UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On January 27, 2020, Navient Corporation (the “Company”) entered into a Stock Repurchase Agreement (the “Stock Repurchase Agreement”) with Canyon Capital Advisors LLC and certain of its affiliates (collectively, “Canyon”) to repurchase 20,346,464 shares of the Company’s common stock, par value $0.01 per share, from Canyon at $14.77 per share, for an aggregate purchase price of approximately $300,517,274 (the “Repurchase”). The Stock Repurchase Agreement contains customary representations, warranties and covenants of the parties.
The Repurchase was made in conjunction with the Company’s existing share repurchase program and was approved by the Audit Committee of the Company’s Board of Directors (the “Board”) in accordance with the Company’s related persons transaction policy and by the Board. The Repurchase is scheduled to close on January 29, 2020.
The foregoing description of the Stock Repurchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Stock Repurchase Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
| Item 8.01. | Other Events. |
On January 28, 2020, the Company issued a press release announcing the entry into the Stock Repurchase Agreement. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit | |||
| 10.1 |
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| 99.1 |
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| 104 |
Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document) | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NAVIENT CORPORATION | ||
| (Registrant) | ||
| By: |
/s/ Mark L. Heleen | |
| Name: |
Mark L. Heleen | |
| Title: |
Chief Legal Officer | |
Date: January 28, 2020