December 31, 2020, is presented below: Shares Weighted- Grant-Date Fair Value Nonvested shares at December 31, 2019 17,416,710 $ 0.37 Granted — $ — Vested (14,388,585 ) $ 0.26 Forfeited (653,125 ) $ 0.93 Nonvested shares at December 31, 2020 2,375,000 $ 0.93 Restricted Stock Issued to Non-Employees: During 2020 and 2019, restricted stock issued to consultants for various advisory and consulting related services was 0 and 250,000 shares, respectively. The Company recognized approximately $0.1 million and $0.2 million of stock-based compensation expense related to restricted stock grants to non-employees There was approximately $4 thousand of total unrecognized compensation cost related to non-employee A summary of the Company’s non-employee Shares Weighted- Grant-Date Fair Value Nonvested shares at December 31, 2019 231,254 $ 0.93 Granted — — Vested (226,045 ) 0.30 Forfeited — — Nonvested shares at December 31, 2020 5,209 $ 0.93 |
Stockholders' equity
Stockholders' equity | Jan. 22, 2021 | Sep. 30, 2021 |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Stockholders' equity | Note 6—Stockholders’ Equity Preferred Stock Class A Common Stock Class B Common Stock , 2021 there were 6,468,750 shares of Class B common stock issued and outstanding, of which an aggregate of up to 843,750 shares are subject to forfeiture, to the extent that the underwriter’s over-allotment option is not exercised in full or in part, so that the initial stockholders will collectively own 20% of the Company’s issued and outstanding common stock after the Proposed Public Offering. Stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of our stockholders except as required by law. The Class B common stock will automatically convert into Class A common stock concurrently with or immediately following the consummation of the initial Business Combination on a one-for-one as-converted one-for-one Warrants The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the shares of Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Company’s shares of Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants have an exercise price of Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants for cash: • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the closing price of Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading third The Company will not redeem the warrants as described above unless an effective registration statement under the Securities Act covering the Class A common stock issuable upon exercise of the warrants is effective and a current prospectus relating to those shares of Class A common stock is available throughout the 30-day Redemption of warrants for when the price per share of Class A common stock equals or exceeds $10.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided • if, and only if, the closing price of Class A common stock equals or exceeds $10.00 per Public Share (as adjusted) for any 20 trading days within the 30-trading three If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, except as described below, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 18.00 10.00 The Private Placement Warrants will be identical to the Public Warrants, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until March 4, 2022, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable | NOTE 8. STOCKHOLDERS’ EQUITY Preferred Stock Class A Common Stock Class B Common Stock - Stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of our stockholders except as required by law. The Class B common stock will automatically convert into Class A common stock concurrently with or immediately following the consummation of the initial Business Combination on a one-for-one an as-converted basis, 20 % common stock issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of Working Capital Loans, provided that such conversion of Founder Shares will never occur on a less than one-for-one basis. |
Warrant Liabilities
Warrant Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
VPC Impact Acquisition Holdings III, Inc [Member] | |
Warrant Liabilities | NOTE 9. WARRANT LIABILITIES As of September 30, 2021, there are 6,344,150 Public Warrants outstanding and 5,100,214 Private Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on March 4, 2022; provided that the Company has an effective registration statement under the Securities Act covering the shares of Class A common stock issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the shares of Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Company’s shares of Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants have an exercise price of $11.50 per share, subject to adjustments and will expire five Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants for cash: • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the closing price of Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day third warrant holders. The Company will not redeem the warrants as described above unless an effective registration statement under the Securities Act covering the Class A common stock issuable upon exercise of the warrants is effective and a current prospectus relating to those shares of Class A common stock is available throughout the 30-day Redemption of warrants for when the price per share of Class A common stock equals or exceeds $10.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants: • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” (as defined below) of the Class A common stock; and • if, and only if, the closing price of Class A common stock equals or exceeds $10.00 per Public Share (as adjusted) for any 20 trading days within the 30-trading three If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, except as described below, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115 adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. As of September 30, 2021, there were 5,100,214 Private Placement Warrants outstanding. The Private Placement Warrants will be identical to the Public Warrants, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until March 4, 2022, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable so |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
VPC Impact Acquisition Holdings III, Inc [Member] | |
Fair Value Measurements | NOTE 10. FAIR VALUE MEASUREMENTS At September 30, 2021, assets held in the Trust Account were comprised of $253,782,146 in money market funds which are invested primarily in U.S. Treasury Securities. Through September 30, 2021, the Company withdrew no interest earned on the Trust. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description September 30, Quoted Prices Significant Significant Assets: Investments held in Trust Account - U.S. Treasury Securities Money Market Fund $ 253,782,146 $ 253,782,146 $ — $ — Liabilities: Warrant Liability - Public Warrants $ 10,785,054 $ 10,785,054 $ — $ — Warrant Liability - Private Placement Warrants $ 11,026,051 $ — $ — $ 11,026,051 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement during the period from January 14, 2021 (inception) through ended March 31, 2021. The Warrants were accounted for as liabilities in accordance with ASC 815-40 The Private Placement Warrants were initially valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the expected volatility of the common stock. The expected volatility as of the IPO date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own public warrant pricing. A Black Scholes Model was used in estimating the fair value of the public warrants for periods where no observable traded price was available, using the same expected volatility as was used in measuring the fair value of the Private Placement Warrants. For periods subsequent to the detachment of the warrants from the Units, the close price of the public warrant price was used as the fair value as of each relevant date. The key inputs into the Monte Carlo simulation model Public Warrants and the Black-Scholes-Merton model for the Private Placement Warrants were as follows: January 12, 2021 (Initial Measurement) September 30, Public Private Private Input Warrants Warrants Warrants Stock Price $ 10.00 $ 9.59 $ 9.91 Exercise Price $ 11.50 $ 11.50 $ 11.50 Volatility 26.9 % 26.0 % 29.0 % Term (years) 5.00 5.00 5.00 Dividend Yield 0.00 % 0.00 % 0.00 % Risk Free Rate 1.21 % 1.21 % 0.98 % The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Fair value as of January 14, 2021 (inception) $ — Initial measurement on March 9, 2021 9,027,379 Change in valuation inputs or other assumptions (204,009 ) Transfer to Level 1 Fair value as of March 31, 2021 $ 8,823,370 Change in valuation inputs or other assumptions 1,603,320 Fair value as of June 30, 2021 $ 10,426,690 Change in valuation inputs or other assumptions 599,361 Fair value as of September 30, 2021 $ 11,026,051 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 16 Income Taxes The components of income tax expense for the years ended December 31, 2020 and 2019, were as follows (dollars in thousands): 2020 2019 Current: Federal $ 19 $ 246 State 104 262 Total current 123 508 Deferred: Federal 22 37 State — — Total deferred 22 37 Provision for income taxes $ 145 $ 545 A reconciliation between the Company’s federal statutory tax rate and its effective tax rate for the years ended December 31, 2020 and 2019, is as follows: 2020 2019 Federal statutory tax rate 21.0 % 21.0 % State taxes, net of federal benefit 6.5 % - 1.5 % Permanent items—derivative liability 0.0 % - 4.8 % Permanent items—stock-based compensation - 4.5 % 6.3 % Permanent items—meals and entertainment - 0.1 % 1.8 % Permanent items—penalties - 0.5 % 0.0 % Permanent items—other - 0.1 % 0.0 % Return to provision - 0.3 % 0.0 % Research and development tax credit—federal 3.3 % - 20.3 % Uncertain tax provision - 1.7 % 0.0 % Change in valuation allowance - 25.7 % 38.4 % Effective tax rate -2.1 % 40.9 % The major components of the Company’s deferred tax assets and liabilities as of December 31, 2020 and 2019, consists of the following (dollars in thousands): 2020 2019 Deferred tax assets: Allowance for customer advances $ 3,790 $ 2,962 Accrued expenses 1,216 — Accrued compensation 369 — Lease liability 448 588 Research and development tax credit 457 62 Other 33 148 Total deferred tax assets 6,313 3,760 Deferred tax liabilities: Property and equipment (1,380 ) (665 ) Right of use asset (415 ) (557 ) State taxes (287 ) (131 ) Prepaid expenses (164 ) (70 ) Total deferred tax liabilities (2,246 ) (1,423 ) Total net deferred tax assets before valuation allowance 4,067 2,337 Less: valuation allowance (4,126 ) (2,374 ) Total net deferred tax liabilties $ (59 ) $ (37 ) The realization of deferred tax assets is dependent upon future sources of taxable income. Available positive and negative evidence is considered in making this determination. Due to a history of losses and uncertainty as to future taxable income, realization of the deferred tax assets is limited to the anticipated reversal of certain deferred tax liabilities. Management determined that there were insufficient federal and state deferred tax liabilities to offset all of the federal and state deferred tax assets at December 31, 2020 and 2019. Therefore, management believes it is more-likely-than-not A reconciliation of the Company’s gross unrecognized tax benefits as of December 31, 2020 and 2019 is as follows (dollars in thousands): 2020 2019 Balance at beginning of year $ — $ — Increases to prior positions 107 — Decreases to prior positions — — Increases for current year positions 7 — Balance at end of year $ 114 $ — As of December 31, 2020, the Company had $0.1 million of gross unrecognized tax benefits related to state income taxes. All of the unrecognized tax benefits as of December 31, 2020, would, if recognized, affect the effective tax rate. Although it is possible that the amount of unrecognized tax benefits with respect to the uncertain tax positions will increase or decrease in the next 12 months, the Company does not expect material changes. The Company recognized $4 thousand of interest expense as a component of income tax expense during the year ended December 31, 2020. There were no interest or penalties recognized as a component of income tax expense for the year ended December 31, 2019. There was $4 thousand of income tax related accrued interest as of December 31, 2020 and no accrued interest or penalties as of December 31, 2019. On March 27, 2020, the CARES Act was enacted and signed into law. The CARES Act contains certain income tax relief provisions, including a modification to the limitation of business interest expense for tax years beginning in 2019 and 2020. In addition, the CARES Act permits net operating loss (NOL) carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021, and allows NOLs incurred in 2018, 2019 and 2020 to be carried back to each of the five The Company is subject to examination by taxing authorities in the jurisdictions in which it files tax returns, including federal, California, and various other state jurisdictions. The federal statute of limitations remains open for the tax periods December 31, 2017 and thereafter. The California statute of limitations remains open for the tax periods December 31, 2016 and thereafter. The statute of limitations for the various other state jurisdictions remains open for the tax period December 31, 2019, the initial filing period in the other jurisdictions. |
401(k) Savings Plan
401(k) Savings Plan | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | ||
401(k) Savings Plan | Note 13 401(k) Savings Plan The Company maintains a 401(k) savings plan for the benefit of its employees. Employees can defer up to 90% of their compensation subject to fixed annual limits. All current employees are eligible to participate in the 401(k) savings plan. Beginning January 2021, the Company is required to make matching contributions to the 401(k) savings plan equal to 100% of the first 4% of wages deferred by each participating employee. The Company incurred expenses for employer matching contributions of approximately $0.7 million (unaudited) and $0 million for the nine months ended September 30, 2021 and 2020, respectively. | Note 17 401(k) Savings Plan The Company maintains a 401(k) savings plan for the benefit of its employees. Employees can defer up to 90% of their compensation subject to fixed annual limits. The Company currently does not make matching contributions to the 401(k) savings plan. All current employees are eligible to participate in the 401(k) savings plan. |
Subsequent Events
Subsequent Events | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Subsequent Events | Note 14 Subsequent Event Subsequent events are events or transactions that occur after the condensed consolidated balance sheet date, but before condensed consolidated financial statements are available to be issued. The Company recognizes in the condensed consolidated financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the condensed consolidated balance sheet, including the estimates inherent in the process of preparing the condensed consolidated financial statements. The Company’s condensed consolidated financial statements do not recognize subsequent events that provide evidence about conditions that did not exist at the date of the condensed consolidated balance sheet but arose after the condensed consolidated balance sheet date and before the condensed consolidated financial statements were available to be issued. The Company has evaluated subsequent events through November 29, 2021, the date the condensed consolidated financial statements were available to be issued as approved by management. Except for as disclosed in Note 7, Long-Term Debt Facility | Note 18 Subsequent Event Subsequent events are events or transactions that occur after the balance sheet date, but before consolidated financial statements are available to be issued. The Company recognizes in the consolidated financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing the consolidated financial statements. The Company’s consolidated financial statements do not recognize subsequent events that provide evidence about conditions that did not exist at the date of the balance sheet but arose after the balance sheet date and before consolidated financial statements were available to be issued. Debt Facility: In January 2021, Dave OD Funding I, LLC a Delaware LLC, and subsidiary of Dave Inc., entered into a $ 100 Recent Legal Matters: Refer to Note 12 Commitments and Contingencies for further details on the Company’s recent legal matters. Merger: On June 7, 2021, the Company announced it has entered into a definitive agreement for a business combination with VPC Impact Acquisition Holdings III, Inc. (NYSE: VPCC) (“VPCC”), a special purpose acquisition company sponsored by Victory Park Capital, which is an affiliate of Victory Park Management, LLC. The business combination will result in Dave becoming a publicly traded company listed on the Nasdaq Capital Market under the ticker symbol “DAVE”. The proposed business combination has been unanimously approved by the Boards of Directors of the Company and VPCC, and is subject to approval by VPCC’s stockholders, regulatory approvals and other customary closing conditions. The business combination is expected to close late in the third quarter or in the fourth quarter of 2021. The Company has evaluated subsequent events through July 29, 2021 and September 30, 2021, the date the consolidated financial statements were available to be issued as approved by management. The Company is not aware of any other significant events that occurred subsequent to the balance sheet date that would have a significant impact on its consolidated financial statements other than what is disclosed above. | ||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsequent Events | Note 7—Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to January 29, 2021, the date that the financial statements were available to be issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. On January 22, 2021, the Sponsor transferred an aggregate of 60,000 Founder Shares to director nominees of the Company’s board of directors, resulting in the Sponsor holding 6,408,750 Founder Shares. | NOTE 11. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed consolidated financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Use of Estimates | Use of Estimates The preparation of these condensed consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, as well as the reported revenues and expenses incurred during the reporting periods. The Company’s estimates are based on its historical experience and on various other factors that the Company believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company’s critical accounting estimates and assumptions are evaluated on an ongoing basis including those related to the: (i) allowance for unrecoverable advances; (ii) realization of tax assets and estimates of tax liabilities; (iii) valuation of equity securities; (iv) fair value of derivatives; and (v) valuation of note payable and warrant liabilities. Actual results may differ from these estimates under different assumptions or conditions. | Use of Estimates The preparation of these consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, as well as the reported revenues and expenses incurred during the reporting periods. The Company’s estimates are based on its historical experience and on various other factors that the Company believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company’s critical accounting estimates and assumptions are evaluated on an ongoing basis including those related to the: (i) allowance for unrecoverable advances; (ii) realization of tax assets and estimates of tax liabilities; (iii) valuation of equity securities; and (iv) fair value of the derivative related to the Company’s 2018 convertible notes. Actual results may differ from these estimates under different assumptions or conditions. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents The Company classifies all highly liquid instruments with an original maturity of three months or less as cash equivalents. | |||
Net Loss per Common Share | Net (Loss) Income Per Share Attributable to Stockholders The Company has five classes of participating securities (Series A preferred stock, par value $0.000001 per share (“Series A Preferred Shares”), Series B-1 B-1 B-2 B-2 B-1 2021 and 2020. The Company used the two-class two-class two-class Basic net (loss) income attributable to holders of Common Stock per share is calculated by dividing net (loss) income attributable to holders of Common Stock by the weighted-average number of shares outstanding, excluding shares issued in relation to unvested RSAs and vested early exercise options funded by non-recourse Related-Party Transactions Diluted net (loss) income per share attributable to holders of Common Stock adjusts the basic net (loss) income per share attributable to stockholders and the weighted-average number of shares outstanding for the potentially dilutive impact of stock options, warrants and restricted stock using the treasury stock method and convertible preferred stock using the as-if-converted The following table sets forth the computation of the Company’s basic and diluted net (loss) income per share attributable to holders of Common Stock (in thousands, except share data): For the Nine Months 2021 2020 (unaudited) Numerator Net (loss) income $ (4,801 ) $ 27,653 Less: noncumulative dividend to convertible preferred stockholders — (6,464 ) Less: undistributed earnings to participating securities — (13,756 ) Net (loss) income attributed to common stockholders—Basic (4,801 ) 7,433 Add: undistributed earnings reallocated to common stockholders — 732 Net (loss) income attributed to common stockholders—Diluted $ (4,801 ) $ 8,165 Denominator Weighted average shares of common stock—basic 100,176,295 88,943,115 Dilutive effect of equity incentive awards — 10,421,439 Weighted average shares of common stock—diluted 100,176,295 99,364,554 Net (loss) income per share Basic $ (0.05 ) $ 0.08 Diluted $ (0.05 ) $ 0.08 The following potentially dilutive shares were excluded from the computation of diluted net (loss) income per share for the periods presented because including them would have been antidilutive: For the Nine Months 2021 2020 (unaudited) Equity incentive awards 28,364,683 18,120,547 Convertible preferred stock 150,534,600 150,534,600 Series B-1 1,722,640 — Total 180,621,923 168,655,147 | Net Loss (Income) Per Share Attributable to Stockholders The Company has five classes of participating securities (Series A preferred stock, par value $0.000001 per share (“Series A Preferred Shares”), Series B-1 B-1 B-2 B-2 B-1 two-class two-class two-class Basic net loss (income) attributable to holders of Common Stock per share is calculated by dividing net loss (income) attributable to holders of Common Stock by the weighted-average number of shares outstanding, excluding shares issued in relation to unvested RSAs and vested early exercise options funded by non-recourse Diluted net loss (income) per share attributable to holders of Common Stock adjusts the basic net loss per share attributable to stockholders and the weighted-average number of shares outstanding for the potentially dilutive impact of stock options and restricted stock using the treasury stock method and convertible preferred stock using the as-if-converted The following table sets forth the computation of the Company’s basic and diluted net loss (income) per share attributable to holders of Common Stock (in thousands, except share data): For the Year Ended December 31, 2020 2019 Numerator Net (loss) income $ (6,957 ) $ 787 Less: noncumulative dividend to convertible preferred stockholders — (787 ) Net (loss) income attributed to common stockholders—Basic (6,957 ) — Add back: undistributed earnings allocated to noncumulative dividend to convertible preferred stockholders — 2,694 Less: non-cumulative — (2,694 ) Net (loss) income attributed to common stockholders—Diluted (6,957 ) — Denominator Weighted average shares of common stock—basic 90,986,048 76,918,167 Dilutive effect of equity incentive awards — 33,647,099 Dilutive effect of Series A convertible stock — 133,216,940 Dilutive effect of Series B-2 — 3,991,610 Weighted average shares of common stock—diluted 90,986,048 247,773,816 Net (loss) income per share Basic $ (0.08 ) $ 0.00 Diluted $ (0.08 ) $ 0.00 The following potentially dilutive shares were excluded from the computation of diluted net loss (income) per share for the periods presented because including them would have been antidilutive: For the Year Ended 2020 2019 Equity incentive awards 23,352,837 4,611,850 Convertible preferred stock 150,534,600 13,326,050 Total 173,887,437 17,937,900 | ||
Income Taxes | Income Taxes The Company follows ASC 740, Income Taxes more-likely-than-not ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not more-likely-than-not, more-likely-than-not 0.1 The Company’s policy is to recognize interest expense and penalties accrued on any unrecognized tax benefits as a component of income tax expense within the statement of operations. The Company recognized approximately $0.004 million and $0 of interest expense and penalties as a component of income tax expense during the nine months ended September 30, 2021 and 2020, respectively. There was approximately $0.006 million and $0.003 million of accrued interest expense and penalties as of September 30, 2021 and December 31, 2020, respectively. | Income Taxes The Company follows ASC 740, Income Taxes statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more-likely-than-not ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not more-likely-than-not, more-likely-than-not The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense within the statement of operations. The Company recognized $0.003 million of interest expense as a component of income tax expense during the year ended December 31, 2020. There was no interest or penalties recognized as a component of income tax expense for the year ended December 31, 2019. There was $0.003 million of accrued interest as of December 31, 2020, and no accrued interest or penalties as of December 31, 2019. | ||
Concentration of Credit Risk | Concentration of Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, principally consist of cash and cash equivalents, restricted cash, Member cash advances, and accounts receivable. The Company’s cash and cash equivalents and restricted cash in excess of the Federal Deposit Insurance Corporation (“FDIC”) insured limits were approximately $4.6 million and $5.7 million at December 31, 2020 and 2019, respectively. Also, the Company does not believe its marketable securities are exposed to any significant credit risk due to the quality and nature of the securities in which the money is held. Pursuant to the Company’s internal investment policy, investments must be rated A-1/P-1 No Member individually exceeded 10% or more of the Company’s Member cash advances balances as of December 31, 2020 and 2019. | |||
Fair Value of Financial Instruments | Fair Value of Financial Instruments ASC 820, Fair Value Measurement price for the asset or pay the lowest price to settle the liability, after considering transaction costs. However, when using the most advantageous market, transaction costs are only considered to determine which market is the most advantageous and these costs are then excluded when applying a fair value measurement. ASC 820 creates a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below, with Level 1 having the highest priority and Level 3 having the lowest. Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): September 30, 2021 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 13,755 $ — $ — $ 13,755 Derivative asset on loans to stockholders — — 33,505 33,505 Total assets $ 13,755 $ — $ 33,505 $ 47,260 Liabilities Warrant liability $ — $ — $ 3,586 $ 3,586 Note payable — — 14,608 14,608 Total liabilities $ — $ — $ $ 18,194 December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 The Company had no assets and liabilities measured at fair value on a non-recurring The Company also has financial instruments not measured at fair value. The Company has evaluated cash and cash equivalents, Member advances, net, restricted cash, accounts payable, and accrued expenses, and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of the debt facility, convertible debt, and line of credit approximate their carrying values. Marketable Securities: The Company evaluated the quoted market prices in active markets for its marketable securities and has classified its securities as Level 1. The Company’s investments in marketable securities are exposed to price fluctuations. The fair value measurements for the securities are based upon the quoted prices of similar items in active markets multiplied by the number of securities owned. Derivative Asset Related to Loans to Stockholders: In relation to certain loans to stockholders, the Company purchased call options which grant the Company the right to acquire a fixed number of the Company’s common stock, par value $0.000001 per share (“Common Stock”), held by such stockholders over the exercise period (four years). However, the exercise price per share is not fixed. The approximate $3.273 exercise price per share increases by a nominal amount of approximately $0.005 for each month that lapses from the call option issuance date. As of September 30, 2021, the exercise price per share was approximately $3.408. The Company understands that this variability in the exercise price of the call option is tied to the passage of time, which is not an input to the fair value of the Company’s shares per ASC 815, Derivatives and Hedging non-recourse A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 457 Amendment to loan to stockholder 5 Change in fair value during the period 33,043 Ending value at September 30, 2021 $ 33,505 The Company used a probability-weighted expected return method (“PWERM”) to weight the indicated call options value determined under the binomial option pricing model to determine the fair value of the call options. The following table presents the assumptions used to value the call options for the period ended September 30, 2021: Expected volatility 57.0% Risk-free interest rate 0.1—0.2% Remaining term 0.1—1.8 Years Warrant Liability Related to Debt Facility: As discussed further in Note 7, Long-Term Debt Facility A roll-forward of the Level 3 warrant liability is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 106 Change in fair value during the period 3,480 Ending value at September 30, 2021 $ 3,586 The Company used a PWERM to weight the indicated warrant liability value determined under the binomial option pricing model to determine the fair value of the warrant liability. The following table presents the assumptions used to value the warrant liability for the period ended September 30, 2021: Expected volatility 57.0% Risk-free interest rate 0.1—0.2% Remaining term 0.1—1.7 Years Note Payable: As discussed in Note 6, Note Payable A roll-forward of the Level 3 promissory note is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 14,608 Change in fair value during the period — Ending value at September 30, 2021 $ 14,608 The Company used a market yield approach to determine the fair value of the promissory note. The market yield assumption used to estimate the fair value of the promissory note as of September 30, 2021, was 3.73%. There were no other assets or liabilities that were required to be measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020. | Fair Value of Financial Instruments ASC 820, Fair Value Measurement Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 December 31, 2019 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 25,305 $ — $ — $ 25,305 Derivative asset on loans to stockholders — — 457 457 Total assets $ 25,305 $ — $ 457 $ 25,762 The Company had no assets and liabilities measured at fair value on a non-recurring The Company also has financial instruments not measured at fair value. The Company has evaluated cash and cash equivalents, Member advances, net, restricted cash, accounts payable, and accrued expenses and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of convertible notes payable and line of credit approximate its carrying value. Marketable Securities: The Company evaluated the quoted market prices in active markets for its marketable securities and has classified its securities as Level 1. The Company’s investments in marketable securities are exposed to price fluctuations. The fair value measurements for the securities are based upon the quoted prices of similar items in active markets multiplied by the number of securities owned. Derivatives: Derivative Liability Related to Convertible Notes As discussed further in Note 9 Convertible Debt, Net, the Optional Conversion upon a Qualified Financing feature included in the 2018 Convertible Notes was deemed to be, in substance, a put option settleable in a variable number of shares, that met the definition of a derivative under ASC 815, Derivatives and Hedging B-2 A roll-forward of the Level 3 derivative liability is as follows (dollars in thousands): Opening value at January 1, 2019 $ 940 Change in fair value during the period 536 Conversion into Series B-2 (1,476 ) Ending value at December 31, 2019 $ — The Company used a discounted cash flow valuation technique to determine the fair value of the derivative liability. Unobservable inputs include terms in years, calibrated risk premiums, option adjusted spreads and risk-free rates. Unobservable Inputs Range Term (in years) 0.63 to 1.10 Calibrated risk premium 2.46% to 5.50% Option adjusted spread 6.62% to 11.04% Risk-free rate 1.87% to 2.62% Derivative Asset Related to Loans to Stockholders In relation to certain loans to stockholders, the Company purchased call options which grant the Company the right to acquire a fixed number of the Company’s common stock, par value $0.000001 per share (“Common Stock”), held by such stockholders over the exercise period (four years). However, the exercise price per share is not fixed. The approximate $3.273 exercise price per share increases by a nominal amount of approximately $0.005 for each month that lapses from the call option issuance date. As of December 31, 2020, the exercise price per share was approximately $3.362. The Company understands that this variability in the exercise price of the call option is tied to the passage of time, which is not an input to the fair value of the Company’s shares per ASC 815. Therefore, the Company does not believe the call option meets the scope exception under ASC 815. As the scope exception is not met, the call option is accounted for as a derivative instrument. Accordingly, the call option is measured at fair value and presented as a derivative asset on loans to stockholders on the Company’s consolidated balance sheets. Interest earned on the non-recourse A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Opening value at January 1, 2019 $ — Initial fair value at the original issuance dates 457 Change in fair value during the period — Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 $ 457 The Company used a binomial option pricing model to determine the fair value of the call option. The following table presents the assumptions used to value the call options for the year ended December 31 2020: Expected volatility 61.5% Risk-free interest rate 0.2% Remaining term 3.0 Years There were no other assets or liabilities that were required to be measured at fair value on a recurring basis as of December 31, 2020 and 2019. | ||
Recent Accounting Standards | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted: In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 held-to 2016-13, In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12”), 2019-12 2019-12 In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) 815-40): (“ASU 2020-06”). in ASU 2020-06 simplifies the ASU 2020-06 also 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity if-converted in ASU 2020-06 are Company is currently evaluating the impact of the adoption of this standard on its condensed consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40), Recently Adopted Accounting Pronouncements: In October 2020, the FASB issued ASU 2020-10, Codification Improvements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted: In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 providing additional transparency about credit risk. The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to 2016-13, In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12”), 2019-12 2019-12 In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): (“ASU 2020-06”). in ASU 2020-06 simplifies the ASU 2020-06 also 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity if-converted in ASU 2020-06 are In October 2020, the FASB issued ASU 2020-10, Codification Improvements Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), 815-40), Recently Adopted Accounting Pronouncements: In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): Part 1—Accounting for Certain Financial Instruments with Down Round Features 2017-11”). 2017-11 In August 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement | ||
Revenue Recognition | Revenue Recognition Service Based Revenue, Net: Service based revenue, net primarily consists of tips, express processing fees, and subscriptions charged to Members, net of processor costs associated with advance disbursements. Member advances are treated as financial receivables under Accounting Standards Codification (“ASC”) 310 Receivables (“ASC 310”). The Company encourages but does not contractually require its Members who receive a cash advance to leave a discretionary tip. The Company treats tips as an adjustment of yield to the advances and are recognized over the average term of advances. Express processing fees apply when a Member requests an expedited cash advance. At the Member’s election, the Company expedites the funding of advance funds within eight hours, as opposed to the customary three business days, of the advance request. Express fees are nonrefundable loan origination fees and are recognized as revenues over the expected contractual term of the advance. Costs incurred by the Company to fund cash advances are treated as direct loan origination costs. These direct loan origination costs are netted against advance-related income over the expected contractual term of the advance. Direct origination costs recognized as a reduction of advance-related income during the periods ended September 30, 2021 and 2020, was $2.9 million and $2.6 million, respectively. The Company accounts for subscriptions in accordance with ASC 606, Revenue from Contracts with Customers Subscription fees of $1 are received on a monthly basis from Members who subscribe to the Company’s application. The Company continually fulfills its obligation to each Member over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably as the Member receives and consumes the benefits of the platform throughout the contract period. Price concessions granted to Members who have insufficient funds when subscription fees are due are forms of variable consideration under the Company’s contracts with Members. For price concessions, the Company has elected, as an accounting policy, to account for price concessions for the month at the end of the reporting month based on the actual amount of concessions granted as the impact. Service based revenue also consists of lead generation fees from the Company’s Side Hustle advertising partners. The Company is entitled to receive these lead generation fees when Members of the application sign up for jobs with the Company’s various partners. Lead generation contracts contain a single performance obligation. Lead generation revenue is recognized at a point in time upon satisfaction and completion of the single performance obligation. The Company also receives cash monthly as part of a rewards program for those Dave debit card Members who choose to spend funds with selected vendors. The cash received by the Company is recorded as unearned revenue and recognized as revenue as the subscription credits are earned by the Members. Transaction Based Revenue, Net: Transaction based revenue, net primarily consists of interchange and ATM revenues from Dave’s Checking Product, net of ATM-related ATM-related | Revenue Recognition Service Based Revenue, Net: Service based revenue, net primarily consists of tips, express processing fees, and subscriptions charged to Members, net of processor costs associated with advance disbursements. Member advances are treated as financial receivables under ASC 310 Receivables (“ASC 310”). Advance-related income is reported net of direct loan origination costs. The Company encourages but does not contractually require its Members who receive a cash advance to leave a discretionary tip. The Company treats tips as an adjustment of yield to the advances and are recognized over the average term of advances. Express processing fees apply when a Member requests an expedited cash advance. At the Member’s election, the Company expedites the funding of advance funds within eight hours, as opposed to the customary three business days, of the advance request. Express fees are nonrefundable loan origination fees and are recognized as revenues over the expected contractual term of the advance. Costs incurred by the Company to fund cash advances are treated as direct loan origination costs. These direct loan origination costs are netted against advance-related income over the expected contractual term of the advance. Direct origination costs recognized as a reduction of advance-related income during the years ended December 31, 2020 and 2019, was $3.6 million and $2.1 million, respectively. The Company accounts for subscriptions in accordance with ASC 606, Revenue from Contracts with Customers Subscription fees of $1 are received on a monthly basis from Members who subscribe to the Company’s application. The Company continually fulfills its obligation to each Member over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably as the Member receives and consumes the benefits of the platform throughout the contract period. Price concessions granted to Members who have insufficient funds when subscription fees are due are forms of variable consideration under the Company’s contracts with Members. For price concessions, the Company has elected, as an accounting policy, to account for price concessions for the month at the end of the reporting month based on the actual amount of concessions granted as the impact. Service based revenue also consists of lead generation fees from the Company’s Side Hustle advertising partners. The Company is entitled to receive these lead generation fees when Members of the application sign up for jobs with the Company’s various partners. Lead generation contracts contain a single performance obligation. Lead generation revenue is recognized at a point in time upon satisfaction and completion of the single performance obligation. The Company also receives cash monthly as part of a rewards program for those Dave debit card Members who choose to spend funds with selected vendors. The cash received by the Company is recorded as unearned revenue and recognized into revenue as the subscription credits are earned by the Members. Transaction Based Revenue, Net: Transaction based revenue, net primarily consists of interchange and ATM revenues from Dave’s Checking Product and are recognized at the point in time the transactions occur, as the performance obligation is satisfied. | ||
Processing and Servicing Fees | Processing and Servicing Fees Processor fees consist of fees paid to the Company’s processors for the recovery of advances, tips, processing fees, and subscriptions. These expenses also include fees paid for services to connect Member’s bank accounts to the Company’s application. Aside from processing and service fees associated with advance disbursements, all other processing and service fees are expensed as incurred are expensed as incurred. | |||
Restricted Cash | Restricted Cash Restricted cash primarily represents cash held at financial institutions that is pledged as collateral for specific accounts that may become overdrawn. At December 31, 2020 and 2019, the Company had restricted cash in the amounts of $0.3 million and $0.1 million, respectively. | |||
Marketable Securities | Marketable Securities Marketable securities consist of a money market mutual fund. The fair value of marketable securities is determined by quoted prices in active markets and changes in fair value are recorded in other (income) expense in the statement of operations. | |||
Member Advances | Member Advances Member advances include non-recourse Advances to Members are not interest-bearing. The Company recognizes these advances at the advanced amount and does not use discounting techniques to determine present value of advances due to their short-term average maturity. The consequent discount impact under the imputed interest rate method does not result in a significant impact to the consolidated financial statements. The Company does not provide modifications to Member advances. | Member Advances Member advances include non-recourse Advances to Members are not interest-bearing. The Company recognizes these advances at face value and does not use discounting techniques to determine present value of advances due to their short-term average maturity. The consequent discount impact under the imputed interest rate method does not result in a significant impact to the financial statements. The Company does not provide modifications to Member advances. | ||
Allowance for Unrecoverable Advances | Allowance for Unrecoverable Advances The Company maintains an allowance for unrecoverable advances at a level estimated to be adequate to absorb credit losses inherent in the outstanding Member advances. Management currently estimates the allowance balance required using historical loss and collections experience, and, if relevant, the nature and volume of the portfolio, economic conditions, and other factors. Interpretations of the nature and volume of the portfolio and projections of future economic conditions involve a high degree of subjectivity. Changes to the allowance have a direct inpact on the provision for unrecoverable advances in the condensed consolidated statements of operations. The Company considers advances over 120 days past due or which become uncollectible based on information available to the Company as impaired. All impaired advances are deemed uncollectible and subsequently written-off written-off, | Allowance for Unrecoverable Advances The Company maintains an allowance for unrecoverable advances at a level estimated to be adequate to absorb credit losses inherent in the outstanding Member advances. Management currently estimates the allowance balance required using historical loss and collections experience, and, if relevant, the nature and volume of the portfolio, economic conditions, and other factors. Interpretations of the nature and volume of the portfolio and projections of future economic conditions involve a high degree of subjectivity. Changes to the allowance have a direct impact on the provision for unrecoverable advances in the consolidated statements of operations. The Company considers advances over 120 days past due or which become uncollectible based on information available to the Company as impaired. All impaired advances are deemed uncollectible and subsequently written-off written-off, | ||
Internally Developed Software | Internally Developed Software Internally developed software is capitalized when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and other compensation costs for employees incurred for time spent on upgrades and enhancements to add functionality to the software and fees paid to third-party consultants who are directly involved in development efforts. These capitalized costs are included on the condensed consolidated balance sheets as intangible assets, net. Other costs are expensed as incurred and included within Other general and administrative expenses in the condensed consolidated statements of operations. Capitalized costs for the nine month periods ended September 30, 2021 and 2020, were approximately $3.9 million and $2.8 million, respectively. Amortization of internally developed software commences when the software is ready for its intended use (i.e., after all substantial testing is complete). Internally developed software is amortized over its estimated useful life of 3 years. Amortization expense for the nine month periods ended September 30, 2021 and 2020, was approximately $1.9 million and $1.1 million, respectively. | Internally Developed Software Internally developed software is capitalized when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Capitalized costs consist of salaries and other compensation costs for employees incurred for time spent on upgrades and enhancements to add functionality to the software and fees paid to third-party consultants who are directly involved in development efforts. These capitalized costs are included on the consolidated balance sheets as intangible assets, net. Other costs are expensed as incurred and included within Other operating expenses in the consolidated statements of operations. Amortization of internally developed software commences when the software is ready for its intended use (i.e., after all substantial testing is complete). Internally developed software is amortized over its estimated useful life of 3 years. | ||
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation. Property and equipment are recorded at cost and depreciated over the estimated useful lives ranging from 3 to 7 years using the straight-line method. Maintenance and repair costs are charged to operations as incurred and included within Other operating expenses in the consolidated statements of operations. | |||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company assesses the impairment of long-lived assets, primarily property and equipment and amortizable intangible assets, whenever events or changes in business circumstances indicate that carrying amounts of the assets may not be fully recoverable. If the sum of the expected undiscounted future cash flows from an asset is less than the carrying amount of the asset, the Company estimates the fair value of the assets. The Company measures the loss as the amount by which the carrying amount exceeds its fair value calculated using the present value of estimated net future cash flows. | |||
Fair Value of Common Stock | Fair Value of Common Stock The Company is required to estimate the fair value of the Common Stock underlying the Company’s share-based awards. The fair value of the Common Stock underlying the Company’s stock-based awards has been determined, in each case, based on a valuation model as discussed further below, and was approved by the Company’s Board of Directors. The Company’s Board of Directors intends all stock options granted to be exercisable at a price per share not less than the fair value per share of the ordinary share underlying those stock options on the date of grant. In the absence of a public market for the Common Stock, the valuation of the Common Stock has been determined using a market approach, income approach, and subject company transaction method. The allocation of equity value was determined using the option pricing method. The valuation was performed in accordance with the guidelines outlined in the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The Company considered various objective and subjective factors to determine the fair value of its Common Stock as of each grant date, including: • Historical financial performance; • The Company’s business strategy; • Industry information, such as external market conditions and trends; • Lack of marketability of the Common Stock; • Likelihood of achieving a liquidity event, such as an initial public offering, special-purpose acquisition company (“SPAC”) merger, or strategic sale given prevailing market conditions and the nature and history of the Company’s business; • Prices, privileges, powers, preferences, and rights of our convertible preferred stock relative to those of the Common Stock; • Forecasted cash flow projections for the Company; • Illiquidity of stock-based awards involving securities in a private company; and • Macroeconomic conditions. The assumptions underlying these valuations represented management’s best estimate, which involved inherent uncertainties and the application of management’s judgment. The probability of a liquidity event and the derived discount rate are significant assumptions used to estimate the fair value of the Common Stock. If the Company had used different assumptions or estimates, the fair value of the Common Stock and the Company’s stock-based compensation expense could have been materially different. During 2019 and 2020, the Company’s estimated fair value of its Common Stock remained relatively consistent, fluctuating between $0.935 per share as of August 5, 2019 (“August 2019 Valuation”), and $0.981 per share as of August 30, 2020 (“August 2020 Valuation”). The August 2019 Valuation and August 2020 Valuation utilized the income and market approaches in estimating the fair value. In 2021, the Company’s management team contemplated a SPAC merger (refer to Note 1, Business and Basis of Presentation The increase in the fair value of Dave’s common stock between the August 2019 Valuation and August 2020 Valuation and the June 2021 Valuation was due to the Company’s progress towards completing the SPAC merger that was not known or knowable at the earlier valuation dates. | Fair Value of Common Stock The Company is required to estimate the fair value of the Common Stock underlying the Company’s share-based awards. The fair value of the Common Stock underlying the Company’s stock-based awards has been determined, in each case, based on a valuation model as discussed further below, and was approved by the Company’s Board of Directors. The Company’s Board of Directors intends all stock options granted to be exercisable at a price per share not less than the fair value per share of the ordinary share underlying those stock options on the date of grant. In the absence of a public market for the Common Stock, the valuation of the Common Stock has been determined using a market approach and subject company transaction method. The allocation of equity value was determined using the option pricing method. The valuation was performed in accordance with the guidelines outlined in the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately Held Company Equity Securities Issued as Compensation. The Company considered various objective and subjective factors to determine the fair value of its Common Stock as of each grant date, including: • Historical financial performance; • The Company’s business strategy; • Industry information, such as external market conditions and trends; • Lack of marketability of the Common Stock; • Likelihood of achieving a liquidity event, such as an initial public offering, special-purpose acquisition company (“SPAC”) merger, or strategic sale given prevailing market conditions and the nature and history of the Company’s business; • Prices, privileges, powers, preferences and rights of the Company’s convertible preferred stock relative to those of the Common Stock; • Forecasted cash flow projections for the Company; • Illiquidity of stock-based awards involving securities in a private company; and • Macroeconomic conditions. The assumptions underlying these valuations represented management’s best estimate, which involved inherent uncertainties and the application of management’s judgment. The probability of a liquidity event and the derived discount rate are significant assumptions used to estimate the fair value of the Common Stock. If the Company had used different assumptions or estimates, the fair value of the Common Stock and the Company’s stock-based compensation expense could have been materially different. During 2019 and 2020, the Company’s estimated fair value of its Common Stock remained relatively consistent, fluctuating between $0.935 per share as of August 5, 2019 (“August 2019 Valuation”) and $0.981 per share as of August 30, 2020 (“August 2020 Valuation”). The August 2019 Valuation and August 2020 Valuations utilized the income and market approaches in estimating the fair value. | ||
Convertible Debt | Convertible Debt The Company accounts for convertible notes in accordance with ASC Topic 470-20, Debt with Conversion and Other Options. Interest As discussed further in Note 9 Convertible Debt, Net, the Company issued 2018 convertible promissory notes (“2018 Convertible Notes”) and 2019 convertible promissory notes (“2019 Convertible Notes”) in 2018 and 2019, respectively. | |||
Leases | Leases ASC 842, Leases right-of-use Right-of-use Right-of-use The Company leases office space under four separate leases, all of which are considered operating leases. One lease includes the option to renew and the exercise of the renewal option is at the Company’s sole discretion. Options to extend or terminate a lease are considered as part of calculating the lease term to the extent that the option is reasonably certain of exercise. The leases do not include the options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Covenants imposed by the leases include letters of credit required to be obtained by the lessee. The incremental borrowing rate (“IBR”) represents the rate of interest the Company would expect to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. When determinable, the Company uses the rate implicit in the lease to determine the present value of lease payments. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. | |||
Loans to Stockholders | Loans to Stockholders In 2019, the Company entered into loan, pledge, and option agreements with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse recorded the note as a reduction to shareholders’ equity and will do so until it is repaid, or the associated call option is exercised and the Company reacquires the collateralized shares. Interest earned and accrued on the notes also increases this contra-equity account balance. | Loans to Stockholders In 2019, the Company entered into loan, pledge, and option agreements with various employees, who are also stockholders, to provide those employees cash in exchange for non-recourse | ||
Stock-Based Compensation | Stock-Based Compensation Stock Option Awards: ASC 718, Compensation-Stock Compensation Restricted Stock Awards: Restricted stock awards (“RSAs”) are valued on the grant date and the fair value of the RSAs is equal to the estimated fair value of the Company’s Common Stock on the grant date. This compensation cost is recognized over the requisite service period. When the requisite service period begins prior to the grant date (because the service inception date occurs prior to the grant date), the Company is required to begin recognizing compensation cost before there is a measurement date (i.e., the grant date). The service inception date is the beginning of the requisite service period. If the service inception date precedes the grant date, accrual of compensation cost for periods before the grant date shall be based on the fair value of the award at the reporting date. In the period in which the grant is approved, cumulative compensation cost is adjusted to reflect the cumulative effect of the compensation cost based on fair value at the grant date rather than the service inception date. The Company recognizes forfeitures as they occur. RSAs Issued to Non-Employees: The Company issues shares of restricted stock to consultants for various advisory and consulting related services. The Company recognized this expense, measured as the estimated value of the shares issued, as a component of stock-based compensation expense, presented within compensation and benefits in the consolidated statements of operations. | |||
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising expense for the nine months ended September 30, 2021 and 2020, was approximately $34.1 million and $21.4 million, respectively, and is presented within advertising and marketing in the condensed consolidated statements of operations. | Advertising Costs Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2020 and 2019, was approximately $38.0 million and $22.9 million, respectively, and is presented within advertising and marketing in the consolidated statements of operations. | ||
Segment Information | Segment Information The Company determines its operating segments based on how its chief operating decision makers manage operations, make operating decisions, and evaluate operating performance. The Company has determined that the Chief Operating Decision Maker (“CODM”) is a joint role shared by is the Chief Executive Officer and Chief Financial Officer. Based upon the way the CODM reviews financial information and makes operating decisions and considering that the CODM reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance, the service-based and transaction-based operations constitute a single operating segment and one reportable segment. | Segment Information The Company determines its operating segments based on how its chief operating decision makers manage operations, make operating decisions and evaluate operating performance. The Company has determined that the Chief Operating Decision Maker, or “CODM”, is a joint role shared by the Chief Executive Officer and Chief Financial Officer. Based upon the way the CODM reviews financial information and makes operating decisions and considering that the CODM reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance, the service-based and transaction-based operations constitute a single operating segment and one reportable segment. | ||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Basis of Presentation | Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. The Company does not have sufficient liquidity to meet its anticipated obligations over the next year from the date of issuance of these financial statements. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q Regulation S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on March 8, 2021. The interim results for the three months ended September 30, 2021 and for the period from January 14, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. | ||
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups exemptions from various reporting requirements that are applicable t o Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | ||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and, accordingly, the actual results could differ significantly from those estimates. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021. | |||
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs consist of legal, accounting and other costs incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholders’ equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations. | Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the condensed consolidated statements of operations. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. Offering costs amounting to $13,786,001 were charged to stockholders’ equity upon the completion of the Initial Public Offering, and $600,570 of the offering costs were related to the warrant liabilities and cha r | ||
Warrant Liability | Warrant Liabilities We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in a non-cash | |||
Class A Common Stock Subject to Possible Redemption | Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption, if any, are classified as a liability instrument and are measured at fair value. Conditionally redeemable Class A common stock (including Class A common stock that features redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, Class A common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021, 25,376,598 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s unaudited condensed consolidated balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A common stock resulted in charges against additional paid-in At September 30, 2021, the Class A common stock reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 253,765,980 Less: Proceeds allocated to Public Warrants $ (10,340,965 ) Class A common stock issuance costs $ (13,786,000 ) Plus: Accretion of carrying value to redemption value $ 24,126,965 Class A common stock subject to possible redemption $ 253,765,980 | |||
Net Loss per Common Share | Net Loss Per Common Share Net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period, excluding common stock subject to forfeiture. Weighted average shares at January 22, 2021 were reduced for the effect of an aggregate of 843,750 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 5). At January 22, 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted loss per share is the same as basic loss per share for the period presented. | Net Income (Loss) per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per share of Class A common stock is computed by dividing net income (loss) by the weighted average number of shares of common stock for the period. The Company applies the two-class The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,516,041 shares of Class A common stock in the aggregate. As of September 30, 2021 and 2020, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted net loss per share is the same as basic net loss per share for the periods presented. Three Months Ended For the Period from January 14, Class A Class B Class A Class B Basic and diluted net loss per common shares Numerator: Allocation of net loss, as adjusted $ (2,141,472 ) $ (535,368 ) $ (5,990,311 ) $ (1,815,599 ) Denominator: Basic and diluted weighted average common shares outstanding 25,376,598 6,344,150 20,481,452 6,207,710 Basic and diluted net loss per common shares $ (0.08 ) $ (0.08 ) $ (0.29 ) $ (0.29 ) | ||
Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed to be de minimis as of January 22, 2021. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for the interest and penalties as of January 22, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimis for the period from January 14, 2021 (inception) through January 22, 2021. | Income Taxes The Company follows the asset and liability method of accou n ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for the interest and penalties as of September 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimis for the periods ended September 30, 2021. | ||
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account. | |||
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature. | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying condensed consolidated balance sheet, primarily due to their short-term nature. | ||
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. | |||
Derivative Financial Instruments | Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued or non-current not net-cash | |||
Recent Accounting Standards | Recent Accounting Standards The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. | Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt—Debt (Subtopic 470-20) and (Subtopic 815-40) (“ASU 2020-06”) to ASU 2020-06 eliminates ASU 2020-06 amends the if-converted method ASU 2020-06 is ASU 2020-06 would Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Schedule of Earnings Per Share Basic And Diluted | The following table sets forth the computation of the Company’s basic and diluted net (loss) income per share attributable to holders of Common Stock (in thousands, except share data): For the Nine Months 2021 2020 (unaudited) Numerator Net (loss) income $ (4,801 ) $ 27,653 Less: noncumulative dividend to convertible preferred stockholders — (6,464 ) Less: undistributed earnings to participating securities — (13,756 ) Net (loss) income attributed to common stockholders—Basic (4,801 ) 7,433 Add: undistributed earnings reallocated to common stockholders — 732 Net (loss) income attributed to common stockholders—Diluted $ (4,801 ) $ 8,165 Denominator Weighted average shares of common stock—basic 100,176,295 88,943,115 Dilutive effect of equity incentive awards — 10,421,439 Weighted average shares of common stock—diluted 100,176,295 99,364,554 Net (loss) income per share Basic $ (0.05 ) $ 0.08 Diluted $ (0.05 ) $ 0.08 | The following table sets forth the computation of the Company’s basic and diluted net loss (income) per share attributable to holders of Common Stock (in thousands, except share data): For the Year Ended December 31, 2020 2019 Numerator Net (loss) income $ (6,957 ) $ 787 Less: noncumulative dividend to convertible preferred stockholders — (787 ) Net (loss) income attributed to common stockholders—Basic (6,957 ) — Add back: undistributed earnings allocated to noncumulative dividend to convertible preferred stockholders — 2,694 Less: non-cumulative — (2,694 ) Net (loss) income attributed to common stockholders—Diluted (6,957 ) — Denominator Weighted average shares of common stock—basic 90,986,048 76,918,167 Dilutive effect of equity incentive awards — 33,647,099 Dilutive effect of Series A convertible stock — 133,216,940 Dilutive effect of Series B-2 — 3,991,610 Weighted average shares of common stock—diluted 90,986,048 247,773,816 Net (loss) income per share Basic $ (0.08 ) $ 0.00 Diluted $ (0.08 ) $ 0.00 | |
Summary of assets and liabilities measured at fair value on a recurring basis | Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): September 30, 2021 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 13,755 $ — $ — $ 13,755 Derivative asset on loans to stockholders — — 33,505 33,505 Total assets $ 13,755 $ — $ 33,505 $ 47,260 Liabilities Warrant liability $ — $ — $ 3,586 $ 3,586 Note payable — — 14,608 14,608 Total liabilities $ — $ — $ $ 18,194 December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 | Following are the major categories of assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3) (in thousands): December 31, 2020 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 17,666 $ — $ — $ 17,666 Derivative asset on loans to stockholders — — 457 457 Total assets $ 17,666 $ — $ 457 $ 18,123 December 31, 2019 Level 1 Level 2 Level 3 Total Assets Marketable securities $ 25,305 $ — $ — $ 25,305 Derivative asset on loans to stockholders — — 457 457 Total assets $ 25,305 $ — $ 457 $ 25,762 | |
Summary of computation of diluted net loss (income) per share | The following potentially dilutive shares were excluded from the computation of diluted net (loss) income per share for the periods presented because including them would have been antidilutive: For the Nine Months 2021 2020 (unaudited) Equity incentive awards 28,364,683 18,120,547 Convertible preferred stock 150,534,600 150,534,600 Series B-1 1,722,640 — Total 180,621,923 168,655,147 | The following potentially dilutive shares were excluded from the computation of diluted net loss (income) per share for the periods presented because including them would have been antidilutive: For the Year Ended 2020 2019 Equity incentive awards 23,352,837 4,611,850 Convertible preferred stock 150,534,600 13,326,050 Total 173,887,437 17,937,900 | |
Derivative Liability [Member] | |||
Summary of roll-forward of the Level 3 derivative asset and liability on loans | A roll-forward of the Level 3 warrant liability is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 106 Change in fair value during the period 3,480 Ending value at September 30, 2021 $ 3,586 | A roll-forward of the Level 3 derivative liability is as follows (dollars in thousands): Opening value at January 1, 2019 $ 940 Change in fair value during the period 536 Conversion into Series B-2 (1,476 ) Ending value at December 31, 2019 $ — | |
Summary of fair value of the derivative asset and liability | The following table presents the assumptions used to value the warrant liability for the period ended September 30, 2021: Expected volatility 57.0% Risk-free interest rate 0.1—0.2% Remaining term 0.1—1.7 Years | The Company used a discounted cash flow valuation technique to determine the fair value of the derivative liability. Unobservable inputs include terms in years, calibrated risk premiums, option adjusted spreads and risk-free rates. Unobservable Inputs Range Term (in years) 0.63 to 1.10 Calibrated risk premium 2.46% to 5.50% Option adjusted spread 6.62% to 11.04% Risk-free rate 1.87% to 2.62% | |
Derivative Asset [Member] | |||
Summary of roll-forward of the Level 3 derivative asset and liability on loans | A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 457 Amendment to loan to stockholder 5 Change in fair value during the period 33,043 Ending value at September 30, 2021 $ 33,505 | A roll-forward of the Level 3 derivative asset on loans to stockholders is as follows (dollars in thousands): Opening value at January 1, 2019 $ — Initial fair value at the original issuance dates 457 Change in fair value during the period — Ending value at December 31, 2019 $ 457 Change in fair value during the period — Ending value at December 31, 2020 $ 457 | |
Summary of fair value of the derivative asset and liability | The following table presents the assumptions used to value the call options for the period ended September 30, 2021: | The following table presents the assumptions used to value the call options for the year ended December 31 2020: Expected volatility 61.5% Risk-free interest rate 0.2% Remaining term 3.0 Years | |
Promissory Note [Member] | |||
Summary of roll-forward of the Level 3 derivative asset and liability on loans | A roll-forward of the Level 3 promissory note is as follows (dollars in thousands): Opening value at December 31, 2020 $ — Initial fair value at the original issuance date 14,608 Change in fair value during the period — Ending value at September 30, 2021 $ 14,608 | ||
VPC Impact Acquisition Holdings III, Inc [Member] | |||
Schedule of Earnings Per Share Basic And Diluted | Three Months Ended For the Period from January 14, Class A Class B Class A Class B Basic and diluted net loss per common shares Numerator: Allocation of net loss, as adjusted $ (2,141,472 ) $ (535,368 ) $ (5,990,311 ) $ (1,815,599 ) Denominator: Basic and diluted weighted average common shares outstanding 25,376,598 6,344,150 20,481,452 6,207,710 Basic and diluted net loss per common shares $ (0.08 ) $ (0.08 ) $ (0.29 ) $ (0.29 ) | ||
Schedule of Reconciliation of common stock reflected in the balance sheet | At September 30, 2021, the Class A common stock reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 253,765,980 Less: Proceeds allocated to Public Warrants $ (10,340,965 ) Class A common stock issuance costs $ (13,786,000 ) Plus: Accretion of carrying value to redemption value $ 24,126,965 Class A common stock subject to possible redemption $ 253,765,980 | ||
Summary of fair value of the derivative asset and liability | The key inputs into the Monte Carlo simulation model Public Warrants and the Black-Scholes-Merton model for the Private Placement Warrants were as follows: January 12, 2021 (Initial Measurement) September 30, Public Private Private Input Warrants Warrants Warrants Stock Price $ 10.00 $ 9.59 $ 9.91 Exercise Price $ 11.50 $ 11.50 $ 11.50 Volatility 26.9 % 26.0 % 29.0 % Term (years) 5.00 5.00 5.00 Dividend Yield 0.00 % 0.00 % 0.00 % Risk Free Rate 1.21 % 1.21 % 0.98 % |
Business and Basis of Present_2
Business and Basis of Presentation (Table) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Variable Interest Entities | Assets Cash and cash equivalents $ 9,518 Member advances, net of allowance for unrecoverable advances of $2,825 as of September 30, 2021 38,447 Debt facility commitment fee, current 52 Debt facility commitment fee, long-term 145 Total assets $ 48,162 Liabilities and stockholder’s deficit Long-term debt facility $ 30,000 Warrant liability 3,586 Equity contributed 0.01 Accumulated deficit (7,785 ) Total liabilities and stockholder’s deficit $ 25,801 |
Restatement of Previously Iss_2
Restatement of Previously Issued Financial Statements (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Summary of Restatement on the Company's Previously Issued Financial Statements | In response to the errors, the Company redesigned its internal controls around the Member advances, net of allowances for unrecoverable advances to detect and prevent future errors. As of December 31, 2020 Consolidated Balance Sheet: As Reported Adjustments As Restated Assets Member advances, net of allowance for unrecoverable advances $ 47,588 $ (8,844 ) $ 38,744 Prepaid income taxes $ 1,576 $ 2,432 $ 4,008 Total current assets $ 75,764 $ (6,412 ) $ 69,352 Total assets $ 82,817 $ (6,412 ) $ 76,405 Liabilities, convertible preferred stock, and stockholders’ deficit Other non-current $ 735 $ (150 ) $ 585 Total liabilities $ 26,711 $ (150 ) $ 26,561 Accumulated deficit $ (6,642 ) $ (6,262 ) $ (12,904 ) Total stockholders’ deficit $ (16,067 ) $ (6,262 ) $ (22,329 ) Total liabilities, convertible preferred stock, and stockholders’ deficit $ 82,817 $ (6,412 ) $ 76,405 For the year ended December 31, 2020 Consolidated Statement of Operations As Reported Adjustments As Restated Provision for unrecoverable advances $ 19,441 $ 6,098 $ 25,539 Total operating expenses $ 117,079 $ 6,098 $ 123,177 Net loss before provision for income taxes $ (714 ) $ (6,098 ) $ (6,812 ) Provision for income taxes $ 1,888 $ (1,743 ) $ 145 Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Net loss per share: Basic $ (0.03 ) $ (0.08 ) Diluted $ (0.03 ) $ (0.08 ) For the year ended December 31, 2020 Consolidated Statements of Cash Flows: As Reported Adjustments As Restated Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Adjustments to reconcile net loss to net cash used in operating activities: Provision for unrecoverable advances $ 19,441 $ 6,098 $ 25,539 Changes in operating assets and liabilities: Prepaid income taxes $ (1,576 ) $ (2,432 ) $ (4,008 ) Income taxes payable $ (1,348 ) $ 840 $ (508 ) Other non-current $ 698 $ (151 ) $ 547 For the year ended December 31, 2020 Consolidated Statement of Convertible Preferred Stock and As Reported Adjustments As Restated Net loss $ (2,602 ) $ (4,355 ) $ (6,957 ) Accumulated deficit $ (6,642 ) $ (6,262 ) $ (12,904 ) Total stockholders’ deficit $ (16,067 ) $ (6,262 ) $ (22,329 ) For the year ended December 31, 2019 Consolidated Statement of Operations As Reported Adjustments As Restated Provision for unrecoverable advances $ 16,941 $ 2,747 $ 19,688 Total operating expenses $ 71,703 $ 2,747 $ 74,450 Net income (loss) before provision for income taxes $ 4,079 $ (2,747 ) $ 1,332 Provision for income taxes $ 1,385 $ (840 ) $ 545 Net income (loss) $ 2,694 $ (1,907 ) $ 787 As of December 31, 2019 Consolidated Balance Sheet: As Reported Adjustments As Restated Assets Member advances, net of allowance for unrecoverable advances $ 31,789 $ (2,747 ) $ 29,042 Total current assets $ 64,962 $ (2,747 ) $ 62,215 Total assets $ 69,835 $ (2,747 ) $ 67,088 Income taxes payable $ 1,348 $ (840 ) $ 508 Total current liabilities $ 10,415 $ (840 ) $ 9,575 Total liabilities $ 12,636 $ (840 ) $ 11,796 Accumulated deficit $ (4,040 ) $ (1,907 ) $ (5,947 ) Total stockholders’ deficit $ (14,974 ) $ (1,907 ) $ (16,881 ) Total liabilities, convertible preferred stock, and stockholders’ deficit $ 69,835 $ (2,747 ) $ 67,088 For the year ended December 31, 2019 Consolidated Statements of Cash Flows: As Reported Adjustments As Restated Net income $ 2,694 $ (1,907 ) $ 787 Adjustments to reconcile net income to net cash used in operating activities: Provision for unrecoverable advances $ 16,941 $ 2,747 $ 19,688 For the year ended December 31, 2019 Consolidated Statement of Convertible Preferred Stock and As Reported Adjustments As Restated Net income $ 2,694 $ (1,907 ) $ 787 Accumulated deficit $ (4,040 ) $ (1,907 ) $ (5,947 ) Total stockholders’ deficit $ (14,974 ) $ (1,907 ) $ (16,881 ) | |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Summary of Restatement on the Company's Previously Issued Financial Statements | The impact of the restatement on the Company’s previously issued financial statements is reflected in the following tables. Balance Sheet as of March 9, 2021 (audited) As Previously Adjustment As Restated Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Class A common stock $ 311 $ (311 ) $ — Additional paid-in $ 6,977,293 $ (6,977,293 ) $ — Accumulated deficit $ (1,978,231 ) $ (24,102,596 ) $ (26,080,827 ) Total shareholders’ equity (deficit) $ 5,000,007 $ (31,080,200 ) $ (26,080,193 ) Balance Sheet as of March 31, 2021 (unaudited) As Previously Adjustment As Restated Class A common stock subject to possible redemption $ 223,013,600 $ 30,752,380 $ 253,765,980 Class A common stock $ 308 $ (308 ) $ — Additional paid-in $ 6,649,473 $ (6,649,473 ) $ — Accumulated deficit $ (1,650,406 ) $ (24,102,599 ) $ (25,753,005 ) Total shareholders’ equity (deficit) $ 5,000,009 $ (30,752,380 ) $ (25,752,371 ) Balance Sheet as of June 30, 2021 (unaudited) Class A common stock subject to possible redemption $ 219,534,940 $ 34,231,040 $ 253,765,980 Class A common stock $ 343 $ (343 ) $ — Additional paid-in $ 10,128,098 $ (10,128,098 ) $ — Accumulated deficit $ (5,129,070 ) $ (24,102,599 ) $ (29,231,669 ) Total shareholders’ equity (deficit) $ 5,000,005 $ (34,231,040 ) $ (29,231,035 ) Statement of Cash Flows for The Period from January 14, 2021 (Inception) Through March 31, 2021 (unaudited) Initial classification of Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Change in value of Class A common stock subject to possible redemption $ 327,820 $ (327,820 ) $ — Statement of Cash Flows for The Period from January 14, 2021 (Inception) Through June 30, 2021 (unaudited) Initial classification of Class A common stock subject to possible redemption $ 222,685,780 $ 31,080,200 $ 253,765,980 Change in value of Class A common stock subject to possible redemption $ (3,150,840 ) $ 3,150,840 $ — Statement of Operations for The Period from January 14, 2021 (Inception) Through March 31, 2021 (unaudited) Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 (17,513,427 ) 7,863,171 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.12 ) $ (0.12 ) Weighted average shares outstanding of Class B common stock non-redeemable 5,851,019 80,357 5,931,376 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.28 ) $ 0.16 $ (0.12 ) Statement of Operations for the three months ended June 30, 2021 (unaudited) As Previously Adjustment As Restated Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 — 25,376,598 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.11 ) $ (0.11 ) Weighted average shares outstanding of Class B common stock non-redeemable 6,344,150 — 6,344,150 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.55 ) $ 0.44 $ (0.11 ) Statement of Operations for The Period from January 14, 2021 (Inception) Through June 30, 2021 Weighted average shares outstanding of Class A common stock redeemable shares 25,376,598 (7,675,638 ) 17,700,960 Basic and diluted net loss per common share, Class A common stock redeemable shares $ — $ (0.22 ) $ (0.22 ) Weighted average shares outstanding of Class B common stock non-redeemable 6,129,745 (3,116 ) 6,126,629 Basic and diluted net loss per common share, Class B common stock non-redeemable $ (0.84 ) $ 0.62 $ (0.22 ) |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Securities | Below is a detail of marketable securities (dollars in thousands): As of December 31, 2020 2019 Marketable securities $ 17,666 $ 25,305 Totals $ 17,666 $ 25,305 |
Member Cash Advances, Net (Tabl
Member Cash Advances, Net (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Summary of Member Cash Advances, Net | Below is a detail of Member cash advances, net as of September 30, 2021 (in thousands): Days From Origination Gross Allowance for Member (unaudited) (unaudited) (unaudited) 1-10 $ 32,881 $ (2,030 ) $ 30,851 11-30 10,469 (1,340 ) 9,129 31-60 4,934 (2,547 ) 2,387 61-90 4,162 (2,681 ) 1,481 91-120 3,762 (2,742 ) 1,020 Total $ 56,208 $ (11,340 ) $ 44,868 Below is a detail of Member cash advances, net as of December 31, 2020 (in thousands): Days From Origination Gross Member Allowance for Member 1-10 $ 27,948 $ (1,367 ) $ 26,581 11-30 8,380 (1,205 ) 7,175 31-60 5,489 (3,009 ) 2,480 61-90 6,088 (4,284 ) 1,804 91-120 3,419 (2,715 ) 704 Total $ 51,324 $ (12,580 ) $ 38,744 | Below is a detail of Member cash advances, net (dollars in thousands): Table as of December 31, 2020 Days From Origination Gross Member Allowance for Member 1-10 $ 27,948 $ (1,367 ) $ 26,581 11-30 8,380 (1,205 ) 7,175 31-60 5,489 (3,009 ) 2,480 61-90 6,088 (4,284 ) 1,804 91-120 3,419 (2,715 ) 704 Total $ 51,324 $ (12,580 ) $ 38,744 Table as of December 31, 2019 Days From Origination Gross Member Allowance for Member 1-10 $ 25,529 $ (1,027 ) $ 24,502 11-30 4,263 (1,607 ) 2,656 31-60 3,277 (2,202 ) 1,075 61-90 2,930 (2,400 ) 530 91-120 2,398 (2,119 ) 279 Total $ 38,397 $ (9,355 ) $ 29,042 |
Summary of Allowance for Unrecoverable Advances | The roll-forward of the allowance for unrecoverable advances is as follows (dollars in thousands): Ending allowance balance at December 31, 2020 $ 12,580 Plus: provision for unrecoverable advances 21,693 Less: amounts written-off (22,933 ) Ending allowance balance at September 30, 2021 (unaudited) $ 11,340 Ending allowance balance at December 31, 2019 $ 9,355 Plus: provision for unrecoverable advances 14,311 Less: amounts written-off (14,104 ) Ending allowance balance at September 30, 2020 (unaudited) $ 9,562 | The roll-forward of the allowance for unrecoverable advances is as follows (dollars in thousands): Opening allowance balance at January 1, 2019 $ 3,277 Plus: provision for unrecoverable advances 19,688 Less: amounts written-off (13,610 ) Ending allowance balance at December 31, 2019 9,355 Plus: provision for unrecoverable advances 25,539 Less: amounts written-off (22,314 ) Ending allowance balance at December 31, 2020 $ 12,580 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||
Summary of Accrued Expenses | Accrued expenses consisted of the following (dollars in thousands): (unaudited) December 31, Accrued charitable contributions $ 6,057 $ 3,364 Accrued compensation 1,498 875 Sales tax payable 1,422 991 Other 859 94 Total $ 9,836 $ 5,324 | Accrued expenses consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Accrued charitable contributions $ 3,364 $ 1,026 Accrued compensation 875 360 Sales tax payable 991 332 Other 94 172 Total $ 5,324 $ 1,890 |
Long-Term Debt Facility (Tables
Long-Term Debt Facility (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Warrant [Member] | |
Fair Value Measurement Inputs and Valuation Techniques | The following table presents the assumptions used to estimate the fair value of the warrants at the issuance date: Expected volatility 55.0 % Risk-free interest rate 0.1—0.2 % Remaining term 0.6—2.9 Years |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment, net consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Computer equipment $ 289 $ 79 Leasehold improvements 427 398 Furniture and fixtures 14 14 Total property and equipment 730 491 Less: Accumulated depreciation (214 ) (70 ) Property and equipment, net $ 516 $ 421 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | Company’s intangible assets, net consisted of the following (dollars in thousands): December 31, 2020 December 31, 2019 Internally developed software $ 7,002 $ 3,013 Domain name 121 121 Less: accumulated amortization (2,618 ) (1,044 ) Intangible Assets, net $ 4,505 $ 2,090 |
Summary of Estimated Amortization Expenses | Future estimated amortization expenses (dollars in thousands): December 31, 2020 2021 $ 2,000 2022 1,623 2023 816 2024 8 2025 8 Thereafter 50 Total future amortization $ 4,505 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) - VPC Impact Acquisition Holdings III, Inc [Member] | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair Value, Assets Measured on Recurring Basis | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description September 30, Quoted Prices Significant Significant Assets: Investments held in Trust Account - U.S. Treasury Securities Money Market Fund $ 253,782,146 $ 253,782,146 $ — $ — Liabilities: Warrant Liability - Public Warrants $ 10,785,054 $ 10,785,054 $ — $ — Warrant Liability - Private Placement Warrants $ 11,026,051 $ — $ — $ 11,026,051 |
Summary of public warrants and the black-scholes-merton model | The key inputs into the Monte Carlo simulation model Public Warrants and the Black-Scholes-Merton model for the Private Placement Warrants were as follows: January 12, 2021 (Initial Measurement) September 30, Public Private Private Input Warrants Warrants Warrants Stock Price $ 10.00 $ 9.59 $ 9.91 Exercise Price $ 11.50 $ 11.50 $ 11.50 Volatility 26.9 % 26.0 % 29.0 % Term (years) 5.00 5.00 5.00 Dividend Yield 0.00 % 0.00 % 0.00 % Risk Free Rate 1.21 % 1.21 % 0.98 % |
Summary of changes in fair value of the warrant liabilities | The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Fair value as of January 14, 2021 (inception) $ — Initial measurement on March 9, 2021 9,027,379 Change in valuation inputs or other assumptions (204,009 ) Transfer to Level 1 Fair value as of March 31, 2021 $ 8,823,370 Change in valuation inputs or other assumptions 1,603,320 Fair value as of June 30, 2021 $ 10,426,690 Change in valuation inputs or other assumptions 599,361 Fair value as of September 30, 2021 $ 11,026,051 |
Leases (Tables)
Leases (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Schedule of Leasing Activities | The Company’s leasing activities are as follows (dollars in thousands): For the Nine Operating lease cost $ 901 Short-term lease cost — Variable lease cost — Total lease cost $ 901 Other information: Cash paid for operating leases $ 798 Right-of-use $ 2,514 Weighted-average remaining lease term—operating lease 2.22 Weighted-average discount rate—operating lease 10 % | The Company’s leasing activities are as follows (dollars in thousands): For the Year Ended 2020 2019 Operating lease cost $ 546 $ 402 Short-term lease cost — 40 Variable lease cost — — Total lease cost $ 546 $ 442 Other information: Cash paid for operating leases $ 534 $ 356 Right-of-use $ — $ 1,736 Weighted-average remaining lease term - operating lease 4.19 4.87 Weighted-average discount rate - operating lease 10 % 10 % |
Schedule of Future Minimum Rental Payments for Operating Leases | The future minimum lease payments as of September 30, 2021, were as follows (in thousands): Year 3rd-Party Related- Total 2021 (remaining) $ 466 $ 80 $ 546 2022 1,781 335 2,116 2023 159 339 498 2024 2 295 297 2025 — 309 309 Thereafter — — — Total minimum lease payments $ 2,408 $ 1,358 $ 3,766 Less: imputed interest (145 ) (239 ) (384 ) Total lease liabilities $ 2,263 $ 1,119 $ 3,382 | The future minimum lease payments as of December 31, 2020, were as follows (in thousands): Year 3rd-Party Related-Party Total 2021 $ 205 $ 320 $ 525 2022 12 335 347 2023 12 339 351 2024 2 295 297 2025 — 309 309 Thereafter — — — Total minimum lease payments $ 231 $ 1,598 $ 1,829 Less: imputed interest (12 ) (329 ) (341 ) Total lease liabilities $ 219 $ 1,269 $ 1,488 |
Convertible Debt, Net (Tables)
Convertible Debt, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Debt Interest Expense | The following table sets forth the interest expense recognized related to the 2019 Convertible Notes and 2018 Convertible Notes (dollars in thousands): Year Ended 2020 2019 Contractual interest expense on 2019 Convertible Notes $ 17 $ 1 Contractual interest expense on 2018 Convertible Notes — 640 Amortization of debt discount on 2018 Convertible Notes — 211 Total interest expense $ 17 $ 852 Effective interest rate for 2019 Convertible Notes 1.7 % 1.7 % Effective interest rate for 2018 Convertible Notes — 3.8 % |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Stockholders' Deficit (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Convertible Preferred Stock And Stockholders Deficit [Abstract] | |
Schedule Of Convertible Preferred Stock | The number of authorized, issued and outstanding stock, liquidation value, and carrying value as of September 30, 2021 and December 31, 2020, were as follows: (unaudited) As of September 30, 2021 Authorized Issued Shares Outstanding Liquidation Carrying Series A Preferred Shares 133,216,940 133,216,940 133,216,940 $ 130,686 $ 9,881 Series B-1 13,326,050 13,326,050 13,326,050 $ 50,000 $ 49,675 Series B-2 3,991,610 3,991,610 3,991,610 $ 11,981 $ 12,617 Common Stock 290,000,000 105,460,096 102,620,971 $ — $ 0.1 As of December 31, 2020 Authorized Issued Shares Outstanding Liquidation Carrying Series A Preferred Shares 133,216,940 133,216,940 133,216,940 $ 130,686 $ 9,881 Series B-1 13,326,050 13,326,050 13,326,050 $ 50,000 $ 49,675 Series B-2 3,991,610 3,991,610 3,991,610 $ 11,981 $ 12,617 Common Stock 290,000,000 103,062,319 100,223,194 $ — $ 0.1 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Summary of Assumptions in the Binomial Option-Pricing Model Used to Determine The Fair Value of Stock Options | The following table presents the key inputs and assumptions used to value options granted during the nine months ended September 30, 2021: Expected volatility 40.0 % Risk-free interest rate 1.5 % Remaining term 10.0 Years Expected dividend yield 0.0 % | The following table presents the weighted-average assumptions used to value options granted during the years ended December 31: 2020 2019 Expected term 6.0 years 5.9 years Risk-free interest rate 0.8 % 1.9 % Expected dividend yield 0.0 % 0.0 % Expected volatility 57.0 % 48.6 % |
Summary of Stock Option Activity | Activity with respect to options granted under the Plan is summarized as follows: Shares Weighted-Average Options outstanding, December 31, 2020 23,025,382 $ 0.74 Granted 13,317,662 $ 0.98 Exercised (2,433,761 ) $ 0.61 Forfeited (5,734,226 ) $ 0.91 Expired (47,874 ) $ 0.90 Options outstanding, September 30, 2021, unaudited 28,127,183 $ 0.83 | Activity with respect to options granted under the Plan is summarized as follows: Shares (1) Weighted- Exercise Price (1) Weighted- Remaining Contractual Term Aggregate Intrinsic (in thousands) Options outstanding, December 31, 2019 12,273,640 $0.38 9.1 $6,775 Granted 14,690,130 $ 0.96 Exercised (1,441,795 ) $ 0.18 Forfeited (2,386,363 ) $ 0.59 Expired (110,230 ) $ 0.94 Options outstanding, December 31, 2020 23,025,382 $ 0.74 8.7 $ 5,548 Nonvested options, December 31, 2020 17,524,327 $ 0.88 9.4 $ 1,844 Vested and exercisable, December 31, 2020 3,448,301 $ 0.37 7.6 $ 2,123 (1) Prior period results have been adjusted to reflect the ten-for-one |
Share-based Payment Arrangement, Employee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Summary of Restricted Stock Activity | A summary of the Company’s restricted stock activity for employees for the nine months ended September 30, 2021, is presented below: Shares Weighted-Average Nonvested shares at December 31, 2020 2,375,000 $ 0.93 Granted — $ — Vested (2,137,500 ) $ 0.93 Forfeited — $ — Nonvested shares at September 30, 2021, unaudited 237,500 $ 0.93 | A summary of the Company’s restricted stock activity for employees for the year ended December 31, 2020, is presented below: Shares Weighted- Grant-Date Fair Value Nonvested shares at December 31, 2019 17,416,710 $ 0.37 Granted — $ — Vested (14,388,585 ) $ 0.26 Forfeited (653,125 ) $ 0.93 Nonvested shares at December 31, 2020 2,375,000 $ 0.93 |
Share-based Payment Arrangement, Nonemployee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Summary of Restricted Stock Activity | A summary of the Company’s non-employee Shares Weighted-Average Nonvested shares at December 31, 2020 5,209 $ 0.93 Granted — $ — Vested (5,209 ) $ 0.93 Forfeited — $ — Nonvested shares at September 30, 2021, unaudited — $ — | A summary of the Company’s non-employee Shares Weighted- Grant-Date Fair Value Nonvested shares at December 31, 2019 231,254 $ 0.93 Granted — — Vested (226,045 ) 0.30 Forfeited — — Nonvested shares at December 31, 2020 5,209 $ 0.93 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Summary of future minimum rental payments | The following is a schedule of future minimum rental payments as of September 30, 2021, under Company’s sub-lease Year Related-Party 2021 (remaining) $ 80 2022 335 2023 339 2024 295 2025 309 Thereafter — Total minimum lease payments $ 1,358 Less: imputed interest (239 ) Total lease liabilities $ 1,119 | The following is a schedule of future minimum rental payments as of December 31, 2020, under the Company’s sub-lease Year Related-Party 2021 $ 320 2022 335 2023 339 2024 295 2025 309 Thereafter — Total minimum lease payments $ 1,598 Less: imputed interest (329 ) Total lease liabilities $ 1,269 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of current and deferred portions of income tax benefits | The components of income tax expense for the years ended December 31, 2020 and 2019, were as follows (dollars in thousands): 2020 2019 Current: Federal $ 19 $ 246 State 104 262 Total current 123 508 Deferred: Federal 22 37 State — — Total deferred 22 37 Provision for income taxes $ 145 $ 545 |
Schedule of reconciliation of U.S. Federal statutory income tax rate and effective income tax rate | A reconciliation between the Company’s federal statutory tax rate and its effective tax rate for the years ended December 31, 2020 and 2019, is as follows: 2020 2019 Federal statutory tax rate 21.0 % 21.0 % State taxes, net of federal benefit 6.5 % - 1.5 % Permanent items—derivative liability 0.0 % - 4.8 % Permanent items—stock-based compensation - 4.5 % 6.3 % Permanent items—meals and entertainment - 0.1 % 1.8 % Permanent items—penalties - 0.5 % 0.0 % Permanent items—other - 0.1 % 0.0 % Return to provision - 0.3 % 0.0 % Research and development tax credit—federal 3.3 % - 20.3 % Uncertain tax provision - 1.7 % 0.0 % Change in valuation allowance - 25.7 % 38.4 % Effective tax rate -2.1 % 40.9 % |
Summary of net deferred tax assets | The major components of the Company’s deferred tax assets and liabilities as of December 31, 2020 and 2019, consists of the following (dollars in thousands): 2020 2019 Deferred tax assets: Allowance for customer advances $ 3,790 $ 2,962 Accrued expenses 1,216 — Accrued compensation 369 — Lease liability 448 588 Research and development tax credit 457 62 Other 33 148 Total deferred tax assets 6,313 3,760 Deferred tax liabilities: Property and equipment (1,380 ) (665 ) Right of use asset (415 ) (557 ) State taxes (287 ) (131 ) Prepaid expenses (164 ) (70 ) Total deferred tax liabilities (2,246 ) (1,423 ) Total net deferred tax assets before valuation allowance 4,067 2,337 Less: valuation allowance (4,126 ) (2,374 ) Total net deferred tax liabilties $ (59 ) $ (37 ) |
Summary of income tax contingencies | A reconciliation of the Company’s gross unrecognized tax benefits as of December 31, 2020 and 2019 is as follows (dollars in thousands): 2020 2019 Balance at beginning of year $ — $ — Increases to prior positions 107 — Decreases to prior positions — — Increases for current year positions 7 — Balance at end of year $ 114 $ — |
Business and Basis of Present_3
Business and Basis of Presentation - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | |
Software Monitoring Service [Member] | ||
Related Party Costs | $ 1,000 | |
Financial management service monthly fee | $ 1 | |
Daves Advance Service [Member] | ||
Advance service non recourse cash advance | $ 200,000 | |
Daves Advance Service [Member] | Minimum [Member] | ||
Due to Related Parties | 100,000 | |
Daves Advance Service [Member] | Maximum [Member] | ||
Due to Related Parties | $ 200,000 | |
Dave OD Funding I, LLC [Member] | ||
Variable Interest Entity, Ownership Percentage | 100.00% |
Business and Basis of Present_4
Business and Basis of Presentation - Summary of Carrying Value of Dave OD's Assets and Liabilities (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Assets | ||||
Cash and cash equivalents | $ 21,307 | $ 4,789 | $ 4,813 | $ 6,406 |
Member advances, net of allowance for unrecoverable advances of $2,825 as of September 30, 2021 | 44,868 | 38,744 | 29,042 | |
Debt facility commitment fee, long-term | 145 | 0 | ||
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||||
Long-term debt facility | 30,000 | 0 | ||
Warrant liability | 3,586 | 0 | ||
Accumulated deficit | (17,705) | (12,904) | (5,947) | |
Liabilities and Equity | 133,856 | $ 76,405 | $ 67,088 | |
Variable Interest Entity, Primary Beneficiary | ||||
Assets | ||||
Cash and cash equivalents | 9,518 | |||
Member advances, net of allowance for unrecoverable advances of $2,825 as of September 30, 2021 | 38,447 | |||
Debt facility commitment fee, current | 52 | |||
Debt facility commitment fee, long-term | 145 | |||
Total Assets | 48,162 | |||
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||||
Long-term debt facility | 30,000 | |||
Warrant liability | $ 3,586 | |||
Equity contributed | $ 0.01 | |||
Accumulated deficit | $ (7,785) | |||
Liabilities and Equity | $ 25,801 |
Business and Basis of Present_5
Business and Basis of Presentation - Summary of Carrying Value of Dave OD's Assets and Liabilities (Details) (Parenthetical) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Variable Interest Entity [Line Items] | |||
Member advances,Allowance for unrecoverable advances | $ 11,340 | $ 12,580 | $ 9,355 |
Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Member advances,Allowance for unrecoverable advances | $ 2,825,000 |
Description of Organization, _2
Description of Organization, Business Operations and Basis of Presentation - Additional Information (Detail) - USD ($) | Mar. 09, 2021 | Jan. 22, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 07, 2021 | Jan. 13, 2021 | Aug. 05, 2019 |
Deferred underwriting fees | $ 3,469,000 | $ 3,469,000 | $ 3,469,000 | $ 0 | |||||||||
Share Price | $ 0.005 | $ 0.005 | $ 0.005 | $ 0.005 | $ 8.67 | ||||||||
Common stock par value per share | 0.000001 | $ 0.000001 | $ 0.000001 | $ 0.000001 | $ 0.000001 | ||||||||
cash used in operating activities | $ 22,099,000 | $ 4,320,000 | $ 9,146,000 | $ 10,928,000 | |||||||||
Net losses | 4,801,000 | (27,653,000) | $ 6,957,000 | $ (787,000) | |||||||||
Changes in fair value of warrant liability | $ (3,480,000) | $ 0 | |||||||||||
VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Gross proceeds from units issued | $ 253,765,980 | $ 253,765,980 | |||||||||||
Proceeds from warrants issued | $ 7,650,320 | ||||||||||||
Stock issued, transaction costs | 14,386,571 | ||||||||||||
Underwriting fees | 5,075,320 | ||||||||||||
Deferred underwriting fees | 8,881,809 | $ 100,000 | |||||||||||
Other offering costs | 429,442 | ||||||||||||
Shares issued, price per share | $ 10 | $ 10 | $ 10 | ||||||||||
Percentage Of Assets Held in Trust Account | 80.00% | 80.00% | 80.00% | 80.00% | |||||||||
Percent Of Shares Restricted For Redemption | 15.00% | 15.00% | 15.00% | 15.00% | |||||||||
Minimum Net Tangible Assets Required For Business Combination | $ 5,000,001 | $ 5,000,001 | $ 5,000,001 | $ 5,000,001 | |||||||||
Percent of Shares Redeemable | 100.00% | 100.00% | 100.00% | 100.00% | |||||||||
Interest On Dissolution Expenses | $ 100,000 | $ 100,000 | |||||||||||
Common stock par value per share | $ 0.0001 | ||||||||||||
Aggregate merger consideration | 1,500,000 | ||||||||||||
Business acquisition equity value | 10 | ||||||||||||
Due to Related Parties, Current | $ 300,000 | 300,000 | $ 300,000 | ||||||||||
Cash | $ 0 | 119,603 | 119,603 | 119,603 | $ 0 | ||||||||
Offering costs paid by Sponsor in exchange for issuance of founder shares | $ 25,000 | 25,000 | |||||||||||
Working capital | 1,231,127 | 1,231,127 | 1,231,127 | ||||||||||
Period to complete business combination from closing of initial public offering | 24 months | ||||||||||||
cash used in operating activities | $ 0 | 2,050,955 | |||||||||||
Net losses | $ 604 | 2,676,840 | $ 3,478,664 | $ 1,650,406 | 7,805,910 | ||||||||
interest earned on marketable securities held in the Trust Account | 16,166 | ||||||||||||
Changes in fair value of warrant liability | 1,360,659 | 3,819,820 | |||||||||||
Transaction costs allocated to warrant liabilities | 0 | 600,571 | |||||||||||
Changes in operating assets and liabilities | $ 1,350,730 | ||||||||||||
Term of restricted investments | 185 days | ||||||||||||
Marketable securities held in the trust account | $ 253,782,146 | $ 253,782,146 | $ 253,782,146 | ||||||||||
Dave Inc [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Aggregate merger consideration | $ 3,500,000,000 | ||||||||||||
Business acquisition share value per share | $ 10 | $ 10 | $ 10 | ||||||||||
Chief Financial Officer [Member] | Dave Inc [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Business acquisition share value per share | 1.50 | 1.50 | 1.50 | ||||||||||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Common stock par value per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | 0.0001 | |||||||||
Net losses | $ 2,141,472 | $ 5,990,311 | |||||||||||
Trust Account member [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Share Price | $ 10 | $ 10 | $ 10 | 10 | |||||||||
Minimum [Member] | |||||||||||||
Shares issued, price per share | $ 0.935 | ||||||||||||
Share Price | $ 3.273 | $ 3.273 | $ 3.273 | $ 3.273 | |||||||||
Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | 50.00% | 50.00% | |||||||||
Share Price | $ 10 | $ 10 | $ 10 | $ 10 | |||||||||
Minimum [Member] | Trust Account member [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Share Price | $ 10 | 10 | $ 10 | 10 | |||||||||
IPO [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of units issued | 25,376,598 | ||||||||||||
Gross proceeds from units issued | $ 253,765,980 | ||||||||||||
Shares issued, price per share | $ 10 | ||||||||||||
Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of warrants issued | 5,100,214 | ||||||||||||
Number of warrants issued, price per share | $ 1.50 | ||||||||||||
Proceeds from warrants issued | $ 7,650,321 | ||||||||||||
Private Placement Warrants [Member] | Sponsor [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of warrants issued | 4,716,667 | ||||||||||||
Number of warrants issued, price per share | $ 1.50 | ||||||||||||
Over-Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of units issued | $ 2,876,598 | ||||||||||||
Proposed Public Offering [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of units issued | $ 22,500,000 | $ 25,376,598 | |||||||||||
Shares issued, price per share | $ 10 | $ 10 | $ 10 | $ 10 | |||||||||
Proposed Public Offering Including Over Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of units issued | $ 25,875,000 | $ 2,876,598 | |||||||||||
Private Placement Includes Over Allotment Option [Member] | Sponsor [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||||
Number of warrants issued | 5,166,667 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary Of Assets And Liabilities Measured At Fair Value On A Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Liabilities | |||
Warrant Liabilities | $ 3,586 | $ 0 | |
Note payable | 14,600 | ||
Fair Value, Recurring [Member] | |||
Assets | |||
Marketable securities | 13,755 | 17,666 | $ 25,305 |
Derivative asset on loans to stockholders | 33,505 | 457 | 457 |
Total assets | 47,260 | 18,123 | 25,762 |
Liabilities | |||
Warrant Liabilities | 3,586 | ||
Note payable | 14,608 | ||
Total liabilities | 18,194 | ||
Fair Value, Recurring [Member] | Level 1 | |||
Assets | |||
Marketable securities | 13,755 | 17,666 | 25,305 |
Derivative asset on loans to stockholders | 0 | 0 | 0 |
Total assets | 13,755 | 17,666 | 25,305 |
Liabilities | |||
Warrant Liabilities | 0 | ||
Note payable | 0 | ||
Total liabilities | 0 | ||
Fair Value, Recurring [Member] | Level 2 | |||
Assets | |||
Marketable securities | 0 | 0 | 0 |
Derivative asset on loans to stockholders | 0 | 0 | 0 |
Total assets | 0 | 0 | 0 |
Liabilities | |||
Warrant Liabilities | 0 | ||
Note payable | 0 | ||
Total liabilities | 0 | ||
Fair Value, Recurring [Member] | Level 3 | |||
Assets | |||
Marketable securities | 0 | 0 | 0 |
Derivative asset on loans to stockholders | 33,505 | 457 | 457 |
Total assets | 33,505 | $ 457 | $ 457 |
Liabilities | |||
Warrant Liabilities | 3,586 | ||
Note payable | 14,608 | ||
Total liabilities | $ 18,194 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary Of Roll-Forward Of The Level 3 Derivative Asset And Liability On Loans (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Derivative Liability [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Opening value | $ 0 | $ 940 | |
Change in fair value during the period | 536 | ||
Conversion into Series B-2 preferred stock | (1,476) | ||
Ending value | 0 | ||
Derivative Liability [Member] | Promissory Note [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Opening value | $ 0 | ||
Initial fair value at the original issuance dates | 106 | ||
Change in fair value during the period | 3,480 | ||
Ending value | 3,586 | 0 | |
Derivative Asset [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Opening value | 457 | 457 | 0 |
Initial fair value at the original issuance dates | 457 | ||
Amendment to loan to stockholder | 5 | ||
Change in fair value during the period | 33,043 | 0 | 0 |
Ending value | 33,505 | 457 | $ 457 |
Promissory Note [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Opening value | 0 | ||
Initial fair value at the original issuance dates | 14,608 | ||
Change in fair value during the period | 0 | ||
Ending value | $ 14,608 | $ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary Of Fair Value Of The Derivative Asset And Liability (Detail) | Sep. 30, 2021yr | Dec. 31, 2020yr | Dec. 31, 2019yr |
Derivative Liability [Member] | Expected volatility | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.570 | ||
Derivative Liability [Member] | Minimum [Member] | Term (in years) | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.63 | ||
Derivative Liability [Member] | Minimum [Member] | Calibrated risk premium | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.0246 | ||
Derivative Liability [Member] | Minimum [Member] | Option adjusted spread | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.0662 | ||
Derivative Liability [Member] | Minimum [Member] | Risk-free rate | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.001 | 0.0187 | |
Derivative Liability [Member] | Minimum [Member] | Remaining term | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.1 | ||
Derivative Liability [Member] | Maximum [Member] | Term (in years) | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 1.10 | ||
Derivative Liability [Member] | Maximum [Member] | Calibrated risk premium | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.0550 | ||
Derivative Liability [Member] | Maximum [Member] | Option adjusted spread | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.1104 | ||
Derivative Liability [Member] | Maximum [Member] | Risk-free rate | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 0.002 | 0.0262 | |
Derivative Liability [Member] | Maximum [Member] | Remaining term | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Liability, Measurement Input | 1.7 | ||
Derivative Asset [Member] | Risk-free rate | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 0.002 | ||
Derivative Asset [Member] | Expected volatility | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 0.570 | 0.615 | |
Derivative Asset [Member] | Remaining term | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 3 | ||
Derivative Asset [Member] | Minimum [Member] | Risk-free rate | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 0.001 | ||
Derivative Asset [Member] | Minimum [Member] | Remaining term | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 0.1 | ||
Derivative Asset [Member] | Maximum [Member] | Risk-free rate | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 0.002 | ||
Derivative Asset [Member] | Maximum [Member] | Remaining term | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Derivative Asset, Measurement Input | 1.8 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 07, 2021 | Aug. 30, 2020 | Aug. 05, 2019 | Dec. 31, 2018 |
Unrecognized Tax Benefits | $ 114,000 | $ 0 | $ 0 | ||||||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 3 | $ 0 | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 180,621,923 | 168,655,147 | 173,887,437 | 17,937,900 | |||||||
FDIC Insured Amount | $ 4,600,000 | $ 5,700,000 | |||||||||
Loan origination costs | $ 2,900,000 | $ 2,600,000 | 3,600,000 | 2,100,000 | |||||||
Subscription fees Received | 1,000 | 1,000 | |||||||||
Restricted Cash | $ 600,000 | $ 600,000 | 600,000 | 30,000 | 300,000 | 100,000 | |||||
Changes in fair value of derivative assets and liabilities | $ (33,043,000) | 0 | $ 500,000 | $ 536,000 | |||||||
Common Stock, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 | $ 0.000001 | $ 0.000001 | ||||||
Share price | $ 0.005 | $ 0.005 | $ 0.005 | $ 0.005 | $ 8.67 | ||||||
Fair Value, Option, Loans Held as Assets, Aggregate Difference | $ 33,500,000 | $ 33,500,000 | $ 33,500,000 | $ 500,000 | $ 500,000 | ||||||
Advertising expense | 34,100,000 | 21,400,000 | $ 38,000,000 | 22,900,000 | |||||||
Effective Income Tax Rate | 50.00% | ||||||||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 3 | 0 | |||||||||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis | 0 | 0 | 0 | 0 | |||||||
Unrealized Gain (Loss) on Securities | 0 | ||||||||||
Changes in fair value of warrant liability | (3,480,000) | 0 | |||||||||
Amortization of Intangible Assets | 1,900,000 | 1,100,000 | 1,600,000 | 800,000 | |||||||
Capitalized Computer Software, Period Increase (Decrease) | 3,900,000 | $ 2,800,000 | |||||||||
Fair Value, Nonrecurring [Member] | |||||||||||
Fair Value, Net Asset (Liability) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Minimum [Member] | |||||||||||
Property, Plant and Equipment, Useful Life | 3 years | ||||||||||
Share price | $ 3.273 | $ 3.273 | $ 3.273 | $ 3.273 | |||||||
Shares Issued, Price Per Share | $ 0.935 | ||||||||||
Maximum [Member] | |||||||||||
Property, Plant and Equipment, Useful Life | 7 years | ||||||||||
Share price | $ 3.408 | $ 3.408 | $ 3.408 | $ 3.362 | |||||||
Shares Issued, Price Per Share | $ 0.981 | ||||||||||
Computer Software, Intangible Asset [Member] | |||||||||||
Finite-Lived Intangible Asset, Useful Life | 3 years | 3 years | |||||||||
Financial Asset, Equal to or Greater than 90 Days Past Due [Member] | |||||||||||
Accounts Receivable, Noncurrent, Threshold Period Past Due | 120 days | 120 days | 120 days | 120 days | |||||||
VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||
Cash equivalents | $ 0 | $ 0 | $ 0 | ||||||||
Offering costs charged to equity | 13,786,001 | ||||||||||
Unrecognized Tax Benefits | $ 0 | 0 | 0 | 0 | |||||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 0 | 0 | 0 | 0 | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | ||||||||||
FDIC Insured Amount | $ 250,000 | 250,000 | $ 250,000 | ||||||||
Transaction costs allocable to warrant liabilities | $ 600,570 | ||||||||||
Common Stock Subject To Possible Redemption | 25,376,598 | 25,376,598 | 25,376,598 | ||||||||
Common Stock, Par Value | $ 0.0001 | ||||||||||
Shares Issued, Price Per Share | $ 10 | $ 10 | $ 10 | ||||||||
Changes in fair value of warrant liability | $ 1,360,659 | $ 3,819,820 | |||||||||
VPC Impact Acquisition Holdings III, Inc [Member] | Minimum [Member] | |||||||||||
Share price | 10 | $ 10 | $ 10 | $ 10 | |||||||
Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||
Changes in fair value of warrant liability | $ 3,500,000 | ||||||||||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||
Common Stock Subject To Possible Redemption | 25,376,598 | 25,376,598 | 25,376,598 | ||||||||
Common Stock, Par Value | 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Class A [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | Minimum [Member] | |||||||||||
Share price | 12 | 12 | 12 | 12 | |||||||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Class B [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||||||||
Common stock share subject to forfeiture | 843,750 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Shares Issued, Price Per Share | $ 0.000001 | ||||||||||
Series B1 Preferred Stock [Member] | |||||||||||
Shares Issued, Price Per Share | 0.000001 | ||||||||||
Series B2 Preferred Stock [Member] | |||||||||||
Shares Issued, Price Per Share | $ 0.000001 | ||||||||||
Promissory Note [Member] | |||||||||||
Percentage to estimate the fair value of the promissory note using a market yield approach | 3.73% | 3.73% | 3.73% |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Reconciliation of common stock reflected in the balance sheet (Detail) - USD ($) | Mar. 09, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 |
Reconciliation Of Common Stock Reflected In The Balance Sheet [Line Items] | ||||||
Class A common stock issuance costs | $ (3,589,000) | $ 0 | ||||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Reconciliation Of Common Stock Reflected In The Balance Sheet [Line Items] | ||||||
Gross proceeds | $ 253,765,980 | $ 253,765,980 | ||||
Proceeds allocated to Public Warrants | (7,650,320) | |||||
Class A common stock issuance costs | (316,300) | |||||
Accretion of carrying value to redemption value | $ (24,126,952) | 24,126,965 | ||||
Class A common stock subject to possible redemption | $ 253,765,980 | $ 253,765,980 | 253,765,980 | 253,765,980 | $ 253,765,980 | |
Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Reconciliation Of Common Stock Reflected In The Balance Sheet [Line Items] | ||||||
Proceeds allocated to Public Warrants | (10,340,965) | |||||
Common Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Reconciliation Of Common Stock Reflected In The Balance Sheet [Line Items] | ||||||
Class A common stock issuance costs | (13,786,000) | |||||
Class A common stock subject to possible redemption | $ 253,765,980 | $ 253,765,980 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Earnings Per Share Basic And Diluted (Detail) - USD ($) | Jan. 22, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: Earnings allocable to Redeemable Class A Common Stock | ||||||||||
Allocation of net loss, as adjusted | $ (4,801,000) | $ 27,653,000 | $ (6,957,000) | $ 787,000 | ||||||
Numerator | ||||||||||
Net (loss) income | (4,801,000) | 27,653,000 | (6,957,000) | 787,000 | ||||||
Less: noncumulative dividend to convertible preferred stockholders | 0 | (6,464,000) | 0 | (787,000) | ||||||
Less: undistributed earnings to participating securities | (13,756,000) | |||||||||
Net (loss) income attributed to common stockholders—Basic | (4,801,000) | 7,433,000 | (6,957,000) | 0 | ||||||
Add back: undistributed earnings allocated to noncumulative dividend to convertible preferred stockholders | 0 | 2,694,000 | ||||||||
Less: non-cumulative dividend to convertible preferred stockholders | 0 | (2,694,000) | ||||||||
Add: undistributed earnings reallocated to common stockholders | 732,000 | |||||||||
Net (loss) income attributed to common stockholders—Diluted | $ (4,801,000) | $ 8,165,000 | $ (6,957,000) | $ 0 | ||||||
Denominator | ||||||||||
Weighted average shares of common stock—basic | 100,176,295 | 88,943,115 | 90,986,048 | 76,918,167 | ||||||
Dilutive effect of equity incentive awards | 0 | 10,421,439 | 0 | 33,647,099 | ||||||
Weighted average shares of common stock—diluted | 100,176,295 | 99,364,554 | 90,986,048 | 247,773,816 | ||||||
Net (loss) income per share | ||||||||||
Basic | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||||
Diluted | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||
Numerator: Earnings allocable to Redeemable Class A Common Stock | ||||||||||
Allocation of net loss, as adjusted | $ (604) | $ (2,676,840) | $ (3,478,664) | $ (1,650,406) | $ (7,805,910) | |||||
Denominator: Weighted Average Redeemable Class A Common Stock | ||||||||||
Basic and diluted weighted average common shares outstanding | [1] | 5,625,000 | ||||||||
Basic and diluted net loss per common shares | $ 0 | |||||||||
Numerator | ||||||||||
Net (loss) income | $ (604) | (2,676,840) | $ (3,478,664) | $ (1,650,406) | (7,805,910) | |||||
Common Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||
Numerator: Earnings allocable to Redeemable Class A Common Stock | ||||||||||
Allocation of net loss, as adjusted | $ (2,141,472) | $ (5,990,311) | ||||||||
Denominator: Weighted Average Redeemable Class A Common Stock | ||||||||||
Basic and diluted weighted average common shares outstanding | 25,376,598 | 20,481,452 | ||||||||
Basic and diluted net loss per common shares | $ (0.08) | $ (0.29) | ||||||||
Numerator | ||||||||||
Net (loss) income | $ (2,141,472) | $ (5,990,311) | ||||||||
Common Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||
Numerator: Earnings allocable to Redeemable Class A Common Stock | ||||||||||
Allocation of net loss, as adjusted | $ (535,368) | $ (1,815,599) | ||||||||
Denominator: Weighted Average Redeemable Class A Common Stock | ||||||||||
Basic and diluted weighted average common shares outstanding | [2] | 6,344,150 | 6,207,710 | |||||||
Basic and diluted net loss per common shares | $ (0.08) | $ (0.29) | ||||||||
Numerator | ||||||||||
Net (loss) income | $ (535,368) | $ (1,815,599) | ||||||||
Series A Preferred Stock [Member] | ||||||||||
Denominator | ||||||||||
Dilutive effect of convertible stock | 0 | 133,216,940 | ||||||||
Series B2 Preferred Stock [Member] | ||||||||||
Denominator | ||||||||||
Dilutive effect of convertible stock | 0 | 3,991,610 | ||||||||
[1] | Excludes 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6). | |||||||||
[2] | In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 124,600 Founder Shares were forfeited and 719,150 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,344,150 Founder Shares outstanding at September 30, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding. |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Summary Of Computation Of Diluted Net Loss (Income) Per Share (Detail) - shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 180,621,923 | 168,655,147 | 173,887,437 | 17,937,900 |
Equity incentive awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 28,364,683 | 18,120,547 | 23,352,837 | 4,611,850 |
Convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 150,534,600 | 150,534,600 | 150,534,600 | 13,326,050 |
Series B-1 warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 1,722,640 |
Restatement of Previously Iss_3
Restatement of Previously Issued Financial Statements - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Sep. 30, 2021 | |
Increase (Decrease) in Provision for unrecoverable advances | $ 300,000 | |
Common Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Temporary equity redemption price per share | $ 10 | |
Minimum net worth to consummate business combination | $ 5,000,001 |
Restatement of Previously Iss_4
Restatement of Previously Issued Financial Statements - Summary of Restatement of Balance Sheet (Detail) - USD ($) | Jan. 22, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 09, 2021 | Jan. 13, 2021 | Dec. 31, 2018 | |
Restatement [Line Items] | ||||||||||||||
Member advances, net of allowance for unrecoverable advances | $ 44,868,000 | $ 44,868,000 | $ 44,868,000 | $ 38,744,000 | $ 29,042,000 | |||||||||
Prepaid income taxes | 2,701,000 | 2,701,000 | 2,701,000 | 4,008,000 | 0 | |||||||||
Total Current Assets | 89,578,000 | 89,578,000 | 89,578,000 | 69,352,000 | 62,215,000 | |||||||||
Total Assets | 133,856,000 | 133,856,000 | 133,856,000 | 76,405,000 | 67,088,000 | |||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Income taxes payable | 0 | 508,000 | ||||||||||||
Total Current Liabilities | 44,897,000 | 44,897,000 | 44,897,000 | 24,180,000 | 9,575,000 | |||||||||
Other non-current liabilities | 545,000 | 545,000 | 545,000 | 585,000 | 37,000 | |||||||||
Total Liabilities | 81,229,000 | 81,229,000 | 81,229,000 | 26,561,000 | 11,796,000 | |||||||||
Accumulated deficit | (17,705,000) | (17,705,000) | (17,705,000) | (12,904,000) | (5,947,000) | |||||||||
Total shareholders' equity (deficit) | (19,546,000) | (19,546,000) | (19,546,000) | $ 11,678,000 | (22,329,000) | (16,881,000) | $ (3,507,000) | |||||||
Total liabilities, convertible preferred stock, and stockholders' deficit | 133,856,000 | 133,856,000 | 133,856,000 | 76,405,000 | 67,088,000 | |||||||||
Class A common stock | 100 | 100 | 100 | 100 | 100 | |||||||||
Additional paid-in capital | 13,285,000 | 13,285,000 | 13,285,000 | 5,493,000 | 3,712,000 | |||||||||
Provision for unrecoverable advances | 25,539,000 | 19,688,000 | ||||||||||||
Total operating expenses | 144,129,000 | 77,579,000 | 123,177,000 | 74,450,000 | ||||||||||
Net loss before provision for income taxes | (4,802,000) | 6,848,000 | (6,812,000) | 1,332,000 | ||||||||||
Provision for income taxes | (1,000) | (20,805,000) | 145,000 | 545,000 | ||||||||||
Net (loss) income | $ (4,801,000) | $ 27,653,000 | $ (6,957,000) | $ 787,000 | ||||||||||
Net loss per share: | ||||||||||||||
Basic | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||||||||
Diluted | $ (0.05) | $ 0.08 | $ (0.08) | $ 0 | ||||||||||
Net Income (Loss) | $ (4,801,000) | $ 27,653,000 | $ (6,957,000) | $ 787,000 | ||||||||||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||||
Provision for unrecoverable advances | 21,693,000 | 14,311,000 | 25,539,000 | 19,688,000 | ||||||||||
Changes in operating assets and liabilities: | ||||||||||||||
Prepaid income taxes | (1,307,000) | 22,904,000 | 4,008,000 | 0 | ||||||||||
Income taxes payable | 0 | (508,000) | (508,000) | 508,000 | ||||||||||
Other non-current liabilities | (40,000) | 471,000 | 547,000 | 37,000 | ||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (4,801,000) | 27,653,000 | (6,957,000) | 787,000 | ||||||||||
Accumulated deficit | (17,705,000) | (17,705,000) | (17,705,000) | (12,904,000) | (5,947,000) | |||||||||
Total Stockholders' Deficit | (19,546,000) | (19,546,000) | (19,546,000) | $ 11,678,000 | (22,329,000) | (16,881,000) | $ (3,507,000) | |||||||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Restatement [Line Items] | ||||||||||||||
Total Current Assets | 1,037,591 | 1,037,591 | 1,037,591 | |||||||||||
Total Assets | $ 100,000 | 254,819,737 | 254,819,737 | 254,819,737 | ||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Total Current Liabilities | 75,604 | 2,268,718 | 2,268,718 | 2,268,718 | ||||||||||
Total Liabilities | 32,961,632 | 32,961,632 | 32,961,632 | |||||||||||
Accumulated deficit | (604) | (31,908,509) | $ (29,231,669) | $ (25,753,005) | $ (29,231,669) | (31,908,509) | (31,908,509) | $ (26,080,827) | ||||||
Total shareholders' equity (deficit) | 24,396 | (31,907,875) | (29,231,035) | (25,752,371) | (29,231,035) | (31,907,875) | (31,907,875) | (26,080,193) | $ 0 | |||||
Total liabilities, convertible preferred stock, and stockholders' deficit | 100,000 | 254,819,737 | 254,819,737 | 254,819,737 | ||||||||||
Class A common stock subject to possible redemption | 253,765,980 | 253,765,980 | 253,765,980 | 253,765,980 | 253,765,980 | 253,765,980 | 253,765,980 | |||||||
Additional paid-in capital | 24,353 | 0 | 0 | 0 | 0 | |||||||||
Net (loss) income | (604) | (2,676,840) | (3,478,664) | (1,650,406) | (7,805,910) | |||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (604) | (2,676,840) | (3,478,664) | (1,650,406) | (7,805,910) | |||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (604) | (2,676,840) | (3,478,664) | (1,650,406) | (7,805,910) | |||||||||
Accumulated deficit | (604) | (31,908,509) | (29,231,669) | (25,753,005) | (29,231,669) | (31,908,509) | (31,908,509) | (26,080,827) | ||||||
Total Stockholders' Deficit | $ 24,396 | (31,907,875) | (29,231,035) | (25,752,371) | (29,231,035) | (31,907,875) | (31,907,875) | (26,080,193) | $ 0 | |||||
Initial classification of Class A common stock subject to possible redemption | 253,765,980 | 253,765,980 | ||||||||||||
Change in value of Class A common stock subject to possible redemption | 0 | 0 | ||||||||||||
Weighted average shares outstanding | [1] | 5,625,000 | ||||||||||||
Basic and diluted net loss per share | $ 0 | |||||||||||||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Class A common stock subject to possible redemption | 253,765,980 | 253,765,980 | 253,765,980 | |||||||||||
Class A common stock | $ 0 | 0 | $ 0 | $ 0 | $ 0 | 0 | $ 0 | 0 | ||||||
Net (loss) income | (2,141,472) | (5,990,311) | ||||||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (2,141,472) | (5,990,311) | ||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | $ (2,141,472) | $ (5,990,311) | ||||||||||||
Weighted average shares outstanding | 25,376,598 | 20,481,452 | ||||||||||||
Basic and diluted net loss per share | $ (0.08) | $ (0.29) | ||||||||||||
Class A common stock redeemable shares [Member] | ||||||||||||||
Restatement [Line Items] | ||||||||||||||
Prepaid income taxes | 4,008,000 | |||||||||||||
Class A common stock redeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 25,376,598 | 7,863,171 | 17,700,960 | |||||||||||
Basic and diluted net loss per share | $ (0.11) | $ (0.12) | $ (0.22) | |||||||||||
ClassB common stock nonredeemable shares [Member] | ||||||||||||||
Changes in operating assets and liabilities: | ||||||||||||||
Prepaid income taxes | (4,008,000) | |||||||||||||
ClassB common stock nonredeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 6,344,150 | 5,931,376 | 6,126,629 | |||||||||||
Basic and diluted net loss per share | $ (0.11) | $ (0.12) | $ (0.22) | |||||||||||
Convertible Preferred Stock [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Accumulated deficit | (12,904,000) | (5,947,000) | ||||||||||||
Total shareholders' equity (deficit) | (22,329,000) | (16,881,000) | ||||||||||||
Net (loss) income | (6,957,000) | 787,000 | ||||||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (6,957,000) | 787,000 | ||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (6,957,000) | 787,000 | ||||||||||||
Accumulated deficit | (12,904,000) | (5,947,000) | ||||||||||||
Total Stockholders' Deficit | (22,329,000) | (16,881,000) | ||||||||||||
As Previously Reported | ||||||||||||||
Restatement [Line Items] | ||||||||||||||
Member advances, net of allowance for unrecoverable advances | 47,588,000 | 31,789,000 | ||||||||||||
Prepaid income taxes | 1,576,000 | |||||||||||||
Total Current Assets | 75,764,000 | 64,962,000 | ||||||||||||
Total Assets | 82,817,000 | 69,835,000 | ||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Income taxes payable | 1,348,000 | |||||||||||||
Total Current Liabilities | 10,415,000 | |||||||||||||
Other non-current liabilities | 735,000 | |||||||||||||
Total Liabilities | 26,711,000 | 12,636,000 | ||||||||||||
Accumulated deficit | (6,642,000) | (4,040,000) | ||||||||||||
Total shareholders' equity (deficit) | (16,067,000) | (14,974,000) | ||||||||||||
Total liabilities, convertible preferred stock, and stockholders' deficit | 82,817,000 | 69,835,000 | ||||||||||||
Provision for unrecoverable advances | 19,441,000 | 16,941,000 | ||||||||||||
Total operating expenses | 117,079,000 | 71,703,000 | ||||||||||||
Net loss before provision for income taxes | (714,000) | 4,079,000 | ||||||||||||
Provision for income taxes | 1,888,000 | 1,385,000 | ||||||||||||
Net (loss) income | $ (2,602,000) | 2,694,000 | ||||||||||||
Net loss per share: | ||||||||||||||
Basic | $ (0.03) | |||||||||||||
Diluted | $ (0.03) | |||||||||||||
Net Income (Loss) | $ (2,602,000) | 2,694,000 | ||||||||||||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||||
Provision for unrecoverable advances | 19,441,000 | |||||||||||||
Changes in operating assets and liabilities: | ||||||||||||||
Prepaid income taxes | (1,576,000) | |||||||||||||
Income taxes payable | (1,348,000) | |||||||||||||
Other non-current liabilities | 698,000 | |||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (2,602,000) | 2,694,000 | ||||||||||||
Accumulated deficit | (6,642,000) | (4,040,000) | ||||||||||||
Total Stockholders' Deficit | (16,067,000) | (14,974,000) | ||||||||||||
As Previously Reported | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Accumulated deficit | $ (5,129,070) | $ (1,650,406) | $ (5,129,070) | (1,978,231) | ||||||||||
Total shareholders' equity (deficit) | 5,000,005 | 5,000,009 | 5,000,005 | 5,000,007 | ||||||||||
Class A common stock subject to possible redemption | 219,534,940 | 223,013,600 | 219,534,940 | 222,685,780 | ||||||||||
Additional paid-in capital | 10,128,098 | 6,649,473 | 10,128,098 | 6,977,293 | ||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Accumulated deficit | (5,129,070) | (1,650,406) | (5,129,070) | (1,978,231) | ||||||||||
Total Stockholders' Deficit | 5,000,005 | 5,000,009 | 5,000,005 | 5,000,007 | ||||||||||
Initial classification of Class A common stock subject to possible redemption | 222,685,780 | 222,685,780 | ||||||||||||
Change in value of Class A common stock subject to possible redemption | 327,820 | (3,150,840) | ||||||||||||
As Previously Reported | Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Class A common stock | $ 343 | $ 308 | $ 343 | 311 | ||||||||||
As Previously Reported | Class A common stock redeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 25,376,598 | 25,376,598 | 25,376,598 | |||||||||||
Basic and diluted net loss per share | $ 0 | $ 0 | $ 0 | |||||||||||
As Previously Reported | ClassB common stock nonredeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 6,344,150 | 5,851,019 | 6,129,745 | |||||||||||
Basic and diluted net loss per share | $ (0.55) | $ (0.28) | $ (0.84) | |||||||||||
As Previously Reported | Convertible Preferred Stock [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Accumulated deficit | (6,642,000) | (4,040,000) | ||||||||||||
Total shareholders' equity (deficit) | (16,067,000) | (14,974,000) | ||||||||||||
Net (loss) income | (2,602,000) | 2,694,000 | ||||||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (2,602,000) | 2,694,000 | ||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (2,602,000) | 2,694,000 | ||||||||||||
Accumulated deficit | (6,642,000) | (4,040,000) | ||||||||||||
Total Stockholders' Deficit | (16,067,000) | (14,974,000) | ||||||||||||
Restatement | ||||||||||||||
Restatement [Line Items] | ||||||||||||||
Member advances, net of allowance for unrecoverable advances | (8,844,000) | (2,747,000) | ||||||||||||
Prepaid income taxes | 2,432,000 | |||||||||||||
Total Current Assets | (6,412,000) | (2,747,000) | ||||||||||||
Total Assets | (6,412,000) | (2,747,000) | ||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Income taxes payable | (840,000) | |||||||||||||
Total Current Liabilities | (840,000) | |||||||||||||
Other non-current liabilities | (150,000) | |||||||||||||
Total Liabilities | (150,000) | (840,000) | ||||||||||||
Accumulated deficit | (6,262,000) | (1,907,000) | ||||||||||||
Total shareholders' equity (deficit) | (6,262,000) | (1,907,000) | ||||||||||||
Total liabilities, convertible preferred stock, and stockholders' deficit | (6,412,000) | (2,747,000) | ||||||||||||
Provision for unrecoverable advances | 6,098,000 | 2,747,000 | ||||||||||||
Total operating expenses | 6,098,000 | 2,747,000 | ||||||||||||
Net loss before provision for income taxes | (6,098,000) | (2,747,000) | ||||||||||||
Provision for income taxes | (1,743,000) | (840,000) | ||||||||||||
Net (loss) income | (4,355,000) | (1,907,000) | ||||||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (4,355,000) | (1,907,000) | ||||||||||||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||||
Provision for unrecoverable advances | 6,098,000 | |||||||||||||
Changes in operating assets and liabilities: | ||||||||||||||
Prepaid income taxes | (2,432,000) | |||||||||||||
Income taxes payable | 840,000 | |||||||||||||
Other non-current liabilities | (151,000) | |||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (4,355,000) | (1,907,000) | ||||||||||||
Accumulated deficit | (6,262,000) | (1,907,000) | ||||||||||||
Total Stockholders' Deficit | (6,262,000) | (1,907,000) | ||||||||||||
Restatement | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Accumulated deficit | $ (24,102,599) | $ (24,102,599) | $ (24,102,599) | (24,102,596) | ||||||||||
Total shareholders' equity (deficit) | (34,231,040) | (30,752,380) | (34,231,040) | (31,080,200) | ||||||||||
Class A common stock subject to possible redemption | 34,231,040 | 30,752,380 | 34,231,040 | 31,080,200 | ||||||||||
Additional paid-in capital | (10,128,098) | (6,649,473) | (10,128,098) | (6,977,293) | ||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Accumulated deficit | (24,102,599) | (24,102,599) | (24,102,599) | (24,102,596) | ||||||||||
Total Stockholders' Deficit | (34,231,040) | (30,752,380) | (34,231,040) | (31,080,200) | ||||||||||
Initial classification of Class A common stock subject to possible redemption | 31,080,200 | 31,080,200 | ||||||||||||
Change in value of Class A common stock subject to possible redemption | (327,820) | 3,150,840 | ||||||||||||
Restatement | Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Class A common stock | $ (343) | $ (308) | $ (343) | $ (311) | ||||||||||
Restatement | Class A common stock redeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 0 | (17,513,427) | (7,675,638) | |||||||||||
Basic and diluted net loss per share | $ (0.11) | $ (0.12) | $ (0.22) | |||||||||||
Restatement | ClassB common stock nonredeemable shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Weighted average shares outstanding | 0 | 80,357 | (3,116) | |||||||||||
Basic and diluted net loss per share | $ 0.44 | $ 0.16 | $ 0.62 | |||||||||||
Restatement | Convertible Preferred Stock [Member] | ||||||||||||||
Liabilities, convertible preferred stock, and stockholders' deficit | ||||||||||||||
Accumulated deficit | (6,262,000) | (1,907,000) | ||||||||||||
Total shareholders' equity (deficit) | (6,262,000) | (1,907,000) | ||||||||||||
Net (loss) income | (4,355,000) | (1,907,000) | ||||||||||||
Net loss per share: | ||||||||||||||
Net Income (Loss) | (4,355,000) | (1,907,000) | ||||||||||||
Consolidated Statement of Convertible Preferred Stock and Stockholder's Deficit: | ||||||||||||||
Allocation of net loss, as adjusted | (4,355,000) | (1,907,000) | ||||||||||||
Accumulated deficit | (6,262,000) | (1,907,000) | ||||||||||||
Total Stockholders' Deficit | $ (6,262,000) | $ (1,907,000) | ||||||||||||
[1] | Excludes 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6). |
Marketable Securities - Summary
Marketable Securities - Summary of Marketable Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | |||
Marketable securities | $ 13,755 | $ 17,666 | $ 25,305 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | ||
Financing receivable weighted average maturity | 46 days | 24 days |
Proceeds from sale of marketable securities | $ 7.8 | $ 15.8 |
Payments to acquire marketable securities | 0.1 | 32.9 |
Marketable securities, gain (loss) | $ 0.1 | $ 0.3 |
Member Cash Advances, Net - Sum
Member Cash Advances, Net - Summary of Member Cash Advances, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | $ 56,208 | $ 51,324 | $ 38,397 | ||
Allowance for Unrecoverable Advances | (11,340) | (12,580) | $ (9,562) | (9,355) | $ (3,277) |
Member Advances, Net | 44,868 | 38,744 | 29,042 | ||
1-10 [Member] | |||||
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | 32,881 | 27,948 | 25,529 | ||
Allowance for Unrecoverable Advances | (2,030) | (1,367) | (1,027) | ||
Member Advances, Net | 30,851 | 26,581 | 24,502 | ||
11-30 [Member] | |||||
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | 10,469 | 8,380 | 4,263 | ||
Allowance for Unrecoverable Advances | (1,340) | (1,205) | (1,607) | ||
Member Advances, Net | 9,129 | 7,175 | 2,656 | ||
31-60 [Member] | |||||
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | 4,934 | 5,489 | 3,277 | ||
Allowance for Unrecoverable Advances | (2,547) | (3,009) | (2,202) | ||
Member Advances, Net | 2,387 | 2,480 | 1,075 | ||
61-90 [Member] | |||||
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | 4,162 | 6,088 | 2,930 | ||
Allowance for Unrecoverable Advances | (2,681) | (4,284) | (2,400) | ||
Member Advances, Net | 1,481 | 1,804 | 530 | ||
91-120 [Member] | |||||
Financing Receivable, Past Due [Line Items] | |||||
Gross Member Advances | 3,762 | 3,419 | 2,398 | ||
Allowance for Unrecoverable Advances | (2,742) | (2,715) | (2,119) | ||
Member Advances, Net | $ 1,020 | $ 704 | $ 279 |
Member Cash Advances, Net - S_2
Member Cash Advances, Net - Summary of Allowance for Unrecoverable Advances (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Financing Receivable, Allowance for Credit Loss, Writeoff, after Recovery [Abstract] | ||||
Beginning balance | $ 12,580 | $ 9,355 | $ 9,355 | $ 3,277 |
Plus: provision for unrecoverable advances | 21,693 | 14,311 | 25,539 | 19,688 |
Less: amounts written-off | (22,933) | (14,104) | (22,314) | (13,610) |
Ending balance | $ 11,340 | $ 9,562 | $ 12,580 | $ 9,355 |
Member Cash Advances, Net - Add
Member Cash Advances, Net - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Allowances for loan and lease netted against gross member cash advances | $ 12.6 | $ 9.4 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |||
Accrued charitable contributions | $ 6,057 | $ 3,364 | $ 1,026 |
Accrued compensation | 1,498 | 875 | 360 |
Sales tax payable | 1,422 | 991 | 332 |
Other | 859 | 94 | 172 |
Total | $ 9,836 | $ 5,324 | $ 1,890 |
Accrued Expenses - Additional I
Accrued Expenses - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Asset Pledged as Collateral [Member] | ||||
Assets pledged for charitable purposes | $ 3.6 | $ 3.8 | $ 2.4 | $ 1.4 |
Note Payable - Additional Infor
Note Payable - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | |
Aug. 31, 2021 | Sep. 30, 2021 | |
Debt Instrument [Line Items] | ||
Notes payable fair value disclosure | $ 14.6 | |
Unsecured Promissory Note [Member] | Amendment to Private Investment in Public Equity Subscription Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument face amount | $ 15 | |
Number of shares issued on conversion of debt | 1.5 | |
Debt instrument term | 1 year |
Long-Term Debt Facility - Summa
Long-Term Debt Facility - Summary of Fair Value of the Warrants at the Issuance Date (Detail) - Warrant | Sep. 30, 2021yr |
Expected volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 55 |
Risk-free interest rate | Maximum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.1 |
Risk-free interest rate | Minimum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.2 |
Remaining term | Maximum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.6 |
Remaining term | Minimum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 2.9 |
Long-Term Debt Facility - Addit
Long-Term Debt Facility - Additional Information (Detail) $ / shares in Units, $ in Thousands | Nov. 30, 2021USD ($)$ / shares | Sep. 30, 2021USD ($) | Jan. 31, 2021USD ($) |
Subsequent Event | |||
Fair value of the warrants at the issuance date | $ 100 | ||
Victory Park Management, LLC | Senior Secured Loan Facility | |||
Line of credit facility, maximum borrowing capacity | $ 100,000 | ||
Proceeds from sale of productive assets | $ 250 | ||
Percentage of prepayment of loans from proceeds | 100 | ||
Proceeds from lines of credit | $ 30,000 | ||
Victory Park Management, LLC | Amended Senior Secured Loan Facility | Subsequent Event | |||
Proceeds from lines of credit | 10,000 | ||
Line of credit facility, additional borrowing capacity | $ 20,000 | ||
Percentage right to acquire a number of common shares on fully diluted equity | 0.20% | ||
Proceeds from issuance of equity | $ 40,000 | ||
Percentage of fair market value of each share of common stock | 80.00% | ||
Fair market value of each share of common stock per share | $ / shares | $ 3.752050 | ||
Line of Credit | Victory Park Management, LLC | Senior Secured Loan Facility | |||
Debt instrument, description of variable rate basis | 6.95% annually plus a base rate defined as the greater of three-month LIBOR (as of the last business day of each calendar month) and 2.55% | ||
Debt instrument, basis spread on variable rate description | three-month LIBOR | ||
Debt instrument, basis spread on variable rate | 2.55% | ||
Debt instrument covenant amount | $ 10,000 | ||
Line of Credit | Victory Park Management, LLC | Amended Senior Secured Loan Facility | Subsequent Event | |||
Debt instrument, description of variable rate basis | 8.95% annually plus a base rate defined as the greater of three-month LIBOR (as of the last business day of each calendar month) and 2.55%. | ||
Debt instrument, basis spread on variable rate description | three-month LIBOR | ||
Debt instrument, basis spread on variable rate | 2.55% | ||
Base Rate | Victory Park Management, LLC | Senior Secured Loan Facility | |||
Line of credit facility, interest rate during period | 6.95% | ||
Base Rate | Victory Park Management, LLC | Amended Senior Secured Loan Facility | Subsequent Event | |||
Line of credit facility, interest rate during period | 8.95% |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 730 | $ 491 | |
Less: Accumulated depreciation | (214) | (70) | |
Property and equipment, net | $ 636 | 516 | 421 |
Computer equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 289 | 79 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 427 | 398 | |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 14 | $ 14 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 100 | $ 100 |
Outstanding commitments for the purchase of property and equipment | $ 7 | $ 14 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 1.9 | $ 1.1 | $ 1.6 | $ 0.8 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Less: accumulated amortization | $ (2,618) | $ (1,044) | |
Intangible assets, net | $ 6,504 | 4,505 | 2,090 |
Internally developed software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible Assets, gross | 7,002 | 3,013 | |
Domain name [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible Assets, gross | $ 121 | $ 121 |
Intangible Assets, Net - Summ_2
Intangible Assets, Net - Summary of Estimated Amortization Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2021 | $ 2,000 | ||
2022 | 1,623 | ||
2023 | 816 | ||
2024 | 8 | ||
2025 | 8 | ||
Thereafter | 50 | ||
Intangible Assets, net | $ 6,504 | $ 4,505 | $ 2,090 |
Proposed Public Offering - Addi
Proposed Public Offering - Additional Information (Detail) - VPC Impact Acquisition Holdings III, Inc [Member] - USD ($) | Jan. 22, 2021 | Sep. 30, 2021 |
Proposed Public Offering [Line Items] | ||
Shares issued, price per share | $ 10 | |
Public Warrants [Member] | ||
Proposed Public Offering [Line Items] | ||
Number of securities called by each warrant or right | 1 | 1 |
Exercise price of warrants | $ 11.50 | $ 11.50 |
Proposed Public Offering [Member] | ||
Proposed Public Offering [Line Items] | ||
Number of units issued | $ 22,500,000 | $ 25,376,598 |
Shares issued, price per share | $ 10 | $ 10 |
Proposed Public Offering Including Over Allotment Option [Member] | ||
Proposed Public Offering [Line Items] | ||
Number of units issued | $ 25,875,000 | $ 2,876,598 |
Private Placement - Additional
Private Placement - Additional Information (Detail) - VPC Impact Acquisition Holdings III, Inc [Member] - USD ($) | Mar. 09, 2021 | Jan. 22, 2021 | Sep. 30, 2021 |
Private Placement [Line Items] | |||
Sale of stock,price per share | $ 9.20 | $ 9.20 | |
Private Placement Warrants [Member] | |||
Private Placement [Line Items] | |||
Exercise price of warrants | $ 11.50 | $ 11.50 | |
Private Placement [Member] | Private Placement Warrants [Member] | |||
Private Placement [Line Items] | |||
Number of warrants issued | 7,075,000 | 5,100,214 | |
Number of warrants issued, price per share | $ 1.50 | ||
Value of warrants issued | 7,650,320 | ||
Over-Allotment Option [Member] | |||
Private Placement [Line Items] | |||
Sale of stock, number of shares issued in transaction | 2,876,598 | ||
Sale of stock,price per share | $ 10 | ||
Sale of stock, consideration received | $ 253,765,980 |
Related Party Transactions - Su
Related Party Transactions - Summary of Future Minimum Rental Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Related Party Lessee Operating Lease Liability Maturity [Line Items] | ||
Less: imputed interest | $ (384) | $ (341) |
Total lease liabilities | 3,382 | 1,488 |
PCJW Properties LLC [Member] | ||
Related Party Lessee Operating Lease Liability Maturity [Line Items] | ||
2021 | 335 | 320 |
2021 (remaining) | 80 | |
2022 | 339 | 335 |
2023 | 295 | 339 |
2024 | 309 | 295 |
2025 | 309 | |
Thereafter | 0 | 0 |
Total minimum lease payments | 1,358 | 1,598 |
Less: imputed interest | (239) | (329) |
Total lease liabilities | $ 1,119 | $ 1,269 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | Mar. 09, 2021 | Mar. 04, 2021 | Jan. 22, 2021 | Jan. 22, 2021 | Jan. 19, 2021 | Jan. 31, 2019 | Nov. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2021 | Mar. 31, 2021 | [2] | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 07, 2021 | Jan. 14, 2021 | |
Related Party Transaction [Line Items] | ||||||||||||||||||||
Common Stock, Shares, Outstanding | 102,620,971 | 102,620,971 | 102,620,971 | 100,223,194 | 99,449,310 | |||||||||||||||
Share Price | $ 0.005 | $ 0.005 | $ 0.005 | $ 0.005 | $ 8.67 | |||||||||||||||
Repayment of promissory note | $ 0 | $ 14,388,000 | ||||||||||||||||||
Promissory note outstanding | $ 14,608,000 | $ 14,608,000 | $ 14,608,000 | $ 0 | ||||||||||||||||
Initial lease term of contract | 7 years | |||||||||||||||||||
Sublease rental expense | $ 19,000 | |||||||||||||||||||
Annual lease escalation percentage | 5.00% | 3.00% | ||||||||||||||||||
VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Stock shares issued during the period value for services rendered | $ 25,000 | [1] | $ 25,000 | |||||||||||||||||
Repayment of promissory note | $ 88,142 | |||||||||||||||||||
Minimum [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Share Price | $ 3.273 | $ 3.273 | $ 3.273 | $ 3.273 | ||||||||||||||||
Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Share Price | $ 10 | $ 10 | 10 | 10 | 10 | |||||||||||||||
Maximum [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Share Price | $ 3.408 | $ 3.408 | $ 3.408 | $ 3.362 | ||||||||||||||||
Related Party Exercise Receivable Promissory Notes [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Debt instrument maturity date | Aug. 12, 2026 | |||||||||||||||||||
Proceeds from Issuance of Debt | $ 1,000,000 | $ 1,000,000 | $ 100 | |||||||||||||||||
Number of Shares Pledged | 1,050,000 | 1,050,000 | 1,942,250 | |||||||||||||||||
Notes Payable, Related Parties | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | $ 100,000 | |||||||||||||||
Debt Instrument, Term | 5 years | 5 years | 5 years | 5 years | ||||||||||||||||
Interest rate | 1.87% | |||||||||||||||||||
Due from related parties | $ 14,800,000 | $ 14,500,000 | ||||||||||||||||||
Related Party Exercise Receivable Promissory Notes [Member] | Minimum [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Interest rate | 1.50% | 1.50% | ||||||||||||||||||
Related Party Exercise Receivable Promissory Notes [Member] | Maximum [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Interest rate | 2.00% | 2.00% | ||||||||||||||||||
Loans To Stockholders [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Debt instrument maturity date | Aug. 12, 2026 | |||||||||||||||||||
Interest rate | 1.87% | |||||||||||||||||||
Due from related parties | 15,100,000 | 15,100,000 | $ 15,100,000 | 14,800,000 | ||||||||||||||||
Sponsor [Member] | Working Capital Loans [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Working capital loan convertible into warrants | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | |||||||||||||||
Debt instrument conversion price | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | |||||||||||||||
Working capital loans outstanding | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||||||||
Sponsor [Member] | Administrative Support Agreement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Related party transaction expenses | $ 10,000 | $ 10,000 | 30,000 | 70,000 | ||||||||||||||||
Sponsor [Member] | Related Party Loan [Member] | Promissory Note [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Promissory Note face amount | $ 300,000 | |||||||||||||||||||
Repayment of promissory note | $ 88,142 | |||||||||||||||||||
Debt instrument maturity date | Dec. 31, 2021 | |||||||||||||||||||
Promissory note outstanding | $ 0 | $ 0 | $ 0 | $ 0 | 0 | |||||||||||||||
PCJW Properties LLC [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Initial lease term of contract | 7 years | 5 years | ||||||||||||||||||
Sublease rental expense | $ 19,000 | $ 5,000 | ||||||||||||||||||
Annual lease escalation percentage | 5.00% | 4.00% | ||||||||||||||||||
PCJW Properties LLC [Member] | Leasing Arrangements [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Operating lease expense | $ 200,000 | $ 300,000 | $ 300,000 | |||||||||||||||||
Founder Shares [Member] | Lock In Period One [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Lock in period after business combination founder shares | 1 year | 1 year | ||||||||||||||||||
Founder Shares [Member] | Lock In Period Two [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Lock in period after business combination founder shares | 150 days | 150 days | ||||||||||||||||||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Common Stock, Shares, Outstanding | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Class A [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Percentage of common stock shares outstanding | 20.00% | 20.00% | 20.00% | 20.00% | 20.00% | |||||||||||||||
Number of consecutive trading days for determining the share price | 20 days | 10 days | ||||||||||||||||||
Number of trading days for determining the share price | 30 days | 30 days | ||||||||||||||||||
Class A [Member] | Founder Shares [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Share Price | $ 12 | $ 12 | $ 12 | $ 12 | $ 12 | |||||||||||||||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Common Stock, Shares, Outstanding | 6,468,750 | 6,468,750 | 6,344,150 | 6,344,150 | 6,344,150 | |||||||||||||||
Class B [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Stock shares issued during the period shares for services rendered | 6,468,750 | |||||||||||||||||||
Stock shares issued during the period value for services rendered | $ 25,000 | |||||||||||||||||||
Common Stock, Shares, Outstanding | 6,408,750 | 6,408,750 | 6,344,150 | 6,344,150 | 6,344,150 | |||||||||||||||
Common stock share subject to forfeiture | 843,750 | |||||||||||||||||||
Percentage of common stock shares outstanding | 20.00% | 20.00% | ||||||||||||||||||
Common stock shares not subject to forfeiture | 719,150 | 719,150 | 719,150 | |||||||||||||||||
Share based compensation other than employee stock scheme shares forfeited during the period | 124,600 | 124,600 | ||||||||||||||||||
Class B [Member] | Founder Shares [Member] | Board Of Directors [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Shares transferred to related party | 60,000 | 60,000 | ||||||||||||||||||
Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Exercise price of warrants | $ 11.50 | $ 11.50 | $ 11.50 | $ 11.50 | $ 11.50 | |||||||||||||||
Private Placement Warrants [Member] | Private Placement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of warrants issued | 7,075,000 | 5,100,214 | ||||||||||||||||||
Number of warrants issued, price per share | $ 1.50 | $ 1.50 | $ 1.50 | |||||||||||||||||
Private Placement Warrants [Member] | Private Placement Includes Over Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of warrants issued | 7,750,000 | |||||||||||||||||||
Private Placement Warrants [Member] | Sponsor [Member] | Private Placement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of warrants issued | 4,716,667 | |||||||||||||||||||
Number of warrants issued, price per share | $ 1.50 | $ 1.50 | ||||||||||||||||||
Private Placement Warrants [Member] | Sponsor [Member] | Private Placement Includes Over Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of warrants issued | 5,166,667 | |||||||||||||||||||
[1] | Includes up to 843,750 shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6) | |||||||||||||||||||
[2] | In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 124,600 Founder Shares were forfeited and 719,150 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,344,150 Founder Shares outstanding at September 30, 2021. |
Leases - Additional information
Leases - Additional information (Detail) - USD ($) $ in Thousands | 1 Months Ended | |||||
May 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jan. 31, 2019 | Nov. 30, 2018 | Jun. 30, 2018 | |
Initial lease term of contract | 7 years | |||||
Description of option to expand lease term | The initial term of the lease is nine months with a five-year extension option at the discretion of the lessee. | |||||
Lease rental expense | $ 23 | $ 19 | $ 1 | |||
Annual lease escalation percentage | 5.00% | 3.00% | ||||
Sublease rental expense | $ 19 | |||||
PCJW Properties [Member] | ||||||
Initial lease term of contract | 2 years | 5 years | 5 years | |||
Lease rental expense | $ 230 | |||||
Annual lease escalation percentage | 3.50% | 3.00% | 4.00% | 4.00% | ||
Sublease rental expense | $ 10 | $ 5 | $ 5 | |||
Lease expiration date | Oct. 31, 2021 | |||||
Whalerock Industries Holding Company, LLC [Member] | ||||||
Initial lease term of contract | 18 months | |||||
Sublease rental expense | $ 140 |
Leases - Schedule of Leasing Ac
Leases - Schedule of Leasing Activities (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating lease cost | $ 901 | $ 546 | $ 402 |
Short-term lease cost | 0 | 0 | 40 |
Variable lease cost | 0 | 0 | 0 |
Total lease cost | 901 | 546 | 442 |
Cash paid for operating leases | 798 | 534 | 356 |
Right-of-use assets obtained in exchange for new operating lease liability | $ 2,514 | $ 0 | $ 1,736 |
Weighted-average remaining lease term - operating lease | 2 days 5 hours | 4 days 4 hours | 4 days 20 hours |
Weighted-average discount rate - operating lease | 10.00% | 10.00% | 10.00% |
Leases - Schedule Of Future Min
Leases - Schedule Of Future Minimum Rental Payments For Operating Leases (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | ||
2021 (remaining) | $ 546 | |
2021/2022 | 2,116 | $ 525 |
2022/2023 | 498 | 347 |
2023/2024 | 297 | 351 |
2024/2025 | 309 | 297 |
2025 | 309 | |
Thereafter | 0 | 0 |
Total minimum lease payments | 3,766 | 1,829 |
Less: imputed interest | (384) | (341) |
Total lease liabilities | 3,382 | 1,488 |
3rd-Party Commitment | ||
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | ||
2021 (remaining) | 466 | |
2021/2022 | 1,781 | 205 |
2022/2023 | 159 | 12 |
2023/2024 | 2 | 12 |
2024/2025 | 0 | 2 |
2025 | 0 | |
Thereafter | 0 | 0 |
Total minimum lease payments | 2,408 | 231 |
Less: imputed interest | (145) | (12) |
Total lease liabilities | 2,263 | 219 |
Related-Party Commitment | ||
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | ||
2021 (remaining) | 80 | |
2021/2022 | 335 | 320 |
2022/2023 | 339 | 335 |
2023/2024 | 295 | 339 |
2024/2025 | 309 | 295 |
2025 | 309 | |
Thereafter | 0 | 0 |
Total minimum lease payments | 1,358 | 1,598 |
Less: imputed interest | (239) | (329) |
Total lease liabilities | $ 1,119 | $ 1,269 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Aug. 17, 2021 | Jan. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments And Contingencies [Line Items] | |||||
Loss contingency lawsuit filing date | September 16, 2020 | ||||
Loss contingency settlement agreement counterparty name | Whalerock Industries Holding Company, LLC | ||||
Misappropriation of shares | 6,800,000 | ||||
Stock split ratio | 10:1 | ||||
Legal Settlement Expense [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Loss contingency estimate of possible loss | $ 3,200,000 | ||||
VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Deferred underwriting fee payable | $ 8,881,809 | $ 8,881,809 | |||
Shares issued, price per share | $ 10 | $ 10 | |||
Proposed Public Offering [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Shares issued, price per share | $ 10 | $ 10 | 10 | ||
Stock Issued During Period, Value, New Issues | $ 22,500,000 | $ 25,376,598 | |||
Proposed Public Offering Including Over Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 25,875,000 | $ 2,876,598 | |||
Private Placement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 15,000,000 | ||||
Underwriting Agreement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Term of option for underwriters to purchase additional Units to cover over-allotments | 45 days | ||||
Additional Units that can be purchased to cover over-allotments (in shares) | 3,375,000 | ||||
Underwriting discount per unit | $ 0.20 | ||||
Deferred underwriting commission payable per unit | $ 0.35 | ||||
Deferred underwriting fee payable per share | $ 0.35 | $ 0.35 | |||
Deferred underwriting fee payable | $ 8,881,809 | $ 8,881,809 | |||
Underwriting Agreement [Member] | Proposed Public Offering [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Underwriting discount payable | $ 4,500,000 | ||||
Deferred underwriting commission payable non current | 7,875,000 | ||||
Underwriting Agreement [Member] | Proposed Public Offering Including Over Allotment Option [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Underwriting discount payable | 5,175,000 | ||||
Deferred underwriting commission payable non current | $ 9,056,250 | ||||
Subscription Agreement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Debt Instrument, Face Amount | $ 15,000,000 | ||||
Common Class A [Member] | Private Placement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Shares agreed to purchase | 1,500,000 | ||||
Common Class A [Member] | Subscription Agreement [Member] | PIPE Investors [Member] | Private Placement [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Shares agreed to purchase | 21,000,000 | ||||
Shares issued, price per share | $ 10 | $ 10 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | Jan. 22, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 07, 2021 | Dec. 31, 2019 |
Subsidiary or Equity Method Investee [Line Items] | |||||
Common Stock, Shares Authorized | 290,000,000 | 290,000,000 | 285,000,000 | ||
Common stock description of voting rights | one vote | ||||
Common Stock, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 | ||
Common Stock, Shares, Issued | 105,460,096 | 103,062,319 | 101,391,560 | ||
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 | ||
Share Price | $ 0.005 | $ 0.005 | $ 8.67 | ||
VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Preferred stock shares authorized | 1,000,000 | 1,000,000 | |||
Preferred Stock par or stated value per share | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Issued | 0 | 0 | |||
Preferred Stock, Shares Outstanding | 0 | 0 | |||
Common Stock, Par Value | $ 0.0001 | ||||
Temporary equity shares issued | 0 | ||||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | ||||
Sale of stock issue price per share | $ 9.20 | $ 9.20 | |||
Minimum [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | 3.273 | $ 3.273 | |||
Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | 10 | 10 | |||
Triggering Share Price One [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 18 | 18 | |||
Class of warrants or rights redemption price | $ 0.01 | ||||
Number of consecutive trading days for determining the share price | 20 days | 20 days | |||
Number of trading days for determining the share price | 30 days | 30 days | |||
Number of days of notice to be given for the redemption of warrants | 30 days | 30 days | |||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | ||||
Triggering Share Price One [Member] | Warrant Redemption Price One [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Class of warrants or rights redemption price | $ 0.01 | ||||
Triggering Share Price Two [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 10 | $ 10 | |||
Number of consecutive trading days for determining the share price | 20 days | 20 days | |||
Number of trading days for determining the share price | 30 days | 30 days | |||
Number of days of notice to be given for the redemption of warrants | 30 days | 30 days | |||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | ||||
Triggering Share Price Two [Member] | Warrant Redemption Price Two [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Class of warrants or rights redemption price | $ 0.10 | $ 0.10 | |||
After The Completion Of A Business Combination Or Earlier Upon Redemption Or Liquidation [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Class of warrants or rights term | 5 years | 5 years | |||
Exercise price of warrants | $ 11.50 | $ 11.50 | |||
Event Trigerring The Value Of Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 9.20 | $ 9.20 | |||
Number of consecutive trading days for determining the share price | 20 days | 20 days | |||
Percentage of gross proceeds from share issue for the purposes of business combination | 60.00% | 60.00% | |||
Event Trigerring The Value Of Warrants [Member] | Market Value [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Redemption price of warrants in percentage | 115.00% | ||||
Redemption price of common stock percentage | 180.00% | ||||
Event Trigerring The Value Of Warrants [Member] | Newly Issued Price [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Redemption price of warrants in percentage | 115.00% | 115.00% | |||
Redemption price of common stock percentage | 180.00% | 180.00% | |||
Class A [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | |||
Common stock description of voting rights | one | one | |||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | |||
Common Stock, Shares, Issued | 0 | 0 | |||
Common Stock, Shares, Outstanding | 0 | 0 | |||
Temporary equity shares outstanding | 200,000,000 | 25,376,598 | |||
Temporary equity shares issued | 25,376,598 | ||||
Class A [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Percentage of common stock shares outstanding | 20.00% | 20.00% | |||
Number of consecutive trading days for determining the share price | 20 days | 10 days | |||
Number of trading days for determining the share price | 30 days | 30 days | |||
Class A [Member] | Founder Shares [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Share Price | $ 12 | $ 12 | |||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Common Stock, Shares Authorized | 20,000,000 | 20,000,000 | |||
Common stock description of voting rights | one | one | |||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | |||
Common Stock, Shares, Issued | 6,468,750 | 6,344,150 | |||
Common Stock, Shares, Outstanding | 6,468,750 | 6,344,150 | |||
Class B [Member] | Founder Shares [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||||
Subsidiary or Equity Method Investee [Line Items] | |||||
Common Stock, Shares, Outstanding | 6,408,750 | 6,344,150 | |||
Percentage of common stock shares outstanding | 20.00% | ||||
Common stock share subject to forfeiture | 843,750 |
Warrant Liability - Additional
Warrant Liability - Additional Information (Detail) - $ / shares | Jan. 22, 2021 | Sep. 30, 2021 | Jun. 07, 2021 | Dec. 31, 2020 |
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | $ 0.005 | $ 8.67 | $ 0.005 | |
VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | |||
Sale of stock issue price per share | $ 9.20 | $ 9.20 | ||
Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Class of Warrants outstanding | 5,100,214 | |||
Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Class of Warrants outstanding | 6,344,150 | |||
Exercise price | 11.50 | $ 11.50 | ||
Event Trigerring The Value Of Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | $ 9.20 | $ 9.20 | ||
Number of consecutive trading days for determining the share price | 20 days | 20 days | ||
Percentage of gross proceeds from share issue for the purposes of business combination | 60.00% | 60.00% | ||
Event Trigerring The Value Of Warrants [Member] | Newly Issued Price [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Redemption price of warrants in percentage | 115.00% | 115.00% | ||
Redemption price of common stock percentage | 180.00% | 180.00% | ||
After The Completion Of A Business Combination Or Earlier Upon Redemption Or Liquidation [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Class of warrants or rights term | 5 years | 5 years | ||
Exercise price | $ 11.50 | $ 11.50 | ||
Minimum [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | 3.273 | $ 3.273 | ||
Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | 10 | 10 | ||
Triggering Share Price One [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | $ 18 | 18 | ||
Class of warrants or rights redemption price | $ 0.01 | |||
Number of days of notice to be given for the redemption of warrants | 30 days | 30 days | ||
Number of consecutive trading days for determining the share price | 20 days | 20 days | ||
Number of trading days for determining the share price | 30 days | 30 days | ||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | |||
Triggering Share Price Two [Member] | Minimum [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Share Price | $ 10 | $ 10 | ||
Number of days of notice to be given for the redemption of warrants | 30 days | 30 days | ||
Number of consecutive trading days for determining the share price | 20 days | 20 days | ||
Number of trading days for determining the share price | 30 days | 30 days | ||
Number of days prior to the date of notifying the warrant holders for determining the total trading period | 3 days | |||
Triggering Share Price Two [Member] | Minimum [Member] | Warrant Redemption Price Two [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Class of warrants or rights redemption price | $ 0.10 | $ 0.10 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis (Detail) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Liabilities: | ||
Warrant Liability | $ 3,586,000 | $ 0 |
Fair Value, Recurring [Member] | ||
Liabilities: | ||
Warrant Liability | 3,586,000 | |
Fair Value, Recurring [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Assets: | ||
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund | 253,782,146 | |
Fair Value, Recurring [Member] | Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 11,026,051 | |
Fair Value, Recurring [Member] | Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 10,785,054 | |
Fair Value, Recurring [Member] | Quoted Prices in Active Markets (Level 1) [Member] | ||
Liabilities: | ||
Warrant Liability | 0 | |
Fair Value, Recurring [Member] | Quoted Prices in Active Markets (Level 1) [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Assets: | ||
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund | 253,782,146 | |
Fair Value, Recurring [Member] | Quoted Prices in Active Markets (Level 1) [Member] | Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 0 | |
Fair Value, Recurring [Member] | Quoted Prices in Active Markets (Level 1) [Member] | Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 10,785,054 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Liabilities: | ||
Warrant Liability | 0 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Assets: | ||
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund | 0 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 0 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 0 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Warrant Liability | 3,586,000 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 3) [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Assets: | ||
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund | 0 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 3) [Member] | Private Placement Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | 11,026,051 | |
Fair Value, Recurring [Member] | Significant Other Observable Inputs (Level 3) [Member] | Public Warrants [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||
Liabilities: | ||
Warrant Liability | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary Of Public Warrants and the Black-Scholes-Merton model (Detail) - VPC Impact Acquisition Holdings III, Inc [Member] | Sep. 30, 2021yr | Jan. 12, 2021yr |
Measurement Input, Share Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 9.91 | |
Measurement Input, Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 11.50 | |
Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 29 | |
Measurement Input, Expected Term [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 5 | |
Measurement Input, Expected Dividend Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0 | |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.98 | |
Public Warrants [Member] | Measurement Input, Share Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 10 | |
Public Warrants [Member] | Measurement Input, Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 11.50 | |
Public Warrants [Member] | Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 26.9 | |
Public Warrants [Member] | Measurement Input, Expected Term [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 5 | |
Public Warrants [Member] | Measurement Input, Expected Dividend Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0 | |
Public Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 1.21 | |
Private Placement Warrants [Member] | Measurement Input, Share Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 9.59 | |
Private Placement Warrants [Member] | Measurement Input, Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 11.50 | |
Private Placement Warrants [Member] | Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 26 | |
Private Placement Warrants [Member] | Measurement Input, Expected Term [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 5 | |
Private Placement Warrants [Member] | Measurement Input, Expected Dividend Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0 | |
Private Placement Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 1.21 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Changes in Fair Value of the Warrant Liabilities (Detail) - USD ($) | 3 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Fair value at End | $ 0 | ||
Private Placement Warrants [Member] | Warrants [Member] | Level 3 [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Fair value at Beginning | 10,426,690 | $ 8,823,370 | $ 0 |
Initial measurement | 9,027,379 | ||
Change in valuation inputs or other assumptions | 599,361 | 1,603,320 | (204,009) |
Fair value at End | $ 11,026,051 | $ 10,426,690 | $ 8,823,370 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - VPC Impact Acquisition Holdings III, Inc [Member] | Sep. 30, 2021USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets held in trust non current | $ 253,782,146 |
US Treasury Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets held in trust non current | $ 253,782,146 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Nov. 30, 2017 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2019 | |
Line of credit | $ 3,910,000 | $ 0 | $ 0 | ||
UBS [Member] | |||||
Interest payable, Current | 10,000 | ||||
Line of Credit [Member] | |||||
Line of credit | 3,900,000 | ||||
Line of Credit [Member] | UBS [Member] | |||||
Debt issuance costs, Line of credit arrangements, Net | $ 0 | 0 | |||
Line of credit facility, Description | There is no stated maturity date, there are no financial covenants and the amount of line of credit is solely dependent upon the total amount of assets the Company holds with UBS at any given point. | ||||
Line of credit facility, Remaining borrowing capacity | 8,300,000 | ||||
Proceeds from lines of credit | $ 3,900,000 | ||||
Repayment of line of credit | $ 3,900,000 | ||||
Agreement termination month year | 2021-03 | ||||
Line of Credit [Member] | UBS [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt instrument, Basis spread on variable rate | 1.75% | ||||
Debt instrument, Description of variable rate basis | the 30-day LIBOR rate. |
Convertible Preferred Stock a_3
Convertible Preferred Stock and Stockholders' Deficit - Additional Information (Detail) | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021USD ($)$ / sharesshares | Dec. 31, 2021 | Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2020$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018shares | |
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Preferred stock divident payment terms | The preferential, ratable payment is made to preferred stockholders out of available assets determined as the higher of a) $0.141 per Series A Preferred Share, subject to adjustments as stated in the Restated Certificate, and b) amount that would have been payable if all Series A Preferred Shares were converted into Common Stock in accordance with the stated conversion rights. | |||||
Common stock dividends paid | $ | $ 0 | $ 0 | ||||
Common Stock, Shares Authorized | shares | 290,000,000 | 290,000,000 | 285,000,000 | |||
Common Stock, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 | |||
Common Stock, Shares, Issued | shares | 105,460,096 | 103,062,319 | 101,391,560 | |||
Common Stock, Shares, Outstanding | shares | 102,620,971 | 100,223,194 | 99,449,310 | |||
Common stock description of voting rights | one vote | |||||
Series A Preferred Shares | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary Equity, Shares Authorized | shares | 133,216,940 | 133,216,940 | 133,216,940 | |||
Temporary equity shares outstanding | shares | 133,216,940 | 133,216,940 | 133,216,940 | 133,216,940 | 133,216,940 | |
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 | |||
Temporary equity dividend payable per share | $ 0.0113 | $ 0.0113 | ||||
Temporary equity shares issued | shares | 133,216,940 | 133,216,940 | 133,216,940 | |||
Dividend payable | $ | $ 0 | $ 0 | $ 0 | |||
Temporary equity conversion ratio | 1 | 1 | ||||
Preferred stock conversion price per share | $ 0.141 | $ 0.141 | ||||
Applicable conversion price per share preferred shares | $ 0.141 | |||||
Temporary equity Liquidation preference | $ | $ 130,686 | $ 130,686 | $ 124,558 | |||
Preferred stock conversion basis | Series A Preferred Shares are entitled to stockholder voting rights that are equal to the number of Common Stock into which Series A Preferred Shares are convertible. | |||||
Series A Preferred Shares | IPO [Member] | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary equity conversion amount | $ | $ 75,000,000 | |||||
Temporary equity Liquidation preference | $ | $ 130,700,000 | |||||
Series A Preferred Shares | Minimum [Member] | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Preferred stock conversion price per share | $ 0.423 | |||||
Temporary equity conversion amount | $ | $ 50,000 | |||||
Series B-1 Preferred Shares | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary Equity, Shares Authorized | shares | 13,326,050 | 13,326,050 | ||||
Temporary equity shares outstanding | shares | 13,326,050 | 13,326,050 | ||||
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | ||||
Temporary equity dividend payable per share | $ 0.300164 | $ 0.300164 | ||||
Temporary equity shares issued | shares | 13,326,050 | |||||
Dividend payable | $ | $ 0 | $ 0 | ||||
Temporary equity conversion ratio | 1 | |||||
Preferred stock conversion price per share | $ 0.3752050 | $ 0.3752050 | ||||
Applicable conversion price per share preferred shares | $ 0.3752050 | |||||
Preferred stock divident payment terms | The preferential, ratable payment is made to preferred stockholders out of available assets determined as the higher of a) $3.752050 per Series B-1 Preferred Share, subject to adjustments as stated in the Restated Certificate, and b) the amount that would have been payable if all Series B-1 Preferred Shares were converted into Common Stock in accordance with the stated conversion rights. | |||||
Series B-1 Preferred Shares | IPO [Member] | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary equity conversion amount | $ | $ 75,000,000 | |||||
Temporary equity Liquidation preference | $ | $ 50,000,000 | |||||
Series B-2 Preferred Shares | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary Equity, Shares Authorized | shares | 3,991,610 | 3,991,610 | 3,991,610 | |||
Temporary equity shares outstanding | shares | 3,991,610 | 3,991,610 | 3,991,610 | 3,991,610 | 0 | |
Temporary Equity, Par Value | $ 0.000001 | $ 0.000001 | $ 0.000001 | |||
Temporary equity dividend payable per share | $ 0.240131 | $ 0.240131 | ||||
Temporary equity shares issued | shares | 3,991,610 | 3,991,610 | 3,991,610 | |||
Dividend payable | $ | $ 0 | $ 0 | ||||
Temporary equity conversion ratio | 1 | |||||
Preferred stock conversion price per share | $ 0.3001640 | $ 0.3001640 | ||||
Applicable conversion price per share preferred shares | $ 0.3001640 | |||||
Preferred stock divident payment terms | The preferential, ratable payment is made to preferred stockholders out of available assets determined as the higher of a) $3.752050 per Series B-1 Preferred Share, subject to adjustments as stated in the Restated Certificate, and b) the amount that would have been payable if all Series B-1 Preferred Shares were converted into Common Stock in accordance with the stated conversion rights. | |||||
Temporary equity Liquidation preference | $ | $ 11,981 | $ 11,981 | $ 11,981 | |||
Series B-2 Preferred Shares | IPO [Member] | ||||||
Convertible Preferred Stock And Stockholders Deficit Line Item [Line Items] | ||||||
Temporary equity conversion amount | $ | 75,000,000 | |||||
Temporary equity Liquidation preference | $ | $ 12,000,000 |
Convertible Preferred Stock a_4
Convertible Preferred Stock and Stockholders' Deficit - Schedule Of Convertible Preferred Stock (Detail) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Convertible Preferred Stock And Stockholders Deficit [Line Items] | |||||
Carrying Value | $ 72,173,000 | $ 72,173,000 | $ 72,173,000 | ||
Common Stock, Shares Authorized | 290,000,000 | 290,000,000 | 285,000,000 | ||
Common Stock, Shares, Issued | 105,460,096 | 103,062,319 | 101,391,560 | ||
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 | ||
Common Stock, Carrying Value | $ 100 | $ 100 | $ 100 | ||
Series A Preferred Shares | |||||
Convertible Preferred Stock And Stockholders Deficit [Line Items] | |||||
Authorized Shares | 133,216,940 | 133,216,940 | 133,216,940 | ||
Issued Shares | 133,216,940 | 133,216,940 | 133,216,940 | ||
Outstanding Shares | 133,216,940 | 133,216,940 | 133,216,940 | 133,216,940 | 133,216,940 |
Liquidation Preference | $ 130,686 | $ 130,686 | $ 124,558 | ||
Carrying Value | $ 9,881,000 | $ 9,881,000 | $ 9,881,000 | $ 9,881,000 | $ 9,881,000 |
Series B-1 Preferred Shares | |||||
Convertible Preferred Stock And Stockholders Deficit [Line Items] | |||||
Authorized Shares | 13,326,050 | 13,326,050 | 13,326,050 | ||
Issued Shares | 13,326,050 | 13,326,050 | 13,326,050 | ||
Outstanding Shares | 13,326,050 | 13,326,050 | 13,326,050 | 13,326,050 | 0 |
Liquidation Preference | $ 50,000 | $ 50,000 | $ 50,000 | ||
Carrying Value | $ 49,675,000 | $ 49,675,000 | $ 49,675,000 | $ 49,675,000 | $ 0 |
Series B-2 Preferred Shares | |||||
Convertible Preferred Stock And Stockholders Deficit [Line Items] | |||||
Authorized Shares | 3,991,610 | 3,991,610 | 3,991,610 | ||
Issued Shares | 3,991,610 | 3,991,610 | 3,991,610 | ||
Outstanding Shares | 3,991,610 | 3,991,610 | 3,991,610 | 3,991,610 | 0 |
Liquidation Preference | $ 11,981 | $ 11,981 | $ 11,981 | ||
Carrying Value | $ 12,617,000 | $ 12,617,000 | $ 12,617,000 | $ 12,617,000 | $ 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Assumptions in the Binomial Option-Pricing Model Used to Determine The Fair Value of Stock Options (Detail) - Employee Stock Option [Member] | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 10 years | 6 years | 5 years 10 months 24 days |
Risk-free interest rate | 1.50% | 0.80% | 1.90% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 40.00% | 57.00% | 48.60% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Options outstanding | 23,025,382 | 12,273,640 | |
Granted | 13,317,662 | 14,690,130 | |
Exercised | (2,433,761) | (1,441,795) | |
Forfeited | (5,734,226) | (2,386,363) | |
Expired | (47,874) | (110,230) | |
Ending Options outstanding | 28,127,183 | 23,025,382 | 12,273,640 |
Nonvested options, Shares | 17,524,327 | ||
Vested and exercisable, Shares | 3,448,301 | ||
Beginning Weighted- Average Exercise Price Options outstanding | $ 0.74 | $ 0.38 | |
Weighted- Average Exercise Price Granted | 0.98 | 0.96 | |
Weighted- Average Exercise Price Exercised | 0.61 | 0.18 | |
Weighted- Average Exercise Price Forfeited | 0.91 | 0.59 | |
Weighted- Average Exercise Price Expired | 0.90 | 0.94 | |
Ending Weighted- Average Exercise Price Options outstanding | $ 0.83 | 0.74 | $ 0.38 |
Nonvested options, Weighted- Average Exercise Price | 0.88 | ||
Vested and exercisable, Weighted- Average Exercise Price | $ 0.37 | ||
Weighted- Average Remaining Contractual Term (years) | 8 years 8 months 12 days | 9 years 1 month 6 days | |
Nonvested options, Weighted- Average Remaining Contractual Term (years) | 9 years 4 months 24 days | ||
Vested and exercisable, Weighted- Average Remaining Contractual Term (years) | 7 years 7 months 6 days | ||
Aggregate Intrinsic Value | $ 5,548 | $ 6,775 | |
Aggregate Intrinsic Value | 5,548 | $ 6,775 | |
Nonvested options, Aggregate Intrinsic Value | 1,844 | ||
Vested and exercisable, Aggregate Intrinsic Value | $ 2,123 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Activity (Detail) - Restricted Stock [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Employee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning Balance, Shares | 2,375,000 | 17,416,710 |
Granted, Shares | 0 | 0 |
Vested, Shares | (2,137,500) | (14,388,585) |
Forfeited, Shares | 0 | (653,125) |
Ending Balance, Shares | 237,500 | 2,375,000 |
Beginning Balance, Weighted Average Grant-Date Fair Value | $ 0.93 | $ 0.37 |
Granted, Weighted Average Grant-Date Fair Value | 0 | 0 |
Forfeited, Weighted Average Grant-Date Fair Value | 0.93 | 0.26 |
Vested, Weighted Average Grant-Date Fair Value | 0 | 0.93 |
Ending Balance, Weighted Average Grant-Date Fair Value | $ 0.93 | $ 0.93 |
Share-based Payment Arrangement, Nonemployee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning Balance, Shares | 5,209 | 231,254 |
Granted, Shares | 0 | 0 |
Vested, Shares | (5,209) | (226,045) |
Forfeited, Shares | 0 | 0 |
Ending Balance, Shares | 0 | 5,209 |
Beginning Balance, Weighted Average Grant-Date Fair Value | $ 0.93 | $ 0.93 |
Granted, Weighted Average Grant-Date Fair Value | 0 | 0 |
Forfeited, Weighted Average Grant-Date Fair Value | 0.93 | 0.30 |
Vested, Weighted Average Grant-Date Fair Value | 0 | 0 |
Ending Balance, Weighted Average Grant-Date Fair Value | $ 0 | $ 0.93 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional information (Detail) | Mar. 03, 2021tranches$ / sharesshares | Sep. 30, 2021USD ($)shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)employees$ / sharesshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017 | Sep. 30, 2020shares |
Share-based payment arrangement, expense | $ 6,300,000 | $ 900,000 | |||||
Share based compensation arrangement by share based payment award options aggregate repurchases | shares | 459,375 | 1,104,636 | |||||
Related Party Exercise Receivable Promissory Notes [Member] | |||||||
Proceeds from issuance of debt | $ 1,000,000 | $ 1,000,000 | $ 100 | ||||
Number of Shares Pledged | shares | 1,050,000 | 1,050,000 | 1,942,250 | ||||
Employee Stock Option [Member] | |||||||
Share-based payment arrangement, expense | $ 1,500,000 | $ 300,000 | |||||
Share-based payment arrangement, plan modification, incremental cost | $ 2,100,000 | ||||||
Share based compensation arrangement by share based payment award options aggregate repurchases | shares | 866,585 | 841,933 | |||||
Share based compensation arrangement by share based payment award options Aggregate repurchases weighted average price | $ / shares | $ 0.80 | $ 0.04 | |||||
Cash-based Arrangement unvested shares of common stock | $ 88,000 | $ 0 | |||||
Proceeds from issuance of debt | $ 1,000,000 | ||||||
Number of Shares Pledged | shares | 1,050,000 | ||||||
Share-based payment award, contractual term | 10 years | ||||||
Common stock, capital shares reserved for future issuance | shares | 4,849,883 | ||||||
Weighted-average grant-date fair-value | $ / shares | $ 0.51 | $ 0.39 | |||||
Nonvested award, option, cost not yet recognized, amount | $ 7,100,000 | ||||||
Nonvested award, cost not yet recognized, period for recognition | 3 years 2 months 12 days | ||||||
Employee Stock Option [Member] | Related Party Exercise Receivable Promissory Notes [Member] | |||||||
Share based compensation arrangement by share based payment award options aggregate options exercised in exchange for non recourse notes | shares | 2,839,125 | 2,839,125 | 1,942,250 | 2,992,250 | |||
Share based compensation arrangement by share based payment award options aggregate vesting of options exercised in exchange for non recourse notes | shares | 2,379,750 | 2,052,754 | 1,195,317 | 1,887,614 | |||
Employee Stock Option [Member] | Share-based Payment Arrangement, Tranche One [Member] | |||||||
Share based payment award, award vesting rights, percentage | 25.00% | ||||||
Employee Stock Option [Member] | Share Based Compensation Award Remaining Tranche [Member] | |||||||
Share-based compensation arrangement by share-based payment award, award vesting rights | 1/48th of the shares vest monthly over the remaining three years. | ||||||
Award vesting period | 3 years | ||||||
Employee Stock Option [Member] | Chief Executive Officer [Member] | |||||||
Option indexed to issuer's equity, shares | shares | 8,458,481 | ||||||
Share based payment arrangement number of tranches | tranches | 9 | ||||||
Stike price | $ / shares | $ 0.98 | ||||||
Fair value | $ 10,500,000 | ||||||
Restricted Stock [Member] | |||||||
Share based payment arrangement nonvested award excluding option cost not yet recognized amount | $ 0 | ||||||
Restricted Stock [Member] | Share-based Payment Arrangement, Employee [Member] | |||||||
Share-based payment arrangement, expense | 0 | $ 0 | |||||
Share-based payment arrangement, plan modification, incremental cost | $ 0 | $ 0 | |||||
Stock issued during period, shares, restricted stock award, gross | shares | 0 | 0 | |||||
Number of employees in which plan was modified | employees | 2 | ||||||
Restricted Stock [Member] | Share-based Payment Arrangement, Nonemployee [Member] | |||||||
Share-based payment arrangement, expense | $ 100,000 | $ 200,000 | |||||
Nonvested award, cost not yet recognized, period for recognition | 9 months 18 days | ||||||
Stock issued during period, shares, restricted stock award, gross | shares | 0 | 250,000 | |||||
Share based payment arrangement nonvested award excluding option cost not yet recognized amount | $ 4,000 |
Convertible Debt, Net - Schedul
Convertible Debt, Net - Schedule of Convertible Debt Interest Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Total interest expense | $ 17 | $ 852 |
2019 Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | $ 17 | $ 1 |
Effective interest rate | 1.70% | 1.70% |
2018 Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | $ 0 | $ 640 |
Amortization of debt discount | $ 0 | $ 211 |
Effective interest rate | 0.00% | 3.80% |
Convertible Debt, Net - Additio
Convertible Debt, Net - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 12, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||||
Repayment of convertible debt | $ 0 | $ 2,000 | ||
2018 Convertible Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument principal amount | $ 13,000 | |||
Debt instrument interest rate | 8.00% | |||
Debt instrument term | 12 months | |||
Qualified equity transaction aggregate proceeds from issuance of common stock | $ 10,000 | |||
Qualified equity transaction percenatge of price paid to determine number of conversion shares | 80.00% | |||
Debt instrument convertible amount | 12,000 | |||
Repayment of convertible debt | $ 2,200 | |||
Gain on conversion of debt | $ 800 | |||
2018 Convertible Notes [Member] | Derivative Liability Related to Convertible Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Derivative, loss on derivative | $ 500 | |||
2018 Convertible Notes [Member] | Series B Two Convertible Preferred Stock [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of shares issued on conversion of debt | 3,991,610 | |||
2019 Convertible Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument principal amount | $ 700 | |||
Debt instrument interest rate | 1.69% | |||
Debt instrument term | 36 months | |||
Qualified equity transaction aggregate proceeds from issuance of common stock | $ 40,000 |
Income Taxes - Schedule of Curr
Income Taxes - Schedule of Current and Deferred Portions of Income Tax Benefits (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | ||||
Federal | $ 19 | $ 246 | ||
State | 104 | 262 | ||
Total current | 123 | 508 | ||
Deferred: | ||||
Federal | 22 | 37 | ||
State | 0 | 0 | ||
Total deferred | 22 | 37 | ||
Provision for income taxes | $ (1) | $ (20,805) | $ 145 | $ 545 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of U.S. Federal Statutory Income Tax Rate and Effective Income Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Federal statutory tax rate | 21.00% | 21.00% |
State taxes, net of federal benefit | 6.50% | |
Permanent items—derivative liability | 0.00% | |
Permanent items—stock-based compensation | 6.30% | |
Permanent items—meals and entertainment | 1.80% | |
Permanent items—penalties | 0.00% | |
Permanent items—other | 0.00% | |
Return to provision | 0.00% | |
Research and development tax credit—federal | 3.30% | |
Uncertain tax provision | 0.00% | |
Change in valuation allowance | 38.40% | |
Effective tax rate | (2.10%) | 40.90% |
Income Taxes - Summary of Net D
Income Taxes - Summary of Net Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Allowance for customer advances | $ 3,790 | $ 2,962 |
Accrued expenses | 1,216 | 0 |
Accrued compensation | 369 | 0 |
Lease liability | 448 | 588 |
Research and development tax credit | 457 | 62 |
Other | 33 | 148 |
Total deferred tax assets | 6,313 | 3,760 |
Deferred tax liabilities: | ||
Property and equipment | (1,380) | (665) |
Right of use asset | (415) | (557) |
State taxes | (287) | (131) |
Prepaid expenses | (164) | (70) |
Total deferred tax liabilities | (2,246) | (1,423) |
Total net deferred tax assets before valuation allowance | 4,067 | 2,337 |
Less: valuation allowance | (4,126) | (2,374) |
Total net deferred tax liabilities | $ (59) | $ (37) |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Contingencies (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Balance at beginning of year | $ 0 | $ 0 |
Increases to prior positions | 107 | 0 |
Decreases to prior positions | 0 | 0 |
Increases for current year positions | 7 | 0 |
Balance at end of year | $ 114 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Line Items] | |||
Valuation allowance | $ 4,126,000 | $ 2,374,000 | |
Unrecognized tax benefits | 114,000 | 0 | $ 0 |
Interest on Income Taxes Expense | 4,000 | ||
Unrecognized tax benefits income tax penalties and interest accrued | 3 | 0 | |
Unrecognized tax benefits income tax penalties accrued | $ 4,000 | ||
Unrecognized tax benefits income tax penalties accrued | $ 0 | ||
CARES Act percentage of net operating loss caryyovers and carrybacks to offset taxable income | 100.00% | ||
CARES Act number of preceeding taxable years to which net operating loss carried back | 5 years | ||
State and Local Jurisdiction [Member] | |||
Income Tax Disclosure [Line Items] | |||
Unrecognized tax benefits | $ 100,000 | ||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax examination description | The federal statute of limitations remains open for the tax periods December 31, 2017 and thereafter. | ||
Domestic Tax Authority [Member] | California Franchise Tax Board [Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax examination description | The California statute of limitations remains open for the tax periods December 31, 2016 and thereafter. | ||
Domestic Tax Authority [Member] | Other State Tax Boards [Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax examination description | The statute of limitations for the various other state jurisdictions remains open for the tax period December 31, 2019, the initial filing period in the other jurisdictions. |
401(k) Savings Plan - Additiona
401(k) Savings Plan - Additional Information (Detail) - 401(k) Savings Plan [Member] - USD ($) $ in Millions | Jan. 01, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, maximum annual contributions per employee, percent | 100.00% | 90.00% | 90.00% | |
Defined contribution plan, employer matching contribution percent | 4.00% | |||
Defined contribution plan, employer contribution | $ 0.7 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Millions | Jan. 22, 2021 | Jan. 22, 2021 | Sep. 30, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | ||||||
Common Stock, Shares, Outstanding | 102,620,971 | 100,223,194 | 99,449,310 | |||
Subsequent Event [Member] | Revolving Credit Facility [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Credit facility drawn | $ 30 | |||||
Subsequent Event [Member] | Senior Secured Loan Facility [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Line of credit | $ 100 | |||||
Subsequent Event [Member] | Base Rate [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument effective interest rate | 6.95% | |||||
Subsequent Event [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument effective interest rate | 2.55% | |||||
Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Common Stock, Shares, Outstanding | 6,468,750 | 6,468,750 | 6,344,150 | |||
Founder Shares [Member] | Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Common Stock, Shares, Outstanding | 6,408,750 | 6,408,750 | 6,344,150 | |||
Board Of Directors [Member] | Founder Shares [Member] | Class B [Member] | VPC Impact Acquisition Holdings III, Inc [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Shares transferred to related party | 60,000 | 60,000 |
Uncategorized Items - d40462ds1
Label | Element | Value |
VPC Impact Acquisition Holdings III, Inc [Member] | ||
Deferred Offering Costs Included In Accrued Offering Costs | vpcc_DeferredOfferingCostsIncludedInAccruedOfferingCosts | $ 75,000 |
Cash and Cash Equivalents, Period Increase (Decrease) | us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease | 0 |
Increase (Decrease) in Accrued Liabilities | us-gaap_IncreaseDecreaseInAccruedLiabilities | $ 604 |