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Debt
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Debt
Note 9. Debt
The following table summarizes the components of our debt:
September 30, 2023

December 31, 2022
Borrowing Description
Total Collateral(1)
Stated Interest Rate(2)
Termination/Maturity(3)
Total Capacity
Total Outstanding(4)
Total Outstanding
Debt Facilities






Personal loan warehouse facilities

$2,118,409 

5.56% – 7.29%

January 2024 – January 2032

$4,725,000 

$1,778,474 

$1,452,085 
Student loan warehouse facilities

2,557,824 

5.86% – 7.16%

April 2024 – June 2026

3,395,000 

2,111,532 

1,504,926 
Credit card warehouse facility

— 

6.75%

March 2025

100,000 

— 

— 
Risk retention warehouse facilities(5)

87,818 

5.43% – 7.42%

January 2024 – October 2027

200,000 

71,745 

101,964 
Revolving credit facility(6)


6.92%

April 2028

645,000 

486,000 

486,000 
Other Debt












Convertible senior notes(7)



—%

October 2026


1,200,000 

1,200,000 
Other financing(8)

158,910 



200,247 

— 

— 
Securitizations







Personal loan securitizations

620,863 

0.49% – 6.21%

September 2030 – May 2031


374,172 

529,132 
Student loan securitizations

286,181 

1.83% – 4.44%

March 2040 – August 2048


247,911 

246,856 













Total, before unamortized debt issuance costs, premiums and discounts





$6,269,834 

$5,520,963 
Less: unamortized debt issuance costs, premiums and discounts





(28,448)

(35,081)
Total debt





$6,241,386 

$5,485,882 
_________________
(1)As of September 30, 2023, represents the total of the unpaid principal balances within each debt category, with the exception of the risk retention warehouse facilities, which include securitization-related investments carried at fair value. In addition, certain securitization interests that eliminate in
consolidation are pledged to risk retention warehouse facilities. Collateral balances relative to debt balances may vary period to period due to the timing of the next scheduled payment to the warehouse facility.
(2)For variable-rate debt, the ranges of stated interest rates are based on the interest rates in effect as of September 30, 2023. The interest on our variable-rate debt is typically designed as a reference rate plus a spread. Reference rates as of September 30, 2023 included overnight Secured Overnight Financing Rate (“SOFR”), one-month SOFR, three-month SOFR, prime rate and commercial paper rates determined by the facility lenders. As debt arrangements are renewed, the reference rate and/or spread are subject to change. Unused commitment fees ranging from 0 to 65 basis points (“bps”) on our various warehouse facilities are recognized within noninterest expense—general and administrative in our condensed consolidated statements of operations and comprehensive loss.
(3)For securitization debt, the maturity of the notes issued by the various trusts occurs upon either the maturity of the loan collateral or full payment of the loan collateral held in the trusts. Our maturity date represents the legal maturity of the last class of maturing notes. Securitization debt matures as loan collateral payments are made.
(4)There were no debt discounts or premiums issued during the nine months ended September 30, 2023.
(5)For risk retention warehouse facilities, we only state capacity amounts for facilities wherein we can pledge additional asset-backed bonds and residual investments as of the balance sheet date.
(6)As of September 30, 2023, $5.1 million of the revolving credit facility total capacity was not available for general borrowing purposes because it was utilized to secure a letter of credit. Refer to our letter of credit disclosures in Note 15. Commitments, Guarantees, Concentrations and Contingencies for more details. Additionally, the interest rate presented is the interest rate on standard withdrawals on our revolving credit facility, while same-day withdrawals incur interest based on the prime rate.
(7)The original issue discount and debt issuance costs related to the convertible senior notes are amortized into interest expense—corporate borrowings in the condensed consolidated statements of operations and comprehensive loss using the effective interest method over the contractual term of the notes. For the three and nine months ended September 30, 2023, total interest expense on the convertible notes was $1,274 and $3,819, respectively. For the three and nine months ended September 30, 2022, total interest expense on the convertible notes was $1,270 and $3,805, respectively. For all periods, interest expense was related to amortization of debt discount and issuance costs, and the effective interest rate was 0.42%. As of September 30, 2023 and December 31, 2022, unamortized debt discount and issuance costs were $15.6 million and $19.4 million, respectively, and the net carrying amount was $1.18 billion and $1.18 billion, respectively.
(8)Includes $23.0 million of loans and $135.9 million of investment securities pledged as collateral to secure $150.2 million of available borrowing capacity with the Federal Home Loan Bank (“FHLB”), of which $13.7 million was not available as it was utilized to secure letters of credit. Refer to our letter of credit disclosures in Note 15. Commitments, Guarantees, Concentrations and Contingencies for more details. Also includes unsecured available borrowing capacity of $50.0 million with correspondent banks.
Material Changes to Debt Arrangements
On April 28, 2023, we entered into an Amended and Restated Revolving Credit Agreement (“Amended and Restated Credit Agreement”), which amended and restated the Revolving Credit Agreement (“Original Credit Agreement”), dated as of September 27, 2018, among Social Finance, Inc., the lenders party thereto, the issuing banks party thereto and Goldman Sachs Bank USA, as administrative agent. The Amended and Restated Credit Agreement amended and restated the Original Credit Agreement to, among other things, (i) increase the initial aggregate commitment to $645 million, (ii) extend the maturity date of the revolving credit facility to the date that is five years after the closing date, (iii) change the borrower entity under the revolving credit facility to SoFi Technologies, Inc., (iv) replace LIBOR as the term benchmark rate applicable to revolving loans denominated in U.S. dollars with a benchmark rate equal to Term SOFR plus a credit spread adjustment of 0.10%, and (v) effect certain other changes. The Amended and Restated Credit Agreement also contains financial covenants that require the Company to maintain a certain amount of unrestricted cash and cash equivalents and to meet certain risk-based capital ratios and a leverage ratio.
During the nine months ended September 30, 2023, we opened two personal loan warehouse facilities with an aggregate maximum available capacity of $1.0 billion, and closed one risk retention warehouse facility.
Our warehouse and securitization debt is secured by a continuing lien and security interest in the loans financed by the proceeds. Within each of our debt facilities, we must comply with certain operating and financial covenants. These financial covenants include, but are not limited to, maintaining: (i) a certain minimum tangible net worth, (ii) minimum unrestricted cash and cash equivalents, (iii) a maximum leverage ratio of total debt to tangible net worth, and (iv) minimum risk-based capital and leverage ratios. Our debt covenants can lead to restricted cash classifications in our condensed consolidated balance sheets. Our subsidiaries are restricted in the amount that can be distributed to the parent company only to the extent that such distributions would cause the financial covenants to not be met. We were in compliance with all financial covenants.
We act as a guarantor for our wholly-owned subsidiaries in several arrangements in the case of default. As of September 30, 2023, we have not identified any risks of nonpayment by our wholly-owned subsidiaries.
Maturities of Borrowings
Future maturities of our outstanding debt with scheduled payments, which included our revolving credit facility and convertible notes, were as follows:
September 30, 2023
Remainder of 2023$— 
2024— 
2025— 
20261,200,000 
2027— 
Thereafter486,000 
Total$1,686,000