SoFi Technologies, Inc. 10-Q

Item 5. Other Information None. Item 6. Exhibits Exhibit No. Description Form File Number Date of Filing Exhibit Number Reference 2.1 * Agreement and Plan of Merger and Reorganization, dated as of February 19, 2022, by and among SoFi Technologies, Inc., Technisys S.A., Atom New Delaware, Inc., Atom Merger Sub Corporation and Fortis Advisors LLC, as representative 8-K 001-39606 February 24, 2022 2.1 10.1 * Support Agreement, dated as of February 19, 2022, by and among SoFi Technologies, Inc. and the shareholders of Technisys S.A. party thereto 8-K 001-39606 February 24, 2022 10.1 10.2 * Lock-Up Agreement, dated as of February 19, 2022, by and among SoFi Technologies, Inc. and the shareholders of Technisys S.A. party thereto 8-K 001-39606 February 24, 2022 10.2 31.1 + Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 + Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 + Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 + Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) ___________________ * Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the SEC upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any document so furnished. + Filed herewith. 146 TABLE OF CONTENTS SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SoFi Technologies, Inc. (Registrant) Date: May 10, 2022 By: /s/ Christopher Lapointe Christopher Lapointe Chief Financial Officer 147 TABLE OF CONTENTS SOFI TECHNOLOGIES, INC. SUPPLEMENTAL INFORMATION Page Average Balances and Net Interest Earnings Analysis F-2 Analysis of Changes in Net Interest Income F-3 Loan Maturity Schedule F-4 Analysis of Allowance for Credit Losses F-4 Analysis of Charge-offs F-5 Deposits F-5 F-1 TABLE OF CONTENTS SoFi Technologies, Inc. Unaudited Supplemental Financial Data As a bank holding company, we are providing the following supplemental information pursuant to Subpart 1400 of Regulation S-K. Certain other information required by Subpart 1400 of Regulation S-K is presented throughout this Quarterly Report on Form 10-Q. Average Balances and Net Interest Earnings Analysis Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 ($ in thousands) Average Balances (1) Interest Income/Expense Average Rate Average Balances (1) Interest Income/Expense Average Rate Assets Interest-earning assets: Interest-bearing deposits with banks $ 1,199,183 $ 458 0.15 % $ 727,258 $ 229 0.13 % Investments in available-for-sale securities 193,833 248 0.51 — — — Loans (2) 6,921,965 114,385 6.61 4,768,375 77,222 6.48 Securitization investments 351,494 2,758 3.14 480,466 4,467 3.72 Related party receivables — — — 8,994 211 9.38 Total interest-earning assets 8,666,475 117,849 5.44 % 5,985,093 82,129 5.49 % Total non-interest earning assets 2,212,106 1,944,426 Total assets $ 10,878,581 $ 7,929,519 Liabilities, Temporary Equity and Permanent Equity (Deficit) Interest-bearing liabilities: Demand deposits $ 314,847 $ 273 0.35 % $ — $ — — % Savings deposits 121,006 153 0.51 — — — Time deposits 7,048 5 0.28 — — — Total interest-bearing deposits 442,901 431 0.39 — — — Debt (2) 4,903,418 21,027 1.72 4,257,670 32,618 3.06 Residual interests classified as debt 82,662 1,528 7.39 114,540 2,199 7.68 Total interest-bearing liabilities 5,428,981 22,986 1.69 % 4,372,210 34,817 3.19 % Total noninterest-bearing liabilities 538,562 546,281 Total liabilities $ 5,967,543 $ 4,918,491 Total temporary equity 320,374 3,173,686 Total permanent equity (deficit) 4,590,664 (162,658) Total liabilities, temporary equity and permanent equity (deficit) $ 10,878,581 $ 7,929,519 Net interest income (3) $ 94,863 $ 47,312 Net interest margin (4) 4.38 % 3.16 % ___________________ (1) Average balances were calculated on four-month ending balances and include accrued interest. (2) Interest income on loans measured at amortized cost includes amortization of deferred loan fees, net of deferred loan costs, of $1.6 million for the three months ended March 31, 2022. Interest expense on debt includes debt issuance and discount expense of $4.2 million and $6.0 million during the three months ended March 31, 2022 and 2021, respectively. (3) Net interest income is calculated as the excess of total interest income on interest-earning assets over total interest expense on interest-bearing liabilities. (4) Net interest margin is calculated as net interest income divided by total average interest-earning assets. F-2 TABLE OF CONTENTS Analysis of Changes in Net Interest Income The following table presents period-over-period changes in net interest income and the extent to which the variance is attributable to changes in the volume of our interest-earning assets and interest-bearing liabilities or changes in the interest rates related to these assets and liabilities: Three Months Ended March 31, 2022 vs. 2021 Increase (Decrease) Due to Change in (1) : ($ in thousands) Volume Rate Total Variance Interest income: Interest-bearing deposits with banks $ 180 $ 49 $ 229 Investments in available-for-sale securities 248 — 248 Loans 35,588 1,575 37,163 Securitization investments (1,012) (697) (1,709) Related party receivables — (211) (211) Total interest income $ 35,004 $ 716 $ 35,720 Interest expense: Interest-bearing deposits $ 431 $ — $ 431 Debt 2,769 (14,360) (11,591) Residual interests classified as debt (589) (82) (671) Total interest expense $ 2,611 $ (14,442) $ (11,831) Net interest income $ 32,393 $ 15,158 $ 47,551 ___________________ (1) We calculate the change in interest income and interest expense separately for each item. Volume and rate changes have been allocated on a consistent basis using the respective percentage changes in average balances and average rates. F-3 TABLE OF CONTENTS Loan Maturity Schedule The following table presents the maturities of our loan portfolio, as well as the separate presentation of the total amount of loans in each loan category that are due after one year that have variable rates and fixed rates: As of March 31, 2022 (1) ($ in thousands) Within 1 year After 1 year through 5 years After 5 years through 15 years After 15 years Total Loan Portfolio: Student loans $ 5,595 $ 649,882 $ 2,373,743 $ 654,292 $ 3,683,512 Home loans — — 3,548 149,674 153,222 Personal loans 60,352 2,619,123 326,888 — 3,006,363 Credit card (2) 153,830 — — — 153,830 Commercial and consumer banking 3,838 7,578 16,945 52,442 80,803 Total loans $ 223,615 $ 3,276,583 $ 2,721,124 $ 856,408 $ 7,077,730 Loans with variable rates: Student loans $ 62,157 $ 99,672 $ 13,472 $ 175,301 Home loans — — — — Personal loans 10,835 — — 10,835 Commercial and consumer banking 4,072 12,152 48,936 65,160 Total loans $ 77,064 $ 111,824 $ 62,408 $ 251,296 Loans with fixed rates: Student loans $ 587,725 $ 2,274,071 $ 640,820 $ 3,502,616 Home loans — 3,548 149,674 153,222 Personal loans 2,608,288 326,888 — 2,935,176 Commercial and consumer banking 3,506 4,793 3,506 11,805 Total loans $ 3,199,519 $ 2,609,300 $ 794,000 $ 6,602,819 __________________ (1) Maturities presented are based upon the contractual terms of the loans. Amounts represent unpaid principal balance of loans outstanding at period end. (2) Due to the revolving nature of credit card loans, we report all of our credit card loans as due in one year or less. Analysis of Allowance for Credit Losses Allowance for Credit Losses Ratios The following table presents the ratio of allowance for credit losses to total loans outstanding that are measured at amortized cost as of the dates indicated. ($ in thousands) March 31, 2022 March 31, 2021 Allowance for credit losses to total loans outstanding Allowance for credit losses $ 17,866 $ 171 Total loans outstanding (1) $ 234,633 $ 14,346 Ratio (2) 7.61 % 1.19 % __________________ (1) Total loans outstanding excludes accrued interest. (2) The increase in the ratio was attributable to credit card and was reflective of both an increase in the average balance and an increase in our estimate of expected future credit losses. We omitted the credit ratios associated with nonaccrual loans, as the balance of nonaccrual loans was immaterial. F-4 TABLE OF CONTENTS Allocation of Allowance for Credit Losses The following table presents the allocation of the allowance for credit losses and the percentage of loans outstanding by category to total loans outstanding that are measured at amortized cost as of the dates indicated. March 31, 2022 March 31, 2021 ($ in thousands) Allowance for credit losses Percent of loans to total loans (1) Allowance for credit losses Percent of loans to total loans (1) Credit card $ 16,500 66 % $ 171 100 % Commercial and consumer banking 1,366 34 % — — % Total $ 17,866 100 % $ 171 100 % __________________ (1) Loans outstanding balances used in the calculation exclude accrued interest. Analysis of Charge-offs The following table presents information regarding average loans outstanding during the period, net charge-offs during the period, and the annualized ratio of net charge-offs to average loans outstanding. March 31, 2022 March 31, 2021 ($ in thousands) Average Loans (1) Net Charge-offs Ratio Average Loans (1) Net Charge-offs Ratio Student loans $ 3,846,025 $ 2,614 0.27 % $ 2,882,452 $ 2,400 0.33 % Home loans 175,308 — — % 187,875 — — % Personal loans 2,730,842 7,111 1.04 % 1,685,727 7,106 1.69 % Credit card 128,919 2,817 8.74 % 8,193 2 0.10 % Commercial and consumer banking 40,871 — — % 4,128 — — % Total loans $ 6,921,965 $ 12,542 0.72 % $ 4,768,375 $ 9,508 0.80 % ___________________ (1) Average balances were calculated on four-month ending balances and include accrued interest. Deposits Uninsured Deposits As of March 31, 2022, the amount of uninsured deposits totaled $75.1 million. We did not have any deposits as of March 31, 2021. The following table presents uninsured time deposits by remaining time to maturity: ($ in thousands) March 31, 2022 Uninsured Time Deposits 3 months or less $ 1,889 Over 3 months through 6 months 3,432 Over 6 months through 12 months 1,945 Over 12 months 271 Total $ 7,537 F-5