8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 10, 2021

OPEN LENDING CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-39326	84-5031428
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1501 S. MoPac Expressway

Suite 450

Austin, Texas 78746

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 512-892-0400

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	LPRO	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

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

Item 2.02. Results of Operations and Financial Condition.

On August 10, 2021, Open Lending Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2021. A copy of the press release and additional supplemental financial information are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.

The information furnished under this Item 2.02 and in the accompanying Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

99.1	Earnings Release, dated August 10, 2021, titled “Open Lending Reports Second Quarter 2021 Financial Results.”
99.2	Supplemental Earnings Information Q2 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OPEN LENDING CORPORATION
By:	/s/ Charles Jehl
Name:	Charles D. Jehl
Title:	Chief Financial Officer

Date: August 10, 2021

2

EX-99.1

Exhibit 99.1

Open Lending Reports Second Quarter 2021 Financial Results

AUSTIN, TX, August 10, 2021 – Open Lending Corporation (NASDAQ: LPRO) (the “Company” or “Open Lending”), a leading provider of lending enablement and risk analytics solutions to financial institutions, today reported financial results for its second quarter of 2021.

“We are pleased to report another record quarter, which included a 148% increase in certified loans, a 177% increase in revenue and a 199% increase in Adjusted EBITDA compared to the second quarter of 2020. June was especially notable, a record month in our Company’s history from a certified loan perspective, and the momentum has continued,” said John Flynn, Chairman and CEO of Open Lending. “We continue to make progress on our growth strategies to capture more of the $250 billion addressable market and help underserved consumers get auto loans. During the quarter, we signed an agreement with a third insurance partner, American National, and they have already begun to write policies for us. Looking ahead, our pipeline of new credit union and regional bank customers is strong and there remains a large opportunity in front of us to grow our OEM captive business.”

Three Months Ended June 30, 2021 Highlights

•The Company facilitated 46,408 certified loans during the second quarter of 2021, compared to 18,684 certified loans in the second quarter of 2020

•Total revenue was $61.1 million during the second quarter of 2021, compared to $22.1 million in the second quarter of 2020

•Gross profit was $57.0 million during the second quarter of 2021, compared to $20.2 million in the second quarter of 2020

•Net income was $76.0 million during the second quarter of 2021, compared to net loss of $(49.8) million in the second quarter of 2020

•Adjusted EBITDA was $46.1 million during the second quarter of 2021, compared to $15.4 million in the second quarter of 2020

Adjusted EBITDA is a non-GAAP financial measure. Reconciliations of this non-GAAP financial measure to its most directly comparable GAAP financial measure are provided in the financial table included at the end of this press release. An explanation of this measure and how it is calculated is also included under the heading “Non-GAAP Financial Measures.”

2021 Outlook

Based on the second quarter results and trends into the third quarter of 2021, the Company is reaffirming its previously issued guidance of the following:

	Full Year 2021 Outlook
Total Certified Loans	161,000 - 206,000
Total Revenue	$184 - $234 million
Adjusted EBITDA	$125 - $168 million
Adjusted Operating Cash Flow (a)	$81 - $111 million

a.Adjusted Operating Cash Flow is defined as Adjusted EBITDA, minus CAPEX, plus or minus change in contract assets.

The guidance provided above includes forward-looking statements within the meaning of U.S. securities laws. While the financial guidance takes into account the continuing impact of the global COVID-19 pandemic, the impact of the pandemic has been unprecedented and the future effect of the pandemic on the global economy and our financial results remains uncertain, and our actual results may differ materially. See “Forward-Looking Statements” below.

Conference Call

Open Lending will host a conference call to discuss the second quarter 2021 financial results today at 5:00 pm ET. Hosting the call will be John Flynn, Chairman and CEO, Ross Jessup, President and COO, and Chuck Jehl, CFO. The conference call will be webcast live from the Company's investor relations website at https://investors.openlending.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (877) 407-4018, or for international callers (201) 689-8471. A replay will be available two hours after the call and can be accessed by dialing (844) 512-2921 or (412) 317-6671 for international callers; the conference ID is 13721622. The replay will be available until Tuesday, August 24, 2021. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.

About Open Lending

Open Lending (NASDAQ: LPRO) provides loan analytics, risk-based pricing, risk modeling and default insurance to auto lenders throughout the United States. For 20 years we have been empowering financial institutions to create profitable auto loan portfolios by saying “yes” to more automotive loans. For more information, please visit www.openlending.com.

Forward-Looking Statements

This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, including statements related to market trends, the anticipated impact of the global COVID-19 pandemic on factors impacting the Company’s business, the Company’s new lender pipeline, consumer behavior and demand for automotive loans, as well as future financial performance under the heading “2021 Outlook” above. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the Company’s control. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, political and business conditions; the continuing effects of the COVID-19 pandemic on consumer behavior; applicable taxes, inflation, interest rates and the regulatory environment; the outcome of judicial proceedings to which Open Lending is, or may become a party; failure to realize the anticipated benefits of the business combination; the amount of redemption requests made by the Company’s stockholders; those factors discussed in other documents of the Company filed, or to be filed, with the SEC. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know or that they currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. The Company anticipates that subsequent events and developments will cause their assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Non-GAAP Financial Measures

The non-GAAP financial measures included in this press release is financial information that has not been prepared in accordance with GAAP. The Company uses Adjusted EBITDA, Adjusted EBITDA margin and Adjusted operating cash flows internally in analyzing our financial results and believe it is useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. The Company believes that the use of this non-GAAP financial measure provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.

The Company believes these measures provide useful information to investors and others in understanding and evaluating its operating results in the same manner as its management and board of directors. In addition, they provide useful measures for period-to-period comparisons of our business, as they remove the effect of certain non-cash items and certain non-recurring variable charges. Adjusted EBITDA is defined as GAAP net income (loss) excluding interest expense, provision for income taxes, depreciation and amortization expense (including amortization of right-of-use assets), share-based compensation expense, gain on extinguishment of the Company's tax receivable agreement, loss on extinguishment of debt, change in fair value of contingent consideration and transaction bonuses as a result of the business combination with Nebula Acquisition Corporation (“Business Combination”). Adjusted EBITDA margin is defined as Adjusted EBITDA expressed as a percentage of total revenue. Adjusted operating cash flows is defined as adjusted EBITDA, minus capex, plus or minus change in contract assets.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measure provided in the financial statement tables included below in this press release.

Contact:

ICR for Open Lending

Investors

openlending@icrinc.com

OPEN LENDING CORPORATION

Condensed Consolidated Balance Sheets

(Unaudited, in thousands, except share data)

	June 30, 2021		December 31, 2020
Assets
Current assets
Cash and cash equivalents	$	57,154	$	101,513
Restricted cash	2,891		2,635
Accounts receivable	7,569		4,352
Current contract assets	61,032		50,386
Income tax receivable	80		—
Prepaid expenses	4,390		1,873
Other current assets	634		2,018
Total current assets	133,750		162,777
Property and equipment, net	2,581		1,201
Operating lease right-of-use assets, net	5,465		5,733
Non-current contract assets	50,901		38,956
Deferred tax asset, net	68,315		85,218
Other non-current assets	124		124
Total assets	$	261,136	$	294,009
Liabilities and stockholders’ equity
Current liabilities
Accounts payable	1,987		3,442
Accrued expenses	5,070		3,033
Income tax payable	—		1,640
Current portion of debt	3,125		4,888
Other current liabilities	4,460		4,005
Total current liabilities	14,642		17,008
Long-term debt, net of deferred financing costs	144,518		152,859
Non-current operating lease liabilities	4,898		5,138
Tax receivable agreement liability	—		92,369
Other non-current liabilities	—		13
Total liabilities	$	164,058	$	267,387
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.01 par value; 10,000,000 shares authorized, none issued and outstanding	—		—
Common stock, $0.01 par value; 550,000,000 shares authorized, 128,198,185 shares issued and 126,190,351 shares outstanding as of June 30, 2021 and 128,198,185 shares issued and 126,803,096 shares outstanding as of December 31, 2020	1,282		1,282
Additional paid-in capital	492,874		491,246
Accumulated deficit	(339,578)		(428,406)
Treasury stock at cost, 2,007,834 shares at June 30, 2021 and 1,395,089 at December 31, 2020, respectively	(57,500)		(37,500)
Total stockholders’ equity	97,078		26,622
Total liabilities and stockholders’ equity	$	261,136	$	294,009

OPEN LENDING CORPORATION

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(Unaudited, in thousands, except share data)

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue
Program fees	$	20,597	$	8,793	$	35,508	$	21,505
Profit share	38,842		12,163		66,572		15,938
Claims administration service fees	1,686		1,111		3,053		2,054
Total revenue	61,125		22,067		105,133		39,497
Cost of services	4,140		1,827		7,502		4,322
Gross profit	56,985		20,240		97,631		35,175
Operating expenses
General and administrative	8,381		14,650		16,593		18,218
Selling and marketing	2,954		1,295		5,351		3,373
Research and development	773		349		1,364		707
Operating income	44,877		3,946		74,323		12,877
Interest expense	(1,122)		(3,644)		(4,411)		(4,408)
Interest income	58		44		142		61
Gain on extinguishment of tax receivable agreement	55,422		—		55,422		—
Loss on extinguishment of debt	—		—		(8,778)		—
Change in fair value of contingent consideration	—		(48,802)		—		(48,802)
Other (expense) income	(2)		3		(133)		3
Income (loss) before income taxes	99,233		(48,453)		116,565		(40,269)
Provision for income taxes	23,267		1,352		27,737		1,364
Net income (loss) and comprehensive income (loss)	$	75,966	$	(49,805)	$	88,828	$	(41,633)
Preferred distribution to redeemable convertible Series C preferred units	—		(214)		—		(40,689)
Accretion to redemption value of redeemable convertible Series C preferred units	—		—		—		47,537
Net income (loss) attributable to common stockholders	$	75,966	$	(50,019)	$	88,828	$	(34,785)
Net income (loss) and comprehensive income (loss) per common share
Basic	$	0.60	$	(1.01)	$	0.70	$	(0.80)
Diluted	$	0.60	$	(1.01)	$	0.70	$	(0.80)
Weighted average common shares outstanding
Basic	126,230,752		49,547,284		126,515,343		43,589,168
Diluted	126,274,197		49,547,284		126,554,082		43,589,168

OPEN LENDING CORPORATION

Condensed Consolidated Statements of Cash Flows

(Unaudited, in thousands)

	Six Months Ended June 30,
	2021		2020
Cash flows from operating activities
Net income (loss)	$	88,828	$	(41,633)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Share-based compensation	1,628		2,676
Depreciation and amortization	537		483
Amortization of right-of-use assets	268		188
Gain on extinguishment of tax receivable agreement	(55,422)		—
Loss on extinguishment of debt	8,778		—
Change in fair value of contingent consideration	—		48,802
Deferred income taxes	16,903		775
Changes in assets & liabilities:
Accounts receivable	(3,217)		574
Contract assets	(22,591)		225
Prepaid expenses	(2,517)		(1,150)
Deferred transaction costs	—		1,081
Other current and non-current assets	1,384		322
Accounts payable	(1,455)		176
Accrued expenses	1,377		(1,184)
Income tax payable/receivable	(1,720)		569
Operating lease liabilities	(349)		(178)
Other current and non-current liabilities	551		280
Net cash provided by operating activities	32,983		12,006
Cash flows from investing activities
Purchase of property and equipment	(841)		(424)
Net cash used in investing activities	(841)		(424)
Cash flows from financing activities
Proceeds from term loans	125,000		170,000
Proceeds from revolving facility	50,000		—
Payments on term loans	(167,628)		(4,380)
Payments on revolving facility	(25,000)		—
Payment of deferred financing costs	(1,669)		(9,767)
Distributions to Open Lending, LLC unitholders	—		(135,380)
Share repurchase	(20,000)		—
Settlement of tax receivable agreement	(36,948)		—
Recapitalization transaction, net of transaction costs	—		(13,289)
Net cash (used in) provided by financing activities	(76,245)		7,184
Net change in cash and cash equivalents and restricted cash	(44,103)		18,766
Cash and cash equivalents and restricted cash at the beginning of the period	104,148		9,898
Cash and cash equivalents and restricted cash at the end of the period	$	60,045	$	28,664
Supplemental disclosure of cash flow information:
Interest paid	$	3,776	$	3,958
Income tax paid, net	12,452		20
Non-cash investing and financing:
Internally developed software accrued but not paid	$	660	$	—
Change in fair value of redeemable convertible series C preferred units	—		(47,537)
Conversion of preferred stock to common stock	—		257,406

OPEN LENDING CORPORATION

Reconciliation of GAAP to Non-GAAP Financial Measures

(Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Adjusted EBITDA reconciliation to net income (loss)
Net income (loss)	$	75,966		$	(49,805)		$	88,828		$	(41,633)
Non-GAAP adjustments:
Interest expense	1,122			3,644			4,411			4,408
Provision for income taxes	23,267			1,352			27,737			1,364
Depreciation and amortization expense	196			120			389			242
Share-based compensation (1)	927			2,189			1,628			2,676
Gain on extinguishment of tax receivable agreement (2)	(55,422)			—			(55,422)			—
Loss on extinguishment of debt (3)	—			—			8,778			—
Change in fair value of contingent consideration (4)	—			48,802			—			48,802
Transaction bonuses (5)	—			9,112			—			9,112
Total adjustments	(29,910)			65,219			(12,479)			66,604
Adjusted EBITDA	46,056			15,414			76,349			24,971
Total revenue	$	61,125		$	22,067		$	105,133		$	39,497
Adjusted EBITDA margin	75		%	70		%	73		%	63		%
Adjusted operating cash flows (6)
Adjusted EBITDA	$	46,056		$	15,414		$	76,349		$	24,971
Capex	(838)			(341)			(841)			(424)
(Increase) decrease in contract assets	(14,715)			(3,977)			(22,591)			225
Adjusted operating cash flows	$	30,503		$	11,096		$	52,917		$	24,772

Notes:

(1)Includes $2.2 million of non-cash charges incurred in connection with the accelerated vesting of the legacy share-based awards, as a result of the Business Combination for the three and six months ended June 30, 2020.

(2)Reflects the gain recognized as a result of the early termination and settlement of the tax receivable agreement.

(3)Reflects the loss recognized in connection with the refinancing of our Term Loan due 2027 on March 19, 2021, which primarily consists of the write-off of unamortized deferred financing costs.

(4)Reflects non-cash charges for the change in the estimated fair value of contingent consideration from June 10, 2020 through June 30, 2020.

(5)Reflects transaction bonuses awarded to key employees and directors in connection with the Business Combination in the three and six months ended June 30, 2020.

(6)Adjusted operating cash flow is defined as adjusted EBITDA, minus capex, plus or minus change in contract assets.

EX-99.2

Earnings Supplement Q2 2021

2 Q2 Financial Highlights Q2 2021 (1) Defined as Adj. EBITDA, minus CAPEX, plus or minus change in contract assets Q2 2020 Revenue $61.1 million $22.1 million Adj. EBITDA $46.1 million $15.4 million Adj. Operating Cash Flow1 $ 30.5 million $11.1 million Total Certs 46,408 18,684

3 Recent Accomplishments Open Lending and Partners Strongly Positioned  Credit union and bank lenders are well capitalized with ample liquidity  Insurers modestly impacted relative to other industries and profitable in 2020 & 2021  Low interest rate environment, traditional lenders retrenching, and commuters shifting away from public modes of transportation are driving positive trends  Credit Union & Banks – 87% cert growth Q2’21 compared to Q2’20  Signed third insurance partner agreement with American National  Partnered with 5 new refinance lenders in Q2  Executed 22 contracts with new customers in Q2  Over 15 active implementations with “go live” dates in the next 60 – 90 days Recent Business Highlights OEM Opportunity  OEM #1  185% cert growth Q2’21 compared to Q2’20  33% cert growth Q2’21 compared to Q1’21  OEM #2  42% cert growth Q2’21 compared to Q1’21  Building out pipeline with other OEMs for the future

4 Well Defined Growth Plan Expand Core Business1 OEM Opportunity2 CECL Relief 3 4 6 5 Broaden Our Offerings Launch into New Channels Refinance Opportunities Near Term Growth Strategy Longer Term Growth Strategy  Drive Loan Volume through Further Wallet-Share Increase and Customer Penetration  Expansion of Lender Base  Increase OEM Captive Penetration by Addressing Broader Credit Spectrum and Deployment of Subvention Capabilities  Enhanced Value Proposition to Lenders Provided via CECL Relief  Increased Profitability for Financial Institutions in Near Prime Auto  Enhanced Focus on Refinance Program to Drive Additional Cert Volume  Ease of Customer Access in Reduced Interaction Environment  Expansion into Adjacent Asset Classes (e.g., leases)  Establish Broader Auto Platform (e.g., hub and spoke)  Prime Decisioning SaaS Solution  Expansion into Other Consumer Asset Classes

5 Understanding Changes in Contract Assets and Profit Share Revenue In LTM period, 80%+ of Changes in Contract Asset Estimates Driven by Realized Portfolio Performance as Opposed to Changes in Prospective Estimates (1,678) 5,301  6,176  3,973  7,811  (12,036) 734  (1,462) 1,324 1,101  4,014  Q1‐20 Q2‐20 Q3‐20 Q4‐20 Q1‐21 Q2‐21 Lower than projected claims and severity of  losses in historical periods drove positive  changes to contract asset estimates that in  turn drive strong near‐term cash flows  Prospective  Changes in  Assumptions Realized  Portfolio  Performance ($ in thousands) Change in Contract Asset Estimates and Profit Share Revenue: ($12,036) ($944) $3,839 $7,500 $5,074 $11,825 Covid Impact

6 Understanding Profit Share Unit Economic Trends Profit Share Unit Economics Normalized While Achieving Record Cert Volumes • Profit share unit economics normalized as we removed COVID‐19 underwriting standards • Removed vehicle value discount in April 2021, which drove ~15% premium increase during pandemic • These underwriting changes resulted in record cert loan volume and expanded our competitive positioning • Closure rates improved by over 20% after removing COVID‐19 underwriting standards • Strategically shifted our channel mix and unit economics remain strong across all channels • Unit level pricing is dependent on risk and Open Lending is constantly evaluating the best risk‐adjusted  opportunities in the market to deploy Lender’s Protection • Refinance channel has grown to ~20% of total certs in Q2 and exhibits high quality and predictable credit  characteristics; channel remains an attractive avenue for growth • Continued strong loan performance would result in positive changes in contract assets, profit share revenues and  cash flows

7 Q2 2021 Key Performance Indicators Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Certs CU & Bank Certs 30,398 16,242 52,325 35,104 OEM Certs 16,010 2,442 27,401 11,604 Total Certs 46,408 18,684 79,726 46,708 Unit Economics Avg. Profit Share Revenue per Cert (1) 582$ 701$ 623$ 619$ Avg. Program Fee Revenue per Cert 444$ 471$ 445$ 460$ Originations Facilitated Loan Origination Volume ($ in 000) 1,170,461$ 409,934$ 1,950,822$ 1,037,031$ Average Loan Size 25,221 21,940 24,469 22,202 Channel Overview New Vehicle Certs as a % of Total 16.9% 11.8% 16.5% 14.4% Used Vehicle Certs as a % of Total 83.1% 88.2% 83.5% 85.6% Indirect Certs as a % of Total 84.4% 72.3% 83.9% 75.8% Direct Certs as a % of Total 15.6% 27.7% 16.1% 24.2% (1) Represents average profit share revenue per certified loan originated in the period excluding the impact of profit share revenue recognized in the period associated with historical vintages. The profit share revenue impact related to change in estimates of historical vintages was $11.8 million and ($1.0) million, for the three months ended June 30, 2021 and 2020, respectively. The profit share revenue impact related to change in estimates of historical vintages was $16.9 million and ($13.0) million, for the six months ended June 30, 2021 and 2020, respectively.

8 2021 2020 2021 2020 Revenue Program fees 20,597$ 8,793$ 35,508$ 21,505$ Profit share 38,842 12,163 66,572 15,938 Claims administration service fees 1,686 1,111 3,053 2,054 Total revenue 61,125 22,067 105,133 39,497 Cost of services 4,140 1,827 7,502 4,322 Gross profit 56,985 20,240 97,631 35,175 Operating expenses General and administrative (1) 8,381 14,650 16,593 18,218 Selling and marketing (2) 2,954 1,295 5,351 3,373 Research and development 773 349 1,364 707 Operating income 44,877 3,946 74,323 12,877 Other income/expense Interest expense (1,122) (3,644) (4,411) (4,408) Interest income 58 44 142 61 Gain on tax receivable agreement extinguishment (3) 55,422 - 55,422 - Loss on extinguishment of debt (4) - - (8,778) - Change in fair value of contigent consideration (5) - (48,802) - (48,802) Other (expense) income (2) 3 (133) 3 Income before income taxes 99,233 (48,453) 116,565 (40,269) Provision for income taxes 23,267 1,352 27,737 1,364 Net income and comprehensive income 75,966$ (49,805)$ 88,828$ (41,633)$ Adjusted EBITDA 46,056$ 15,414$ 76,349$ 24,971$ (3) Reflects the gain recognized as a result of the early termination and settlement of the tax recievable agreement. (5) Reflects non-cash charges for the change in the estimated fair value of contingent consideration shares from June 10, 2020 through the date when each tranche of contingent consideration shares vested as the share price performace milestone was achieved. Three Months Ended June, Six Months Ended June 30,($ in 000) (1) During the three and six months ended June 30, 2020, general and administrative expenses included a $9.1 million transaction bonus awarded to key employees and directors and $2.2 million of non-cash charges incurred in connection with the accelerated vesting of legacy share-based awards, as a result of the Business Combination. (2) Selling and marketing expenses increased primarily due to an increase in employee compensation and commissions costs driven by both increased headcount and sales. (4) Reflects the loss recognized in connection with the refinancing of our Term Loan due 2027 on March 19, 2021, which primarily consisits of the write- off of unamortized deferred financing costs. Q2 2021 Financial Update

9 Adjusted EBITDA 2021 2020 2021 2020 Net income (loss) 75,966$ (49,805)$ 88,828$ (41,633)$ Non-GAAP adjustments: Interest expense 1,122 3,644 4,411 4,408 Provision for income taxes 23,267 1,352 27,737 1,364 Depreciation and amortization expense 196 120 389 242 Share-based compensation (1) 927 2,189 1,628 2,676 Gain on tax receivable agreement extinguishment (2) (55,422) - (55,422) - Loss on extinguishment of debt (3) - - 8,778 - Change in fair value of contingent consideration (4) - 48,802 - 48,802 Transaction bonuses (5) - 9,112 - 9,112 Total adjustments (29,910) 65,219 (12,479) 66,604 Adjusted EBITDA 46,056 15,414 76,349 24,971 Total revenue 61,125$ 22,067$ 105,133$ 39,497$ Adjusted EBITDA margin 75% 70% 73% 63% Adjusted Operating Cash Flows (6) Adjusted EBITDA 46,056$ 15,414$ 76,349$ 24,971$ Capex (838) (341) (841) (424) (Increase) decrease in contract assets (14,715) (3,977) (22,591) 225 Adjusted Operating Cash Flows 30,503$ 11,096$ 52,917$ 24,772$ (6) Adjusted operating cash flow is defined as adjusted EBITDA, minus capex, plus or minus change in contract assets. (2) Reflects the gain recognized as a result of the early termination and settlement of the tax receivable agreement. (3) Reflects the loss recognized in connection with the refinancing of our Term Loan due 2027 on March 19, 2021, which primarily consists of the write-off of unamortized deferred financing costs. (4) Reflects non-cash charges for the change in the estimated fair value of contingent consideration from June 10, 2020 through June 30, 2020. (5) Reflects transaction bonuses awarded to key employees and directors in connection with the Business Combination in the three and six months ended June 30, 2020. Three Months Ended June Six Months Ended June 30, (1) Includes $2.2 million of non-cash charges incurred in connection with the accelerated vesting of the legacy share-based awards, as a result of the Business Combination for the three and six months ended June 30, 2020. Reconciliation of GAAP to Non-GAAP Financial Measures ($ in 000)

10 Total Current Share Count Shares In millions Total Shares Outstanding August 10, 2021 126.2 Treasury Shares 2.0 Total Shares Issued 128.2

XML

Cover	Aug. 10, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 10, 2021
Entity Registrant Name	OPEN LENDING CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39326
Entity Tax Identification Number	84-5031428
Entity Address, Address Line One	1501 S. MoPac ExpresswaySuite 450
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78746
City Area Code	512
Local Phone Number	892-0400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	LPRO
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001806201
Amendment Flag	false