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Press release from Business Wire

Sallie Mae Extends Deadline for Securities Tendered to March 25, Announces Early Results of its $1.2 Billion Cash Tender Offers

Tuesday, March 12, 2013

Sallie Mae Extends Deadline for Securities Tendered to March 25, Announces Early Results of its $1.2 Billion Cash Tender Offers08:45 EDT Tuesday, March 12, 2013 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     OutstandingPrincipalAmount     Principal AmountTendered by the EarlyTender Deadline     TotalConsideration(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. Sallie MaeMedia:Patricia Nash Christel, 302-283-4076, patricia.christel@SallieMae.comorInvestors:Joe Fisher, 302-283-4075, joe.fisher@SallieMae.comSteven McGarry, 302-283-4074, steven.j.mcgarry@SallieMae.com