Related Party Transactions

12 Months Ended

Dec. 31, 2021

The Bancorp maintains written policies and procedures covering related party transactions with principal shareholders, directors and executives of the Bancorp. These procedures cover transactions such as employee-stock purchase loans, personal lines of credit, residential secured loans, overdrafts, letters of credit and increases in indebtedness. Such transactions are subject to the Bancorp’s normal underwriting and approval procedures. Prior to approving a loan to a related party, Compliance Risk Management must review and determine whether the transaction requires approval from or a post notification to the Bancorp’s Board of Directors. At December 31, 2021 and 2020, certain directors, executive officers, principal holders of Bancorp common stock and their related interests were indebted, including undrawn commitments to lend, to the Bancorp’s banking subsidiary.

The following table summarizes the Bancorp’s lending activities with its principal shareholders, directors, executives and their related interests at December 31:


($ in millions)	2021		2020
Commitments to lend, net of participations:
Directors and their affiliated companies	$	157	79
Executive officers	7		7
Total	$	164	86

Outstanding balance on loans, net of participations and undrawn commitments	$	115	67

The commitments to lend are in the form of loans and guarantees for various business and personal interests. This indebtedness was incurred in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with unrelated parties. This indebtedness does not involve more than the normal risk of repayment or present other features unfavorable to the Bancorp.

Worldpay, Inc. and Worldpay Holding, LLC

On June 30, 2009, the Bancorp completed the sale of a majority interest in its processing business, Vantiv Holding, LLC (now Worldpay Holding, LLC). Advent International acquired an approximate 51% interest in Worldpay Holding, LLC for cash and a warrant. The Bancorp retained the remaining approximate 49% interest in Worldpay Holding, LLC.

During the first quarter of 2012, Vantiv, Inc. (now Worldpay, Inc.) priced an IPO of its shares and contributed the net proceeds to Worldpay Holding, LLC for additional ownership interests, reducing the Bancorp’s ownership percentage to 39%. Subsequent to the IPO, the Bancorp consummated a series of sales transactions which culminated in the sale of all of its remaining interests in Worldpay Holding, LLC in the first quarter of 2019. The Bancorp recognized a gain of $562 million in other noninterest income during the first quarter of 2019 as a result of the final sale transaction. As of January 1, 2020, Worldpay Holding, LLC and Worldpay, Inc. were no longer considered related parties of the Bancorp as the Bancorp no longer beneficially owned any of Worldpay, Inc.’s equity securities. For further information on TRAs with Worldpay, Inc, refer to Note 15.

The Bancorp and Worldpay Holding, LLC had various agreements in place covering services including interchange clearing, settlement and sponsorship. Worldpay Holding, LLC paid the Bancorp $87 million for these services for the year ended December 31, 2019. In addition to the previously mentioned services, the Bancorp previously entered into an agreement under which Worldpay Holding, LLC would provide processing services to the Bancorp. The total amount of fees relating to the processing services provided to the Bancorp by Worldpay Holding, LLC totaled $77 million for the year ended December 31, 2019. These fees were primarily reported as a component of card and processing expense in the Consolidated Statements of Income.

Coforge Business Process Solutions Private Limited

As of December 31, 2021, the Bancorp owns 100% of Fifth Third Mauritius Holdings Limited, which owns 40% of Coforge Business Process Solutions Private Limited (formerly known as SLK Global Solutions Private Limited), and accounts for this investment under the equity method of accounting. During the second quarter of 2021, Coforge Limited acquired a controlling interest in SLK Global Solutions Private Limited. As part of this transaction, the Bancorp sold a 9% interest in SLK Global Solutions Private Limited to Coforge Limited and recognized a gain of $12 million as a result of the transaction. The Bancorp recognized $3 million, $5 million and $3 million in other noninterest income in the Consolidated Statements of Income as part of its equity method investment in Coforge Business Process Solutions Private Limited for the years ended December 31, 2021, 2020 and 2019, respectively. The Bancorp received cash distributions of $5 million and $1 million during the years ended December 31, 2021 and 2020, respectively. The Bancorp’s investment in Coforge Business Process Solutions Private Limited was $19 million and $26 million at December 31, 2021 and 2020, respectively. The Bancorp paid Coforge Business Process Solutions Private Limited $21 million, $27 million and $22 million for their process and software services during the years ended December 31, 2021, 2020 and 2019, respectively, which are included in other noninterest expense in the Consolidated Statements of Income.

CDC investments

The Bancorp holds equity investments in non-consolidated VIEs related to CDC. The Bancorp had loans outstanding to these VIEs of $22 million and $18 million at December 31, 2021 and 2020, respectively, as well as unfunded commitment balances of $36 million and

$39 million at December 31, 2021 and 2020, respectively. The Bancorp also held $51 million and $63 million of deposits for these entities at December 31, 2021 and 2020, respectively. For further information on CDC investments, refer to Note 12.