Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 31, 2023 | |
Document Information [Line Items] | ||
Entity Registrant Name | MoneyLion Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 10,281,902 | |
Amendment Flag | false | |
Entity Central Index Key | 0001807846 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39346 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-0849243 | |
Entity Address, Address Line One | 30 West 21st Street | |
Entity Address, Address Line Two | 9th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10010 | |
City Area Code | (212) | |
Local Phone Number | 300-9865 | |
Entity Interactive Data Current | Yes | |
Class A common stock, par value $0.0001 per share | ||
Document Information [Line Items] | ||
Trading Symbol | ML | |
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Security Exchange Name | NYSE | |
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, $0.0001 par value | ||
Document Information [Line Items] | ||
Trading Symbol | ML WS | |
Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Assets | |||
Cash | $ 94,266 | $ 115,864 | |
Restricted cash, including amounts held by variable interest entities (VIEs) of $4,095 and $36,235 | 6,750 | 37,845 | |
Consumer receivables | 190,152 | 169,976 | |
Allowance for credit losses on consumer receivables | (32,073) | (24,841) | |
Consumer receivables, net, including amounts held by VIEs of $124,924 and $113,963 | 158,079 | 145,135 | |
Enterprise receivables, net | 19,109 | 19,017 | |
Property and equipment, net | 2,111 | 2,976 | |
Intangible assets, net | 180,911 | 194,247 | |
Goodwill | 26,600 | ||
Other assets | 51,030 | 54,658 | |
Total assets | 512,256 | 596,342 | |
Liabilities: | |||
Secured loans, net | 74,257 | 88,617 | |
Accounts payable and accrued liabilities | 45,581 | 58,129 | |
Warrant liability | 405 | 337 | |
Other debt, net, including amounts held by VIEs of $120,163 and $143,394 | 120,163 | 143,394 | |
Other liabilities | 15,870 | 33,496 | |
Total liabilities | 256,276 | 323,973 | |
Commitments and contingencies (Note 15) | |||
Redeemable convertible preferred stock (Series A), $0.0001 par value; 45,000,000 shares authorized as of September 30, 2023 and December 31, 2022, 0 and 25,655,579 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 173,208 | ||
Stockholders’ equity: | |||
Class A Common Stock, $0.0001 par value; 66,666,666 shares authorized as of September 30, 2023 and December 31, 2022, 10,314,235 and 10,281,902 issued and outstanding, respectively, as of September 30, 2023 and 8,619,678 and 8,587,345 issued and outstanding, respectively, as of December 31, 2022 | [1] | 1 | 1 |
Additional paid-in capital | 964,203 | 766,839 | |
Accumulated deficit | (698,524) | (657,979) | |
Treasury stock at cost, 32,333 shares at September 30, 2023 and December 31, 2022 | [1] | (9,700) | (9,700) |
Total stockholders’ equity | 255,980 | 99,161 | |
Total liabilities, redeemable convertible preferred stock and stockholders’ equity | $ 512,256 | $ 596,342 | |
[1] Prior period results have been adjusted to reflect the Reverse Stock Split of the Class A Common Stock at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2023 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Restricted cash, including amounts held by variable interest entities (in Dollars) | $ | $ 4,095 | $ 4,095 | $ 36,235 |
Consumer receivables, net, including amounts held by VIEs (in Dollars) | $ | 124,924 | 124,924 | 113,963 |
Other debt, including amounts held by VIEs (in Dollars) | $ | $ 120,163 | $ 120,163 | $ 143,394 |
Treasury stock, shares | 32,333 | 32,333 | 32,333 |
Redeemable Convertible Preferred Stock (Series A) | |||
Redeemable convertible preferred stock, par value (in Dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Redeemable convertible preferred stock, shares authorized | 45,000,000 | 45,000,000 | 45,000,000 |
Redeemable convertible preferred stock, shares issued | 0 | 0 | 25,655,579 |
Redeemable convertible preferred stock, shares outstanding | 0 | 0 | 25,655,579 |
Class A Common Stock | |||
Common Stock, par value (in Dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 66,666,666 | 66,666,666 | 66,666,666 |
Common stock, shares issued | 10,314,235 | 10,314,235 | 8,619,678 |
Common stock, shares outstanding | 10,281,902 | 10,281,902 | 8,587,345 |
Reverse stock split ratio | 0.0333 | 0.0333 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Revenue | |||||
Service and subscription revenue | $ 107,000 | $ 86,397 | $ 300,978 | $ 238,366 | |
Net interest income on loan receivables | 3,258 | 2,351 | 9,490 | 7,436 | |
Total revenue, net | 110,258 | 88,748 | 310,468 | 245,802 | |
Operating expenses | |||||
Provision for credit losses on consumer receivables | 25,121 | 27,428 | 67,194 | 77,453 | |
Compensation and benefits | 23,511 | 25,619 | 70,491 | 74,160 | |
Marketing | 7,029 | 6,954 | 19,970 | 27,847 | |
Direct costs | 32,813 | 28,837 | 94,845 | 79,427 | |
Professional services | 4,968 | 7,546 | 14,485 | 21,486 | |
Technology-related costs | 5,891 | 5,327 | 17,540 | 15,241 | |
Other operating expenses | 9,824 | 11,209 | 30,038 | 31,820 | |
Total operating expenses | 109,157 | 112,920 | 314,563 | 327,434 | |
Net income (loss) before other expense (income) and income taxes | 1,101 | (24,172) | (4,095) | (81,632) | |
Interest expense | (7,088) | (7,880) | (21,929) | (21,638) | |
Change in fair value of warrant liability | (81) | 414 | (68) | 7,275 | |
Change in fair value of contingent consideration from mergers and acquisitions | 10,214 | 6,613 | 14,034 | ||
Goodwill impairment loss | (26,721) | ||||
Other income (expense) | 2,358 | 460 | 5,264 | (447) | |
Net loss before income taxes | (3,710) | (20,964) | (40,936) | (82,408) | |
Income tax expense (benefit) | 400 | 53 | 114 | (28,348) | |
Net loss | (4,110) | (21,017) | (41,050) | (54,060) | |
(Accrued) / reversal of previously accrued dividends on preferred stock | (1,688) | 690 | (4,892) | ||
Net loss attributable to common shareholders | $ (4,110) | $ (22,705) | $ (40,360) | $ (58,952) | |
Net loss per share, basic | [1],[2] | $ (0.4) | $ (2.78) | $ (4.3) | $ (7.45) |
Net loss per share, diluted | [1],[2] | $ (0.4) | $ (2.78) | $ (4.3) | $ (7.45) |
Weighted average shares used in computing net loss per share, basic | [1],[2] | 10,221,956 | 8,156,757 | 9,375,221 | 7,910,074 |
Weighted average shares used in computing net loss per share, diluted | [1],[2] | 10,221,956 | 8,156,757 | 9,375,221 | 7,910,074 |
[1] Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. Prior period results have been adjusted to reflect the Reverse Stock Split of the Class A Common Stock at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Redeemable Convertible Preferred Stock (Series A) | Common Stock | [1] | Common Stock Class A | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | |||
Balances at Dec. 31, 2021 | $ 221,684 | $ 1 | [1] | $ 701,256 | [1] | $ (469,873) | $ (9,700) | ||||
Balances (in Shares) at Dec. 31, 2021 | [1] | 7,682,748 | |||||||||
Stock-based compensation | 13,643 | 13,643 | [1] | ||||||||
Exercise of stock options and warrants | 1,217 | 1,217 | [1] | ||||||||
Exercise of stock options and warrants (in Shares) | [1] | 154,761 | |||||||||
Accrued dividends on redeemable convertible preferred stock | (4,892) | (4,892) | [1] | ||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC | 22,250 | 22,250 | [1] | ||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC (in Shares) | [1] | 508,069 | |||||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments | 8,963 | $ 193,392 | 8,963 | [1] | |||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments (in Shares) | 28,656,121 | ||||||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock | 20,250 | $ (20,250) | 20,250 | [1] | |||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock, (in shares) | (3,000,542) | 100,018 | |||||||||
Other | (127) | (1,087) | [1] | 960 | |||||||
Net income (loss) | (54,060) | (54,060) | |||||||||
Balances at Sep. 30, 2022 | 228,928 | $ 173,142 | $ 1 | [1] | 761,600 | [1] | (522,973) | (9,700) | |||
Balances (in Shares) at Sep. 30, 2022 | 25,655,579 | 8,445,596 | [1] | ||||||||
Balances at Jun. 30, 2022 | 220,284 | $ 193,647 | $ 1 | 731,939 | [1] | (501,956) | (9,700) | ||||
Balances (in Shares) at Jun. 30, 2022 | 28,693,931 | 8,065,027 | [1] | ||||||||
Stock-based compensation | 5,127 | 5,127 | [1] | ||||||||
Exercise of stock options and warrants (in Shares) | [1] | 74,016 | |||||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings | 440 | 440 | [1] | ||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC | 5,532 | 5,532 | [1] | ||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC (in Shares) | [1] | 206,535 | |||||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments | $ (255) | ||||||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments (in Shares) | (37,810) | ||||||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock | 20,250 | $ (20,250) | 20,250 | [1] | |||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock, (in shares) | (3,000,542) | 100,018 | |||||||||
Accrued dividends on preferred stock | (1,688) | (1,688) | [1] | ||||||||
Net income (loss) | (21,017) | (21,017) | |||||||||
Balances at Sep. 30, 2022 | 228,928 | $ 173,142 | $ 1 | [1] | 761,600 | [1] | (522,973) | (9,700) | |||
Balances (in Shares) at Sep. 30, 2022 | 25,655,579 | 8,445,596 | [1] | ||||||||
Balances at Dec. 31, 2022 | 99,161 | $ 173,208 | $ 1 | [1] | 766,839 | [1] | (657,979) | (9,700) | |||
Balances (in Shares) at Dec. 31, 2022 | 25,655,579 | 8,587,345 | [1] | ||||||||
Stock-based compensation | 16,657 | 16,657 | [1] | ||||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings | (59) | (59) | [1] | ||||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings (in Shares) | [1] | 319,152 | |||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC | 1,914 | 1,914 | [1] | ||||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC (in Shares) | [1] | 110,925 | |||||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments | 304 | $ 1,560 | 304 | [1] | |||||||
Issuance of options and preferred stock in connection with Engine Acquisition and the related contingent consideration, net of working capital adjustments (in Shares) | 4,400,172 | 23,453 | [1] | ||||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock | 174,849 | $ (174,723) | 174,849 | [1] | |||||||
Conversion of redeemable convertible preferred stock (Series A) to common stock, (in shares) | (30,049,053) | 1,012,093 | [1] | ||||||||
Voluntary conversion of preferred stock to common stock | 45 | $ (45) | 45 | [1] | |||||||
Voluntary conversion of preferred stock to common stock, Shares | 6,698 | 230 | |||||||||
Reversal of previously accrued / (accrued) dividends on preferred stock | 690 | 690 | [1] | ||||||||
Accrued dividends on preferred stock | (2,976) | (2,976) | [1] | ||||||||
Accrued dividends on preferred stock (in shares) | [1] | 229,605 | |||||||||
Other | 493 | (12) | [1] | 505 | |||||||
Other, (in shares) | [1] | (901) | |||||||||
Net income (loss) | (41,050) | (41,050) | |||||||||
Balances at Sep. 30, 2023 | 255,980 | $ 1 | [1] | 964,203 | [1] | (698,524) | (9,700) | ||||
Balances (in Shares) at Sep. 30, 2023 | [1] | 10,281,902 | |||||||||
Balances at Jun. 30, 2023 | 253,665 | $ 1 | 957,778 | (694,414) | (9,700) | ||||||
Balances (in Shares) at Jun. 30, 2023 | 10,135,675 | ||||||||||
Stock-based compensation | 5,702 | 5,702 | |||||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings | 723 | 723 | |||||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings (in Shares) | 146,227 | ||||||||||
Net income (loss) | (4,110) | (4,110) | |||||||||
Balances at Sep. 30, 2023 | $ 255,980 | $ 1 | [1] | $ 964,203 | [1] | $ (698,524) | $ (9,700) | ||||
Balances (in Shares) at Sep. 30, 2023 | [1] | 10,281,902 | |||||||||
[1] Prior period results have been adjusted to reflect the Reverse Stock Split of the Class A Common Stock at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) (Parentheticals) | 3 Months Ended | 9 Months Ended | |||
Apr. 24, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Class A Common Stock [Member] | |||||
Exchange ratio | 0.033 | 0.0333 | 0.0333 | 0.0333 | 0.0333 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash flows from operating activities: | |||||
Net loss | $ (4,110) | $ (21,017) | $ (41,050) | $ (54,060) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||||
Provision for losses on receivables | 25,121 | 27,428 | 67,194 | 77,453 | |
Depreciation and amortization expense | 6,106 | 6,157 | 18,403 | 15,584 | |
Change in deferred fees and costs, net | 380 | 700 | 1,778 | 1,405 | |
Change in fair value of warrants | 81 | (414) | 68 | (7,275) | |
Change in fair value of contingent consideration from mergers and acquisitions | (10,214) | (6,613) | (14,034) | ||
Gains on foreign currency translation | (151) | (178) | (209) | ||
Expenses related to debt modification and prepayments | 730 | ||||
Goodwill impairment loss | 26,721 | $ 136,760 | |||
Stock compensation expense | 5,702 | 5,127 | 16,657 | 13,643 | |
Deferred income taxes | (17) | (510) | (28,442) | ||
Changes in assets and liabilities, net of effects of business combination: | |||||
Accrued interest receivable | (166) | 118 | (404) | 87 | |
Enterprise receivables | 2,144 | (3,308) | (278) | (4,960) | |
Other assets | (733) | (6,084) | 3,627 | (9,104) | |
Accounts payable and accrued liabilities | 2,771 | 2,270 | (5,878) | 3,113 | |
Other liabilities | (1,207) | (998) | (5,422) | (3,827) | |
Net cash provided by (used in) operating activities | 36,072 | (386) | 74,115 | (9,896) | |
Cash flows from investing activities: | |||||
Net originations and collections of finance receivables | (26,448) | (24,612) | (79,280) | (76,559) | |
Purchase of property and equipment and software development | (1,527) | (3,452) | (4,202) | (6,464) | |
Acquisition of Even Financial, net of cash acquired | (18,584) | ||||
Settlement of contingent consideration related to mergers and acquisitions | (1,116) | ||||
Net cash used in investing activities | (27,975) | (28,064) | (84,598) | (101,607) | |
Cash flows from financing activities: | |||||
Repayments to secured/senior lenders | (10,000) | (1) | (15,000) | (24,029) | |
Fees related to debt prepayment | (375) | ||||
Net (repayments to) proceeds from special purpose vehicle credit facilities | (24,000) | 10,000 | |||
Borrowings from secured lenders | 69,300 | ||||
Payment of deferred financing costs | (132) | (1,625) | |||
Payments related to the automatic conversion of redeemable convertible preferred stock (Series A) in lieu of fractional shares of common stock and dividends on preferred stock | (3,007) | ||||
Proceeds (payments) related to issuance of common stock related to exercise of stock options and warrants, net of tax withholdings related to vesting of stock-based compensation | 723 | 440 | (59) | 1,217 | |
Other | 22 | (12) | |||
Net cash provided by financing activities | (9,255) | 439 | (42,210) | 54,488 | |
Net change in cash and restricted cash | (1,158) | (28,011) | (52,693) | (57,015) | |
Cash and restricted cash, beginning of period | 102,174 | 217,220 | 153,709 | 246,224 | 246,224 |
Cash and restricted cash, end of period | 101,016 | 189,209 | 101,016 | 189,209 | $ 153,709 |
Supplemental disclosure of cash flow information: | |||||
Cash paid for interest | $ 6,738 | 7,515 | 21,246 | 19,777 | |
Supplemental disclosure of non-cash investing and financing activities: | |||||
Voluntary conversion of preferred stock to common stock | 20,250 | 45 | 20,250 | ||
Automatic conversion of redeemable convertible preferred stock (Series A) to common stock | 174,849 | ||||
Reversal of previously accrued / (accrued) dividends on preferred stock | (1,688) | 690 | (4,892) | ||
Issuance of common stock to settle accrued dividends on preferred stock and Preferred Stock Equivalents | 3,280 | ||||
Equity issued as consideration for mergers and acquisitions | (255) | 1,864 | 202,355 | ||
Equity issued as settlement of contingent consideration related to Malka Acquisition | $ 5,532 | 1,914 | 22,250 | ||
Equity issued as settlement of contingent consideration related to Engine Acquisition | $ 1,440 | ||||
Contingent consideration issued related to mergers and acquisitions | 45,336 | ||||
Lease liabilities incurred in exchange for operating right-of-use assets | $ 7,568 |
Description of Business and Bas
Description of Business and Basis Of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION MoneyLion Inc. (“MoneyLion” or the “Company”) was founded in 2013 and is headquartered in New York, New York. On September 22, 2021, MoneyLion Inc., formerly known as Fusion Acquisition Corp., consummated a business combination (the “Business Combination”) with MoneyLion Technologies Inc., formerly known as MoneyLion Inc. Following the Business Combination, MoneyLion Inc. became a publicly traded company, with MoneyLion Technologies Inc. continuing the existing business operations as a subsidiary of MoneyLion Inc. MoneyLion Inc.’s Class A common stock, par value $ 0.0001 per share (the “Class A Common Stock”), is listed on the New York Stock Exchange (the “NYSE”) under the ticker symbol “ML.” MoneyLion is the go-to destination for consumer financial products and services and marketplace solutions, providing curated money-related content to engage, educate and empower customers. MoneyLion offers its core suite of innovative first-party financial products and services, along with personalized and actionable financial and non-financial offers in its Consumer marketplace. MoneyLion powers leading embedded finance marketplace solutions for its Enterprise Partners (as defined herein), connecting and matching consumers with real-time, personalized product and service recommendations through its proprietary integrative technology, and provides complementary data products and services that optimize their marketplace integrations and competitiveness. MoneyLion also offers creative media and marketing services to clients across industries through its media division and leverages these same creative resources to produce and deliver engaging and dynamic content in support of MoneyLion's product and service offerings. On November 15, 2021, MoneyLion completed its acquisition of Malka Media Group LLC ("MALKA" and such transaction, the “MALKA Acquisition”). MALKA forms the basis of MoneyLion's media division and provides MoneyLion with the creative capabilities to produce and deliver engaging and dynamic content in support of MoneyLion's product and service offerings. MALKA also offers creative media and marketing services to clients in MoneyLion's Enterprise business. The MALKA Acquisition accelerated MoneyLion's ability to engage consumers across digital media, allowing it to directly connect with communities natively inside and outside of the MoneyLion platform. On February 17, 2022, MoneyLion completed its acquisition of Even Financial Inc., which was subsequently renamed to ML Enterprise Inc., doing business as the brand Engine by MoneyLion ("Engine" and such acquisition, the “Engine Acquisition”). Engine powers the leading embedded finance marketplace solutions MoneyLion offers to its Enterprise Partners through which consumers are connected and matched with real-time, personalized financial product and service recommendations. For the over 1,100 Enterprise Partners in MoneyLion's network who integrate MoneyLion's software platform onto their properties, MoneyLion enables a more simple and efficient system of customer acquisition and also provides value-added data analytics and reporting services to enable them to better understand the performance of their marketplace programs and optimize their business over time. The Engine Acquisition expanded MoneyLion's addressable market, extended the reach of its own products and services and diversified its revenue mix. Basis of Presentation —The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission ("SEC"). The consolidated financial statements include the accounts of MoneyLion Inc. and its wholly owned subsidiaries and consolidated variable interest entities (“VIEs”) for which the Company is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have any items of other comprehensive loss; therefore, there is no difference between net loss and comprehensive loss for the three and nine months ended September 30, 2023 and 2022. Reverse Stock Split —On April 24, 2023, the Company amended the Company's Fourth Amended and Restated Certificate of Incorporation (as amended from time to time, the "Certificate of Incorporation") to effect, effective as of 5:01 p.m. Eastern Time on April 24, 2023, a 1 -for-30 reverse stock split (the "Reverse Stock Split") of the Class A Common Stock. At the effective time of the Reverse Stock Split, every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock , and the total number of shares of Class A Common Stock authorized for issuance was reduced by a corresponding proportion from 2,000,000,000 shares to 66,666,666 shares. The Reverse Stock Split was approved by the Company's stockholders at a Special Meeting of Stockholders on April 19, 2023 and approved by the Board of Directors on April 21, 2023. The primary goal of the Reverse Stock Split was to increase the per share price of the Class A Common Stock in order to meet the minimum per share price requirement for continued listing on the NYSE. The Class A Common Stock began trading on the NYSE on an as-adjusted basis on April 25, 2023 under the existing trading symbol "ML." In addition, as a result of the Reverse Stock Split, proportionate adjustments were made to the number of shares of Class A Common Stock underlying the Company’s outstanding equity awards, the number of shares issuable upon the exercise of the Company’s outstanding warrants and the number of shares issuable under the Company’s equity incentive plans and certain existing agreements, as well as the exercise, grant and acquisition prices of such equity awards and warrants, as applicable. Furthermore, proportionate adjustments were made to the conversion factor at which the Company’s previously outstanding Series A Convertible Preferred Stock, par value $ 0.0001 per share (the “Series A Preferred Stock”), were converted to Class A Common Stock. The total number of shares of preferred stock of the Company authorized for issuance remained at 200,000,000 . Stockholders who would have been entitled to receive fractional shares as a result of the Reverse Stock Split were instead entitled to a cash payment in lieu thereof at a price equal to the fraction of one share to which the stockholder was otherwise entitled multiplied by the closing price per share of the Class A Common Stock on the NYSE on the effective date of the Reverse Stock Split. The effects of the Reverse Stock Split have been reflected in these consolidated financial statements and the accompanying footnotes for all periods presented, which includes adjusting the description of any activity that may have been transacted on a pre-Reverse Stock Split basis. Receivable Funding— The Company's primary source of funding for originated receivables is special purpose vehicle financings from third-party institutional lenders. For more information, Note 8, “Debt” and Note 7, “Variable Interest Entities” of the Company’s Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 for discussion of the ROAR 1 SPV Credit Facility and the ROAR 2 SPV Credit Facility (each as defined in Company’s Annual Report on Form 10-K for the year ended December 31, 2022 ) and VIE considerations related to the ROAR 1 SPV Credit Facility and the ROAR 2 SPV Credit Facility, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES In the opinion of the Company, the accompanying consolidated financial statements contain all adjustments, consisting of normal recurring adjustments and adjustments to eliminate intercompany transactions and balances, necessary for a fair presentation of its financial position and its results of operations, changes in redeemable convertible preferred stock and stockholders’ equity and cash flows. The Company’s accounting policies are set forth in Note 2, “Summary of Significant Accounting Policies” of the Company’s Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Included herein are certain updates to those policies and the related disclosures. Revenue Recognition and Related Receivables— The following table summarizes revenue by type for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Consumer revenues Service and subscription fees $ 67,841 $ 52,109 $ 196,547 $ 149,271 Net interest income on finance receivables 3,258 2,351 9,490 7,436 Total consumer revenues 71,099 54,460 206,037 156,707 Enterprise service revenues 39,159 34,288 104,431 89,095 Total revenue, net $ 110,258 $ 88,748 $ 310,468 $ 245,802 Allowance for Losses on Receivables— An allowance for losses on consumer receivables is established to provide for current expected credit losses in the Company’s consumer receivables at the balance sheet date and is established through a provision for losses on receivables. Charge-offs, net of recoveries, are charged directly to the allowance. The allowance is based on management’s assessment of many factors, including changes in the nature, volume, and risk characteristics of the consumer receivables portfolio, including trends in delinquency and charge-offs and current economic conditions that may affect the consumer’s ability to pay. The allowance is developed on a general basis and each period management assesses each product type by origination cohort in order to determine the forecasted performance of those cohorts and arrive at an appropriate allowance rate for that period. While management uses the best information available to make its evaluation, future adjustments to the allowance may be necessary if there are significant changes in any of the factors. The Company’s charge-off policy is to charge-off finance receivables for loans and related accrued interest receivables, net of expected recoveries, in the month in which the account becomes 90 days contractually past due and charge-off finance receivables for Instacash advances and related fee receivables in the month in which the account becomes 90 days past due effective January 1, 2023 and 60 days past due prior to January 1, 2023. If an account is deemed to be uncollectable prior to this date, the Company will charge-off the receivable in the month it is deemed uncollectable. The Company determines the past due status using the contractual terms of the finance receivables. This is the credit quality indicator used to evaluate the required allowance for losses on finance receivables for each portfolio of products. An allowance for losses on service and subscription fee receivables is established to provide for current expected credit losses in the Company’s service and subscription fee receivables at the balance sheet date and is established through a provision for losses on receivables. Charge-offs, net of recoveries, are charged directly to the allowance. The allowance is based on management’s assessment of historical charge-offs and recoveries on these receivables, as well as certain qualitative factors including current economic conditions that may affect the customers’ ability to pay. Receivables from enterprise services have a low rate of default, and as such the related allowance is not material. The Company monitors enterprise receivable default rates for any indication of a deterioration in average credit quality that may result in more material levels of allowance for losses. Fair Value of Financial Instruments— Accounting Standards Codification ("ASC") 820, Fair Value Measurement (“ASC 820”), provides a single definition of fair value and a common framework for measuring fair value as well as disclosure requirements for fair value measurements used in financial statements. Under ASC 820, fair value is determined based upon the exit price that would be received by a company to sell an asset or paid by a company to transfer a liability in an orderly transaction between market participants, exclusive of any transaction costs. Fair value measurements are determined by either the principal market or the most advantageous market. The principal market is the market with the greatest level of activity and volume for the asset or liability. Absent a principal market to measure fair value, the Company uses the most advantageous market, which is the market from which the Company would receive the highest selling 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. The Company has no assets measured at fair value on a recurring or non-recurring basis as of September 30, 2023 nor December 31, 2022. Liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022 are the Private Placement Warrants (as defined herein) and contingent consideration related to mergers and acquisitions, which are further described in Note 13, "Stock Warrants," and Note 16, "Mergers and Acquisitions," respectively. The Company has no liabilities measured at fair value on a non-recurring basis as of September 30, 2023 nor December 31, 2022 . There have been no transfers between levels during the nine months ended September 30, 2023 and 2022. The Company also has financial instruments which are not measured at fair value. The Company has evaluated cash, restricted cash, consumer receivables, net, enterprise receivables, net, receivables from payment processors, prepaid expenses, accounts payable and accrued liabilities and other financial instrument assets and liabilities, and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of the secured loans, other debt and lease liabilities approximate their carrying values. Goodwill— The Company performed goodwill impairment testing annually on the last day of the fiscal year or more frequently if indicators of potential impairment exist until goodwill was fully impaired as described below. A potential impairment indicator was identified on each of June 30, 2022, September 30, 2022, December 31, 2022 and June 30, 2023 due to a decline in the price of the Class A Common Stock and the Company's related market capitalization and, as such, the Company performed a goodwill impairment test as of June 30, 2022, September 30, 2022, December 31, 2022 and June 30, 2023. The goodwill impairment test is performed at the consolidated company level since the Company represents one reporting unit. The Company first evaluates whether it is more likely than not that the fair value of the reporting unit has fallen below its carrying amount. No indicators of fair value falling below the reporting unit carrying amount were noted on a quantitative or qualitative basis during the June 30, 2022 assessment nor the September 30, 2022 assessment. The June 30, 2022 and September 30, 2022 assessments indicated that the fair value of the reporting unit exceeded the reporting unit's carrying value. The fair value of the reporting unit was calculated by valuing the Class A Common Stock and the Company's Series A Preferred Stock, primarily based on the Class A Common Stock price per share. The calculation of fair value also includes an estimated control premium based on consultation between the Company's management and third-party valuation specialists. The December 31, 2022 assessment indicated that the carrying value of the reporting unit exceeded the reporting unit's fair value, resulting in a goodwill impairment loss of $ 136,760 , which also represents the accumulated impairment losses related to goodwill as of December 31, 2022. Determining the fair value of the reporting unit required the use of estimates and the exercise of significant judgment, which are inherently subjective in nature. For quantitative goodwill impairment testing, the fair value of the reporting unit was calculated using a blend of a discounted cash flow method and a guideline public company method. The discounted cash flow method calculation estimates the future cash flows from the reporting unit using a multi-year forecast, and a terminal value calculated using a long-term growth rate that was informed based on our industry, analyst reports of a public company peer set, current and expected future economic conditions and management expectations. The discount rate used to discount these future cash flows was determined using a capital asset pricing model based on the market value of equity of a public company peer set, adjusted for risk characteristics and expectations specific to the reporting unit, combined with an assessment of the cost of debt. The discount rates used for the reporting unit in the Company's December 31, 2022 impairment analysis was 30.5 %, and the Company applied a terminal year long-term growth rate of 3.0 %. The guideline public company method utilized the Company's historical and forecasted revenue to enterprise value ratio to determine revenue multiples to calculate the enterprise value of the reporting unit. The guideline public company method also includes an estimated control premium based on consultation between the Company's management and third-party valuation specialists. The June 30, 2023 assessment indicated that the carrying value of the reporting unit exceeded the reporting unit's fair value, resulting in a goodwill impairment loss of $ 26,721 , which in turn resulted in a full impairment of goodwill. Determining the fair value of the reporting unit required the use of estimates and the exercise of significant judgment, which are inherently subjective in nature. For quantitative goodwill impairment testing, the fair value of the reporting unit was calculated by valuing the Class A Common Stock based on the Class A Common Stock price per share. The calculation of fair value also included an estimated control premium based on consultation between the Company's management and third-party valuation specialists. Intangible Assets— The Company’s intangible assets are made up of internal use software and acquired proprietary technology, customer relationships and trade names. The Company capitalizes qualifying internal use software development costs that are incurred during the application development stage, provided that management with the relevant authority authorizes the project, it is probable the project will be completed, and the software will be used to perform the function intended. Costs incurred during the application development stage internally or externally are capitalized and amortized on a straight-line basis over the expected useful life of five years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred. Recently Adopted Accounting Pronouncements— The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , effective January 1, 2022 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. As permitted by the new guidance, the Company elected the package of practical expedients, which among other things, allowed historical lease classification to be carried forward. Upon adoption of the ASU No. 2016-02, the Company recognized an aggregate lease liability and right-of-use asset of $ 3,551 , calculated based on the present value of the remaining minimum lease payments for qualifying leases as of January 1, 2022. The cumulative-effect adjustment recognized to the beginning balance of accumulated deficit was not material. The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. The Company adopted ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) during the fourth quarter of fiscal year 2022 . The amendments in the updated guidance simplify the accounting for income taxes by removing certain exceptions and improving consistent application of other areas of the topic by clarifying the guidance. The adoption of ASU No. 2019-12 did no t have a material impact on the Company's financial statements or the related notes. The Company adopted ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which, along with subsequent related ASUs, creates a new credit impairment standard for financial assets measured at amortized cost and available-for-sale debt securities. The ASU requires financial assets measured at amortized cost (including loans, trade receivables and held-to-maturity debt securities) to be presented at the net amount expected to be collected, through an allowance for credit losses that are expected to occur over the remaining life of the asset, rather than incurred losses. The ASU requires that credit losses on available-for-sale debt securities be presented as an allowance rather than as a direct write-down. The measurement of credit losses for newly recognized financial assets (other than certain purchased assets) and subsequent changes in the allowance for credit losses are recorded in the statement of operations as the amounts expected to be collected change. The Company adopted ASU 2016-13 and the related subsequent ASUs effective January 1, 2023 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. Upon adoption, the Company increased consumer receivables, net by $ 692 , decreased enterprise receivables, net by $ 187 and reduced accumulated deficit by $ 505 . The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. Recently Issued Accounting Pronouncements Not Yet Adopted— The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012. Accordingly, the Company has the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods applicable to private companies. The Company has elected to adopt new or revised accounting guidance within the same time period as private companies, unless, as indicated below, management determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting and subsequently issued ASU No. 2022-06 , Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions in which the reference London Interbank Offered Rate (“LIBOR”) or another reference rate is expected to be discontinued as a result of the Reference Rate Reform. These ASUs are intended to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The new guidance is effective for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022 and the expedients are available through December 31, 2024. Early adoption is permitted. The Company has no significant contracts based on LIBOR as of September 30, 2023 . As such, the Company currently does not intend to elect the optional expedients and exceptions. |
Consumer Receivables
Consumer Receivables | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
CONSUMER RECEIVABLES | 3. CONSUMER RECEIVABLES The Company’s finance receivables consist of secured personal loans and principal amounts of Instacash advances. Secured loan principal balances are partially given to the borrower upon origination while the remaining balance is deposited into an escrow account. The funds in the escrow account may be used to pay the secured personal loan in full or can be released to the borrower once the secured personal loan is paid in full. Until such time, the funds in the escrow account may be collected by the Company in the event the borrower becomes contractually past due. Accrued interest receivables represent the interest accrued on the loan receivables based upon the daily principal amount outstanding except for loans that are on nonaccrual status. The Company’s policy is to suspend recognition of interest income on secured personal loans and place the secured personal loan on nonaccrual status when the account is more than 60 days past due on a contractual basis or when, in the Company’s estimation, the collectability of the account is uncertain, and the account is less than 90 days contractually past due. Any accrued interest receivable that becomes 90 days past due on a contractual basis is charged-off by reversing net interest income on loan receivables. Net charge-offs of accrued interest income were $ 396 and $ 568 for the three months ended September 30, 2023 and 2022 and $ 1,069 and $ 1,614 for the nine months ended September 30, 2023 and 2022. Fees receivables represent the amounts due to the Company for tips and instant transfer fees related to the Instacash earned wage access product. Subscription receivables represent the amounts billed to customers for subscription services. The credit quality and future repayment of consumer receivables are dependent upon the customer’s ability to perform under the terms of the agreement. Factors such as unemployment rates and housing values, among others, may impact the customer’s ability to perform under the loan or Instacash advance terms though no direct correlation between charge-off rates and these factors has been identified in the Company's analysis. When assessing provision for losses on consumer receivables, the Company takes into account the composition and delinquency status of the outstanding consumer receivables and the related forecasted principal loss rates based on recent historical experience. Recent historical loss rates are updated on a quarterly basis. Charge-offs of consumer receivable balances occur after becoming ninety days past contractually due unless specific circumstances are identified on an individual or group of receivables that indicate charge-off is not appropriate. The level of exceptions to charge-offs occurring once ninety days past due is not material. Consumer receivable charge-offs typically occur within one year of origination. The tables below show consumer receivables balances as of September 30, 2023 and December 31, 2022 and the consumer receivables activity, charge-off rates and aging by product for the three and nine months ended September 30, 2023 and 2022. Consumer receivables consisted of the following: September 30, December 31, 2023 2022 Loan receivables $ 73,842 $ 73,451 Instacash receivables 97,586 77,688 Finance receivables 171,428 151,139 Fees receivable 13,671 14,019 Subscription receivables 3,487 3,419 Deferred loan origination costs 94 331 Accrued interest receivable 1,472 1,068 Consumer receivables, before allowance for credit losses $ 190,152 $ 169,976 Changes in the allowance for losses on loan receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 6,249 $ 5,757 $ 5,784 $ 6,494 Provision for credit losses on receivables 3,205 1,344 6,808 7,445 Loan receivables charged off ( 3,660 ) ( 5,089 ) ( 10,417 ) ( 13,494 ) Recoveries 808 3,331 4,427 4,898 Ending balance $ 6,602 $ 5,343 $ 6,602 $ 5,343 Changes in the allowance for losses on Instacash receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 22,311 $ 16,401 $ 23,240 $ 15,131 Provision for credit losses on receivables 17,846 22,275 46,348 59,232 Instacash receivables charged off ( 23,217 ) ( 28,681 ) ( 62,815 ) ( 75,360 ) Recoveries 4,820 6,332 14,987 17,324 Ending balance $ 21,760 $ 16,327 $ 21,760 $ 16,327 Changes in the allowance for losses on fees receivable were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 2,100 $ 548 $ 908 $ 420 Provision for credit losses on receivables 2,628 2,553 10,671 6,758 Fees receivable charged off ( 2,957 ) ( 3,246 ) ( 11,082 ) ( 8,731 ) Recoveries 627 744 1,901 2,152 Ending balance $ 2,398 $ 599 $ 2,398 $ 599 Changes in the allowance for losses on subscription receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 1,095 $ 418 $ 1,292 $ 278 Provision for credit losses on receivables 1,442 1,256 3,367 4,018 Subscription receivables charged off ( 1,452 ) ( 1,487 ) ( 4,173 ) ( 4,426 ) Recoveries 228 177 827 494 Ending balance $ 1,313 $ 364 $ 1,313 $ 364 The following is an assessment of the repayment performance of loan receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the loan receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 63,385 85.9 % $ 63,578 86.6 % Delinquency: 31 to 60 days 5,856 7.9 % 5,579 7.6 % 61 to 90 days 4,601 6.2 % 4,294 5.8 % Total delinquency 10,457 14.1 % 9,873 13.4 % Loan receivables before allowance for credit losses $ 73,842 100.0 % $ 73,451 100.0 % Loan receivables that are 61 to 90 days contractually past due are placed on non-accrual status. The following is an assessment of the repayment performance of Instacash receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the Instacash receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 82,813 84.9 % $ 70,003 90.1 % Delinquency: 31 to 60 days 7,953 8.1 % 7,685 9.9 % 61 to 90 days 6,820 7.0 % — 0.0 % Total delinquency 14,773 15.1 % 7,685 9.9 % Instacash receivables before allowance for credit losses $ 97,586 100.0 % $ 77,688 100.0 % The following is an assessment of the repayment performance of fees receivable as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the fees receivable portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 11,579 84.7 % $ 10,645 75.9 % Delinquency: 31 to 60 days 1,118 8.2 % 3,374 24.1 % 61 to 90 days 974 7.1 % — 0.0 % Total delinquency 2,092 15.3 % 3,374 24.1 % Fees receivable before allowance for credit losses $ 13,671 100.0 % $ 14,019 100.0 % The following is an assessment of the repayment performance of subscription receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the subscription receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 2,477 71.1 % $ 2,487 72.8 % Delinquency: 31 to 60 days 569 16.3 % 534 15.6 % 61 to 90 days 441 12.6 % 398 11.6 % Total delinquency 1,010 28.9 % 932 27.2 % Subscription receivables before allowance for credit losses $ 3,487 100.0 % $ 3,419 100.0 % |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following: September 30, December 31, 2023 2022 Leasehold improvements $ 1,914 $ 1,970 Furniture and fixtures 720 853 Computers and equipment 2,316 2,298 4,950 5,121 Less: accumulated depreciation ( 2,839 ) ( 2,145 ) Furniture and equipment, net $ 2,111 $ 2,976 Total depreciation expense related to property and equipment was $ 225 and $ 318 for the three months ended September 30, 2023 and 2022, respectively, and $ 812 and $ 805 for the nine months ended September 30, 2023 and 2022 , respectively. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | 5. INTANGIBLE ASSETS Changes in goodwill were as follows: Goodwill Before Impairment Cumulative Goodwill Impairments Goodwill Balance at December 31, 2022 $ 163,360 $ ( 136,760 ) $ 26,600 Goodwill impairment loss — ( 26,721 ) $ ( 26,721 ) Other 121 — 121 Balance at September 30, 2023 $ 163,481 $ ( 163,481 ) $ — Intangible assets consisted of the following: September 30, December 31, Useful Life 2023 2022 Proprietary technology and capitalized internal-use software 3 - 7 years $ 41,556 $ 41,495 Work in process 1,672 1,812 Customer relationships 10 - 15 years 160,500 160,500 Trade names 9 - 15 years 15,960 16,620 Less: accumulated amortization ( 38,777 ) ( 26,180 ) Intangible assets, net $ 180,911 $ 194,247 The Company capitalizes certain internal-use software development costs, consisting primarily of contractor costs and employee salaries and benefits allocated to the software. Capitalization of costs incurred in connection with internally developed software commences when both the preliminary project stage is completed and management has authorized further funding for the project, based on a determination that it is probable the project will be completed and used to perform the function intended. Costs incurred for enhancements that are expected to result in additional functionalities are capitalized in a similar manner. Capitalization of costs ceases no later than the point at which the project is substantially complete and ready for its intended use, at which point amortization of capitalized costs begins. All other costs are expensed as incurred. Costs capitalized in connection with internally developed software were $ 1,454 and $ 2,281 for the three months ended September 30, 2023 and 2022, respectively, and were $ 4,305 and $ 5,069 during the nine months ended September 30, 2023 and 2022, respectively. For the three months ended September 30, 2023 and 2022, total amortization expense was $ 5,881 and $ 5,838 , respectively. For the nine months ended September 30, 2023 and 2022, total amortization expense was $ 17,591 and $ 14,778 , respectively. The following table summarizes estimated future amortization expense of intangible assets placed in service at September 30, 2023 for the years ending: Remainder of 2023 $ 5,890 2024 23,546 2025 23,546 2026 23,546 2027 22,974 Thereafter 79,737 $ 179,239 |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2023 | |
Other Assets [Abstract] | |
OTHER ASSETS | 6. OTHER ASSETS Other assets consisted of the following: September 30, December 31, 2023 2022 Receivable from payment processors $ 34,933 $ 32,881 Prepaid expenses 5,958 8,804 Operating lease right-of-use assets 7,158 9,123 Other 2,981 3,850 Total other assets $ 51,030 $ 54,658 |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | 7. VARIABLE INTEREST ENTITIES The Company’s primary source of funding for originated receivables is special purpose vehicle financings from third-party lenders (the “SPV Credit Facilities”). The Company may sell certain loan and Instacash receivables to wholly owned, bankruptcy-remote special purpose subsidiaries (the “SPV Borrowers”), which pledge such receivables as collateral to support the financing of additional receivables. The underlying loan and Instacash receivables are originated and serviced by other wholly owned subsidiaries of the Company. The SPV Borrowers are required to maintain pledged collateral consisting of loan and Instacash receivables with a net asset balance that equals or exceeds 90 % of the aggregate principal amounts of the loans financed through the SPV Credit Facilities. Proceeds received from the SPV Credit Facilities can only be used to purchase loan and Instacash receivables. The payments and interest, as applicable, received from the loan and Instacash receivables held by the SPV Borrowers are used to repay obligations under the SPV Credit Facilities. While the SPV Credit Facilities and related agreements provide assurances to the third-party lenders regarding the quality of loan and Instacash receivables and certain origination and servicing functions to be performed by other wholly owned subsidiaries of the Company, the third-party lender may absorb losses in the event that the payments and interest, as applicable, received in connection with the loan and Instacash receivables are not sufficient to repay the loans made through the SPV Credit Facilities. The Company is required to evaluate the SPV Borrowers for consolidation, which the Company has concluded are VIEs. The Company has the ability to direct the activities of the SPV Borrowers that most significantly impact the economic performance of the wholly owned subsidiaries that act as the originators and servicer of the loan and Instacash receivables held by the SPV Borrowers. Additionally, the Company has the obligation to absorb losses related to the pledged collateral in excess of the aggregate principal amount of the receivables and the right to proceeds related to the excess loan and Instacash receivables securing the SPV Credit Facilities once all loans and interest under such SPV Credit Facilities are repaid, which exposes the Company to losses and returns that could potentially be significant to the SPV Borrowers. Accordingly, the Company determined it is the primary beneficiary of the SPV Borrowers and is required to consolidate them as indirect wholly owned VIEs. For more information, see Note 9, “Debt” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | 8 . DEBT The Company’s debt as of September 30, 2023 and December 31, 2022 is presented below: September 30, December 31, 2023 2022 Monroe Term Loans $ 75,000 $ 90,000 Unamortized discounts and debt issuance costs ( 743 ) ( 1,383 ) Total secured loans, net $ 74,257 $ 88,617 ROAR 1 SPV Credit Facility $ 63,000 $ 83,000 ROAR 2 SPV Credit Facility 59,000 63,000 Unamortized discounts and debt issuance costs ( 1,837 ) ( 2,606 ) Total other debt, net $ 120,163 $ 143,394 For more information regarding debt instruments outstanding as of December 31, 2022, see Note 9, “Debt” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The Monroe Term Loans (as defined below) are comprised of term loans with a principal balance of $ 70.0 million (the "Term A-1 Loans") and term loans with a principal balance of $ 5.0 million (the "Term A-2 Loans" and together with the Term A-1 Loans, the "Monroe Term Loans"). The interest rate as of September 30, 2023 on the Term A-1 Loans and Term A-2 Loans was 14.75 % and 14.25 % , respectively. Amendment to Monroe Term Loans —The Company is party to the Credit Agreement, dated as of March 24, 2022 (as amended by Amendment No. 1 to Credit Agreement, dated as of March 30, 2023, the “Credit Agreement”), by and among certain financial institutions from time to time party thereto (together with their respective successors and permitted assigns, the “Lenders”), as lenders, and Monroe Capital Management Advisors, LLC, a Delaware limited liability company (“Monroe Capital”), as administrative agent and lead arranger. Pursuant to the Credit Agreement, on March 24, 2022, the Company borrowed (a) $ 70.0 million aggregate principal amount of Term A-1 Loans, with a maturity date of March 24, 2026 , and (b) $ 20.0 million aggregate principal amount of Term A-2 Loans, with a maturity date of May 1, 2023 . In addition, $ 20.0 million aggregate principal amount of delayed draw term loans (the “Term B Loans”) were available to be drawn for a period of 18-months following the closing date, subject to certain conditions set forth in the Credit Agreement. On April 28, 2023, the Company entered into Amendment No. 2 to Credit Agreement (“Amendment No. 2”) with the Lenders and Monroe Capital in order to extend the maturity date of the Term A-2 Loans and proactively manage the Company's interest expense through the remainder of 2023. Pursuant to Amendment No. 2, the Company, the Lenders and Monroe Capital agreed that the Company would: (i) pay $ 5.0 million of the outstanding principal balance of the Term A-2 Loans on May 1, 2023, $ 10.0 million of the outstanding principal balance of the Term A-2 loans on July 15, 2023 and the remaining outstanding principal balance of the Term A-2 Loans in full on October 15, 2023, and (ii) prepay $ 5.0 million of the outstanding principal balance of the Term A-1 Loans on October 15, 2023, with the remaining outstanding principal balance of the Term A-1 Loans continuing to be due on the original maturity date of March 24, 2026. In addition, the Term B Loans were no longer available to be drawn as of the effective date of Amendment No. 2. The Company was, prior to the entry into Amendment No. 2, in compliance with all of its covenants under the Credit Agreement. Amendment No. 2 was accounted for as a debt modification. Costs associated with Amendment No. 2 were not material. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
LEASES | 9. LEASES The Company is party to operating leases for all of its offices. Many leases contain options to renew and extend lease terms and options to terminate leases early. Reflected in the right-of-use asset and lease liability on the consolidated balance sheets are the periods provided by renewal and extension options that the Company is reasonably certain to exercise, as well as the periods provided by termination options that the Company is reasonably certain not to exercise. All long-term leases identified by the Company are classified as operating leases. Lease expenses related to long-term leases were $ 1,092 and $ 770 for the three months ended September 30, 2023 and 2022, respectively, and $ 2,673 and $ 2,138 for the nine months ended September 30, 2023 and 2022, respectively. Short-term lease expense and variable lease expense were not material for the three and nine months ended September 30, 2023 and 2022. On July 28, 2023, the Company entered into a sublease for 12,765 square feet of the Company's rental space in New York, New York, which does not include the Company's headquarters. As a result, $ 377 of impairment charges were recognized during the third quarter of fiscal year 2023 relating to the impairment of the right of use asset and property and equipment related to the site. Net rental income of $ 111 was recorded in other income for the three and nine months ended September 30, 2023 and was not material for the three and nine months ended September 30, 2022. Maturities of the Company’s long-term operating lease liabilities, which are included in other liabilities on the consolidated balance sheet, were as follows: September 30, 2023 Remainder of 2023 $ 823 2024 3,093 2025 2,662 2026 1,268 2027 904 Thereafter 768 Total lease payments 9,518 Less: imputed interest 1,647 Lease liabilities $ 7,871 Weighted-average remaining lease term (years) 3.6 Weighted-average discount rate 11.8 % |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 10. INCOME TAXES As of September 30, 2023 and December 31, 2022 , the Company maintained a valuation allowance of $ 90,917 and $ 84,952 , respectively. The valuation allowance was recorded due to the fact that the Company has incurred operating losses to date. Realization of deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by approximately $ 5,900 during the nine months ended September 30, 2023 and decreased by approximately $ 1,100 during the nine months ended September 30, 2022. The effective tax rate differs from the statutory tax rate of 21 % due to the effect of stock compensation, accrued dividends on convertible preferred stock, executive compensation, goodwill impairment, other permanent differences and state taxes. Total U.S. federal and state operating loss carryforwards as of September 30, 2023 and December 31, 2022 were approximately $ 753,300 and $ 786,600 , respectively. U.S. federal net operating loss carryforwards begin to expire in 2033, and state operating loss carryforwards begin to expire in 2027 . U.S. federal net operating losses of approximately $ 398,000 carry forward indefinitely. As of September 30, 2023 , the Company’s federal research and development credit carryforwards for income tax purposes were approximately $ 1,200 . If not used, the current carryforwards will expire beginning in 2034. Due to the net operating loss carryovers, the statute of limitations remains open for federal and state returns. The Company has completed a review to determine whether the future utilization of net operating loss and credit carryforwards will be restricted due to ownership changes that have occurred. Due to the Engine Acquisition, the Company experienced an ownership change on February 17, 2022. Thus, the Company's net operating loss carryforwards are subject to an annual limitation of approximately $ 8,200 per year. The Company had a net unrealized built-in gain corporation on the ownership change date and had a net unrealized built-in gain of approximately $ 330,700 at the change date. As a result, under the section 338 Approach of Notice 2003-65, the Company's annual limitation is expected to be increased in the first five years post-change by approximately $ 121,400 . Based on the February 17, 2022 limitation, all of the total net operating loss carryforwards are expected to become utilizable by the tax year ending December 31, 2043. The Company also acquired federal net operating losses in the Engine Acquisition. It was determined that the Engine net operating losses acquired are also subject to a Section 382 annual limitation of approximately $ 3,800 due to Engine's ownership changes in both 2018 and 2022. Engine is a net unrealized built-in gains ("NUBIG") corporation and had a NUBIG of approximately $ 265,200 at the change date. As a result, the Engine annual limitation is expected to be increased in the first five years post-change by an aggregate of approximately $ 87,800 . As of the 2022 ownership change, approximately $ 3,100 of the net operating losses that were restricted by the 2018 ownership change had freed up and become available for use, and approximately $ 6,000 remained restricted. A further approximately $ 55,000 in net operating losses had been generated between the date immediately following the 2018 ownership change and the 2022 ownership change. Of the approximately $ 58,100 in net operating losses that were now solely limited by the section 382 limitation resulting from the 2022 ownership change, all of the total net operating loss carryforwards are expected to become utilizable by the tax year ending December 31, 2025. The remaining approximately $ 6,000 in net operating loss carryforwards still subject to the section 382 limitation resulting from the 2018 ownership change are expected to free up and become available for use by the tax year ended December 31, 2049. None of the pre-change net operating losses subject to the July 31, 2018 and February 17, 2022 limitation are expected to expire unutilized as a result of both ownership changes. |
Common and Preferred Stock
Common and Preferred Stock | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
COMMON AND PREFERRED STOCK | 11. COMMON AND PREFERRED STOCK Class A Common Stock— Each holder of the shares of Class A Common Stock is entitled to one vote for each share of Class A Common Stock held of record by such holder on all matters on which stockholders generally are entitled to vote, as provide by the Company’s Certificate of Incorporation. The holders of the shares of Class A Common Stock do not have cumulative voting rights in the election of directors. Generally, all matters to be voted on by the holders of Class A Common Stock must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast present in person or represented by proxy, unless otherwise specified by law, the Company’s Certificate of Incorporation or the Company's Amended and Restated Bylaws (as amended from time to time). Subject to preferences that may be applicable to any outstanding preferred stock, the holders of shares of Class A Common Stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by MoneyLion’s Board of Directors out of funds legally available therefor. In the event of any voluntary or involuntary liquidation, dissolution or winding up of MoneyLion’s affairs, the holders of the shares of Class A Common Stock are entitled to share ratably in all assets remaining after payment of MoneyLion’s debts and other liabilities, subject to prior distribution rights of preferred stock or any class or series of stock having a preference over the shares of Class A Common Stock, then outstanding, if any. The holders of shares of Class A Common Stock have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the shares of Class A Common Stock. The rights, preferences and privileges of holders of shares of Class A Common Stock will be subject to those of the holders of any shares of the preferred stock MoneyLion may issue in the future. Series A Preferred Stock —Prior to the Automatic Conversion Event (as described below), the Company had shares of Series A Preferred Stock outstanding. Holders of the shares of Series A Preferred Stock (other than certain regulated holders subject to the Bank Holding Company Act of 1956, as amended) were entitled to vote as a single class with the holders of the Class A Common Stock and the holders of any other class or series of capital stock of MoneyLion then entitled to vote. Holders of the Series A Preferred Stock were entitled to a 30 cent cumulative annual dividend per share, payable at the Company’s election in either cash or Class A Common Stock (or a combination thereof), with any dividends on the Class A Common Stock valued based on the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE for the 20 trading days ending on the trading day immediately prior to the dividend payment date. Holders of the Series A Preferred Stock were entitled to a liquidation preference in the event of the Company's liquidation equal to the greater of $ 10.00 per share or the amount per share that such holder would have received had the Series A Preferred Stock been converted into Class A Common Stock immediately prior to the liquidation. Shares of Series A Preferred Stock were convertible into shares of Class A Common Stock on a one-for-thirty basis, subject to customary anti-dilution adjustments. The Series A Preferred Stock was convertible (i) at any time upon the holder’s election and (ii) automatically in the event that the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE equaled or exceeded $ 10.00 on any 20 trading days (consecutive or nonconsecutive) within any consecutive 30 trading day period ending no later than the last day of the lockup period applicable to such shares of Series A Preferred Stock. As of the close of trading on the NYSE on May 26, 2023, the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE equaled or exceeded $ 10.00 for the twentieth trading day within a consecutive thirty trading day period ending no earlier than the last day of the lockup period applicable to such shares of Series A Preferred Stock (the “Automatic Conversion Event”). Accordingly, as a result of the Automatic Conversion Event, following the close of trading on the NYSE on May 26, 2023, all 30,049,053 shares of Series A Preferred Stock issued and outstanding automatically converted into 1,012,293 shares of newly issued Class A Common Stock based on the conversion rate provided in the Certificate of Designations of the Series A Preferred Stock (the "Certificate of Designations"). In lieu of any fractional shares otherwise issuable to any holder of the Series A Preferred Stock, the Company issued cash in accordance with the terms of the Certificate of Designations. On June 30, 2023, the Company paid the accrued annual dividend on the previously outstanding shares of Series A Preferred Stock for the dividend payment period ending December 31, 2022 to all holders of record as of the applicable dividend record date (the “2022 Annual Dividend”). The 2022 Annual Dividend was paid in a mixture of Class A Common Stock and cash through the issuance of 229,605 shares of Class A Common Stock and payment of approximately $ 3.0 million of cash. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | 12. STOCK-BASED COMPENSATION Omnibus Incentive Plan At the Company's 2022 Annual Meeting of Stockholders (the "2022 Annual Meeting"), Company stockholders approved the Company's Amended and Restated Omnibus Incentive Plan (as may be amended or restated from time to time, the “Incentive Plan”), as further described in the Company's Definitive Proxy Statement for the 2022 Annual Meeting, filed with the SEC on April 29, 2022. Stock-based compensation of $ 5,702 and $ 5,127 was recognized during the three months ended September 30, 2023 and 2022, respectively, and stock-based compensation of $ 16,657 and $ 13,643 was recognized during the nine months ended September 30, 2023 and 2022, respectively. The number of units awarded under the Incentive Plan are generally based on a weighted average of the Class A Common Stock in the days leading up to the grant. Fair values for restricted stock units ("RSUs") and performance stock units ("PSUs") based on the Company’s operating performance are valued based on the price of the Class A Common Stock at the time of grant. Fair values for options are calculated using a Black-Scholes option pricing model and PSUs with market conditions are fair valued using a Monte Carlo simulation model. The following table represents activity within the Incentive Plan for the nine months ended September 30, 2023: Type Vesting Conditions Units Granted Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 688,903 $ 20.87 n/a Performance Stock Unit Service and performance-based 173,599 $ 17.03 n/a Performance Stock Unit Service and market-based 300,000 $ 9.73 n/a The following table represents outstanding equity awards as of September 30, 2023: Type Vesting Conditions Units Outstanding Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 891,346 $ 32.17 n/a Performance Stock Unit Service and performance-based 200,456 $ 22.91 n/a Performance Stock Unit Service and market-based 323,894 $ 11.45 n/a Options Service-based 904,162 $ 20.78 $ 25.78 The grant date fair values for the PSUs with market conditions issued during the nine months ended September 30, 2023 were calculated using a Monte Carlo simulation model. Assumptions used for the Monte Carlo simulation model were as follows: Nine Months Ended September 30, 2023 Expected Volatility 83 % Expected Dividend — Expected Term in Years 3.00 Risk Free Interest Rate 4.72 % |
Stock Warrants
Stock Warrants | 9 Months Ended |
Sep. 30, 2023 | |
Stock Warrants [Abstract] | |
STOCK WARRANTS | 13. STOCK WARRANTS Public Warrants and Private Placement Warrants As a result of the Business Combination, MoneyLion acquired from Fusion Acquisition Corp., as of September 22, 2021, public warrants outstanding to purchase an aggregate of 583,333 shares of the Class A Common Stock (the “Public Warrants”) and private placement warrants outstanding to purchase an aggregate of 270,000 shares of the Class A Common Stock (the “Private Placement Warrants”) (in each case, as adjusted for the Reverse Stock Split). The Public Warrants meet the conditions for equity classification in accordance with ASC 815-40. The Private Placement Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liability on the consolidated balance sheets. The warrant liability is measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrants liability in the consolidated statement of operations. The Private Placement Warrants are valued based on the per warrant price of the Public Warrants, subject to adjustments to account for differences in contractual terms between the Private Placement Warrants and the Public Warrants. The per warrant price of the Public Warrants as of September 30, 2023 was $ 0.04 . The following table presents the changes in the liability related to the Private Placement Warrants: Private Placement Warrants Warrants payable balance, December 31, 2022 $ 337 Mark-to-market adjustment 68 Warrants payable balance, September 30, 2023 $ 405 For more information regarding the Public Warrants and Private Placement Warrants, see Note 14, “Stock Warrants” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 . |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | 14. NET LOSS PER SHARE The following table sets forth the computation of net loss per share of Class A Common Stock for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ ( 4,110 ) $ ( 21,017 ) $ ( 41,050 ) $ ( 54,060 ) (Accrued) / reversal of previously accrued dividends on preferred stock — ( 1,688 ) 690 ( 4,892 ) Net loss attributable to common shareholders $ ( 4,110 ) $ ( 22,705 ) $ ( 40,360 ) $ ( 58,952 ) Denominator: Weighted-average common shares outstanding - basic and diluted (1) 10,221,956 8,156,757 9,375,221 7,910,074 Net loss per share attributable to common stockholders - basic and diluted (1) $ ( 0.40 ) $ ( 2.78 ) $ ( 4.30 ) $ ( 7.45 ) (1) Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. For the three and nine months ended September 30, 2023 and 2022, the Company’s potentially dilutive securities, which include stock options, RSUs, PSUs, preferred stock, the right to receive earnout shares and warrants to purchase shares of common stock, have been excluded from the computation of diluted net loss per share as the effect would be antidilutive. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same for the three and nine months ended September 30, 2023 and 2022. The following potentially issuable shares of Class A Common Stock have been excluded from the computation of diluted net loss per share for the three and nine months ended September 30, 2023 and 2022: September 30, 2023 2022 Conversion of convertible preferred stock (1) — 855,186 Warrants to purchase common stock and redeemable convertible preferred stock (1) 853,330 853,330 PSUs, RSUs and options to purchase common stock (1) 2,319,858 1,927,214 Right to receive earnout shares (1) 583,333 583,333 Total common stock equivalents 3,756,521 4,219,063 (1) Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 15. COMMITMENTS AND CONTINGENCIES Legal Matters— From time to time, the Company is subject to various claims and legal proceedings in the ordinary course of business, including lawsuits, arbitrations, class actions and other litigation. The Company is also the subject of various actions, inquiries, investigations and proceedings by regulatory and other governmental agencies. The outcome of any such legal and regulatory matters, including those discussed in this Note 15, is inherently uncertain, and some of these matters may result in adverse judgments or awards, including penalties, injunctions or other relief, which could materially and adversely impact the Company's business, financial condition, operating results and cash flows. See Part I, Item 1A “Risk Factors — Risks Relating to Legal and Accounting Matters — Unfavorable outcomes in legal proceedings may harm our business, financial condition, results of operations and cash flows” in the Company's Annual Report on Form 10-K for the year ended December 31, 2022. The Company has determined, based on its current knowledge, that the aggregate amount or range of losses that are estimable with respect to its legal proceedings, including the matters described below, would not have a material adverse effect on its business, financial position, results of operations or cash flows. As of September 30, 2023, amounts accrued were not material. Notwithstanding the foregoing, the ultimate outcome of legal proceedings involves judgments, estimates and inherent uncertainties, and cannot be predicted with certainty. It is possible that an adverse outcome of any matter could be material to the Company's business, financial position, results of operations or cash flows as a whole for any particular reporting period of occurrence. In addition, it is possible that a matter may prompt litigation or additional investigations or proceedings by other government agencies or private litigants. The Company holds a number of state licenses in connection with its business activities, and must also comply with other applicable compliance and regulatory requirements in the states where it operates. In most states where the Company operates, one or more regulatory agencies have authority with respect to regulation and enforcement of the Company's business activities under applicable state laws, and the Company may also be subject to the supervisory and examination authority of such state regulatory agencies. Examinations by state regulators have and may continue to result in findings or recommendations that require the Company, among other potential consequences, to provide refunds to customers or to modify its internal controls and/or business practices. In the ordinary course of its business, the Company is and has been from time to time subject to, and may in the future be subject to, governmental and regulatory examinations, information requests, investigations and proceedings (both formal and informal) in connection with various aspects of its activities by state agencies, including the California Department of Financial Protection and Innovation, the Attorney General of the Commonwealth of Virginia, the New York Attorney General’s Office and the Colorado Department of Law, certain of which may result in adverse judgments, settlements, fines, penalties, restitution, disgorgement, injunctions or other relief. The Company has responded to and cooperated with the relevant state agencies and will continue to do so in the future, as appropriate. On September 29, 2022, the Consumer Financial Protection Bureau (the “CFPB”) initiated a civil action in the United States District Court for the Southern District of New York ("SDNY") against MoneyLion Technologies Inc., ML Plus LLC and the Company's 38 state lending subsidiaries, alleging violations of the Military Lending Act and the Consumer Financial Protection Act. The CFPB is seeking injunctive relief, redress for allegedly affected consumers and civil monetary penalties. On January 10, 2023, the Company moved to dismiss the lawsuit, asserting various constitutional and merits-based arguments. On June 13, 2023, the CFPB filed its first amended complaint, alleging substantially similar claims as those asserted in its initial complaint. On July 11, 2023, the Company moved to dismiss the lawsuit, again asserting various constitutional and merit-based arguments. On October 9, 2023, the Company moved for a stay of the action pending a decision from the United States Supreme Court in CFPB v. Community Financial Services Association of America, Ltd. , No. 22-448 (U.S. argued Oct. 3, 2023). The Company continues to maintain that the CFPB’s claims are meritless and is vigorously defending against the lawsuit. Nevertheless, at this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition or results of operations. On July 21, 2023, Jeffrey Frommer, Lyusen Krubich, Daniel Fried and Pat Capra, the former equity owners of MALKA (collectively, the “Seller Members”), brought a civil action in the SDNY against MoneyLion Technologies Inc. alleging, among other things, breaches of the Membership Interest Purchase Agreement governing the MALKA Acquisition (the “MIPA”). Among other claims, the Seller Members allege that they are entitled to payment of $ 25.0 million of Class A Common Stock pursuant to the earnout provisions set forth in the MIPA, based on the Seller Members’ assertion that MALKA achieved certain financial targets for the year ended December 31, 2022 (such payment, the “2022 Earnout Payment”). The Company believes that the Seller Members are not entitled to any portion of the 2022 Earnout Payment under the terms of the MIPA and that the Seller Members’ claims in their lawsuit are meritless. The Company continues to vigorously defend against the lawsuit and has filed counterclaims against the Seller Members, alleging, among other things, negligent misrepresentation, conversion, breach of fiduciary duties and breach of contract and seeking compensatory damages and other remedies as a result of wrongdoing by the Seller Members. On October 17, 2023, the SDNY denied, in full, the Seller Members’ motion for a preliminary injunction to remove the restrictive legends on certain shares of Class A Common Stock previously issued to the Seller Members. At this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition or results of operations. On July 27, 2023, MassMutual Ventures US II LLC, Canaan X L.P., Canaan XI L.P., F-Prime Capital Partners Tech Fund LP and GreatPoint Ventures Innovation Fund II, L.P., each of which are former equityholders of Even Financial Inc. and former holders of the Company’s Series A Preferred Stock (collectively, the “Former Preferred Stockholders”), brought a civil action in the SDNY against MoneyLion Inc., its Board of Directors and certain officers seeking declaratory relief and related damages. The Former Preferred Stockholders allege that the 1 -for-30 Reverse Stock Split of the Class A Common Stock effected on April 24, 2023 was undertaken in a manner designed to trigger the Automatic Conversion Event pursuant to which all outstanding shares of Series A Preferred Stock automatically converted into certain shares of Class A Common Stock following the close of trading on the NYSE on May 26, 2023. The Former Preferred Stockholders further allege that the Definitive Proxy Statement the Company filed with the SEC on March 31, 2023 relating to the Special Meeting of Stockholders to approve the Reverse Stock Split proposal contained false and/or misleading statements and material omissions, and that the Company improperly failed to obtain the separate vote of the holders of the Series A Preferred Stock to approve the Reverse Stock Split. In connection therewith, the Former Preferred Stockholders assert claims against all defendants under Section 14(a) of the Securities Exchange Act of 1934 and for breach of the Certificate of Designations governing the Series A Preferred Stock, and a claim against the individual defendants for breach of fiduciary duty. The Company believes that the Former Preferred Stockholders’ claims are meritless, and on November 6, 2023, the Company filed a motion to dismiss the lawsuit in its entirety. The Company intends to vigorously defend against the lawsuit. Nevertheless, at this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition or results of operations. |
Mergers and Acquisitions
Mergers and Acquisitions | 9 Months Ended |
Sep. 30, 2023 | |
Mergers and Acquisitions [Abstract] | |
MERGERS AND ACQUISITIONS | 16. MERGERS AND ACQUISITIONS Engine— On February 17, 2022, the Company completed the acquisition of all voting interest in Even Financial Inc., which was subsequently renamed to Engine, pursuant to the Amended and Restated Agreement and Plan of Merger, by and among the Company, Epsilon Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of the Company, Even Financial Inc. and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as representative of the equityholders of Even Financial Inc. Engine powers the leading embedded finance marketplace solutions MoneyLion offers to its Enterprise Partners through which consumers are connected and matched with real-time, personalized financial product and service recommendations. For the over 1,100 Enterprise Partners in MoneyLion's network who integrate MoneyLion's software platform onto their properties, MoneyLion enables a more simple and efficient system of customer acquisition and also provides value-added data analytics and reporting services to enable them to better understand the performance of their marketplace programs and optimize their business over time. The Engine Acquisition expanded MoneyLion's addressable market, extended the reach of its own products and services and diversified its revenue mix. At the closing of the Engine Acquisition, the Company (i) issued to the equityholders of Even Financial Inc. an aggregate of 28,164,811 shares of Series A Preferred Stock, along with an additional 529,120 shares of Series A Preferred Stock to advisors of Even Financial Inc. for transaction expenses, valued at $ 193,721 , (ii) paid to certain Even Financial Inc. management equityholders approximately $ 14,514 in cash and (iii) exchanged 8,883,228 options to acquire Even Financial Inc. common stock for 196,728 options to acquire Class A Common Stock, of which the vested portion at the acquisition date was valued at $ 8,960 . In addition, certain recipients of options to acquire shares of the Company’s Class A common stock were entitled to receive dividend equivalents in lieu of receiving Series A Preferred Stock, subject to certain conditions (the “Preferred Stock Equivalents”). The total purchase price was approximately $ 271,096 , subject to customary purchase price adjustments for working capital and inclusive of amounts used to repay approximately $ 5,703 of existing indebtedness of Even Financial Inc. and pay $ 2,868 of seller transaction costs. Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of February 17, 2022, governing the Engine Acquisition, the equityholders and advisors of Even Financial Inc. were entitled to receive an additional payment from the Company of up to an aggregate of 8,000,000 shares of Series A Preferred Stock, based on the attributed revenue of Engine’s business during the 13-month period commencing January 1, 2022 (the “Earnout”). On May 22, 2023, in connection with Engine's partial achievement of the Earnout, the Company issued 4,354,092 shares of Series A Preferred Stock and, in lieu of fractional shares and with respect to recipients otherwise ineligible to receive shares, approximately $ 459 in cash to the former equityholders and advisors of Even Financial Inc., as described further below. The fair value of Even Financial Inc.’s acquired assets and liabilities assumed were as follows: February 17, 2022 Assets Cash and cash equivalents $ 4,501 Enterprise receivables 9,863 Property and equipment 441 Intangible assets 182,640 Goodwill 111,474 Other assets 3,354 Total assets 312,273 Liabilities Accounts payable and accrued liabilities 9,258 Deferred tax liability 29,073 Other liabilities 2,846 Total liabilities 41,177 Net assets and liabilities acquired $ 271,096 The goodwill related to the Engine Acquisition was not tax deductible and was comprised of expected synergies from combining operations and the value of intangible assets that do not qualify for separate recognition. The following table presents the changes in the liability related to the Earnout and Preferred Stock Equivalents: Preferred Stock Earnout Equivalents Balance as of December 31, 2022 $ 6,946 $ 1,997 Change in fair value of contingent consideration ( 5,047 ) ( 1,386 ) Settlement of contingent consideration ( 1,899 ) ( 611 ) Balance as of September 30, 2023 $ — $ — The Earnout and Preferred Stock Equivalents were valued using a Monte Carlo simulation model as of December 31, 2022, which is calculated using Level 3 inputs. The primary unobservable inputs utilized in determining the fair value of the Earnout and Preferred Stock Equivalents are the expected volatility of the Class A Common Stock and the revenue levels of Engine. In May 2023, the Earnout was settled through the issuance of 4,354,092 shares of Series A Preferred Stock, with cash paid in lieu of any fractional shares of Series A Preferred Stock. Cash payments relating to the settlement of the Earnout were $ 459 . In June 2023, the Preferred Stock Equivalents were settled through the issuance of 23,453 shares of Class A Common Stock, with cash paid in lieu of any fractional shares of Class A Common Stock. Cash payments relating to the settlement of the Preferred Stock Equivalents were $ 307 . Upon the Automatic Conversion Event, the MoneyLion Inc. Preferred Share Dividend Replacement Program governing the Preferred Stock Equivalents immediately and automatically terminated in accordance with its terms, following which all Preferred Stock Equivalents were forfeited. The Company’s pro forma revenue and net loss for the nine months ended September 30, 2022 below has been prepared as if Even Financial Inc. had been purchased on January 1, 2022. The Company made certain pro forma adjustments related to amortization of intangible assets, intercompany activity and interest expense. Nine Months Ended September 30, 2022 (unaudited) Revenue $ 254,901 Net loss $ ( 58,430 ) The unaudited pro forma financial information above is not necessarily indicative of what the Company’s consolidated results actually would have been if the Engine Acquisition had been completed at January 1, 2022. In addition, the unaudited pro forma information above does not attempt to project the Company’s future results. MALKA —On November 15, 2021, MoneyLion completed the MALKA Acquisition. MALKA is a creator network and content platform that provides digital media and content production services to us and to its own clients in entertainment, sports, gaming, live streaming and other sectors. The unsettled restricted shares payable relating to the MALKA Acquisition earnout and the related make-whole were valued at $ 2,444 as of December 31, 2022 and were settled during the first quarter of 2023. The $ 180 decline and $ 15,417 increase in fair value for the nine months ended September 30, 2023 and 2022, respectively, was included on the consolidated statement of operations as a component of the change in fair value of contingent consideration from mergers and acquisitions. The restricted shares payable based on 2021 and 2022 operating performance were valued based on the Class A Common Stock price per share as of December 31, 2022. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 17. SUBSEQUENT EVENTS The Company has evaluated subsequent events through November 7, 2023, the date on which these consolidated financial statements were available to be issued, and concluded that the following subsequent events were required to be disclosed: On October 13, 2023, the Company paid $ 5.0 million of the outstanding principal balance of the Term A-1 Loans and the remaining $ 5.0 million principal balance of the Term A-2 Loans outstanding pursuant to the terms of Amendment No. 2, as described further in Note 8, "Debt." |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Revenue Recognition and Related Receivables | Revenue Recognition and Related Receivables— The following table summarizes revenue by type for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Consumer revenues Service and subscription fees $ 67,841 $ 52,109 $ 196,547 $ 149,271 Net interest income on finance receivables 3,258 2,351 9,490 7,436 Total consumer revenues 71,099 54,460 206,037 156,707 Enterprise service revenues 39,159 34,288 104,431 89,095 Total revenue, net $ 110,258 $ 88,748 $ 310,468 $ 245,802 |
Allowance for Losses on Receivables | Allowance for Losses on Receivables— An allowance for losses on consumer receivables is established to provide for current expected credit losses in the Company’s consumer receivables at the balance sheet date and is established through a provision for losses on receivables. Charge-offs, net of recoveries, are charged directly to the allowance. The allowance is based on management’s assessment of many factors, including changes in the nature, volume, and risk characteristics of the consumer receivables portfolio, including trends in delinquency and charge-offs and current economic conditions that may affect the consumer’s ability to pay. The allowance is developed on a general basis and each period management assesses each product type by origination cohort in order to determine the forecasted performance of those cohorts and arrive at an appropriate allowance rate for that period. While management uses the best information available to make its evaluation, future adjustments to the allowance may be necessary if there are significant changes in any of the factors. The Company’s charge-off policy is to charge-off finance receivables for loans and related accrued interest receivables, net of expected recoveries, in the month in which the account becomes 90 days contractually past due and charge-off finance receivables for Instacash advances and related fee receivables in the month in which the account becomes 90 days past due effective January 1, 2023 and 60 days past due prior to January 1, 2023. If an account is deemed to be uncollectable prior to this date, the Company will charge-off the receivable in the month it is deemed uncollectable. The Company determines the past due status using the contractual terms of the finance receivables. This is the credit quality indicator used to evaluate the required allowance for losses on finance receivables for each portfolio of products. An allowance for losses on service and subscription fee receivables is established to provide for current expected credit losses in the Company’s service and subscription fee receivables at the balance sheet date and is established through a provision for losses on receivables. Charge-offs, net of recoveries, are charged directly to the allowance. The allowance is based on management’s assessment of historical charge-offs and recoveries on these receivables, as well as certain qualitative factors including current economic conditions that may affect the customers’ ability to pay. Receivables from enterprise services have a low rate of default, and as such the related allowance is not material. The Company monitors enterprise receivable default rates for any indication of a deterioration in average credit quality that may result in more material levels of allowance for losses. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments— Accounting Standards Codification ("ASC") 820, Fair Value Measurement (“ASC 820”), provides a single definition of fair value and a common framework for measuring fair value as well as disclosure requirements for fair value measurements used in financial statements. Under ASC 820, fair value is determined based upon the exit price that would be received by a company to sell an asset or paid by a company to transfer a liability in an orderly transaction between market participants, exclusive of any transaction costs. Fair value measurements are determined by either the principal market or the most advantageous market. The principal market is the market with the greatest level of activity and volume for the asset or liability. Absent a principal market to measure fair value, the Company uses the most advantageous market, which is the market from which the Company would receive the highest selling 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. The Company has no assets measured at fair value on a recurring or non-recurring basis as of September 30, 2023 nor December 31, 2022. Liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022 are the Private Placement Warrants (as defined herein) and contingent consideration related to mergers and acquisitions, which are further described in Note 13, "Stock Warrants," and Note 16, "Mergers and Acquisitions," respectively. The Company has no liabilities measured at fair value on a non-recurring basis as of September 30, 2023 nor December 31, 2022 . There have been no transfers between levels during the nine months ended September 30, 2023 and 2022. The Company also has financial instruments which are not measured at fair value. The Company has evaluated cash, restricted cash, consumer receivables, net, enterprise receivables, net, receivables from payment processors, prepaid expenses, accounts payable and accrued liabilities and other financial instrument assets and liabilities, and believes the carrying value approximates the fair value due to the short-term nature of these balances. The fair value of the secured loans, other debt and lease liabilities approximate their carrying values. |
Goodwill | Goodwill— The Company performed goodwill impairment testing annually on the last day of the fiscal year or more frequently if indicators of potential impairment exist until goodwill was fully impaired as described below. A potential impairment indicator was identified on each of June 30, 2022, September 30, 2022, December 31, 2022 and June 30, 2023 due to a decline in the price of the Class A Common Stock and the Company's related market capitalization and, as such, the Company performed a goodwill impairment test as of June 30, 2022, September 30, 2022, December 31, 2022 and June 30, 2023. The goodwill impairment test is performed at the consolidated company level since the Company represents one reporting unit. The Company first evaluates whether it is more likely than not that the fair value of the reporting unit has fallen below its carrying amount. No indicators of fair value falling below the reporting unit carrying amount were noted on a quantitative or qualitative basis during the June 30, 2022 assessment nor the September 30, 2022 assessment. The June 30, 2022 and September 30, 2022 assessments indicated that the fair value of the reporting unit exceeded the reporting unit's carrying value. The fair value of the reporting unit was calculated by valuing the Class A Common Stock and the Company's Series A Preferred Stock, primarily based on the Class A Common Stock price per share. The calculation of fair value also includes an estimated control premium based on consultation between the Company's management and third-party valuation specialists. The December 31, 2022 assessment indicated that the carrying value of the reporting unit exceeded the reporting unit's fair value, resulting in a goodwill impairment loss of $ 136,760 , which also represents the accumulated impairment losses related to goodwill as of December 31, 2022. Determining the fair value of the reporting unit required the use of estimates and the exercise of significant judgment, which are inherently subjective in nature. For quantitative goodwill impairment testing, the fair value of the reporting unit was calculated using a blend of a discounted cash flow method and a guideline public company method. The discounted cash flow method calculation estimates the future cash flows from the reporting unit using a multi-year forecast, and a terminal value calculated using a long-term growth rate that was informed based on our industry, analyst reports of a public company peer set, current and expected future economic conditions and management expectations. The discount rate used to discount these future cash flows was determined using a capital asset pricing model based on the market value of equity of a public company peer set, adjusted for risk characteristics and expectations specific to the reporting unit, combined with an assessment of the cost of debt. The discount rates used for the reporting unit in the Company's December 31, 2022 impairment analysis was 30.5 %, and the Company applied a terminal year long-term growth rate of 3.0 %. The guideline public company method utilized the Company's historical and forecasted revenue to enterprise value ratio to determine revenue multiples to calculate the enterprise value of the reporting unit. The guideline public company method also includes an estimated control premium based on consultation between the Company's management and third-party valuation specialists. The June 30, 2023 assessment indicated that the carrying value of the reporting unit exceeded the reporting unit's fair value, resulting in a goodwill impairment loss of $ 26,721 , which in turn resulted in a full impairment of goodwill. Determining the fair value of the reporting unit required the use of estimates and the exercise of significant judgment, which are inherently subjective in nature. For quantitative goodwill impairment testing, the fair value of the reporting unit was calculated by valuing the Class A Common Stock based on the Class A Common Stock price per share. The calculation of fair value also included an estimated control premium based on consultation between the Company's management and third-party valuation specialists. |
Intangible Assets | Intangible Assets— The Company’s intangible assets are made up of internal use software and acquired proprietary technology, customer relationships and trade names. The Company capitalizes qualifying internal use software development costs that are incurred during the application development stage, provided that management with the relevant authority authorizes the project, it is probable the project will be completed, and the software will be used to perform the function intended. Costs incurred during the application development stage internally or externally are capitalized and amortized on a straight-line basis over the expected useful life of five years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements— The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) , effective January 1, 2022 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. As permitted by the new guidance, the Company elected the package of practical expedients, which among other things, allowed historical lease classification to be carried forward. Upon adoption of the ASU No. 2016-02, the Company recognized an aggregate lease liability and right-of-use asset of $ 3,551 , calculated based on the present value of the remaining minimum lease payments for qualifying leases as of January 1, 2022. The cumulative-effect adjustment recognized to the beginning balance of accumulated deficit was not material. The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. The Company adopted ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) during the fourth quarter of fiscal year 2022 . The amendments in the updated guidance simplify the accounting for income taxes by removing certain exceptions and improving consistent application of other areas of the topic by clarifying the guidance. The adoption of ASU No. 2019-12 did no t have a material impact on the Company's financial statements or the related notes. The Company adopted ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which, along with subsequent related ASUs, creates a new credit impairment standard for financial assets measured at amortized cost and available-for-sale debt securities. The ASU requires financial assets measured at amortized cost (including loans, trade receivables and held-to-maturity debt securities) to be presented at the net amount expected to be collected, through an allowance for credit losses that are expected to occur over the remaining life of the asset, rather than incurred losses. The ASU requires that credit losses on available-for-sale debt securities be presented as an allowance rather than as a direct write-down. The measurement of credit losses for newly recognized financial assets (other than certain purchased assets) and subsequent changes in the allowance for credit losses are recorded in the statement of operations as the amounts expected to be collected change. The Company adopted ASU 2016-13 and the related subsequent ASUs effective January 1, 2023 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. Upon adoption, the Company increased consumer receivables, net by $ 692 , decreased enterprise receivables, net by $ 187 and reduced accumulated deficit by $ 505 . The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted— The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012. Accordingly, the Company has the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods applicable to private companies. The Company has elected to adopt new or revised accounting guidance within the same time period as private companies, unless, as indicated below, management determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting and subsequently issued ASU No. 2022-06 , Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions in which the reference London Interbank Offered Rate (“LIBOR”) or another reference rate is expected to be discontinued as a result of the Reference Rate Reform. These ASUs are intended to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The new guidance is effective for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022 and the expedients are available through December 31, 2024. Early adoption is permitted. The Company has no significant contracts based on LIBOR as of September 30, 2023 . As such, the Company currently does not intend to elect the optional expedients and exceptions. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of revenue recognition and related receivables | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Consumer revenues Service and subscription fees $ 67,841 $ 52,109 $ 196,547 $ 149,271 Net interest income on finance receivables 3,258 2,351 9,490 7,436 Total consumer revenues 71,099 54,460 206,037 156,707 Enterprise service revenues 39,159 34,288 104,431 89,095 Total revenue, net $ 110,258 $ 88,748 $ 310,468 $ 245,802 |
Consumer Receivables (Tables)
Consumer Receivables (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
Schedule of consumer receivables | Consumer receivables consisted of the following: September 30, December 31, 2023 2022 Loan receivables $ 73,842 $ 73,451 Instacash receivables 97,586 77,688 Finance receivables 171,428 151,139 Fees receivable 13,671 14,019 Subscription receivables 3,487 3,419 Deferred loan origination costs 94 331 Accrued interest receivable 1,472 1,068 Consumer receivables, before allowance for credit losses $ 190,152 $ 169,976 |
Schedule of changes in the allowance for losses on consumer receivables | Changes in the allowance for losses on loan receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 6,249 $ 5,757 $ 5,784 $ 6,494 Provision for credit losses on receivables 3,205 1,344 6,808 7,445 Loan receivables charged off ( 3,660 ) ( 5,089 ) ( 10,417 ) ( 13,494 ) Recoveries 808 3,331 4,427 4,898 Ending balance $ 6,602 $ 5,343 $ 6,602 $ 5,343 Changes in the allowance for losses on Instacash receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 22,311 $ 16,401 $ 23,240 $ 15,131 Provision for credit losses on receivables 17,846 22,275 46,348 59,232 Instacash receivables charged off ( 23,217 ) ( 28,681 ) ( 62,815 ) ( 75,360 ) Recoveries 4,820 6,332 14,987 17,324 Ending balance $ 21,760 $ 16,327 $ 21,760 $ 16,327 Changes in the allowance for losses on fees receivable were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 2,100 $ 548 $ 908 $ 420 Provision for credit losses on receivables 2,628 2,553 10,671 6,758 Fees receivable charged off ( 2,957 ) ( 3,246 ) ( 11,082 ) ( 8,731 ) Recoveries 627 744 1,901 2,152 Ending balance $ 2,398 $ 599 $ 2,398 $ 599 Changes in the allowance for losses on subscription receivables were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Beginning balance $ 1,095 $ 418 $ 1,292 $ 278 Provision for credit losses on receivables 1,442 1,256 3,367 4,018 Subscription receivables charged off ( 1,452 ) ( 1,487 ) ( 4,173 ) ( 4,426 ) Recoveries 228 177 827 494 Ending balance $ 1,313 $ 364 $ 1,313 $ 364 |
Schedule of assessment of the repayment performance of loans | The following is an assessment of the repayment performance of loan receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the loan receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 63,385 85.9 % $ 63,578 86.6 % Delinquency: 31 to 60 days 5,856 7.9 % 5,579 7.6 % 61 to 90 days 4,601 6.2 % 4,294 5.8 % Total delinquency 10,457 14.1 % 9,873 13.4 % Loan receivables before allowance for credit losses $ 73,842 100.0 % $ 73,451 100.0 % Loan receivables that are 61 to 90 days contractually past due are placed on non-accrual status. The following is an assessment of the repayment performance of Instacash receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the Instacash receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 82,813 84.9 % $ 70,003 90.1 % Delinquency: 31 to 60 days 7,953 8.1 % 7,685 9.9 % 61 to 90 days 6,820 7.0 % — 0.0 % Total delinquency 14,773 15.1 % 7,685 9.9 % Instacash receivables before allowance for credit losses $ 97,586 100.0 % $ 77,688 100.0 % The following is an assessment of the repayment performance of fees receivable as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the fees receivable portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 11,579 84.7 % $ 10,645 75.9 % Delinquency: 31 to 60 days 1,118 8.2 % 3,374 24.1 % 61 to 90 days 974 7.1 % — 0.0 % Total delinquency 2,092 15.3 % 3,374 24.1 % Fees receivable before allowance for credit losses $ 13,671 100.0 % $ 14,019 100.0 % The following is an assessment of the repayment performance of subscription receivables as of September 30, 2023 and December 31, 2022 and presents the contractual delinquency of the subscription receivables portfolio: September 30, 2023 December 31, 2022 Amount Percent Amount Percent Current $ 2,477 71.1 % $ 2,487 72.8 % Delinquency: 31 to 60 days 569 16.3 % 534 15.6 % 61 to 90 days 441 12.6 % 398 11.6 % Total delinquency 1,010 28.9 % 932 27.2 % Subscription receivables before allowance for credit losses $ 3,487 100.0 % $ 3,419 100.0 % |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment consisted of the following: September 30, December 31, 2023 2022 Leasehold improvements $ 1,914 $ 1,970 Furniture and fixtures 720 853 Computers and equipment 2,316 2,298 4,950 5,121 Less: accumulated depreciation ( 2,839 ) ( 2,145 ) Furniture and equipment, net $ 2,111 $ 2,976 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill | Changes in goodwill were as follows: Goodwill Before Impairment Cumulative Goodwill Impairments Goodwill Balance at December 31, 2022 $ 163,360 $ ( 136,760 ) $ 26,600 Goodwill impairment loss — ( 26,721 ) $ ( 26,721 ) Other 121 — 121 Balance at September 30, 2023 $ 163,481 $ ( 163,481 ) $ — |
Schedule of Intangible assets | Intangible assets consisted of the following: September 30, December 31, Useful Life 2023 2022 Proprietary technology and capitalized internal-use software 3 - 7 years $ 41,556 $ 41,495 Work in process 1,672 1,812 Customer relationships 10 - 15 years 160,500 160,500 Trade names 9 - 15 years 15,960 16,620 Less: accumulated amortization ( 38,777 ) ( 26,180 ) Intangible assets, net $ 180,911 $ 194,247 |
Schedule of amortization expense of intangible assets | The following table summarizes estimated future amortization expense of intangible assets placed in service at September 30, 2023 for the years ending: Remainder of 2023 $ 5,890 2024 23,546 2025 23,546 2026 23,546 2027 22,974 Thereafter 79,737 $ 179,239 |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Assets [Abstract] | |
Schedule of other assets consisted | Other assets consisted of the following: September 30, December 31, 2023 2022 Receivable from payment processors $ 34,933 $ 32,881 Prepaid expenses 5,958 8,804 Operating lease right-of-use assets 7,158 9,123 Other 2,981 3,850 Total other assets $ 51,030 $ 54,658 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The Company’s debt as of September 30, 2023 and December 31, 2022 is presented below: September 30, December 31, 2023 2022 Monroe Term Loans $ 75,000 $ 90,000 Unamortized discounts and debt issuance costs ( 743 ) ( 1,383 ) Total secured loans, net $ 74,257 $ 88,617 ROAR 1 SPV Credit Facility $ 63,000 $ 83,000 ROAR 2 SPV Credit Facility 59,000 63,000 Unamortized discounts and debt issuance costs ( 1,837 ) ( 2,606 ) Total other debt, net $ 120,163 $ 143,394 For more information regarding debt instruments outstanding as of December 31, 2022, see Note 9, “Debt” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The Monroe Term Loans (as defined below) are comprised of term loans with a principal balance of $ 70.0 million (the "Term A-1 Loans") and term loans with a principal balance of $ 5.0 million (the "Term A-2 Loans" and together with the Term A-1 Loans, the "Monroe Term Loans"). The interest rate as of September 30, 2023 on the Term A-1 Loans and Term A-2 Loans was 14.75 % and 14.25 % , respectively. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of long-term operating lease liabilities | Maturities of the Company’s long-term operating lease liabilities, which are included in other liabilities on the consolidated balance sheet, were as follows: September 30, 2023 Remainder of 2023 $ 823 2024 3,093 2025 2,662 2026 1,268 2027 904 Thereafter 768 Total lease payments 9,518 Less: imputed interest 1,647 Lease liabilities $ 7,871 Weighted-average remaining lease term (years) 3.6 Weighted-average discount rate 11.8 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of represents activity and outstanding equity | Type Vesting Conditions Units Granted Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 688,903 $ 20.87 n/a Performance Stock Unit Service and performance-based 173,599 $ 17.03 n/a Performance Stock Unit Service and market-based 300,000 $ 9.73 n/a Type Vesting Conditions Units Outstanding Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 891,346 $ 32.17 n/a Performance Stock Unit Service and performance-based 200,456 $ 22.91 n/a Performance Stock Unit Service and market-based 323,894 $ 11.45 n/a Options Service-based 904,162 $ 20.78 $ 25.78 |
Schedule of weighted average grant date fair value of options granted | Assumptions used for the Monte Carlo simulation model were as follows: Nine Months Ended September 30, 2023 Expected Volatility 83 % Expected Dividend — Expected Term in Years 3.00 Risk Free Interest Rate 4.72 % |
Stock Warrants (Tables)
Stock Warrants (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Stock Warrants [Abstract] | |
Schedule of changes in the liability related to the private placement warrants | The following table presents the changes in the liability related to the Private Placement Warrants: Private Placement Warrants Warrants payable balance, December 31, 2022 $ 337 Mark-to-market adjustment 68 Warrants payable balance, September 30, 2023 $ 405 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of computation of net loss per common share | The following table sets forth the computation of net loss per share of Class A Common Stock for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ ( 4,110 ) $ ( 21,017 ) $ ( 41,050 ) $ ( 54,060 ) (Accrued) / reversal of previously accrued dividends on preferred stock — ( 1,688 ) 690 ( 4,892 ) Net loss attributable to common shareholders $ ( 4,110 ) $ ( 22,705 ) $ ( 40,360 ) $ ( 58,952 ) Denominator: Weighted-average common shares outstanding - basic and diluted (1) 10,221,956 8,156,757 9,375,221 7,910,074 Net loss per share attributable to common stockholders - basic and diluted (1) $ ( 0.40 ) $ ( 2.78 ) $ ( 4.30 ) $ ( 7.45 ) (1) Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Schedule of potentially issuable common shares | The following potentially issuable shares of Class A Common Stock have been excluded from the computation of diluted net loss per share for the three and nine months ended September 30, 2023 and 2022: September 30, 2023 2022 Conversion of convertible preferred stock (1) — 855,186 Warrants to purchase common stock and redeemable convertible preferred stock (1) 853,330 853,330 PSUs, RSUs and options to purchase common stock (1) 2,319,858 1,927,214 Right to receive earnout shares (1) 583,333 583,333 Total common stock equivalents 3,756,521 4,219,063 (1) Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Mergers and Acquisitions (Table
Mergers and Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Mergers and Acquisitions [Abstract] | |
Schedule of fair value of even financial's inc's acquired assets and liabilities assumed | The fair value of Even Financial Inc.’s acquired assets and liabilities assumed were as follows: February 17, 2022 Assets Cash and cash equivalents $ 4,501 Enterprise receivables 9,863 Property and equipment 441 Intangible assets 182,640 Goodwill 111,474 Other assets 3,354 Total assets 312,273 Liabilities Accounts payable and accrued liabilities 9,258 Deferred tax liability 29,073 Other liabilities 2,846 Total liabilities 41,177 Net assets and liabilities acquired $ 271,096 |
Schedule of changes in the liability related to the Earnout and Preferred Stock Equivalents | The following table presents the changes in the liability related to the Earnout and Preferred Stock Equivalents: Preferred Stock Earnout Equivalents Balance as of December 31, 2022 $ 6,946 $ 1,997 Change in fair value of contingent consideration ( 5,047 ) ( 1,386 ) Settlement of contingent consideration ( 1,899 ) ( 611 ) Balance as of September 30, 2023 $ — $ — |
Schedule of the company's Pro Forma Revenue and Net Loss | The Company’s pro forma revenue and net loss for the nine months ended September 30, 2022 below has been prepared as if Even Financial Inc. had been purchased on January 1, 2022. The Company made certain pro forma adjustments related to amortization of intangible assets, intercompany activity and interest expense. Nine Months Ended September 30, 2022 (unaudited) Revenue $ 254,901 Net loss $ ( 58,430 ) |
Description of Business and B_2
Description of Business and Basis Of Presentation (Details) | 3 Months Ended | 9 Months Ended | ||||
Apr. 24, 2023 $ / shares shares | Sep. 30, 2023 $ / shares shares | Sep. 30, 2022 | Sep. 30, 2023 $ / shares shares | Sep. 30, 2022 | Dec. 31, 2022 $ / shares shares | |
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||||
Reclassified to common stock description | every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock | |||||
Reverse stock split description | 1-for-30 reverse stock split | At the effective time of the Reverse Stock Split, every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock, and the total number of shares of Class A Common Stock authorized for issuance was reduced by a corresponding proportion from 2,000,000,000 shares to 66,666,666 shares. | ||||
Maximum [Member] | ||||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||||
Common stock, shares authorized | 2,000,000,000 | |||||
Class A Common Stock [Member] | ||||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Reverse stock split ratio | 0.033 | 0.0333 | 0.0333 | 0.0333 | 0.0333 | |
Number of common shares issued and outstanding or held as treasury stock | 30 | |||||
Common stock, shares authorized | 66,666,666 | 66,666,666 | 66,666,666 | |||
Class A Common Stock [Member] | Maximum [Member] | ||||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||||
Common stock, shares authorized post reverse stock splits | 66,666,666 | |||||
Series A Redeemable Convertible Preferred Stock [Member] | ||||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||||
Convertible preferred stock, par value | $ / shares | $ 0.0001 | |||||
Redeemable convertible preferred stock, shares authorized | 200,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jan. 01, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jan. 01, 2022 USD ($) | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Operating lease right-of-use asset | $ 7,158,000 | $ 9,123,000 | |||
Operating lease liability | 7,871,000 | ||||
Assets transfer between level amount | 0 | $ 0 | |||
Liabilities transfer between level amount | 0 | $ 0 | |||
Goodwill impairment loss | 26,721,000 | 136,760,000 | |||
Consumer receivables, net | 158,079,000 | 145,135,000 | |||
Enterprise receivables, net | 19,109,000 | 19,017,000 | |||
Accumulated deficit | (698,524,000) | $ (657,979,000) | |||
Measurement Input, Discount Rate [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Alternative investment, measurement input | 0.305 | ||||
Measurement Input, Long-Term Revenue Growth Rate [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Alternative investment, measurement input | 0.03 | ||||
Recurring [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Assets measured at fair value | 0 | $ 0 | |||
Non-recurring [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Assets measured at fair value | 0 | 0 | |||
Liabilities measured at fair value | $ 0 | $ 0 | |||
ASU 2016-02 [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Operating lease right-of-use asset | $ 3,551,000 | ||||
Operating lease liability | $ 3,551,000 | ||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||||
Accounting pronouncement adoption date | Jan. 01, 2022 | ||||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | ||||
ASU 2019-12 [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||||
Accounting pronouncement adoption date | Dec. 31, 2022 | ||||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | ||||
ASU 2016-13 [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||||
Accounting pronouncement adoption date | Jan. 01, 2023 | ||||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | ||||
ASU 2016-13 [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Consumer receivables, net | $ 692,000 | ||||
Enterprise receivables, net | (187,000) | ||||
Accumulated deficit | $ 505,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of revenue recognition and related receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Consumer revenues | ||||
Service and subscription fees | $ 67,841 | $ 52,109 | $ 196,547 | $ 149,271 |
Net interest income on finance receivables | 3,258 | 2,351 | 9,490 | 7,436 |
Total consumer revenues | 71,099 | 54,460 | 206,037 | 156,707 |
Enterprise service revenues | 39,159 | 34,288 | 104,431 | 89,095 |
Total revenue, net | $ 110,258 | $ 88,748 | $ 310,468 | $ 245,802 |
Consumer Receivables (Details)
Consumer Receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Consumer Receivables [Abstract] | ||||
Net charge-offs of accrued interest income | $ 396 | $ 568 | $ 1,069 | $ 1,614 |
Consumer Receivables - Schedule
Consumer Receivables - Schedule of consumer receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of consumer receivables [Abstract] | ||
Loan receivables | $ 73,842 | $ 73,451 |
Instacash receivables | 97,586 | 77,688 |
Finance receivables | 171,428 | 151,139 |
Fees receivable | 13,671 | 14,019 |
Subscription receivables | 3,487 | 3,419 |
Deferred loan origination costs | 94 | 331 |
Accrued interest receivable | 1,472 | 1,068 |
Consumer receivables, before allowance for credit losses | $ 190,152 | $ 169,976 |
Consumer Receivables - Schedu_2
Consumer Receivables - Schedule of changes in the allowance for losses on consumer receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||||
Provision for credit losses on receivables | $ 25,121 | $ 27,428 | $ 67,194 | $ 77,453 |
Losses on Loan Receivables [Member] | ||||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||||
Beginning balance | 6,249 | 5,757 | 5,784 | 6,494 |
Provision for credit losses on receivables | 3,205 | 1,344 | 6,808 | 7,445 |
Receivables charged off | (3,660) | (5,089) | (10,417) | (13,494) |
Recoveries | 808 | 3,331 | 4,427 | 4,898 |
Ending balance | 6,602 | 5,343 | 6,602 | 5,343 |
Losses on Instacash Receivables [Member] | ||||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||||
Beginning balance | 22,311 | 16,401 | 23,240 | 15,131 |
Provision for credit losses on receivables | 17,846 | 22,275 | 46,348 | 59,232 |
Receivables charged off | (23,217) | (28,681) | (62,815) | (75,360) |
Recoveries | 4,820 | 6,332 | 14,987 | 17,324 |
Ending balance | 21,760 | 16,327 | 21,760 | 16,327 |
Losses on Fees Receivable [Member] | ||||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||||
Beginning balance | 2,100 | 548 | 908 | 420 |
Provision for credit losses on receivables | 2,628 | 2,553 | 10,671 | 6,758 |
Receivables charged off | (2,957) | (3,246) | (11,082) | (8,731) |
Recoveries | 627 | 744 | 1,901 | 2,152 |
Ending balance | 2,398 | 599 | 2,398 | 599 |
Losses on Subscription Receivables [Member] | ||||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||||
Beginning balance | 1,095 | 418 | 1,292 | 278 |
Provision for credit losses on receivables | 1,442 | 1,256 | 3,367 | 4,018 |
Receivables charged off | (1,452) | (1,487) | (4,173) | (4,426) |
Recoveries | 228 | 177 | 827 | 494 |
Ending balance | $ 1,313 | $ 364 | $ 1,313 | $ 364 |
Consumer Receivables - Schedu_3
Consumer Receivables - Schedule of assessment of the repayment performance of loans (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Loans Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 73,842 | $ 73,451 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 97,586 | $ 77,688 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 13,671 | $ 14,019 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 3,487 | $ 3,419 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Current [Member] | Loans Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 63,385 | $ 63,578 |
Current, Percent | 85.90% | 86.60% |
Current [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 82,813 | $ 70,003 |
Current, Percent | 84.90% | 90.10% |
Current [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 11,579 | $ 10,645 |
Current, Percent | 84.70% | 75.90% |
Current [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 2,477 | $ 2,487 |
Current, Percent | 71.10% | 72.80% |
31 to 60 days [Member] | Loans Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 5,856 | $ 5,579 |
Delinquency, Percent | 7.90% | 7.60% |
31 to 60 days [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 7,953 | $ 7,685 |
Delinquency, Percent | 8.10% | 9.90% |
31 to 60 days [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 1,118 | $ 3,374 |
Delinquency, Percent | 8.20% | 24.10% |
31 to 60 days [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 569 | $ 534 |
Delinquency, Percent | 16.30% | 15.60% |
61 to 90 days [Member] | Loans Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 4,601 | $ 4,294 |
Delinquency, Percent | 6.20% | 5.80% |
61 to 90 days [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 6,820 | $ 0 |
Delinquency, Percent | 7% | 0% |
61 to 90 days [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 974 | $ 0 |
Delinquency, Percent | 7.10% | 0% |
61 to 90 days [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 441 | $ 398 |
Delinquency, Percent | 12.60% | 11.60% |
Total Delinquency [Member] | Loans Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 10,457 | $ 9,873 |
Delinquency, Percent | 14.10% | 13.40% |
Total Delinquency [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 14,773 | $ 7,685 |
Delinquency, Percent | 15.10% | 9.90% |
Total Delinquency [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 2,092 | $ 3,374 |
Delinquency, Percent | 15.30% | 24.10% |
Total Delinquency [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 1,010 | $ 932 |
Delinquency, Percent | 28.90% | 27.20% |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 225 | $ 318 | $ 812 | $ 805 |
Property and Equipment (Detai_2
Property and Equipment (Details) - Schedule of property and equipment - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | $ 4,950 | $ 5,121 |
Less: accumulated depreciation | (2,839) | (2,145) |
Furniture and equipment, net | 2,111 | 2,976 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | 1,914 | 1,970 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | 720 | 853 |
Computers and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | $ 2,316 | $ 2,298 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Costs capitalized in connection with internally developed software | $ 1,454 | $ 2,281 | $ 4,305 | $ 5,069 |
Amortization expense | $ 5,881 | $ 5,838 | $ 17,591 | $ 14,778 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of changes in goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill Before Impairment, Beginning Balance | $ 163,360 | |
Goodwill Before Impairment, Other | 121 | |
Goodwill Before Impairment, Ending Balance | 163,481 | $ 163,360 |
Cumulative Goodwill Impairments, Beginning Balance | (136,760) | |
Cumulative Goodwill Impairments, Goodwill Impairment Loss | (26,721) | |
Cumulative Goodwill Impairments, Ending Balance | (163,481) | (136,760) |
Goodwill, Beginning Balance | 26,600 | |
Goodwill impairment loss | (26,721) | (136,760) |
Other | $ 121 | |
Goodwill, Ending Balance | $ 26,600 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Intangible assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software | $ 41,556 | $ 41,495 |
Work in process | 1,672 | 1,812 |
Customer relationships | 160,500 | 160,500 |
Trade names | 15,960 | 16,620 |
Less: accumulated amortization | (38,777) | (26,180) |
Intangible assets, net | $ 180,911 | $ 194,247 |
Minimum [Member] | ||
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software, Useful Life | 3 years | |
Customer relationships, Useful Life | 10 years | |
Trade names, Useful Life | 9 years | |
Maximum [Member] | ||
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software, Useful Life | 7 years | |
Customer relationships, Useful Life | 15 years | |
Trade names, Useful Life | 15 years |
Intangible Assets - Schedule _3
Intangible Assets - Schedule of amortization expense of intangible assets (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |
Remainder of 2023 | $ 5,890 |
2024 | 23,546 |
2025 | 23,546 |
2026 | 23,546 |
2027 | 22,974 |
Thereafter | 79,737 |
Total | $ 179,239 |
Other Assets (Details) - Schedu
Other Assets (Details) - Schedule of other assets consisted - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of other assets consisted [Abstract] | ||
Receivable from payment processors | $ 34,933 | $ 32,881 |
Prepaid expenses | 5,958 | 8,804 |
Operating lease right-of-use assets | 7,158 | 9,123 |
Others | 2,981 | 3,850 |
Total other assets | $ 51,030 | $ 54,658 |
Variable Interest Entities (Det
Variable Interest Entities (Details) | 9 Months Ended |
Sep. 30, 2023 | |
Variable Interest Entities [Abstract] | |
Exceeds aggregate principal amount percentage | 90% |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | 9 Months Ended | ||||
Oct. 15, 2023 | Jul. 15, 2023 | May 01, 2023 | Mar. 24, 2022 | Sep. 30, 2023 | |
Debt Instrument [Line Items] | |||||
Debt description | The interest rate as of September 30, 2023 on the Term A-1 Loans and Term A-2 Loans was 14.75% and 14.25%, respectively. | ||||
Monroe Term Loan [Member] | Term A-1 Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowings under the agreement (in Dollars) | $ 70 | $ 70 | |||
Maturity date | Mar. 24, 2026 | ||||
Debt instrument, stated percentage | 14.75% | ||||
Monroe Term Loan [Member] | Term A-1 Loans [Member] | Forecast [Member] | |||||
Debt Instrument [Line Items] | |||||
Prepayment of outstanding principal balance | $ 5 | ||||
Monroe Term Loan [Member] | Term A-2 Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowings under the agreement (in Dollars) | $ 20 | $ 5 | |||
Maturity date | May 01, 2023 | ||||
Debt instrument, stated percentage | 14.25% | ||||
Payment of outstanding principal balance | $ 10 | $ 5 | |||
Monroe Term Loan [Member] | Term B Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount available to be drawn | $ 20 | ||||
Debt instrument, unused borrowing capacity, remaining period | 18 months |
Debt (Details) - Schedule of de
Debt (Details) - Schedule of debt - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Unamortized discounts and debt issuance costs | $ (743) | $ (1,383) |
Total secured loans, net | 74,257 | 88,617 |
Unamortized discounts and debt issuance costs | (1,837) | (2,606) |
Total other debt, net | 120,163 | 143,394 |
Monroe Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total secured loans, net | 75,000 | 90,000 |
ROAR 1 SPV Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total other debt, net | 63,000 | 83,000 |
ROAR 2 SPV Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total other debt, net | $ 59,000 | $ 63,000 |
Leases (Details)
Leases (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jul. 28, 2023 ft² | |
Leases [Abstract] | |||||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | ||||
Lessee, Operating Lease, Existence of Option to Terminate [true false] | true | ||||
Lease expenses related to long-term leases | $ 1,092 | $ 770 | $ 2,673 | $ 2,138 | |
Sublease | ft² | 12,765 | ||||
Impairment charges | 377 | ||||
Net rental income | $ 111 | $ 111 |
Leases - Schedule of long-term
Leases - Schedule of long-term operating lease liabilities (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Leases [Abstract] | |
Remainder of 2023 | $ 823 |
2024 | 3,093 |
2025 | 2,662 |
2026 | 1,268 |
2027 | 904 |
Thereafter | 768 |
Total lease payments | 9,518 |
Less: imputed interest | 1,647 |
Lease liabilities | $ 7,871 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent |
Weighted-average remaining lease term (years) | 3 years 7 months 6 days |
Weighted-average discount rate | 11.80% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Feb. 17, 2022 | |
Income Taxes (Details) [Line Items] | ||||
Valuation allowance | $ 90,917 | $ 84,952 | ||
Valuation allowance increase (decrease) | $ 5,900 | $ (1,100) | ||
Effective statutory tax rate | 21% | |||
Operating loss carryforwards | $ 753,300 | $ 786,600 | ||
Operating loss carryforwards, description | Company's annual limitation is expected to be increased in the first five years | |||
Net operating losses | $ 87,800 | $ 121,400 | ||
Net operating losses available | 3,100 | |||
Net operating losses restricted | 6,000 | |||
Net operating losses generated | 55,000 | |||
Net operating losses solely subject to limitation | 58,100 | |||
Net operating losses subject to limitation | 3,800 | |||
Federal research and development credit carryforwards for income tax expense | $ 1,200 | |||
Current carryforwards expiration term | If not used, the current carryforwards will expire beginning in 2034. | |||
Annual limitation amount per year | 8,200 | |||
Net unrealized built-in gain | $ 265,200 | $ 330,700 | ||
U.S. Federal [Member] | ||||
Income Taxes (Details) [Line Items] | ||||
Net operating losses | $ 398,000 | |||
State [Member] | ||||
Income Taxes (Details) [Line Items] | ||||
Expiration term | state operating loss carryforwards begin to expire in 2027 |
Common and Preferred Stock (Det
Common and Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |||
May 26, 2023 | Sep. 30, 2023 | May 22, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||
Common stock voting rights | one | |||
Conversion basis | Shares of Series A Preferred Stock were convertible into shares of Class A Common Stock on a one-for-thirty basis, subject to customary anti-dilution adjustments. | |||
Cash paid to equityholders | $ 14,514 | |||
Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Volume-weighted average price | $ 10 | $ 10 | ||
Redeemable convertible preferred stock (in Shares) | 1,012,293 | 229,605 | ||
Cash paid to equityholders | $ 3,000 | |||
Series A Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Convertible preferred stock liquidation preference per share | $ 10 | |||
Redeemable convertible preferred stock, shares issued | 30,049,053 | 0 | 25,655,579 | |
Redeemable convertible preferred stock, shares outstanding | 30,049,053 | 0 | 25,655,579 | |
Redeemable convertible preferred stock (in Shares) | 28,164,811 | 4,354,092 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||||
Stock-based compensation | $ 5,702 | $ 5,127 | $ 16,657 | $ 13,643 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of represents activity and outstanding equity - Omnibus Incentive Plan | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Restricted Stock Unit [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service-based |
Units Granted (in Shares) | shares | 688,903 |
Weighted Average Grant Date Fair Value | $ 20.87 |
Units Outstanding | shares | 891,346 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 32.17 |
Performance Stock Unit [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service and performance-based |
Units Granted (in Shares) | shares | 173,599 |
Weighted Average Grant Date Fair Value | $ 17.03 |
Units Outstanding | shares | 200,456 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 22.91 |
Performance Stock Unit One [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service and market-based |
Units Granted (in Shares) | shares | 300,000 |
Weighted Average Grant Date Fair Value | $ 9.73 |
Units Outstanding | shares | 323,894 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 11.45 |
Options [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service-based |
Units Outstanding | shares | 904,162 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 20.78 |
Outstanding Equity Awards, Weighted Average Strike Price | $ 25.78 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of weighted average grant date fair value of options granted (Details) - PSUs [Member] | 9 Months Ended |
Sep. 30, 2023 | |
Stock-Based Compensation (Details) - Schedule of weighted average grant date fair value of options granted [Line Items] | |
Expected Volatility | 83% |
Expected Term in Years | 3 years |
Risk Free Interest Rate | 4.72% |
Stock Warrants (Details)
Stock Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Stocks Warrant [Line Item] | ||
Additional paid-in capital | $ 964,203 | $ 766,839 |
Private Placement Warrants [Member] | ||
Stocks Warrant [Line Item] | ||
Warrants outstanding | 270,000 | |
Public Warrants [Member] | ||
Stocks Warrant [Line Item] | ||
Warrants outstanding | 583,333 | |
Warrant price per share | $ 0.04 |
Stock Warrants (Details) - Sche
Stock Warrants (Details) - Schedule of changes in the liability related to the private placement warrants $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Stock Warrants (Details) - Schedule of changes in the liability related to the private placement warrants [Line Items] | |
Warrants payable balance, December 31, 2022 | $ 337 |
Warrants payable balance, September 30, 2023 | 405 |
Private Placement Warrants [Member] | |
Stock Warrants (Details) - Schedule of changes in the liability related to the private placement warrants [Line Items] | |
Warrants payable balance, December 31, 2022 | 337 |
Mark-to-market adjustment | (68) |
Warrants payable balance, September 30, 2023 | $ 405 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of computation of net loss per common share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Numerator: | |||||
Net loss | $ (4,110) | $ (21,017) | $ (41,050) | $ (54,060) | |
(Accrued) / reversal of previously accrued dividends on preferred stock | (1,688) | 690 | (4,892) | ||
Net loss attributable to common shareholders | $ (4,110) | $ (22,705) | $ (40,360) | $ (58,952) | |
Denominator: | |||||
Weighted-average common shares outstanding - basic (in Shares) | [1],[2] | 10,221,956 | 8,156,757 | 9,375,221 | 7,910,074 |
Weighted-average common shares outstanding - diluted (in Shares) | [1],[2] | 10,221,956 | 8,156,757 | 9,375,221 | 7,910,074 |
Net (loss) income per share attributable to common stockholders - basic | [1],[2] | $ (0.4) | $ (2.78) | $ (4.3) | $ (7.45) |
Net (loss) income per share attributable to common stockholders - diluted | [1],[2] | $ (0.4) | $ (2.78) | $ (4.3) | $ (7.45) |
[1] Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. Prior period results have been adjusted to reflect the Reverse Stock Split of the Class A Common Stock at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of computation of net loss per common share (Parenthetical) (Details) | 3 Months Ended | 9 Months Ended | |||
Apr. 24, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Class A Common Stock [Member] | |||||
Net Income Loss Per Share (Details) [Line Items] | |||||
Exchange ratio | 0.033 | 0.0333 | 0.0333 | 0.0333 | 0.0333 |
Net Loss Per Share - Schedule_3
Net Loss Per Share - Schedule of potentially issuable common shares (Details) - shares | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total common stock equivalents | 3,756,521 | 4,219,063 | 3,756,521 | 4,219,063 | |
Conversion of Convertible Preferred Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total common stock equivalents | [1] | 855,186 | 855,186 | ||
Warrants to Purchase Common Stock and Redeemable Convertible Preferred Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total common stock equivalents | [1] | 853,330 | 853,330 | 853,330 | 853,330 |
PSUs, RSUs and Options to Purchase Common Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total common stock equivalents | [1] | 2,319,858 | 1,927,214 | 2,319,858 | 1,927,214 |
Right to Receive Earnout Shares [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total common stock equivalents | [1] | 583,333 | 583,333 | 583,333 | 583,333 |
[1] Prior period results have been adjusted to reflect the Reverse Stock Split at a ratio of 1-for-30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details. |
Net Loss Per Share - Schedule_4
Net Loss Per Share - Schedule of potentially issuable common shares (Parenthetical) (Details) | 3 Months Ended | 9 Months Ended | |||
Apr. 24, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Class A Common Stock | |||||
Net Income Loss Per Share (Details) [Line Items] | |||||
Exchange ratio | 0.033 | 0.0333 | 0.0333 | 0.0333 | 0.0333 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - Class A Common Stock $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 24, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Reverse stock split ratio | 0.033 | 0.0333 | 0.0333 | 0.0333 | 0.0333 | |
MALKA Acquisition [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Earnout payment | $ 25 |
Mergers and Acquisitions (Detai
Mergers and Acquisitions (Details) - USD ($) $ in Thousands | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | May 26, 2023 | May 22, 2023 | Dec. 31, 2022 | |
Mergers and Acquisitions (Details) [Line Items] | |||||
Cash paid to equityholders | $ 14,514 | ||||
Exchange of shares (in Shares) | 8,883,228 | ||||
Common stock option to acquire (in Shares) | 196,728 | ||||
Class A Common stock vested value | $ 8,960 | ||||
Aggregate shares of series A convertible preferred stock (in Shares) | 8,000,000 | ||||
Total purchase price | $ 271,096 | ||||
Repayment of existing indebtedness | 5,703 | ||||
Transaction costs | 2,868 | ||||
Payment related to contingent consideration to equity holders and advisors | 459 | ||||
Unsettled restricted shares payable | $ 2,444 | ||||
Increase (decrease) consideration amount | $ (180) | $ 15,417 | |||
Class A Common Stock [Member] | |||||
Mergers and Acquisitions (Details) [Line Items] | |||||
Series A convertible preferred stock (in Shares) | 229,605 | 1,012,293 | |||
Cash paid to equityholders | $ 3,000 | ||||
Common stock issued to settle preferred stock equivalents | 23,453 | ||||
Series A Preferred Stock [Member] | |||||
Mergers and Acquisitions (Details) [Line Items] | |||||
Series A convertible preferred stock (in Shares) | 28,164,811 | 4,354,092 | |||
Additional shares of series A convertible preferred stock (in Shares) | 529,120 | ||||
Business combination transaction expenses | $ 193,721 | ||||
Earnout | |||||
Mergers and Acquisitions (Details) [Line Items] | |||||
Cash paid to equityholders | $ 459 | ||||
Preferred Stock Equivalents | |||||
Mergers and Acquisitions (Details) [Line Items] | |||||
Cash paid to equityholders | $ 307 |
Mergers and Acquisitions - Sche
Mergers and Acquisitions - Schedule of fair value of even financial inc's acquired assets and liabilities assumed (Details) - Even Financial Inc [Member] $ in Thousands | Feb. 17, 2022 USD ($) |
Assets | |
Cash and cash equivalents | $ 4,501 |
Enterprise receivables | 9,863 |
Property and equipment | 441 |
Intangible assets | 182,640 |
Goodwill | 111,474 |
Other assets | 3,354 |
Total assets | 312,273 |
Liabilities: | |
Accounts payable and accrued liabilities | 9,258 |
Other liabilities | 2,846 |
Deferred tax liability | 29,073 |
Total liabilities | 41,177 |
Net assets and liabilities acquired | $ 271,096 |
Mergers and Acquisitions - Sc_2
Mergers and Acquisitions - Schedule of changes in the liability related to the Earnout and Preferred Stock Equivalents (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Earnout | |
Mergers and Acquisitions (Details) [Line Items] | |
Balance as of December 31, 2022 | $ 6,946 |
Change in fair value of contingent consideration | (5,047) |
Settlement of contingent consideration | (1,899) |
Preferred Stock Equivalents | |
Mergers and Acquisitions (Details) [Line Items] | |
Balance as of December 31, 2022 | 1,997 |
Change in fair value of contingent consideration | (1,386) |
Settlement of contingent consideration | $ (611) |
Mergers and Acquisitions - Sc_3
Mergers and Acquisitions - Schedule of the company's Pro Forma Revenue and Net Loss (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Business Acquisition, Pro Forma Information [Abstract] | |
Revenue | $ 254,901 |
Net loss | $ (58,430) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 13, 2023 | Sep. 30, 2023 | |
Subsequent Event [Line Items] | ||
Payment of outstanding principal balance | $ 5,703 | |
Subsequent Event [Member] | Term A-1 Loans [Member] | ||
Subsequent Event [Line Items] | ||
Payment of outstanding principal balance | $ 5,000 | |
Subsequent Event [Member] | Term A Two Loans [Member] | ||
Subsequent Event [Line Items] | ||
Remaining principal balance | $ 5,000 |