Sallie Mae Extends Deadline for Securities Tendered to March 25, Announces Early Results of its $1.2 Billion Cash Tender Offers
2013-03-12 08:45 ET - News Release
 Company Website:
http://www.salliemae.com NEWARK, Del. -- (Business Wire)
Sallie Mae (NASDAQ: SLM), the nation’s No. 1 financial services company
specializing in education, today announced that it has elected to extend
the deadline, which was previously set at 5 p.m. New York City Time on
March 11, 2013 (the “Early Tender Deadline”), for which Holders of Any
and All Securities are eligible to receive the applicable total
consideration, which includes an early tender payment of $30.00 per
$1,000 principal amount of securities accepted for purchase (the “Any
and All Total Consideration”). Holders of Any and All Securities who
validly tender their securities after the Early Tender Deadline but on
or prior to 11:59 p.m. New York City Time on March 25, 2013 (the
“Expiration Date”), are now entitled to receive the Any and All Total
Consideration.
Sallie Mae today also announced that it has elected to extend the
deadline, which was previously set at the Early Tender Deadline, for
which Holders of Waterfall Securities are eligible to receive the
applicable total consideration, which includes an early tender payment
of $30.00 per $1,000 principal amount of securities accepted for
purchase (the “Waterfall Total Consideration”). Holders of Waterfall
Securities who validly tender their securities after the Early Tender
Deadline but on or prior to the Expiration Date, are now eligible to
receive the Waterfall Total Consideration.
Holders who validly tendered and did not withdraw their securities on or
prior to the Early Tender Deadline, and whose securities are accepted
for purchase in the Any and All Offer, will be entitled to receive the
Any and All Total Consideration, which includes an early tender payment
of $30.00 per $1,000 principal amount of securities accepted for
purchase, on the Early Tender Settlement Date, expected to be March 13,
2013.
Holders who validly tender their Any and All Securities after the Early
Tender Deadline but on or prior to the Expiration Date, and whose
securities are accepted for purchase in the Any and All Offer, will be
paid the Any and All Total Consideration on the Final Settlement Date,
which is expected to be March 27, 2013 (the “Final Settlement Date”).
Holders who validly tender their Waterfall Securities prior to the
Expiration Date, and whose securities are accepted for purchase in the
Waterfall Offer, will be paid the Waterfall Total Consideration on the
Final Settlement Date.
As of 5 p.m. New York City Time on March 11, 2013, Sallie Mae received
tenders of securities subject to the Any and All Offer totaling
$202,422,000 and tenders of securities subject to the Waterfall Offer
totaling $550,217,000.
The results are set out in the table below:
| Title of Security |
|
| CUSIP No. |
|
| ISIN |
|
| Outstanding Principal Amount |
|
| Principal Amount Tendered by the Early Tender Deadline |
|
| Total Consideration (1)(2) | | | Any and All Offer | | | | | | | | | | | | | | | | | |
Floating Rate MTN, Series A Due November 1, 2013
| | |
78442FBH0
| | |
US78442FBH01
| | |
$132,505,000
| | |
$39,170,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due November 21, 2013
| | |
78442FBJ6
| | |
US78442FBJ66
| | |
$74,701,000
| | |
$16,276,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due January 1, 2014
| | |
78442FBM9
| | |
US78442FBM95
| | |
$50,254,000
| | |
$12,238,000
| | |
$1,021.25
| | |
Floating Rate MTN, Series A Due January 31, 2014
| | |
78442FBS6
| | |
US78442FBS65
| | |
$132,390,000
| | |
$42,410,000
| | |
$1,021.25
| | |
Floating Rate MTN, Series A Due February 1, 2014
| | |
78442FBP2
| | |
US78442FBP27
| | |
$33,792,000
| | |
$2,534,000
| | |
$1,021.25
| | |
Floating Rate MTN, Series A Due February 1, 2014
| | |
78442FBQ0
| | |
US78442FBQ00
| | |
$24,914,000
| | |
$4,596,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due March 1, 2014
| | |
78442FBV9
| | |
US78442FBV94
| | |
$34,368,000
| | |
$6,188,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due April 1, 2014
| | |
78442FBY3
| | |
US78442FBY34
| | |
$39,239,000
| | |
$6,391,000
| | |
$1,018.75
| | |
Floating Rate MTN, Series A Due April 1, 2014
| | |
78442FCB2
| | |
US78442FCB22
| | |
$29,789,000
| | |
$6,117,000
| | |
$1,017.50
| | |
Floating Rate MTN, Series A Due April 1, 2014
| | |
78442FCE6
| | |
US78442FCE60
| | |
$25,000,000
| | |
$5,387,000
| | |
$1,017.50
| | |
Floating Rate MTN, Series A Due April 25, 2014
| | |
78442FCC0
| | |
US78442FCC05
| | |
$14,239,000
| | |
$2,271,000
| | |
$990.00
| | |
Floating Rate MTN, Series A Due May 1, 2014
| | |
78442FCF3
| | |
US78442FCF36
| | |
$26,200,000
| | |
$3,830,000
| | |
$1,018.75
| | |
Floating Rate MTN, Series A Due June 2, 2014
| | |
78442FCK2
| | |
US78442FCK21
| | |
$12,825,000
| | |
$2,792,000
| | |
$1,028.75
| | |
Floating Rate MTN, Series A Due June 16, 2014
| | |
78442FCL0
| | |
US78442FCL04
| | |
$30,000,000
| | |
$1,245,000
| | |
$980.00
| | |
Floating Rate MTN, Series A Due June 23, 2014
| | |
78442FCN6
| | |
US78442FCN69
| | |
$20,767,000
| | |
$6,493,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due July 1, 2014
| | |
78442FCS5
| | |
US78442FCS56
| | |
$30,648,000
| | |
$9,540,000
| | |
$1,020.00
| | |
Floating Rate MTN, Series A Due July 25, 2014
| | |
78442FCT3
| | |
US78442FCT30
| | |
$127,548,000
| | |
$16,593,000
| | |
$1,027.50
| | |
Floating Rate MTN, Series A Due August 11, 2014
| | |
78442FCV8
| | |
US78442FCV85
| | |
$15,442,000
| | |
$2,150,000
| | |
$1,030.00
| | |
Floating Rate MTN, Series A Due September 15, 2014
| | |
78442FCW6
| | |
US78442FCW68
| | |
$13,776,000
| | |
$2,015,000
| | |
$992.50
| | |
Floating Rate MTN, Series A Due October 1, 2014
| | |
78442FCY2
| | |
US78442FCY25
| | |
$70,979,000
| | |
$11,614,000
| | |
$1,010.00
| | |
Floating Rate MTN, Series B Due December 15, 2014
| | |
78490FRE1
| | |
US78490FRE15
| | |
$11,211,000
| | |
$2,572,000
| | |
$1,027.50
| | | Waterfall Offer | | | | | | | | | | | | | | | | | |
5.00% MTN, Series A Due October 1, 2013
| | |
78442FBG2
| | |
US78442FBG28
| | |
$1,196,530,000
| | |
$199,561,000
| | |
$1,021.25
| | |
Floating Rate MTN, Series A Due January 27, 2014
| | |
78442FEF1
| | |
US78442FEF18
| | |
$749,326,000
| | |
$72,931,000
| | |
$993.75
| | |
5.375% MTN, Series A Due May 15, 2014
| | |
78442FCJ5
| | |
US78442FCJ57
| | |
$701,135,000
| | |
$187,528,000
| | |
$1,047.50
| | |
5.05% MTN, Series A Due November 14, 2014
| | |
78442FAE8
| | |
US78442FAE88
| | |
$466,883,000
| | |
$90,197,000
| | |
$1,055.00
| |
|
|
|
|
|
________________________________
| | | | | |
(1) Per $1,000 principal amount of securities accepted for
purchase.
| | | | | |
(2) Includes the Early Tender Payment.
| | | | | | |
|
As set forth in the Offer to Purchase, withdrawal rights for both the
Any and All Offer and the Waterfall Offer expired at 5 p.m. New York
City Time on March 11, 2013. Securities tendered pursuant to the Offers
may no longer be withdrawn.
Sallie Mae has retained BofA Merrill Lynch and Barclays to serve as the
Dealer Managers for the Offers. Sallie Mae has also retained D.F. King &
Co., Inc. to serve as the Tender Agent and Information Agent. Copies of
the Offer to Purchase and Letter of Transmittal can be obtained by
contacting the Information Agent at 800-207-3158. Questions regarding
the Offers should be directed to BofA Merrill Lynch at 888-292-0070
(toll free) or 980-683-3215 (collect) and Barclays at 800-438-3242
(toll-free) or 212-528-7581 (collect). You may also contact your broker,
dealer, commercial bank or trust company or other nominee for assistance
concerning the Offers.
This press release is not a tender offer to purchase or a solicitation
of acceptance of Offers, which may be made only pursuant to the terms of
the Offer to Purchase and the Letter of Transmittal. In any jurisdiction
where the laws require the tender offers to be made by a licensed broker
or dealer, the Offers will be deemed made on behalf of Sallie Mae by
BofA Merrill Lynch and Barclays or one or more registered brokers or
dealers under the laws of such jurisdiction. The Offers are not being
made in any jurisdiction in which the making or acceptance thereof would
not be in compliance with the laws of such jurisdiction.
Sallie Mae (NASDAQ: SLM) is the nation’s No. 1 financial services
company specializing in education. Celebrating 40 years of making a
difference, Sallie Mae continues to turn education dreams into reality
for American families, today serving 25 million customers. With products
and services that include 529 college savings plans, Upromise rewards,
scholarship search and planning tools, education loans, insurance, and
online banking, Sallie Mae offers solutions that help families save,
plan, and pay for college. Sallie Mae also provides financial services
to hundreds of college campuses as well as to federal and state
governments. Learn more at SallieMae.com.
Commonly known as Sallie Mae, SLM Corporation and its subsidiaries are
not sponsored by or agencies of the United States of America.
Contacts:
Sallie Mae Media: Patricia Nash Christel, 302-283-4076, patricia.christel@SallieMae.com or Investors: Joe
Fisher, 302-283-4075, joe.fisher@SallieMae.com Steven
McGarry, 302-283-4074, steven.j.mcgarry@SallieMae.com Source: Sallie Mae
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