RESTON, Va., Dec. 27 /PRNewswire-FirstCall/ -- SLM Corporation (NYSE:
SLM), commonly known as Sallie Mae, today announced the pricing of the
public offerings of 101,781,170 shares of its common stock at $19.65 per
share and of $1.0 billion aggregate liquidation preference of 7.25%
mandatory convertible preferred stock, series C. Each share of mandatory
convertible preferred stock, series C, represents a $1,000 liquidation
preference and is subject to mandatory conversion on December 15, 2010,
into between 41.7188 and 50.8906 shares of Sallie Mae common stock, unless
previously converted at the option of the holder. Both offerings are
expected to close on December 31, 2007, subject to satisfaction of
customary closing conditions.
(Logo: http://www.newscom.com/cgi-bin/prnh/20030617/SLMLOGO-a )
Sallie Mae has granted the underwriters for the offerings a 30-day
option to purchase up to 15,267,176 additional shares of common stock and a
30-day option to purchase up to an additional $150 million aggregate
liquidation preference of 7.25% mandatory convertible preferred stock,
series C, to cover over-allotments, if any.
As previously announced, the company intends to apply approximately
$2.0 billion of the net proceeds from the offerings to physically settle
its outstanding equity forward contract, pursuant to which it will effect
the repurchase of 44,039,890 shares of common stock deliverable to Sallie
Mae under the contract. The dilutive impact of the two offerings will be
partially offset by this settlement of the outstanding equity forward
contract. Any proceeds remaining after such settlement will be used for
general corporate purposes.
UBS Investment Bank and Citi are acting as joint book-running managers
for the common stock and mandatory convertible preferred stock offerings.
Copies of the prospectus supplements relating to the offerings may be
obtained by contacting UBS Investment Bank or Citi as follows:
UBS Investment Bank
Prospectus Department
299 Park Avenue
New York, N.Y. 10171
888/827-7275
Citi
Brooklyn Army Terminal
140 58th Street
8th Floor
Brooklyn, N.Y. 11220
718/765-6732
Shelf registration statements relating to the shares of common stock
and the shares of mandatory convertible preferred stock have previously
been filed with, and have been declared effective by, the Securities and
Exchange Commission. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any sale of
these securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction. Any offer will be made only by
means of a prospectus, including a prospectus supplement, forming a part of
the related effective registration statements.
This press release contains "forward-looking statements" including
expectations as to future market share, the success of preferred channel
originations and future results. These statements are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Because such statements inherently involve risks and uncertainties,
actual results may differ materially from those expressed or implied by
such forward-looking statements. Such risks include, among others, changes
in the terms of student loans and the educational credit marketplace
arising from the implementation of applicable laws and regulations, and
from changes in such laws and regulations, adverse results in legal
disputes, changes in the demand for educational financing or in financing
preferences of educational institutions, students and their families, and
changes in the general interest rate environment. For more information, see
the company's filings with the Securities and Exchange Commission,
including the preliminary prospectus supplements relating to the proposed
offerings. All information in this release is as of Dec. 27, 2007. The
Company does not undertake any obligation to update or revise these forward
looking statements to conform the statement to actual results or changes in
the Company's expectations.
SLM Corporation (NYSE: SLM), commonly known as Sallie Mae, is the
nation's leading provider of saving- and paying-for-college programs. The
company manages $160 billion in education loans and serves nearly 10
million student and parent customers. Through its Upromise affiliates, the
company also manages $19 billion in 529 college-savings plans, and 8
million members have joined Upromise to help save for college with rewards
on purchases at nearly 70,000 places. 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. SLM Corporation and its
subsidiaries are not sponsored by or agencies of the United States of
America.
SOURCE Sallie Mae
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Related links: http://www.salliemae.com/
Photo Notes: NewsCom: http://www.newscom.com/cgi-bin/prnh/20030617/SLMLOGO-a AP Archive: http://photoarchive.ap.org PRN Photo Desk, photodesk@prnewswire.com
http://www.prnewswire.com/comp/827187.html /
CONTACT: Media, Tom Joyce, +1-703-984-5610, tom.joyce@salliemae.com, or Investors, Steve McGarry, +1-703-984-6746, steven.j.mcgarry@salliemae.com, both of Sallie Mae
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