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

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

NEWARK, Del.--(BUSINESS WIRE)-- Sallie Mae (NAS: 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, 201378442FBH0US78442FBH01$132,505,000$39,170,000$1,020.00
Floating Rate MTN, Series A Due November 21, 201378442FBJ6US78442FBJ66$74,701,000$16,276,000$1,020.00
Floating Rate MTN, Series A Due January 1, 201478442FBM9US78442FBM95$50,254,000$12,238,000$1,021.25
Floating Rate MTN, Series A Due January 31, 201478442FBS6US78442FBS65$132,390,000$42,410,000$1,021.25
Floating Rate MTN, Series A Due February 1, 201478442FBP2US78442FBP27$33,792,000$2,534,000$1,021.25
Floating Rate MTN, Series A Due February 1, 201478442FBQ0US78442FBQ00$24,914,000$4,596,000$1,020.00
Floating Rate MTN, Series A Due March 1, 201478442FBV9US78442FBV94$34,368,000$6,188,000$1,020.00
Floating Rate MTN, Series A Due April 1, 201478442FBY3US78442FBY34$39,239,000$6,391,000$1,018.75
Floating Rate MTN, Series A Due April 1, 201478442FCB2US78442FCB22$29,789,000$6,117,000$1,017.50
Floating Rate MTN, Series A Due April 1, 201478442FCE6US78442FCE60$25,000,000$5,387,000$1,017.50
Floating Rate MTN, Series A Due April 25, 201478442FCC0US78442FCC05$14,239,000$2,271,000$990.00
Floating Rate MTN, Series A Due May 1, 201478442FCF3US78442FCF36$26,200,000$3,830,000$1,018.75
Floating Rate MTN, Series A Due June 2, 201478442FCK2US78442FCK21$12,825,000$2,792,000$1,028.75
Floating Rate MTN, Series A Due June 16, 201478442FCL0US78442FCL04$30,000,000$1,245,000$980.00
Floating Rate MTN, Series A Due June 23, 201478442FCN6US78442FCN69$20,767,000$6,493,000$1,020.00
Floating Rate MTN, Series A Due July 1, 201478442FCS5US78442FCS56$30,648,000$9,540,000$1,020.00
Floating Rate MTN, Series A Due July 25, 201478442FCT3US78442FCT30$127,548,000$16,593,000$1,027.50
Floating Rate MTN, Series A Due August 11, 201478442FCV8US78442FCV85$15,442,000$2,150,000$1,030.00
Floating Rate MTN, Series A Due September 15, 201478442FCW6US78442FCW68$13,776,000$2,015,000$992.50
Floating Rate MTN, Series A Due October 1, 201478442FCY2US78442FCY25$70,979,000$11,614,000$1,010.00
Floating Rate MTN, Series B Due December 15, 201478490FRE1US78490FRE15$11,211,000$2,572,000$1,027.50
Waterfall Offer
5.00% MTN, Series A Due October 1, 201378442FBG2US78442FBG28$1,196,530,000$199,561,000$1,021.25
Floating Rate MTN, Series A Due January 27, 201478442FEF1US78442FEF18$749,326,000$72,931,000$993.75
5.375% MTN, Series A Due May 15, 201478442FCJ5US78442FCJ57$701,135,000$187,528,000$1,047.50
5.05% MTN, Series A Due November 14, 201478442FAE8US78442FAE88$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 (NAS: 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 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

KEYWORDS:   United States  North America  Delaware

INDUSTRY KEYWORDS:

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