Current Report Filing (8-k)
February 27 2017 - 6:18AM
Edgar (US Regulatory)
UNITED STATES
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): February 27, 2017
Navient Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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001-36228
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46-4054283
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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123 Justison Street, Wilmington, Delaware
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19801
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (302) 283-8000
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))
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ITEM 7.01
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REGULATION FD DISCLOSURE
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Navient Corporation (the Company) frequently
provides relevant information to its investors via posting to its corporate website. On February 27, 2017, a presentation entitled 2016 4
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Quarter Investor Deck was made
available on the Companys website at
https://www.navient.com/about/investors/webcasts/
. In addition, the presentation is being furnished herewith as Exhibit 99.1
The information contained in, or incorporated into, this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall
not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit
Number
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Description
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99.1*
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2016 4
th
Quarter Investor Deck.
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Cautionary Note on Forward-Looking Statements
Statements in this report that are not historical facts, including statements about the Companys beliefs, opinions or expectations and statements that
assume or are dependent upon future events, are forward-looking statements and often contain words such as expect, anticipate, intend, plan, believe, seek, see,
will, would, or target. Forward-looking statements are subject to risks, uncertainties, assumptions and other factors that may cause actual results to be materially different from those reflected in such
forward-looking statements. For Navient, these factors include, among others, the risks and uncertainties associated with increases in financing costs or the availability of financing; limits on our liquidity resulting from disruptions in the
capital markets or other factors; unanticipated increases in costs associated with compliance with laws and regulations; changes in the marketplaces in which we compete (including changes in demand or changes resulting from new laws and
regulations); changes in accounting standards pertaining to loan loss reserves and estimates or other accounting standards that may impact our operations; adverse outcomes in any significant litigation to which the Company is a party; credit risk
associated with the Companys exposure to third parties, including counterparties to the Companys hedging transactions. The Company could also be affected by, among other things: unanticipated deferrals in our FFELP securitization trusts
that would delay repayment of the bonds beyond their legal final maturity date; reductions in our credit ratings, the credit ratings of asset-backed securitizations we sponsor or the credit ratings of the United States of America; failures of our
operating systems or infrastructure or those of third-party vendors; risks related to cybersecurity including the potential disruption of our systems or potential disclosure of confidential customer information; damage to our reputation resulting
from the politicization of student loan servicing; changes in law and regulations with respect to the student lending business and financial institutions generally; delays or errors in converting portfolio acquisitions to our servicing platform;
increased competition from banks and other consumer lenders who are not subject to the same level of regulation, the creditworthiness of our customers; changes in the general interest rate environment, including the relationship between the relevant
money-market index rate and the rate at which our assets are priced; changes in general economic conditions and the other factors that are described in the Risk Factors section of Navients Annual Report on Form 10-K and in its
future reports filed with the Securities and Exchange Commission. The preparation of the Companys consolidated financial statements also requires management to make certain estimates and assumptions including estimates and assumptions about
future events. These estimates or assumptions may prove to be incorrect and actual results could differ materially. All forward-looking statements contained in this release are qualified by these cautionary statements and are made only as of the
date of this release. The Company does not undertake any obligation to update or revise these forward-looking statements except as required by law.
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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.
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NAVIENT CORPORATION
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Date: February 27, 2017
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By:
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/s/ Mark L. Heleen
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Mark L. Heleen
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Chief Legal Officer
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3
EXHIBIT INDEX
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Exhibit
Number
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Description
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99.1*
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2016 4
th
Quarter Investor Deck
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4
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