37 unchanged sentences
100,000,000 shares authorized;
−Removed: 3,234,000 shares issued and outstanding as of March 31, 2022 and December 31, 2021
+Added: 3,234,000 shares issued and outstanding as of June 30, 2022 and December 31, 2021
320,374 320,374
2 unchanged sentences
3,100,000,000 and 3,100,000,000 shares authorized;
−Removed: 915,673,855 and 828,154,462 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively (4)
+Added: 922,103,100 and 828,154,462 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively (4)
Additional paid-in capital 6,583,405 5,561,831
5 unchanged sentences
(1) Financial statement line items include amounts in consolidated variable interest entities (“VIEs”).
−Removed: (2) As of March 31, 2022 and December 31, 2021, includes loans held for sale measured at fair value of $ 7,002,885 and $ 5,952,972 , respectively.
−Removed: (3) Redemption amounts are $ 323,400 as of March 31, 2022 and December 31, 2021.
−Removed: (4) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of March 31, 2022 and December 31, 2021.
+Added: (2) As of June 30, 2022 and December 31, 2021, includes loans held for sale measured at fair value of $ 7,959,382 and $ 5,952,972 , respectively.
+Added: (3) Redemption amount is $ 323,400 as of June 30, 2022 and December 31, 2021.
+Added: (4) Includes 100,000,000 non-voting common shares authorized and no non-voting common shares issued and outstanding as of June 30, 2022 and December 31, 2021.
See Note 11 for additional information.
1 unchanged sentence
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss
(In Thousands, Except for Share and Per Share Data)
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Interest income
1 unchanged sentence
Securitizations
+Added: 2,567 3,794 5,325 8,261
Related party notes
+Added: 1,608 636 2,877 1,265
Total interest income 149,512 84,108 267,924 166,636
4 unchanged sentences
Corporate borrowings 3,450 1,378 6,099 6,386
+Added: 191 468 684 900
Total interest expense 26,783 28,096 50,262 63,344
8 unchanged sentences
81,670 44,950 141,527 90,609
+Added: 14,980 20,843 31,875 27,688
Total noninterest income 239,798 175,262 475,209 323,966
12 unchanged sentences
Loss before income taxes ( 95,716 ) ( 165,392 ) ( 205,321 ) ( 341,857 )
−Removed: Income tax expense
+Added: Income tax (expense) benefit
( 119 ) 78 ( 871 ) ( 1,021 )
12 unchanged sentences
SoFi Technologies, Inc.
−Removed: Unaudited Condensed Consolidated Statements of Changes in Temporary Equity and Permanent Equity (Deficit)
+Added: SoFi Technologies, Inc.
+Added: Unaudited Condensed Consolidated Statements of Changes in Temporary Equity and Permanent Equity
(In Thousands, Except for Share Data)
1 unchanged sentence
Shares Amount
+Added: Balance at March 31, 2022 915,673,855 $ 91 $ 6,509,643 $ ( 5,964 ) $ ( 1,293,471 ) $ 5,210,299 3,234,000 $ 320,374
+Added: Share-based compensation expense — — 85,902 — — 85,902 — —
+Added: Vesting of RSUs 6,360,894 1 ( 1 ) — — — — —
+Added: Stock withheld related to taxes on vested RSUs ( 318,764 ) — ( 2,253 ) — — ( 2,253 ) — —
+Added: Exercise of common stock options 387,115 — 193 — — 193 — —
+Added: Redeemable preferred stock dividends — — ( 10,079 ) — — ( 10,079 ) — —
+Added: Net loss — — — — ( 95,835 ) ( 95,835 ) — —
+Added: Other comprehensive loss, net of taxes — — — ( 2,047 ) — ( 2,047 ) — —
+Added: Balance at June 30, 2022 922,103,100 $ 92 $ 6,583,405 $ ( 8,011 ) $ ( 1,389,306 ) $ 5,186,180 3,234,000 $ 320,374
+Added: Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Permanent Equity Temporary Equity
+Added: Shares Amount Shares Amount
Balance at January 1, 2022 828,154,462 $ 83 $ 5,561,831 $ ( 1,471 ) $ ( 1,183,114 ) $ 4,377,329 3,234,000 $ 320,374
8 unchanged sentences
Other comprehensive loss, net of taxes — — — ( 6,540 ) — ( 6,540 ) — —
−Removed: Balance at March 31, 2022 915,673,855 $ 91 $ 6,509,643 $ ( 5,964 ) $ ( 1,293,471 ) $ 5,210,299 3,234,000 $ 320,374
−Removed: Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Permanent Deficit Temporary Equity
+Added: Balance at June 30, 2022 922,103,100 $ 92 $ 6,583,405 $ ( 8,011 ) $ ( 1,389,306 ) $ 5,186,180 3,234,000 $ 320,374
+Added: The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Unaudited Condensed Consolidated Statements of Changes in Temporary Equity and Permanent Equity (Continued)
+Added: (In Thousands, Except for Share Data)
+Added: Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Permanent Equity (Deficit) Temporary Equity
Shares Amount
−Removed: Balance at January 1, 2021 115,084,358 $ — $ 579,228 $ ( 166 ) $ ( 699,177 ) $ ( 120,115 ) 469,150,522 $ 3,173,686
+Added: Balance at March 31, 2021 119,018,914 $ — $ 583,349 $ ( 246 ) $ ( 876,741 ) $ ( 293,638 ) 469,150,522 $ 3,173,686
Share-based compensation expense
8 unchanged sentences
— — ( 10,079 ) — — ( 10,079 ) — —
+Added: Issuance of contingently issuable stock 1,281,132 — — — — — — —
+Added: Cancellation of redeemable preferred stock related to a business combination — — — — — — ( 83,856 ) ( 743 )
+Added: Conversion of redeemable preferred stock warrants into permanent equity — — 161,775 — — 161,775 — —
+Added: Conversion of redeemable preferred stock to common stock 450,832,666 45 2,702,524 — — 2,702,569 ( 450,832,666 ) ( 2,702,569 )
+Added: Issuance of common stock in connection with Business Combination and PIPE Investment 222,878,889 22 1,789,579 — — 1,789,601 — —
+Added: Costs directly attributable to the issuance of common stock in connection with Business Combination and PIPE Investment — — ( 27,539 ) — — ( 27,539 ) — —
+Added: Repurchase of redeemable common stock — — — — — — ( 15,000,000 ) ( 150,000 )
+Added: Change in par for historical SoFi common stock — 12 ( 12 ) — — — — —
Net loss — — — — ( 165,314 ) ( 165,314 ) — —
Other comprehensive loss, net of taxes — — — ( 266 ) — ( 266 ) — —
−Removed: Balance at March 31, 2021 119,018,914 $ — $ 583,349 $ ( 246 ) $ ( 876,741 ) $ ( 293,638 ) 469,150,522 $ 3,173,686
+Added: Balance at June 30, 2021 794,692,813 $ 79 $ 5,249,878 $ ( 512 ) $ ( 1,042,055 ) $ 4,207,390 3,234,000 $ 320,374
+Added: Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Permanent Equity (Deficit) Temporary Equity
+Added: Shares Amount Shares Amount
+Added: Balance at January 1, 2021 115,084,358 $ — $ 579,228 $ ( 166 ) $ ( 699,177 ) $ ( 120,115 ) 469,150,522 $ 3,173,686
+Added: Share-based compensation expense — — 89,608 — — 89,608 — —
+Added: Vesting of RSUs 3,945,698 — — — — — — —
+Added: Stock withheld related to taxes on vested RSUs ( 1,533,724 ) — ( 28,603 ) — — ( 28,603 ) — —
+Added: Exercise of common stock options 2,203,794 — 3,365 — — 3,365 — —
+Added: Redeemable preferred stock dividends — — ( 20,047 ) — — ( 20,047 ) — —
+Added: Issuance of contingently issuable stock 1,281,132 — — — — — — —
+Added: Cancellation of redeemable preferred stock related to a business combination — — — — — — ( 83,856 ) ( 743 )
+Added: Conversion of redeemable preferred stock warrants into permanent equity — — 161,775 — — 161,775 — —
+Added: Conversion of redeemable preferred stock to common stock 450,832,666 45 2,702,524 — — 2,702,569 ( 450,832,666 ) ( 2,702,569 )
+Added: Issuance of common stock in connection with Business Combination and PIPE Investment 222,878,889 22 1,789,579 — — 1,789,601 — —
+Added: Costs directly attributable to the issuance of common stock in connection with Business Combination and PIPE Investment — — ( 27,539 ) — — ( 27,539 ) — —
+Added: Repurchase of redeemable common stock — — — — — — ( 15,000,000 ) ( 150,000 )
+Added: Change in par for historical SoFi common stock — 12 ( 12 ) — — — — —
+Added: Net loss — — — — ( 342,878 ) ( 342,878 ) — —
+Added: Other comprehensive loss, net of taxes — — — ( 346 ) — ( 346 ) — —
+Added: Balance at June 30, 2021 794,692,813 $ 79 $ 5,249,878 $ ( 512 ) $ ( 1,042,055 ) $ 4,207,390 3,234,000 $ 320,374
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
(In Thousands)
−Removed: Three Months Ended March 31,
+Added: Six Months Ended June 30,
Operating activities
7 unchanged sentences
Deferred income taxes
+Added: ( 2,319 ) 637
Fair value changes in residual interests classified as debt
2 unchanged sentences
Fair value changes in warrant liabilities
+Added: Fair value adjustment to related party notes receivable
29,929 ( 3,937 )
5 unchanged sentences
Other changes in loans
−Removed: 58,548 30,486
Servicing assets
8 unchanged sentences
$ ( 50,028 ) $ ( 26,808 )
−Removed: Proceeds from repayment of related party notes receivable — 16,693
Purchases of available-for-sale investments ( 44,974 ) —
6 unchanged sentences
Acquisition of businesses, net of cash acquired
−Removed: Net cash provided by investing activities
+Added: Proceeds from repayment of related party notes receivable — 16,693
+Added: Net cash provided by (used in) investing activities
$ ( 4,918 ) $ 239,339
1 unchanged sentence
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows (Continued)
(In Thousands)
−Removed: Three Months Ended March 31,
+Added: Six Months Ended June 30,
Financing activities
4 unchanged sentences
( 3,976 ) ( 4,520 )
−Removed: Net increase in deposits 961,834 —
+Added: Net change in deposits 2,496,253 —
Taxes paid related to net share settlement of share-based awards
( 5,846 ) ( 28,603 )
−Removed: Purchases of common stock
−Removed: Redemptions of redeemable common and preferred stock — ( 132,859 )
Proceeds from stock option exercises
+Added: Payment of redeemable preferred stock dividends
+Added: ( 20,047 ) ( 20,047 )
Finance lease principal payments
( 241 ) ( 278 )
+Added: Purchases of common stock
+Added: Redemptions of redeemable common and preferred stock — ( 282,859 )
+Added: Proceeds from Business Combination and PIPE Investment — 1,989,851
+Added: Payment of costs directly attributable to the issuance of common stock in connection with Business Combination and PIPE Investment — ( 26,951 )
Net cash provided by (used in) financing activities $ 2,192,231 $ ( 876,576 )
13 unchanged sentences
$ 998,933 $ 768,453
+Added: The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Unaudited Condensed Consolidated Statements of Cash Flows (Continued)
+Added: (In Thousands)
+Added: Six Months Ended June 30,
Supplemental non-cash investing and financing activities
9 unchanged sentences
Share-based compensation capitalized related to internally-developed software 10,356 —
−Removed: Redeemable preferred stock dividends accrued but unpaid 9,968 9,968
−Removed: Securitization investments acquired via loan transfers
Non-cash property, equipment, software and intangible asset additions
+Added: Deferred debt issuance costs accrued but unpaid 163 550
+Added: Securitization investments acquired via loan transfers
+Added: Costs directly attributable to the issuance of common stock paid in 2020 — 588
+Added: Reduction to temporary equity associated with purchase price adjustments — 743
+Added: Warrant liabilities recognized in conjunction with the Business Combination — 200,250
+Added: Series H warrant liabilities conversion to common stock warrants — 39,959
+Added: Conversion of temporary equity into permanent equity in conjunction with the Business Combination — 2,702,569
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
15 unchanged sentences
The Company has continued to expand its product offerings through strategic acquisitions.
−Removed: During 2020, the Company expanded its investment product offerings into Hong Kong, and also began to operate as a platform-as-a-service for a variety of financial service providers, providing the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features.
−Removed: During 2022, the Company became a bank holding company and began operating as SoFi Bank, National Association, and expanded its platform to include a cloud-native digital and core banking platform with customers in Latin America, allowing the Company to expand its technology platform services to a broader international market.
+Added: During 2020, the Company expanded its investment product offerings into Hong Kong through the acquisition of 8 Limited, and also began to operate as a platform-as-a-service for a variety of financial service providers, providing the infrastructure to facilitate core client-facing and back-end capabilities, such as account setup, account funding, direct deposit, authorizations and processing, payments functionality and check account balance features through the acquisition of Galileo.
+Added: During 2022, the Company became a bank holding company and began operating as SoFi Bank, National Association, through its acquisition of Golden Pacific Bancorp, Inc., and expanded its platform to include a cloud-native digital and core banking platform with customers in Latin America through its acquisition of Technisys S.A., allowing the Company to expand its technology platform services to a broader international market.
For additional information on our recent business combinations, see Note 2.
6 unchanged sentences
We condensed or omitted certain notes and other financial information from the interim financial statements presented herein.
−Removed: The financial data and other information disclosed in these Notes to Unaudited Condensed Consolidated Financial Statements related to the three months ended March 31, 2022 and 2021 are unaudited and should be read in conjunction with the annual consolidated statements included in our annual filing on Form 10-K filed with the SEC on March 1, 2022.
+Added: The financial data and other information disclosed in these Notes to Unaudited Condensed Consolidated Financial Statements related to the three and six months ended June 30, 2022 and 2021 are unaudited and should be read in conjunction with the annual consolidated statements included in our annual filing on Form 10-K filed with the SEC on March 1, 2022.
In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the Company’s financial condition and results of operations and cash flows for the interim periods presented.
−Removed: The results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
+Added: The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
In our unaudited condensed consolidated statements of operations and comprehensive income (loss), we renamed the financial statement line item for noninterest income—technology platform fees to noninterest income—technology products and solutions to accommodate noninterest income earned from Technisys, which we acquired in the first quarter of 2022.
1 unchanged sentence
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As a result of the Business Combination completed on May 28, 2021, prior period share and per share amounts presented in the accompanying unaudited condensed consolidated financial statements and these related notes have been retroactively converted in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations .
Use of Judgments, Assumptions and Estimates
13 unchanged sentences
These accounts are earmarked as restricted because the balances are either member balances held in our custody, cash segregated for regulatory purposes associated with brokerage activities, escrow requirements for certain debt facilities and derivative agreements, deposits required by various bank holding companies we partner with (“Member Banks”) that support one or more of our products, loan collection balances awaiting disbursement, consolidated VIE cash balances that we cannot use for general operating purposes, or other legally restricted balances.
−Removed: Our loan portfolio consists of (i) personal loans, student loans and home loans, which are held for sale and measured at fair value, and (ii) credit card loans, and commercial and consumer banking loans acquired in the first quarter of 2022, which are measured at amortized cost.
+Added: Our loan portfolio consists of (i) personal loans, student loans and home loans, which are held for sale and measured at fair value, and (ii) credit card loans, and commercial and consumer banking loans, which are measured at amortized cost.
The commercial and consumer banking portfolio is primarily inclusive of commercial real estate loans, commercial and industrial loans and residential real estate and other consumer loans.
8 unchanged sentences
Gains or losses recognized upon deconsolidation of a VIE are also recorded within noninterest income—securitizations .
+Added: Loans Measured at Amortized Cost
+Added: For our loans measured at amortized cost, direct loan origination costs are deferred and amortized on a straight-line basis over the privilege period (12 months) for credit card loans and amortized using the effective interest method over the contractual term of the loans for commercial and consumer banking loans, within interest income—loans in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: During the three and six months ended
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: Loans Measured at Amortized Cost
−Removed: For our loans measured at amortized cost, direct loan origination costs are deferred and amortized on a straight-line basis over the privilege period (12 months) for credit card loans and amortized using the effective interest method over the contractual term of the loans for commercial and consumer banking loans, within interest income—loans in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: During the three months ended March 31, 2022, we amortized $ 1,597 of deferred costs into interest income and had a remaining balance of deferred costs of $ 4,127 as of March 31, 2022.
+Added: June 30, 2022, we amortized $ 2,088 and $ 3,685 , respectively, of deferred costs into interest income and had a remaining balance of deferred costs of $ 4,600 as of June 30, 2022.
Commercial and consumer banking loans are reported as delinquent when they become 30 or more days past due.
17 unchanged sentences
Allowance for Credit Losses
−Removed: As of March 31, 2022, we applied ASC 326, Financial Instruments—Credit Losses (“ASC 326”), to the following:
+Added: As of June 30, 2022, we applied ASC 326, Financial Instruments—Credit Losses (“ASC 326”), to the following:
(i) cash equivalents and restricted cash equivalents, (ii) accounts receivable from contracts with customers, inclusive of servicing related receivables, (iii) margin receivables, which were attributable to our activities at 8 Limited, (iv) certain loan repurchase reserves representing guarantees of credit exposure, (v) loans measured at amortized cost, including credit card, and commercial and consumer banking loans acquired during the first quarter of 2022, and (vi) investments in available-for-sale debt securities.
−Removed: Our approaches to measuring the allowance for credit losses are disclosed in our Annual Report on Form 10-K, with notable updates provided herein.
−Removed: Credit card :
−Removed: Our estimate of the allowance for credit losses on credit card as of March 31, 2022 and December 31, 2021 was $ 16,500 and $ 7,037 , respectively.
−Removed: Accrued interest receivables written off during the three months ended March 31, 2022 were $ 451 and during the three months ended March 31, 2021 were immaterial.
−Removed: See Note 7 for a rollforward of the allowance for credit losses related to credit card.
+Added: Our approaches to measuring the allowance for credit losses are disclosed in our Annual Report on Form 10-K.
+Added: See Note 7 for a rollforward of the allowance for credit losses.
Investments in Available-For-Sale Debt Securities
An allowance for credit losses on our investments in available-for-sale (“AFS”) debt securities is required for any portion of impaired securities that is attributable to credit-related factors.
−Removed: As of March 31, 2022, we concluded that the credit-
+Added: As of June 30, 2022, we concluded that the credit-related impairment was immaterial.
+Added: We did not recognize an allowance for credit losses on impaired investments in AFS debt securities as of June 30, 2022.
+Added: Investments in Equity Securities
+Added: Our investments in equity securities consist of investments for which fair values are not readily determinable, which we elect to measure using the alternative method of accounting, under which they are measured at cost less any impairment and adjusted for changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuers.
+Added: Our investments in equity securities are presented within other assets in our unaudited condensed consolidated balance sheets.
+Added: Adjustments to the carrying values of our investments in equity securities, such as impairments and unrealized gains, are recognized within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: related impairment was immaterial.
−Removed: We did not recognize an allowance for credit losses on impaired investments in AFS debt securities as of March 31, 2022.
+Added: Restricted Investments
+Added: Subsequent to operating SoFi Bank, we have investments in Federal Reserve Bank (“FRB”) stock and Federal Home Loan Bank (“FHLB”) stock, which are restricted investment securities that are not marketable.
+Added: These investments are presented within other assets in our unaudited condensed consolidated balance sheets and are carried at cost and reviewed for impairment if indicators of impairment exist at the reporting date.
Equity Method Investments
4 unchanged sentences
As such, we no longer have significant influence over the investee, and we ceased recognizing Lower equity investment income subsequent to that date.
−Removed: Our equity method investment income for the three months ended March 31, 2022 was immaterial.
−Removed: Additionally, we did not receive any distributions during the three months ended March 31, 2022.
−Removed: As of March 31, 2022, our investment was presented within other assets in the unaudited condensed consolidated balance sheets and was measured using the measurement alternative method of accounting, which is further discussed in Note 8.
+Added: Our equity method investment income for the six months ended June 30, 2022 was immaterial.
+Added: Additionally, we did not receive any distributions during the six months ended June 30, 2022.
+Added: As of June 30, 2022, our investment was presented within other assets in the unaudited condensed consolidated balance sheets and was measured using the measurement alternative method of accounting, which is further discussed in Note 8.
Property, Equipment and Software
9 unchanged sentences
The following table presents a detail of interest-bearing deposits as of the date indicated:
−Removed: March 31, 2022
+Added: June 30, 2022
Interest-bearing deposits:
6 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of March 31, 2022, the amount of time deposits that exceeded the insured limit (referred to as “uninsured deposits”) totaled $ 7,537 .
−Removed: As of March 31, 2022, future maturities of our total time deposits were as follows:
+Added: As of June 30, 2022, the amount of time deposits that exceeded the insured limit (referred to as “uninsured deposits”) totaled $ 10,969 .
+Added: As of June 30, 2022, future maturities of our total time deposits were as follows:
Remainder of 2022 $ 13,842
3 unchanged sentences
The following table presents the gains (losses) recognized on our derivative instruments during the periods indicated:
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Derivative contracts to manage future loan sale execution risk (1)
2 unchanged sentences
2,749 — 9,068 —
+Added: Interest rate lock commitments (“IRLCs”) (1)
+Added: 4,159 642 ( 2,639 ) ( 7,860 )
Interest rate caps (1)
+Added: ( 903 ) — ( 3,027 ) —
Purchase price earn-out (1)
+Added: 211 — 1,042 —
Third-party warrants (3)
1 unchanged sentence
$ 75,507 $ ( 13,295 ) $ 234,417 $ 14,274
+Added: _____________________
(1) Recorded within noninterest income—loan origination and sales in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
(2) Represents derivative instruments utilized to manage interest rate risk associated with certain of our securitization investments.
−Removed: (3) For the three months ended March 31, 2022, includes $( 142 ) recorded within noninterest income—other and $ 217 recorded within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss), the latter of which represents the amortization of a deferred liability recognized at the initial fair value of the third party warrants acquired of $ 964 , as we are also a customer of the third party.
+Added: (3) For the three and six months ended June 30, 2022, includes $( 461 ) and $( 603 ), respectively, recorded within noninterest income—other and $ 217 and $ 434 , respectively, recorded within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss), the latter of which represents the amortization of a deferred liability recognized at the initial fair value of the third party warrants acquired of $ 964 , as we are also a customer of the third party.
The following table presents information about derivative instruments subject to enforceable master netting arrangements as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Gross Derivative Assets Gross Derivative Liabilities Gross Derivative Assets Gross Derivative Liabilities
7 unchanged sentences
_____________________
−Removed: (1) As of March 31, 2022 and December 31, 2021, we had a cash collateral requirement of $ 7,985 and $ 299 , respectively, related to these instruments.
+Added: (1) As of June 30, 2022 and December 31, 2021, we had a cash collateral requirement of $ 21,762 and $ 299 , respectively, related to these instruments.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
1 unchanged sentence
The following table presents the notional amounts of derivative contracts outstanding as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Derivative contracts to manage future loan sale execution risk:
13 unchanged sentences
See Note 8 for additional information on our derivative assets and liabilities.
+Added: Safeguarding Asset and Liability
+Added: Through our SoFi Invest product (via our wholly-owned subsidiary, SoFi Digital Assets, LLC, a licensed money transmitter), our members can invest in digital assets.
+Added: We engage third parties to provide custodial services for our digital assets offering, which includes holding the cryptographic key information and working to protect the digital assets from loss or theft.
+Added: The third-party custodians hold digital assets as custodial assets in an account in SoFi’s name for the benefit of our members.
+Added: We maintain the internal recordkeeping of our members’ digital assets, including the amount and type of digital assets owned by each of our members in the custodial accounts.
+Added: We currently utilize two third-party custodians.
+Added: Therefore, we have concentration risk in the event the custodian is not able to perform in accordance with our agreement.
+Added: In accordance with Staff Accounting Bulletin No.
+Added: 121 (“SAB 121”), which is further discussed under “Recently Adopted Accounting Standards” in this Note 1, we recognize a digital assets safeguarding liability within accounts payable, accruals and other liabilities in our unaudited condensed consolidated balance sheets reflecting our obligation to safeguard the digital assets held by third-party custodians for the benefit of our members.
+Added: We also recognize a corresponding safeguarding asset within other assets in our unaudited condensed consolidated balance sheets.
+Added: The safeguarding liability and corresponding safeguarding asset are measured and recorded at the fair value of the digital assets held by the custodians at each reporting date, as measured in accordance with ASC 820, Fair Value Measurement (“ASC 820”).
+Added: Subsequent changes to the fair value measure are reflected as equal and offsetting adjustments to the carrying values of the safeguarding liability and corresponding safeguarding asset.
+Added: We evaluate any potential loss events, such as theft, loss or destruction of the cryptographic keys, that may affect the measurement of the safeguarding asset, which would be reflected in our results of operations in the period the loss occurs.
+Added: Measurement changes do not impact our unaudited condensed consolidated statements of operations and comprehensive income (loss) unless such a loss event is identified.
+Added: As of June 30, 2022, we did not identify any loss events.
+Added: See Note 8 for additional information on the fair value measurement of the safeguarding liability and corresponding safeguarding asset.
Foreign Currency Translation Adjustments
2 unchanged sentences
For foreign subsidiaries in which the functional currency is the United States Dollar, gains and losses relating to foreign currency transaction adjustments are included within earnings in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Due to the highly inflationary economic environment in Argentina, we use the United States Dollar as the functional currency of our Argentinian operations in accordance with ASC 830, Foreign Currency Matters .
7 unchanged sentences
In these arrangements, our implementation fees are recognized ratably over the contract life, as we consider the implementation fee partially earned each month that we meet our performance obligation over the life of the contract.
−Removed: In other arrangements, we receive software license and solutions fees in advance of performance, which are also deferred, and the revenue is not recognized until the related performance obligations are met.
Commencing in March 2022 with the Technisys Merger, we earn subscription and service fees for providing software licenses and associated services.
1 unchanged sentence
We recognize revenue related to software licenses upon delivery of the license, as we consider the license to be satisfied at a point in time.
−Removed: Software is considered delivered when
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: control passes to the customer following the user-acceptance testing period.
−Removed: We recognize revenue related to maintenance ratably over the maintenance period, as we stand ready to provide maintenance services during the period.
−Removed: We recognize revenue related to other software-related services over time using an input model based on hours incurred to provide the services, which directly correspond with the value to which the customer is entitled.
+Added: Software is considered delivered when control passes to the customer following the user-acceptance testing period.
We charge a recurring subscription fee for the software license and related maintenance services.
Other software-related services are billed on a periodic basis as the services are provided.
−Removed: Certain arrangements for software and related services contain a provision for a fixed upfront payment, which represents an upfront payment for the license and an advance payment for future services.
+Added: Certain arrangements for software and related services contain a provision for a fixed upfront payment, which in some cases may provide a material right to the customer with respect to the start and renewal of the subscription.
+Added: Fees charged are part of the transaction price and are allocated to the performance obligations on a relative standalone selling price basis, as follows:
• The standalone selling price of maintenance varies in proportion with the standalone selling price of the underlying license.
−Removed: We allocate upfront payments and any other combined fee between the license and maintenance based upon the standalone selling price.
−Removed: The portion of any upfront payment relating to the license is recognized upon delivery of the license (and deferred until that point in time).
−Removed: The portion of any upfront payment relating to future services is accounted for as deferred revenue and is recognized as the future services are provided.
+Added: We allocate the subscription fee between the license and maintenance based upon this proportion.
+Added: We recognize the maintenance fees ratably over the maintenance period, as we stand ready to provide maintenance services during the period.
• Non-maintenance software-related services fees are recognized over the period during which the services are provided, as we consider these services to be satisfied over time.
−Removed: We had deferred revenues of $ 6,887 and $ 2,553 as of March 31, 2022 and December 31, 2021, respectively, which are presented within accounts payable, accruals and other liabilities in the unaudited condensed consolidated balance sheets.
−Removed: During the three months ended March 31, 2022, we recognized revenue of $ 785 associated with deferred revenues within noninterest income—technology products and solutions in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: During the three months ended March 31, 2021, we recognized revenue of $ 156 associated with deferred revenues.
+Added: We use an input model based on hours incurred to provide the services, which directly correspond with the value to which the customer is entitled.
+Added: • If a contract contains a substantive upfront payment that creates a material right to subscribe or renew a subscription, the upfront payment is allocated to the material right and is recognized over the period of benefit associated with the right to subscribe or renew a subscription, typically the product life.
+Added: We had deferred revenues of $ 7,602 and $ 2,553 as of June 30, 2022 and December 31, 2021, respectively, which are presented within accounts payable, accruals and other liabilities in the unaudited condensed consolidated balance sheets.
+Added: During the three and six months ended June 30, 2022, we recognized revenue of $ 1,989 and $ 2,774 , respectively, associated with deferred revenues within noninterest income—technology products and solutions in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: During the three and six months ended June 30, 2021, we recognized revenue of $ 182 and $ 338 , respectively, associated with deferred revenues.
Sales commissions:
−Removed: Capitalized sales commissions presented within other assets in the unaudited condensed consolidated balance sheets, which are incurred in connection with obtaining our technology products and solutions, were $ 850 and $ 678 as of March 31, 2022 and December 31, 2021, respectively.
+Added: Capitalized sales commissions presented within other assets in the unaudited condensed consolidated balance sheets, which are incurred in connection with obtaining our technology products and solutions, were $ 1,087 and $ 678 as of June 30, 2022 and December 31, 2021, respectively.
Additionally, we incur ongoing monthly commissions, which are expensed as incurred, as the benefit of such sales efforts are realized only in the period in which the commissions are earned.
−Removed: During the three months ended March 31, 2022 and 2021, commissions recorded within noninterest expense—sales and marketing in the unaudited condensed consolidated statements of operations and comprehensive income (loss) were $ 1,121 and $ 809 , respectively, of which $ 82 and $ 64 , respectively, represented amortization of capitalized sales commissions.
+Added: During the three and six months ended June 30, 2022, commissions recorded within noninterest expense—sales and marketing in the unaudited condensed consolidated statements of operations and comprehensive income (loss) were $ 1,096 and $ 2,217 , respectively, of which $ 107 and $ 189 , respectively, represented amortization of capitalized sales
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: During the three and six months ended June 30, 2021, commissions were $ 961 and $ 1,770 , respectively, of which $ 79 and $ 143 , respectively, represented amortization of capitalized sales commissions.
We earn specified referral fees in connection with referral activities we facilitate through our platform.
1 unchanged sentence
We recognize a liability within accounts payable, accruals and other liabilities in the unaudited condensed consolidated balance sheets for the estimated referral fulfillment fee penalty, which represents the amount of consideration received that we estimate will reverse.
−Removed: The liability was $ 293 and $ 118 as of March 31, 2022 and December 31, 2021, respectively.
+Added: The liability was $ 522 and $ 118 as of June 30, 2022 and December 31, 2021, respectively.
Contract Balances
−Removed: As of March 31, 2022 and December 31, 2021, accounts receivable, net associated with revenue from contracts with customers were $ 53,103 and $ 33,748 , respectively, which were reported within other assets in the unaudited condensed consolidated balance sheets.
−Removed: The increase in contract balances during the current quarter includes the effect of the Technisys Merger, which contributed $ 17,390 to the balance as of March 31, 2022.
+Added: As of June 30, 2022 and December 31, 2021, accounts receivable, net associated with revenue from contracts with customers were $ 60,562 and $ 33,748 , respectively, which were reported within other assets in the unaudited condensed consolidated balance sheets.
+Added: The increase in contract balances during the current period includes the effect of the Technisys Merger, which contributed $ 18,192 to the balance as of June 30, 2022.
Disaggregated Revenue
The table below presents revenue from contracts with customers disaggregated by type of service, which best depicts how the revenue and cash flows are affected by economic factors, and by the reportable segment to which each revenue stream relates.
−Removed: Revenues from contracts with customers are presented within noninterest income—technology products and solutions and noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Revenues from contracts with customers are presented within noninterest income—technology products and solutions and noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
There were no revenues from contracts with customers attributable to our Lending segment for any of the periods presented.
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Financial Services
$ 8,805 $ 3,140 $ 16,573 $ 5,394
+Added: 4,156 7,054 8,886 11,666
Payment network
+Added: 3,007 1,473 7,293 2,675
+Added: Equity capital markets services — 1,760 — 1,760
Enterprise services
225 2,696 428 2,754
+Added: $ 16,193 $ 16,123 $ 33,180 $ 24,249
Technology Platform
4 unchanged sentences
558 379 736 821
+Added: $ 82,227 $ 45,329 $ 142,262 $ 91,430
Total Revenue from Contracts with Customers
2 unchanged sentences
Software licenses 558 — 1,258 —
+Added: 8,805 3,140 16,573 5,394
+Added: 4,156 7,054 8,886 11,666
Payment network
+Added: 3,565 1,852 8,029 3,496
+Added: Equity capital markets services — 1,760 — 1,760
Enterprise services
225 2,696 428 2,754
+Added: $ 98,420 $ 61,452 $ 175,442 $ 115,679
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Recently Adopted Accounting Standards
3 unchanged sentences
The standard should be applied prospectively to business combinations occurring on or after the effective date of the amendments.
−Removed: We early adopted the standard effective January 1, 2022 and applied its provisions to our current quarter acquisitions.
+Added: We early adopted the standard effective January 1, 2022 and applied its provisions to our acquisitions in 2022.
The adoption of this standard did not have a material impact on our consolidated financial statements.
+Added: In March 2022, the SEC released SAB 121, which provides interpretive guidance for an entity to consider when it has obligations to safeguard crypto-assets held for its platform users, whether directly or through an agent or another third party acting on its behalf.
+Added: SAB 121 requires an entity to record a liability to reflect its obligation to safeguard the crypto-assets, as well as a corresponding safeguarding asset, both of which should be measured at the fair value of the crypto-assets being safeguarded for the entity’s users.
+Added: Entities should evaluate any potential loss events, such as theft, loss or destruction of the cryptographic keys, that may affect the measurement of the asset.
+Added: SAB 121 also requires financial statement disclosure, including the nature and amount of crypto-assets that the entity holds for its users, any vulnerabilities that may arise as a result of any concentration in crypto-assets, and information about who is responsible for the record-keeping of the crypto-assets, the holding of the cryptographic keys and safeguarding the crypto-assets, among other disclosure considerations.
+Added: Disclosures must also be made in accordance with ASC 820.
+Added: SAB 121 was effective for us for the interim period ending June 30, 2022.
+Added: We applied the guidance through retrospective application as of January 1, 2022, at which time the value of our members’ digital assets was $ 266,014 .
+Added: As of June 30, 2022, the adoption date, the value of our members’ digital assets was $ 112,010 , which is reflected as a digital assets safeguarding liability and corresponding digital assets safeguarding asset within accounts payable, accruals and other liabilities and other assets , respectively, in our unaudited condensed consolidated balance sheets.
+Added: Our application of this guidance did not impact our results of operations.
+Added: We also enhanced our disclosures around our digital assets arrangements and our role in safeguarding them.
+Added: See Note 1 and Note 8 for the applicable disclosures.
Recent Accounting Standards Issued, But Not Yet Adopted
13 unchanged sentences
We are currently evaluating the effect of adopting this standard on our consolidated financial statements and related disclosures.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: In March 2022, the SEC released Staff Accounting Bulletin No.
−Removed: 121 (“SAB 121”), which provides interpretive guidance for an entity to consider when it has obligations to safeguard crypto-assets held for its platform users, whether directly or through an agent or another third party acting on its behalf, and regardless of its assessment as to who controls the crypto-assets.
−Removed: SAB 121 requires an entity to record a liability to reflect its obligation to safeguard the crypto-assets, as well as a corresponding asset, both of which should be measured at the fair value of the crypto-assets held for the entity’s users.
−Removed: Entities should evaluate any potential loss events, such as theft, loss or destruction of the cryptographic keys, that may affect the measurement of the asset.
−Removed: SAB 121 also requires financial statement disclosure, including the nature and amount of crypto-assets that the entity holds for its users, any vulnerabilities that may arise as a result of any concentration in crypto-assets, and information about who is responsible for the record-keeping of the crypto-assets, the holding of the cryptographic keys and safeguarding the crypto-assets, among other disclosure considerations.
−Removed: Disclosures must also be made in accordance with ASC 820, Fair Value Measurement (“ASC 820”).
−Removed: SAB 121 is effective for SEC registrants for the first interim or annual financial statements ending after June 15, 2022, with retrospective application as of the beginning of the fiscal year to which the interim or annual period relates.
−Removed: We are currently evaluating the approach to, and effect of, adopting SAB 121 on our consolidated financial statements and related disclosures.
Business Combinations
5 unchanged sentences
SoFi Bank is a national banking association whose primary federal regulator is the Office of the Comptroller of the Currency (the “OCC”).
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Deposit accounts of SoFi Bank are insured by the Federal Deposit Insurance Corporation (the “FDIC”) through the Deposit Insurance Fund to the fullest extent permitted by law.
5 unchanged sentences
A portion of the total cash purchase consideration ($ 0.6 million) was held back by the Company to satisfy any indemnification or certain other obligations (“Holdback Amount”), as certain legal proceedings with which Golden Pacific is involved as a plaintiff were not resolved at the time the Bank Merger closed.
−Removed: The Holdback Amount will be used for further financing or costs incurred associated with the litigation and any remaining amount upon resolution of the litigation will be released to the Golden Pacific shareholders.
+Added: The Holdback Amount will be used for further financing or costs incurred associated with the litigation, which we began incurring during the second quarter of 2022, and the remaining amount upon resolution of the litigation, if any, will be released to the Golden Pacific shareholders.
Additionally, we held back a $ 3.3 million payable to a dissenting Golden Pacific shareholder pending resolution of the shareholder’s appraisal claim, which could possibly result in a lower or higher amount paid to the dissenting shareholder once a ruling is made regarding the appraisal claim.
3 unchanged sentences
Goodwill is primarily attributable to the expected benefits of operating a national bank.
−Removed: The results of operations of Golden Pacific are included in SoFi’s consolidated financial statements as of and for the three months ended March 31, 2022.
−Removed: As the acquisition was not determined to be a significant acquisition under ASC 805, we are not disclosing the pro forma impact of this acquisition to the results of operations in our interim and annual filings with the SEC.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: The results of operations of Golden Pacific are included in SoFi’s consolidated financial statements as of and for the three and six months ended June 30, 2022.
+Added: As the acquisition was not determined to be a significant acquisition under ASC 805, Business Combinations , we are not disclosing the pro forma impact of this acquisition to the results of operations in our interim and annual filings with the SEC.
Identifiable intangible net assets at the date of acquisition included finite-lived intangible assets for core deposits with an aggregate fair value of $ 1.0 million.
6 unchanged sentences
The Technisys Merger was accounted for as a business combination.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the components of the purchase consideration to acquire Technisys:
6 unchanged sentences
(1) Reflects the shares of SoFi common stock issued upon closing the acquisition of 81,856,112 , inclusive of 6,903,663 shares held in escrow, multiplied by the closing stock price of SoFi common stock on the closing date of the Technisys Merger.
−Removed: As of March 31, 2022, the purchase price allocation process for Technisys was not finalized, as further discussed below.
+Added: As of June 30, 2022, the purchase price allocation process for Technisys was not finalized, as further discussed below.
(2) We contemporaneously converted outstanding performance awards into restricted stock units (“RSUs”) to acquire common stock of SoFi (“Replacement Awards”).
The fair value of awards assumed in the purchase consideration was based on the closing stock price of SoFi common stock on the closing date of the Technisys Merger.
−Removed: (3) We made payments of $ 2,868 related to this component of purchase consideration through March 31, 2022.
Refer to Note 12 for additional information on our RSUs, including the Replacement Awards.
−Removed: As of March 31, 2022, the equity component of the total purchase consideration remained subject to further adjustment, pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
+Added: (3) We made payments of $ 14,773 and $ 17,641 related to this component of purchase consideration during the three and six months ended June 30, 2022, respectively.
+Added: As of June 30, 2022, the equity component of the total purchase consideration remained subject to further adjustment, pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
Any further adjustment to the equity consideration, which may increase or decrease by up to 598,068 shares, would similarly impact the carrying value of recognized goodwill, but would not impact the estimated fair values of the assets acquired and liabilities assumed in conjunction with the transaction.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The following table presents the allocation of the preliminary total purchase consideration to the estimated fair values of the identified assets acquired and liabilities assumed of Technisys as of the date of acquisition, as well as a reconciliation to the total consideration transferred:
+Added: The following table presents the allocation of the preliminary total purchase consideration to the estimated fair values of the identified assets acquired and liabilities assumed of Technisys as of the date of acquisition, as well as measurement period adjustments reflected in the second quarter of 2022, which also impacted the amount of goodwill:
+Added: Preliminary Purchase Price Allocation Measurement Period Adjustments (1)
+Added: Updated Purchase Price Allocation
Assets acquired
Cash and cash equivalents
+Added: $ 25,710 $ — $ 25,710
Accounts receivable (2)
+Added: 15,354 ( 2,303 ) 13,051
Intangible assets (3)
+Added: 239,000 — 239,000
Operating lease right-of-use (“ROU”) assets
+Added: 1,011 2,361 3,372
Total identifiable assets acquired
+Added: 281,662 58 281,720
Liabilities assumed
Accounts payable, accruals and other liabilities
+Added: 16,462 7,500 23,962
Operating lease liabilities 587 — 587
Deferred income taxes (4)
+Added: 55,104 2,239 57,343
Total liabilities assumed 72,153 9,739 81,892
Total identified net assets acquired 209,509 ( 9,681 ) 199,828
+Added: 705,920 9,681 715,601
Total consideration $ 915,429 $ — $ 915,429
_________________
−Removed: (1) Includes accounts receivable and unbilled revenue with a gross contractual amount of $ 17,710 .
+Added: (1) The measurement period adjustments did not have a significant impact on our results of operations.
+Added: The adjustment to accounts payable, accruals and other liabilities includes a tax payable adjustment of $ 6,548 .
+Added: (2) Included accounts receivable and unbilled revenue with a gross contractual amount of $ 15,407 .
At the date of acquisition, the Company expected $ 2,356 to be uncollectible.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
(3) Intangible assets consist of finite-lived intangible assets, as follows:
15 unchanged sentences
(i) the estimated annual net cash flows, which are a function of expected earnings attributable to the asset, the probability of use of the asset, the royalty rate and the applicable tax rate, and (ii) the discount rate, consistent with (a) above.
−Removed: (3) The deferred tax liabilities recognized in the acquisition were primarily related to the acquired intangible assets recognized at a fair value of $ 239.0 million, in which the acquiree had a significantly lower tax basis.
+Added: (4) The deferred tax liabilities recognized in the acquisition were primarily related to the acquired intangible assets, in which the acquiree had a significantly lower tax basis compared to the fair value.
(5) The excess of the total purchase consideration over the fair value of the identified net assets acquired was allocated to goodwill, none of which is expected to be deductible for tax purposes.
−Removed: The goodwill is subject to change based on the outcome of the net working capital calculation referenced earlier in this footnote.
+Added: The goodwill is subject to additional changes based on the outcome of the net working capital calculation referenced earlier in this footnote.
Goodwill is primarily attributable to expected growth opportunities at Technisys, and secondarily attributable to the expected synergies from leveraging the Technisys technology to enhance and expand Galileo’s product offerings and operations, as well as expand its market reach.
As such, all of the goodwill is allocated to the Technology Platform segment.
−Removed: The Company incurred total acquisition-related costs related to the Technisys Merger of $ 19.8 million, of which $ 3.3 million were incurred during the year ended December 31, 2021, and $ 16.5 million were incurred during the three months ended March 31, 2022, which were presented within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: From the date of acquisition through March 31, 2022, the acquired results of operations for Technisys contributed total net revenue of $ 6.2 million and net loss of $ 1.8 million to the Company’s consolidated results, which was inclusive of amortization expense recognized on the acquired intangible assets.
−Removed: The following unaudited supplemental pro forma financial information presents the Company’s consolidated results of operations for the three months ended March 31, 2022 and 2021 as if the business combination had occurred on January 1, 2021:
−Removed: Three Months Ended March 31,
+Added: The Company incurred total acquisition-related costs related to the Technisys Merger of $ 20.6 million, of which $ 3.3 million were incurred during the year ended December 31, 2021, and $ 17.3 million were incurred during the six months ended June 30, 2022, which were presented within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: From the date of acquisition through June 30, 2022, the acquired results of operations for Technisys contributed total net revenue of $ 26.5 million and net loss of $ 9.4 million to the Company’s consolidated results, which was inclusive of amortization expense recognized on the acquired intangible assets.
+Added: The following unaudited supplemental pro forma financial information presents the Company’s consolidated results of operations for the three months ended June 30, 2021, and six months ended June 30, 2022 and 2021 as if the business combination had occurred on January 1, 2021:
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2021 2022 2021
Total net revenue $ 248,149 $ 703,775 $ 457,252
6 unchanged sentences
• an adjustment to reflect acquisition-related costs for both parties as if they were incurred during the earliest period presented;
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
• the related income tax effects, at the statutory tax rate applicable for each period, of the pro forma adjustments noted above.
1 unchanged sentence
A rollforward of our goodwill balance is presented below as of the date indicated:
−Removed: March 31, 2022
+Added: June 30, 2022
Beginning balance
4 unchanged sentences
_____________________
−Removed: (1) The additional goodwill recognized as of March 31, 2022 includes $ 705,920 related to the Technisys Merger and $ 11,247 related to the Bank Merger.
−Removed: (2) As of March 31, 2022, we had goodwill attributable to the following reportable segments:
+Added: (1) The additional goodwill recognized as of June 30, 2022 includes $ 715,601 related to the Technisys Merger (inclusive of a measurement period adjustment in the second quarter of 2022) and $ 11,247 related to the Bank Merger.
+Added: (2) As of June 30, 2022, we had goodwill attributable to the following reportable segments:
$ 1,588,216 to Technology Platform and $ 37,159 to Financial Services.
−Removed: Investments in AFS Debt Securities
−Removed: In the third quarter of 2021, we began investing in debt securities.
−Removed: As of March 31, 2022 and December 31, 2021, all of our investments in debt securities were classified as available-for-sale.
−Removed: During the first quarter of 2022, we acquired
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: additional investments in AFS debt securities with the Bank Merger.
+Added: Investments in AFS Debt Securities
+Added: In the third quarter of 2021, we began investing in debt securities.
+Added: As of June 30, 2022 and December 31, 2021, all of our investments in debt securities were classified as available-for-sale.
+Added: During the first quarter of 2022, we acquired additional investments in AFS debt securities with the Bank Merger.
The following table presents our investments in AFS debt securities as of the dates indicated:
−Removed: March 31, 2022
+Added: June 30, 2022
Amortized Cost (1)
24 unchanged sentences
_____________________
−Removed: (1) Amortized cost basis reflects the amortization of premiums of $ 291 during the three months ended March 31, 2022.
−Removed: (2) As of March 31, 2022 and December 31, 2021, we determined that our unrealized loss positions related to credit losses were immaterial.
+Added: (1) Amortized cost basis reflects the amortization of premiums of $ 186 and $ 477 during the three and six months ended June 30, 2022, respectively.
+Added: (2) As of June 30, 2022 and December 31, 2021, we determined that our unrealized loss positions related to credit losses were immaterial.
Additionally, we do not intend to sell the securities in loss positions nor is it more likely than not that we will be required to sell the securities prior to recovery of the amortized cost basis.
6 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
2 unchanged sentences
Due Within One Year Due After One Year Through Five Years Due After Five Years Through Ten Years Due After Ten Years Total
−Removed: March 31, 2022
+Added: June 30, 2022
Investments in AFS debt securities—Amortized cost:
17 unchanged sentences
_____________________
−Removed: (1) The weighted average yield represents the effective yield for the investment securities and is computed based on the amortized cost of each security as of March 31, 2022.
−Removed: (2) Presentation of fair values of our investments in AFS debt securities by contractual maturity excludes total accrued interest of $ 535 as of March 31, 2022.
−Removed: The following table presents the gross proceeds and gross realized gains and losses from sales, maturities and paydowns of our investments in AFS debt securities during the three months ended March 31, 2022.
+Added: (1) The weighted average yield represents the effective yield for the investment securities and is computed based on the amortized cost of each security as of June 30, 2022.
+Added: (2) Presentation of fair values of our investments in AFS debt securities by contractual maturity excludes total accrued interest of $ 566 as of June 30, 2022.
+Added: The following table presents the gross proceeds and gross realized gains and losses from sales, maturities and paydowns of our investments in AFS debt securities during the three and six months ended June 30, 2022.
Realized gains and losses are presented within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: There were no transfers between classifications of our investments in AFS debt securities during the period presented.
+Added: There were no transfers between classifications of our investments in AFS debt securities during the periods presented.
Three Months Ended
−Removed: March 31, 2022
+Added: June 30, 2022 Six Months Ended
+Added: June 30, 2022
Investments in AFS debt securities
4 unchanged sentences
$ 7,788 $ 37,403
−Removed: (1) Proceeds from maturities and paydowns of investments in AFS debt securities were $ 11,964 during the three months ended March 31, 2022.
−Removed: See Note 11 for unrealized gains and losses on our investments in AFS debt securities and amounts reclassified out of accumulated other comprehensive income (loss) (“AOCI”).
+Added: _____________________
+Added: (1) Proceeds from maturities and paydowns of investments in AFS debt securities during the three and six months ended June 30, 2022 were $ 1,942 and $ 13,906 , respectively.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of March 31, 2022, our loan portfolio consisted of personal loans, student loans and home loans, which are measured at fair value under the fair value option election, and loans measured at amortized cost, including credit card, and commercial and consumer banking loans.
+Added: See Note 11 for unrealized gains and losses on our investments in AFS debt securities and amounts reclassified out of accumulated other comprehensive income (loss) (“AOCI”).
+Added: As of June 30, 2022, our loan portfolio consisted of personal loans, student loans and home loans, which are measured at fair value under the fair value option election, and loans measured at amortized cost, including credit card, and commercial and consumer banking loans.
Below is a disaggregated presentation of our loans, inclusive of fair market value adjustments and accrued interest income and net of the allowance for credit losses, as applicable, as of the dates indicated:
−Removed: March 31, December 31,
+Added: June 30, December 31,
Loans at fair value
19 unchanged sentences
_____________________
+Added: (1) Amounts are presented net of the allowance for credit losses.
See Note 1 for additional information on our loans at amortized cost as it pertains to the allowance for credit losses pursuant to ASC 326.
3 unchanged sentences
Personal Loans
−Removed: March 31, 2022
+Added: June 30, 2022
Unpaid principal (1)
17 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
5 unchanged sentences
Personal Loans
−Removed: March 31, 2022
+Added: June 30, 2022
Unpaid principal
9 unchanged sentences
Fair value of loans 90 days or more delinquent $ 756 $ 725 $ 1,481
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the changes in our loans measured at fair value on a recurring basis:
1 unchanged sentence
Personal Loans
−Removed: Three Months Ended March 31, 2022
−Removed: Fair value as of January 1, 2022 $ 3,450,837 $ 212,709 $ 2,289,426 $ 5,952,972
+Added: Three Months Ended June 30, 2022
+Added: Fair value as of March 31, 2022 $ 3,737,439 $ 146,658 $ 3,118,788 $ 7,002,885
Origination of loans
10 unchanged sentences
( 182 ) ( 269 ) 31,833 31,382
+Added: Fair value as of June 30, 2022 $ 3,714,375 $ 135,262 $ 4,109,745 $ 7,959,382
+Added: Three Months Ended June 30, 2021
Fair value as of March 31, 2021 $ 2,666,793 $ 231,903 $ 1,573,908 $ 4,472,604
−Removed: Three Months Ended March 31, 2021
−Removed: Fair value as of January 1, 2021 $ 2,866,459 $ 179,689 $ 1,812,920 $ 4,859,068
Origination of loans
10 unchanged sentences
15,657 665 9,808 26,130
−Removed: Fair value as of March 31, 2021 $ 2,666,793 $ 231,903 $ 1,573,908 $ 4,472,604
+Added: Fair value as of June 30, 2021 $ 2,739,493 $ 182,313 $ 1,763,542 $ 4,685,348
+Added: Six Months Ended June 30, 2022
+Added: Fair value as of January 1, 2022 $ 3,450,837 $ 212,709 $ 2,289,426 $ 5,952,972
+Added: Origination of loans 1,382,526 644,430 4,497,853 6,524,809
+Added: Principal payments ( 394,164 ) ( 5,101 ) ( 833,632 ) ( 1,232,897 )
+Added: Sales of loans ( 803,840 ) ( 708,150 ) ( 2,101,818 ) ( 3,613,808 )
+Added: Purchases (1)
121,707 828 227,937 350,472
+Added: Change in accumulated interest ( 389 ) ( 31 ) 10,745 10,325
+Added: Change in fair value (2)
+Added: ( 42,302 ) ( 9,423 ) 19,234 ( 32,491 )
+Added: Fair value as of June 30, 2022 $ 3,714,375 $ 135,262 $ 4,109,745 $ 7,959,382
+Added: Six Months Ended June 30, 2021
+Added: Fair value as of January 1, 2021 $ 2,866,459 $ 179,689 $ 1,812,920 $ 4,859,068
+Added: Origination of loans
+Added: 1,864,182 1,527,832 2,100,073 5,492,087
+Added: Principal payments ( 486,108 ) ( 2,759 ) ( 506,007 ) ( 994,874 )
+Added: Sales of loans
+Added: ( 1,547,101 ) ( 1,519,208 ) ( 1,749,576 ) ( 4,815,885 )
+Added: Purchases (1)
+Added: 44,850 541 104,539 149,930
+Added: Change in accumulated interest ( 1,652 ) ( 18 ) ( 2,340 ) ( 4,010 )
+Added: Change in fair value (2)
+Added: ( 1,137 ) ( 3,764 ) 3,933 ( 968 )
+Added: Fair value as of June 30, 2021 $ 2,739,493 $ 182,313 $ 1,763,542 $ 4,685,348
+Added: __________________
(1) Purchases reflect unpaid principal balance and relate to previously transferred loans.
−Removed: Purchase activity during the three months ended March 31, 2022 included securitization clean-up calls (purchases we elect to make when the risk retention period has sunset) of $ 275,499 .
+Added: Purchase activity during the three and six months ended June 30, 2022 included securitization clean-up calls of $ 60,240 and $ 335,739 , respectively.
+Added: Additionally, during the three and six months ended June 30, 2022, the Company elected to purchase $ 7,290 and $ 7,290 , respectively, of previously sold loans from certain investors.
+Added: Purchase activity during the three and six months ended June 30, 2021 included securitization clean-up calls of $ 131,372 and $ 131,372 , respectively.
+Added: Additionally, during the three and six months ended June 30, 2021, the Company elected to purchase $ 15,185 and $ 15,185 , respectively, of previously sold loans from certain investors.
+Added: The Company was not required to buy back these loans.
The remaining purchases during the periods presented related to standard representations and warranties pursuant to our various loan sale agreements.
−Removed: (2) Changes in fair value of loans are recorded in the unaudited condensed consolidated statements of operations and comprehensive income (loss) within noninterest income—loan origination and sales for loans held on the balance sheet prior to transfer to a third party through a sale or to a VIE and within noninterest income—securitizations for loans in a consolidated VIE.
−Removed: Changes in fair value are impacted by valuation assumption changes, as well as sales price execution and amount of time the loans are held prior to sale.
−Removed: The estimated amount of gains included in earnings attributable to changes in instrument-specific credit risk were $ 6,496 and $ 6,926 during the three months ended March 31, 2022 and 2021, respectively.
−Removed: The gains attributable to instrument-specific credit risk were estimated by incorporating our current default and loss severity assumptions for the loans.
−Removed: These assumptions are based on historical performance, market trends and performance expectations over the term of the underlying instrument.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: (2) Changes in fair value of loans are recorded in the unaudited condensed consolidated statements of operations and comprehensive income (loss) within noninterest income—loan origination and sales for loans held on the balance sheet prior to transfer to a third party through a sale or to a VIE and within noninterest income—securitizations for loans in a consolidated VIE.
+Added: Changes in fair value are impacted by valuation assumption changes, as well as sales price execution and amount of time the loans are held prior to sale.
+Added: The estimated amount of losses included in earnings attributable to changes in instrument-specific credit risk were $ 23,221 and $ 16,725 during the three and six months ended June 30, 2022, respectively, and $ 9,038 and $ 2,111 during the three and six months ended June 30, 2021, respectively.
+Added: The losses attributable to instrument-specific credit risk were estimated by incorporating our current default and loss severity assumptions for the loans.
+Added: These assumptions are based on historical performance, market trends and performance expectations over the term of the underlying instrument.
Loans Measured at Amortized Cost
4 unchanged sentences
Total Delinquent Loans Total Loans (2)
−Removed: March 31, 2022
+Added: June 30, 2022
Credit card $ 177,732 $ 3,570 $ 3,105 $ 8,417 $ 15,092 $ 192,824
10 unchanged sentences
(1) All of the credit card loans ≥ 90 days past due continued to accrue interest.
−Removed: As of March 31, 2022 and December 31, 2021, there were no credit card loans on nonaccrual status.
−Removed: As of March 31, 2022, commercial and consumer banking loans on nonaccrual status were immaterial, and there were no loans that were 90 days or more past due.
−Removed: (2) For credit card, the balance is presented before allowance for credit losses of $ 16,500 and $ 7,037 as of March 31, 2022 and December 31, 2021, respectively, and accrued interest of $ 2,058 and $ 1,359 , respectively.
−Removed: For commercial and consumer banking, the balance is presented before allowance for credit losses of $ 1,366 and accrued interest of $ 289 as of March 31, 2022.
−Removed: (3) Includes residential real estate loans acquired in the Bank Merger, for which we did not elect the fair value option for this portfolio of loans.
−Removed: Credit Quality Indicators
−Removed: The following table presents the amortized cost basis of our credit card portfolio (excluding accrued interest and before the allowance for credit losses) as of the dates indicated based on FICO scores, which are obtained at the origination of the
+Added: As of June 30, 2022 and December 31, 2021, there were no credit card loans on nonaccrual status.
+Added: As of June 30, 2022, commercial and consumer banking loans on nonaccrual status were immaterial, and there were no loans that were 90 days or more past due.
+Added: (2) For credit card, the balance is presented before allowance for credit losses of $ 21,974 and $ 7,037 as of June 30, 2022 and December 31, 2021, respectively, and accrued interest of $ 3,017 and $ 1,359 , respectively.
+Added: For commercial and consumer banking, the balance is presented before allowance for credit losses of $ 1,204 and accrued interest of $ 247 as of June 30, 2022.
+Added: (3) Includes residential real estate loans acquired in the Bank Merger, for which we did not elect the fair value option.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: account, and are updated as new credit information is available.
+Added: Credit Quality Indicators
+Added: The following table presents the amortized cost basis of our credit card portfolio (excluding accrued interest and before the allowance for credit losses) as of the dates indicated based on FICO scores, which are obtained at the origination of the account, and are updated as new credit information is available.
The pools estimate the likelihood of borrowers with similar FICO scores to pay credit obligations based on aggregate credit performance data.
−Removed: FICO March 31, 2022 December 31, 2021
+Added: FICO June 30, 2022 December 31, 2021
≥ 800 $ 9,560 $ 10,016
23 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The following table presents the amortized cost basis of our commercial and consumer banking portfolio (excluding accrued interest and before the allowance for credit losses) by origination year and credit quality indicator as of March 31, 2022.
+Added: The following table presents the amortized cost basis of our commercial and consumer banking portfolio (excluding accrued interest and before the allowance for credit losses) by origination year and credit quality indicator as of June 30, 2022:
Term Loans by Origination Year
27 unchanged sentences
Our investments in consolidated VIEs eliminate in consolidation.
−Removed: The residual interest is the first VIE interest to absorb losses should the loans securing the debt obligations not provide adequate cash flows to satisfy more senior claims and is, by design, the interest that we expect to absorb the expected gains and losses of the VIE.
+Added: The residual interest is the first VIE interest to absorb losses should the loans securing the debt obligations not provide adequate cash flows to satisfy more senior claims and is the interest that we expect to absorb the expected gains and losses of the VIE.
The Company’s exposure to credit risk in sponsoring SPEs is limited to our investment in the VIE.
VIE creditors have no recourse against our general credit.
−Removed: As of March 31, 2022 and December 31, 2021, we had 12 and 13 consolidated VIEs, respectively, on our unaudited condensed consolidated balance sheets.
+Added: As of June 30, 2022 and December 31, 2021, we had 12 and 13 consolidated VIEs, respectively, on our unaudited condensed consolidated balance sheets.
The following table presents the assets and liabilities of consolidated VIEs that were included in our unaudited condensed consolidated balance sheets.
1 unchanged sentence
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
2 unchanged sentences
Additionally, the assets and liabilities in the table below exclude intercompany balances, which eliminate upon consolidation.
−Removed: March 31, December 31,
+Added: June 30, December 31,
Restricted cash and restricted cash equivalents
20 unchanged sentences
Personal Loans
−Removed: As of March 31, 2022 and December 31, 2021, we had investments in nine and nine nonconsolidated personal loan VIEs, respectively.
−Removed: We did no t establish any personal loan trusts during the three months ended March 31, 2022 and 2021.
−Removed: We did not provide financial support to any personal loan trusts beyond our initial equity investment and we did no t deconsolidate any personal loan VIEs during the three months ended March 31, 2022 and 2021.
+Added: As of June 30, 2022 and December 31, 2021, we had investments in eight and nine nonconsolidated personal loan VIEs, respectively.
+Added: We did no t establish any personal loan trusts during the six months ended June 30, 2022 and established one personal loan trust during the six months ended June 30, 2021.
+Added: We did not provide financial support to any personal loan trusts beyond our initial equity investment and we did no t deconsolidate any personal loan VIEs during the six months ended June 30, 2022 and 2021.
Student Loans
−Removed: As of March 31, 2022 and December 31, 2021, we had investments in 24 and 24 nonconsolidated student loan VIEs, respectively.
−Removed: We did no t establish any student loan trusts during the three months ended March 31, 2022 and established two student loan trusts during the three months ended March 31, 2021, which were not consolidated as of the balance sheet date.
+Added: As of each of June 30, 2022 and December 31, 2021, we had investments in 24 nonconsolidated student loan VIEs.
+Added: We did no t establish any student loan trusts during the six months ended June 30, 2022 and established three student loan trusts during the six months ended June 30, 2021, which were not consolidated as of the balance sheet date.
We did not provide financial support to any student loan trusts beyond our initial equity investment during the periods presented.
−Removed: We deconsolidated one student loan VIE during the three months ended March 31, 2022.
−Removed: We did not deconsolidate any student loan VIEs during the three months ended March 31, 2021.
+Added: We deconsolidated one student loan VIE during the six months ended June 30, 2022.
+Added: We did not deconsolidate any student loan VIEs during the six months ended June 30, 2021.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
1 unchanged sentence
The following table presents the aggregate outstanding value of asset-backed bonds and residual interests owned by the Company in nonconsolidated VIEs as of the dates indicated:
−Removed: March 31, December 31,
+Added: June 30, December 31,
Personal loans
13 unchanged sentences
For FNMA home loans, we have customary FNMA repurchase requirements, which do not constrain sale treatment but result in a liability for the expected repurchase requirement.
−Removed: The following table summarizes our student loan securitization transfers qualifying for sale accounting treatment for the three months ended March 31, 2021.
−Removed: There were no loan securitization transfers qualifying for sale accounting treatment during the three months ended March 31, 2022.
−Removed: Three Months Ended March 31,
+Added: The following table summarizes our student and personal loan securitization transfers qualifying for sale accounting treatment for the three and six months ended June 30, 2021.
+Added: There were no loan securitization transfers qualifying for sale accounting treatment during the three and six months ended June 30, 2022.
+Added: Three Months Ended June 30, Six Months Ended June 30,
Student loans
Fair value of consideration received:
+Added: $ 196,223 $ 696,264
Securitization investments
+Added: 10,403 36,784
Servicing assets recognized
Total consideration
+Added: 208,996 764,149
Aggregate unpaid principal balance and accrued interest of loans sold
+Added: 200,379 726,505
Gain from loan sales
+Added: $ 8,617 $ 37,644
+Added: Personal loans
+Added: Fair value of consideration received:
+Added: $ 198,491 $ 198,491
+Added: Securitization investments
+Added: 10,481 10,481
+Added: Servicing assets recognized
+Added: Total consideration
+Added: 210,210 210,210
+Added: Aggregate unpaid principal balance and accrued interest of loans sold
+Added: 200,806 200,806
+Added: Gain from loan sales
+Added: $ 9,404 $ 9,404
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
1 unchanged sentence
The following table summarizes our whole loan sales during the periods indicated:
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Student loans
6 unchanged sentences
261,324 412,222 807,611 825,312
−Removed: Gain from loan sales
+Added: Gain (loss) from loan sales
$ ( 515 ) $ 16,808 $ 7,853 $ 30,838
21 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
3 unchanged sentences
Personal Loans Total
−Removed: March 31, 2022
+Added: June 30, 2022
Loans in repayment
20 unchanged sentences
The following table presents additional information during the periods indicated about the servicing cash flows received and net charge-offs related to transferred loans with which we have a continuing involvement:
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Student loans
2 unchanged sentences
Charge-offs, net of recoveries (1)
+Added: 9,192 4,651 17,412 7,704
Servicing fees collected
$ 2,930 $ 1,918 $ 5,566 $ 3,531
−Removed: Charge-offs, net of recoveries
Personal Loans
13 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
4 unchanged sentences
Commercial and Consumer Banking (1)
−Removed: Three Months Ended March 31, 2022
−Removed: Balance at December 31, 2021
+Added: Three Months Ended June 30, 2022
+Added: Balance at March 31, 2022
$ 1,652 $ 16,500 $ 1,366
1 unchanged sentence
1,112 10,265 ( 162 )
−Removed: Allowance for PCD loans (3)
Write-offs charged against the allowance (3)
( 44 ) ( 4,791 ) —
+Added: Balance at June 30, 2022
+Added: $ 2,720 $ 21,974 $ 1,204
+Added: Three Months Ended June 30, 2021
Balance at March 31, 2021
$ 919 $ 171 $ —
−Removed: Three Months Ended March 31, 2021
+Added: Provision for credit losses (2)
+Added: Write-offs charged against the allowance
+Added: ( 334 ) ( 6 ) —
+Added: Balance at June 30, 2021
+Added: $ 1,230 $ 691 $ —
+Added: Six Months Ended June 30, 2022
Balance at December 31, 2021 $ 2,292 $ 7,037 $ —
+Added: Provision for credit losses (2)
521 22,242 822
+Added: Allowance for PCD loans (4)
+Added: Write-offs charged against the allowance (3)
+Added: ( 93 ) ( 7,305 ) —
+Added: Balance at June 30, 2022
+Added: $ 2,720 $ 21,974 $ 1,204
+Added: Six Months Ended June 30, 2021
+Added: Balance at December 31, 2020 $ 562 $ 219 $ —
Provision for credit losses (2)
1 unchanged sentence
( 1,112 ) ( 54 ) —
−Removed: Balance at March 31, 2021
+Added: Balance at June 30, 2021
$ 1,230 $ 691 $ —
3 unchanged sentences
(2) The provision for credit losses on accounts receivable is presented within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: During the three months ended March 31, 2022 and 2021, recoveries of amounts previously reserved related to accounts receivable were $ 1,392 and $ 547 , respectively.
+Added: During the three and six months ended June 30, 2022, recoveries of amounts previously reserved related to accounts receivable were $ 368 and $ 1,760 , respectively.
+Added: During the three and six months ended June 30, 2021, recoveries of amounts previously reserved related to accounts receivable were $ 199 and $ 746 , respectively.
The provision for credit losses on credit card and commercial and consumer banking loans is presented within noninterest expense—provision for credit losses.
−Removed: There were no recoveries of credit card losses during the three months ended March 31, 2022 and 2021 and immaterial recoveries on the commercial and consumer banking portfolio through March 31, 2022.
+Added: There were immaterial recoveries of credit card losses during the three and six months ended June 30, 2022 and 2021, and immaterial recoveries on the commercial and consumer banking portfolio through June 30, 2022.
+Added: (3) The increases in credit card write-offs charged against the allowance during the three and six months ended June 30, 2022 were commensurate with our increased loan portfolio combined with elevated loss rates.
(4) We measured a PCD allowance for the loans acquired in the Bank Merger upon acquisition, which resulted in a gross-up to the allowance for credit losses, but had no impact on earnings.
−Removed: (4) The increase in credit card write-offs charged against the allowance during the three months ended March 31, 2022 was commensurate with our increased loan portfolio combined with increased loss rates.
+Added: Credit card :
+Added: Accrued interest receivables written off during the three and six months ended June 30, 2022 were $ 834 and $ 1,285 , respectively.
+Added: Accrued interest receivables written off during the three and six months ended June 30, 2021 were immaterial.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
2 unchanged sentences
The following tables summarize, by level within the fair value hierarchy, the carrying amounts and estimated fair values of our assets and liabilities (i) measured at fair value on a recurring basis, (ii) measured at fair value on a nonrecurring basis, or (iii) disclosed but not carried at fair value in the unaudited condensed consolidated balance sheets as of the dates presented:
−Removed: March 31, 2022
+Added: June 30, 2022
Carrying Value Level 1 Level 2 Level 3 Total
15 unchanged sentences
94,978 — — 94,978 94,978
−Removed: Non-securitization investments – ETFs (2)(6)
−Removed: 1,419 1,419 — — 1,419
Non-securitization investments – other (3)
6 unchanged sentences
625 — — 625 625
−Removed: Student loan commitments (2)(11)
+Added: IRLCs (2)(10)
+Added: 1,120 — — 1,120 1,120
Interest rate caps (2)(8)
3,987 — 3,987 — 3,987
+Added: Digital assets safeguarding asset (2)(11)
112,010 — 112,010 — 112,010
$ 10,018,572 $ 1,138,564 $ 370,281 $ 8,520,963 $ 10,029,808
+Added: Time deposits (1)
$ 18,474 $ — $ 18,455 $ — $ 18,455
+Added: 3,723,561 783,600 2,556,006 — 3,339,606
Residual interests classified as debt (2)
2 unchanged sentences
25,716 259 25,457 — 25,716
−Removed: Interest rate lock commitments (2)(11)
+Added: Student loan commitments (2)(10)
254 — — 254 254
+Added: Digital assets safeguarding liability (2)(11)
+Added: 112,010 — 112,010 — 112,010
Total liabilities $ 3,934,451 $ 783,859 $ 2,711,928 $ 54,690 $ 3,550,477
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
28 unchanged sentences
4,272 — — 4,272 4,272
−Removed: Interest rate lock commitments (2)(11)
+Added: IRLCs (2)(10)
3,759 — — 3,759 3,759
22 unchanged sentences
(3) Measured at fair value on a nonrecurring basis.
−Removed: (4) Investments in AFS debt securities as of March 31, 2022 were classified as Level 1 or Level 2.
+Added: (4) Investments in AFS debt securities were classified as Level 1 or Level 2.
The Level 1 investments utilize quoted prices in actively traded markets.
4 unchanged sentences
See Note 5 for additional information.
−Removed: (6) ETFs classified as Level 1 are based on utilizing quoted prices in actively traded markets.
(6) The key unobservable assumption used in the fair value measurement of the third party warrants is the price of the stock underlying the warrants.
6 unchanged sentences
Interest rate swaps and interest rate caps are classified as Level 2, because these financial instruments do not trade in active markets with observable prices, but rely on observable inputs other than quoted prices.
−Removed: Interest rate swaps are valued using the three-month LIBOR swap yield curve and interest rate caps are valued using a Secured Overnight Financing Rate (“SOFR”) curve and the implied volatilities suggested by the SOFR rate curve, which are all observable inputs from active markets.
−Removed: (10) The purchase price earn-out provision is classified as Level 3 because of our reliance on an unobservable inputs, such as conditional prepayment rates, annual default rates and discount rates.
+Added: As of June 30, 2022, interest rate swaps and interest rate caps were valued using the overnight Secured Overnight Financing Rate (“SOFR”) curve and the implied volatilities suggested by the SOFR rate curve.
+Added: As of December 31, 2021, interest rate swaps were valued using the three-month LIBOR swap yield curve.
+Added: These were determined to be observable inputs from active markets.
+Added: (9) The purchase price earn-out provision is classified as Level 3 because of our reliance on unobservable inputs, such as conditional prepayment rates, annual default rates and discount rates.
(10) IRLCs and student loan commitments are classified as Level 3 because of our reliance on assumed loan funding probabilities.
1 unchanged sentence
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: (11) The digital assets safeguarding liability and corresponding safeguarding asset are classified as Level 2, because they do not trade in active markets, and are valued using quoted prices on an active exchange that has been identified as the principal market for the underlying digital assets that are being held by our third-party custodians for the benefit of our members.
The following key unobservable assumptions were used in the fair value measurement of our loans as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Range Weighted Average Range Weighted Average
43 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
1 unchanged sentence
The following key unobservable inputs were used in the fair value measurement of our classes of servicing rights as of the dates presented:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Range Weighted Average Range Weighted Average
51 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
1 unchanged sentence
The following table presents the estimated decrease to the fair value of our servicing rights as of the dates indicated if the key assumptions had each of the below adverse changes:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Market servicing costs
18 unchanged sentences
In reality, changes in one factor may lead to changes in other factors, which could impact the above hypothetical effects.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the changes in the Company’s servicing rights, which are measured at fair value on a recurring basis:
Student Loans Home Loans Personal Loans Total
−Removed: Three Months Ended March 31, 2022
−Removed: Fair value as of January 1, 2022 $ 90,003 $ 50,533 $ 27,723 $ 168,259
+Added: Three Months Ended June 30, 2022
+Added: Fair value as of March 31, 2022 $ 85,957 $ 59,585 $ 27,963 $ 173,505
Recognition of servicing from transfers of financial assets 2,991 4,482 7,659 15,132
5 unchanged sentences
( 9,705 ) ( 3,103 ) ( 9,103 ) ( 21,911 )
+Added: Fair value as of June 30, 2022 $ 84,919 $ 62,166 $ 29,879 $ 176,964
+Added: Three Months Ended June 30, 2021
Fair value as of March 31, 2021 $ 106,338 $ 32,038 $ 22,864 $ 161,240
−Removed: Three Months Ended March 31, 2021
+Added: Recognition of servicing from transfers of financial assets
+Added: 6,110 9,367 6,316 21,793
+Added: Derecognition of servicing via loan purchases
+Added: ( 392 ) — ( 188 ) ( 580 )
+Added: Change in valuation inputs or other assumptions
+Added: ( 387 ) ( 1,783 ) 1,946 ( 224 )
+Added: Realization of expected cash flows and other changes
+Added: ( 12,068 ) ( 2,065 ) ( 8,329 ) ( 22,462 )
+Added: Fair value as of June 30, 2021 $ 99,601 $ 37,557 $ 22,609 $ 159,767
+Added: Six Months Ended June 30, 2022
Fair value as of January 1, 2022 $ 90,003 $ 50,533 $ 27,723 $ 168,259
Recognition of servicing from transfers of financial assets 8,815 8,720 14,083 31,618
+Added: Servicing rights assumed from third parties — — 1,946 1,946
+Added: Derecognition of servicing via loan purchases
( 1,072 ) — ( 515 ) ( 1,587 )
Change in valuation inputs or other assumptions 6,999 8,942 4,737 20,678
+Added: Realization of expected cash flows and other changes
( 19,826 ) ( 6,029 ) ( 18,095 ) ( 43,950 )
+Added: Fair value as of June 30, 2022 $ 84,919 $ 62,166 $ 29,879 $ 176,964
+Added: Six Months Ended June 30, 2021
+Added: Fair value as of January 1, 2021 $ 100,637 $ 23,914 $ 25,046 $ 149,597
+Added: Recognition of servicing from transfers of financial assets
+Added: 39,699 15,906 12,319 67,924
+Added: Derecognition of servicing via loan purchases
+Added: ( 392 ) — ( 188 ) ( 580 )
+Added: Change in valuation inputs or other assumptions
+Added: ( 16,115 ) 1,546 2,236 ( 12,333 )
Realization of expected cash flows and other changes
( 24,228 ) ( 3,809 ) ( 16,804 ) ( 44,841 )
−Removed: Fair value as of March 31, 2021 $ 106,338 $ 32,038 $ 22,864 $ 161,240
+Added: Fair value as of June 30, 2021 $ 99,601 $ 37,557 $ 22,609 $ 159,767
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
4 unchanged sentences
The following key inputs were used in the fair value measurement of our asset-backed bonds as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Discount rate (range) 1.6 % – 5.0 %
3 unchanged sentences
19.5 % – 32.2 %
−Removed: As of the dates indicated, the fair value of our asset-backed bonds was not materially impacted by default assumptions on the underlying securitization loans, as the subordinate residual interests, by design, are expected to absorb all estimated losses based on our default assumptions for the respective periods.
+Added: As of the dates indicated, the fair value of our asset-backed bonds was not materially impacted by default assumptions on the underlying securitization loans, as the subordinate residual interests are expected to absorb all estimated losses based on our default assumptions for the respective periods.
Residual Investments and Residual Interests Classified as Debt
3 unchanged sentences
The following key unobservable inputs were used in the fair value measurements of our residual investments and residual interests classified as debt as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Range Weighted Average Range Weighted Average
27 unchanged sentences
The weighted average assumption was weighted based on relative fair value.
−Removed: The following table presents the changes in the residual investments and residual interests classified as debt, which are both measured at fair value on a recurring basis.
−Removed: We record changes in fair value within noninterest income—securitizations in
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: the unaudited condensed consolidated statements of operations and comprehensive income (loss), a portion of which is subsequently reclassified to interest expense—securitizations and warehouses for residual interests classified as debt and to interest income—securitizations for residual investments, but does not impact the liability or asset balance, respectively.
+Added: The following table presents the changes in the residual investments and residual interests classified as debt, which are both measured at fair value on a recurring basis.
+Added: We record changes in fair value within noninterest income—securitizations in the unaudited condensed consolidated statements of operations and comprehensive income (loss), a portion of which is subsequently reclassified to interest expense—securitizations and warehouses for residual interests classified as debt and to interest income—securitizations for residual investments, but does not impact the liability or asset balance, respectively.
Residual Investments
Residual Interests Classified as Debt
−Removed: Three Months Ended March 31, 2022
−Removed: Fair value as of January 1, 2022
−Removed: $ 121,019 $ 93,682
+Added: Three Months Ended June 30, 2022
+Added: Fair value as of March 31, 2022 $ 106,677 $ 70,532
Change in valuation inputs or other assumptions (1)
Payments ( 11,989 ) ( 18,758 )
+Added: Fair value as of June 30, 2022 $ 94,978 $ 54,436
+Added: Three Months Ended June 30, 2021
Fair value as of March 31, 2021 $ 150,961 $ 114,882
−Removed: Three Months Ended March 31, 2021
−Removed: Fair value as of January 1, 2021 $ 139,524 $ 118,298
Additions 11,787 2,170
1 unchanged sentence
Payments ( 23,003 ) ( 10,224 )
−Removed: Fair value as of March 31, 2021 $ 150,961 $ 114,882
+Added: Fair value as of June 30, 2021 $ 143,100 $ 112,545
+Added: Six Months Ended June 30, 2022
+Added: Fair value as of January 1, 2022
$ 121,019 $ 93,682
−Removed: (1) For residual investments, the estimated amount of losses included in earnings attributable to changes in instrument-specific credit risk were immaterial during the periods presented.
+Added: Change in valuation inputs or other assumptions (1)
+Added: ( 27,093 ) ( 44,871 )
+Added: Fair value as of June 30, 2022 $ 94,978 $ 54,436
+Added: Six Months Ended June 30, 2021
+Added: Fair value as of January 1, 2021 $ 139,524 $ 118,298
+Added: Change in valuation inputs or other assumptions (1)
+Added: ( 41,444 ) ( 21,591 )
+Added: Fair value as of June 30, 2021 $ 143,100 $ 112,545
+Added: ___________________
+Added: (1) For residual investments, the estimated amounts of gains and losses included in earnings attributable to changes in instrument-specific credit risk were immaterial during the periods presented.
+Added: (2) Payments of residual investments included residual investment sales of $ 220 and $ 220 during the three and six months ended June 30, 2022, respectively, and $ 2,676 and $ 2,676 during the three and six months ended June 30, 2021, respectively.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Loan Commitments
2 unchanged sentences
The following key unobservable inputs were used in the fair value measurements of our IRLCs and student loan commitments as of the dates indicated:
−Removed: March 31, 2022 December 31, 2021
+Added: June 30, 2022 December 31, 2021
Range Weighted Average Range Weighted Average
9 unchanged sentences
A significant difference between the actual funded rate and the assumed funded rate at the measurement date could result in a significantly higher or lower fair value measurement of our IRLCs and student loan commitments.
−Removed: The aggregate amount of student loans we committed to fund was $ 4,888 as of March 31, 2022.
+Added: The aggregate amount of student loans we committed to fund was $ 34,668 as of June 30, 2022.
See Note 1 under “Derivative Financial Instruments” for the aggregate notional amount associated with IRLCs.
3 unchanged sentences
The weighted average assumptions were weighted based on relative fair values.
−Removed: The following table presents the changes in our IRLCs and student loan commitments, which are measured at fair value on a recurring basis.
−Removed: Changes in the fair values of IRLCs and student loan commitments are recorded within noninterest
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: income—loan origination and sales in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: The following table presents the changes in our IRLCs and student loan commitments, which are measured at fair value on a recurring basis.
+Added: Changes in the fair values of IRLCs and student loan commitments are recorded within noninterest income—loan origination and sales in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
IRLCs Student Loan Commitments
−Removed: Three Months Ended March 31, 2022
+Added: Three Months Ended June 30, 2022
+Added: Fair value as of March 31, 2022 $ ( 3,039 ) $ 23
+Added: Revaluation adjustments
+Added: 1,120 ( 254 )
+Added: Funded loans (1)
+Added: Unfunded loans (1)
+Added: Fair value as of June 30, 2022 $ 1,120 $ ( 254 )
+Added: Three Months Ended June 30, 2021
+Added: Fair value as of March 31, 2021 $ 7,118 $ —
+Added: Revaluation adjustments
+Added: Funded loans (1)
+Added: Unfunded loans (1)
+Added: Fair value as of June 30, 2021 $ 7,760 $ —
+Added: Six Months Ended June 30, 2022
Fair value as of January 1, 2022 $ 3,759 $ 2,220
Revaluation adjustments
+Added: ( 1,919 ) ( 231 )
Funded loans (1)
2 unchanged sentences
( 155 ) ( 103 )
−Removed: Fair value as of March 31, 2022 $ ( 3,039 ) $ 23
−Removed: Three Months Ended March 31, 2021
+Added: Fair value as of June 30, 2022 $ 1,120 $ ( 254 )
+Added: Six Months Ended June 30, 2021
Fair value as of January 1, 2021 $ 15,620 $ —
2 unchanged sentences
Unfunded loans (1)
−Removed: Fair value as of March 31, 2021 $ 7,118 $ —
+Added: Fair value as of June 30, 2021 $ 7,760 $ —
___________________
(1) For each quarter presented, funded and unfunded loan fair value adjustments represent the unpaid principal balance of funded and unfunded loans, respectively, during the quarter multiplied by the IRLC or student loan commitment price in effect at the beginning of the quarter.
+Added: For the year-to-date periods presented, amounts represent the summation of the per-quarter effects.
Non-Securitization Investments
−Removed: Non-securitization investments — ETFs of $ 1,419 and $ 1,486 as of March 31, 2022 and December 31, 2021, respectively, include investments in exchange-traded funds (“ETF”), which have targeted investment strategies.
−Removed: Our investments as of March 31, 2022 and December 31, 2021 included an ETF with investment grade and high-yield fixed income securities.
−Removed: Non-securitization investments — ETFs are measured at fair value on a recurring basis using the net asset value expedient in accordance with ASC 820 and are presented within other assets in the unaudited condensed consolidated balance sheets.
−Removed: Non-securitization investments — Other of $ 25,176 and $ 6,054 as of March 31, 2022 and December 31, 2021, respectively, include investments for which fair values are not readily determinable, which we elect to measure using the measurement alternative method of accounting.
−Removed: Under the measurement alternative method, we measure the investments at cost, less any impairment and adjusted for changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuers.
−Removed: The carrying values of the investments are presented within other assets in the unaudited condensed consolidated balance sheets.
+Added: Non-securitization investments — Other of $ 22,780 and $ 6,054 as of June 30, 2022 and December 31, 2021, respectively, include investments for which fair values are not readily determinable, which we elect to measure using the measurement alternative method of accounting.
+Added: The fair value measurements are classified within Level 3 of the fair value hierarchy due to the use of unobservable inputs in the fair value measurements.
Adjustments to the carrying value, such as impairments and unrealized gains, are recognized within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: The fair value measurements are classified within Level 3 of the fair value hierarchy due to the uses of unobservable inputs in the fair value measurements.
−Removed: In the first quarter of 2022, we measured a former equity method investment under the measurement alternative method, which primarily drove the increase in the balance from year end.
−Removed: There were no observed changes in the fair value through March 31, 2022.
−Removed: For an investment with a fair value of $ 2,168 as of March 31, 2022 and December 31, 2021, respectively, we recognized a gain of $ 3,967 during the second quarter of 2021, which reflected a value based on the investee’s latest round of financing in an orderly transaction in an issuance similar to our investment holding.
−Removed: In the same quarter, we sold a portion of our investment for $ 2,000 at the same valuation.
−Removed: We also had another investment with a fair value of $ 2,000 as of March 31, 2022 and December 31, 2021, respectively.
−Removed: We did not make any adjustments to the investment value through March 31, 2022.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: In the first quarter of 2022, we measured a former equity method investment under the measurement alternative method, which primarily drove the increase in the balance from year end.
+Added: The fair value of this investment was $ 19,739 as of June 30, 2022.
+Added: In the second quarter of 2022, we wrote off an investment with a carrying value of $ 2,168 for a loss, which reflected the impact of observable market changes.
+Added: We had previously recognized a gain of $ 3,967 on this investment during the second quarter of 2021, which reflected a value based on the investee’s latest round of financing in an orderly transaction in an issuance similar to our investment holding.
+Added: In that same quarter in 2021, we sold a portion of our investment for $ 2,000 at the same valuation.
+Added: We also had another investment with a fair value of $ 2,000 as of both June 30, 2022 and December 31, 2021.
+Added: We did not make any adjustments to the investment value through June 30, 2022.
Purchase Price Earn-Out
−Removed: We recognize a derivative asset for a purchase price earn-out in conjunction with a loan sale agreement we entered into during 2018.
+Added: We recognize a derivative asset for a purchase price earn-out in conjunction with a loan sale agreement we entered in 2018.
We receive a capped contractual payout based on the respective loan pool internal rate of return over a certain hurdle rate, which is adjusted for the loan purchaser’s expenses, which are generally immaterial.
3 unchanged sentences
Our key valuation inputs were as follows as of the dates indicated:
−Removed: Purchase Price Earn-Out March 31, 2022 December 31, 2021
+Added: Purchase Price Earn-Out June 30, 2022 December 31, 2021
Conditional prepayment rate 22.7 % 22.9 %
8 unchanged sentences
An increase in the discount rate, in isolation, would result in a decrease in a fair value measurement.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the changes in our purchase price earn-out, which is measured at fair value on a recurring basis.
Changes in the fair value are recorded within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: Changes during the three months ended March 31, 2021 were immaterial.
+Added: Changes during the three and six months ended June 30, 2021 were immaterial.
Purchase Price Earn-Out
−Removed: Three Months Ended March 31, 2022
+Added: Three Months Ended June 30, 2022
+Added: Fair value as of March 31, 2022 $ 2,285
+Added: Payments ( 1,872 )
+Added: Changes in valuation inputs or assumptions (1)
+Added: Fair value as of June 30, 2022 $ 625
+Added: Six Months Ended June 30, 2022
Fair value as of January 1, 2022 $ 4,272
1 unchanged sentence
Changes in valuation inputs or assumptions (1)
−Removed: Fair value as of March 31, 2022 $ 2,285
+Added: Fair value as of June 30, 2022 $ 625
___________________
−Removed: (1) The estimated amount of losses included in earnings attributable to changes in instrument-specific credit risk were immaterial during the three months ended March 31, 2022.
+Added: (1) The estimated amount of losses included in earnings attributable to changes in instrument-specific credit risk were immaterial during the three and six months ended June 30, 2022.
The losses attributable to instrument-specific credit risk were estimated by incorporating our current default and loss severity assumptions for the purchase price earn-out.
These assumptions are based on historical performance and performance expectations over the term of the underlying instrument.
+Added: Safeguarding Assets and Liabilities
+Added: The following table presents the significant digital assets held by our third-party custodians on behalf of our members as of the date indicated:
+Added: June 30, 2022
+Added: Bitcoin (BTC) $ 48,143
+Added: Ethereum (ETH) 34,135
+Added: Cardano (ADA) 8,383
+Added: Dogecoin (DOGE) 4,182
+Added: Solana (SOL) 3,778
+Added: Ethereum Classic (ETC) 2,289
+Added: All other (1)
+Added: Digital assets safeguarding liability and corresponding safeguarding asset $ 112,010
+Added: ___________________
+Added: (1) Includes 25 digital assets, none of which was determined to be individually significant.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
8 unchanged sentences
SoFi Funding I
−Removed: $ 66,038 SOFR + 100 bps
+Added: $ 95,308 1M SOFR + 100 bps
April 2023 $ 200,000 $ 88,402 $ —
3 unchanged sentences
SoFi Funding V (7)
−Removed: — 1ML + 135 bps
−Removed: May 2023 350,000 — —
+Added: 21,704 SOFR + 105 bps
+Added: November 2023 225,000 19,977 —
SoFi Funding VI
32 unchanged sentences
SoFi Funding PL III
−Removed: — 1ML + 175 bps
−Removed: May 2023 250,000 — —
+Added: — SOFR + 125 bps
+Added: November 2023 175,000 — —
SoFi Funding PL IV (13)
11 unchanged sentences
SoFi Funding PL XI
−Removed: 112,854 SOFR + 125 bps
+Added: — 1M SOFR + 125 bps
January 2023 200,000 — —
SoFi Funding PL XIII
−Removed: 123,953 SOFR + 110 bps
+Added: 143,104 1M SOFR + 110 bps
January 2032 300,000 120,366 —
1 unchanged sentence
October 2024 300,000 56,830 144,662
+Added: SoFi Funding PL XV 279,861 SOFR + 80 bps
+Added: October 2024 325,000 238,933 —
Total, before unamortized debt issuance costs $ 489,990 $ 2,950,000 $ 416,129 $ 228,145
9 unchanged sentences
$ — CP + 100 bps
−Removed: March 2023 $ 100,000 $ — $ 11,810
+Added: December 2023 $ 100,000 $ — $ 11,810
Total, before unamortized debt issuance costs $ — $ 100,000 $ — $ 11,810
19 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
62 unchanged sentences
_________________
−Removed: (1) As of March 31, 2022, represents unpaid principal balances, with the exception of the risk retention warehouse facilities, which include securitization-related investments carried at fair value.
+Added: (1) As of June 30, 2022, represents unpaid principal balances, 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 as presented may vary period to period due to the timing of the next scheduled payment to the warehouse facility.
−Removed: (2) Unused commitment fees ranging from 0 to 70 basis points (“bps”) on our various warehouse facilities are recognized as noninterest expense—general and administrative in our unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: (2) Unused commitment fees ranging from 0 to 70 basis points (“bps”) on our various warehouse facilities are recognized within noninterest expense—general and administrative in our unaudited condensed consolidated statements of operations and comprehensive income (loss).
“ML” stands for “Month LIBOR”.
−Removed: As of March 31, 2022, 1ML and 3ML was 0.45% and 0.96%, respectively.
−Removed: As of December 31, 2021, 1ML and 3ML was 0.10% and 0.21%, respectively.
−Removed: As of March 31, 2022 and December 31, 2021, SOFR was 0.29% and 0.05%, respectively.
+Added: As of June 30, 2022, 1ML and 3ML was 1.79% and 2.29%, respectively.
+Added: “SOFR” in this table refers to the overnight SOFR, unless otherwise indicated.
+Added: “1M SOFR” stands for “one-month SOFR”.
+Added: As of June 30, 2022, SOFR was 1.50% and 1M SOFR was 1.69%.
“PR” stands for “Prime Rate”.
−Removed: As of March 31, 2022 and December 31, 2021, PR was 3.50% and 3.25%, respectively.
+Added: As of June 30, 2022, PR was 4.75%.
(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.
1 unchanged sentence
Securitization debt matures as loan collateral payments are made.
−Removed: (4) Represents total capacity as of March 31, 2022.
−Removed: (5) There were no debt discounts or premiums issued during the three months ended March 31, 2022.
−Removed: We paid $ 700 during the three months ended March 31, 2022 related to debt issuance costs accrued in 2021.
+Added: (4) Represents total capacity as of June 30, 2022.
+Added: (5) There were no debt discounts or premiums issued during the six months ended June 30, 2022.
+Added: We paid $ 700 during the six months ended June 30, 2022 related to debt issuance costs accrued in 2021.
(6) Warehouse facility has a prime rate floor of 309 bps.
−Removed: (7) Warehouse facility has a 1ML floor of 25 bps.
+Added: (7) Warehouse facility has a SOFR floor of 0 %.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
2 unchanged sentences
One such class incurs interest based on a commercial paper (“CP”) rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.19 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.36 %.
(9) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.55 % and 0.24 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.71 %.
(10) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.19 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.46 %.
The facility was amended in the first quarter of 2022 to allow up to $ 250 million of securitization risk retention securities to be pledged to the warehouse.
−Removed: As of March 31, 2022, $ 49.8 million of the collateral balance for the facility was related to securitization risk retention securities, with the remainder of the collateral balance related to student loans.
+Added: As of June 30, 2022, $ 85.9 million of the collateral balance for the facility was related to securitization risk retention securities, with the remainder of the collateral balance related to student loans.
(11) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.19 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.46 %.
Under certain conditions, warehouse facility could incur an interest rate spread of 215 bps.
(12) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.18 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.40 %.
(13) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.16 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.46 %.
(14) Warehouse facility incurs interest based on a CP rate, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.50 % and 0.16 %, respectively.
−Removed: (15) Warehouse facility incurs interest at a spread (as indicated in the table) plus the lower of (a) 3ML plus 35 bps or (b) the CP rate for this facility, which is determined by the facility lender.
−Removed: As of March 31, 2022 and December 31, 2021, the CP rate for this facility was 0.51 % and 0.24 %, respectively.
+Added: As of June 30, 2022, the CP rate for this facility was 1.46 %.
+Added: (15) Warehouse facility incurs interest at a spread (as indicated in the table) plus the lower of (a) three-month SOFR plus 35 bps or (b) the CP rate for this facility, which is determined by the facility lender.
+Added: As of June 30, 2022, the CP rate for this facility was 1.92 %, and the three-month SOFR rate was 2.12%.
(16) Financing was obtained for both asset-backed bonds and residual investments in various personal loan and student loan securitizations, and the underlying collateral are the underlying asset-backed bonds and residual investments.
−Removed: We only state capacity amounts in this table for risk retention facilities wherein we can pledge additional asset-backed bonds and residual investments as of March 31, 2022.
−Removed: (17) As of March 31, 2022, $ 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.
+Added: We only state capacity amounts in this table for risk retention facilities wherein we can pledge additional asset-backed bonds and residual investments as of June 30, 2022.
+Added: (17) As of June 30, 2022, $ 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 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 PR.
−Removed: (18) Includes $ 19.1 million of loans pledged as collateral to secure $ 12.0 million of available borrowing capacity with the Federal Home Loan Bank (“FHLB”), of which $ 8.2 million was not available as it was utilized to secure letters of credit.
+Added: (18) Includes $ 18.3 million of loans pledged as collateral to secure $ 11.4 million of available borrowing capacity with the FHLB, of which $ 9.7 million was not available as it was utilized to secure letters of credit.
Refer to our letter of credit disclosures in Note 15 for more details.
1 unchanged sentence
Material Changes to Debt Arrangements
−Removed: During the three months ended March 31, 2022, we closed one risk retention warehouse facility that had a maximum available capacity of $ 192,141 .
+Added: During the six months ended June 30, 2022, we opened one personal loan warehouse facility with a maximum available capacity of $ 325,000 , and closed one risk retention warehouse facility that had a maximum available capacity of $ 192,141 .
Our warehouse and securitization debt is secured by a continuing lien and security interest in the loans financed by the proceeds.
7 unchanged sentences
We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default.
−Removed: As of March 31, 2022, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
+Added: As of June 30, 2022, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Maturities of Borrowings
−Removed: As of March 31, 2022, future maturities of our outstanding debt with scheduled payments, which included our revolving credit facility and convertible notes, were as follows:
+Added: As of June 30, 2022, future maturities of our outstanding debt with scheduled payments, which included our revolving credit facility and convertible notes, were as follows:
Remainder of 2022 $ —
1 unchanged sentence
Total $ 1,686,000
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Temporary Equity
4 unchanged sentences
The Series 1 Redeemable Preferred Stock remains classified as temporary equity because the Series 1 Redeemable Preferred Stock is not fully controlled by the issuer, SoFi Technologies.
−Removed: As of March 31, 2022, there were no shares of SoFi Technologies Preferred Stock issued and outstanding and there were 3,234,000 shares of Series 1 Redeemable Preferred Stock issued and outstanding, which had an original issuance price of $ 100.00 .
−Removed: During the three months ended March 31, 2022 and 2021, the holders of Series 1 Redeemable Preferred Stock were entitled to dividends of $ 9,968 and $ 9,968 , respectively.
−Removed: Dividends payable were $ 9,968 as of March 31, 2022.
−Removed: There were no dividends payable as of December 31, 2021.
+Added: As of June 30, 2022, there were no shares of SoFi Technologies Preferred Stock issued and outstanding and there were 3,234,000 shares of Series 1 Redeemable Preferred Stock issued and outstanding, which had an original issuance price of $ 100.00 .
+Added: In conjunction with the Business Combination, we made a one-time special payment of $ 21.2 million to the holders of Series 1 Redeemable Preferred Stock, which was paid from the proceeds of the Business Combination and settled contemporaneously with the Business Combination in 2021.
+Added: The special payment was recognized within noninterest expense—general and administrative in the unaudited condensed consolidated statements of operations and comprehensive income (loss), as this feature was accounted for as an embedded derivative that was not clearly and closely related to the host contract, and will not have a subsequent impact on our consolidated financial results.
+Added: During the three months ended June 30, 2022 and 2021, the holders of Series 1 Redeemable Preferred Stock were entitled to dividends of $ 10,079 and $ 10,079 , respectively.
+Added: During the six months ended June 30, 2022 and 2021, the holders of the Series 1 Redeemable Preferred Stock were entitled to dividends of $ 20,047 and $ 20,047 , respectively.
+Added: There were no dividends payable as of June 30, 2022 and December 31, 2021.
There have been no dividend deferrals related to the Series 1 Redeemable Preferred Stock.
2 unchanged sentences
On May 28, 2021, in conjunction with the Closing of the Business Combination, we measured the final fair value of our Series H warrants.
−Removed: At that time, we reclassified the Series H warrant liability into permanent equity, as the terms of the Series H instrument no longer necessitated liability accounting.
+Added: At that time, we reclassified the Series H warrant
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: liability into permanent equity, as the terms of the Series H instrument no longer necessitated liability accounting.
Therefore, we did not measure the warrants at fair value subsequent to May 28, 2021.
−Removed: The following table presents the changes in the fair value of the Series H warrant liabilities during the three months ended March 31, 2021, which was prior to the reclassification to permanent equity.
+Added: The following table presents the changes in the fair value of the Series H warrant liabilities during the three and six months ended June 30, 2021, which was prior to the reclassification to permanent equity:
Warrant Liabilities
−Removed: Three Months Ended March 31, 2021
+Added: Three Months Ended June 30, 2021
+Added: Fair value as of March 31, 2021 $ 129,879
+Added: Change in valuation inputs or other assumptions 31,896
+Added: Reclassification to permanent equity in conjunction with the Business Combination ( 161,775 )
+Added: Fair value as of June 30, 2021 $ —
+Added: Six Months Ended June 30, 2021
Fair value as of January 1, 2021 $ 39,959
Change in valuation inputs or other assumptions 121,816
−Removed: Fair value as of March 31, 2021 $ 129,879
+Added: Reclassification to permanent equity in conjunction with the Business Combination ( 161,775 )
+Added: Fair value as of June 30, 2021 $ —
Permanent Equity
1 unchanged sentence
Pursuant to SoFi Technologies’ Certificate of Incorporation, the Company is authorized to issue 3,000,000,000 shares of common stock, with a par value of $ 0.0001 per share, and 100,000,000 shares of non-voting common stock, with a par value of $ 0.0001 per share.
−Removed: As of March 31, 2022, the Company had 915,673,855 shares of common stock and no shares of non-voting common stock issued and outstanding.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: As of June 30, 2022, the Company had 922,103,100 shares of common stock and no shares of non-voting common stock issued and outstanding.
The Company reserved the following common stock for future issuance as of the dates indicated:
−Removed: March 31, December 31,
−Removed: Outstanding stock options, RSUs and performance stock units (“PSU”)
+Added: June 30, December 31,
+Added: Outstanding stock options, RSUs and performance stock units (“PSUs”)
102,173,952 92,829,067
9 unchanged sentences
(1) Represents the number of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the balance sheet date.
−Removed: (2) As of March 31, 2022, includes potentially issuable contingent common stock in connection with the Technisys Merger, which determination is pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
+Added: (2) As of June 30, 2022, includes potentially issuable contingent common stock in connection with the Technisys Merger, which determination is pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
See Note 2 for additional information.
−Removed: There were no dividends declared or paid to common stockholders during the three months ended March 31, 2022 and 2021.
+Added: There were no dividends declared or paid to common stockholders during the six months ended June 30, 2022 and 2021.
Accumulated Other Comprehensive Income (Loss)
AOCI primarily consists of accumulated net unrealized gains or losses associated with our investments in AFS debt securities, which commenced during the third quarter of 2021, and foreign currency translation adjustments.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table presents the rollforward of AOCI, inclusive of the changes in the components of other comprehensive loss for the periods indicated:
AFS Debt Securities Foreign Currency Translation Adjustments Total
−Removed: Three Months Ended March 31, 2022
+Added: Three Months Ended June 30, 2022
AOCI, beginning balance $ ( 5,806 ) $ ( 158 ) $ ( 5,964 )
5 unchanged sentences
AOCI, ending balance $ ( 7,797 ) $ ( 214 ) $ ( 8,011 )
−Removed: Three Months Ended March 31, 2021
+Added: Three Months Ended June 30, 2021
AOCI, beginning balance $ — $ ( 246 ) $ ( 246 )
4 unchanged sentences
AOCI, ending balance $ — $ ( 512 ) $ ( 512 )
+Added: Six Months Ended June 30, 2022
+Added: AOCI, beginning balance $ ( 1,351 ) $ ( 120 ) $ ( 1,471 )
+Added: Other comprehensive loss before reclassifications (1)
( 6,731 ) ( 94 ) ( 6,825 )
+Added: Amounts reclassified from AOCI into earnings 285 — 285
+Added: Net current-period other comprehensive loss (2)
+Added: ( 6,446 ) ( 94 ) ( 6,540 )
+Added: AOCI, ending balance $ ( 7,797 ) $ ( 214 ) $ ( 8,011 )
+Added: Six Months Ended June 30, 2021
+Added: AOCI, beginning balance $ — $ ( 166 ) $ ( 166 )
+Added: Other comprehensive loss before reclassifications (1)
+Added: — ( 346 ) ( 346 )
+Added: Net current-period other comprehensive loss (2)
+Added: — ( 346 ) ( 346 )
+Added: AOCI, ending balance $ — $ ( 512 ) $ ( 512 )
+Added: ____________________
(1) Gross realized gains and losses from sales of our investments in AFS debt securities that were reclassified from AOCI to earnings are recorded within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: We did not have investments in AFS debt securities during the three months ended March 31, 2021.
−Removed: Additionally, there were no reclassifications related to foreign currency translation adjustments during the three months ended March 31, 2022 and 2021.
+Added: We did not have investments in AFS debt securities during the six months ended June 30, 2021.
+Added: Additionally, there were no reclassifications related to foreign currency translation adjustments during the six months ended June 30, 2022 and 2021.
(2) There were no tax impacts during any of the periods presented due to reserves against deferred tax assets in jurisdictions where other comprehensive loss activity was generated.
1 unchanged sentence
Interest income associated with our investments in AFS debt securities is recognized within interest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Share-Based Compensation
1 unchanged sentence
In connection with the Closing of the Business Combination, the Company adopted the 2021 Stock Option and Incentive Plan (the “2021 Plan”), which authorized for issuance 63,575,425 shares of common stock in connection with the Business Combination.
−Removed: The 2021 Plan allows for the number of authorized shares to increase on the first day of each fiscal year beginning on January 1, 2022 and ending on and including January 1, 2030.
+Added: The 2021 Plan allowed for the number of authorized shares to increase on the first day of each fiscal year beginning on January 1, 2022 and ending on and including January 1, 2030.
Effective January 1, 2022, our Board of Directors authorized the issuance of an additional 8,937,242 shares under this provision.
−Removed: The 2021 Plan allows for the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units (including performance stock units), dividend equivalents and other stock or cash based awards for issuance to its employees, non-employee directors and non-employee third parties.
+Added: Refer to Note 19 for discussion of an amendment and restatement of the 2021 Plan during the subsequent event period.
+Added: The 2021 Plan allows for the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units (including performance stock units), dividend
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: equivalents and other stock or cash based awards for issuance to its employees, non-employee directors and non-employee third parties.
Shares associated with option exercises and RSU vesting are issued from the authorized pool.
−Removed: During the three months ended March 31, 2022 and 2021, we incurred cash outflows of $ 3,593 and $ 25,989 , respectively, related to the payment of withholding taxes for vested RSUs.
+Added: During the six months ended June 30, 2022 and 2021, we incurred cash outflows of $ 5,846 and $ 28,603 , respectively, related to the payment of withholding taxes for vested RSUs.
These cash outflows are presented within net cash provided by (used in) financing activities in the unaudited condensed consolidated statements of cash flows.
Share-based compensation expense related to stock options, RSUs and PSUs is presented within the following line items in the unaudited condensed consolidated statements of operations and comprehensive income (loss) for the periods indicated:
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Technology and product development
1 unchanged sentence
Sales and marketing
+Added: 6,008 3,695 11,141 6,140
Cost of operations
+Added: 4,816 2,709 8,959 4,190
General and administrative
11 unchanged sentences
( 1,126 ) 6.84
−Removed: Outstanding as of March 31, 2022 20,059,315 $ 7.09 5.6
−Removed: Exercisable as of March 31, 2022 19,906,559 $ 7.10 5.6
( 92,419 ) 3.06
−Removed: (1) There were no stock options granted during the three months ended March 31, 2022.
−Removed: Total compensation cost related to unvested stock options not yet recognized as of March 31, 2022 was $ 4.5 million and will be recognized over a weighted average period of approximately 0.9 years.
+Added: Outstanding as of June 30, 2022 19,634,712 $ 7.23 5.4
+Added: Exercisable as of June 30, 2022 19,526,150 $ 7.23 5.4
+Added: ____________________
+Added: (1) There were no stock options granted during the six months ended June 30, 2022.
+Added: Total compensation cost related to unvested stock options not yet recognized as of June 30, 2022 was $ 3.2 million and will be recognized over a weighted average period of approximately 0.7 years.
Restricted Stock Units
1 unchanged sentence
For employees hired on or after January 1, 2022, new hire RSU grants typically vest 12.5 % on the first vesting date, which occurs approximately six months after the date of grant, and ratably each quarter of the ensuing 14-quarter period.
+Added: For employees hired before January 1, 2022, new hire RSU grants typically vest 25 % on the first vesting date, which occurs approximately one year after the date of grant, and ratably each quarter of the ensuing 12-quarter period.
+Added: RSUs have been issued under other vesting schedules, including grants to existing employees.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: employees hired before January 1, 2022, new hire RSU grants typically vest 25 % on the first vesting date, which occurs approximately one year after the date of grant, and ratably each quarter of the ensuing 12-quarter period.
−Removed: RSUs have been issued under other vesting schedules, including grants to existing employees.
The following table summarizes RSU activity for the period indicated:
6 unchanged sentences
( 4,952,182 ) 10.13
−Removed: Outstanding as of March 31, 2022 (3)
+Added: Outstanding as of June 30, 2022 (3)
60,741,866 $ 10.95
2 unchanged sentences
See Note 2 for additional information.
−Removed: (2) The total fair value, based on grant date fair value, of RSUs that vested during the three months ended March 31, 2022 was $ 57.3 million.
−Removed: (3) Includes 178,021 RSUs that were granted in 2020 and later modified in an improbable-to-probable modification (Type III), related to which $ 954 of share-based compensation expense was recorded during the three months ended March 31, 2022.
−Removed: As of March 31, 2022, there was $ 664.6 million of unrecognized compensation cost related to unvested RSUs, which will be recognized over a weighted average period of approximately 3.2 years.
+Added: (2) The total fair value, based on grant date fair value, of RSUs that vested during the six months ended June 30, 2022 was $ 132.8 million.
+Added: (3) Includes 178,021 RSUs that were granted in 2020 and later modified in an improbable-to-probable modification (Type III), related to which $ 741 and $ 1,695 of share-based compensation expense was recorded during the three and six months ended June 30, 2022, respectively.
+Added: The awards were fully expensed as of June 30, 2022.
+Added: As of June 30, 2022, there was $ 631.7 million of unrecognized compensation cost related to unvested RSUs, which will be recognized over a weighted average period of approximately 3.1 years.
Performance Stock Units
2 unchanged sentences
Outstanding as of January 1, 2022 22,970,396 $ 9.52
−Removed: Outstanding as of March 31, 2022
( 1,295,212 ) 7.53
+Added: Outstanding as of June 30, 2022
+Added: 21,797,374 $ 9.60
Compensation cost associated with PSUs is recognized using the accelerated attribution method for each of the three vesting tranches over the respective derived service period.
1 unchanged sentence
The following table summarizes the inputs used for estimating the fair value of PSUs granted during the period indicated:
−Removed: Three Months Ended
−Removed: Input March 31, 2022
+Added: Input Six Months Ended
+Added: June 30, 2022
Risk-free interest rate
8 unchanged sentences
• We assumed no dividend yield because we have historically not paid out dividends to common stockholders.
+Added: As of June 30, 2022, there was $ 103.3 million of unrecognized compensation cost related to unvested PSUs, which will be recognized over a weighted average period of approximately 1.4 years.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: As of March 31, 2022, there was $ 137.0 million of unrecognized compensation cost related to unvested PSUs, which will be recognized over a weighted average period of approximately 1.6 years.
For interim periods, we follow the general recognition approach whereby tax expense is recognized through the use of an estimated annual effective tax rate, which is applied to the year-to-date operating results.
2 unchanged sentences
(i) changes in forecasted pre-tax and taxable income or loss, (ii) changes in statutory law or regulations in jurisdictions where we operate, (iii) audits or settlements with taxing authorities, (iv) the tax impact of expanded product offerings or business acquisitions, and (v) changes in valuation allowance assumptions.
−Removed: For the three months ended March 31, 2022 and 2021, we recorded income tax expense of $ 752 and $ 1,099 , respectively, which was primarily due to income tax expense associated with the profitability of SoFi Lending Corp.
−Removed: in some state jurisdictions where separate company filing is required.
−Removed: For the three-month 2022 period, this expense was partially offset by income tax benefits from foreign losses in jurisdictions with net deferred tax liabilities related to the Technisys Merger.
+Added: For the three and six months ended June 30, 2022, we recorded income tax expense of $( 119 ) and $( 871 ), respectively.
+Added: For the three and six months ended June 30, 2021, we recorded income tax benefit (expense) of $ 78 and $( 1,021 ), respectively.
+Added: Income taxes were primarily due to income tax expense associated with the profitability of SoFi Lending Corp.
+Added: and, for the 2022 periods, SoFi Bank, in some state jurisdictions where separate company filing is required.
+Added: In the 2022 periods, this expense was partially offset by income tax benefits from foreign losses in jurisdictions with net deferred tax liabilities related to the Technisys Merger.
See Note 2 for additional information.
−Removed: There were no material changes to our unrecognized tax benefits during the three months ended March 31, 2022 and we do not expect to have any significant changes to unrecognized tax benefits over the next 12 months.
−Removed: During the three months ended March 31, 2022, we maintained a full valuation allowance against our net deferred tax assets in applicable jurisdictions.
+Added: During the six months ended June 30, 2022, we increased our unrecognized tax benefits by $ 9,885 , of which $ 6,548 would impact the Company’s effective tax rate if realized.
+Added: The increase resulted from the recognition of historical tax reserves that existed at the time of the Technisys Merger and were recorded through goodwill.
+Added: See Note 2 for additional information.
+Added: As part of our purchase consideration, there are shares held in escrow, which could be returned to SoFi to indemnify us against future tax settlements during the escrow period.
+Added: We do not expect to have any significant changes to unrecognized tax benefits over the next 12 months.
+Added: During the six months ended June 30, 2022, we maintained a full valuation allowance against our net deferred tax assets in applicable jurisdictions.
In certain foreign and state jurisdictions where sufficient deferred tax liabilities exist, no valuation allowance is recognized.
5 unchanged sentences
In February 2021, Apex Clearing Holdings, LLC (“Apex”), in which we historically had a minority ownership, paid us $ 18,304 in settlement of all of their outstanding obligations to us, which consisted of outstanding principal balances of $ 16,693 and accrued interest of $ 1,611 .
−Removed: During the three months ended March 31, 2021, we recognized interest income of $ 211 within interest income—related party notes , and we reversed the remainder of the loss for the discount to fair value that had not yet been accreted of $ 169 within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: During the three and six months ended June 30, 2021, we recognized interest income of $ — and $ 211 , respectively, within interest income—related party notes , and we reversed the remainder of the loss for the discount to fair value that had not yet been accreted of $ 169 within noninterest income—other in the unaudited condensed consolidated statements of operations and comprehensive income (loss), which was only applicable to the six-month period.
Commitments, Guarantees, Concentrations and Contingencies
4 unchanged sentences
However, in our normal course of business, we expect our office leases to be renewed, amended or replaced by other leases.
−Removed: Associated with these leases, we obtained non-cash operating lease ROU assets in exchange for new operating lease liabilities of $ 764 during the three months ended March 31, 2022, all of which were related to our recent acquisitions.
−Removed: Our finance leases expire in 2040.
+Added: Associated with these leases, we obtained non-cash operating lease ROU assets in exchange for new
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: operating lease liabilities of $ 764 during the six months ended June 30, 2022, which were related to our recent acquisitions.
+Added: Our finance leases expire in 2040.
Lease Concession
2 unchanged sentences
We regained access to the leased premises in September 2021 and resumed lease amortization at that time.
−Removed: In the absence of this concession, we would have recognized additional operating lease cost of $ 566 during the three months ended March 31, 2021.
+Added: In the absence of this concession, we would have recognized additional operating lease cost of $ 566 and $ 1,132 during the three and six months ended June 30, 2021, respectively.
Concentrations
21 unchanged sentences
Therefore, the Company is exposed to additional potential sales and marketing expense of up to $ 12.7 million, which reflects the difference between the actual sponsorship fees paid during the initial contract year and the commitment for the initial contract year made under the Naming and Sponsorship Agreement.
−Removed: As of March 31, 2022, we are unable to estimate the amount of reasonably possible additional costs we may incur with respect to this contingency.
−Removed: Moreover, we have not determined that the likelihood of additional cost is probable.
−Removed: Therefore, as of March 31, 2022, we have not recorded additional expense related to this contingency.
+Added: As of June 30, 2022, we are unable to estimate the amount of reasonably possible additional costs we may incur
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: with respect to this contingency.
+Added: Moreover, we have not determined that the likelihood of additional cost is probable.
+Added: Therefore, as of June 30, 2022, we have not recorded additional expense related to this contingency.
Juarez et al v.
SoFi Lending Corp.
−Removed: On January 27, 2022, the parties advised the court that they had reached agreement on nearly all material terms of the settlement and were in the process of documenting the settlement and accompanying class action settlement notice and claim form.
−Removed: The settlement agreement was fully executed on April 18, 2022 and the plaintiffs have moved for preliminary approval of the settlement.
+Added: During January 2022, the parties advised the court that they had reached agreement on nearly all material terms of the settlement and were in the process of documenting the settlement and accompanying class action settlement notice and claim form.
+Added: The settlement agreement was fully executed in April 2022 and the plaintiffs have moved for preliminary approval of the settlement.
The proposed class settlement, which contemplates an aggregate payment by SoFi in an immaterial amount, remains subject to final court review and approval, which we expect to occur in 2023.
1 unchanged sentence
Derivative Litigation.
−Removed: On April 13, 2022, the Court held a mediation with the parties and announced that, given the parties' inability to reach an agreement, the Court is going to approve a settlement over objections, and on April 30, 2022, the plaintiffs filed an order to show cause seeking to enforce the October 2021 stipulation of settlement with minor amendments.
−Removed: We do not expect these orders ultimately to affect the plaintiffs’ agreement to dismiss the claims against Social Finance with prejudice.
+Added: In April 2022, the Supreme Court of New York held a mediation with the plaintiffs and announced that, given the parties' inability to reach an agreement, the Court is going to approve a settlement over objections.
+Added: On June 9, 2022, the Court issued a final order and judgment approving the settlement.
+Added: During July 2022, two sets of shareholders that had objected to the settlement filed notices of appeal from the Court’s order and judgment approving the settlement.
+Added: We do not expect these objections ultimately to affect the provision in the settlement agreement in which all claims against Social Finance are dismissed with prejudice.
We have three types of repurchase obligations that we account for as financial guarantees, which are disclosed in our Annual Report on Form 10-K.
In the event of a repurchase, we are typically required to pay the purchase price of the loans transferred.
−Removed: As of March 31, 2022 and December 31, 2021, the Company accrued liabilities within accounts payable, accruals and other liabilities in the unaudited condensed consolidated balance sheets of $ 5,201 and $ 7,441 , respectively, related to our estimated repurchase obligation, with the corresponding charges recorded within noninterest income—loan origination and sales in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
−Removed: As of both March 31, 2022 and December 31, 2021, the amount associated with loans sold that were subject to the terms and conditions of our repurchase obligations totaled $ 6.5 billion.
−Removed: As of March 31, 2022 and December 31, 2021, the Company had a total of $ 9.1 million in letters of credit outstanding with financial institutions, which were issued for the purpose of securing certain of the Company’s operating lease obligations.
+Added: As of June 30, 2022 and December 31, 2021, the Company accrued liabilities within accounts payable, accruals and other liabilities in the unaudited condensed consolidated balance sheets of $ 4,844 and $ 7,441 , respectively, related to our estimated repurchase obligation, with the corresponding charges recorded within noninterest income—loan origination and sales in the unaudited condensed consolidated statements of operations and comprehensive income (loss).
+Added: As of each of June 30, 2022 and December 31, 2021, the amount associated with loans sold that were subject to the terms and conditions of our repurchase obligations totaled $ 6.5 billion.
+Added: As of June 30, 2022 and December 31, 2021, the Company had a total of $ 9.1 million in letters of credit outstanding with financial institutions, which were issued for the purpose of securing certain of the Company’s operating lease obligations.
A portion of the letters of credit was collateralized by $ 3.1 million of the Company’s cash, which is included within restricted cash and restricted cash equivalents in the unaudited condensed consolidated balance sheets.
−Removed: As of March 31, 2022, the Company had a total of $ 8.2 million in letters of credit outstanding with the FHLB, which serve as collateral for public deposits and were collateralized by loans.
+Added: As of June 30, 2022, the Company had a total of $ 9.7 million in letters of credit outstanding with the FHLB, which serve as collateral for public deposits and were collateralized by loans.
Mortgage Banking Regulatory Mandates
The Company is subject to certain state-imposed minimum net worth requirements for the states in which the Company is engaged in the business of a residential mortgage lender.
−Removed: As of March 31, 2022 and December 31, 2021, the Company was in compliance with all minimum net worth requirements and, therefore, has not accrued any liabilities related to fines or penalties.
+Added: As of June 30, 2022 and December 31, 2021, the Company was in compliance with all minimum net worth requirements and, therefore, has not accrued any liabilities related to fines or penalties.
Retirement Plans
4 unchanged sentences
We compute loss per share attributable to common stock using the two-class method required for participating interests.
−Removed: Prior to the Business Combination, our participating interests included all series of our preferred stock.
Series 1 Redeemable Preferred Stock has preferential cumulative dividend rights.
−Removed: Pursuant to ASC 260, Earnings Per Share , for each period presented, we increased net loss by the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock before allocating any remaining undistributed earnings to all participating interests.
−Removed: Prior to the Business Combination, all other classes of preferred stock, except for Series C, had stated dividend rights, which had priority over undistributed earnings.
−Removed: The remaining losses were shared pro-rata among the preferred stock (with the exception of Series 1 Redeemable Preferred Stock) and common stock outstanding during the measurement period, as if all of the losses for the period had been distributed.
−Removed: While our calculation of loss per share accounted for a loss allocation to all participating shares, we only presented loss per share below for our common stock.
−Removed: Basic loss per share of common stock was
+Added: Pursuant to ASC 260, Earnings Per Share , for each period presented, we increased net loss by the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock.
+Added: Subsequent to the Business Combination, we did not have any participating interests.
+Added: Basic loss per share of common stock was computed by dividing net loss, adjusted for the impact of Series 1 Redeemable Preferred Stock dividends, by the weighted average number of shares of common stock outstanding during the
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: computed by dividing net loss, adjusted for the impact of Series 1 Redeemable Preferred Stock dividends and loss allocated to other participating interests, as applicable, by the weighted average number of shares of common stock outstanding during the period.
−Removed: Because the amount available to distribute to all participating interests after adjusting for redeemable preferred stock dividends was negative in all periods presented, we did not allocate any loss to participating interests in determining the numerator of the basic and diluted loss per share computation, as the allocation of loss would have been anti-dilutive.
−Removed: Further, we excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted loss per share, as their inclusion would have been anti-dilutive.
+Added: We excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted loss per share, as their inclusion would have been anti-dilutive.
The calculation of basic and diluted loss per share was as follows for the periods indicated:
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Net loss $ ( 95,835 ) $ ( 165,314 ) $ ( 206,192 ) $ ( 342,878 )
7 unchanged sentences
We excluded the effect of the below elements from our calculation of diluted loss per share, as their inclusion would have been anti-dilutive, as there were no earnings attributable to common stockholders.
−Removed: These amounts represent the number of instruments outstanding at the end of each respective period:
−Removed: Three Months Ended March 31,
+Added: These amounts represent the number of instruments outstanding at the end of each period indicated:
Common stock options
1 unchanged sentence
Common stock warrants
+Added: 12,170,990 40,295,990
Unvested RSUs
1 unchanged sentence
Unvested PSUs
+Added: 21,797,374 6,428,578
Convertible notes (1)
2 unchanged sentences
Potentially issuable contingent common stock (3)
−Removed: Redeemable preferred stock exchangeable for common stock
________________________
−Removed: Redeemable preferred stock warrants exchangeable for common stock
−Removed: ________________________
−Removed: (1) Represents the number of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the balance sheet date.
−Removed: (2) For the three months ended March 31, 2022, includes contingently returnable common stock in connection with the Technisys Merger, which remains subject to further adjustment, pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
+Added: (1) Represents the number of common stock issuable upon conversion of all convertible notes at the conversion rate in effect at the date indicated.
+Added: (2) As of June 30, 2022, includes contingently returnable common stock in connection with the Technisys Merger, which remains subject to further adjustment, pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
See Note 2 for additional information.
−Removed: For the three months ended March 31, 2021, included 320,649 contingently issuable common stock in connection with our acquisition of 8 Limited, which was subsequently issued during the fourth quarter of 2021, as well as 1,281,132 contingently issuable common stock related to an adjustment to a common stock issuance in December 2020, which was subsequently issued at the time of the closing of the Business Combination.
−Removed: (3) For the three months ended March 31, 2022, includes the maximum amount of potentially issuable contingent common stock in connection with the Technisys Merger, which is pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
+Added: As of June 30, 2021, included contingently issuable common stock in connection with our acquisition of 8 Limited, which was subsequently issued during the fourth quarter of 2021.
+Added: (3) As of June 30, 2022, includes the maximum amount of potentially issuable contingent common stock in connection with the Technisys Merger, which is pending final agreement regarding a closing net working capital calculation specified in the merger agreement.
See Note 2 for additional information.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
Business Segment Information
8 unchanged sentences
The operations of acquired businesses have been integrated into, or managed as part of, our existing reportable segments.
−Removed: Activities that are not part of a reportable segment, such as management of our corporate investment portfolio and asset/liability management by our centralized treasury function (as further discussed below), are included in the Corporate/Other non-reportable segment (previously referred to as the “Other” non-reportable segment).
+Added: Activities that are not part of a reportable segment, such as management of our corporate investment portfolio and
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: asset/liability management by our centralized treasury function (as further discussed below), are included in the Corporate/Other non-reportable segment (previously referred to as the “Other” non-reportable segment).
Contribution profit (loss) is the primary measure of segment profit and loss reviewed by the CODM and is intended to measure the direct profitability of each segment in the manner in which management evaluates performance and makes decisions about funding our operations and allocating resources.
7 unchanged sentences
Expenses are attributed to the reportable segments using either direct costs of the segment or labor costs that can be attributed based upon the allocation of employee time for individual products.
−Removed: During the three months ended March 31, 2022, we implemented a funds transfer pricing (“FTP”) framework to attribute net interest income to our business segments based on their usage and/or provision of funding.
+Added: During the first quarter of 2022, we implemented a funds transfer pricing (“FTP”) framework to attribute net interest income to our business segments based on their usage and/or provision of funding.
The primary objective of the FTP framework is to transfer interest rate risk from the business segments by providing matched duration of funding of assets and liabilities to allocate interest income and interest expense to each segment.
2 unchanged sentences
The process for determining FTP credits and charges is based on a number of factors and assumptions, including prevailing market interest rates, the expected duration of interest-earning and interest-bearing assets and liabilities, contingent risks and behaviors, and the Company’s broader funding profile.
−Removed: As the durations of asset and liabilities are typically not perfectly matched, the residual impact of the FTP framework is reflected within Corporate/Other.
+Added: As the durations of assets and liabilities are typically not perfectly matched, the residual impact of the FTP framework is reflected within Corporate/Other.
We regularly assess the assumptions, methodologies and reporting classifications used for segment reporting, which may result in further refinements or changes to the framework in future periods.
+Added: During the second quarter of 2022, we further refined the FTP framework for determining average asset and liability balances.
The application of the FTP framework impacts the measure of net interest income and, thereby, total net revenue and contribution profit (loss) for our Lending and Financial Services segments, as well as the total net revenue of Corporate/Other, but has no impact on our consolidated results of operations.
1 unchanged sentence
Under the FTP framework, such interest expense is incurred by treasury within Corporate/Other and replaced by an FTP charge.
−Removed: Application of our current FTP framework during the comparative period ended March 31, 2021, would have impacted Lending and Financial Services segment net interest income by $( 110 ) and $( 29 ), respectively.
+Added: Application of our current FTP framework during the comparative three and six month periods ended June 30, 2021, would have impacted Lending segment net interest income by $ 1,393 and $ 2,651 , respectively, and Financial Services segment net interest income by $( 51 ) and $( 72 ), respectively.
The offsetting impact would have been reflected within net interest income in Corporate/Other.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: If we had applied the refined methodology during the first quarter of 2021, Lending and Financial Services segment net interest income would have been impacted by $ 1,258 and $( 21 ), respectively, relative to the net interest income reported in the comparative period.
The accounting policies of our reportable segments are consistent with those described in Note 1 and in our Annual Report on Form 10-K, except for the application of the FTP framework and the allocations of consolidated income and consolidated expenses.
2 unchanged sentences
The Lending segment includes our personal loan, student loan and home loan products and the related servicing activities.
−Removed: We originate loans in each of the aforementioned channels with the objective of either selling whole loans or securitizing a pool of originated loans for transfer to third-party purchasers.
+Added: We originate loans in each of the aforementioned channels with the objective of either selling whole
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: loans or securitizing a pool of originated loans for transfer to third-party purchasers.
Revenues in the Lending segment are driven by changes in the fair value of our whole loans and securitization interests (inclusive of our economic hedging activities), gains or losses recognized on transfers that meet the true sale requirements, and our servicing-related activities, which mainly consist of servicing fees and the changes in our servicing assets over time.
−Removed: In our Lending segment, we also earn the difference between interest income earned on our loans and interest expense, as determined using the FTP framework for a portion of the 2022 period, and from our warehouse financing in the remainder of the 2022 period and the full 2021 period.
+Added: In our Lending segment, we also earn the difference between interest income earned on our loans and interest expense, as determined using the FTP framework for the three-month 2022 period and a portion of the six-month 2022 period, and from our warehouse financing in the remainder of the six-month 2022 period and the full 2021 period.
Our CODM considers net interest income in addition to contribution profit in evaluating the performance of our Lending segment and making resource allocation decisions.
7 unchanged sentences
SoFi Checking and Savings provides members a digital banking experience that offers no account fees, 2-day early paycheck and a competitive annual percentage yield.
−Removed: SoFi Money cash management provides members a digital cash management experience, interest income and the ability to separate money balances into various subcategories.
+Added: SoFi Money cash management provides members a digital cash management experience.
+Added: Effective June 5, 2022, our SoFi Money cash management accounts no longer earn interest, as we implemented our plan to build new features only for SoFi Checking and Savings and reduce support of our SoFi Money cash management accounts.
SoFi Invest provides investment features and financial planning services that we offer to our members.
7 unchanged sentences
Non-segment operations are classified as Corporate/Other (previously referred to as “Other”), which includes net revenues associated with corporate functions that are not directly related to a reportable segment.
−Removed: Beginning in the first quarter of 2022, net interest income within Corporate/Other reflects the residual impact from FTP charges and FTP credits allocated to our reportable segments under our FTP framework.
−Removed: These non-segment net revenues also include interest income earned on corporate cash balances, nonrecurring income on certain investments from available cash on hand, such as our investments in AFS debt securities (which investments are not interconnected with our core business lines and, thereby, reportable segments), and interest expense on other corporate borrowings, such as our revolving credit facility, the seller note issued in connection with our acquisition of Galileo (which was repaid in February 2021), and the amortization of debt issuance costs and original issue discount on our convertible notes.
−Removed: During the three months ended March 31, 2021, net
+Added: Beginning in the first quarter of 2022, net interest income (expense) within Corporate/Other reflects the residual impact from FTP charges and FTP credits allocated to our reportable segments under our FTP framework.
+Added: These non-segment net revenue (loss) also include interest income earned on corporate cash balances, nonrecurring income on certain investments from available cash on hand, such as our investments in AFS debt securities (which investments are not interconnected with our core business lines and, thereby, reportable segments), and interest expense on other corporate borrowings, such as our revolving credit facility and the amortization of debt issuance costs and original issue discount on our convertible notes.
+Added: During the six months ended June 30, 2021, net revenue (loss) within Corporate/Other also included earnings in connection with related party transactions.
+Added: Refer to Note 14 for further discussion of our related party transactions.
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: revenues within Corporate/Other also included $ 211 of interest income and $ 169 of reversal of loss on discount to fair value in connection with related party transactions.
−Removed: Refer to Note 14 for further discussion of our related party transactions.
Segment Results
The following tables present financial information, including the measure of contribution profit (loss), for each reportable segment for the periods indicated:
−Removed: Three Months Ended March 31, 2022 Lending (2)
+Added: Three Months Ended June 30, 2022 Lending (2)
Financial Services (1)(2)
1 unchanged sentence
Corporate/Other (1)(2)
−Removed: Net interest income (loss)
+Added: Net interest income (expense)
$ 114,003 $ — $ 12,925 $ 126,928 $ ( 4,199 ) $ 122,729
11 unchanged sentences
$ 141,991 $ 21,841 $ ( 53,700 ) $ 110,132
−Removed: Three Months Ended March 31, 2021 Lending
+Added: Three Months Ended June 30, 2021 Lending
Financial Services
−Removed: Reportable Segments Total Corporate/Other (1)
−Removed: Net interest income (loss)
+Added: Reportable Segments Total Corporate/Other Total
+Added: Net interest income (expense)
$ 56,822 $ ( 32 ) $ 542 $ 57,332 $ ( 1,320 ) $ 56,012
1 unchanged sentence
109,469 45,329 16,497 171,295 3,967 175,262
+Added: Total net revenue
+Added: $ 166,291 $ 45,297 $ 17,039 $ 228,627 $ 2,647 $ 231,274
+Added: Servicing rights – change in valuation inputs or assumptions (3)
+Added: Residual interests classified as debt – change in valuation inputs or assumptions (4)
+Added: 5,717 — — 5,717
+Added: Directly attributable expenses
+Added: ( 83,044 ) ( 32,284 ) ( 41,784 ) ( 157,112 )
+Added: Contribution profit (loss)
+Added: $ 89,188 $ 13,013 $ ( 24,745 ) $ 77,456
+Added: Six Months Ended June 30, 2022 Lending (2)
+Added: Financial Services (1)(2)
+Added: Reportable Segments Total (2)
+Added: Corporate/Other (1)(2)
+Added: Net interest income (expense)
+Added: $ 208,357 $ — $ 18,807 $ 227,164 $ ( 9,502 ) $ 217,662
+Added: Noninterest income (loss)
+Added: 301,749 144,704 35,099 481,552 ( 6,343 ) 475,209
Total net revenue (loss)
8 unchanged sentences
$ 274,642 $ 40,096 $ ( 103,215 ) $ 211,523
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
+Added: Six Months Ended June 30, 2021 Lending
+Added: Financial Services
+Added: Reportable Segments Total Corporate/Other Total
+Added: Net interest income (expense)
$ 108,599 $ ( 68 ) $ 771 $ 109,302 $ ( 6,010 ) $ 103,292
−Removed: (1) During the three months ended March 31, 2022, total net revenue for the Technology Platform segment included $ 770 of intercompany fees earned by Galileo from SoFi, which is a Galileo client.
+Added: Noninterest income
+Added: 205,669 91,430 22,731 319,830 4,136 323,966
+Added: Total net revenue (loss)
+Added: $ 314,268 $ 91,362 $ 23,502 $ 429,132 $ ( 1,874 ) $ 427,258
+Added: Servicing rights – change in valuation inputs or assumptions (3)
+Added: 12,333 — — 12,333
+Added: Residual interests classified as debt – change in valuation inputs or assumptions (4)
+Added: 13,668 — — 13,668
+Added: Directly attributable expenses
+Added: ( 163,395 ) ( 62,664 ) ( 83,766 ) ( 309,825 )
+Added: Contribution profit (loss)
+Added: $ 176,874 $ 28,698 $ ( 60,264 ) $ 145,308
+Added: ____________________
+Added: (1) During the three and six months ended June 30, 2022, total net revenue for the Technology Platform segment included $ 953 and $ 1,723 , respectively, of intercompany fees earned by Galileo from SoFi, which is a Galileo client.
There is an equal and offsetting expense reflected within the Financial Services segment directly attributable expenses representing the intercompany fees incurred to Galileo.
1 unchanged sentence
The revenue is eliminated within Corporate/Other and the expense is adjusted in our reconciliation of directly attributable expenses below.
−Removed: We did not recast the segment information for these intercompany amounts for the three months ended March 31, 2021, but rather reflected the full year 2021 impact within the fourth quarter of 2021, as inter-quarter amounts were determined to be immaterial.
−Removed: (2) During the three months ended March 31, 2022, we implemented a centralized FTP framework to attribute net interest income to our business segments based on their usage and/or provision of funding, which impacted the measure of net interest income and, thereby, total net revenue and contribution profit (loss) in our Lending and Financial Services segments, as well as the total net revenue in Corporate/Other, but had no impact on our consolidated results of operations.
+Added: We did not recast the segment information for these intercompany amounts for the three and six months ended June 30, 2021, but rather reflected the full year 2021 impact within the fourth quarter of 2021, as inter-quarter amounts were determined to be immaterial.
+Added: Additionally, for both the three and six months ended June 30, 2022, total net revenue for the Technology Platform segment included $ 718 of intercompany fees earned by Technisys from Galileo, which is a Technisys client.
+Added: There is an equal and offsetting expense reflected within the Technology Platform segment directly attributable expenses representing the intercompany fees incurred by Galileo to Technisys.
+Added: The intercompany revenue and expense are eliminated in consolidation.
+Added: The revenue is eliminated within Corporate/Other and the expense is adjusted in our reconciliation of directly attributable expenses below.
+Added: (2) During the first quarter of 2022, we implemented a centralized FTP framework to attribute net interest income to our business segments based on their usage and/or provision of funding, which impacted the measure of net interest income and, thereby, total net revenue and contribution profit (loss) in our Lending and Financial Services segments, as well as the total net revenue in Corporate/Other, but had no impact on our consolidated results of operations.
The net interest income presented within Corporate/Other represents the residual impact of the FTP charges and FTP credits on our reportable segments.
2 unchanged sentences
As such, the changes in fair value attributable to assumption changes are adjusted to provide management and financial users with better visibility into the cash flows available to finance our operations.
−Removed: SoFi Technologies, Inc.
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements (continued)
−Removed: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
(4) Reflects changes in fair value inputs and assumptions, including conditional prepayment and default rates and discount rates.
3 unchanged sentences
As such, this non-cash change in fair value during the period is adjusted to provide management and financial users with better visibility into the cash flows available to finance our operations.
+Added: SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
+Added: Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
+Added: (In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
The following table reconciles reportable segments total contribution profit to loss before income taxes for the periods presented.
Expenses not allocated to reportable segments represent items that are not considered by our CODM in evaluating segment performance or allocating resources.
−Removed: Three Months Ended March 31,
+Added: Three Months Ended June 30, Six Months Ended June 30,
+Added: 2022 2021 2022 2021
Reportable segments total contribution profit $ 110,132 $ 77,456 $ 211,523 $ 145,308
−Removed: Corporate/Other total net loss ( 6,993 ) ( 4,521 )
−Removed: Intercompany technology platform expenses 770 —
+Added: Corporate/Other total net revenue (loss) ( 8,852 ) 2,647 ( 15,845 ) ( 1,874 )
+Added: Intercompany expenses 1,671 — 2,441 —
Servicing rights – change in valuation inputs or assumptions 9,098 ( 224 ) 20,678 ( 12,333 )
6 unchanged sentences
( 45,316 ) ( 36,944 ) ( 88,006 ) ( 69,224 )
+Added: Special payment (3)
+Added: — ( 21,181 ) — ( 21,181 )
Other corporate and unallocated expenses (2)
4 unchanged sentences
(2) Represents corporate overhead costs that are not allocated to reportable segments, which primarily includes corporate marketing and advertising costs, tools and subscription costs, professional services costs, corporate insurance expense and transaction-related expenses.
+Added: (3) Represents a special payment to the Series 1 preferred stockholders in connection with the Business Combination.
No single customer accounted for more than 10% of our consolidated revenues for any of the periods presented.
7 unchanged sentences
SoFi Technologies, Inc.
+Added: SoFi Technologies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
(In Thousands, Unless Otherwise Stated and Except for Share and Per Share Data)
−Removed: The risk- and leverage-based capital ratios and amounts as of March 31, 2022 are presented below.
−Removed: March 31, 2022 Amount Ratio Required Minimum (1)
+Added: The risk- and leverage-based capital ratios and amounts as of June 30, 2022 are presented below:
+Added: June 30, 2022 Amount Ratio Required Minimum (1)
Well-Capitalized Minimum (2)
13 unchanged sentences
____________________
−Removed: (1) Required minimums presented include a capital conservation buffer.
+Added: (1) Required minimums presented for risk-based capital ratios include the required capital conservation buffer.
(2) The well-capitalized minimum measure is applicable at the bank level only.
−Removed: As of March 31, 2022, our regulatory capital ratios exceeded the thresholds required to be regarded as a well-capitalized institution, and meet all capital adequacy requirements to which we are subject.
−Removed: There have been no events or conditions since March 31, 2022 that management believes would change the categorization.
+Added: As of June 30, 2022, our regulatory capital ratios exceeded the thresholds required to be regarded as a well-capitalized institution, and meet all capital adequacy requirements to which we are subject.
+Added: There have been no events or conditions since June 30, 2022 that management believes would change the categorization.
Subsequent Events
−Removed: Management of the Company performed an evaluation of subsequent events that occurred after the balance sheet date through the date of this Quarterly Report on Form 10-Q and determined that there were no subsequent events to report.
+Added: Management of the Company performed an evaluation of subsequent events that occurred after the balance sheet date through the date of this Quarterly Report on Form 10-Q.
+Added: On July 12, 2022, the Company’s stockholders approved the amendment and restatement of the 2021 Stock Option and Incentive Plan (the “Amended and Restated 2021 Plan”), including a modification to the evergreen provision and an increase in the number of shares of common stock available for issuance under the plan.
+Added: As of the date of this filing, the Amended and Restated 2021 Plan includes an aggregate of 104,983,148 shares of common stock authorized for issuance of awards.
+Added: The Amended and Restated 2021 Plan allows for the number of authorized shares to increase on the first day of each fiscal year beginning on January 1, 2023 and ending on and including January 1, 2030 equal to the lesser of (a) five percent of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year, and (b) such smaller number of shares of common stock as determined by the Board.
+Added: SoFi Technologies, Inc.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.