Borrowings

Outstanding borrowings consist of secured borrowings issued through our term ABS program and our ABCP Facility. The following table summarizes our secured borrowings at December 31, 2016 and 2015.



	December 31, 2016						December 31, 2015
	Short-Term		Long-Term		Total		Short-Term		Long-Term		Total
Secured borrowings:
Private Education Loan term securitizations	$	—	$	2,167,979	$	2,167,979	$	—	$	579,101	$	579,101
ABCP Facility	—		—		—		500,175		—		500,175
Total	$	—	$	2,167,979	$	2,167,979	$	500,175	$	579,101	$	1,079,276

Short-term Borrowings

Asset-Backed Commercial Paper Funding Facility

On December 19, 2014, we closed on a $750.0 million ABCP Facility. We retained a 5 percent or $37.5 million ownership interest in the ABCP Facility, resulting in $712.5 million of funds available for us to draw under the ABCP Facility. During 2015, we incurred financing costs under the ABCP Facility of approximately 0.40 percent on average on unused borrowing capacity and approximately 3 month LIBOR plus 0.80 percent on outstandings under the ABCP Facility.

On February 25, 2016 and February 22, 2017, we amended and extended the maturity of our $750.0 million ABCP Facility, in which we no longer hold a participation interest. As a result, the full $750.0 million is available for us to draw. We hold 100 percent of the residual interest in the ABCP Facility trust. Under the amended ABCP Facility, we incur financing costs of between 0.35 percent and 0.45 percent on unused borrowing capacity and approximately 3-month LIBOR plus 0.90 percent on outstandings. The amended ABCP Facility extends the revolving period, during which we may borrow, repay and reborrow funds, until February 22, 2018. The scheduled amortization period, during which amounts outstanding under the ABCP Facility must be repaid, ends on February 22, 2019 (or earlier, if certain material adverse events occur). For additional information, see Note 24, “Subsequent Events.” At December 31, 2016, there were no borrowings outstanding under the ABCP 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 ABCP 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 ABCP Facility as short-term borrowings because it is our intention to repay those advances within one-year. Rates reflect stated interest of borrowings and related discounts and premiums.



	December 31, 2016				Year Ended December 31, 2016
	Ending Balance		Weighted Average Interest Rate		Average Balance		Weighted Average Interest Rate
Short-term borrowings:
ABCP Facility	$	—	—	%	$	229,719	2.61	%
Maximum outstanding at any month end	$	526,500



	December 31, 2015				Year Ended December 31, 2015
	Ending Balance		Weighted Average Interest Rate		Average Balance		Weighted Average Interest Rate
Short-term borrowings:
ABCP Facility	$	500,175	0.84	%	$	135,064	3.10	%
Maximum outstanding at any month end	$	710,005

Long-term Borrowings

2016 Transactions

On May 26, 2016, we executed our SMB Private Education Loan Trust 2016-A term ABS transaction, which was accounted for as a secured financing. A total of $551 million of notes were issued in connection with the transaction. We retained a 100 percent or $50 million interest in the Class B notes and 100 percent of the residual certificates issued in the securitization. $501 million of Class A notes from the securitization were sold to third parties, raising $501 million of gross proceeds. The Class A notes had a weighted average life of 4.01 years and priced at a weighted average LIBOR equivalent cost of 1-month LIBOR plus 1.38 percent. At December 31, 2016, $564 million of our Private Education Loans were encumbered as a result of this transaction.

On July 21, 2016, we executed our SMB Private Education Loan Trust 2016-B term ABS transaction, which was accounted for as a secured financing. A total of $657 million of notes were issued in connection with the transaction. We retained a 100 percent or $50 million interest in the Class B notes and 100 percent of the residual certificates issued in the securitization. $607 million of Class A notes from the securitization were sold to third parties, raising $607 million of gross proceeds. The Class A notes had a weighted average life of 4.01 and priced at a weighted average LIBOR equivalent cost of 1-month LIBOR plus 1.36 percent. At December 31, 2016, $683 million of our Private Education Loans were encumbered as a result of this transaction.

On October 12, 2016, we executed our SMB Private Education Loan Trust 2016-C term ABS transaction, which was accounted for as a secured financing. A total of $674 million of notes were issued in connection with the transaction. We retained a 100 percent interest in the residual certificates issued in the securitization. $674 million of notes from the securitization were sold to third-parties, raising $673 million of gross proceeds. The Class A and Class B notes had a weighted average life of 4.27 years and priced at a weighted average LIBOR equivalent cost of 1-month LIBOR plus 1.15 percent. At December 31, 2016, $689 million of our Private Education Loans were encumbered as a result of this transaction.

2015 Transaction

On July 30, 2015, we executed our SMB Private Education Loan Trust 2015-B term ABS transaction, which was accounted for as a secured financing. A total of $714 million of notes were issued in connection with the transaction. We retained a 5 percent or $33 million interest in the Class A and B notes, a 100 percent or $50 million interest in the Class C notes and 100 percent of the residual certificates issued in the securitization. $631 million of notes from the securitization were sold to third-parties, raising $623 million of gross proceeds. The Class A and B notes had a weighted average life of 4.8 years and priced at a weighted average LIBOR equivalent cost of 1 month LIBOR plus 1.53 percent. At December 31, 2016, $627 million of our Private Education Loans were encumbered as a result of this transaction.

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 2023 to 2040.



	December 31, 2016				Year Ended December 31, 2016		December 31, 2015				Year Ended December 31, 2015
	Ending Balance		Weighted Average Interest Rate		Average Balance		Ending Balance		Weighted Average Interest Rate		Average Balance
Floating rate borrowings	$	1,175,819	1.71	%	$	687,580	$	337,098	1.38	%	$	151,373
Fixed rate borrowings	992,160		2.68		548,465		242,003		3.11		102,386
Total long-term borrowings	$	2,167,979	2.15	%	$	1,236,045	$	579,101	2.10	%	$	253,759

Secured Financings



Issue	Date Issued	Total Issued		Weighted Average Cost of Funds⁽¹⁾	Weighted Average Life (in years)

Private Education:
2015-B	July 2015	$	630,800	1 month LIBOR plus 1.53%	4.82
Total notes issued in 2015		$	630,800

Total loans and accrued interest amount securitized at inception in 2015		$	745,580

2016-A	May 2016	$	501,000	1 month LIBOR plus 1.38%	4.01
2016-B	July 2016	607,000		1 month LIBOR plus 1.36%	4.01
2016-C	October 2016	674,000		1 month LIBOR plus 1.15%	4.27
Total notes issued in 2016		$	1,782,000

Total loans and accrued interest amount securitized at inception in 2016		$	2,107,042

____________

⁽¹⁾ Represents LIBOR equivalent cost of funds for floating and fixed rate bonds, excluding issuance costs.

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.



	December 31, 2016
	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 securitization	$	—	$	2,167,979	$	2,167,979	$	2,562,156	$	44,617	$	160,783	$	2,767,556
ABCP Facility	—		—		—		—		—		—		—
Total	$	—	$	2,167,979	$	2,167,979	$	2,562,156	$	44,617	$	160,783	$	2,767,556



	December 31, 2015
	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 securitization	$	—	$	579,101	$	579,101	$	687,298	$	9,996	$	45,566	$	742,860
ABCP Facility	500,175		—		500,175		923,687		12,443		58,095		994,225
Total	$	500,175	$	579,101	$	1,079,276	$	1,610,985	$	22,439	$	103,661	$	1,737,085

________

⁽¹⁾Other assets primarily represent accrued interest receivable.

Other Borrowing Sources

We maintain discretionary uncommitted Federal Funds lines of credit with various correspondent banks, which totaled $125.0 million at December 31, 2016. 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, 2016, 2015 and 2014.

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, 2016 and December 31, 2015, the value of our pledged collateral at the FRB totaled $2.6 billion and $1.7 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, 2016, 2015 and 2014.