Obligation NaviCorp 0% ( US78442FCH91 ) en USD

NaviCorp

100 % ⇌

Etas-Unis

US78442FCH91 ( en USD )

03/05/2019 - Obligation échue

Prospectus brochure de l'obligation Navient US78442FCH91 en USD 0%, échue

1 000 USD

40 000 000 USD

78442FCH9

N/A

Navient est une société américaine de gestion de prêts étudiants et de services financiers aux consommateurs, issue de la scission de Sallie Mae en 2014.

L'Obligation émise par NaviCorp ( Etas-Unis ) , en USD, avec le code ISIN US78442FCH91, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 03/05/2019

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424B3 1 a2135879z424b3.htm 424B3
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Pricing Supplement No. 28 dated April 27, 2004

Filed under Rule 424(b)(3)
(to Prospectus dated August 6, 2003
File No. 333-107132
and Prospectus Supplement dated August 6, 2003)
SLM Corporation
Medium Term Notes, Series A
Due 9 Months or Longer From the Date of Issue
Principal Amount: $40,000,000

Floating Rate Notes: ý

Fixed Rate Notes:
o
Original Issue Date:May 3, 2004

Closing Date: May 3, 2004

CUSIP Number:
78442F CH9
Maturity Date:
May 3, 2019

Option to Extend
Specified Currency: U.S. Dollars
Maturity:
ý No

If Yes, Final

Maturity Date:
o Yes
Redeemable at the option of the Company:

ý No
Redemption Price:
Not Applicable.

o Yes
Redemption Dates:
Not Applicable.
Repayment at the option of the Holder:

ý No
Repayment Price:
Not Applicable.

o Yes
Repayment Dates:
Not Applicable.
Applicable to Floating Rate Notes Only:

Floating Rate

Index:

o CD Rate

Index Maturity: Not Applicable.

o Commercial Paper Rate

o CMT Rate

Spread: 2.25%.

o Federal Funds Rate

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o LIBOR Telerate

Initial Interest Rate: 4.000%

o LIBOR Reuters

o Prime Rate

Interest Rate Reset Period: Monthly.

o 91-Day Treasury Bill Rate

ý Other -- Consumer Price
Minimum Interest Rate: 0.00%.
Index-Linked, subject to
the Minimum Interest Rate.
Calculation Agent: SLM Corporation.
Reset Date(s):
The 3rd of each month during the

Interest
The 3rd of each month during the
term of the Notes, beginning June 3,
Payment Date
term of the Notes, beginning June 3,
2004, with no adjustment.
(s):
2004. If an Interest Payment Date
falls on a day that is not a Business
Day, we will pay the interest on the
next Business Day. No interest will
accrue on that payment for the
period from and after the original
Interest Payment Date to the date we
make the payment.
Morgan Stanley
April 27, 2004
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Interest
Each Reset Date.
Interest Period(s):
From and including the previous
Determination
Reset Date (or Original Issue Date,
Date(s):
in the case of the first Interest
Period) to but excluding the current
Reset Date (or Maturity Date, in
the case of the last Interest Period)
with no adjustment to Interest
Period end dates.

Day Count
Actual/Actual.
Convention:
Form:
Book-entry.
Denominations:
$10,000 minimum and integral multiples of $1,000 in excess thereof.
Trustee:
JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank.
Agent:
Morgan Stanley & Co. Incorporated is acting as the underwriter in connection with this
issuance.
Issue Price:
Variable Price Reoffer. Under the terms of this variable price reoffer, the underwriter has
agreed to purchase the Notes from us at 98.50% of their principal amount ($39,400,000
aggregate proceeds to us, before deducting expenses payable by us), plus accrued interest,
if any, from May 3, 2004 to the date of delivery.

The underwriter proposes to offer the Notes for sale, from time to time, in one or more
negotiated transactions, at prices that may be different than par. They may be at market
prices prevailing at the time of sale, at prices related to such prevailing market prices or at
negotiated prices.
CUSIP Number:
78442F CH9.
ISIN Number:
US78442FCH91.
An affiliate of the underwriter has entered into a swap transaction in connection with the Notes and may receive
compensation for that transaction.
Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page 5 of this Pricing
Supplement.
Obligations of SLM Corporation and any subsidiary of SLM Corporation are not guaranteed by the full
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faith and credit of the United States of America. Neither SLM Corporation nor any subsidiary of SLM
Corporation (other than Student Loan Marketing Association) is a government-sponsored enterprise or an
instrumentality
of the United States of America.
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ADDITIONAL TERMS OF THE NOTES
Calculation of the Interest Rate for the Notes. The interest rate for the Notes being offered by this Pricing
Supplement, for each Interest Period during the term of the Notes other than the initial Interest Period, will be the
rate determined as of the applicable Interest Determination Date pursuant to the following formula:
[(CPIt--CPIt-12) / CPIt-12] + Spread
Where:
CPIt = Current Index Level of CPI (as defined below), as reported on Bloomberg CPURNSA;
CPIt-12 = Index Level of CPI 12 months prior to CPIt; and
Spread = 2.25%.
In no case, however, will the interest rate for the Notes be less than the Minimum Interest Rate listed on page 1 of
this Pricing Supplement. The interest rate for the Notes during the initial Interest Period will be 4.000%.
CPIt for each Reset Date is the CPI for the third calendar month prior to such Reset Date as published and
reported in the second calendar month prior to such Reset Date or determined as set forth in this Pricing
Supplement. For example, for the Interest Period from and including June 3, 2004 to but excluding July 3, 2004,
CPIt will be the CPI for March 2004, which was 187.4, and CPIt-12 will be the CPI for March 2003, which was
184.2. The CPI for March 2004 was published by BLS (as defined below) and reported on Bloomberg
CPURNSA in April 2004 and the CPI for March 2003 was published and reported in April 2003.
Consumer Price Index. The amount of interest payable on the Notes on each Interest Payment Date will be
linked to changes in the Consumer Price Index. The Consumer Price Index for purposes of the Notes is the non-
seasonally adjusted U.S. City Average All Items Consumer Price Index for All Urban Consumers ("CPI"),
published monthly by the Bureau of Labor Statistics of the U.S. Department of Labor ("BLS") and reported on
Bloomberg CPURNSA or any successor service. The CPI for a particular month is published during the
following month. The CPI is a measure of the average change in consumer prices over time for a fixed market
basket of goods and services, including food, clothing, shelter, fuels, transportation, charges for doctors and
dentists services, and drugs. In calculating the index, price changes for the various items are averaged together
with weights that represent their importance in the spending of urban households in the United States. The
contents of the market basket of goods and services and the weights assigned to the various items are updated
periodically by the BLS to take into account changes in consumer expenditure patterns. The CPI is expressed in
relative terms in relation to a time base reference period for which the level is set at 100.0. The base reference
period for the Notes is the 1982-1984 average.
The following table sets forth the CPI from January 1998 to March 2004, as published by the BLS and reported
on Bloomberg CPURNSA:
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MONTH
2004
2003
2002
2001
2000
1999
1998

January
185.2 181.7 177.1 175.1 168.8 164.3 161.6
February
186.2 183.1 177.8 175.8 169.8 164.5 161.9
March
187.4 184.2 178.8 176.2 171.2 165.0 162.2
April

183.8 179.8 176.9 171.3 166.2 162.5
May

183.5 179.8 177.7 171.5 166.2 162.8
June

183.7 179.9 178.0 172.4 166.2 163.0
July

183.9 180.1 177.5 172.8 166.7 163.2
August

184.6 180.7 177.5 172.8 167.1 163.4
September

185.2 181.0 178.3 173.7 167.9 163.6
October

185.0 181.3 177.7 174.0 168.2 164.0
November

184.5 181.3 177.4 174.1 168.3 164.0
December

184.3 180.9 176.7 174.0 168.3 163.9

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As stated in the risk factors, movements in the CPI that have occurred in the past are not necessarily indicative of
changes that may occur in the future. Actual changes in the CPI may be wider or more confined than those that
have occurred in the past.
If the CPI is not reported on Bloomberg CPURNSA for a particular month by 3:00 PM on a Reset Date, but has
otherwise been published by the BLS, SLM Corporation, in its capacity as the Calculation Agent, will determine
the CPI as published by the BLS for such month using such other source as it deems appropriate.
In calculating CPIt and CPIt-12, the Calculation Agent will use the most recently available value of the CPI
determined as described above on the applicable Reset Date, even if such value has been adjusted from a prior
reported value for the relevant month. However, if a value of CPIt and CPIt-12 used by the Calculation Agent on
any Reset Date to determine the interest rate on the Notes (an "Initial CPI") is subsequently revised by the BLS,
the Calculation Agent will continue to use the Initial CPI, and the interest rate determined will not be revised.
If the CPI is rebased to a different year or period, the base reference period for the Notes will continue to be the
1982-1984 reference period as long as the 1982-1984 CPI continues to be published.
If, while the Notes are outstanding, the CPI is discontinued or substantially altered, as determined in the sole
discretion of the Calculation Agent, the applicable substitute index for the Notes will be that chosen by the
Secretary of the Treasury for the Department of Treasury's Inflation-Indexed Securities as described at 62 Federal
Register 846-874 (January 6, 1997) or, if no such securities are outstanding, will be determined by the
Calculation Agent in accordance with general market practice at the time.
Rounding. All values used in the interest rate formula for the Notes will be rounded to the nearest fifth decimal
place (one-one hundred thousandth of a percentage point), rounding upwards if the sixth decimal place is five or
greater (e.g., 9.876555% (or .09876555) would be rounded up to 9.87656% (or .0987656) and 9.876554%
(or .09876554) would be rounded down to 9.87655% (or .0987655)). All percentages resulting from any
calculation of the interest rate will be rounded to the nearest third decimal place (one thousandth of a percentage
point), rounding upwards if the fourth decimal place is five or greater (e.g., 9.8765% (or .098765) would be
rounded up to 9.877% (or .09877) and 9.8764% (or .098764) would be rounded down to 9.876% (or .09876)).
All dollar amounts used in or resulting from such calculation on the Notes will be rounded to the nearest cent
(with one-half cent being rounded upward).
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RISK FACTORS
The Notes are subject to special considerations. An investment in notes indexed to the consumer price index
entails significant risks that are not associated with similar investments in conventional floating rate or fixed-rate
debt securities. Accordingly, prospective investors should consult their financial and legal advisors as to the risks
entailed by an investment in the consumer price indexed-linked notes and the suitability of the Notes in light of
their particular circumstances.
THE INTEREST RATE ON THE
Interest payable on the Notes is linked to changes in the level of the
NOTES MAY BE LESS THAN
CPI during twelve-month measurement periods.
THE SPREAD AND, IN SOME

CASES, COULD BE ZERO.
If the CPI does not increase during a relevant measurement period,
which is likely to occur when there is little or no inflation, owners of
the Notes will receive interest payments for that interest period equal
to 2.25%, which is the Spread.

If the CPI decreases during a relevant measurement period, which is
likely to occur when there is deflation, owners of the Notes will
receive interest payments for that interest period less than the spread.
In some cases, owners of the Notes could receive only the minimum
interest rate, which is 0.00%.
THE INTEREST RATE ON THE
The interest rate on the Notes, if equal to the Spread or lower,
NOTES MAY BE BELOW THE
including the minimum interest rate, is below what we would currently
RATE OTHERWISE PAYABLE
expect to pay as of the date of this pricing supplement if we issued non-
ON SIMILAR FIXED OR
callable senior debt securities with a fixed or floating rate and similar
FLOATING RATE DEBT
maturity to that of the consumer price indexed-linked notes. Any
SECURITIES ISSUED BY US.
interest payable in excess of the minimum interest rate on the Notes
will be based upon the difference in the level of the CPI determined as
of the measurement dates specified in the formula listed above, plus
the Spread.
THE HISTORICAL LEVELS OF
The historical levels of the CPI are not an indication of the future
THE CPI ARE NOT AN
levels of the CPI during the term of the Notes. In the past, the CPI has
INDICATION OF THE FUTURE
experienced periods of volatility, including on a monthly basis, and
LEVELS OF THE CPI AND
such volatility may occur in the future. Fluctuations and trends in the
THOSE LEVELS MAY CHANGE
CPI that have occurred in the past are not necessarily indicative,
SUBSTANTIALLY.
however, of fluctuations that may occur in the future.

Holders of the Notes will receive interest payments that will be
affected by changes in the CPI. Such changes may be significant.
Changes in the CPI are a function of the changes in specified consumer
prices over time, which result from the interaction of many factors over
which we have no control.
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THE INTEREST RATE IS BASED
There can be no assurance that the BLS will not change the method by
UPON THE CPI. THE CPI
which it calculates the CPI. In addition, changes in the way the CPI is
ITSELF AND THE WAY THE
calculated could reduce the level of the CPI and lower the interest
BLS CALCULATES THE CPI
payment with respect to the Notes. Accordingly, the amount of
MAY CHANGE IN THE FUTURE
interest, if any, payable on the Notes, and therefore the value of the
OR THE CPI MAY NO LONGER
consumer price indexed-linked notes, may be significantly reduced. If
BE PUBLISHED.
the CPI is substantially altered (as determined in the sole discretion of
the Calculation Agent), a substitute index will be employed to
calculate the interest payable on the Notes as described above.

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ADDITIONAL UNITED STATES FEDERAL
INCOME TAX CONSIDERATIONS
Set forth below is a summary of some U.S. federal income tax considerations relevant to the beneficial
owner of the Notes that is a U.S. holder (as defined in the accompanying Prospectus Supplement). This summary
does not address investors that may be subject to special tax rules or investors that hold the Notes as part of an
integrated investment. This summary supplements the discussion contained in the accompanying Prospectus
Supplement under the heading "United States Federal Taxation."
We intend to treat the Notes as "variable rate debt instruments" for U.S. federal income tax purposes.
Assuming the Notes are so treated, under the Treasury regulations governing variable rate debt instruments that
bear interest that is unconditionally payable at least annually at a single objective rate, payments of interest on the
Notes will be taxable to a U.S. holder as ordinary interest income at the time that such payments are accrued or
received, in accordance with the U.S. holder's method of tax accounting. In the case of a U.S. holder that uses the
accrual method of tax accounting, the amount of interest accrued during an accrual period will be determined by
assuming that the Notes bear interest at a fixed interest rate that reflects the yield that is reasonably expected for
the Notes, and the interest allocable to the accrual period will be adjusted to reflect the interest actually paid
during the accrual period. A U.S. holder may submit a written request to the address set forth under "Where You
Can Find More Information" in the accompanying Prospectus Supplement to obtain the "reasonably expected"
rate for the Notes. Assuming the Notes are treated as variable rate debt instruments, upon the disposition of a
Note by sale, exchange, redemption, or repayment of principal at maturity, a U.S. holder will generally recognize
taxable gain or loss equal to the difference between the amount realized on the disposition (other than amounts
attributable to accrued interest) and the U.S. holder's adjusted tax basis in the Notes. Prospective investors should
consult the discussion under the heading "United States Federal Taxation--Tax Consequences to U.S. Holders--
Variable Rate Notes" and "United States Federal Taxation--Tax Consequences to U.S. Holders--Sale, Exchange
or Retirement of the Notes" in the accompanying Prospectus Supplement.
Alternatively, it is possible that the Notes could be treated as "contingent payment debt
instruments" ("CPDI") for U.S. federal income tax purposes. Under the CPDI rules, a U.S. holder would be
required, among other matters, to include in income each year an accrual of interest at a "comparable
yield" (determined at the time of issuance of the Notes) for a comparable non-contingent note issued by us. To
the extent the comparable yield were to exceed the interest actually paid on a Note in any taxable year, a U.S.
holder would recognize ordinary interest income for that taxable year in excess of the cash actually paid on the
Note during that taxable year and such excess would increase the U.S. holder's tax basis in the Note. In addition,
any gain realized by a U.S. holder on the sale or other taxable disposition of a Note (including as a result of
payments made at maturity) generally would be characterized as ordinary income, rather than as capital gain.
The preceding discussion is only a summary of some of the tax implications of an investment in the
Notes. Prospective investors are urged to consult with their tax advisors prior to investing to determine the
tax implications of such investment in light of each such investor's particular circumstances.
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