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Navient Rejects Takeover Offer From Canyon Capital And Platinum Equity

Navient (NAVI) said it rejected highly conditional low-premium unsolicited expression of interest from Canyon Capital Advisors and Platinum Equity.

Navient said that it has received a highly conditional unsolicited "expression of interest" from Canyon Capital Advisors LLC and Platinum Equity Advisors, LLC to acquire the Company for $12.50 per share in cash, which represents a premium of only 6.6% over Navient's most recent closing price on February 15, 2019 of $11.73 per share and a discount of 2.8% to the one-year volume-weighted average price of $12.86 per share.

Navient's Board has carefully reviewed the expression of interest and unanimously determined that it substantially undervalues the Company and is not in the best interests of Navient or its stockholders. Therefore, Navient's Board rejected the expression of interest.

Navient added that the expression of interest is conditioned on additional due diligence and that Canyon and Platinum have not provided substantive information on how they would address the change of control provisions in the Company's outstanding unsecured debt and the Company's warehouse financing facilities or how they would address the litigation and regulatory matters facing the Company.

Navient noted that it has had a constructive and long-term relationship with Canyon and that Canyon and Platinum had approached the Company last October requesting information that would allow them to make an offer for the Company. On October 19, 2018, Navient entered into a confidentiality agreement with each of Canyon and Platinum, and over the past four months the Company provided substantial due diligence access. The confidentiality agreement had a standstill period that was extended as additional information was requested and provided. The standstill ended on February 15, 2019, and on that date Canyon delivered its non-binding expression of interest.

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