oprt-20200630

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number 001-39050

OPORTUN FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware

45-3361983

State or Other Jurisdiction of
Incorporation or Organization

I.R.S. Employer Identification No.

2 Circle Star Way

San Carlos,

94070

Address of Principal Executive Offices

Zip Code

Registrant’s Telephone Number, Including Area Code

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	OPRT	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Smaller reporting company	☒
Accelerated filer	☐	Emerging growth company	☐
Non-accelerated filer	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

The number of shares of registrant’s common stock outstanding as of July 31, 2020 was 27,331,162.

Terms and abbreviations used in this report are defined below.


Term or Abbreviation						Definition
30+ Day Delinquency Rate ⁽¹⁾						Unpaid principal balance for our owned loans that are 30 or more calendar days contractually past due as of the end of the period divided by Owned Principal Balance as of such date
Access Loan Program						A program intended to make credit available to select borrowers who do not qualify for credit under Oportun's core loan origination program
Active Customers ⁽¹⁾						Number of customers with an outstanding loan serviced by us at the end of a period. Active Customers includes customers whose loans are owned by us and loans that have been sold that we continue to service. Customers with charged-off accounts are excluded from Active Customers
Adjusted EBITDA						Adjusted EBITDA is a non-GAAP financial measure calculated as net income (loss), adjusted for the impact of our election of the fair value option and further adjusted to eliminate the effect of the following items: income tax expense (benefit), COVID-19 expenses, stock-based compensation, depreciation and amortization, litigation reserve, origination fees for Fair Value Loans, net and fair value mark-to-market adjustment
Adjusted Earnings Per Share ("EPS")						Adjusted EPS is a non-GAAP financial measure calculated by dividing Adjusted Net Income by adjusted weighted-average diluted common shares outstanding. Weighted-average diluted common shares outstanding have been adjusted to reflect the conversion of all preferred shares as of the beginning of each annual period
Adjusted Net Income						Adjusted Net Income is a non-GAAP financial measure calculated by adjusting our net income (loss), for the impact of our election of the fair value option, and further adjusted to exclude income tax expense (benefit), COVID-19 expenses, stock-based compensation expense and litigation reserve, net of tax
Adjusted Operating Efficiency						Adjusted Operating Efficiency is a non-GAAP financial measure calculated by dividing total operating expenses (excluding COVID-19 expenses, stock-based compensation expense and litigation reserve) by Fair Value Pro Forma Total Revenue
Adjusted Return on Equity ("ROE")						Adjusted Return on Equity is a non-GAAP financial measure calculated by dividing annualized Adjusted Net Income by Average Fair Value Pro Forma total stockholders’ equity
Adjusted Tangible Book Value						Fair Value Pro Forma total stockholders' equity, excluding intangible assets and system development costs
Adjusted Tangible Book Value Per Share						Adjusted Tangible Book Value divided by common shares outstanding at period end. Common shares outstanding at period end have been adjusted to reflect the conversion of all preferred shares as of the beginning of each annual period.
Aggregate Originations ⁽¹⁾						Aggregate amount disbursed to borrowers during a specific period. Aggregate Originations excludes any fees in connection with the origination of a loan
Annualized Net Charge-Off Rate ⁽¹⁾						Annualized loan principal losses (net of recoveries) divided by the Average Daily Principal Balance of owned loans for the period
AOCI						Accumulated other comprehensive income (loss)
APR						Annual Percentage Rate
Average Daily Debt Balance						Average of outstanding debt principal balance at the end of each calendar day during the period
Asset-Backed Notes at Fair Value (or "Fair Value Notes")						All asset-backed notes issued by Oportun on or after January 1, 2018
Average Daily Principal Balance ⁽¹⁾						Average of outstanding principal balance of owned loans at the end of each calendar day during the period
Board						Oportun’s Board of Directors
Book Value						Total assets less total liabilities, or equal to total stockholders' equity
Book Value Per Share						Book Value divided by common shares outstanding at period end
Cost of Debt						Annualized interest expense divided by Average Daily Debt Balance
Customer Acquisition Cost ⁽¹⁾						Sales and marketing expenses, which include the costs associated with various paid marketing channels, including direct mail, digital marketing and brand marketing and the costs associated with our telesales and retail operations divided by number of loans originated to new and returning customers during a period
Emergency Hardship Deferral						Any receivable that has had one or more payments deferred and added at the end of the loan payment schedule in connection with a local or wide-spread emergency declared by local, state or federal government such as a natural disaster, government shutdown or pandemic
Fair Value Loans (or "Loans Receivable at Fair Value")						All loans receivable held for investment that were originated on or after January 1, 2018
Fair Value Pro Forma						In order to facilitate comparisons to periods prior to January 1, 2018, certain metrics included in this presentation have been shown on a pro forma basis, or the Fair Value Pro Forma, as if we had elected the fair value option since our inception for all loans originated and held for investment and all asset-backed notes issued
Fair Value Pro Forma Total Revenue						Fair Value Pro Forma Total Revenue is calculated as the sum of Fair Value Pro Forma interest income and non-interest income. Fair Value Pro Forma interest income includes interest on loans and fees; origination fees are recognized upon disbursement. Non-interest income includes gain on sales, servicing fees and other income. The Company adopted ASU 2019-05 as of January 1, 2020 and as a result Fair Value Pro Forma Total Revenue and GAAP Total Revenue are equal for all prospective reporting periods.
Fair Value Notes (or "Asset-Backed Notes at Fair Value")						All asset-backed notes issued by Oportun on or after January 1, 2018
FICO® score or FICO®						A credit score created by Fair Isaac Corporation
First Payment Defaults						Calculated as the principal balance of any loan whose first payment becomes 30 days past due, divided by the aggregate principal balance of all loans originated during that same period
GAAP						Generally Accepted Accounting Principles


Term or Abbreviation						Definition
Initial Fair Value Loans						All loans receivable held for investment that were originated on or after January 1, 2018
Leverage						Average Daily Debt Balance divided by Average Daily Principal Balance
Loans Receivable at Amortized Cost						Loans held for investment that were originated prior to January 1, 2018. Upon the adoption of ASU 2019-05 as of January 1, 2020 this line item has been eliminated for all prospective reporting periods.
Loans Receivable at Fair Value (or "Fair Value Loans")						All Initial Fair Value Loans, together with the Subsequent Fair Value Loans
Managed Principal Balance at End of Period ⁽¹⁾						Total amount of outstanding principal balance for all loans, including loans sold, which we continue to service, at the end of the period
Net Revenue						Net Revenue is calculated by subtracting interest expense and provision (release) for loan losses from total revenue and adding the net increase (decrease) in fair value.
Operating Efficiency						Total operating expenses divided by total revenue
Owned Principal Balance at End of Period ⁽¹⁾						Total amount of outstanding principal balance for all loans, excluding loans sold, at the end of the period
Portfolio Yield ⁽¹⁾						Annualized interest income as a percentage of Average Daily Principal Balance
Principal Balance						Original principal balance reduced by principal payments received to date
Return on Equity						Annualized net income divided by average stockholders' equity for a period
Subsequent Fair Value Loans						All loans receivable held for investment, previously measured at amortized cost for which the Company elected the fair value option upon adoption of ASU 2019-05, effective January 1, 2020
TDR Finance Receivables						Troubled debt restructured finance receivables. This is only applicable to Loans Receivable at Amortized Cost. Debt restructuring in which a concession is granted to the borrower as a result of economic or legal reasons related to the borrower’s financial difficulties. Upon the adoption of ASU 2019-05 as of January 1, 2020 this line item has been eliminated for all prospective reporting periods.
Secured Financing						Asset-backed revolving debt facility
VIEs						Variable interest entities
Weighted Average Interest Rate						Annualized interest expense as a percentage of average debt

⁽¹⁾ Credit card data has been excluded from these metrics for the three and six months ended June 30, 2020 because they are de minimis.

PART I ‑ FINANCIAL INFORMATION

Item 1. Financial Statements

OPORTUN FINANCIAL CORPORATION

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except share and per share data)


	June 30,		December 31,
	2020		2019
Assets
Cash and cash equivalents	$	139,218	$	72,179
Restricted cash	58,742		63,962
Loans receivable at fair value	1,635,684		1,882,088
Loans receivable at amortized cost	—		42,546
Less:
Unamortized deferred origination costs and fees, net	—		(103)
Allowance for loan losses	—		(3,972)
Loans receivable at amortized cost, net	—		38,471
Loans held for sale	368		715
Interest and fees receivable, net	20,206		17,185
Right of use assets - operating	48,253		50,503

Other assets	72,151		76,771
Total assets	$	1,974,622	$	2,201,874

Liabilities and stockholders' equity
Liabilities
Secured financing	$	96,175	$	60,910
Asset-backed notes at fair value	1,097,929		1,129,202
Asset-backed notes at amortized cost	199,793		359,111
Amount due to whole loan buyer	31,119		33,354
Lease liabilities	51,221		53,357

Other liabilities	44,053		77,174
Total liabilities	1,520,290		1,713,108
Stockholders' equity
Preferred stock, $0.0001 par value - 100,000,000 shares authorized at June 30, 2020 and December 31, 2019; 0 shares issued and outstanding at June 30, 2020 and December 31, 2019	—		—
Preferred stock, additional paid-in capital	—		—
Common stock, $0.0001 par value - 1,000,000,000 shares authorized at June 30, 2020 and December 31, 2019; 27,602,823 shares issued and 27,330,800 shares outstanding at June 30, 2020; 27,262,639 shares issued and 27,003,157 shares outstanding at December 31, 2019	6		6
Common stock, additional paid-in capital	426,944		418,299
Common stock warrants	—		63
Accumulated other comprehensive loss	(274)		(162)
Retained earnings	33,965		76,679
Treasury stock at cost, 272,023 and 259,482 shares at June 30, 2020 and December 31, 2019	(6,309)		(6,119)
Total stockholders’ equity	454,332		488,766
Total liabilities and stockholders' equity	$	1,974,622	$	2,201,874

See Notes to the Condensed Consolidated Financial Statements.

OPORTUN FINANCIAL CORPORATION

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

(in thousands, except share and per share data)


	Three Months Ended June 30,						Six Months Ended June 30,
	2020		2019		2020		2019
Revenue
Interest income	$	136,086	$	129,760	$	286,786	$	256,506
Non-interest income	6,621		12,836		19,349		24,418
Total revenue	142,707		142,596		306,135		280,924
Less:
Interest expense	15,110		14,633		31,471		29,252
Provision (release) for loan losses	—		(2,963)		—		(3,329)
Decrease in fair value	(81,482)		(28,812)		(147,951)		(54,228)
Net revenue	46,115		102,114		126,713		200,773

Operating expenses:
Technology and facilities	31,512		24,436		62,286		46,077
Sales and marketing	20,060		23,101		44,887		44,367
Personnel	27,681		18,900		53,263		37,777
Outsourcing and professional fees	11,123		13,207		24,741		26,756
General, administrative and other	2,640		3,572		6,453		6,930
Total operating expenses	93,016		83,216		191,630		161,907

Income (loss) before taxes	(46,901)		18,898		(64,917)		38,866
Income tax expense (benefit)	(12,653)		5,106		(17,368)		10,460
Net income (loss)	$	(34,248)	$	13,792	$	(47,549)	$	28,406
Change in post-termination benefit obligation	5		(41)		(112)		(44)
Total comprehensive income (loss)	$	(34,243)	$	13,751	$	(47,661)	$	28,362

Net income (loss) attributable to common stockholders	$	(34,248)	$	1,542	$	(47,549)	$	3,230

Share data:
Earnings (loss) per share:
Basic	$	(1.26)	$	0.52	$	(1.75)	$	1.10
Diluted	$	(1.26)	$	0.52	$	(1.75)	$	1.08
Weighted average common shares outstanding:
Basic	27,233,394		2,942,833		27,125,054		2,940,164
Diluted	27,233,394		2,955,914		27,125,054		2,987,143

See Notes to the Condensed Consolidated Financial Statements.

OPORTUN FINANCIAL CORPORATION

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited)

(in thousands, except share data)


For the Six Months Ended June 30, 2020
	Convertible Preferred Stock								Common Stock Warrants					Common Stock
	Shares	Par Value		Additional Paid-in Capital		Shares	Par Value		Shares	Par Value		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Stockholders' Equity
Balance – January 1, 2020	—	$	—	$	—	23,512	$	63	27,003,157	$	6	$	418,299	$	(162)	$	76,679	$	(6,119)	$	488,766
Issuance of common stock upon exercise of stock options	—	—		—		—	—		3,161	—		20		—		—		—		20



Stock-based compensation expense	—	—		—		—	—		—	—		4,151		—		—		—		4,151



Vesting of restricted stock units, net	—	—		—		—	—		137,479	—		(813)		—		—		—		(813)

Cumulative effect of adoption of ASU 2019-05	—	—		—		—	—		—	—		—		—		4,835		—		4,835
Change in post-termination benefit obligation	—	—		—		—	—		—	—		—		(117)		—		—		(117)


Net loss	—	—		—		—	—		—	—		—		—		(13,301)		—		(13,301)
Balance – March 31, 2020	—	$	—	$	—	23,512	$	63	27,143,797	$	6	$	421,657	$	(279)	$	68,213	$	(6,119)	$	483,541

Issuance of common stock upon exercise of stock options	—	$	—	$	—	—	$	—	22,407	$	—	$	79	$	—	$	—	$	—	$	79



Stock-based compensation expense	—	—		—		—	—		—	—		4,972		—		—		—		4,972


Issuance of common stock upon exercise of warrants	—	—		—		(23,512)	(63)		10,972	—		253		—		—		(190)		—
Vesting of restricted stock units, net	—	—		—		—	—		153,624	—		(17)		—		—		—		(17)


Change in post-termination benefit obligation	—	—		—		—	—		—	—		—		5		—		—		5


Net loss	—	—		—		—	—		—	—		—		—		(34,248)		—		(34,248)
Balance – June 30, 2020	—	$	—	$	—	—	$	—	27,330,800	$	6	$	426,944	$	(274)	$	33,965	$	(6,309)	$	454,332

See Notes to the Condensed Consolidated Financial Statements.

OPORTUN FINANCIAL CORPORATION

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited)

(in thousands, except share data)


For the Six Months Ended June 30, 2019
	Convertible Preferred Stock								Convertible Preferred and Common Stock Warrants					Common Stock
	Shares	Par Value		Additional Paid-in Capital		Shares	Par Value		Shares	Par Value		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Stockholders' Equity
Balance – January 1, 2019	14,043,977	$	16	$	257,887	24,959	$	130	2,935,249	$	3	$	44,411	$	(132)	$	52,662	$	(8,428)	$	346,549
Issuance of common stock upon exercise of stock options	—	—		—		—	—		7,317	—		142		—		—		—		142



Stock-based compensation expense	—	—		—		—	—		—	—		1,980		—		—		—		1,980





Cumulative effect of adoption of ASC 842	—	—		—		—	—		—	—		—		—		(125)		—		(125)
Change in post-termination benefit obligation	—	—		—		—	—		—	—		—		(3)		—		—		(3)


Net income	—	—		—		—	—		—	—		—		—		14,614		—		14,614
Balance – March 31, 2019	14,043,977	$	16	$	257,887	24,959	$	130	2,942,566	$	3	$	46,533	$	(135)	$	67,151	$	(8,428)	$	363,157

Issuance of common stock upon exercise of stock options	—	—		—		—	—		2,216	—		4		—		—		—		4



Stock-based compensation expense	—	—		—		—	—		—	—		2,035		—		—		—		2,035






Change in post-termination benefit obligation	—	—		—		—	—		—	—		—		(41)		—		—		(41)


Net income	—	—		—		—	—		—	—		—		—		13,792		—		13,792
Balance – June 30, 2019	14,043,977	$	16	$	257,887	24,959	$	130	2,944,782	$	3	$	48,572	$	(176)	$	80,943	$	(8,428)	$	378,947

See Notes to the Condensed Consolidated Financial Statements.

OPORTUN FINANCIAL CORPORATION

Condensed Consolidated Statements of Cash Flow (Unaudited)


	Six Months Ended June 30,
	2020		2019
Cash flows from operating activities
Net income (loss)	$	(47,549)	$	28,406
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	9,761		6,067
Fair value adjustment, net	147,951		54,228
Origination fees for loans receivable at fair value, net	4,816		(986)
Gain on loan sales	(9,524)		(15,796)
Stock-based compensation expense	9,123		4,015
Provision (release) for loan losses	—		(3,329)
Deferred tax provision, net	(22,402)		6,836
Other, net	7,067		3,611
Originations of loans sold and held for sale	(94,732)		(