Student Loan Consolidation Center Student Loan Trust I Announces Amount of Early Tenders in its Dutch Auction Tender Offer for a Portion of its Student Loan Asset-Backed Auction Rate Notes

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Student Loan Consolidation Center Student Loan Trust I

Feb 02, 2011, 04:39 ET

ALEXANDRIA, Va., Feb. 2, 2011 /PRNewswire/ -- Student Loan Consolidation Center Student Loan Trust I, a Delaware statutory trust ("SLCC I"), today announced that, as of 5:00 p.m. (New York City time) on January 28, 2011 (the "Early Tender Deadline"), $647,100,000 aggregate principal amount of SLCC I's outstanding Auction Rate Student Loan Asset-Backed Notes, Senior Series 2002A and 2002-2A (the "Notes") have been validly tendered and not validly withdrawn in SLCC I's previously announced cash tender offer (the "Tender Offer") to purchase up to $500,000,000 aggregate principal amount of the Notes (as such amount may be increased in SLCC I's sole discretion, the "Tender Cap"), based on information provided by the depositary for the Tender Offer. The terms and conditions of the Tender Offer are set forth in SLCC I's Offer to Purchase dated January 14, 2011 (the "Offer to Purchase") and related Letter of Transmittal.

In addition, the previously announced Withdrawal Deadline for the tender offer of 5:00 p.m. (New York City time) on January 28, 2011, has passed and tendered Notes can no longer be withdrawn.

The Tender Offer expires at 8:00 a.m. (New York City time) on March 2, 2011, unless it is extended or earlier terminated (the "Expiration Time"). Tenders of the Notes may be made at any time prior to the Expiration Time.

Holders of Notes that validly tendered their Notes by the Early Tender Deadline and whose Notes are accepted for purchase pursuant to the terms of the Tender Offer will receive the "Tender Offer Consideration," which will be determined pursuant to a "Dutch Auction" procedure pursuant to the terms of the Tender Offer and paid by SLCC I, plus an "Early Tender Payment" of $2,500 for each $50,000 principal amount of Notes, which will be paid by Goal Financial, LLC (f/k/a Route 66 Ventures, LLC) ("Goal") (or one or more of its affiliates). Holders of Notes that validly tender their Notes after the Early Tender Deadline and whose Notes are accepted for purchase pursuant to the terms of the Tender Offer will receive only the Tender Offer Consideration. In addition, SLCC I will pay accrued and unpaid interest on all Notes tendered and accepted for purchase in the Tender Offer from the last applicable interest payment date to, but not including, the settlement date for the Tender Offer ("Accrued Interest"). SLCC I currently anticipates that the settlement date will be between March 3, 2011 and March 7, 2011, unless the Tender Offer is extended by SLCC I.

As described in the Offer to Purchase and the Letter of Transmittal, Notes previously tendered and Notes tendered after the Early Tender Deadline may not be validly withdrawn, unless SLCC I reduces the amount of the Tender Offer Consideration, the Early Tender Payment or the principal amount of Auction Rate Notes subject to the Offer or is otherwise required by law to permit withdrawal.

SLCC I will only purchase a principal amount of Auction Rate Notes up to the Tender Cap. SLCC I reserves the right, in its sole discretion, to increase the Tender Cap. To date, SLCC I has not made a determination as to whether to increase the Tender Cap. SLCC I currently expects that the maximum principal amount of Notes to which the Tender Cap may be increased in the Tender Offer is $750,000,000. If the Tender Cap is increased to an amount equal to or less than $750,000,000, SLCC I does not plan to amend or extend the Tender Offer, or to extend the Withdrawal Deadline or the Early Tender Deadline or otherwise reinstate withdrawal rights.

The Tender Offer is subject to certain conditions, including (i) SLCC I having closed, on terms that SLCC I concludes, in its discretion, are commercially reasonable to SLCC I, and received net proceeds from its offering of its Student Loan Asset-Backed Notes, Series 2011-1 in one or more series (the "New Notes") that, together with certain additional funds available to SLCC I as specified in the Offer to Purchase, are sufficient to fund the purchase of the Notes in the Tender Offer, for any Early Tender Payments for such Notes to be paid by Goal (or one or more of its affiliates), for SLCC I to pay Accrued Interest on such Notes, and for other costs and expenses related to the Tender Offer and the offering of the New Notes and credit enhancement, if any, required by the rating agencies in connection with the offering of the New Notes, (ii) Goal Triple B Funding 2, LLC, the residual equity holder of SLCC I, having obtained consent from certain lenders under an existing loan agreement in connection with issuing the New Notes and (iii) the satisfaction of certain other customary conditions.

The Tender Offer is being made pursuant to the Offer to Purchase and Letter of Transmittal. The terms of the Tender Offer remain the same and the Offer to Purchase and the related Letter of Transmittal remain in full force and effect. SLCC I has retained Barclays Capital Inc. to act as the dealer manager for the Tender Offer. Questions related to the terms of the Tender Offer should be directed to Barclays Capital at (800) 438-3242 (toll-free) or (212) 528-7581 (collect). Global Bondholder Services Corporation will act as the information agent and depositary. Noteholders or their representatives may request copies of the Offer to Purchase and related Letter of Transmittal, which contain the full terms and conditions of the Tender Offer, and submit any requests for assistance to:

Global Bondholder Services Corporation 65 Broadway - Suite 404 New York, NY 10006 Attention: Corporate Actions Telephone (banks and brokers): (212) 430-3774 Telephone (toll-free): (866) 857-2200

This press release is not an offer to purchase, an offer to sell, a solicitation of an offer to purchase or a solicitation of an offer to sell any of the Notes, the New Notes or any other security. The Tender Offer is made only by and pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal. The Offer to Purchase and related Letter of Transmittal contain important information that should be read carefully in their entirety before any decision is made to tender or not tender Notes pursuant to the Tender Offer. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of SLCC I by the dealer manager, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction. None of SLCC I, the dealer manager, the depositary or the information agent makes any recommendation as to whether holders should tender their Notes in response to the Tender Offer. Holders must make their own decisions as to whether to tender Notes and, if so, the principal amount of Notes to tender and the Bid Price to be submitted therewith.

Forward-Looking Statements

Forward-looking statements in this release, such as the scheduled expiration of the Tender Offer, are based on current expectations. Forward-looking statements are made in this release and in certain of the publicly available information relating to the Notes and SLCC I, that are based on current expectations, estimates, beliefs, assumptions and projections.

Words such as "expects," "intends," "plans," "projects," "believes," "estimates" and similar expressions are used to identify these forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecast in these forward-looking statements.

Forward-looking statements speak only as of the date made. There is no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements included in this release or that may be made elsewhere from time to time by, or on behalf of, SLCC I.

SOURCE Student Loan Consolidation Center Student Loan Trust I