Item 8.01 Other Events
On December 2, 2022, LendingClub Bank, National Association ("LendingClub
Bank"), a wholly-owned subsidiary of LendingClub Corporation (the "Company"),
entered into an agreement with MUFG Union Bank, N.A. ("Union Bank") to acquire a
portfolio of unsecured personal loans with a current aggregate principal balance
of approximately $1.05 billion (the "Personal Loan Portfolio"). Each of the
loans in the Personal Loan Portfolio (each, a "LendingClub Personal Loan") was
either (i) originated and sold by LendingClub Bank or (ii) facilitated by the
Company but originated and sold by a partner bank.
The LendingClub Personal Loans became available for purchase following U.S.
Bancorp's recently completed acquisition of Union Bank's core regional banking
franchise.
LendingClub Bank and Union Bank intend to complete the purchase and sale,
respectively, of the Personal Loan Portfolio by the end of 2022.
On December 2, 2022, the Company issued a press release (the "Press Release")
regarding its acquisition of the Personal Loan Portfolio. A copy of the Press
Release is attached as Exhibit 99.1 to this Form 8-K and is incorporated by
reference herein.
Forward-Looking Statements
Some of the statements above, including statements regarding the timing of the
acquisition of the Personal Loan Portfolio, are "forward-looking statements."
The words "anticipate," "believe," "estimate," "expect," "intend," "may,"
"outlook," "plan," "predict," "project," "will," "would" and similar expressions
may identify forward-looking statements, although not all forward-looking
statements contain these identifying words. Factors that could cause actual
results to differ materially from those contemplated by these forward-looking
statements include: the failure of the transaction with Union Bank to be
completed; our ability to continue to attract and retain new and existing
customers; competition; overall economic conditions; the regulatory environment;
demand for the types of loans facilitated by us; default rates and those factors
set forth in the section titled "Risk Factors" in our most recent Annual Report
on Form 10-K, as filed with the Securities and Exchange Commission, as well as
in our subsequent filings with the Securities and Exchange Commission. We may
not actually achieve the plans, intentions or expectations disclosed in
forward-looking statements, and you should not place undue reliance on
forward-looking statements. Actual results or events could differ materially
from the plans, intentions and expectations disclosed in forward-looking
statements. We do not assume any obligation to update any forward-looking
statements, whether as a result of new information, future events or otherwise,
except as required by law.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number Exhibit Title or Description
99.1 Press Release dated December 2, 2022
Cover Page Interactive Data File (Cover page XBRL tags are embedded within
104 the Inline XBRL document)
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