SLM Corporation Announces Results of $1 Billion Modified Dutch Auction Tender Offer for Outstanding Notes
RESTON, Va.-(Business Wire)-September 16, 2009 - SLM Corporation (NYSE:SLM), commonly known as Sallie Mae, today announced that, as of 5 p.m. EDT, on Sept. 15, 2009 (the Early Participation Date), it has received tenders of $1,240,329,000 for Sallie Mae’s outstanding LIBOR Floating Rate Medium Term Notes, Series A Due 2010 and 4.50% Medium Term Notes, Series A Due 2010 (the Notes), pursuant to its previously announced $1 billion modified “Dutch Auction” cash tender offer (the Tender Offer).
Sallie Mae also announced today that it is raising the tender cap from $1 billion to $1,240,329,000. Neither the Withdrawal Date nor the withdrawal rights have been extended as a result of this increase. Since the tender cap has been reached by the Early Participation Date, Sallie Mae has elected to exercise its option not to accept any additional tenders from holders of the Notes during the period remaining until the Expiration Date, as described in the Offer to Purchase dated Sept. 1, 2009.
According to D.F. King & Co., Inc., the information agent and depositary for the Tender Offer, as of the Early Participation Date, Sallie Mae received valid tender offers from holders of Notes outlined in the table below.
|
Series of Notes |
CUSIP No. |
Outstanding Principal Amount | Principal Amount Tendered as of the Early Participation Date |
Percent of Outstanding Principal Amount Tendered1 |
Principal Amount Accepted |
Clearing Premium2 |
Total Consideration2 | |||||||
| LIBOR Floating Rate Medium Term Notes, Series A Due 2010 | 78442FEC8 | $1,938,678,000 | $772,947,000 | 39.9% | $772,947,000 | $40.00 | $950.00 | |||||||
| 4.50% Medium Term Notes, Series A Due 2010 | 78442FDP0 | $1,195,966,000 | $467,382,000 | 39.1% | $467,382,000 | $40.00 | $980.00 |
1 Rounded to the nearest one tenth of one percent.
2 Per $1,000 of principal amount of Notes tendered and validly accepted.
Holders who validly tendered and did not withdraw their Notes on or prior to the Early Participation Date, and whose Notes are purchased pursuant to the Tender Offer, will be entitled to receive the Total Consideration which includes $30.00 per $1,000 principal amount of Notes (the Early Participation Amount) accepted for purchase. The Early Participation Amount was included in the bid price specified by such tendering holders.
Previously tendered Notes cannot be withdrawn after the Withdrawal Date, which also occurred at 5 p.m. EDT, on Sept. 15, 2009. The Tender Offer will expire at midnight EDT, on Sept. 29, 2009, unless extended (the Expiration Date) and is expected to settle on Sept. 30, 2009.
This announcement is for informational purposes only and is not an offer to purchase or a solicitation of an offer to purchase any Notes. The tender offer is being made solely pursuant to the Offer to Purchase and related documents.
Sallie Mae has retained BofA Merrill Lynch and J.P. Morgan Securities Inc. to act as the dealer managers for the Tender Offer. D.F. King & Co., Inc. is the Information Agent and Depositary for the Tender Offer.
For additional information regarding the terms of the Tender Offer, please contact: BofA Merrill Lynch at 888/292-0070 (toll free) or 980/388-4603 (collect) and J.P. Morgan Securities Inc. at 866/834-4666 (toll free) or 212/834-3424 (collect). Requests for documents and questions regarding the tendering of Notes may be directed to the Information Agent at the numbers provided below:
| The Information Agent for the Tender Offer is:
D.F. KING & CO., INC.
Banks and Brokers Call: (212) 269-5550 All Others Call Toll Free: (800) 207-3158 | The Depositary Agent for the Tender Offer is:
By facsimile: (For Eligible Institutions only): (212) 809-8839
Confirmation: (212) 493-6920 Attn: Elton Bagley |
SLM Corporation (NYSE:SLM), commonly known as Sallie Mae, is the nation’s leading provider of saving, planning and paying for education programs. Through its subsidiaries, the company manages $188 billion in education loans and serves 10 million student and parent customers. Through its Upromise affiliates, the company also manages more than $19 billion in 529 college-savings plans, and is a major, private source of college funding contributions in America with 11 million members and more than $500 million in member rewards. Sallie Mae and its subsidiaries offer debt management services as well as business and technical products to a range of business clients, including higher education institutions, student loan guarantors and state and federal agencies. More information is available at www.salliemae.com. SLM Corporation and its subsidiaries are not sponsored by or agencies of the United States of America.
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