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SECURITIZATION OF FINANCING RECEIVABLES | 6 Months Ended
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Apr. 28, 2019
SECURITIZATION OF FINANCING RECEIVABLES |
SECURITIZATION OF FINANCING RECEIVABLES | (12) Securitization of Financing Receivables The Company, as a part of its overall funding strategy, periodically transfers certain financing receivables (retail notes) into variable interest entities (VIEs) that are special purpose entities (SPEs), or non-VIE banking operations, as part of its asset-backed securities programs (securitizations). The structure of these transactions is such that the transfer of the retail notes did not meet the accounting criteria for sales of receivables, and is, therefore, accounted for as a secured borrowing. SPEs utilized in securitizations of retail notes differ from other entities included in the Company’s consolidated statements because the assets they hold are legally isolated. Use of the assets held by the SPEs or the non-VIEs is restricted by terms of the documents governing the securitization transactions. In these securitizations, the retail notes are transferred to certain SPEs or to non-VIE banking operations, which in turn issue debt to investors. The debt securities issued to the third party investors resulted in secured borrowings, which are recorded as “Short-term securitization borrowings” on the balance sheet. The securitized retail notes are recorded as “Financing receivables securitized – net” on the balance sheet. The total restricted assets on the consolidated balance sheet related to these securitizations include the financing receivables securitized less an allowance for credit losses, and other assets primarily representing restricted cash. Restricted cash results from contractual requirements in securitized borrowing arrangements and serves as a credit enhancement. The restricted cash is used to satisfy payment deficiencies, if any, in the required payments on secured borrowings. The balance of restricted cash is contractually stipulated and is either a fixed amount as determined by the initial balance of the financing receivables securitized or a fixed percentage of the outstanding balance of the securitized financing receivables. The restriction is removed either after all secured borrowing payments are made or proportionally as these receivables are collected and borrowing obligations reduced. For those securitizations in which retail notes are transferred into SPEs, the SPEs supporting the secured borrowings are consolidated unless the Company does not have both the power to direct the activities that most significantly impact the SPEs’ economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the SPEs. No additional support to these SPEs beyond what was previously contractually required has been provided during the reporting periods. In certain securitizations, the Company consolidates the SPEs since it has both the power to direct the activities that most significantly impact the SPEs’ economic performance through its role as servicer of all the receivables held by the SPEs and the obligation through variable interests in the SPEs to absorb losses or receive benefits that could potentially be significant to the SPEs. The restricted assets (retail notes securitized, allowance for credit losses, and other assets) of the consolidated SPEs totaled $2,771 million, $2,593 million, and $2,489 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. The liabilities (short-term securitization borrowings and accrued interest) of these SPEs totaled $2,693 million, $2,520 million, and $2,438 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. The credit holders of these SPEs do not have legal recourse to the Company’s general credit. In certain securitizations, the Company transfers retail notes to non-VIE banking operations, which are not consolidated since the Company does not have a controlling interest in the entities. The Company’s carrying values and interests related to the securitizations with the unconsolidated non-VIEs were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $671 million, $504 million, and $686 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. The liabilities (short-term securitization borrowings and accrued interest) were $631 million, $475 million, and $656 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. In certain securitizations, the Company transfers retail notes into bank-sponsored, multi-seller, commercial paper conduits, which are SPEs that are not consolidated. The Company does not service a significant portion of the conduits’ receivables, and therefore, does not have the power to direct the activities that most significantly impact the conduits’ economic performance. These conduits provide a funding source to the Company (as well as other transferors into the conduit) as they fund the retail notes through the issuance of commercial paper. The Company’s carrying values and variable interest related to these conduits were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $1,477 million, $1,033 million, and $1,383 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. The liabilities (short-term securitization borrowings and accrued interest) related to these conduits were $1,382 million, $965 million, and $1,310 million at April 28, 2019, October 28, 2018, and April 29, 2018, respectively. The Company’s carrying amount of the liabilities to the unconsolidated conduits, compared to the maximum exposure to loss related to these conduits, which would only be incurred in the event of a complete loss on the restricted assets, was as follows in millions of dollars:
|  | April 28 |
|  | 2019 |
Carrying value of liabilities |  | $ | 1,382 |
Maximum exposure to loss |  |  | 1,477 |
The total assets of unconsolidated VIEs related to securitizations were approximately $38 billion at April 28, 2019. The components of consolidated restricted assets related to secured borrowings in securitization transactions follow in millions of dollars:
|  | April 28 |  | October 28 |  | April 29 |
|  | 2019 |  | 2018 |  | 2018 |
Financing receivables securitized (retail notes) |  | $ | 4,826 |  | $ | 4,032 |  | $ | 4,450 |
Allowance for credit losses |  |  | (12) |  |  | (10) |  |  | (14) |
Other assets |  |  | 105 |  |  | 108 |  |  | 122 |
Total restricted securitized assets |  | $ | 4,919 |  | $ | 4,130 |  | $ | 4,558 |
The components of consolidated secured borrowings and other liabilities related to securitizations follow in millions of dollars:
|  | April 28 |  | October 28 |  | April 29 |
|  | 2019 |  | 2018 |  | 2018 |
Short-term securitization borrowings |  | $ | 4,702 |  | $ | 3,957 |  | $ | 4,401 |
Accrued interest on borrowings |  |  | 4 |  |  | 3 |  |  | 3 |
Total liabilities related to restricted securitized assets |  | $ | 4,706 |  | $ | 3,960 |  | $ | 4,404 |
The secured borrowings related to these restricted securitized retail notes are obligations that are payable as the retail notes are liquidated. Repayment of the secured borrowings depends primarily on cash flows generated by the restricted assets. Due to the Company’s short-term credit rating, cash collections from these restricted assets are not required to be placed into a segregated collection account until immediately prior to the time payment is required to the secured creditors. At April 28, 2019, the maximum remaining term of all securitized retail notes was approximately seven years.

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- Definition The entire disclosure for a transferor's continuing involvement in financial assets that it has transferred in a securitization or asset-backed financing arrangement, the nature of any restrictions on assets reported by an entity in its statement of financial position that relate to a transferred financial asset (including the carrying amounts of such assets), how servicing assets and servicing liabilities are reported, and (for securitization or asset-backed financing arrangements accounted for as sales) when a transferor has continuing involvement with the transferred financial assets and transfers of financial assets accounted for as secured borrowings, how the transfer of financial assets affects an entity's financial position, financial performance, and cash flows. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 860 -URI http://asc.fasb.org/topic&trid=2197590 + Details
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