BORROWINGS

Total borrowings and other debt obligations at June 30, 2014 were $38.2 billion, compared to $12.4 billion at December 31, 2013, primarily due to the SCUSA Change in Control. The Company's debt agreements impose certain limitations on dividends and other payments and transactions. The Company is currently in compliance with these limitations.

Periodically, as part of the Company's wholesale funding management, it opportunistically repurchases outstanding borrowings in the open market and subsequently retires the obligations. During the six-month periods ended June 30, 2014 and 2013, the Company repurchased $0.6 million and $0.1 million of outstanding borrowings in the open market, respectively.

NOTE 9. BORROWINGS (continued)

The following table presents information regarding the holding company's borrowings and other debt obligations at the dates indicated:



	June 30, 2014				December 31, 2013
	Balance		Effective Rate		Balance		Effective Rate
	(in thousands)
3.00% senior notes, due September 2015	$	599,258	3.28	%	$	598,965	3.28	%
4.625% senior notes, due April 2016	474,666		4.85		474,306		4.85
3.45% senior notes, due August 2018	499,232		3.62		499,148		3.62
Subordinated notes, due March 2020⁽¹⁾	—		—		756,829		5.96
Junior subordinated debentures - Capital Trust IV, due March 2034⁽²⁾	—		—		611		12.84
Common securities - Capital Trust IV⁽²⁾	—		—		24,742		4.38
Junior subordinated debentures - Capital Trust VI, due June 2036	70,262		7.91		70,262		7.91
Common securities - Capital Trust VI	10,000		7.91		10,000		7.91
Junior subordinated debentures - Capital Trust IX, due July 2036	150,000		2.02		150,000		2.04
Common securities - Capital Trust IX	4,640		2.02		4,640		2.04
Total holding company borrowings and other debt obligations	$	1,808,058	3.88	%	$	2,589,503	4.50	%

(1) On February 21, 2014, the subordinated note, with a value of $750.0 million, was converted to 3.0 million shares of SHUSA common stock.

(2) In December 2012, a settlement agreement was executed with respect to the Company's Trust PIERS litigation. The settlement agreement required the Company to make additional offers to purchase the Trust PIERS until no Trust PIERS remain outstanding. On February 28, 2014, the Company called and retired the remaining PIERS securities in the amount of $24.7 million.

The following table presents information regarding the Bank's borrowings and other debt obligations at the dates indicated:



	June 30, 2014				December 31, 2013
	Balance		Effective Rate		Balance		Effective Rate
	(in thousands)
8.750% subordinated debentures, due May 2018	$	497,670	8.91	%	$	497,427	8.91	%
FHLB advances, maturing through August 2018⁽¹⁾	9,593,309		2.74		8,952,012		3.36
Subordinated term loan, due February 2019	145,279		6.00		150,273		6.06
REIT preferred, due May 2020	152,666		13.70		151,918		13.83
Subordinated term loan, due August 2022	34,674		7.77		35,491		7.78
Total Bank borrowings and other debt obligations	$	10,423,598	3.26	%	$	9,787,121	3.87	%

(1) In February 2014, the Company restructured $1.7 billion of FHLB advances and extended their maturities by two years. The average rate of these borrowings decreased from 5.39% to 3.43% as a result of the restructuring.

NOTE 9. BORROWINGS (continued)

The following tables present information regarding SCUSA's borrowings and other debt obligations at the date indicated⁽¹⁾:



	June 30, 2014
	Balance		Effective Rate
	(in thousands)
SCUSA warehouse line, due July 2014⁽²⁾	$	109,461	2.05	%
SCUSA warehouse line, maturing on various dates⁽³⁾	552,268		1.14
SCUSA warehouse line, due March 2015⁽⁴⁾	250,594		0.99
SCUSA warehouse line, due July 2015	153,515		1.64
SCUSA warehouse line, due September 2015⁽⁵⁾	196,880		1.97
SCUSA warehouse line, due December 2015	464,037		2.18
SCUSA warehouse line, due December 2015	495,765		0.91
SCUSA warehouse line, due January 2016⁽⁶⁾	1,318,088		1.15
SCUSA warehouse line, due November 2016⁽⁷⁾	175,000		1.71
SCUSA repurchase facility, maturing on various dates⁽⁸⁾	747,342		1.52
SCUSA line of credit with related party, due December 2016⁽⁹⁾	500,000		2.45
SCUSA line of credit with related party, due December 2016⁽⁹⁾	1,750,000		2.26
SCUSA line of credit with related party, due December 2018⁽⁹⁾	750,000		2.59
Total SCUSA revolving credit facilities	$	7,462,950	1.78	%



	June 30, 2014
	Balance		Initial Weighted Average Interest Rate Range
	(in thousands)
SCUSA public securitizations, maturing on various dates⁽¹⁰⁾	$	12,242,497	0.89% - 2.80%
SCUSA privately issued amortizing notes, maturing on various dates⁽¹⁰⁾	6,276,547		1.07% - 1.85%
Total SCUSA secured structured financings	$	18,519,044	0.89% - 2.80%

(1) Balances as of December 31, 2013 are not presented due to SCUSA being accounted for as an Equity Method Investment at that date.

(2) In July 2014, the maturity date of this facility was extended to June 2015.

(3) Half of the outstanding balance on this facility matures in March 2015 and half in March 2016.

(4) This line is collateralized by securitization notes payable retained by SCUSA.

(5) This line is held exclusively for unsecured consumer term loans.

(6) This line is held exclusively for Chrysler Capital retail loan and lease financing, with lease financing comprising no more than 50% of the outstanding balance upon advance.

(7) This line is collateralized by residuals retained by SCUSA.

(8) This repurchase facility is collateralized by securitization bonds and residuals retained by SCUSA. No portion of this facility is unsecured. The facility has rolling 30-day and 90-day maturities.

(9) These lines are collateralized by securitization notes payable and residuals retained by SCUSA. As of June 30, 2014, $1.6 billion of the aggregate outstanding balances on these credit facilities was unsecured.

(10) SCUSA has entered into various securitization transactions involving its retail automotive installment loans and leases. These transactions are accounted for as secured financings and therefore both the securitized retail installment contracts and the related securitization debt issued by special purpose entities, remain on the Condensed Consolidated Balance Sheet. The maturity of this debt is based on the timing of repayments from the securitized assets.