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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): July 11, 2007
SLM CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE
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File No. 001-13251
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52-2013874 |
(State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
of incorporation)
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Identification No.) |
12061 Bluemont Way, Reston, Virginia 20190
(Address if principal executive offices)(zip code)
Registrants telephone number, including area code: (703) 810-3000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01
Other Events
On
July 11, 2007, the Company issued a press release in connection with the April 15, 2007 agreement providing for the acquisition
of Sallie Mae by affiliates of J.C. Flowers & Co., Bank of America and JPMorgan Chase. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto duly authorized.
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SLM CORPORATION
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By: |
/s/
Robert S. Lavet |
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Name: |
Robert S. Lavet |
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Title: |
Senior Vice President and General Counsel |
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Dated:
July 17, 2007
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SLM CORPORATION
Form 8-K
CURRENT REPORT
EXHIBIT INDEX
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Exhibit |
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No. |
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Description |
99.1
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Press Release dated
July 11, 2007 |
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exv99w1
Exhibit 99.1
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FOR IMMEDIATE RELEASE
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Investor Contact:
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Media Contact: |
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Steve McGarry
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Tom Joyce |
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703/984-6746
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703/984-5610 |
SLM CORPORATION PROVIDES UPDATE ON TRANSACTION
RESTON, Va., July 11, 2007 SLM Corporation (NYSE: SLM), commonly known as Sallie Mae, today
announced that, in connection with the April 15, 2007 agreement providing for the acquisition of
Sallie Mae, the acquiring entity, owned by affiliates of J.C. Flowers & Co., Bank of America and
JPMorgan Chase, has informed Sallie Mae that it believes that current legislative proposals pending
before the U.S. House of Representatives and U.S. Senate could result in a failure of the
conditions to the closing of the merger to be satisfied. Sallie Mae strongly disagrees with this
assertion, intends to proceed towards the closing of the merger transaction as rapidly as possible
and will take all steps to protect shareholders interests.
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IMPORTANT ADDITIONAL INFORMATION REGARDING THE MERGER HAS BEEN FILED WITH THE SEC:
In connection with the proposed merger, the Company filed a preliminary proxy statement with
the Securities and Exchange Commission (the SEC) on June 27, 2007. INVESTORS AND SECURITY
HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION ABOUT THE
MERGER AND THE PARTIES TO THE MERGER. Investors and security holders may obtain a free copy of the
proxy statement and other relevant documents filed with the SEC from the SECs website at
http://www.sec.gov. The Companys security holders and other interested parties may also obtain,
without charge, a copy of the proxy statement and other relevant documents by directing a request
by mail or telephone to Investor Relations, SLM Corporation, 12061 Bluemont Way, Reston, Va. 20190,
telephone 703/984-6743, or from the Companys Web site, http://www.salliemae.com.
The Company and its directors, executive officers and other members of its management and employees
may be deemed to be participants in the solicitation of proxies from the Companys shareholders
with respect to the Merger. Information about the Companys directors and executive officers and
their ownership of the Companys common stock is set forth in the proxy statement as filed with the
SEC on June 27, 2007.
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SLM Corporation (NYSE: SLM), commonly known as Sallie Mae, is the nations leading provider of
saving- and paying-for-college programs. The company manages $150 billion in education loans and
serves nearly 10 million student and parent customers. Through its Upromise affiliates, the
company also manages $17 billion in 529 college-savings plans, and over 7.5 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. 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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Sallie Mae 12061 Bluemont Way Reston, Virginia 20190 www.salliemae.com