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v3.23.1

Debt | 3 Months Ended
--- | ---
Mar. 31, 2023
Debt Disclosure [Abstract] |
Debt | Debt The following table summarizes the components of our debt:
Borrowing Description |  | March 31, 2023 |  | December 31, 2022
| Total Collateral(1) |  | Stated Interest Rate(2) |  | Termination/ Maturity(3) |  | Total Capacity |  | Total Outstanding(4) |  | Total Outstanding
Debt Facilities |  |  |  |  |  |  |  |  |  |  |  |
Personal loan warehouse facilities |  | $ | 1,845,226 |  |  | 5.00% – 6.71% |  | June 2023 – January 2032 |  | $ | 4,100,000 |  |  | $ | 1,539,865 |  |  | $ | 1,452,085 |
Student loan warehouse facilities |  | 2,737,906 |  |  | 5.42% – 6.66% |  | April 2023 – June 2025 |  | 4,180,000 |  |  | 1,868,019 |  |  | 1,504,926 |
Credit card warehouse facility |  | — |  |  | 6.26% |  | August 2024 |  | 100,000 |  |  | — |  |  | — |
Risk retention warehouse facilities(5) |  | 117,157 |  |  | 6.37% – 7.19% |  | January 2024 – October 2027 |  | 200,000 |  |  | 95,196 |  |  | 101,964 |
Revolving credit facility(6) |  |  |  | 5.86% |  | September 2023 |  | 560,000 |  |  | 486,000 |  |  | 486,000 |
Other Debt |  |  |  |  |  |  |  |  |  |  |  |
Convertible senior notes(7) |  |  |  | —% |  | October 2026 |  |  |  | 1,200,000 |  |  | 1,200,000 |
Other financing(8) |  | 28,735 |  |  |  |  |  |  | 23,955 |  |  | — |  |  | — |
Securitizations |  |  |  |  |  |  |  |  |  |  |  |
Personal loan securitizations |  | 955,674 |  |  | 0.49% – 6.21% |  | September 2030 – May 2031 |  |  |  | 738,588 |  |  | 529,132 |
Student loan securitizations |  | 210,040 |  |  | 1.83% – 9.29% |  | April 2023 – July 2040 |  |  |  | 231,927 |  |  | 246,856 |
Total, before unamortized debt issuance costs, premiums and discounts |  |  |  |  |  |  |  |  |  | $ | 6,159,595 |  |  | $ | 5,520,963 |
Less: unamortized debt issuance costs, premiums and discounts |  |  |  |  |  |  |  |  |  | (34,094) |  |  | (35,081) |
Total debt |  |  |  |  |  |  |  |  |  | $ | 6,125,501 |  |  | $ | 5,485,882 |
_________________ (1)As of March 31, 2023, represents the total of the unpaid principal balances within each debt category, with the exception of the risk retention warehouse facilities, which include securitization-related investments carried at fair value. In addition, certain securitization interests that eliminate in consolidation are pledged to risk retention warehouse facilities. Collateral balances relative to debt balances may vary period to period due to the timing of the next scheduled payment to the warehouse facility. (2)For variable-rate debt, the ranges of stated interest rates are based on the interest rates in effect as of March 31, 2023. The interest on our variable-rate debt is typically designed as a reference rate plus a spread. Reference rates as of March 31, 2023 included one-month London Inter-Bank Offered Rate (“LIBOR”), three-month LIBOR, overnight Secured Overnight Financing Rate (“SOFR”), one-month SOFR, three-month SOFR, prime rate and commercial paper rates determined by the facility lenders. As debt arrangements are renewed, the reference rate and/or spread are subject to change. Unused commitment fees ranging from 0 to 65 basis points (“bps”) on our various warehouse facilities are recognized within noninterest expense—general and administrative in our condensed consolidated statements of operations and comprehensive income (loss). (3)For securitization debt, the maturity of the notes issued by the various trusts occurs upon either the maturity of the loan collateral or full payment of the loan collateral held in the trusts. Our maturity date represents the legal maturity of the last class of maturing notes. Securitization debt matures as loan collateral payments are made. (4)There were no debt discounts or premiums issued during the three months ended March 31, 2023. (5)For risk retention warehouse facilities, we only state capacity amounts for facilities wherein we can pledge additional asset-backed bonds and residual investments as of the balance sheet date. (6)As of March 31, 2023, $6.0 million of the revolving credit facility total capacity was not available for general borrowing purposes because it was utilized to secure a letter of credit. Refer to our letter of credit disclosures in Note 15. Commitments, Guarantees, Concentrations and Contingencies for more details. Additionally, the interest rate presented is the interest rate on standard withdrawals on our revolving credit facility, while same-day withdrawals incur interest based on prime rate. In April 2023, the Company amended and restated the terms of the revolving credit facility. See Note 18. Subsequent Events to the Notes to Condensed Consolidated Financial Statements for additional information. (7)The original issue discount and debt issuance costs related to the convertible senior notes are amortized into interest expense—corporate borrowings in the condensed consolidated statements of operations and comprehensive income (loss) using the effective interest method over the contractual term of the notes. For the three months ended March 31, 2023 and 2022, total interest expense on the convertible notes was $1,272 and $1,267, respectively, related to amortization of debt discount and issuance costs, and the effective interest rate was 0.11% and 0.11%, respectively. As of March 31, 2023 and December 31, 2022, unamortized debt discount and issuance costs were $18.1 million and $19.4 million, respectively, and the net carrying amount was $1.18 billion and $1.18 billion, respectively. (8)Includes $28.7 million of loans pledged as collateral to secure $19.0 million of available borrowing capacity with the Federal Home Loan Bank (“FHLB”), of which $13.7 million was not available as it was utilized to secure letters of credit. Refer to our letter of credit disclosures in Note 15. Commitments, Guarantees, Concentrations and Contingencies for more details. Also includes unsecured available borrowing capacity of $5.0 million with correspondent banks. Material Changes to Debt Arrangements During the three months ended March 31, 2023, we opened one personal loan warehouse facility with an aggregate maximum available capacity of $500.0 million, and closed one risk retention warehouse facility. Our warehouse and securitization debt is secured by a continuing lien and security interest in the loans financed by the proceeds. Within each of our debt facilities, we must comply with certain operating and financial covenants. These financial covenants include, but are not limited to, maintaining: (i) a certain minimum tangible net worth, (ii) minimum cash and cash equivalents, and (iii) a maximum leverage ratio of total debt to tangible net worth. Our debt covenants can lead to restricted cash classifications in our condensed consolidated balance sheets. Our subsidiaries are restricted in the amount that can be distributed to the parent company only to the extent that such distributions would cause the financial covenants to not be met. We were in compliance with all financial covenants. We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default. As of March 31, 2023, we have not identified any risks of nonpayment by our wholly-owned subsidiaries. Maturities of Borrowings Future maturities of our outstanding debt with scheduled payments, which included our revolving credit facility and convertible notes, were as follows:
| March 31, 2023
Remainder of 2023 | $ | 486,000 |
2024 | — |
2025 | — |
2026 | 1,200,000 |
2027 | — |
Thereafter | — |
Total | $ | 1,686,000 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI https://asc.fasb.org/topic&trid=2208564 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (h) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (c) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (g) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1E -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (i) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 + Details
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