8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 29, 2020

SANTANDER CONSUMER USA HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Delaware	001-36270	32-0414408
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1601 Elm St. Suite #800 Dallas, Texas	75201
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (214) 634-1110

N/A

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☒ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	SC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item  2.02. Results of Operations and Financial Condition.

On January 29, 2020, Santander Consumer USA Holdings Inc. (the “Company”) issued a press release announcing financial results for the fourth quarter ended December 31, 2019. Copies of the Company’s press release and an investor presentation for the fourth quarter ended December 31, 2019 are attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference.

Note: Information in this report (including Exhibits 99.1 and 99.2) furnished pursuant to Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.

Item  8.01. Other Events.

On January 29, 2020, the Company issued a press release announcing that it intends to commence a “modified Dutch Auction” tender offer to purchase up to $1 billion of shares of its common stock, at a range of between $23 and $26 per share in cash, or such lesser number of shares of its common stock as are properly tendered and not properly withdrawn to the seller. A copy of the press release is filed as Exhibit 99.3 to this report and incorporated herein by reference.

Item  9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
	99.1	Press Release of Santander Consumer USA Holdings Inc., dated January 29, 2020, relating to fourth quarter financial results
	99.2	Presentation Materials of Santander Consumer USA Holdings Inc., dated January 29, 2020
	99.3	Press Release of Santander Consumer USA Holdings Inc., dated January 29, 2020, relating to the tender offer
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SANTANDER CONSUMER USA HOLDINGS INC.
Dated: January 29, 2020
	By:	/s/ Christopher Pfirrman
	Name:	Christopher Pfirrman
	Title:	Chief Legal Officer

EX-99.1

Exhibit 99.1

Santander Consumer USA Holdings Inc. Reports Fourth Quarter and Full Year 2019 Results

Net Income of $994 Million and More Than $31 Billion in Originations in 2019; Completed $1 Billion Portfolio Acquisition in the Fourth Quarter 2019

Announced Its Intent To Commence A Tender Offer To Purchase Up To $1 Billion of Shares

Dallas, TX - January 29, 2020 - PRESS RELEASE

Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC” or the “Company”) today announced net income for the fourth quarter ended December 31, 2019 (“Q4 2019”) of $146 million, or $0.43 per diluted common share. Net income for the full year 2019 (“2019”) was $994 million, or $2.86 per diluted common share.

The Company has declared a cash dividend of $0.22 per share, to be paid on February 20, 2020, to shareholders of record as of the close of business on February 10, 2020.

Management Quotes

“We are pleased with our full year 2019 results and the milestones we have accomplished across the organization. We made important management appointments which were all internally sourced, demonstrating the depth of the leadership team, reached a mutually beneficial agreement and achieved our highest-ever annual penetration rate of thirty-four percent with Fiat Chrysler, and continued to optimize capital through increased dividends and a robust share repurchase plan, including the announced tender offer” said Mahesh Aditya, SC President and CEO.

Fahmi Karam, SC Chief Financial Officer, added, “2019 marked another strong year for the Company, reaching nearly $1 billion in net income, more than $31 billion in originations with strong returns and the lowest full-year net charge-off ratio in the last four years. We were pleased to see key credit metrics improve across the portfolio, demonstrating our efforts to enhance our operations and pricing functions as well as the continued strength of the consumer. The acquisition from Gateway One Lending demonstrates the Company’s ability to deploy capital toward accretive transactions and partner with other large, and well-regarded financial institutions to leverage our best-in-class servicing platform. We remain focused on generating assets with strong risk-adjusted returns and managing operating expenses, while also working toward a more efficient capital base.”

2019 Corporate Milestones

• $31.3 billion of originations across loans and leases, all-time high

• $994 million of net income, all-time high¹

• 7.8% retail installment loan net charge-off ratio, four-year low

• Fiat Chrysler - reached mutually beneficial agreement and achieved an average annual penetration rate of 34%

• Completed acquisition of $1.0 billion auto loan portfolio from Gateway One Lending

• Leading auto loan and lease ABS issuer with $11.9 billion in ABS and launched first-ever nonprime revolving ABS platform “SREV”

• Continued to grow and diversify our funding sources, including originating $7 billion in auto loans through our partnership with Santander Bank

• Returned more than $600 million of capital to our shareholders through increased dividends and open market share repurchases.

• Several key leadership appointments: Mahesh Aditya (President & Chief Executive Officer), Fahmi Karam (Chief Financial Officer) and Shawn Allgood (Head of Chrysler Capital and Auto Relationships)

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2019 Key Financial Highlights (variances compared to the full year 2018 (“2018”)

• Total auto originations of $31.3 billion, up 9%

• Net finance and other interest income of $4.7 billion, up 4%

• RIC net charge-off ratio of 7.8%, down 70 basis points

• Return on average assets (“ROA”) of 2.2%

• Expense ratio of 2.1%

Fourth Quarter of 2019 Highlights (variances compared to the fourth quarter of 2018 (“Q4 2018”), unless otherwise noted)

• Total auto originations of $7.5 billion, up 9%

• Core retail auto loan originations of $2.4, up 9%

• Chrysler Capital loan originations of $3.2, up 29%

• Chrysler Capital lease originations of $1.8, down 15%

• Chrysler average quarterly penetration rate of 32%, up from 29%

• Santander Bank, N.A. program originations of $1.9 billion

• Net finance and other interest income² of $1.2 billion, up 1%

• 30-59 delinquency ratio of 9.7%, down 130 basis points

• 59-plus delinquency ratio³ of 5.1%, down 90 basis points

• Retail Installment Contract (“RIC”) gross charge-off ratio of 17.3%, down 290 basis points

• Recovery rate of 52.2%, up 490 basis points

• RIC net charge-off ratio⁴ of 8.3%, down 230 basis points

• Troubled Debt Restructuring (“TDR”) balance of $3.9 billion, down 28%

• Return on average assets of 1.2%, up from 1.0%

• $2.2 billion in asset-backed securities “ABS”

• Expense ratio of 2.1%, up from 1.9%

• Common equity tier 1 (“CET1”) ratio of 14.8%, down from 15.7% as of December 31, 2018

¹  Excludes the impact of 2017 corporate tax reform

²  Includes Finance receivables held for investment, Finance receivables held for sale and Leased vehicles.

³  Delinquency Ratio is defined as the ratio of end of period delinquent principal, over 59 days, to end of period gross balance of the respective portfolio, excludes finance leases.

⁴  Net Charge-Off Ratio stated on a recorded investment basis, which is unpaid principal balance adjusted for unaccreted net discounts, subvention and origination costs.

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Conference Call Information

SC will host a conference call and webcast to discuss its Q4 2019 results and other general matters at 9:00 a.m. Eastern Time on Wednesday, January 29, 2020. The conference call will be accessible by dialing 866-548-4713 (U.S. domestic), or 323-794-2093 (international), conference ID 9192771. Please join 10 minutes prior to the start of the call. The conference call will also be accessible via live audio webcast through the Investor Relations section of SC’s corporate website at http://investors.santanderconsumerusa.com. Choose “Events” and select the information pertaining to the Q4 2019 SC Earnings Conference Call. Additionally, there will be slides accompanying the webcast. Please allow at least 15 minutes prior to the call to register, download and install any necessary software prior to the call.

For those unable to listen to the live broadcast, a replay of the call will be available on the Company’s website or by dialing 844-512-2921 (U.S. domestic), or 412-317-6671 (international), conference ID 9192771, approximately two hours after the conference call. An audio webcast of the call and investor presentation will also be archived on the Investor Relations section of SC’s corporate website at http://investors.santanderconsumerusa.com, under “Events”.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as anticipates, believes, can, could, may, predicts, potential, should, will, estimates, plans, projects, continuing, ongoing, expects, intends, and similar words or phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond our control. For additional discussion of these risks, refer to the section entitled Risk Factors and elsewhere in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed by us with the U.S. Securities and Exchange Commission (SEC). Among the factors that could cause the forward-looking statements in this press release and/or our financial performance to differ materially from that suggested by the forward-looking statements are (a) the inherent limitations in internal control over financial reporting; (b) our ability to remediate any material weaknesses in internal controls over financial reporting completely and in a timely manner; (c) continually changing federal, state, and local laws and regulations could materially adversely affect our business; (d) adverse economic conditions in the United States and worldwide may negatively impact our results; (e) our business could suffer if our access to funding is reduced; (f) significant risks we face implementing our growth strategy, some of which are outside our control; (g) unexpected costs and delays in connection with exiting our personal lending business; (h) our agreement with FCA US LLC may not result in currently anticipated levels of growth and is subject to certain conditions that could result in termination of the agreement; (i) our business could suffer if we are unsuccessful in developing and maintaining relationships with automobile dealerships; (j) our financial condition, liquidity, and results of operations depend on the credit performance of our loans; (k) loss of our key management or other personnel, or an inability to attract such management and personnel; (l) certain regulations, including but not limited to oversight by the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau, the European Central Bank, and the Federal Reserve, whose oversight and regulation may limit certain of our activities, including the timing and amount of dividends and other limitations on our business; and (m) future changes in our relationship with SHUSA and Banco Santander that could adversely affect our operations. If one or more of the factors affecting our forward-looking information and statements proves incorrect, our actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements. Therefore, we caution the reader not to place undue reliance on any forward-looking information or statements. The effect of these factors is difficult to predict. Factors other than these also could adversely affect our results, and the reader should not consider these factors to be a complete set of all potential risks or uncertainties as new factors emerge from time to time. Any forward-looking statements only speak as of the date of this document, and we undertake no obligation to update any forward-looking information or statements, whether written or oral, to reflect any change, except as required by law. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

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About Santander Consumer USA Holdings Inc.

Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC”) is a full-service consumer finance company focused on vehicle finance, third-party servicing and delivering superior service to our more than 2.9 million customers across the full credit spectrum. The company, which began originating retail installment contracts in 1997, had an average managed asset portfolio of approximately $59 billion (for the fourth quarter ended December 31, 2019), and is headquartered in Dallas. (www.santanderconsumerusa.com)

CONTACTS:

Investor Relations

Evan Black

800.493.8219

InvestorRelations@santanderconsumerusa.com

Media Relations

Annette Rogers

469.563.4157

Media@santanderconsumerusa.com

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Santander Consumer USA Holdings Inc.

Financial Supplement

Fourth Quarter 2019

Table of Contents
Table 1: Consolidated Balance Sheets	6
Table 2: Consolidated Statements of Income	7
Table 3: Other Financial Information	8
Table 4: Credit Quality	10
Table 5: Originations	11
Table 6: Asset Sales	12
Table 7: Ending Portfolio	13
Table 8: Reconciliation of Non-GAAP Measures	14

5

Table 1: Consolidated Balance Sheets

	December 31, 2019			December 31, 2018
	(Unaudited, Dollars in thousands)
Assets
Cash and cash equivalents	$	81,848		$	148,436
Finance receivables held for sale, net		1,007,105			1,068,757
Finance receivables held for investment, net		27,767,019			25,117,454
Restricted cash and cash equivalents		2,079,239			2,102,048
Accrued interest receivable		288,615			303,686
Leased vehicles, net		16,461,982			13,978,855
Furniture and equipment, net		59,873			61,280
Goodwill		74,056			74,056
Intangible assets		42,772			35,195
Due from affiliates		30,841			9,654
Other assets		1,040,179			1,060,434
Total assets	$	48,933,529		$	43,959,855
Liabilities and Equity
Liabilities:
Total borrowings and other debt obligations	$	39,194,141		$	34,883,037
Accounts payable and accrued expenses		499,326			472,321
Deferred tax liabilities, net		1,468,222			1,155,883
Due to affiliates		88,681			63,219
Other liabilities		364,539			367,037
Total liabilities	$	41,614,909		$	36,941,497
Equity:
Common stock, $0.01 par value		3,392			3,523
Additional paid-in capital		1,173,262			1,515,572
Accumulated other comprehensive income, net		(26,693	)		33,515
Retained earnings		6,168,659			5,465,748
Total stockholders’ equity	$	7,318,620		$	7,018,358
Total liabilities and equity	$	48,933,529		$	43,959,855

6

Table 2: Consolidated Statements of Income

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2019			2018			2019			2018
	(Unaudited, Dollars in thousands, except per share amounts)
Interest on finance receivables and loans	$	1,262,266		$	1,235,889		$	5,049,966		$	4,842,564
Leased vehicle income		732,160			632,447			2,764,258			2,257,719
Other finance and interest income		10,624			9,082			42,234			33,235
Total finance and other interest income		2,005,050			1,877,418			7,856,458			7,133,518
Interest expense		332,171			311,196			1,331,804			1,111,760
Leased vehicle expense		517,467			427,662			1,862,121			1,535,756
Net finance and other interest income		1,155,412			1,138,560			4,662,533			4,486,002
Provision for credit losses		545,345			690,786			2,093,749			2,205,585
Net finance and other interest income after provision for credit losses		610,067			447,774			2,568,784			2,280,417
Profit sharing		14,293			14,255			52,731			33,137
Net finance and other interest income after provision for credit losses and profit sharing		595,774			433,519			2,516,053			2,247,280
Investment losses, net		(168,406	)		(146,164	)		(406,687	)		(401,638	)
Servicing fee income		21,079			26,711			91,334			106,840
Fees, commissions, and other		83,304			86,035			364,119			333,458
Total other income		(64,023	)		(33,418	)		48,766			38,660
Compensation expense		127,900			122,475			510,743			482,800
Repossession expense		58,565			66,846			262,061			264,777
Other operating costs		123,010			67,147			437,747			346,095
Total operating expenses		309,475			256,468			1,210,551			1,093,672
Income before income taxes		222,276			143,633			1,354,268			1,192,268
Income tax expense		76,214			39,295			359,898			276,342
Net income	$	146,062		$	104,338		$	994,370		$	915,926
Net income per common share (basic)	$	0.43		$	0.29		$	2.87		$	2.55
Net income per common share (diluted)	$	0.43		$	0.29		$	2.86		$	2.54
Weighted average common shares (basic)		340,020,380			356,783,962			346,992,162			359,861,764
Weighted average common shares (diluted)		340,448,254			357,396,989			347,507,507			360,672,417

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Table 3: Other Financial Information

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2019			2018			2019			2018
Ratios (Unaudited, Dollars in thousands)
Yield on retail installment contracts		15.7	%		16.1	%		16.0	%		16.2	%
Yield on purchased receivables portfolios		14.4	%		19.1	%		15.6	%		23.8	%
Yield on receivables from dealers		1.4	%		2.2	%		1.8	%		3.0	%
Yield on leased vehicles		4.9	%		5.5	%		5.5	%		5.5	%
Yield on personal loans, held for sale (1)		25.7	%		25.1	%		26.0	%		24.6	%
Yield on earning assets (2)		12.2	%		13.0	%		12.7	%		13.2	%
Cost of debt (3)		3.5	%		3.6	%		3.6	%		3.4	%
Net interest margin (4)		9.5	%		10.2	%		9.9	%		10.6	%
Expense ratio (5)		2.1	%		1.9	%		2.1	%		2.1	%
Return on average assets (6)		1.2	%		1.0	%		2.2	%		2.2	%
Return on average equity (7)		8.0	%		5.9	%		13.7	%		13.3	%
Net charge-off ratio on individually acquired retail installment contracts (8)		8.3	%		10.6	%		7.8	%		8.5	%
Net charge-off ratio on purchased receivables portfolios (8)		—	%		(2.0	)%		—	%		(4.1	)%
Net charge-off ratio on personal loans (8)		—			0.1	%		0.1	%		0.1	%
Net charge-off ratio (8)		8.2	%		10.6	%		7.8	%		8.5	%
Delinquency ratio on individually acquired retail installment contracts held for investment, end of period (9)		5.1	%		6.0	%		5.1	%		6.0	%
Delinquency ratio on loans held for investment, end of period (9)		5.1	%		6.0	%		5.1	%		6.0	%
Allowance ratio (10)		9.9	%		11.4	%		9.9	%		11.4	%
Common stock dividend payout ratio (11)		51.2	%		69.0	%		29.3	%		19.6	%
Common Equity Tier 1 capital ratio (12)		14.8	%		15.7	%		14.8	%		15.7	%
Charge-offs, net of recoveries, on individually acquired retail installment contracts	$	618,269		$	754,625		$	2,288,812		$	2,314,769
Charge-offs, net of recoveries, on purchased receivables portfolios		—			(159	)		—			(1,483	)
Charge-offs, net of recoveries, on personal loans, held for sale		(23	)		268			1,857			1,616
Charge-offs, net of recoveries, on finance leases		407			703			769			1,642
Total charge-offs, net of recoveries	$	618,653		$	755,437		$	2,291,438		$	2,316,544
End of period delinquent principal over 59 days, retail installment contracts held for investment		1,578,452			1,712,243			1,578,452			1,712,243
End of period delinquent principal over 59 days, personal loans		175,152			177,369			175,152			177,369
End of period delinquent principal over 59 days, loans held for investment		1,580,048			1,713,775			1,580,048			1,713,775
End of period assets covered by allowance for credit losses		30,816,291			28,469,451			30,816,291			28,469,451
End of period gross retail installment contracts held for investment		30,776,038			28,432,760			30,776,038			28,432,760
End of period gross personal loans held for sale		1,481,037			1,529,433			1,481,037			1,529,433
End of period gross finance receivables and loans held for investment		30,788,706			28,480,583			30,788,706			28,480,583
End of period gross finance receivables, loans, and leases held for investment		48,379,072			43,719,240			48,379,072			43,719,240
Average gross retail installment contracts held for investment		29,959,060			28,395,046			29,248,201			27,227,705
Average gross personal loans held for investment		—			2,934			969			4,314
Average gross individually acquired retail installment contracts held for investment and held for sale	$	29,936,775		$	28,395,046		$	29,271,168		$	27,756,099
Average gross purchased receivables portfolios		22,285			31,543			25,673			36,075
Average gross receivables from dealers		12,754			14,822			13,110			15,229
Average gross personal loans held for sale		1,364,877			1,401,626			1,393,456			1,404,261
Average gross finance leases		26,607			19,422			23,123			20,736
Average gross finance receivables and loans	$	31,363,298		$	29,862,459		$	30,726,530		$	29,232,400
Average gross operating leases		17,395,639			14,857,635			16,440,242			13,048,396
Average gross finance receivables, loans, and leases		48,758,937			44,720,094			47,166,772			42,280,796
Average managed assets		58,909,208			53,804,349			56,600,892			51,328,934
Average total assets		47,875,073			43,458,471			46,244,782			41,541,102
Average debt		38,185,199			34,223,818			36,727,416			32,570,257
Average total equity		7,339,351			7,114,411			7,243,438			6,905,796

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(1) Includes Finance and other interest income; excludes fees

(2) “Yield on earning assets” is defined as the ratio of annualized Total finance and other interest income, net of Leased vehicle expense, to Average gross finance receivables, loans and leases

(3) “Cost of debt” is defined as the ratio of annualized Interest expense to Average debt

(4) “Net interest margin” is defined as the ratio of annualized Net finance and other interest income to Average gross finance receivables, loans and leases

(5) “Expense ratio” is defined as the ratio of annualized Operating expenses to Average managed assets

(6) “Return on average assets” is defined as the ratio of annualized Net income to Average total assets

(7) “Return on average equity” is defined as the ratio of annualized Net income to Average total equity

(8) “Net charge-off ratio” is defined as the ratio of annualized Charge-offs, on a recorded investment basis, net of recoveries, to average unpaid principal balance of the respective held-for-investment portfolio.

(9) “Delinquency ratio” is defined as the ratio of End of period Delinquent principal over 59 days to End of period gross balance of the respective portfolio, excludes finance leases

(10) “Allowance ratio” is defined as the ratio of Allowance for credit losses, which excludes impairment on purchased receivables portfolios, to End of period assets covered by allowance for credit losses

(11) “Common stock dividend payout ratio” is defined as the ratio of Dividends declared per share of common stock to Earnings per share attributable to the Company’s shareholders.

(12) “Common Equity Tier 1 Capital ratio” is a non-GAAP ratio defined as the ratio of Total common equity tier 1 capital to Total risk-weighted assets (for a reconciliation from GAAP to this non-GAAP measure, see “Reconciliation of Non-GAAP Measures” in Table 8 of this release)

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Table 4: Credit Quality

The activity in the credit loss allowance for individually acquired retail installment contracts for the three and twelve months ended months ended December 31, 2019 and 2018 was as follows (Unaudited, Dollar amounts in thousands):

	Three Months Ended December 31, 2019						Three Months Ended December 31, 2018
Allowance for Credit Loss	Non-TDR			TDR			Non-TDR			TDR
Balance — beginning of period	$	2,051,792		$	1,060,612		$	1,740,862		$	1,559,808
Provision for credit losses *		494,069			50,392			503,382			186,676
Charge-offs		(950,993	)		(341,668	)		(888,142	)		(544,843	)
Recoveries		529,010			145,382			463,258			215,102
Balance — end of period	$	2,123,878		$	914,718		$	1,819,360		$	1,416,743

* Includes impact for individually acquired retail installment contracts transferred back from held for sale

	Twelve Months Ended December 31, 2019						Twelve Months Ended December 31, 2018
Allowance for Credit Loss	Non-TDR			TDR			Non-TDR			TDR
Balance — beginning of period	$	1,819,360		$	1,416,743		$	1,540,315		$	1,804,132
Provision for credit losses	$	1,774,000		$	317,305			1,433,977			772,448
Charge-offs	$	(3,636,924	)	$	(1,559,318	)		(2,850,361	)		(2,029,325	)
Recoveries	$	2,167,442		$	739,988			1,695,429			869,488
Balance — end of period	$	2,123,878		$	914,718		$	1,819,360		$	1,416,743

A summary of delinquencies of our individually acquired retail installment contracts as of December 31, 2019 and 2018 is as follows (Unaudited, Dollar amounts in thousands):

Delinquent Principal	December 31, 2019				December 31, 2018
Principal 30-59 days past due	$	2,972,495	9.7	%	$	3,118,869	11.0	%
Delinquent principal over 59 days		1,578,452	5.1	%		1,712,243	6.0	%
Total delinquent contracts	$	4,550,947	14.8	%	$	4,831,112	17.0	%

The retail installment contracts acquired individually held for investment that were placed on nonaccrual status, as of December 31, 2019 and 2018 (Unaudited, Dollar amounts in thousands):

Nonaccrual Principal	December 31, 2019				December 31, 2018
Non-TDR	$	1,099,462	3.6	%	$	834,921	2.9	%
TDR		516,119	1.7	%		733,218	2.6	%
Total nonaccrual principal	$	1,615,581	5.3	%	$	1,568,139	5.5	%

The table below presents the Company’s allowance ratio for TDR and non-TDR individually acquired retail installment contracts as of December 31, 2019 and 2018 (Unaudited, Dollar amounts in thousands):

Allowance Ratios	December 31, 2019			December 31, 2018
TDR - Unpaid principal balance	$	3,859,040		$	5,378,603
TDR - Impairment		914,718			1,416,743
TDR - Allowance ratio		23.7	%		26.3	%
Non-TDR - Unpaid principal balance	$	26,895,551		$	23,054,157
Non-TDR - Allowance		2,123,878			1,819,360
Non-TDR Allowance ratio		7.9	%		7.9	%
Total - Unpaid principal balance	$	30,754,591		$	28,432,760
Total - Allowance		3,038,596			3,236,103
Total - Allowance ratio		9.9	%		11.4	%

10

Table 5: Originations

The Company’s originations of individually acquired loans and leases, including revolving loans, average APR, and dealer discount (net of dealer participation) were as follows:

	Three Months Ended						Twelve Months Ended						Three Months Ended
	December 31, 2019			December 31, 2018			December 31, 2019			December 31, 2018			September 30, 2019
	(Unaudited, Dollar amounts in thousands)
Retained Originations
Retail installment contracts	$	3,779,615		$	3,616,810		$	15,835,618		$	15,379,778		$	4,080,028
Average APR		15.8	%		17.1	%		16.3	%		17.3	%		16.0	%
Average FICO® (a)		598			593			598			595			599
Discount		(0.8	)%		0.5	%		(0.5	)%		0.2	%		(0.7	)%
Personal loans (b)		513,347			544,134			1,467,452			1,482,670		$	322,335
Average APR		29.8	%		29.5	%		29.8	%		29.6	%		29.7	%
Leased vehicles		1,811,662			2,125,925			8,520,489			9,742,423		$	2,225,117
Finance lease		4,600			2,706			17,589		$	9,794		$	4,859
Total originations retained	$	6,109,224		$	6,289,575		$	25,841,148		$	26,614,665		$	6,632,339
Sold Originations (c)
Retail installment contracts	$	—		$	—		$	—		$	1,820,085		$	—
Average APR		—	%		—	%		—	%		7.3	%		—	%
Average FICO® (d)		—			—			—			727			—
Total originations sold	$	—		$	—		$	—		$	1,820,085		$	—
Total originations (excluding SBNA Originations Program)	$	6,109,224		$	6,289,575		$	25,841,148		$	28,434,750		$	6,632,339

(a) Unpaid principal balance excluded from the weighted average FICO score is $404 million, $408 million, $1.8 billion, $1.9 billion, and $440 million as the borrowers on these loans did not have FICO scores at origination and $181 million, $100 million , $582 million, $76 million and $154 million of commercial loans, for the three months ended December 31, 2019 and 2018, the twelve months ended December 31, 2019 and 2018 and the three months ended September 30, 2019, respectively.

(b) Included in the total origination volume is $133 million, $150 million, $270 million, $304 million, and $62 million for the three months ended December 31, 2019 and 2018, the twelve months ended December 31, 2019 and 2018 and the three months ended September 30, 2019, respectively, related to newly opened accounts.

(c) There were no sales in 2019.

(d) Only includes assets both originated and sold in the period. Total asset sales for the period are shown in Table 6. Unpaid principal balance excluded from the weighted average FICO score is zero, zero, zero, $143 million and zero as the borrowers on these loans did not have FICO scores at origination and zero, zero, zero, $76 and zero million of commercial loans, for the three months ended December 31, 2019 and 2018, the twelve months ended December 31, 2019 and 2018, and the three months ended September 30, 2019, respectively.

SBNA Originations Program

Beginning in 2018, the Company agreed to provide SBNA with origination support services in connection with the processing, underwriting and purchase of retail loans, primarily from Chrysler dealers. In addition, the Company agreed to perform the servicing for any loans originated on SBNA’s behalf. The Company facilitated the purchase of $1.9 billion and $7.0 billion of retail installment contacts during the three and twelve months ended December 31, 2019, respectively.

11

Table 6: Asset Sales

	Three Months Ended December 31,						Twelve Months Ended December 31,
	2019			2018			2019			2018
	(Unaudited, Dollar amounts in thousands)
Retail installment contracts	$	—		$	—		$	—		$	2,905,922
Average APR		—	%		—	%		—	%		7.2	%
Average FICO®		—			—			—			726
Total asset sales	$	—		$	—		$	—		$	2,905,922

There were no asset sales during 2019, since it has been replaced with SBNA originations program.

12

Table 7: Ending Portfolio

Ending outstanding balance, average APR and remaining unaccreted net discount of our held for investment portfolio as of December 31, 2019, and 2018, are as follows:

	December 31, 2019			December 31, 2018
	(Unaudited, Dollar amounts in thousands)
Retail installment contracts	$	30,776,038		$	28,463,236
Average APR		16.1	%		16.7	%
Discount		0.3	%		0.8	%
Personal loans (a)	$	—		$	2,637
Average APR		—	%		31.7	%
Receivables from dealers	$	12,668		$	14,710
Average APR		4.0	%		4.1	%
Leased vehicles	$	17,562,782		$	15,219,313
Finance leases	$	27,584		$	19,344

(a) The remaining balance of personal loans, held for investment, was charged off during the quarter ended June 30, 2019.

13

Table 8: Reconciliation of Non-GAAP Measures

	December 31, 2019			December 31, 2018
	(Unaudited, Dollar amounts in thousands)
Total equity		7,318,620			7,018,358
Deduct: Goodwill, intangibles, and other assets, net of deferred tax liabilities		152,756			161,516
Deduct: Accumulated other comprehensive income (loss), net		(26,693	)		33,515
Tier 1 common capital		7,192,557			6,823,327
Risk weighted assets (a)		48,761,825			43,547,594
Common Equity Tier 1 capital ratio (b)		14.8	%		15.7	%

(a) Under the banking agencies’ risk-based capital guidelines, assets and credit equivalent amounts of derivatives and off-balance sheet exposures are assigned to broad risk categories. The aggregate dollar amount in each risk category is multiplied by the associated risk weight of the category. The resulting weighted values are added together with the measure for market risk, resulting in the Company’s total Risk weighted assets.

(b) CET1 is calculated under Basel III regulations required as of January 1, 2015. The fully phased-in capital ratios are non-GAAP financial measures.

14

EX-99.2

Fourth Quarter 2019 January 29, 2020 Exhibit 99.2

IMPORTANT INFORMATION Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as anticipates, believes, can, could, may, predicts, potential, should, will, estimates, plans, projects, continuing, ongoing, expects, intends, and similar words or phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond our control. For additional discussion of these risks, refer to the section entitled Risk Factors and elsewhere in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed by us with the U.S. Securities and Exchange Commission (SEC). Among the factors that could cause the forward-looking statements in this presentation and/or our financial performance to differ materially from that suggested by the forward-looking statements are: (a) the inherent limitations in internal controls over financial reporting; (b) our ability to remediate any material weaknesses in internal controls over financial reporting completely and in a timely manner; (c) continually changing federal, state, and local laws and regulations could materially adversely affect our business; (d) adverse economic conditions in the United States and worldwide may negatively impact our results; (e) our business could suffer if our access to funding is reduced; (f) significant risks we face implementing our growth strategy, some of which are outside our control; (g) unexpected costs and delays in connection with exiting our personal lending business; (h) our agreement with FCA US LLC may not result in currently anticipated levels of growth, and is subject to certain conditions that could result in termination of the agreement; (i) our business could suffer if we are unsuccessful in developing and maintaining relationships with automobile dealerships; (j) our financial condition, liquidity, and results of operations depend on the credit performance of our loans; (k) loss of our key management or other personnel, or an inability to attract such management and personnel; (l) certain regulations, including but not limited to oversight by the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau, the European Central Bank, and the Federal Reserve, whose oversight and regulation may limit certain of our activities, including the timing and amount of dividends and other limitations on our business; and (m) future changes in our relationship with Banco Santander which could adversely affect our operations. If one or more of the factors affecting our forward-looking information and statements proves incorrect, our actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements. Therefore, we caution the reader not to place undue reliance on any forward-looking information or statements. The effect of these factors is difficult to predict. Factors other than these also could adversely affect our results, and the reader should not consider these factors to be a complete set of all potential risks or uncertainties. Any forward-looking statements only speak as of the date of this document, and we undertake no obligation to update any forward-looking information or statements, whether written or oral, to reflect any change, except as required by law. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

Continued growth in origination volumes and profit Earnings Highlights Milestones Results Profitability Liquidity/ Capital Reached a mutually beneficial agreement with FCA and average annual penetration rate of 34% Completed acquisition of $1.0 billion auto loan portfolio from Gateway One Lending Several key leadership appointments: CEO, CFO, Head of CCAP & Auto Relationships Announced Intent To Commence Tender Offer to Purchase Up to $1 Billion of Shares Net income of $994 million in FY 2019 and $146 million in Q4 2019 Total auto originations of $31.3 billion in 2019, up 9% versus prior year Through Santander Bank, originated $7 billion in auto loans in 2019 2019 return on assets of 2.2%, stable versus prior year Expense ratio of 2.1%, stable versus prior year $11.9 billion in ABS, including first-ever nonprime revolving ABS platform “SREV” Announced authorization for a $1.1 billion repurchase plan and increased dividend CET1 Ratio of 14.8%, down from 15.7% as of December 31, 2018

Economic Indicators U.S. Auto Sales1 Consumer Confidence2 U.S. Unemployment Statistics3 U.S. GDP4 Stable auto sales supported by low interest rates, a strong economy and consumer, 17 million in sales for the fifth consecutive year Positive consumer confidence levels despite recent geopolitical uncertainty Strong unemployment rate remaining at 50-year lows Strongest consumer spending in four years offset weak exports and slower pace of inventory investment 1 JD Power Total SAAR, annualized 2 University of Michigan, annual 3 U.S. Bureau of Labor Statistics, annual 4 U.S. Bureau of Economic Analysis, annualized, 2019 is an estimate

Auto Industry Analysis Used Vehicle Indices1 SC Recovery Rates2 Industry Net Loss Rates3 Industry 60+ DQ Rates3 Continued strength in used vehicle prices as the divergence between new and used pricing increases Strength in used car market directly reflected through recent recovery rate trends Industry loss rates down year-over-year Industry delinquencies stabilizing amid recent highs last year 1 Manheim, Inc.; Indexed to a basis of 100 at 1995 levels; JD Power Used-Vehicle Price Index (not seasonally adjusted), both monthly, quarter end 2 Recovery Rate – Per the financial statements includes insurance proceeds, bankruptcy/deficiency sales, and timing impacts 3 Standard & Poor’s Rating Services (ABS Auto Trust Data –two-month lag on data, monthly, end of quarter JDP Manheim

Three Months Ended Twelve Months Ended Variance Dollars in Millions Q4 2018 Q4 2019 FY 2018 FY 2019 QoPYQ (%) FYoFY (%) Total Core Retail Auto $ 2,221 $ 2,427 $ 9,416 $ 10,033 9% 7% Chrysler Capital Loans (<640)1 1,337 1,313 5,718 5,617 (2%) (2%) Chrysler Capital Loans (≥640)1 1,176 1,935 3,921 7,146 65% 82% Total Chrysler Capital Retail 2,512 3,248 9,638 12,763 29% 32% Total Leases2 2,129 1,816 9,752 8,538 (15%) (12%) Total Auto Originations3 $ 6,861 $ 7,486 $ 28,807 $ 31,316 9% 9% Total Personal Lending 544 513 1,483 1,467 (6%) (1%) Total SC Originations $ 7,406 $ 7,999 $ 30,289 $ 32,783 8% 8% Asset Sales4 - - 2,906 - NA N/A SBNA Originations4 1,116 1,895 1,855 6,960 70% 275% Average managed assets $ 53,804 $ 58,909 $ 51,329 $ 56,601 7% 10% Diversified Underwriting Across the Credit Spectrum 1 Approximate FICOs 2 Includes nominal capital lease originations 3 4 Includes SBNA Originations Asset Sales and SBNA Originations remain off SC’s balance sheet, servicing rights retained

Fiat Chrysler (FCA) Relationship FCA Sales1 Chrysler Penetration Rate2 Reached a mutually beneficial agreement with Fiat Chrysler and achieved highest-ever average annual penetration rate of 34% in 2019 1 FCA filings; sales as reported on 01/03/2020 2 Auto loans and leases financed by Chrysler Capital

Serviced for Others (SFO) Platform Quarter-over-quarter balance increase Recent serviced for others balance growth driven by prime originations flowing through the SBNA Originations Program Serviced for Others Balances, End of Period ($ in Millions)

Q4 Financial Results Three Months ended, (Unaudited, Dollars in Thousands, except per share) % Variance December 30, 2019 September 30, 2019 December 31, 2018 QoQ YoY Interest on finance receivables and loans $ 1,262,266 $ 1,273,022 $ 1,235,889 (1%) 2% Net leased vehicle income 214,693 250,109 204,785 (14%) 5% Other finance and interest income 10,624 9,926 9,082 7% 17% Interest expense 332,171 335,212 311,196 (1%) 7% Net finance and other interest income $ 1,155,412 $ 1,197,845 $ 1,138,560 (4%) 1% Provision for credit losses 545,345 566,849 690,786 (4%) (21%) Profit sharing 14,293 18,125 14,255 (21%) 0% Total other income1 (64,023) 31,293 (33,418) (305%) 92% Total operating expenses 309,475 329,470 256,468 (6%) 21% Income before tax $ 222,276 $ 314,694 $ 143,633 (29%) 55% Income tax expense 76,214 82,156 39,295 (7%) 94% Net income $ 146,062 $ 232,538 $ 104,338 (37%) 40% Diluted EPS ($) $0.43 $ 0.67 $ 0.29 (36%) 48% Average total assets $ 47,875,073 $ 46,915,965 $ 43,458,471 2% 10% Average managed assets $ 58,909,208 $ 57,379,308 $ 53,804,349 3% 9% 1 The current period losses were primarily driven by $170 million of lower of cost or market adjustments related to the held for sale personal lending portfolio, .comprised of $110 million in customer default activity, and $60 million increase in market discount, consistent with typical seasonal patterns.

FY 2019 Financial Results Twelve Months ended, (Unaudited, Dollars in Thousands, except per share) % Variance December 31, 2019 December 31, 2018 YoY Interest on finance receivables and loans $ 5,049,966 $ 4,842,564 4% Net leased vehicle income 902,137 721,963 25% Other finance and interest income 42,234 33,235 27% Interest expense 1,331,804 1,111,760 20% Net finance and other interest income $ 4,662,533 $ 4,486,002 4% Provision for credit losses 2,093,749 2,205,585 (5%) Profit sharing 52,731 33,137 59% Total other income1 48,766 38,660 26% Total operating expenses 1,210,551 1,093,672 11% Income before tax $ 1,354,268 $ 1,192,268 14% Income tax expense 359,898 276,342 30% Net income $ 994,370 $ 915,926 9% Diluted EPS ($) $ 2.86 $ 2.54 13% Average total assets $ 46,244,782 $ 41,541,102 11% Average managed assets $ 56,600,892 $ 51,328,934 10% 1 The FY 2019 period losses were primarily driven by $409 million of lower of cost or market adjustments related to the held for sale personal lending portfolio, comprised of $418 million in customer default activity, and a $9 million decrease in market discount

Delinquency & Loss Delinquency Ratios: 30-59 Days Delinquent, RICs, HFI Delinquency Ratios: >59 Days Delinquent, RICs, HFI Gross Charge-off Rates Net Charge-off Rates1 Early stage delinquencies improved 130 bps YoY Late stage delinquencies improved 90 bps YoY Gross charge-off rates decreased 290 bps YoY Net charge-offs decreased 230 bps YoY 1 Net Charge-off rates on retail installment contracts, held for investment

Loss Detail Q4 2018 to Q4 2019: Net Charge-off Walk, ($ in millions) Net charge-offs for RICs decreased $137 million versus prior year quarter to $618 million $51 million increase in losses due to higher average loan balances of $1.6 billion and other adjustments $114 million decrease due to a lower gross charge-off rate YoY $74 million decrease due to a higher recovery rate YoY

Reserves Q3 2019 to Q4 2019 ALLL Reserve Walk ($ in millions) Decrease in reserves of $74 million versus prior quarter driven by lower TDRs Allowance to loans ratio decreased 60 bps to 9.9% QoQ as the mix of TDRs decreased Provision for credit losses decreased $146 million YoY

TDR Balance Composition by Vintage Sixth consecutive quarter of TDR balance decreases TDRs continue to decline due to lower modifications and improved credit performance TDR Balance by Origination Vintage ($ in Billions) $5.4 $4.2 $3.9

Current Expected Credit Losses (“CECL”) Estimated CECL Impact Estimated Day 1 CECL impact is expected to increase Q4 2019 allowance for credit loss by ~$2B TDR coverage ratio is in line with prior periods, already considers lifetime reserve coverage Non-TDR coverage ratio approximately doubles, reflecting lifetime reserve coverage Total allowance coverage ratio increases to ~16.5% Estimated Regulatory capital impact of ~$1.5B (~$2B net of tax) to be phased-in over four years Expected impact to Q1 2020 CET1 of ~80 to ~90 basis points (with phase-in) Day 2 post-implementation impact will depend on several factors: Mix and credit trends in the portfolio Balance sheet growth Outlook of macroeconomic conditions TDR vs non-TDR mix Dollars in Millions (Estimated)1 (Unaudited) (Audited) Allowance Ratios January 1, 2020 December 31, 2019 December 31, 2018 TDR- Unpaid principal balance $3,859 $3,859 $5,379 TDR – Impairment ~$950 $915 $1,417 TDR- Allowance ratio ~24.6% 23.7% 26.3% Non-TDR – Unpaid principal balance $26,896 $26,896 $23,054 Non-TDR – Allowance ~$4,150 $2,124 $1,819 Non-TDR Allowance ratio ~15.4% 7.9% 7.9% Total – Unpaid principal balance $30,755 $30,755 $28,4323 Total – Allowance ~$5,100 $3,039 $3,236 Total – Allowance ratio ~16.5% 9.9% 11.4% 1 Estimated and subject to change due to various internal and external factors

Expense Management Operating expenses totaled $309M, expense ratio up 20bps YoY FY operating expenses elevated due to one-time legal reserves Expense ratio stable in 2019 versus prior year Operating Expenses ($ in Millions)

Funding and Liquidity $51B ABS 37% SBNA 4% Amortizing Financings 18% Revolving Financings 23% Santander 18% $1.9B in SBNA originations in Q4 $3B in contingent funding $5.7B in term funding 0.5B in revolving funding $11.9B in revolving financings $18.8B in outstanding ABS Q4 - $2.2B ABS issuance 1 SRT1 1 SREV2 * Data as of December 31, 2019 SRT is a lease ABS platform SREV is a nonprime revolving ABS platform $9.3B in amortizing financings

Consistent Capital Generation Continue to work towards a more efficient capital base Lower CET1 due to higher dividends and share repurchases 1 Common Equity Tier 1 (CET1) Capital Ratio is a non-GAAP financial measure that begins with stockholders’ equity and then adjusts for AOCI, goodwill/intangibles, DTAs, .cash flow hedges and other regulatory exclusions over risk-weighted assets. See appendix for further details. 2 Tangible common equity to tangible assets is a non-GAAP financial measure defined as the ratio of Total equity, excluding Goodwill and intangible assets, to Total assets, .excluding Goodwill and intangible assets Capital Ratios Tangible assets $43,851 $47,168 $48,817 Tangible common equity $6,909 $7,235 $7,202 1 2

Appendix

Diversified Underwriting Across Full Credit Spectrum Originations by Credit (RICs)1 New/Used Originations 1 RIC; Retail Installment Contract 2 Loans to commercial borrowers; no FICO score obtained $24,097 $23,274 $25,565 $25,627 $25,706 Average Loan Balance in Dollars

Held for Investment Credit Trends Retail Installment Contracts1 1 Held for investment; excludes assets held for sale

Excluding Personal Lending Detail Three Months Ended, (Unaudited, Dollars in Thousands) December 31, 2019 September 30, 2019 December 31, 2018 Total Personal Lending Excluding Personal Lending Total Personal Lending Excluding Personal Lending Total Personal Lending Excluding Personal Lending Interest on finance receivables and loans $ 1,262,266 $ 87,842 $ 1,174,424 $ 1,273,022 $ 88,449 $ 1,184,573 $ 1,235,890 $ 87,863 $ 1,148,027 Net leased vehicle income 214,693 - 214,693 250,109 - 250,109 204,785 - 204,785 Other finance and interest income 10,624 - 10,624 9,926 - 9,926 9,082 - 9,082 Interest expense 332,171 10,423 321,748 335,212 11,419 323,793 311,196 12,303 298,893 Net finance and other interest income $ 1,155,412 $ 77,419 $ 1,077,993 $ 1,197,845 $ 77,030 $ 1,120,815 $ 1,138,561 $ 75,560 $ 1,063,001 Provision for credit losses 545,345 - 545,345 566,849 (14) 566,863 690,786 133 690,653 Profit sharing 14,293 1,388 12,905 18,125 - 18,125 (14,255) (6,829) (7,426) Investment gains (losses), net1 (168,406) (169,534) 1,128 (86,397) (87,454) 1,057 (146,164) (145,756) (408) Servicing fee income 21,079 - 21,079 21,447 - 21,447 26,711 - 26,711 Fees, commissions and other 83,304 47,063 36,241 96,243 48,097 48,146 86,034 47,701 38,333 Total other income $ (64,023) $ (122,471) $ 58,448 $ 31,293 $ (39,357) $ 70,650 $ (33,419) $ (98,055) $ 64,636 Average gross personal loans held for sale - $ 1,364,877 - - $ 1,343,098 - - $ 1,401,626 - 1 The current period losses were primarily driven by $170 million of lower of cost or market adjustments related to the held for sale personal lending portfolio, .comprised of $110 million in customer default activity, and a $60 million increase in market discount, consistent with typical seasonal patterns.

Excluding Personal Lending Detail Personal lending earned $98 million before operating expenses and taxes in FY 2019 Twelve Months Ended, (Unaudited, Dollars in Thousands) December 31, 2019 December 31, 2018 Total Personal Lending Excluding Personal Lending Total Personal Lending Excluding Personal Lending Interest on finance receivables and loans $ 5,049,966 $ 362,636 $ 4,687,330 $ 4,842,564 $ 345,923 $ 4,496,641 Net leased vehicle income 902,137 - 902,137 721,963 - 721,963 Other finance and interest income 42,234 - 42,234 33,235 - 33,235 Interest expense 1,331,804 46,501 1,285,302 1,111,760 45,386 1,066,374 Net finance and other interest income $ 4,662,533 $ 316,135 $ 4,344,920 $ 4,486,002 $ 300,537 $ 4,185,465 Provision for credit losses 2,093,749 1,139 2,092,610 2,205,585 187 2,205,398 Profit sharing 52,731 (669) 53,399 33,137 6,850 26,287 Investment gains (losses), net1 (406,687) (408,700) 2,013 (401,638) (367,219) (34,419) Servicing fee income 91,334 - 91,334 106,840 - 106,840 Fees, commissions and other 364,119 192,495 171,624 333,458 190,429 143,029 Total other income $ 48,766 $ (216,205) $ 264,972 $ 38,660 $ (176,790) $ 215,450 Personal lending profit before operating expenses and taxes - $ 98,122 - - $ 130,410 - Average gross personal loans held for sale - $ 1,393,456 - - $ 1,404,261 - 1 The FY 2019 period losses were primarily driven by $409 million of lower of cost or market adjustments related to the held for sale personal lending portfolio, comprised of $418 million in customer default activity, and a $9 million decrease in market discount

Reconciliation of Non-GAAP Measures Three Months Ended (Unaudited, Dollars in Thousands) Dec 31, 2019 Sep 30, 2019 Jun 30, 2019 Mar 31, 2019 Dec 31, 2018 Total Equity $7,318,620 $7,345,202 $7,337,261 $7,158,530 $7,018,358 Deduct: Goodwill and intangibles 116,828 110,683 108,173 115,256 109,251 Tangible common Equity $7,201,792 $7,234,519 $7,229,088 $7,043,274 $6,909,107 Total assets $48,933,529 $47,279,015 $46,416,093 $45,045,906 $43,959,855 Deduct: Goodwill and intangibles 116,828 110,683 108,173 115,256 109,251 Tangible assets $48,816,701 $47,168,332 $46,307,920 $44,930,650 $43,850,604 Equity to assets ratio 15.0% 15.5% 15.8% 15.9% 16.0% Tangible common equity to tangible assets 14.8% 15.3% 15.6% 15.7% 15.8% Total equity $7,318,620 $7,345,202 $7,337,261 $7,158,530 $7,018,358 Deduct: Goodwill and other intangible assets, net of DTL 152,756 150,644 152,264 163,444 161,516 Deduct: Accumulated other comprehensive income, net (26,693) (31,836) (21,568) 12,938 33,515 Tier 1 common capital $7,192,557 $7,226,394 $7,206,565 $6,982,148 $6,823,327 Risk weighted assets (a) $48,761,825 $46,870,019 $45,849,574 $44,260,896 $43,547,594 Common Equity Tier 1 capital ratio (b) 14.8% 15.4% 15.7% 15.8% 15.7% a) Under the banking agencies' risk-based capital guidelines, assets and credit equivalent amounts of derivatives and off-balance sheet exposures are assigned to .broad risk .categories. The aggregate dollar amount in each risk category is multiplied by the associated risk weight of the category. The resulting weighted values .are added together .with .the measure for market risk, resulting in the Company's and the Bank's total Risk weighted assets b) CET1 is calculated under Basel III regulations required as of January 1, 2015.

EX-99.3

Exhibit 99.3

Santander Consumer USA Holdings Inc. Announces Intent To Commence Tender Offer To Purchase Up To $1 Billion of its Shares

Dallas, TX - January 29, 2020 - PRESS RELEASE

Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC” or the “Company”) announced today that it intends to commence a “modified Dutch Auction” tender offer to purchase up to $1 billion of shares of its common stock, at a range of between $23 and $26 per share, or such lesser number of shares of its common stock as are properly tendered and not properly withdrawn to the seller in cash (the “Offer”). The maximum number of shares proposed to be purchased in the Offer represents approximately 13% of SC’s currently outstanding common stock, assuming a purchase price of $23 per share.

The Offer will be made upon the terms and subject to the conditions described in the offer to purchase, letter of transmittal and related materials to be filed with the U.S. Securities and Exchange Commission (the “SEC”) on the commencement date of the Offer.

SC intends to commence the Offer on January 30, 2020. The Offer will expire at 12:00 midnight, Eastern Time on February 27, 2020, unless extended.

SC believes the Offer is consistent with its long-term goal of allocating capital to provide value for its stockholders and other stakeholders. The Offer is part of SC’s share repurchase authorization previously announced on June 29, 2019 and is in line with Santander Holdings USA’s approved capital plan. The Offer provides a mechanism for completing SC’s authorized share repurchase program more rapidly than would be possible through open market repurchases. The Offer provides stockholders the opportunity to tender all or a portion of their shares, and thereby receive a return of some or all of their investment in the Company, if they so elect. SC will continue to explore options for returning capital to its stockholders, including any amounts not tendered in this Offer. Other options may include dividends and/or share repurchases, though the manner and timing of additional capital returns has not yet been determined.

None of SC, its directors, the dealer managers, the information agent or the depositary makes any recommendation as to whether any stockholder should participate or refrain from participating in the Offer or as to the price or prices at which stockholders may choose to tender their shares in the Offer.

Georgeson will serve as information agent for the Offer. Stockholders with questions, or who would like to receive additional copies of the Offer documents may call Georgeson at (800) 509-1312 (toll free). The dealer managers for the Offer are J.P. Morgan Chase & Co. and Barclays Capital Inc.

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Additional Information Regarding the Offer

The Offer has not yet commenced. SC will file a tender offer statement on schedule TO, including an offer to purchase, letter of transmittal and related materials, with the SEC on the commencement date of the Offer. Shareholders will be able to obtain copies of these documents and other documents filed with the SEC through the SEC’s internet address at www.sec.gov without charge. Shareholders may also obtain a copy of these documents, as well as any other documents SC has filed with the SEC from SC or at SC’s website: www.investors.santanderconsumerusa.com. Shareholders are urged to read these documents prior to making any decision with respect to the Offer.    

SC will fund the Offer with a combination of cash on hand and existing credit facilities.

A “modified Dutch auction” tender offer allows shareholders to indicate how many shares and at what price within SC’s specified range they wish to tender. Based on the number of shares tendered and the prices specified by the tendering shareholders, SC will determine the lowest price per share within the range that will enable the Company to purchase shares having an aggregate purchase price of up to $1 billion. Upon the terms and subject to the conditions of the Offer, if shares having an aggregate purchase price of less than $1 billion are validly tendered and not validly withdrawn, SC will buy all shares validly tendered and not validly withdrawn, subject to the satisfaction, in SC’s reasonable judgment, or waiver of the conditions to the Offer. SC also reserves the right, in the event that more than $1 billion of its shares are tendered in the Offer at or below the purchase price, to purchase up to an additional 2% of its shares outstanding without amending or extending the Offer. All shares purchased by SC in the Offer will be purchased at the same price. Shareholders whose shares are purchased in the Offer will be paid the determined purchase price in cash, less any applicable withholding taxes and without interest, after the expiration of the Offer.

Information Regarding the Offer

This press release is for informational purposes only. This press release is not a recommendation to buy or sell shares or any other securities of SC, and it is neither an offer to purchase nor a solicitation of an offer to sell shares or any other securities of SC. The solicitation and offer to buy SC’s common stock will only be made pursuant to the offer to purchase, the letter of transmittal and the other Offer materials that SC will send to its shareholders. Shareholders and investors are urged to read SC’s Tender Offer Statement on Schedule TO, the offer to purchase, the related letter of transmittal and the other offer materials, as well as any amendments or supplements to the Schedule TO when they become available on the commencement date of the Offer, because they will contain important information, including various terms and conditions of the Offer.

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Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as anticipates, believes, can, could, may, predicts, potential, should, will, estimates, plans, projects, continuing, ongoing, expects, intends, and similar words or phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond our control. For additional discussion of these risks, refer to the section entitled Risk Factors and elsewhere in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed by us with the SEC. Among the factors that could cause the forward-looking statements in this press release and/or our financial performance to differ materially from that suggested by the forward-looking statements are (a) the inherent limitations in internal control over financial reporting; (b) our ability to remediate any material weaknesses in internal controls over financial reporting completely and in a timely manner; (c) continually changing federal, state, and local laws and regulations could materially adversely affect our business; (d) adverse economic conditions in the United States and worldwide may negatively impact our results; (e) our business could suffer if our access to funding is reduced; (f) significant risks we face implementing our growth strategy, some of which are outside our control; (g) unexpected costs and delays in connection with exiting our personal lending business; (h) our agreement with FCA US LLC may not result in currently anticipated levels of growth and is subject to certain conditions that could result in termination of the agreement; (i) our business could suffer if we are unsuccessful in developing and maintaining relationships with automobile dealerships; (j) our financial condition, liquidity, and results of operations depend on the credit performance of our loans; (k) loss of our key management or other personnel, or an inability to attract such management and personnel; (l) certain regulations, including but not limited to oversight by the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau, the European Central Bank, and the Federal Reserve, whose oversight and regulation may limit certain of our activities, including the timing and amount of dividends and other limitations on our business; and (m) future changes in our relationship with SHUSA and Banco Santander that could adversely affect our operations. If one or more of the factors affecting our forward-looking information and statements proves incorrect, our actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements. Therefore, we caution the reader not to place undue reliance on any forward-looking information or statements. The effect of these factors is difficult to predict. Factors other than these also could adversely affect our results, and the reader should not consider these factors to be a complete set of all potential risks or uncertainties as new factors emerge from time to time. Any forward-looking statements only speak as of the date of this document, and we undertake no obligation to update any forward-looking information or statements, whether written or oral, to reflect any change, except as required by law. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

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About Santander Consumer USA Holdings Inc.

Santander Consumer USA Holdings Inc. (NYSE: SC) (“SC”) is a full-service consumer finance company focused on vehicle finance, third-party servicing and delivering superior service to our more than 2.9 million customers across the full credit spectrum. The Company, which began originating retail installment contracts in 1997, had an average managed asset portfolio of approximately $59 billion (as of December 31, 2019), and is headquartered in Dallas. (www.santanderconsumerusa.com)

CONTACTS:

Investor Relations

Evan Black

800.493.8219

InvestorRelations@santanderconsumerusa.com

Media Relations

Annette Rogers

469.563.4157

Media@santanderconsumerusa.com

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Document and Entity Information	Jan. 29, 2020
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001580608
Document Type	8-K
Document Period End Date	Jan. 29, 2020
Entity Registrant Name	SANTANDER CONSUMER USA HOLDINGS INC.
Entity Incorporation State Country Code	DE
Entity File Number	001-36270
Entity Tax Identification Number	32-0414408
Entity Address, Address Line One	1601 Elm St.
Entity Address, Address Line Two	Suite #800
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75201
City Area Code	(214)
Local Phone Number	634-1110
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	true
Security 12b Title	Common Stock, $0.01 par value per share
Trading Symbol	SC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false