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August 4, 2015 4:28 PM EDT



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 4, 2015
 
LendingClub Corporation
(Exact name of registrant as specified in its charter)

Commission File Number: 001-36771
 
 
Delaware
51-0605731
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
 
 
71 Stevenson St., Suite 300, San Francisco, CA 94105
(Address of principal executive offices and zip code)
(415) 632-5600
(Registrant's telephone number, including area code)
N/A
(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))







Item 2.02
 
Results of Operations and Financial Condition


On August 4, 2015, LendingClub Corporation ("Lending Club") issued a press release and will hold a conference call regarding its financial results for the quarter ended June 30, 2015. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information furnished with this Item 2.02, including Exhibit 99.1, 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, except as shall be expressly set forth by specific reference in such a filing.

Lending Club is making reference to non-GAAP financial information in both the press release and the conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

Item 9.01
 
Financial Statements and Exhibits
(d)

 
Exhibits
Exhibit
Number
 
Exhibit Title or Description
99.1

 
Press Release dated August 4, 2015








SIGNATURE(S)

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.

 
LendingClub Corporation
Date: August 4, 2015
By:
/s/ Carrie Dolan
 
 
Carrie Dolan
 
 
Chief Financial Officer
 
 
(duly authorized officer)




Exhibit 99.1

Lending Club Reports Second Quarter 2015 Results
Q2 operating revenue up 98% year-over-year to $96.1 million

SAN FRANCISCO – August 4, 2015 – Lending Club (NYSE: LC), the world’s largest online marketplace connecting borrowers and investors, today announced financial results for the second quarter ended June 30, 2015 and raised its outlook for the remainder of the year.

 
 
 Quarter Ended June 30,
 
Six Months Ended June 30,
($ in millions)
 
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Originations
$
1,911.8

 
$
1,005.9

 
90
%
 
$
3,546.8

 
$
1,797.3

 
97
%
Operating Revenue
$
96.1

 
$
48.6

 
98
%
 
$
177.2

 
$
87.3

 
103
%
Adjusted EBITDA (1)
$
13.4

 
$
4.0

 
235
%
 
$
24.0

 
$
5.9

 
310
%

(1) Adjusted EBITDA is a non-GAAP financial measure. Please see the discussion below under the heading "Non-GAAP Measures" and the reconciliation at the end of this release.

"We had another very strong quarter with accelerating revenue growth from 17% to 19% quarter over quarter and expanding margins from 13.1% in Q1 to 13.9% in Q2.” said Renaud Laplanche, CEO and founder. “Strong platform effects, industry leading position, superior engineering, and record high customer satisfaction translating into a loyal repeat customer base, have helped us continue to lower our acquisition costs this quarter. These results and the continued momentum we are seeing give us the confidence to, once again, raise our outlook for the full year in terms of both growth and margins."

Second Quarter 2015 Financial Highlights

Originations – Loan originations in the second quarter of 2015 were $1.91 billion, compared to $1.01 billion in the same period last year, an increase of 90% year-over-year. The Lending Club platform has now facilitated loans totaling roughly $11.2 billion since inception.

Operating Revenue – Operating revenue in the second quarter of 2015 was $96.1 million, compared to $48.6 million in the same period last year, an increase of 98% year-over-year. Operating revenue as a percent of originations, or our revenue yield, was 5.03% in the second quarter, up from 4.83% in the prior year.

Adjusted EBITDA (2) – Adjusted EBITDA was $13.4 million in the second quarter of 2015, compared to $4.0 million in the same period last year. As a percent of operating revenue, Adjusted EBITDA margin increased to 13.9% in the second quarter of 2015, up from 8.2% in the prior year.

Net Loss – GAAP net loss was $4.1 million for the second quarter of 2015, compared to a net loss of $9.2 million in the same period last year. Lending Club’s GAAP net loss included $12.5 million of stock-based compensation expense during the second quarter of 2015, compared to $8.3 million in the second quarter of 2014.

Loss Per Share (EPS) – Basic and diluted loss per share was ($0.01) for the second quarter of 2015 compared to EPS of ($0.16) in the same period last year.

Adjusted EPS (2) – Adjusted EPS was $0.03 for the second quarter of 2015 compared to $0.01 in the same period last year.

Cash, Cash Equivalents and Securities Available for Sale – As of June 30, 2015, cash, cash equivalents and securities available for sale totaled $888 million, with no outstanding debt.




"The second quarter was another example of how our diversified borrower channel and investor mix is driving fast and efficient growth,” said Carrie Dolan, CFO. “We continue to see improving sales and marketing efficiency in our standard personal loan product and we saw better than expected acceptance and response rates in our custom products. With demand remaining strong on both the borrower and investor sides of our online credit marketplace, our increasing confidence in our near-term and long-term opportunities is reflected in our raised outlook."

Recent Business Developments

•
Opened to investors in Texas and Arizona in the second quarter and, subsequent to the quarter end, opened to investors in Arkansas, Iowa and Oklahoma. Lending Club is now available to investors in 33 states.
•
Opened to borrowers in Nebraska and North Dakota. Lending Club is now available to borrowers in 47 states.
•
Investor base exceeds 100,000 active individual investors who collectively invested over $1 billion on the Lending Club platform in Q2.
•
Launched an alliance with Ingram Micro (NYSE: IM), the world’s largest wholesale technology distribution company, to be the exclusive provider of unsecured lines of credit and term loans up to $300,000 for Ingram Micro’s tens of thousands of U.S. value-added resellers, and with Zulily (NASDAQ: ZU), a specialty online retailer that’s topped a billion a year in sales.

Outlook
Based on the information available as of August 4, 2015, Lending Club provides the following outlook:

Third Quarter 2015
Operating Revenues in the range of $106 million to $108 million.
Adjusted EBITDA (2) in the range of $12 million to $14 million.

Fiscal Year 2015
Total Revenues in the range of $405 million to $409 million, up from $385 million to $392 million previously.
Adjusted EBITDA (2) in the range of $49 million to $53 million, up from $40 million to $46 million previously.
(2) Adjusted EBITDA and Adjusted EPS are non-GAAP financial measures. Please see the discussion below under the heading "Non-GAAP Measures" and the reconciliations at the end of this release.

About Lending Club

Lending Club's mission is to transform the banking system to make credit more affordable and investing more rewarding. The company's technology platform enables it to deliver innovative solutions to borrowers and investors. Since launching in 2007, the Lending Club platform has facilitated over $11.2 billion in consumer loans and has more than doubled annual loan volume each year. We operate at a lower cost than traditional bank lending programs, so we're able to pass the savings on to borrowers in the form of lower rates and to investors in the form of solid returns. Lending Club has been prominently recognized as a leader for its growth and innovation, including being named one of Forbes' America's Most Promising Companies three years in a row, a CNBC Disruptor two years in a row, a 2012 World Economic Forum Technology Pioneer, and one of The World's 10 Most Innovative Companies in Finance by Fast Company. Lending Club is based in San Francisco, California. More information is available at https://www.lendingclub.com. Currently only residents of the following states may invest in Lending Club notes: AR, AZ, CA, CO, CT, DE, FL, GA, HI, IA, ID, IL, KY (accredited investors), LA, MA, ME, MN, MS, MT, NH, NV, NY, OK, RI, SD TX, UT, VA, VT, WA, WI, WV, or WY. All loans made by WebBank, a Utah-chartered Industrial Bank, Member FDIC.




Conference Call and Webcast Information

The Lending Club Second Quarter 2015 webcast and teleconference is scheduled to begin at 2:00 p.m. Pacific Time on Tuesday, August 4, 2015. A live webcast of the call will be available at http://ir.lendingclub.com under the Events & Presentations menu. To access the call, please dial +1 (888) 317-6003, or outside the U.S. +1 (412) 317-6061, with conference ID 5811720, ten minutes prior to 2:00 p.m. Pacific Time (or 5:00 p.m. Eastern Time). An audio archive of the call will be available at http://ir.lendingclub.com. An audio replay will be also available the evening of August 4, 2015, until August 11, 2015, by calling +1 (877) 344-7529 or +1 (412) 317-0088, with Conference ID 10069982.

Contacts

For Investors:
James Samford

Press Contact:
Grayling PR
(415) 593-1400

Non-GAAP Measures

Our non-GAAP measures have limitations as analytical tools and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. Contribution, contribution margin, adjusted EBITDA, adjusted EBITDA margin, and adjusted EPS should not be viewed as substitutes for, or superior to, net income (loss), and basic and diluted EPS, as prepared in accordance with GAAP. Other companies, including companies in our industry, may calculate these measures differently, which may reduce their usefulness as a comparative measure. Contribution, contribution margin, adjusted EBITDA, adjusted EBITDA margin and adjusted EPS do not consider the potentially dilutive impact of stock-based compensation. Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and adjusted EBITDA and adjusted EBITDA margin do not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements. Adjusted EBITDA and adjusted EBITDA margin do not reflect tax payments that may represent a reduction in cash available to us. Please see the “Reconciliation of GAAP to Non-GAAP Measures” tables at the end of this release.

In evaluating contribution, contribution margin, adjusted EBITDA, adjusted EBITDA margin and adjusted EPS, you should be aware that in the future we will incur expenses similar to the adjustments in this presentation.

Safe Harbor Statement

Some of the statements in this above 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. The Company 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. The Company does 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.




Information in this press release is not an offer to sell securities or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

Additional information about Lending Club is available in the prospectus for Lending Club's notes, which can be obtained on Lending Club's website at https://www.lendingclub.com/info/prospectus.action.




LENDINGCLUB CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)

 
Three months ended
June 30,
 
Six months ended
June 30,
 
2015
 
2014
 
2015
 
2014
Operating revenue
 
 
 
 
 
 
 
Transaction fees
$
85,651

 
$
45,801

 
$
158,133

 
$
81,213

Servicing fees
6,479

 
1,468

 
11,871

 
3,248

Management fees
2,548

 
1,461

 
4,763

 
2,555

Other revenue (expense)
1,441

 
(109
)
 
2,397

 
307

Total operating revenue
96,119

 
48,621

 
177,164

 
87,323

Net interest income (expense) after fair value adjustments
798

 
(396
)
 
985

 
(380
)
Total net revenue
96,917

 
48,225

 
178,149

 
86,943

Operating expenses (1):
 
 
 
 
 
 
 
Sales and marketing
40,317

 
19,225

 
75,201

 
39,807

Origination and servicing
15,287

 
8,566

 
27,967

 
15,968

General and administrative
 
 
 
 
 
 
 
Engineering and product development
16,062

 
8,030

 
28,390

 
13,752

Other
29,002

 
20,951

 
56,089

 
33,262

Total operating expenses
100,668

 
56,772

 
187,647

 
102,789

Loss before income tax expense
(3,751
)
 
(8,547
)
 
(9,498
)
 
(15,846
)
Income tax expense
389

 
640

 
1,016

 
640

Net loss
$
(4,140
)
 
$
(9,187
)
 
$
(10,514
)
 
$
(16,486
)
Basic net loss per share attributable to common stockholders
$
(0.01
)
 
$
(0.16
)
 
$
(0.03
)
 
$
(0.29
)
Diluted net loss per share attributable to common stockholders
$
(0.01
)
 
$
(0.16
)
 
$
(0.03
)
 
$
(0.29
)
Weighted-average common shares – Basic
372,841,945

 
57,971,180

 
372,401,583

 
56,903,128

Weighted-average common shares – Diluted
372,841,945

 
57,971,180

 
372,401,583

 
56,903,128

(1) Includes stock-based compensation expense as follows:
 
Three months ended
June 30,
 
Six months ended
June 30,
 
2015
 
2014
 
2015
 
2014
Sales and marketing
$
1,806

 
$
615

 
$
3,325

 
$
4,117

Origination and servicing
867

 
470

 
1,588

 
828

General and administrative
 
 
 
 
 
 
 
Engineering and product development
2,432

 
1,258

 
3,838

 
1,995

Other
7,381

 
5,976

 
15,328

 
8,412

Total stock-based compensation expense
$
12,486

 
$
8,319

 
$
24,079

 
$
15,352




LENDINGCLUB CORPORATION
OPERATING AND FINANCIAL HIGHLIGHTS
(In thousands, except percentages and number of employees, or as noted)
(Unaudited)

 
 
 
 
 
 
 
 
 
 
 
June 30, 2015
 
Three months ended
 
% Change
 
June 30,
2014
 
September 30,
2014
 
December 31,
2014
 
March 31,
2015
 
June 30,
2015
 
Q/Q
 
Y/Y
Operating Highlights:
Loan originations (in millions)
$
1,006

 
$
1,165

 
$
1,415

 
$
1,635

 
$
1,912

 
17
 %
 
90
%
Operating revenue
$
48,621

 
$
56,538

 
$
69,551

 
$
81,045

 
$
96,119

 
19
 %
 
98
%
Contribution (1)
$
21,915

 
$
26,881

 
$
32,672

 
$
35,721

 
$
43,188

 
21
 %
 
97
%
Contribution margin (1)
45.1
%
 
47.5
%
 
47.0
%
 
44.1
%
 
44.9
%
 
N/M

 
N/M

Adjusted EBITDA (1)
$
4,002

 
$
7,517

 
$
7,916

 
$
10,646

 
$
13,399

 
26
 %
 
235
%
Adjusted EBITDA margin (1)
8.2
%
 
13.3
%
 
11.4
%
 
13.1
%
 
13.9
%
 
N/M

 
N/M

Adjusted EPS - diluted (1)
$
0.01

 
$
0.02

 
$
0.01

 
$
0.02

 
$
0.03

 
N/M

 
N/M

Standard Program Originations by Investor Type:
Managed accounts, individuals
46
%
 
44
%
 
48
%
 
51
%
 
50
%
 
 
 
 
Self-managed, individuals
23
%
 
25
%
 
19
%
 
24
%
 
20
%
 
 
 
 
Institutional investors
31
%
 
31
%
 
33
%
 
25
%
 
30
%
 
 
 
 
Total
100
%
 
100
%
 
100
%
 
100
%
 
100
%
 
 
 
 
Originations by Program:
 
 
 
 
 
 
 
 
 
 
 
 
 
Standard program
81
%
 
75
%
 
78
%
 
79
%
 
76
%
 
 
 
 
Custom program
19
%
 
25
%
 
22
%
 
21
%
 
24
%
 
 
 
 
Total
100
%
 
100
%
 
100
%
 
100
%
 
100
%
 
 
 
 
Servicing Portfolio by Method Financed (in millions, at end of period):
Notes
$
881

 
$
983

 
$
1,055

 
$
1,210

 
$
1,314

 
9
 %
 
49
%
Certificates
1,481

 
1,601

 
1,797

 
2,067

 
2,381

 
15
 %
 
61
%
Whole loans sold
981

 
1,373

 
1,874

 
2,300

 
2,853

 
24
 %
 
191
%
Total
$
3,343

 
$
3,957

 
$
4,726

 
$
5,577

 
$
6,548

 
 
 
 
Select Balance Sheet Information (in millions, at end of period):
Cash and cash equivalents
$
69

 
$
83

 
$
870

 
$
874

 
$
490

 
(44
)%
 
N/M

Securities available for sale
$
—

 
$
—

 
$
—

 
$
—

 
$
398

 
N/M

 
N/M

Loans
$
2,326

 
$
2,534

 
$
2,799

 
$
3,231

 
$
3,637

 
13
 %
 
56
%
Notes and certificates
$
2,337

 
$
2,552

 
$
2,814

 
$
3,249

 
$
3,660

 
13
 %
 
57
%
Total assets
$
2,582

 
$
2,815

 
$
3,890

 
$
4,328

 
$
4,783

 
11
 %
 
85
%
Total stockholders' equity
$
137

 
$
142

 
$
973

 
$
982

 
$
996

 
1
 %
 
N/M

Condensed Cash Flow Information:
Net cash flow from operating activities
$
2,043

 
$
13,258

 
$
14,525

 
$
6,495

 
$
15,278

 
 
 
 
Cash flow related to loans
(242,789
)
 
(241,279
)
 
(304,472
)
 
(479,976
)
 
(458,923
)
 
 
 
 
Other
(116,739
)
 
(10,382
)
 
(27,125
)
 
1,276

 
(425,803
)
 
 
 
 
Net cash used in investing activities
(359,528
)
 
(251,661
)
 
(331,597
)
 
(478,700
)
 
(884,726
)
 
 
 
 
Cash flow related to notes and certificates
242,759

 
248,802

 
301,593

 
483,543

 
462,978

 
 
 
 
Other
119,085

 
3,317

 
802,585

 
(6,993
)
 
22,811

 
 
 
 
Net cash flow from financing activities
361,844

 
252,119

 
1,104,178

 
476,550

 
485,789

 
 
 
 
Net change in cash and cash equivalents
$
4,359

 
$
13,716

 
$
787,106

 
$
4,345

 
$
(383,659
)
 
 
 
 
Employees and contractors (2)
628

 
742

 
843

 
976

 
1,136

 
 
 
 
Notes:
N/M Not meaningful.
(1)
Represents a Non-GAAP measure. See Reconciliation of GAAP to Non-GAAP measures.
(2)    As of the end of each respective period.



LENDINGCLUB CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP MEASURES
(In thousands, except percentages and per share data)
(Unaudited)

 
Three months ended
 
Six months ended
 
June 30,
2014
 
September 30,
2014
 
December 31,
2014
 
March 31,
2015
 
June 30,
2015
 
June 30,
2014
 
June 30,
2015
Contribution reconciliation:
Net loss
$
(9,187
)
 
$
(7,371
)
 
$
(9,037
)
 
$
(6,374
)
 
$
(4,140
)
 
$
(16,486
)
 
$
(10,514
)
Net interest expense (income) and other adjustments
396

 
474

 
1,430

 
(187
)
 
(798
)
 
380

 
(985
)
General and administrative expense:
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineering and product development
8,030

 
9,235

 
11,714

 
12,328

 
16,062

 
13,752

 
28,390

Other
20,951

 
22,613

 
26,492

 
27,087

 
29,002

 
33,262

 
56,089

Stock-based compensation expense
1,085

 
1,511

 
1,742

 
2,240

 
2,673

 
4,945

 
4,913

Income tax expense
640

 
419

 
331

 
627

 
389

 
640

 
1,016

Contribution
$
21,915

 
$
26,881

 
$
32,672

 
$
35,721

 
$
43,188

 
$
36,493

 
$
78,909

Total operating revenue
$
48,621

 
$
56,538

 
$
69,551

 
$
81,045

 
$
96,119

 
$
87,323

 
$
177,164

Contribution margin
45.1
%
 
47.5
%
 
47.0
%
 
44.1
%
 
44.9
%
 
41.8
%
 
44.5
%
Adjusted EBITDA reconciliation:
Net loss
$
(9,187
)
 
$
(7,371
)
 
$
(9,037
)
 
$
(6,374
)
 
$
(4,140
)
 
$
(16,486
)
 
$
(10,514
)
Net interest expense (income) and other adjustments
396

 
474

 
1,430

 
(187
)
 
(798
)
 
380

 
(985
)
Acquisition and related expense
1,378

 
301

 
293

 
294

 
403

 
2,519

 
697

Depreciation expense:
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineering and product development
1,088

 
1,447

 
1,868

 
2,744

 
3,261

 
1,879

 
6,005

Other
245

 
322

 
383

 
404

 
524

 
461

 
928

Amortization of intangible assets
1,123

 
1,388

 
1,387

 
1,545

 
1,274

 
1,123

 
2,819

Stock-based compensation expense
8,319

 
10,537

 
11,261

 
11,593

 
12,486

 
15,352

 
24,079

Income tax expense
640

 
419

 
331

 
627

 
389

 
640

 
1,016

Adjusted EBITDA
$
4,002

 
$
7,517

 
$
7,916

 
$
10,646

 
$
13,399

 
$
5,868

 
$
24,045

Total operating revenue
$
48,621

 
$
56,538

 
$
69,551

 
$
81,045

 
$
96,119

 
$
87,323

 
$
177,164

Adjusted EBITDA margin
8.2
%
 
13.3
%
 
11.4
%
 
13.1
%
 
13.9
%
 
6.7
%
 
13.6
%
Adjusted net loss and net loss per share:
Net loss
$
(9,187
)
 
$
(7,371
)
 
$
(9,037
)
 
$
(6,374
)
 
$
(4,140
)
 
$
(16,486
)
 
$
(10,514
)
Acquisition and related expense
1,378

 
301

 
293

 
294

 
403

 
2,519

 
697

Stock-based compensation expense
8,319

 
10,537

 
11,261

 
11,593

 
12,486

 
15,352

 
24,079

Amortization of acquired intangible assets
1,123

 
1,388

 
1,387

 
1,545

 
1,274

 
1,123

 
2,819

Income tax effects related to acquisitions
640

 
419

 
331

 
627

 
389

 
640

 
1,016

Adjusted net income
$
2,273

 
$
5,274

 
$
4,235

 
$
7,685

 
$
10,412

 
$
3,148

 
$
18,097

GAAP diluted shares (1)
57,971

 
59,844

 
127,859

 
371,959

 
372,842

 
56,903

 
372,402

Diluted effect of preferred stock conversion (2)
249,029

 
249,351

 
195,608

 
—

 
—

 
247,379

 
—

Other dilutive equity awards
27,469

 
27,993

 
39,488

 
38,166

 
32,808

 
31,190

 
34,458

Non-GAAP diluted shares
334,469

 
337,188

 
362,955

 
410,125

 
405,650

 
335,472

 
406,860

Adjusted net income per diluted share
$
0.01

 
$
0.02

 
$
0.01

 
$
0.02

 
$
0.03

 
$
0.01

 
$
0.04

Notes:
(1)
Equivalent to the basic and diluted shares reflected in the quarterly EPS calculations.
(2)
For the fourth quarter of 2014 and prior quarters, gives effect to the conversion of convertible preferred stock into common stock as though the conversion had occurred at the beginning of the period under the "if converted" method.



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