
Part I Our Business The company has strategically shifted from taxi medallion financing to consumer lending, which now constitutes the majority of its loan portfolio - The company has transitioned its strategic focus away from medallion lending towards its growing consumer finance portfolio, originated through Medallion Bank15 - Effective April 2, 2018, the company withdrew its election to be regulated as a Business Development Company (BDC), leading to a change in financial reporting to consolidate its subsidiaries, including Medallion Bank1920 Net Loans Receivable by Segment (as of Dec 31, 2020) | Segment | Loans ($ thousands) | Allowance for Loan Loss ($ thousands) | Net Loans Receivable ($ thousands) | | :--- | :--- | :--- | :--- | | Recreation | 792,686 | 27,348 | 765,338 | | Home improvement | 334,033 | 5,157 | 328,876 | | Commercial | 65,327 | — | 65,327 | | Medallion | 37,768 | 25,043 | 12,725 | | Total | 1,229,838 | 57,548 | 1,172,290 | Consumer Loans This primary growth segment, comprising 93% of net loans, focuses on recreation and home improvement lending - Combined consumer loans outstanding grew to $1.09 billion at the end of 2020, making up 93% of the company's net loans receivable, compared to $940 million (84%) at the end of 201923 - Recreation lending is a significant source of income, accounting for 76% of the company's interest income for the twelve months ended December 31, 202024 Recreation Lending Portfolio Characteristics (as of Dec 31, 2020) | Metric | Value | | :--- | :--- | | Average Loan Size | ~$14,700 | | Average Term at Origination | ~11 years | | Weighted Average Remaining Term | 8.9 years | | Average Payoff Time | 3.3 years | | Top Collateral Types | RVs (60%), Boats (19%) | | Top State Concentrations | Texas (17%), California (10%), Florida (9%) | Home Improvement Lending Portfolio Characteristics (as of Dec 31, 2020) | Metric | Value | | :--- | :--- | | Average Loan Size | ~$16,000 | | Average Term at Origination | ~14 years | | Weighted Average Remaining Term | 11.5 years | | Average Payoff Time | 2.9 years | | Top Collateral Types | Swimming pools (27%), Roofs (24%) | | Top State Concentrations | Florida (11%), Texas (11%), Ohio (9%) | Commercial Loans The commercial loan segment provides higher-yielding mezzanine financing to businesses and comprised 6% of net loans receivable at year-end 2020 - Commercial loans totaled $65.3 million, or 6% of net loans receivable, as of December 31, 202033 - The company focuses its marketing on manufacturing, professional, scientific, and technical services, with over 53% of these loans located in the Midwest35 - These loans generally range from $2 million to $5 million at origination and often include an equity or partnership stake35 Medallion Loans The legacy medallion loan portfolio has significantly declined to 1% of net loans and is entirely on nonaccrual status due to market challenges - The net medallion loan portfolio decreased to $12.7 million (1% of net loans) at year-end 2020 from $105.0 million (10% of net loans) at year-end 201937 - The entire medallion loan portfolio has been placed on nonaccrual, and an allowance for loan losses has been recorded to mitigate potential future losses39 Estimated Medallion Values (Net of Liquidation Costs, as of Dec 31, 2020) | Market | Estimated Value | | :--- | :--- | | New York City | $79,500 | | Newark | $108,700 | | Chicago | $18,500 | | Boston | $18,500 | | Cambridge | $3,250 | Our Strategy The company's strategy centers on niche industries, disciplined underwriting, cost reduction, and leveraging fintech partnerships - Core strategies include capitalizing on dealer/broker relationships, focusing on niche industries, disciplined underwriting, and leveraging management experience47484950 - Recent strategic initiatives include launching a fintech partnership program, implementing cost-cutting measures (e.g., 21% headcount reduction at parent company), and exiting non-core investments525355 Regulation The company and its subsidiaries operate under a complex regulatory framework, with oversight from the FDIC, Utah DFI, and the SBA - Medallion Bank is regulated by the FDIC and the Utah Department of Financial Institutions (Utah DFI)85 - The Bank is subject to US Basel III capital rules and must maintain a capital conservation buffer of 2.5% to avoid restrictions on capital distributions; a 2003 agreement with the FDIC also requires it to maintain a 15% leverage ratio868997 - The Bank relies heavily on brokered deposits for funding, which requires it to remain "well-capitalized" under FDIC regulations to accept them without limitation100 - Subsidiaries Medallion Funding, Medallion Capital, and Freshstart are licensed and regulated by the Small Business Administration (SBA) as SBICs122 Risk Factors The company faces significant risks from the COVID-19 pandemic, its concentration in consumer lending, and its reliance on brokered deposits - The COVID-19 pandemic poses a material risk to the business, particularly given the concentration in consumer lending, which is sensitive to unemployment and discretionary spending; the pandemic has also severely impacted the taxi industry, leading to all medallion loans being placed on nonaccrual141145146 - Heavy concentration in consumer lending makes the company susceptible to macroeconomic downturns affecting consumer credit and spending150 - Competition from ride-sharing apps has materially and adversely affected the taxi industry, leading to significant decreases in the value of taxi medallions, which serve as collateral for the legacy loan portfolio160162 - Medallion Bank's reliance on brokered deposits for funding is a key risk; an inability to accept these deposits, which would occur if the Bank fails to remain "well-capitalized," would materially harm liquidity and operations185186187 - The company operates in a highly regulated environment, and changes in banking or consumer protection laws could significantly increase costs and adversely affect operations189194 Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The company's stock trades on NASDAQ, dividends are suspended to support growth, and a stock repurchase program remains authorized - The company's common stock is quoted on NASDAQ under the symbol "MFIN"249 - No dividends have been paid since 2016, and the company does not anticipate paying dividends in the near future250 - The company did not repurchase any shares in the fourth quarter of 2020; approximately $22.9 million remains authorized for repurchase under its existing program254 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the strategic shift to consumer lending, the financial impact of COVID-19, and key areas of focus like liquidity and risk management - The company's strategic focus is on its growing consumer loan portfolios (recreation and home improvement), which represented 93% of the net loan portfolio as of December 31, 2020257 - Due to the impact of COVID-19, all medallion loans were deemed impaired, placed on nonaccrual, and written down to net collateral value in the third quarter of 2020, resulting in a provision increase of approximately $25.9 million and a collateral write-down of $20.1 million271 Consolidated Results of Operations Comparison | Metric ($ thousands) | FY 2020 | FY 2019 | | :--- | :--- | :--- | | Total Interest Income | 144,962 | 132,562 | | Net Interest Income | 110,811 | 97,517 | | Provision for Loan Losses | 69,817 | 47,386 | | Net Loss Attributable to Shareholders | (34,783) | (1,762) | | Diluted EPS | ($1.42) | ($0.07) | Critical Accounting Policies and Estimates Key accounting policies involve significant management judgment, particularly for the Allowance for Loan Losses and valuation of assets - The Allowance for Loan Losses requires complex judgments based on historical loss rates, collateral values, economic conditions, and other qualitative factors; this evaluation is inherently subjective278279 - Medallion Loan Collateral Valuation is derived from analyzing recent market transfer activity and, when necessary, discounted cash flow models, due to low transaction volumes282 - Goodwill and Intangible Assets, which arose from the 2018 change in accounting, are tested annually for impairment using qualitative and quantitative analyses284 Segment Results Consumer lending segments were profitable in 2020, while the legacy Medallion Lending segment incurred a substantial net loss Net Income (Loss) by Segment (FY 2020) | Segment | Net Income (Loss) ($ thousands) | | :--- | :--- | | Recreation Lending | 34,612 | | Home Improvement Lending | 6,077 | | Commercial Lending | 893 | | Medallion Lending | (58,250) | | RPAC | 2,651 | | Corporate and Other Investments | (12,890) | Liquidity and Capital Resources The company relies on brokered deposits and debt for liquidity and faces significant near-term debt maturities - Primary liquidity sources include brokered CDs, bank credit facilities, SBA debentures, and private debt placements382383 - The company faces significant near-term maturities, with approximately $730 million due in 2021-2022, including almost $635 million in brokered CDs395 - In late 2020 and early 2021, the company completed several private placements of senior notes to raise capital for general corporate purposes and debt repayment384386 Total Debt Outstanding (as of Dec 31, 2020) | Debt Type | Balance ($ thousands) | Percentage | Weighted Avg. Rate | | :--- | :--- | :--- | :--- | | Deposits | 1,068,072 | 81% | 1.71% | | Retail and privately placed notes | 103,225 | 8% | 8.25% | | SBA debentures and borrowings | 68,008 | 5% | 3.36% | | Preferred securities | 33,000 | 3% | 2.35% | | Notes payable to banks | 31,261 | 2% | 3.67% | | Other borrowings | 8,689 | 1% | 1.91% | | Total | 1,312,255 | 100% | 2.37% | Controls and Procedures Management and the independent auditor concluded that the company's disclosure controls and internal controls over financial reporting were effective - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of December 31, 2020412 - Management assessed internal control over financial reporting using the COSO framework and concluded it was effective as of December 31, 2020415 - The independent auditor, Mazars USA LLP, issued an unqualified opinion on the effectiveness of the company's internal control over financial reporting as of December 31, 2020420 Part III Directors, Executive Officers, Corporate Governance, Compensation, and Security Ownership Required disclosures on governance, compensation, and ownership are incorporated by reference from the company's Proxy Statement - Information for the following sections is incorporated by reference from the company's forthcoming Definitive Proxy Statement: * Item 10: Directors, Executive Officers and Corporate Governance * Item 11: Executive Compensation * Item 12: Security Ownership of Certain Beneficial Owners and Management * Item 13: Certain Relationships and Related Transactions, and Director Independence * Item 14: Principal Accountant Fees and Services427428429 Part IV Exhibits and Financial Statement Schedules This section provides an index to the consolidated financial statements and a list of all exhibits filed with the report - This section provides the index to the audited consolidated financial statements, which begin on page F-1 of the report429 - A detailed list of all exhibits filed with the report is provided, including material contracts, corporate documents, and certifications by the CEO and CFO432433434435