Borrowings

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

BORROWINGS

NOTE 11 — BORROWINGS

Short-term Borrowings

Short-term borrowings at September 30, 2023 and December 31, 2022 include:

dollars in millions	September 30, 2023		December 31, 2022
Securities sold under customer repurchase agreements	$	453	$	436
Notes payable to FHLB of Atlanta at overnight SOFR plus 0.28%.	—		1,750
Total short-term borrowings	$	453	$	2,186

Securities Sold under Agreements to Repurchase

BancShares held $453 million and $436 million at September 30, 2023 and December 31, 2022, respectively, of securities sold under agreements to repurchase that have overnight contractual maturities and are collateralized by government agency securities.

BancShares utilizes securities sold under agreements to repurchase to facilitate the needs for collateralization of commercial customers and secure wholesale funding needs. Repurchase agreements are transactions whereby BancShares offers to sell to a counterparty an undivided interest in an eligible security at an agreed upon purchase price, and which obligates BancShares to repurchase the security at an agreed upon date, repurchase price and interest rate. These agreements are recorded at the amount of cash received in connection with the transactions and are reflected as securities sold under customer repurchase agreements.

BancShares monitors collateral levels on a continuous basis and maintains records of each transaction specifically describing the applicable security and the counterparty’s fractional interest in that security, and segregates the security from general assets in accordance with regulations governing custodial holdings of securities. The primary risk with repurchase agreements is market risk associated with the investments securing the transactions, as additional collateral may be required based on fair value changes of the underlying investments. Securities pledged as collateral under repurchase agreements are maintained with safekeeping agents. The carrying value of investment securities pledged as collateral under repurchase agreements was $470 million and $496 million at September 30, 2023 and December 31, 2022, respectively.

Long-term Borrowings

Long-term borrowings at September 30, 2023 and December 31, 2022 include:

Long-term Borrowings

dollars in millions	Maturity	September 30, 2023		December 31, 2022
Parent Company:
Subordinated:
Fixed-to-Floating subordinated notes at 3.375%	March 2030	350		350
Junior subordinated debentures at 3-month LIBOR plus 2.25% (FCB/SC Capital Trust II)	June 2034	20		20
Junior subordinated debentures at 3-month LIBOR plus 1.75% (FCB/NC Capital Trust III)	June 2036	88		88
Subsidiaries:
Senior:
Senior unsecured fixed-to-floating rate notes at 3.929%	June 2024	—		500
Senior unsecured fixed-to-floating rate notes at 2.969%	September 2025	315		315
Fixed senior unsecured notes at 6.00%	April 2036	51		51
Subordinated:
Fixed subordinated notes at 6.125%	March 2028	400		400
Fixed-to-Fixed subordinated notes at 4.125%	November 2029	100		100
Junior subordinated debentures at 3-month LIBOR plus 2.80% (Macon Capital Trust I)	March 2034	14		14
Junior subordinated debentures at 3-month LIBOR plus 2.85% (SCB Capital Trust I)	April 2034	10		10
Secured:
Notes payable to FHLB of Atlanta at overnight SOFR plus spreads ranging from 0.32% to 0.36%.	Maturities through September 2025	—		2,500
Purchase Money Note to FDIC fixed at 3.50% (1)	March 2028	36,072		—
Other secured financings	Maturities through January 2024	—		18
Capital lease obligations	Maturities through May 2057	9		7
Unamortized issuance costs		(1)		(1)
Unamortized purchase accounting adjustments (2)		(169)		87
Total long-term borrowings		$	37,259	$	4,459

(1)    Issued in connection with the SVBB Acquisition and will be secured by acquired loans. See below and Note 2—Business Combinations for further information.

(2)    At September 30, 2023 and December 31, 2022, unamortized purchase accounting adjustments were $59 million and $69 million, respectively, for subordinated debentures.

Pledged Assets

At September 30, 2023, BancShares had pledged $30.7 billion of loans to the FHLB and FRB.

As a member of the FHLB, FCB can access financing based on an evaluation of its creditworthiness, statement of financial position, size and eligibility of collateral. Pledged assets related to these financings totaled $24.5 billion at September 30, 2023. FCB may at any time grant a security interest in, sell, convey or otherwise dispose of any of the assets used for collateral, provided that FCB is in compliance with the collateral maintenance requirement immediately following such disposition.

Under borrowing arrangements with the FRB of Richmond, BancShares has access to an additional $5.0 billion on a secured basis. There were no outstanding borrowings with the FRB Discount Window at September 30, 2023 and December 31, 2022. Assets pledged to the FRB of Richmond totaled $6.2 billion at September 30, 2023.

In connection with the SVBB Acquisition, FCB and the FDIC entered into a Purchase Money Note, which is primarily secured by all loans acquired and related commitments that subsequently were drawn and outstanding as of September 30, 2023.

At September 30, 2023, BancShares had a credit line allowing contingent access to borrowings on an unsecured basis of up to $100 million, all of which was unused and available.