Sallie Mae (NASDAQ: SLM) announced a cash tender offer to purchase all outstanding 3.125% senior notes due 2026, according to a company statement. The offer targets $500 million in principal amount of notes with CUSIP number 78442P GE0.

The purchase price will be determined using a fixed spread of 25 basis points plus the yield based on the 4.125% U.S. Treasury security due October 31, 2026. The pricing will be set at 2 p.m. New York time on May 12, 2026, when the tender offer is scheduled to expire.

Holders whose notes are purchased will receive the purchase price plus accrued interest from the last payment date through May 15, 2026, the expected settlement date. The notes mature on November 2, 2026.

The tender offer expires at 5 p.m. New York time on May 12, 2026, unless extended or terminated earlier. Tendered notes may be withdrawn before the expiration time.

The tender offer is contingent on completion of a new debt securities offering by Sallie Mae. Proceeds from the new offering will fund the note repurchase. The company stated there is no minimum tender requirement and no assurance the new offering will be completed.

Sallie Mae expects to repay any notes not tendered at maturity and plans to deposit sufficient funds with Deutsche Bank National Trust Company to satisfy the indenture governing the notes after settlement.

J.P. Morgan Securities serves as dealer manager for the tender offer, while D.F. King & Co. acts as tender agent and information agent.