BORROWINGS

6 Months Ended

Jun. 30, 2020

Total borrowings and other debt obligations at June 30, 2020 were $49.9 billion, compared to $50.7 billion at December 31, 2019. The Company's debt agreements impose certain limitations on dividends 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.

Bank

The Bank had no new securities issuances in the open market during the six-month periods ended June 30, 2020 and 2019.

During the six-month period ended June 30, 2020, the Bank repurchased the following borrowings and other debt obligations:

•$126.4 million of its REIT preferred debt.

•$1.0 billion prepayment of FHLB advances.

During the six-month period ended June 30, 2019, the Bank repurchased the following borrowings and other debt obligations:

•$27.9 million of its subordinated notes due August 2022.

•$21.2 million of its REIT preferred debt.

SHUSA

During the six-month period ended June 30, 2020, the Company issued $2.1 billion of debt, consisting of:

•$500.0 million 5.83% senior fixed-rate note due March 2023 to Santander, an affiliate.

•$447.1 million of its senior floating-rate note due April 2023.

•$1.0 billion 3.45% senior fixed-rate note due June 2025.

•$125.0 million 2.0% short-term borrowing due February 2021 to an affiliate.

During the six-month period ended June 30, 2020, the Company repurchased the following borrowings and other debt obligations:

•$1.0 billion of its 2.65% senior notes due April 2020.

NOTE 9. BORROWINGS (continued)

During the six-month period ended June 30, 2019, the Company issued $1.0 billion of 3.50% senior notes due June 2024 and the Company also redeemed $178.7 million of its 2.70% senior notes due May 2019.

Parent Company and other Subsidiary Borrowings and Debt Obligations

The following table presents information regarding the Parent Company and its subsidiaries' borrowings and other debt obligations at the dates indicated:


	June 30, 2020						December 31, 2019
(dollars in thousands)	Balance		Effective Rate		Balance		Effective Rate
Parent Company
2.65% senior notes due April 2020	$	—	—	%	$	999,502	2.82	%
4.45% senior notes due December 2021	604,629		4.61 %		604,172		4.61	%
3.70% senior notes due March 2022	849,155		3.74 %		849,465		3.74	%
3.40% senior notes due January 2023	996,665		3.54 %		996,043		3.54	%
3.50% senior notes due June 2024	996,238		3.60 %		995,797		3.60	%
4.50% senior notes due July 2025	1,096,787		4.56 %		1,096,508		4.56	%
4.40% senior notes due July 2027	1,049,820		4.40 %		1,049,813		4.40	%
2.88% senior notes due January 2024 ⁽⁴⁾	750,000		2.88 %		750,000		2.88	%
5.83% senior notes due March 2023⁽⁴⁾	500,000		5.83 %		—		—	%
3.24% senior notes due November 2026	910,515		3.97 %		907,844		3.97	%
3.45% senior notes, due June 2025	994,329		3.58 %		—		—	%
Senior notes due September 2020 ⁽²⁾	106,173		3.51 %		112,358		3.36	%
Senior notes due June 2022⁽¹⁾	427,907		2.43 %		427,889		3.47	%
Senior notes due January 2023 ⁽³⁾	720,882		2.69 %		720,861		3.29	%
Senior notes due July 2023 ⁽³⁾	438,991		2.66 %		438,962		2.48	%
Senior notes due April 2023 ⁽³⁾	447,006		3.52 %		—		—	%
Short-term borrowing due within one year, with an affiliate	125,000		2.00 %		—		—	%
Subsidiaries
2.00% subordinated debt maturing through 2020	284		2.00	%	602		2.00	%
Short-term borrowing due within one year, maturing July 2020	8,000		0.05	%	1,831		0.38	%
Total Parent Company and subsidiaries' borrowings and other debt obligations	$	11,022,381	3.75	%	$	9,951,647	3.68	%

(1) These notes bear interest at a rate equal to the three-month LIBOR plus 100 basis points per annum.

(2) This note will bear interest at a rate equal to the three-month GBP LIBOR plus 105 basis points per annum.

(3) This note will bear interest at a rate equal to the three-month LIBOR plus 110 basis points per annum.

(4) These notes are with SHUSA's parent company, Santander.

Bank Borrowings and Debt Obligations

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


	June 30, 2020						December 31, 2019
(dollars in thousands)	Balance		Effective Rate		Balance		Effective Rate
FHLB advances, maturing through May 2022	$	5,400,000	1.14	%	$	7,035,000	2.15	%
REIT preferred, callable May 2020	—		—	%	125,943		13.17	%
Total Bank borrowings and other debt obligations	$	5,400,000	1.14	%	$	7,160,943	2.34	%

The Bank had outstanding irrevocable letters of credit totaling $340.8 million from the FHLB of Pittsburgh at June 30, 2020 used to secure uninsured deposits placed with the Bank by state and local governments and their political subdivisions.

NOTE 9. BORROWINGS (continued)

Revolving Credit Facilities

The following tables present information regarding SC's credit facilities as of June 30, 2020 and December 31, 2019, respectively:


	June 30, 2020
(dollars in thousands)	Balance		Committed Amount		Effective Rate		Assets Pledged		Restricted Cash Pledged
Warehouse line due March 2021	$	46,445	$	1,250,000	2.03	%	$	743,224	$	1
Warehouse line due November 2021	428,120		500,000		1.94	%	406,684		—
Warehouse line due July 2021	322,790		500,000		2.58	%	328,473		—
Warehouse line due October 2021	509,577		2,100,000		2.43	%	1,234,913		17
Warehouse line due June 2021	325,683		500,000		2.23	%	442,349		—
Warehouse line due January 2022	649,400		1,000,000		2.03	%	875,599		—
Warehouse line due June 2021	377,600		600,000		2.27	%	199,388		1,684
Warehouse line due October 2021⁽³⁾	152,000		1,500,000		4.28	%	136,639		—
Warehouse line due October 2021⁽¹⁾	832,943		3,500,000		3.75	%	415,514		—
Repurchase facility due October 2020⁽²⁾	253,128		253,128		3.80	%	377,550		—
Repurchase facility due September 2020⁽²⁾	44,800		44,800		2.24	%	69,945		—
Total facilities with third parties	$	3,942,486	$	11,747,928	2.72	%	$	5,230,278	$	1,702

Promissory note with Santander due June 2022	$	2,000,000	$	2,000,000	1.40	%	$	—	$	—
Total facilities with related parties	$	2,000,000	$	2,000,000	1.40	%	$	—	$	—

Total SC revolving credit facilities	$	5,942,486	$	13,747,928	2.28	%	$	5,230,278	$	1,702

(1) This line is held exclusively for financing of Chrysler Capital leases. In April 2020, the commitment amount was reduced by $500 million.

(2) The repurchase facilities are collateralized by securitization notes payable retained by SC. As the borrower, SC is exposed to liquidity risk due to changes in the market value of retained securities pledged. In some instances, SC places or receives cash collateral with counterparties under collateral arrangements associated with SC's repurchase agreements.

(3) During the three months ended March 31, 2020 the Chrysler Finance Loan credit facility was reactivated with a $1 billion commitment. In April 2020, the commitment amount increased by $500 million.


	December 31, 2019
(dollars in thousands)	Balance		Committed Amount		Effective Rate		Assets Pledged		Restricted Cash Pledged
Warehouse line due March 2021	$	516,045	$	1,250,000	3.10	%	$	734,640	$	1
Warehouse line due November 2020	471,320		500,000		2.69	%	505,502		186
Warehouse line due July 2021	500,000		500,000		3.64	%	761,690		302
Warehouse line due October 2021	896,077		2,100,000		3.44	%	1,748,325		7
Warehouse line due June 2021	471,284		500,000		3.32	%	675,426		—
Warehouse line due November 2020	970,600		1,000,000		2.57	%	1,353,305		—
Warehouse line due June 2021	53,900		600,000		7.02	%	62,601		94
Warehouse line due October 2021⁽¹⁾	1,098,443		5,000,000		4.43	%	1,898,365		1,756
Repurchase facility due January 2020⁽²⁾	273,655		273,655		3.80	%	377,550		—
Repurchase facility due March 2020⁽²⁾	100,756		100,756		3.04	%	151,710		—
Repurchase facility due March 2020⁽²⁾	47,851		47,851		3.15	%	69,945		—
Total SC revolving credit facilities	$	5,399,931	$	11,872,262	3.44	%	$	8,339,059	$	2,346

The warehouse lines and repurchase facilities are fully collateralized by a designated portion of SC's RICs, leased vehicles, securitization notes payable and residuals retained by SC.

NOTE 9. BORROWINGS (continued)

Secured Structured Financings

The following tables present information regarding SC's secured structured financings as of June 30, 2020 and December 31, 2019, respectively:


	June 30, 2020
(dollars in thousands)	Balance		Initial Note Amounts Issued⁽³⁾		Initial Weighted Average Interest Rate Range	Collateral⁽²⁾		Restricted Cash
SC public securitizations maturing on various dates between April 2022 and May 2028⁽¹⁾⁽⁴⁾	$	17,858,305	$	44,115,005	1.29% - 3.42%	$	22,498,984	$	1,571,364
SC privately issued amortizing notes maturing on various dates between June 2022 and November 2026 ⁽³⁾	9,634,154		10,597,563		1.28% - 3.90%	12,483,110		39,323
Total SC secured structured financings	$	27,492,459	$	54,712,568	1.28% - 3.90%	$	34,982,094	$	1,610,687

(1) Securitizations executed under Rule 144A of the Securities Act are included within this balance.

(2) Secured structured financings may be collateralized by SC's collateral overages of other issuances.

(3) Excludes securitizations which no longer have outstanding debt and excludes any incremental borrowings.

(4) As of June 30, 2020, $4.5 million in secured structured financing is held by Santander.


	December 31, 2019
(dollars in thousands)	Balance		Initial Note Amounts Issued		Initial Weighted Average Interest Rate Range	Collateral		Restricted Cash
SC public securitizations maturing on various dates between April 2021 and February 2027	$	18,807,773	$	43,982,220	1.35% - 3.42%	$	24,697,158	$	1,606,646
SC privately issued amortizing notes maturing on various dates between July 2019 and November 2026	9,334,112		10,397,563		1.05% - 3.90%	12,048,217		20,878
Total SC secured structured financings	$	28,141,885	$	54,379,783	1.05% - 3.90%	$	36,745,375	$	1,627,524

Most of SC's secured structured financings are in the form of public, SEC-registered securitizations. SC also executes private securitizations under Rule 144A of the Securities Act, and periodically issues private term amortizing notes, which are structured similarly to securitizations but are acquired by banks and conduits. SC's securitizations and private issuances are collateralized by vehicle RICs and loans or leases. As of June 30, 2020 and December 31, 2019, SC had private issuances of notes backed by vehicle leases outstanding totaling $10.8 billion and $10.2 billion, respectively.