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Borrowings | 12 Months Ended
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Dec. 31, 2023
Debt Disclosure [Abstract] |
Borrowings | Borrowings Outstanding borrowings consist of unsecured debt and secured borrowings issued through our term ABS program and our 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, 2023 and 2022.
As of December 31, (dollars in thousands) |  | 2023 |  | 2022
| Short-Term |  | Long-Term |  | Total |  | Short-Term |  | Long-Term |  | Total
Unsecured borrowings: |  |  |  |  |  |  |  |  |  |  |  |
Unsecured debt (fixed-rate) |  | $ | — |  |  | $ | 992,200 |  |  | $ | 992,200 |  |  | $ | — |  |  | $ | 988,986 |  |  | $ | 988,986 |
Total unsecured borrowings |  | — |  |  | 992,200 |  |  | 992,200 |  |  | — |  |  | 988,986 |  |  | 988,986 |
Secured borrowings: |  |  |  |  |  |  |  |  |  |  |  |
Private Education Loan term securitizations: |  |  |  |  |  |  |  |  |  |  |  |
Fixed-rate |  | — |  |  | 3,585,254 |  |  | 3,585,254 |  |  | — |  |  | 3,462,363 |  |  | 3,462,363 |
Variable-rate |  | — |  |  | 650,058 |  |  | 650,058 |  |  | — |  |  | 783,765 |  |  | 783,765 |
Total Private Education Loan term securitizations |  | — |  |  | 4,235,312 |  |  | 4,235,312 |  |  | — |  |  | 4,246,128 |  |  | 4,246,128 |
Secured Borrowing Facility |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Total secured borrowings |  | — |  |  | 4,235,312 |  |  | 4,235,312 |  |  | — |  |  | 4,246,128 |  |  | 4,246,128 |
Total |  | $ | — |  |  | $ | 5,227,512 |  |  | $ | 5,227,512 |  |  | $ | — |  |  | $ | 5,235,114 |  |  | $ | 5,235,114 |
Short-term Borrowings Secured Financings On May 16, 2023, 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 15, 2024. The scheduled amortization period, during which amounts outstanding under the Secured Borrowing Facility must be repaid, ends on May 15, 2025 (or earlier, if certain material adverse events occur). At both December 31, 2023 and December 31, 2022, 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 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. For the years ended December 31, 2023 and 2022, there were no outstanding short-term borrowings. The Secured Borrowing Facility also incurs a non-use fee based upon the facility’s maximum borrowing limit of $2 billion, for both 2023 and 2022, which is applied to the unfunded balance. The facility non-use fee was 55 basis points and 45 basis points in 2023 and 2022, 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, 2023, the outstanding balance was $497 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, 2023, the outstanding balance was $495 million. Secured Financings 2023 Transactions On March 15, 2023, we executed our $579 million SMB Private Education Loan Trust 2023-A term ABS transaction, which was accounted for as a secured financing. We sold $579 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $572 million of gross proceeds. The Class A and Class B notes had a weighted average life of 5.06 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.53 percent. On December 31, 2023, $591 million of our Private Education Loans, including $551 million of principal and $40 million in capitalized interest, were encumbered because of this transaction. On August 16, 2023, we executed our $568 million SMB Private Education Loan Trust 2023-C term ABS transaction, which was accounted for as a secured financing. We sold $568 million of notes to third parties and retained a 100 percent interest in the residual certificates issued in the securitization, raising approximately $568 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.93 years and priced at a weighted average SOFR equivalent cost of SOFR plus 1.69 percent. On December 31, 2023, $620 million of our Private Education Loans, including $579 million of principal and $41 million in capitalized interest, were encumbered because of this transaction. 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, 2023, $543 million of our Private Education Loans, including $513 million of principal and $30 million in capitalized interest, were encumbered because of this transaction. Pre-2022 Transactions Prior to 2022, we executed a total of $9.81 billion in ABS transactions that were accounted for as secured financings. At December 31, 2023, $4.02 billion of our Private Education Loans, including $3.90 billion of principal and $128 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, 2023 |  | Year Ended December 31, 2023 |  | December 31, 2022 |  | Year Ended December 31, 2022
(Dollars in thousands) |  | Ending Balance |  | Weighted Average Interest Rate |  | Average Balance |  | Ending Balance |  | Weighted Average Interest Rate |  | Average Balance
Long-term borrowings: |  |  |  |  |  |  |  |  |  |  |  |
Floating-rate borrowings |  | $ | 650,058 |  |  | 6.51 | % |  | $ | 715,409 |  |  | $ | 783,765 |  |  | 5.26 | % |  | $ | 898,002 |
Fixed-rate borrowings |  | 4,577,454 |  |  | 3.52 |  |  | 4,605,806 |  |  | 4,451,349 |  |  | 2.93 |  |  | 4,571,690 |
Total long-term borrowings |  | $ | 5,227,512 |  |  | 3.89 | % |  | $ | 5,321,215 |  |  | $ | 5,235,114 |  |  | 3.28 | % |  | $ | 5,469,692 |
As of December 31, 2023, the maturities of our brokered CDs and borrowings are summarized below.
As of December 31, 2023 (dollars in thousands) | Brokered CDs |  | Unsecured Debt |  | Secured Borrowings(1) |  | Total |  |  |  |  |  |  |  |
2024 | $ | 2,385,510 |  |  | $ | — |  |  | $ | 721,038 |  |  | $ | 3,106,548 |  |  |  |  |  |  |  |  |
2025 | 2,768,889 |  |  | 497,567 |  |  | 710,111 |  |  | 3,976,567 |  |  |  |  |  |  |  |  |
2026 | 1,832,740 |  |  | 494,633 |  |  | 663,588 |  |  | 2,990,961 |  |  |  |  |  |  |  |  |
2027 | 151,131 |  |  | — |  |  | 592,381 |  |  | 743,512 |  |  |  |  |  |  |  |  |
2028 | 146,459 |  |  | — |  |  | 496,386 |  |  | 642,845 |  |  |  |  |  |  |  |  |
2029 and after | — |  |  | — |  |  | 1,051,808 |  |  | 1,051,808 |  |  |  |  |  |  |  |  |
| 7,284,729 |  |  | 992,200 |  |  | 4,235,312 |  |  | 12,512,241 |  |  |  |  |  |  |  |  |
Hedge accounting adjustments | (1,306) |  |  | — |  |  | — |  |  | (1,306) |  |  |  |  |  |  |  |  |
Total | $ | 7,283,423 |  |  | $ | 992,200 |  |  | $ | 4,235,312 |  |  | $ | 12,510,935 |  |  |  |  |  |  |  |  |
(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 2022 and 2023:
Issue |  | Date Issued |  | Total Issued |  | Weighted Average Cost of Funds(1) |  | Weighted Average Life (in years)
(Dollars in thousands) |  |  |  |  |  |  |  |
Private Education Loans: |  |  |  |  |  |
2022-C |  | August 2022 |  | 575,000 |  |  | SOFR plus 1.76% |  | 4.69
Total notes issued in 2022 |  |  |  | $ | 575,000 |  |  |  |  |
Total loan and accrued interest amount securitized at inception in 2022(2) |  | $ | 674,387 |  |  |  |  |
2023-A |  | March 2023 |  | $ | 579,000 |  |  | SOFR plus 1.53% |  | 5.06
2023-C |  | August 2023 |  | $ | 568,000 |  |  | SOFR plus 1.69% |  | 4.93
Total notes issued in 2023 |  |  |  | $ | 1,147,000 |  |  |  |  |
Total loan and accrued interest amount securitized at inception in 2023(3) |  | $ | 1,292,507 |  |  |  |  |
(1) Represents SOFR equivalent cost of funds for floating and fixed-rate bonds, excluding issuance costs. (2) At December 31, 2023, $543 million of our Private Education Loans, including $513 million of principal and $30 million in capitalized interest, were encumbered related to these transactions. (3) At December 31, 2023, $1.21 billion of our Private Education Loans, including $1.13 billion of principal and $81 million in capitalized interest, were encumbered related to these 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, 2023 (dollars in thousands) |  |
| Debt Outstanding |  | Carrying Amount of Assets Securing Debt Outstanding
| Short-Term |  | Long-Term |  | Total |  | Loans |  | Restricted Cash |  | Other Assets(1) |  | Total
Secured borrowings: |  |  |  |  |  |  |  |  |  |  |  |  |  |
Private Education Loan term securitizations |  | $ | — |  |  | $ | 4,235,312 |  |  | $ | 4,235,312 |  |  | $ | 5,539,964 |  |  | $ | 149,412 |  |  | $ | 311,697 |  |  | $ | 6,001,073 |
Secured Borrowing Facility |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 1,066 |  |  | 1,066 |
Total |  | $ | — |  |  | $ | 4,235,312 |  |  | $ | 4,235,312 |  |  | $ | 5,539,964 |  |  | $ | 149,412 |  |  | $ | 312,763 |  |  | $ | 6,002,139 |
As of December 31, 2022 (dollars in thousands) |  |
| Debt Outstanding |  | Carrying Amount of Assets Securing Debt Outstanding
| Short-Term |  | Long-Term |  | Total |  | Loans |  | Restricted 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 |
(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. 2023-B Transaction On May 24, 2023, we closed an SMB Private Education Loan Trust 2023-B term ABS transaction (the “2023-B Transaction”), in which an unaffiliated third party sold to the trust approximately $2 billion of Private Education Loans that the third-party seller previously purchased from us on May 3, 2023. Sallie Mae Bank sponsored the 2023-B Transaction, is the servicer and administrator, and was the seller of an additional $105 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 2023-B Transaction and we recorded a $5 million gain on sale associated with this transaction. In connection with the 2023-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 2023-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. 2023-D Transaction On November 7, 2023, we closed an SMB Private Education Loan Trust 2023-D term ABS transaction (the “2023-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 October 13, 2023. Sallie Mae Bank sponsored the 2023-D Transaction, is the servicer and administrator, and was the seller of an additional $53 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 2023-D Transaction and we recorded a $1 million gain on sale associated with this transaction. In connection with the 2023-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 2023-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. 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. The table below provides a summary of our exposure related to our unconsolidated VIEs.
|  | 2023 |  | 2022
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 |  | $ | 423,327 |  |  | $ | 54,481 |  |  | $ | 477,808 |  |  | $ | 329,188 |  |  | $ | 50,786 |  |  | $ | 379,974 |
(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, 2023. 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, 2023 and 2022. 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, 2023 and December 31, 2022, the value of our pledged collateral at the FRB totaled $1.6 billion and $2.2 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, 2023 and 2022.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//470/tableOfContent Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I + Details
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