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): May 23,
2018
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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Registrant’s 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:
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
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Emerging
growth company
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☐
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
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ITEM 5.02
DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENT OF
CERTAIN OFFICERS
On May
23, 2018, Navient Corporation (“Navient” or the
“Company”) announced that it has entered into a
strategic agreement with First Data Corporation (NYSE: FDC) whereby
First Data will acquire Navient’s student loan technology
platform. In connection with this agreement, and contingent upon
the transaction closing, John F. (Jeff) Whorley Jr.,
Navient’s Group President, Asset Management and Servicing,
will depart the Company to join First Data and become a member of
First Data’s Management Committee. Additionally, the Company
and Mr. Whorley intend to enter into a separation agreement,
the material terms of which will be disclosed on Form 8-K/A once an
agreement between the parties has been finalized.
ITEM 8.01
OTHER
EVENTS
On May
23, 2018, the Company and First Data issued a joint news release
entitled “First Data and Navient Announce Agreement on
Student Loan Technology” a copy of which is furnished
herewith as Exhibit 99.1.
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ITEM 9.01
FINANCIAL
STATEMENTS AND EXHIBITS
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(d) Exhibits
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Exhibit
Number
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Description
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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:
May 23, 2018
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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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First Data and Navient Announce
Agreement on Student Loan Technology
NEW YORK and WILMINGTON, Del., May 23, 2018—First Data
(NYSE: FDC) and Navient
(Nasdaq: NAVI) announced they have reached a strategic agreement
for First Data to become the primary provider of technology
solutions for Navient’s federal and private education loans.
This agreement expands on First Data and Navient’s
longstanding partnership to support private student
loans.
As a
part of the agreement, First Data will acquire Navient’s
student loan technology platform. Navient information technology
talent who manage the platform will join First Data.
First
Data is one of the world’s largest providers of credit
processing services, with more than a billion accounts on file.
This agreement will also position First Data as a major provider in
the student loan technology market and allow First Data to further
leverage its scale, technology, and deep experience on behalf of
student borrowers. To reinforce First Data’s commitment to
this space, First Data is establishing First Data Education, which
will be led by Jeff Whorley. Jeff has been Group President, Asset
Management and Servicing at Navient and will become a member of
First Data’s Management Committee.
As one
of the largest servicers of student loans, Navient will continue to
provide its leading customer service, data insights, default
prevention, back office support, and other services that have
delivered a track record of customer success.
“We
are delighted that Navient has chosen First Data as its partner.
Student loan technology is a natural adjacency for First Data, and
this agreement significantly expands our capabilities in this
sector,” said Andrew Gelb, executive vice president, head of
Global Financial Solutions, First Data. “Navient’s
platform is well-proven, and we welcome the Navient employees
joining our company.”
“This
agreement with First Data enhances our ability to bring agility,
scalability and innovation across our digital technologies enabling
us to continue to deliver better outcomes for the student borrowers
we serve,” said Patricia Lawicki, executive vice president
and chief information officer, Navient. “First Data
understands our business, and this agreement also gives us the
ability to create a more effective long-term cost structure for our
business.”
Navient
will continue to service loans for its 12 million federal and
private education loan customers, including those serviced under a
contract with the U.S. Department of Education.
The
agreement is expected to close in the third quarter, subject to
certain closing conditions.
About First Data
First Data (NYSE: FDC) is a global leader in commerce-enabling
technology, serving approximately six million business locations
and 4,000 financial institutions in more than 100 countries around
the world. The company’s 22,000 owner-associates are
dedicated to helping companies, from start-ups to the world’s
largest corporations, conduct commerce every day by securing and
processing more than 3,000 transactions per second and $2.4
trillion per year.
About Navient
Navient (Nasdaq: NAVI) is a leading provider of asset management
and business processing solutions for education, healthcare, and
government clients at the federal, state and local levels. The
company helps its clients and millions of Americans achieve
financial success through services and support. Headquartered in
Wilmington, Delaware, Navient employs team members in western New
York, northeastern Pennsylvania, Indiana, Tennessee, Texas,
Virginia, Wisconsin, California and other locations. Learn more at
navient.com.
Contacts
Media:
Mia Shernoff
First Data
212-515-0225
mediarelations@firstdata.com
Paul Hartwick
Navient
302-283-4026
paul.hartwick@navient.com
Investors:
Peter Poillon
First Data
212-266-3565
peter.poillon@firstdata.com
Joe Fisher
Navient
302-283-4075
joe.fisher@navient.com
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