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Borrowings
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Borrowings Borrowings
Outstanding borrowings consist of unsecured debt and secured borrowings issued through our term ABS program and our Private Education Loan multi-lender secured borrowing facility (the “Secured Borrowing Facility”). The issuing entities for those secured borrowings are VIEs and are consolidated for accounting purposes. The following table summarizes our secured borrowings at December 31, 2022 and 2021.
As of December 31,
(dollars in thousands)
20222021
Short-TermLong-TermTotalShort-TermLong-TermTotal
Unsecured borrowings:
Unsecured debt (fixed-rate)$— $988,986 $988,986 $— $986,138 $986,138 
Total unsecured borrowings— 988,986 988,986 — 986,138 986,138 
Secured borrowings:
Private Education Loan term securitizations:
Fixed-rate— 3,462,363 3,462,363 — 3,897,996 3,897,996 
Variable-rate— 783,765 783,765 — 1,046,856 1,046,856 
Total Private Education Loan term securitizations— 4,246,128 4,246,128 — 4,944,852 4,944,852 
Secured Borrowing Facility— — — — — — 
Total secured borrowings— 4,246,128 4,246,128 — 4,944,852 4,944,852 
Total $— $5,235,114 $5,235,114 $— $5,930,990 $5,930,990 

Short-term Borrowings
Unsecured Debt
On November 15, 2021, we redeemed our $200 million, 5.125 percent Senior Notes due April 5, 2022. The Senior Notes were redeemed at 101.39 percent of their principal amount, plus the accrued and unpaid interest thereon through the redemption date. As a result of the redemption, we recognized a $3 million loss on the transaction. These Senior Notes redeemed in the fourth quarter of 2021 were classified as short-term borrowings in April of 2021, and are included in the average table below. At December 31, 2022, and December 31, 2021, there were no borrowings outstanding classified as short-term.
Secured Financings
On May 17, 2022, we amended our Secured Borrowing Facility to extend the maturity of the facility. The amount that can be borrowed under the facility is $2 billion. We hold 100 percent of the residual interest in the Secured Borrowing Facility trust. Under the Secured Borrowing Facility, we incur financing costs on unused borrowing capacity and on outstanding advances. The amended Secured Borrowing Facility extended the revolving period, during which we may borrow, repay, and reborrow funds, until May 16, 2023. The scheduled amortization period, during which amounts outstanding under the Secured Borrowing Facility must be repaid, ends on May 16, 2024 (or earlier, if certain material adverse events occur). At both December 31, 2022 and December 31, 2021, there were no secured borrowings outstanding under the Secured Borrowing Facility.
Short-term borrowings have a remaining term to maturity of one year or less. The following table summarizes the outstanding short-term borrowings, the weighted average interest rates at the end of the period, and the related average balance and weighted average interest rates during the period. The Secured Borrowing Facility’s contractual maturity is two years from the date of inception or renewal (one-year revolving period plus a one-year amortization period); however, we classify advances under our Secured Borrowing Facility as short-term borrowings because it is our intention to repay those advances within one year.
December 31, 2022Year Ended
December 31, 2022
(Dollars in thousands)Ending BalanceWeighted Average
Interest Rate
Average BalanceWeighted Average
Interest Rate
Short-term borrowings:
Floating-rate borrowings$— — %$— — %
Fixed-rate borrowings(1)
— — — — 
Total short-term borrowings$— — %$— — %
Maximum outstanding at any month end$— 
December 31, 2021Year Ended
December 31, 2021
(Dollars in thousands)Ending BalanceWeighted Average
Interest Rate
Average Balance
Weighted Average
Interest Rate(1)
Short-term borrowings:
Floating-rate borrowings$— — %$— — %
Fixed-rate borrowings(1)
— — 122,396 5.78 
Total short-term borrowings$— — %$122,396 5.78 %
Maximum outstanding at any month end$199,651 
    
(1) Included in floating-rate borrowings is the Secured Borrowing Facility, which also incurs a non-use fee based upon the facility’s maximum borrowing limit of $2 billion, for both 2022 and 2021, which is applied to the unfunded balance. The facility non-use fee was 45 basis points and 46 basis points in 2022 and 2021, respectively.

Long-term Borrowings
Unsecured Debt
On October 29, 2020, we issued at par an unsecured debt offering of $500 million of 4.20 percent Senior Notes due October 29, 2025. At December 31, 2022, the outstanding balance was $496 million.
On November 1, 2021, we issued an unsecured debt offering of $500 million, 3.125 percent Senior Notes due November 2, 2026, at a price of 99.43 percent. At December 31, 2022, the outstanding balance was $493 million.
Secured Financings
2022 Transactions
On August 9, 2022, we executed our $575 million SMB Private Education Loan Trust 2022-C term ABS transaction, which was accounted for as a secured financing. We sold $575 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $575 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.69 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.76 percent. At December 31, 2022, $635 million of our Private Education Loans, including $597 million of principal and $38 million in capitalized interest, were encumbered because of this transaction.
2021 Transactions
On May 19, 2021, we executed our $531 million SMB Private Education Loan Trust 2021-B term ABS transaction, which was accounted for as a secured financing. We sold $531 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $529 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.26 years and priced at a weighted average LIBOR equivalent cost of 1-month LIBOR plus 0.77 percent. At December 31, 2022, $410 million of our Private Education Loans, including $389 million of principal and $21 million in capitalized interest, were encumbered because of this transaction.
On August 18, 2021, we executed our $527 million SMB Private Education Loan Trust 2021-D term ABS transaction, which was accounted for as a secured financing. We sold $527 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $525 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.22 years and priced at a weighted average LIBOR equivalent
cost of 1-month LIBOR plus 0.69 percent. At December 31, 2022, $425 million of our Private Education Loans, including $403 million of principal and $22 million in capitalized interest, were encumbered because of this transaction.
On November 9, 2021, we executed our $534 million SMB Private Education Loan Trust 2021-E term ABS transaction, which was accounted for as a secured financing. We sold $534 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $532 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.15 years and priced at a weighted average LIBOR equivalent cost of 1-month LIBOR plus 0.69 percent. At December 31, 2022, $439 million of our Private Education Loans, including $416 million of principal and $23 million in capitalized interest, were encumbered because of this transaction.
Pre-2021 Transactions
Prior to 2021, we executed a total of $8.21 billion in ABS transactions that were accounted for as secured financings. At December 31, 2022, $3.75 billion of our Private Education Loans, including $3.63 billion of principal and $120 million in capitalized interest, were encumbered as a result of these transactions.
The following table summarizes the outstanding long-term borrowings, the weighted average interest rates at the end of the period and the related average balance during the period. Rates reflect stated interest of borrowings and related discounts and premiums. The long-term borrowings amortize over time and mature serially from 2025 to 2053.

December 31, 2022Year Ended
December 31, 2022
December 31, 2021Year Ended
December 31, 2021
(Dollars in thousands)Ending BalanceWeighted Average
Interest Rate
Average BalanceEnding BalanceWeighted Average
Interest Rate
Average Balance
Long-term borrowings:
Floating-rate borrowings$783,765 5.26 %$898,002 $1,046,857 1.05 %$1,073,042 
Fixed-rate borrowings4,451,349 2.93 4,571,690 4,884,133 2.65 4,094,640 
Total long-term borrowings$5,235,114 3.28 %$5,469,692 $5,930,990 2.37 %$5,167,682 

    
As of December 31, 2022, the maturities of our brokered deposits and borrowings are summarized below.

As of December 31, 2022
(dollars in thousands)
Brokered DepositsUnsecured
Debt
Secured Borrowings(1)
Total
2023$2,031,404 $— $725,981 $2,757,385 
20242,397,229 — 682,781 3,080,010 
20251,681,406 496,240 678,633 2,856,279 
20261,029,385 492,746 609,998 2,132,129 
2027152,227 — 530,521 682,748 
2028 and after47,221 — 1,018,214 1,065,435 
7,338,872 988,986 4,246,128 12,573,986 
Hedge accounting adjustments(5,599)— — (5,599)
Total$7,333,273 $988,986 $4,246,128 $12,568,387 
(1)We view our secured borrowings as long-term based on the contractual maturity dates ranging from 2031 to 2053. However, the actual maturity of our secured borrowings depends on the prepayment speeds of the underlying collateralized loans. To disclose how we expect this debt to pay down over time, the maturities for our secured borrowings are based on the projected bond principal paydowns using the current estimated loan prepayment speeds.
Secured Financings
The following summarizes our secured financings issued in 2021 and 2022:

IssueDate IssuedTotal Issued
Weighted Average
Cost of Funds(1)
Weighted Average Life
(in years)
(Dollars in thousands)
2021-BMay 2021$531,000 
1-month LIBOR plus 0.77%
4.26
2021-DAugust 2021527,000 
1-month LIBOR plus 0.69%
4.22
2021-ENovember 2021534,000 
1-month LIBOR plus 0.69%
4.15
Total notes issued in 2021$1,592,000 
Total loan and accrued interest amount securitized at inception in 2021(2)
$1,656,263 
2022-CAugust 2022575,000 
SOFR plus 1.76%
4.69
Total notes issued in 2022$575,000 
Total loan and accrued interest amount securitized at inception in 2022(3)
$674,387 
(1) Represents LIBOR or SOFR equivalent cost of funds for floating and fixed-rate bonds, excluding issuance costs.
(2) At December 31, 2022, $1.27 billion of our Private Education Loans, including $1.21 billion of principal and $66 million in capitalized interest, were encumbered related to the 2021 transactions.
(3) At December 31, 2022, $635 million of our Private Education Loans, including $597 million of principal and $38 million in capitalized interest, were encumbered related to the 2022 transactions.
Consolidated Funding Vehicles

    We consolidate our financing entities that are VIEs as a result of our being the entities’ primary beneficiary. As a result, these financing VIEs are accounted for as secured borrowings.

As of December 31, 2022
(dollars in thousands)
Debt OutstandingCarrying Amount of Assets Securing Debt Outstanding
Short-TermLong-TermTotalLoansRestricted Cash
Other Assets(1)
Total
Secured borrowings:
Private Education Loan term securitizations$— $4,246,128 $4,246,128 $5,433,602 $156,719 $286,093 $5,876,414 
Secured Borrowing Facility— — — — — 1,066 1,066 
Total$— $4,246,128 $4,246,128 $5,433,602 $156,719 $287,159 $5,877,480 
    
As of December 31, 2021
(dollars in thousands)
Debt OutstandingCarrying Amount of Assets Securing Debt Outstanding
Short-TermLong-TermTotalLoansRestricted Cash
Other Assets(1)
Total
Secured borrowings:
Private Education Loan term securitizations$— $4,994,852 $4,994,852 $6,029,034 $210,741 $357,982 $6,597,757 
Secured Borrowing Facility— — — — — 867 867 
Total$— $4,994,852 $4,994,852 $6,029,034 $210,741 $358,849 $6,598,624 
(1) Other assets primarily represent accrued interest receivable.
        

Unconsolidated VIEs
Private Education Loan Securitizations
Unconsolidated VIEs include variable interests that we hold in certain securitization trusts created by the sale of our Private Education Loans to unaffiliated third parties. We remained the servicer of these loans pursuant to applicable servicing agreements executed in connection with the sales, and we are also the administrator of these trusts. Additionally, we own five percent of the securities issued by the trusts to meet risk retention requirements. We were not required to consolidate these entities because the fees we receive as the servicer/administrator are commensurate with our responsibility, so the fees are not considered a variable interest. Additionally, the five percent vertical interest we maintain does not absorb more than an insignificant amount of the VIE’s expected losses, nor do we receive more than an insignificant amount of the VIE’s expected residual returns.
2022-A Transaction
On March 16, 2022, we closed an SMB Private Education Loan Trust 2022-A term ABS transaction (the “2022-A Transaction”), in which an unaffiliated third party sold to the trust approximately $973 million of Private Education Loans that the third-party seller previously purchased from us on November 17, 2021. In the 2022-A Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $95 million of Private Education Loans into the trust. The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-A Transaction and we recorded a $10 million gain on sale associated with this transaction. In connection with the 2022-A Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization). We classified those vertical risk retention interests related to the 2022-A Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.
2022-B Transaction
On May 27, 2022, we closed an SMB Private Education Loan Trust 2022-B term ABS transaction (the “2022-B Transaction”), in which an unaffiliated third party sold to the trust approximately $2.0 billion of Private Education Loans that the third-party seller previously purchased from us on April 27, 2022. In the 2022-B Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $107 million of Private Education Loans into the trust. The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-B Transaction and we recorded an $11 million gain on sale associated with this transaction. In connection with the 2022-B Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization). We classified those vertical risk retention interests related to the 2022-B Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.
2022-D Transaction
On October 19, 2022, we closed an SMB Private Education Loan Trust 2022-D term ABS transaction (the “2022-D Transaction”), in which an unaffiliated third party sold to the trust approximately $1.0 billion of Private Education Loans that the third-party seller previously purchased from us on September 15, 2022. In the 2022-D Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $54 million of Private Education Loans into the trust. The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2022-D Transaction and we recorded a $3 million gain on sale associated with this transaction. In connection with the 2022-D Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization). We classified those vertical risk retention interests related to the 2022-D Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.
2021-A Transaction
On February 9, 2021, we closed an SMB Private Education Loan Trust 2021-A term ABS transaction (the “2021-A Transaction”), in which an unaffiliated third party sold to the trust approximately $2.5 billion of Private Education Loans that the third-party seller previously purchased from us on January 8, 2021. In the 2021-A Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $130 million of Private Education Loans into the trust. The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2021-A Transaction and we recorded an $18 million gain on sale associated with this transaction. In connection with the 2021-A Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization). We classified those vertical risk retention interests related to the 2021-A Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.
2021-C Transaction
On May 27, 2021, we closed an SMB Private Education Loan Trust 2021-C term ABS transaction (the “2021-C Transaction”), in which an unaffiliated third party sold to the trust approximately $505 million of Private Education Loans that the third-party seller previously purchased from us on January 8, 2021. In the 2021-C Transaction, we were the sponsor, servicer and administrator, and the seller of an additional $27 million of Private Education Loans into the trust. The sale of such additional loans qualified for sale treatment and removed these loans from our balance sheet on the settlement date of the 2021-C Transaction and we recorded an $4 million gain on sale associated with this transaction. In connection with the 2021-C Transaction settlement, we retained a five percent vertical risk retention interest (i.e., five percent of each class issued in the securitization). We classified those vertical risk retention interests related to the 2021-C Transaction as available-for-sale investments, except for the interest in the residual class, which we classified as a trading investment recorded at fair value with changes recorded through earnings.
The table below provides a summary of our exposure related to our unconsolidated VIEs.
20222021
As of December 31,
(dollars in thousands)
Debt Interests(1)
Equity Interests(2)
Total Exposure
Debt Interests(1)
Equity Interests(2)
Total Exposure
Private Education Loan term securitizations$329,188 $50,786 $379,974 $192,245 $37,465 $229,710 
(1) Vertical risk retention interest classified as available-for-sale investment.
(2) Vertical risk retention interest classified as trading investment.
Other Borrowing Sources
We maintain discretionary uncommitted Federal Funds lines of credit with various correspondent banks, which totaled $125 million at December 31, 2022. The interest rate we are charged on these lines of credit is priced at Fed Funds plus a spread at the time of borrowing, and is payable daily. We did not utilize these lines of credit in the years ended December 31, 2022 and 2021.
We established an account at the FRB to meet eligibility requirements for access to the Primary Credit borrowing facility at the FRB’s Discount Window (the “Window”). The Primary Credit borrowing facility is a lending program available to depository institutions that are in generally sound financial condition. All borrowings at the Window must be fully collateralized. We can pledge asset-backed and mortgage-backed securities, as well as FFELP Loans and Private Education Loans, to the FRB as collateral for borrowings at the Window. Generally, collateral value is assigned based on the estimated fair value of the pledged assets. At December 31, 2022 and December 31, 2021, the value of our pledged collateral at the FRB totaled $2.2 billion and $3.3 billion, respectively. The interest rate charged to us is the discount rate set by the FRB. We did not utilize this facility in the years ended December 31, 2022 and 2021.