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ANALYST REPORT PART 1 ONLINE LENDING FINTECH Including data from the PitchBook Platform, which tracks more than 33,000 valuations of VC-backed companies. AUGUST 2016
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Page 1: AUGUST 2016 FINTECH - PitchBook · AUGUST 2016. Contents CREDITS & CONTACT PitchBook Data, Inc. JOHN GABBERT Founder, CEO ... Private Investment & Corporate M&A 13 Venture Capital

ANALYST REPORT

PART 1

ONLINE LENDING

FINTECH

Including data from the PitchBook Platform, which tracks more than

33,000 valuations of VC-backed companies.

AUGUST 2016

Page 2: AUGUST 2016 FINTECH - PitchBook · AUGUST 2016. Contents CREDITS & CONTACT PitchBook Data, Inc. JOHN GABBERT Founder, CEO ... Private Investment & Corporate M&A 13 Venture Capital

ContentsCREDITS & CONTACTPitchBook Data, Inc.

JOHN GABBERT Founder, CEO

ADLEY BOWDEN Vice President,

Market Development & Analysis

Content, Design, Editing & Data

EVAN B. MORRIS Analyst

NIZAR TARHUNI Senior Analyst

GEORGE GAPRINDASHVILI Managing Editor

JENNIFER SAM Senior Graphic Designer

NICK LINTON Graphic Designer

Contact PitchBookpitchbook.com

RESEARCH

[email protected]

EDITORIAL

[email protected]

SALES

[email protected]

COPYRIGHT © 2016 by PitchBook Data, Inc. All rights reserved. No part of this publication may be reproduced in any form or by any means—graphic, electronic, or mechanical, including photocopying, recording, taping, and information storage and retrieval systems—without the express written permission of PitchBook Data, Inc. Contents are based on information from sources believed to be reliable, but accuracy and completeness cannot be guaranteed. Nothing herein should be construed as any past, current or future recommendation to buy or sell any security or an offer to sell, or a solicitation of an offer to buy any security. This material does not purport to contain all of the information that a prospective investor may wish to consider and is not to be relied upon as such or used in substitution for the exercise of independent judgment.

Analyst Note 3

Overview 4

Early Development 4

Basic Business Models 5-6

Strategy 6

Market Applications & Segments 7

Student & Consumer Loans 7-8

Small Business Lending 8-9

Addressable Market 9-10

Scalability 10-12

Risks to the Marketplace 12

Private Investment & Corporate M&A 13

Venture Capital Activity 13-16

Active & First-time Investor Growth 16

Institutional Involvement & Risk Mgmt. 17

Moving Forward 18

Select Company Profiles 19-24

2 PITCHBOOK FINTECH

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Analyst NoteCommercial banking stands as one of the oldest and most static

industries, insulated from disruption by regulatory moats and capital

intensity. Banking has begun to change; the post-crisis regulatory

and macro environment opened the door for online lenders to enter

traditional banking business lines. Venture capital and institutional

investors of all stripes have lined up to fund this innovation. Technology

has substantially reduced barriers to entry for lending platforms

to manage risk, attract borrowers and facilitate markets in online-

originated notes. This change was sparked by regulation forcing a

mispricing of risk, leading to reluctance of banks to engage in certain

revenue-generating lending activities and creating niches for online

lenders to rapidly gain market share in both established and emerging

segments. On the backside, the extended period of low yields in fixed

income has generated growing interest for retail and institutional

investors alike to invest in higher yielding online-originated credit

instruments.

In the first part of PitchBook’s Fintech Analyst Report series, we dove

into the emerging online lending industry to document the challenges

faced by online lenders and the growing ecosystem claiming to mitigate

the issues that rocked credit markets in 2007-2008. Questions remain as

to how this rapidly scaling industry will weather some very public storms.

As these platforms face growing pains, a hybrid model has emerged,

combining balance sheet and marketplace lending and promising to

ameliorate the inherent moral hazard of loan originators. This model

offers the best bet for the industry to weather the next phase of the

credit cycle.

Evan B. Morris

3 PITCHBOOK FINTECH

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OverviewEARLY DEVELOPMENT

While consumers and business owners quickly saw the internet as a

convenient way to monitor their finances, it took several decades for

the option of entirely bypassing brick and mortar banks to materialize.

E-Loan, founded in 1997, offered an online platform for consumers

to compare loan terms across multiple lenders while slashing broker

fees; for a time the company also offered direct origination mortgages,

as well as CDs. The platform popularized consumer access to FICO

scores, a then-opaque metric used by banks as a standardized measure

of creditworthiness. Wall Street’s voracious pre-crisis appetite for

mortgage-backed securities prompted investment banks to turn to non-

bank originators for loans to securitize. Though not all of these entities

operated online, non-banks accounted for over 30% of all residential

mortgages in the years immediately preceding the financial crisis.

Quicken Loans became the market leader among non-bank originators

by offering mortgages and lending products through an online portal.

Other than aggregation of mortgage originators and credit card issuers,

online platforms for lending directly did not take off until after the

financial crisis. The downturn not only caused material losses from

certain credit instruments, but the monetary policy response of slashing

interest rates to the zero bound reduced the future expected returns in

fixed income portfolios. Retail investors’ newfound distrust in financial

institutions further bolstered the conditions for unproven investment

platforms to attract interest. While VC-backed Prosper pioneered peer-

to-peer lending in 2006, it took until after the crisis for retail investors to

trust online platforms.

A wave of upstarts began to facilitate direct investments by retail

investors in slices of online-originated loans in amounts as low as $25.

There was ample opportunity to profit from compressing the spread

between borrowing and lending. Renaud Laplanche became inspired to

found Lending Club after realizing that his credit card would charge him

18% interest while he earned less than 1% on his savings account. Prosper

and later Lending Club and others experienced exponential growth

when many early retail investors in peer-to-peer reported solid double-

digit returns. Subsequently, an entire ecosystem developed around peer-

to-peer lending, providing reporting, analytics and secondary markets.

This attracted the interest of institutions that wanted to leverage their

resources to generate outsized returns in the asset class.

Non-bank lenders grabbed a 30% market

share in the years leading up to the

financial crisis. Quicken Loans became

the leader by marketing to borrowers

through an online portal.

A loss of faith in traditional financial

institutions opened the door for startup

online lending platforms to attract

borrower and investor interest.

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BASIC BUSINESS MODELS

The new wave of online lenders emerged initially under two distinct

business models: balance sheet lenders and marketplace lenders. In

addition to the use of novel technology, both business models rely

on non-deposit funding. Marketplace lenders continue to evolve as

peer-to-peer scales beyond what retail investors can support, pushing

platforms to increasingly solicit institutional capital. These companies

match buyers and sellers while minimizing their own balance sheet risk.

Revenue comes from the collection of an up-front origination fee, as

well as a servicing fee throughout the duration of the loan. These deals

come with lower margin per loan, thus requiring substantial need for

external investment. A lack of visibility into lending models has caused

compression in the spreads these platforms are able to generate in

fees due to investor uncertainty. Much of the spread they are able to

collect goes toward customer acquisition since a large share of the

revenue comes from non-recurring sources. Using the public financials

of Lending Club as an example, origination fees average 4.47% per loan,

accounting for a whopping 87% of the company’s revenue. Furthermore,

expenditures on customer acquisition may not pay off in the long run.

The target market of debt consolidation, with the goal of getting totally

out of debt, does not lend itself to repeat customers.

Prosper took eight years to issue its first $1 billion in loans, relying

overwhelmingly on retail investors. Once it tapped into institutional

capital, the company took only six months to issue the second billion.

When peer-to-peer lending platforms first emerged, these loans were

entirely fractional, i.e. small investments were pooled and lent to a single

borrower. In 2012 as the asset class matured and demand increased from

institutional investors, Lending Club and Prosper began marketing whole

loans to single investors. This has evolved into full-blown securitizations.

PeerIQ, a marketplace lending analytics platform focusing on the

securitizations market, notes a rapidly increasing average size of

securitizations, growing from $64 million to $267 million from 2013 to

2016.

Balance sheet lenders originate loans from their own capital or raise

funds from Industrial Lending Corporations (ILCs). One popular ILC

is Utah-based WebBank, fully owned by Warren Lichtenstein’s Steel

Partner Holdings (NYSE: SPLP). Balance sheet lenders such as Avant or

Marlette Funding hold the loans on their balance sheets and collect the

net interest margin (NIM) or spread between cost of capital and yield.

This strategy brings in greater cashflow to the company over the life of

the loan, but comes with risks from charge-offs and defaults, as well as

Marketplace lenders evolved from peer-

to-peer lenders scaling beyond what

retail investors could support.

Balance sheet lenders hold loans on

their balance sheet, leading to longer

term cashflows, but greater exposure to

market volatility and defaults.

Marketplace lenders remain dependent

on one-off origination fees collected

when they make the loan, and modest

servicing fees. They must maintain

lending volume in order to generate

revenue.

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exposure to capital markets. To mitigate duration risk, these players tend

to focus on high-interest, short-term loans. These firms serve as bank-

like financial intermediaries, but without the high-friction cost structures

such as the expense of maintaining physical branches.

STR ATEGY

Most of these emerging online lenders have provided credit to segments

directly impacted by post-crisis legislation, which became neglected or

mispriced by banking and government institutions. These target markets

include consumer unsecured credit, small business lending, student loan

refinance and high earning millennials with limited credit history. Further

on, we’ll dive into each of these segments and how upstart lending

platforms find novel ways to price risk, mitigate defaults and spur

much-needed credit creation. These methods include the integration of

alternative datasets and analytics, applied behavioral finance and non-

traditional repayment schedules.

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Market Applications & SegmentsSTUDENT & CONSUMER LOANS

It’s no secret that rising higher education costs in the US have burdened

graduates with boatloads of student debt. According to the Brookings

Institution, outstanding federal student loan debt quadrupled between

2000 and 2014 to reach $1.1 trillion. Federal Stafford Loans account for

over 90% of outstanding loans and pay a fixed interest rate of 4.66% to

all undergrads and 6.21% to graduate students, irrespective of indicators

about ability to repay such as the institution attended or degree earned.

More than 70% of federal loan defaults are made by borrowers from

for-profit institutions such as DeVry or University of Phoenix. Traditional

lenders offer private loans at a floating rate spread + LIBOR, typically

around 8%.

Online student loan refinancers have focused on regulatory arbitrage of

offering better rates to recent grads with strong career prospects but

low FICO scores due to limited credit history. These lenders emerged

as peer-to-peer lending platforms for alumni of elite institutions such as

Wharton and Stanford, to lend directly to current students. SoFi Founder

and CEO Mike Cagney refers to the ideal borrowers as HENRYs—high

earners not rich yet. These represent the top 5-10% of earners aged 25 to

40 with high free cash flow and the potential to earn more. Student loans

are also an ideal clientele since debt-laden digitally savvy millennials

prefer operating online.

While all of these lenders have promised to bring banking relationships

back to their interpersonal roots, they have also doubled down on

increasing the accuracy of predictive analytics. Traditional FICO scores

can be misleading for borrowers with limited credit history. Online

lenders have augmented traditional credit scoring with alternative

datapoints including job title, employment history, spending habits and

income. Lenders speed up the approval process by allowing users to

quickly import data directly from social media sites such as LinkedIn and

transaction history from online banking platforms. The biggest deterrent

to this alternative approach is the lack of track record for alternative

credit scoring. Lending based off of criteria other than FICO score has

only been around for about five years. To gain broader acceptance

of these models, online lenders will need to weather a full credit and

interest rate cycle. Adoption of secondary markets will only further

refine these criteria.

Federal student loans (over 90% of the

market) pay a set rate irrespective of the

institution attended, degree earned or

the student’s creditworthiness, opening

a profitable niche for students whose

credit profile warrants a lower rate.

Online lenders utilize proprietary credit

scoring using data from social media and

other alternative sources to augment or

replace FICO scores.

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Consumer and student loan lenders can operate as either balance sheet

or marketplace lenders. Peer-to-peer platforms Lending Club (NYSE:

LC) and Prosper off-set loans with notes auctioned to the public, don’t

use leverage and carry no credit risk. These loans are typically sold in

bulk to institutional investors; some of the large players have even begun

offering securitized loans. In 2Q 2016 we saw a total of six securitization

deals: three backed by student loans, two by unsecured consumer

loans, and one by SME loans. Establishing relationships with the existing

financial services ecosystem will facilitate a more robust market for

securitizions and institutional capital, making these firms less dependent

on VC equity funding. Firms such as Avant and Marlette Funding have

approached the segment using a balance sheet lending strategy. Avant’s

sub-prime target market faced disproportionate exposure to the sell-

off in low-rated high yield credit in the first half of 2016. The massive

ramp in issuance preceding a planned IPO may have led the company

to drop standards in order to print massive outstanding issuance

numbers. Furthermore, the strategy of targeting borrowers who want

to consolidate their debt may result in adverse selection bias toward

those with extant issues managing personal finances, especially with

no enforcement mechanism to force them to actually cancel their other

lines of credit.

SMALL BUSINESS LENDING

According to a Harvard Business School case study, small businesses

have created two-thirds of US jobs since 1995. Even so, these enterprises

have become increasingly shut out by traditional banks. To apply for

a loan, the average small or medium enterprise (SME) must fill out 25

hours of paperwork which in turn takes several weeks to process before

a credit decision is made. This low velocity of money wastes critical time

in which a small business may have urgent need for funds. Many of these

companies have both poor accounting and record-keeping. Furthermore,

the idiosyncrasies of small companies make finding comps difficult if not

impossible. For banks, this makes the transaction costs of lending

$100,000 equal to lending $1,000,000.

Small business lending has always been the domain of smaller

community banks. However, the consolidation of banking accelerated by

the crisis has halved the number of community banks since the mid-80s.

This phenomenon contributed to deepening the fallout of the financial

crisis. Recent reforms increasing capital requirements and oversight

have made the paperwork and analysis for a low-yielding loan not worth

the cost for banks. As banks have consolidated and grown risk averse,

The largest online lenders have

increasingly looked to securitization as

a source of capital, facilitating a more

robust market for online-originated

loans.

Traditional banks require mountains of

paperwork before they even consider

extending credit to small/medium

enterprises. High fixed costs make

servicing the smallest companies cost

ineffective.

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they’ve pulled away credit from small businesses when they needed it

most. This exacerbates the cyclicality of the business cycle, and has led

many businesses to fail during and after the financial crisis.

Many of the promising entrants into small business lending leverage

novel forms of data to make lending decisions. Technology companies

not thought of as lenders, such as Alibaba (NYSE: BABA), PayPal (NAS:

PYPL) and Square (NYSE: SQ), use proprietary transaction data to lend

merchants cash advances. These working capital lines of credit are paid

off from a small slice of future transactions. This repayment method

gives increased flexibility for lumpy sales. OnDeck (NYSE: ONDK) and

Kabbage offer more traditional lines of credit, but are able to avoid

mountains of paperwork by employing data imported from tax software

such as Intuit (NAS: INTU), as well as social media (e.g. from Foursquare

which can track foot traffic). This transaction and social media data

can be imported and processed far more quickly and efficiently than

traditional metrics inputted by hand through paperwork.

Marketplace lenders have tapped into the small business market as well.

UK-based Funding Circle—backed by Index Ventures, Accel Partners,

Blackrock, USV and others—offers term loans to small businesses in the

UK and US and just expanded to the Netherlands, Germany and Spain

by acquiring German lender Zencap. The company originally offered

loans through an online auction process, but has since transitioned to

a proprietary model to assess credit risk and price loans. The company

resells loans to individual and institutional investors under the guise of

earning a high return (it estimates 7.5%—note that fixed income yields

are lower in Europe) while supporting small business. While this figure

sounds reasonable, these platforms will need to survive an entire credit

cycle before all of the risks are sussed out.

ADDRESSABLE MARKET

Founders of online lending platforms have kicked around lofty numbers

for future market size. Avant founder and CEO Al Goldstein claimed in

2014 that he had a vision for his company as the “Amazon of financial

services,” with a future $100 billion valuation on the same scale as bulge

bracket banks. Many of these lofty projections imply that online lending

can scale outside of consumer and small business loans into a diverse

array of lending products including mortgages. In order to make this

happen, Avant will need to expand beyond offering personal loans to

sub-prime borrowers hoping to pay off credit card debt to auto loans,

credit cards and mortgages. Mike Cagney, founder of SoFi, which has

cracked the $10 billion origination mark, aims for a valuation of around

Small business’ social media integration

and use of accounting and payments

software supplies rich datasets for online

lenders, eliminating paperwork and

offering lending products tailored to

specific business' needs such as lumpy

cash flows due to seasonality.

Avant was named “Chicago’s fastest

growing startup since Groupon” by

Crain’s Chicago Business.

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$30 billion. SoFi has already expanded from student loan refinancing

for the most creditworthy borrowers graduating from elite programs

to mortgages for similarly “elite” borrowers, including interest-only

options with faster underwriting and less restrictive liquid net worth

requirements than traditional lenders.

According to research from PeerIQ, there have been more than $50

billion in cumulative online originations from alternative lenders as of

the end of 2015. Looking solely at consumer unsecured originations

(including student loans), Orchard estimates that originations have

totaled $23.1 billion from 2Q 2013 through 1Q 2016. Both data providers

note a decided slowdown in 1Q 2016 corresponding with a shift in credit

markets. According to a 2015 Goldman Sachs report on the rise of

shadowbanks, traditional lenders stand to lose $209 billion in unsecured

personal lending and $177 billion in small business lending to online

upstarts. In order for these platforms to justify lofty valuations, they

will need to not only realize their potential in current verticals, but also

tap into much larger markets such as the US mortgage industry, which

originates $1.2 trillion annually.1

SCAL ABILIT Y

The need for diverse and institutional capital has favored the largest and

most well-established online lenders. For these lenders to continue to

scale, however, the industry needs great transparency and additional

data around loan performance so that investors can accurately

assess risk and trade loans in a liquid market. Prosper’s 2008 class

action lawsuit alleging the sale of unregistered securities prompted a

settlement that obliged the platform and fellow lender Lending Club

to register with the SEC. The costs of SEC registration increase the

barriers to entry for peer-to-peer lenders and thus put a constraint on

new platforms. More recently, allegations that publically traded online

lender Lending Club mismarked loans sold in bulk to Jefferies has

rocked the nascent industry. Prosper, the only peer-to-peer lender to

weather both the financial crisis and the settlement of an early class

action lawsuit from investors, announced in May that it would lay off over

28% of its staff due to declining loan volume. Furthermore, a Supreme

Court ruling in Madden vs. Midland Funding called into question the

claimed exemption from state usury laws. These challenges have

brought up questions as to how online lenders can continue to rapidly

scale while maintaining outsized returns for investors. For one, a more

1 Ryan M. Nash and Eric Beardsly. “The Future of Finance, Part 1: The rise of the new Shadow Bank,” Goldman Sachs Equity Research, March 3, 2015, pg. 12, [http://www.betandbet-ter.com/photos_forum/1425585417.pdf], accessed July 2016.

Prosper’s settlement of a 2008 class

action lawsuit alleging the sale of

unregistered securities forced SEC

registration upon the industry, increasing

barriers to entry for future lenders.

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liquid market for online loans would create a positive incentive structure

to maintain loan quality by facilitating the price discovery that would

allow marketplace lenders to compete on more than coupon. The fact

that institutions typically purchase these loans at par indicates that the

originator does not factor into how they trade.

Platforms have emerged to intermediate between institutional investors

and upstart originators. Startups such as Orchard, Blackmoon, PeerIQ,

MonJa and dv01 connect lenders and institutional investors, facilitating

loan markets by integrating data with advanced features such as

portfolio analytics, strategy development through backtesting and

performance reporting. The firms facilitate a combination of marketplace

and balance sheet lending that Blackmoon calls composite lending and

Orchard calls a hybrid model. These intermediaries aim to combine the

transparency of marketplace lenders with the greater interest revenue

of balance sheet lenders by providing lending platforms with more

real-time feedback on the quality of their credit models. Balance sheet

lenders transform into composite lenders to hedge against duration risk

and dilute less of their equity with venture raises.

Securitization of online-originated loans remains another essential piece

to the puzzle for these lenders to attract long-term, low-cost capital.

Through 2Q 2016, cumulative securitization issuance has reached $10.3

billion according to PeerIQ, with the peak issuance occurring in 4Q

2016 with a par value of $2.7 billion. Marketplace lender securitizations

are similar to ABS (asset-backed securities) in other consumer credit

classes; they have similar WALs (weighted average life—the average

amount of time until a dollar of principal is repaid), offering prices and

subordinations, yet are rated lower than comparable securities. This

perception gap remains a challenge given the high profile issues faced

by some of the largest online lenders.

Marketplace lending was not immune from the recent volatility in credit

markets. Student loan securitizations weren’t as affected as consumer

ABS, as spreads widened less on a relative basis. Junior tranches also

fared poorly on secondary markets, some of which can be attributed

to more senior debt weighted toward student loans. Lenders have also

begun increasing rates per investor demands. For example, Lending

Club increased rates for borrowers four times since 4Q 2015. First in

response to the fed hiking rates, second in response to market volatility,

third to account for increased delinquencies and fourth to give investors

higher returns.

An emerging ecosytem around online

lending aims to institutionalize the space,

offering analytics, reporting and other

features to platforms and institutional

investors alike.

Securitizations of online-originated loans

have been rated lower than comparable

securities despite similar performance

metrics.

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Accurately pricing risk in a secondary market would mitigate the

inherent moral hazard of originators. The window for outsized returns

through simple exposure to the asset class has closed. Investors will

demand increased reporting analytics and visibility into the individual

loans themselves in order to run their own trading algorithms. Studies

of private direct lending have found that borrowers of traded loans

perform better than equivalent non-traded loans, i.e. those that

originators keep on balance sheets. The reputational risks of an

originator’s portfolio underperforming in the secondary market have

greater residual effects than the lost yield if held on their balance

sheet. In other words, the long-run knock on effect from underwriting

underperforming loans in an efficient marketplace platform are worse

than the short-term losses from charge-offs.

RISKS TO THE MARKETPL ACE

Questions remain over how the industry will react to a downturn in

credit markets. The primary concerns center around investor appetite,

transparency, fraud and diversity of capital. A shift in investor sentiment

has begun to cause a contraction in capital allocation to credit, limiting

the ability for existing borrowers to roll over their debts. Cracks have

already emerged; Avant, a consumer balance sheet lender that uses

machine learning tools to replace FICO scores, cited softened investor

demand for loans when announcing multiple rounds of downsizing

this spring and summer. This came just a year after a $400 million

investment partnership to sell loans to KKR, Victory Park Capital and

Jefferies. Questions remain as to how many borrowers are using online

lenders to pay off other online loans. Anonymity and use of alternative

data outside of the FICO system may compromise the ability of lenders

to evaluate borrowing on other platforms. The exclusion of a potentially

impactful hard credit check has been touted as a feature, not a bug.

There may be increased opportunity for borrowers to commit fraud due

to lax controls on the use of funds for their intended purposes.

The stacking of multiple online loans

stands as one potential blind spot due

to loose controls at rapidly scaling

platforms.

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ONLINE LENDING DEAL FLOW & CAPITAL INVESTED BY YEAR

(ON LY EQ U IT Y I NVE STM E NTS I N CLU DE D)

Source: PitchBook

*As of 7/22/2016

Private Investment and Corporate M&AVENTURE CAPITAL ACTIVIT Y

The increased regulatory burden on banks after the financial crisis,

combined with advances in data and analytics, has driven an interest

in fintech, and we’ve seen a rapid influx of equity funding enter the

online space to facilitate growth. Online lending platforms have their

own regulatory, analytical and developer costs that must be funded

through venture capital. The applicability of technological, financial and

regulatory expertise has prompted bets on the space by a diverse group

of investors, including traditional venture capital and private equity

firms, hedge funds, mutual funds, corporate VC arms and financial

services executives-cum-angel investors. Since the start of 2011, online

lending has attracted $12.6 billion in capital across 463 completed

deals. Investment in the space has increased exponentially this decade,

reaching a zenith in 2015 when nearly $5.2 billion in capital was invested

across 132 completed deals.

$64

$502

$553

$825

$3,5

42

$5,1

84

$2,1

3418

3831

69

117

132

66

2010 2011 2012 2013 2014 2015 2016*

Deal value ($M)

Deal count

Top companies by $ raisedTotal raised ($M)

SoFi (Social Finance) $1,376.6

Lending Club $1,332.7

Kabbage $870.8

Square $779.8

Assetz Capital $757.6

Avant $654.2

OnDeck $363.3

GreenSky Trade Credit $360.0

Prosper $333.9

CommonBond $294.6

Funding Circle $274.1

Biz2Credit $250.0

QuarterSpot $237.3

Harmoney $210.0

Ppdai $210.0

Fundation $202.7

auxmoney $196.4

WeLab $185.0

Weidai.com $177.0

LendUp $176.6

Renovate America $169.7

Eloancn $146.6

Jimubox $131.2

Kilowatt Financial $125.0

Source: PitchBook

*As of 7/22/2016

13 PITCHBOOK FINTECH

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ONLINE LENDING DEAL FLOW & CAPITAL INVESTED BY QUARTER

(ON LY EQ U IT Y I NVE STM E NTS I N CLU DE D)

$54

$182

$167

$128

$339 $1

18

$162

$142

$173

$348

$250

$498

$471

$2,3

23

$645

$750

$2,2

27

$1,5

62

$1,2

84

$839

48

33

117

128

75 6

13

22

8

1821

29

25

31 32 3235

41

24

32 32

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

2010 2011 2012 2013 2014 2015 2016

Deal Value ($M)

Deal Count

Source: PitchBook

The largest deal in the period was the Series F round of student loan

refinancer and consumer lender SoFi, which raised $1 billion of equity

capital in August 2015. To illustrate the range of investors in the space,

participants in the round led by Japanese telecom conglomerate

SoftBank included hedge fund Third Point; mutual funds Wellington

Management and The Hartford; private market secondary investment

platform SharesPost; Chinese social network RenRen; and a number of

traditional venture capital firms.

The 2015 peak in investment saw lots of hot money flow into the online

lending space. Online lenders were awash in capital in 2015, raising $3.4

billion in VC funding alone. The recent popular scrutiny of high profile

online lenders has meant unprecedented interest, but also a slight

pause in private investment. In the first half of 2016 we saw just $2.2

billion invested across 65 deals; comparing 1H 2016 with 2H 2015 yields

a significant 44% drop in terms of capital invested. On balance, the

consistently robust deal count indicates that innovative upstarts have

continued to raise capital even as the industry faces challenges. Notable

recent transactions include financial goal setting platform Payoff, which

raised $47 million in June, and small business instant cash advance

lender Kabbage, which raised a $135 million Series E and increased its

revolving credit facility to $900 million in 4Q 2015.

The drop in VC and other private funding comes at a time when

platforms are desperate for more diverse funding and sticky capital.

The only two $100 million+ equity rounds

in 1H 2016 have been Chinese lenders

WeLab and Wedai. The largest YTD

funding in a US lender was in Payoff led

by Chinese firm Tencent.

14 PITCHBOOK FINTECH

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Online lending platforms have a strong preference to form long-term

partnerships with both equity and debt investors rather than one-off

transactional agreements. This leads to investors commanding more

power in the online lending ecosystem than in other tech sectors. We’ll

likely begin to see platforms cut costs and soon accept down rounds,

as the increased regulatory scrutiny of the industry comes with higher

compliance costs. In order to accommodate hot money, some platforms

dropped lending standards. This will lead to underperformance that

will cut into the equity of balance sheet lenders, and reduce investor

demand for loans sourced by marketplace lenders. While we’ve already

seen substantial layoffs at high-profile lenders including Avant, Lending

Club, CommonBond and Prosper, platforms will also need to raise

additional equity, perhaps accepting a drop in valuation in the form of a

down round.

REGIONAL DEALFLOW

Naturally, fintech has developed in concentration around a handful of

urban centers with significant resources in both finance and technology.

Given the human capital intensive nature of the business, nearly

two-thirds of equity investment in the space since 2010 has gone to

startups located in the top five cities/regions. The Bay Area accounts

for a whopping 34.4% of equity capital, the majority of which can be

accounted for by the two most capitalized lenders: Lending Club and

Prosper. New York accounts for 10.5% of equity funding, with many

analytics platforms domiciled in Silicon Alley. These firms have tapped

EQUIT Y INVESTMENT IN ONLINE LENDING BY REGION (# AND $B) S INCE 2010

37.2%

34.4%

10.5%

10.4%

5.3%2.2%

50.7%

16.4%

10.0%

8.5%

7.6%

6.8%

Other

Bay Area

New York

London Metro

Los AngelesMetroGreater China

Source: PitchBook

*As of 7/22/2016

Source: PitchBook

*As of 7/22/2016

Online lending platforms have to balance

the interests of equity backers, loan

investors and borrowers.

15 PITCHBOOK FINTECH

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ACTIVE EQUIT Y INVESTORS IN ONLINE LENDING

53

93 96

166

278

351

148

2010 2011 2012 2013 2014 2015 2016*

Source: PitchBook

*As of 7/22/2016

FIRST-TIME EQUIT Y INVESTORS IN ONLINE LENDING

53

7669

119

212

237

84

2010 2011 2012 2013 2014 2015 2016*

Source: PitchBook

*As of 7/22/2016

Top investorsDeal count

QED Investors 17

Sequoia Capital 11

Ribbit Capital 10

Canaan Partners 9

Thomvest Ventures 8

Foundation Capital 8

Index Ventures 8

First Round Capital 8

Union Square Ventures 7

Victory Park Capital 7

Kleiner Perkins Caufield & Byers

7

Baseline Ventures 7

Accel Partners 7

Renren 6

Nyca Partners 6

Kima Ventures 6

500 Startups 6

Accion 6

DCM Ventures 6

Source: PitchBook

*As of 7/22/2016

into the large pool of Wall Street talent not only to recruit employees,

but also for advice and a source of capital. Likewise, London has

accounted for 10.4% of capital invested and 8.5% of transactions. While

it’s no secret London leads other financial hubs in areas like payments

and blockchain, the lower barriers to entry for starting a bank in the UK

make the abundance of online lending deals surprising.

16 PITCHBOOK FINTECH

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INSTITUTIONAL INVOLVEMENT & RISK MANAGEMENT

The low interest rate environment of recent years was ideal to push

institutional investors toward an unproven but potentially lucrative asset

class. Institutional investors began to chase yield in their fixed income

allocations, as sovereign and corporate credit began to trade at record

low levels thanks to central bank asset purchases. As we stand now,

over a third of outstanding sovereign debt trades at negative nominal

yields. Furthermore, duration has expanded, forcing investors to be

exposed to even greater price sensitivity for lower and lower yields. It is

in this environment that higher-yielding shorter duration assets become

attractive. Loans on the Orchard Platform have a weighted average

coupon of 13.7%.

Marketplace loans come with additional complexity compared to other

fixed income assets. In addition to the standard risks of prepayment and

default in the mortgage and consumer lending space, marketplace loans

have many asymmetries around monthly payment date and underwriting

standards that vary across origination platforms. Furthermore, investors

must evaluate the risk of whether or not the originators and servicers will

survive a downturn. Platforms must disclose contingency plans in case of

bankruptcy in order to assuage investor concerns.

One major contingency is a lack of diversity in capital sources for online

lenders. Many US lenders have relied on short-term warehouse lending

from industrial lending corporations typically incorporated in regulation-

light jurisdictions such as the states of Utah, South Dakota and Delaware.

In order for online lenders to diversify their capital base, they must

facilitate institutional investments in their loans. Lenders must cater to

increased due diligence and reporting needs of more sophisticated

investors.

Increasingly, these institutional investors are relying on third-party

platforms to make their data as transparent as possible to assess all

manner of risks. Platforms such as dv01, Orchard and PeerIQ offer

solutions for more robust analytics than can be run in Excel. Investors

need to be able to drill down into loan and cohort level data in order to

run analysis and backtesting on performance. Given the short history of

the industry, investors must familiarize themselves with the underwriting

practices of upstart online lenders. This means an extra level of scrutiny

of the data. Due to the limited comps, investors utilize data from the

most established players in the industry such as Lending Club and

Prosper, as well as comparable ABS products. In order to get an idea

of how loans performed during a downturn, investors can purchase

alternative historical datasets from the financial crisis. Investors can

utilize traditional consumer credit card securitizations from Experian

and Equifax to model out similar borrower profiles in a distressed macro

environment.

The space has benefited from the recent

macro environment’s impact on fixed

income, making high-yielding, short-

duration securities a relatively attractive

investment.

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Moving ForwardThe threat to continued innovation in the online lending space stems

from an immature secondary market for trading these online-originated

securities. Fears swirling around the industry remain firmly grounded

in the experience of 2008. As we witnessed firsthand eight years ago,

poorly understood illiquid products can cause a great deal of pain for

financial institutions, especially once the pool of counterparties shrinks

due to external shocks. Reducing complexity lowers funding costs for

originators and increases liquidity for online-originated ABS products.

Platforms that grew too fast using hot money will struggle. Layoffs will

continue in the near term, as companies continue to thin expenses while

weathering a cyclical slow in originations. Further, the aforementioned

attention being paid to cost cuts also stems from companies seeking

to find spend discipline as they attempt to prepare their respective

businesses to secure permanent capital via the IPO markets. The IPO

window has remained relatively narrow for most businesses, so new

platforms undergoing growing pains similar to online lending have an

even steeper hill to climb.

Spreads between speculative high-yield debt and risk-free treasury

securities have shrunk to historically low levels recently. We expect

yields to remain suppressed below historical levels for the foreseeable

future and think online-originated loans will benefit from this outcome as

investors scour for yield and re-allocate their credit portfolios.

Lastly, the influx of capital into online loans is only made possible with

heightened transparency and sophisticated tools to help analyze both

single and packaged loan products. We think the development of a

secondary market for such loan products will continue to mature over

the next 12 to 18 months as more institutional investors funnel capital

into the space. Further, private backers won’t shy away from providing

equity capital, but transactions may well become smaller as private

investors look to invest in the peripheral ecosystem of the space, and

not necessarily into the core marketplaces, many of which have already

received significant amounts of capital.

We hope this report serves as a valuable resource as you continue to

explore this nuanced sector. As the industry continues to mature, we’ll

keep a close eye on it and provide updates as developments unfold.

As always, feel free to reach out with any comments or questions at

[email protected].

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Select company profiles

LENDING CLUB (NYSE: LC)

Location: San Francisco, CA |

Year Founded: 2006 | Capital Raised to

Date: $1.1B* First Funding Date: May 2007 | First Funding Amount: $2.0M

IPO Date: December 2014 | IPO Amount: $870M

*Includes IPO amount and $55M of known pre-IPO debt

Description: Founded in 2006, Lending Club serves as ostensibly the

most well-known and largest online peer-to-peer lending marketplace.

The company facilitates personal and business loans, as well as financing

for elective medical procedures, leveraging technology and a zero-

branch infrastructure to drive costs down and charge borrowers lower

rates. Having helped fund more than $18.7 billion in loans to date, the

company itself doesn’t assume the credit risk of the loans it helps sell,

but simply connects borrowers and investors via its online platform.

Recently, the company has come under heavy scrutiny following the

ousting of founder and CEO, Renaud Laplanche. The ousting follows a

scandal in which the company had misrepresented a portion of a $22

million loan package sold to an investor in order for the loans to meet

the client’s requirements. While Laplanche had called for an internal

investigation, according to media reports the board had determined

that the ex-CEO hadn’t offered a full account of what he knew about the

aforementioned sale. In addition, Laplanche was invested in an external

investment vehicle that had been a buyer of Lending Club loans. His

personal interest in the vehicle, Cirrix Capital, was never disclosed to

the board, yet Laplanche had submitted a proposal to the firm to allow

Lending Club to invest in the fund, despite failing to disclose his personal

stake.

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ONDECK (NYSE: ONDK)

Location: New York, NY | Year Founded: 2007 |

Capital Raised to Date: $464M

First Funding Date: February 2007 | First Funding Amount: $2.2M

IPO Date: December 2014 | IPO Amount: $200M

Description: OnDeck is a provider of online small business loans.

Founded in 2007, the company’s proprietary credit scoring system

leverages advanced analytics to make real-time lending decisions and

deploy capital to businesses in as little as 24 hours. Its credit analysis

process encompasses a thorough evaluation of thousands of data points

regarding a business individual’s needs in place of evaluating personal

credit in order to better quantify risk. To date, the company has lent over

$4 billion to more than 50,000 customers across 700 industries.

PROSPER

Location: San Francisco, CA | Year Founded: 2005 |

Capital Raised to Date: $361M

First Funding Date: April 2005 | First Funding Amount: $7.5M

Latest Funding Date: April 2015 | Latest Funding Amount: $165M |

Latest Funding Post- Valuation: $1.87B

Description: Founded in 2005, Prosper is the first US marketplace lender,

providing a platform that matches borrowers with both institutional

and individual lenders. Through its flagship loan product, borrowers

get access to low-rate, fixed-term loans that promise to come with no

hidden fees or prepayment penalties. The company allows individuals to

request loans between $2,000 and $35,000, while allowing individual

lenders to invest as little as $25 in each loan listing they select; Prosper

handles the servicing for all loan transactions.

SOFI (SOCIAL FINANCE)

Location: San Francisco, CA | Year Founded: 2011 | Capital

Raised to Date: $1.42B

First Funding Date: October 2011 | First Funding Amount: $4.0M

Latest Funding Date: August 2015 | Latest Funding Amount: $1.0B |

Latest Funding Post- Valuation: $3.58B

Description: With over $10 billion in loans issued to date, SoFi is a large

player in the marketplace lending space and the largest provider of

student loan refinancing products. Similar to other online lenders, the

company incorporates enhanced technology and analytics into its

underwriting process, but also evaluates unique items such as career

experience and undergraduate/graduate school degree programs

20 PITCHBOOK FINTECH

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studied when assessing creditworthiness. In addition to dominating

the student loan refinancing market, the company provides mortgage

lending and refinancing solutions, personal and parent loans and wealth

management services. Lastly, SoFi continues to find success selling

packaged and securitized loans to qualified institutional investors.

Despite the recent concerns sparked by the recent Lending Club scandal,

the online lender recently completed one of the largest consumer loan-

backed bond sales of 2016, completing a $380 million offering that

saw 28 investors participate. According to media reports, the offering

generated demand of nearly three times the amount of bonds that the

company was looking to initially sell. The sale was completed in mid-

June.

AVANT

Location: Chicago, IL | Year Founded: 2012 |

Capital Raised to Date: $1.357B

First Funding Date: May 2013 | First Funding Amount: $9.0M

Latest Funding Date: September 2015 | Latest Funding Amount: $325M |

Latest Funding Post- Valuation: $2.0B

Description: Avant, which operates under the name AvantCredit in the

UK and Canada, is a marketplace lending platform that leverages big

data and machine-learning algorithms to offer a highly customized

approach to streamlined credit options. At its core, Avant is a tech

company that is dedicated to creating innovative and practical financial

products for all consumers. More than 310,000 loans have been

issued worldwide through the Avant website. The company laid off

60 employees in May and is reportedly downsizing further by offering

voluntary severance packages.

ORCHARD

Location: New York, NY | Year Founded: 2013 |

Capital Raised to Date: $44.7M |

First Funding Date: December 2013 | First Funding Amount: $2.7M

Latest Funding Date: September 2015| Latest Funding Amount: $30M |

Latest Funding Post- Valuation: $145.5M

Description: Orchard offers technology and data to the marketplace

lending industry, powering the interactions between institutional

investors and loan originators. Using the company’s platform, investors

21 PITCHBOOK FINTECH

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are able to understand, access and execute marketplace lending

investments; products and services include market data & research, an

order management system and detailed reporting & analytics. For users

looking to access lenders, Orchard provides access to a diverse group

of institutional investors who use the company’s platform to purchase

marketplace lending assets. The company has raised $44.7 million in

venture funding and was last valued at $145 million with a $30 million

Series B it secured in September 2015.

PEERIQ

Location: New York, NY | Year Founded: 2014 |

Capital Raised to Date: $8.5M

First Funding Date: September 2015 |

First Funding Amount: $8.5M| Latest Funding Date: September 2015 |

Latest Funding Amount: $8.5M

Description: PeerIQ is a financial information services company that

provides institutional investors with tools for analyzing, assessing and

managing risk in the peer-to-peer lending market. PeerIQ’s analytics

platform aggregates industry data from leading P2P platforms and

offers sophisticated credit analytics, independent benchmarks and

reporting to enhance efficiency and increase liquidity across the

emerging asset class.

DV01

Location: New York, NY | Year Founded: 2015 |

Capital Raised to Date: $7.5M

First Funding Date: 2015 | First Funding Amount: $2.5M

Latest Funding Date: June 2016 | Latest Funding Amount: $5M

Description: The analytics and reporting platform increases liquidity

by simplifying all aspects of loan and bond investment, from portfolio

management to securitization. To date, dv01 has provided investors

real-time insight into more than $23 billion of loans from the biggest

marketplace lenders, including Lending Club and Prosper.

22 PITCHBOOK FINTECH

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COMMONBOND

Location: New York, NY | Year Founded: 2011 |

Capital Raised to Date: $318.8M*

First Funding Date: November 2012 | First Funding Amount: $1.0M

Latest Funding Date: July 2016 | Latest Funding Amount: $30M ||

Latest Funding Post- Valuation: $230M

*Includes up to $250M of known private debt

Description: Founded in 2011 by three MBA students, CommonBond

is an online lender that utilizes technology to lower student loan costs.

The company both funds and refinances student loans, claiming to save

its members more than $14,500 on average over the life of their loans.

The company has also serves as the first pioneer of the “one-for-one”

model, partnering with Pencils of Promise to fund the education of a

student in need for every loan funded on its platform. Recently, the

company announced two major announcements: a $300 million funding

that comes as a combination of equity capital to fund operations and

lending capital to fund loans, as well as the acquisition of Gradible, a

provider of loan evaluation resources to provide suitable repayment

plans for different financial situations. With the acquisition, employers

will be able to use CommonBond to help employees properly assess

their student loan repayment options while also enabling companies to

contribute directly to their employees’ monthly student loan payments,

a benefit that many millennials have begun to seek out in the workplace.

The online lender has funded more than $500 million in loans, and with

it’s most recent capital injection, it has surpassed the $1 billion mark in

financing across equity and debt.

FUNDBOX

Location: San Francisco, CA | Year Founded: 2012 |

Capital Raised to Date: $107.5M

First Funding Date: January 2013 | First Funding Amount: n/a

Latest Funding Date: September 2015 |

Latest Funding Amount: $50M

Description: Fundbox leverages deep data analytics to accelerate cash

flow and clear invoices for small business. The Fundbox risk engine

taps into numerous data signals within its network to assess customers

and invoices for risk, using existing accounting, e-invoicing and payroll

software to allow small businesses to choose which invoices to clear. The

company has underwritten more than 39 million invoices and helped

more than 30,000 SMBs across the US.

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K ABBAGE

Location: Atlanta, GA | Year Founded: 2008 |

Capital Raised to Date: $316.5M |

First Funding Date: November 2009 |

First Funding Amount: $700,000 | Latest Funding Date: October 2015 |

Latest Funding Amount: $765M | Latest Funding Post- Valuation: $1.63B

Description: A financial services data and technology platform, Kabbage

provides fully automated funding to small businesses in as little as

minutes. The company leverages data generated through business

activity such as accounting, online sales, shipping and dozens of other

sources to understand performance and deliver funding in real time.

Through its Karrot brand, Kabbage also offered consumer loans via its

automated platform, though the company recently announced that it will

no longer focus on the consumer segment.

FUNDING CIRCLE

Location: London, UK | Year Founded: 2010 |

Capital Raised to Date: $300M |

First Funding Date: February 2010 |

First Funding Amount: $1.1M | Latest Funding Date: April 2015 |

Latest Funding Amount: $147.2M| Latest Funding Post- Valuation: $1.15B

Description: Funding Circle is an online marketplace exclusively focused

on small businesses. More than $2 billion has been lent through the

platform to 15,000 businesses in the UK, US, Germany, Spain and the

Netherlands. Businesses can borrow directly from a wide range of

investors, including more than 47,000 individuals, the UK government,

local councils, a university and a number of financial organizations.

UK-based Funding Circle launched in the US in October 2013 and

holds headquarters in London, San Francisco and Berlin.Description:

Funding Circle is an online marketplace exclusively focused on small

businesses. More than $2 billion has been lent through the platform to

15,000 businesses in the UK, US, Germany, Spain and the Netherlands.

Businesses can borrow directly from a wide range of investors, including

more than 47,000 individuals, the UK government, local councils, a

university and a number of financial organizations. UK-based Funding

Circle launched in the US in October 2013 and holds headquarters in

London, San Francisco and Berlin.

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CAPITAL INVESTED & DEAL COUNT DEALS BY REGIONS

SEARCH RESULTS

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Limited Partners

2,716 LP’s

Limited Partners Name (2,716)# Limited Partner Type # Affiliated Funds

# Affiliated Investors

1

2

3

4

5

6

7

8

9

10

11

12

13

New York State Common Retirement Fund

Pennsylvania State Employee’s Retirement S...Pennsylvania Public School Employee Retire...

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New York State Teachers Retirement System Public Pension Fund 308

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AUM Private Equity

Private Equity (%) HQ Location HQ Ph

312192

158157

169136

185126

212

163147

Add Column

176,200.00

25,900.00

50,500.00103.35

178.50

59,700.00

516,206.00104,300.00

405,900.00

24,700.00181,980.00

13,919.80

25,900.00

8,040.00103.35

178.50

5,916.00

516,206.007,800.00

405,900.00

24,700.0018,371.00

8%

12%22%17%

42%

12%

7%8%

4.5%

7.3%10%

Albany, NY

Harrisburg, PA

Harrisburg, PA

Basking Ridge, NJ

New York, NY

Boston, MA

New York, NYAlbany, NY

Bloomfield, Ct

Springfield, MA

Quebec, Canada

Layouts:

LP Summary Layout Save Save As

126 104,300.00 7,800.00 8% Albany, NY

157 103.35 103.35 17% Basking Ridge, NJ

COMPANY SIGNALS

LiquidPlanner Seattle, WashingtonBusiness/ Productivity Software... -

Series BLast Inv. Type

May-2014Last Inv. Date

4Investor

Growth RateSize Multiple

45People

$24.32MVal. May 2014

Company Name

The Stiller

Bonobos

Growth Rate

10.2%

19.65%

Size Multiple

1.32K

150K

Total Capital Invested (millions, USD) Deal Count

2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

2.73xx avg.

76th %ile

115%98th %ile

weekly

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