SOURCE: Pennsylvania Higher Education Assistance Agency

Pennsylvania Higher Education Assistance Agency

May 31, 2011 22:17 ET

Pennsylvania Higher Education Assistance Agency Announces Tender Offer With Respect to Certain of Its Student Loan Revenue Bonds

HARRISBURG, PA--(Marketwire - May 31, 2011) - The Pennsylvania Higher Education Assistance Agency (the "Agency") today announced that it has commenced an offer (the "Offer") to purchase up to $2,300,000,000 Auction Rate Bonds, for cash, upon the terms and subject to the conditions set forth in the Offer to Purchase dated May 31, 2011 (the "Offer to Purchase"), with respect to the outstanding auction rate Student Loan Revenue Bonds listed below (collectively the "Auction Rate Bonds").

Student Loan Revenue Bonds,
Senior and Subordinate Series A through NN
SeriesMaturity
Date
Original
Principal
Amount
Outstanding
Principal
Amount
(As of
April 30, 2011)
CUSIP1Purchase Price
(Per $1,000 Principal Amount)
Taxable Senior (Series and Subseries) Bonds
A8/1/2027$35,000,000$28,750,000709163BN8$918.00
C3/1/202850,000,00041,100,000709163BQ1918.00
D11/1/202845,000,00037,000,000709163BR9918.00
F-110/1/204055,000,00045,000,000709163BX6918.00
F-210/1/204055,000,00045,000,000709163BY4918.00
F-310/1/204055,000,00045,200,000709163BZ1918.00
H10/1/2040165,000,000135,500,000709163BV0918.00
J-112/1/204053,750,00044,150,000709163CB3918.00
J-212/1/204053,750,00044,000,000709163CC1918.00
J-312/1/204053,750,00044,150,000709163CD9918.00
J-412/1/204053,750,00044,150,000709163CE7918.00
L-18/1/204195,000,00078,050,000709163CH0918.00
L-28/1/204195,000,00077,750,000709163CJ6918.00
R-18/1/204275,000,00061,600,000709163CZ0918.00
R-28/1/204275,000,00061,350,000709163DA4918.00
T-19/1/204294,100,00077,300,000709163DC0918.00
T-29/1/204294,100,00077,300,000709163DD8918.00
T-39/1/204294,100,00077,300,000709163DE6918.00
T-49/1/204294,100,00077,000,000709163DF3918.00
T-59/1/204294,100,00077,300,000709163DG1918.00
V-110/1/204283,400,00068,500,000709163DJ5882.00
V-210/1/204283,300,00068,400,000709163DK2882.00
V-310/1/204283,300,00068,200,000709163DL0882.00
V-410/1/204250,000,00041,100,000709163DM8882.00
Y-19/1/204375,000,00061,400,000709163DT3882.00
Y-29/1/204375,000,00061,600,000709163DU0882.00
Y-39/1/204375,000,00061,600,000709163DV8882.00
Y-49/1/204375,000,00061,600,000709163DW6882.00
BB-111/1/204475,000,00061,600,000709163EE5882.00
BB-211/1/204475,000,00061,600,000709163EF2882.00
BB-311/1/204475,000,00061,600,000709163EG0882.00
BB-411/1/204475,000,00061,400,000709163EH8882.00
CC-18/1/204575,000,00061,600,000709163EM7918.00
CC-28/1/204575,000,00061,600,000709163EN5918.00
CC-38/1/204550,000,00041,100,000709163EP0918.00
DD-19/1/2045100,000,00082,150,000709163EQ8918.00
DD-29/1/2045100,000,00081,800,000709163ER6918.00
EE-112/1/204595,000,00078,050,000709163ES4918.00
EE-212/1/204595,000,00077,750,000709163ET2918.00
EE-312/1/204595,000,00078,050,000709163EU9918.00
EE-412/1/204595,000,00078,050,000709163EV7918.00
GG-112/1/204597,000,00079,400,000709163EX3882.00
GG-212/1/204597,000,00079,700,000709163EY1882.00
GG-312/1/204596,000,00078,900,000709163EZ8882.00
GG-412/1/204570,000,00057,500,000709163FA2882.00
GG-512/1/204570,000,00057,500,000709163FB0882.00
GG-612/1/204570,000,00057,500,000709163FC8882.00
HH-15/1/204697,000,00079,350,000709163FF1926.00
HH-25/1/204697,000,00079,350,000709163FG9926.00
HH-35/1/204697,000,00079,650,000709163FH7926.00
HH-45/1/204697,000,00079,650,000709163FJ3926.00
HH-55/1/204697,000,00079,650,000709163FK0926.00
HH-65/1/204697,000,00079,650,000709163FL8926.00
HH-75/1/204697,000,00079,650,000709163FM6926.00
HH-85/1/204697,000,00079,650,000709163FN4926.00
HH-95/1/204697,000,00079,650,000709163FP9926.00
HH-105/1/204697,000,00079,650,000709163FQ7926.00
JJ-16/1/204675,000,00061,600,000709163FS3918.00
JJ-26/1/204675,000,00061,600,000709163FT1918.00
JJ-36/1/2046100,000,00082,125,000709163FU8918.00
JJ-46/1/204675,000,00061,350,000709163FV6918.00
JJ-56/1/204650,000,00040,900,000709163FW4918.00
JJ-66/1/204675,000,00061,350,000709163FX2918.00
JJ-76/1/204675,000,00061,600,000709163FY0918.00
JJ-86/1/204675,000,00061,600,000709163GA1918.00
JJ-96/1/204675,000,00061,600,000709163GB9918.00
JJ-106/1/204652,500,00043,125,000709163GC7918.00
LL-14/1/204770,000,00057,500,000709163GK9918.00
LL-24/1/204770,000,00057,500,000709163GL7918.00
LL-34/1/204770,000,00057,500,000709163GM5918.00
LL-44/1/204760,000,00049,275,000709163GN3918.00
LL-54/1/204760,000,00049,100,000709163GP8918.00
LL-64/1/204760,000,00049,275,000709163GQ6918.00
LL-74/1/204790,000,00073,925,000709163GR4918.00
LL-84/1/204790,000,00073,925,000709163GS2918.00
LL-94/1/204790,000,00073,925,000709163GT0918.00
LL-104/1/204790,000,00073,925,000709163GU7918.00
MM-16/1/204769,750,00057,275,000709163GV5926.00
MM-26/1/204750,000,00040,900,000709163GW3926.00
MM-36/1/204750,000,00040,900,000709163GX1926.00
MM-46/1/204750,000,00041,075,000709163GY9926.00
MM-56/1/204750,000,00041,075,000709163GZ6926.00
MM-66/1/204769,750,00057,275,000709163HB8926.00
Tax Exempt Senior (Series and Subseries) Bonds
N-16/1/203770,000,00057,500,000709163CT4926.00
N-26/1/203770,000,00057,300,000709163CU1926.00
P-13/1/202270,000,00057,500,000709163CW7926.00
P-23/1/202270,000,00057,300,000709163CX5926.00
W-16/1/203880,000,00065,700,000709163DQ9926.00
W-26/1/203860,000,00049,300,000709163DR7926.00
Z-16/1/203950,000,00041,075,000709163DX4926.00
Z-26/1/203940,000,00032,850,000709163DY2926.00
Z-36/1/203940,000,00032,850,000709163DZ9926.00
Z-46/1/203940,000,00032,850,000709163EA3926.00
AA-16/1/203957,000,00046,850,000709163EB1926.00
AA-26/1/203957,000,00046,850,000709163EC9926.00
AA-36/1/203957,000,00046,650,000709163ED7926.00
Taxable Subordinate Bonds
B8/1/202715,000,00015,000,000709163BP3630.00
E11/1/20285,000,0005,000,000709163BS7630.00
G10/1/204010,000,00010,000,000709163CA5630.00
I10/1/204010,000,00010,000,000709163BW8630.00
K12/1/204025,000,00025,000,000709163CF4630.00
M8/1/204110,000,00010,000,000709163CK3630.00
S8/1/204210,000,00010,000,000709163DB2630.00
U9/1/204229,500,00029,500,000709163DH9630.00
FF12/1/204520,000,00020,000,000709163EW5630.00
II5/1/204630,000,00030,000,000709163FR5630.00
KK6/1/204622,500,00022,500,000709163GD5630.00
NN6/1/204710,500,00010,500,000709163HA0630.00
Tax Exempt Subordinate Bonds
O6/1/203710,000,00010,000,000709163CV9526.00
Q3/1/202210,000,00010,000,000709163CY3526.00
X6/1/203810,000,00010,000,000709163DS5526.00

1 CUSIP is a registered trademark of American Bankers Association. None of PHEAA, the Dealer Manager, the Trustee, the Information Agent or the Tender Agent makes any representation as to, or takes responsibility for, the accuracy of such CUSIP numbers. CUSIP numbers are provided for convenience of reference only.

Subject to the terms of the Offer to Purchase, the Agency will purchase any Auction Rate Bonds accepted for purchase at separate purchase prices per $1,000 principal amount set forth above, each as described in the Offer to Purchase, plus accrued and unpaid interest thereon to, but not including, the date that payment for such Auction Rate Bonds is made by the Agency. The Offer will expire at 5:00 p.m., Eastern Time, on June 21, 2011, unless extended (the "Expiration Time"). Any tendered Auction Rate Bonds may not be withdrawn at any time.

The Agency is offering to purchase up to $2,300,000,000 of principal amount of Auction Rate Bonds, and may not purchase all Auction Rate Bonds tendered for purchase pursuant to the Offer. The Auction Rate Bonds to be purchased, if any, will be selected as described in the Offer to Purchase.

Morgan Stanley & Co. Incorporated will act as the dealer manager for the tender offer.

Morgan Stanley & Co. Incorporated
1585 Broadway, 2nd Floor
New York, NY 10036
Phone: (212) 761-0925
Attn: PHEAA Tender Offer

Bondholder Communications LLC will act as the information and tender agent. Bondowners or their representatives may request copies of the Offer to Purchase, which contains the full terms and conditions of the Offer, and submit any questions or requests for assistance to:

Bondholder Communications Group LLC
30 Broad Street, 46th Floor
New York, NY 10004
Attn: Phoebe Adams
Fax: (212) 437-9827

Banks and Brokers Call: (212) 809-2663
All Others call Toll Free: (888) 385-2663
Email: padams@bondcom.com
Website: www.bondcom.com/pheaa

This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to purchase with respect to any Bonds. The Offer is being made solely pursuant to the Offer to Purchase. The Offer is not being made to holders of Bonds 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.

About the Pennsylvania Higher Education Assistance Agency

Created in 1963 by the Pennsylvania General Assembly, the Agency has evolved into one of the nation's leading student aid organizations. Today, the Agency is a national provider of student financial aid services, serving millions of students and thousands of schools through its loan guaranty, loan servicing, financial aid processing, outreach, and other student aid programs.

The Agency's earnings are used to support its public service mission and to pay its operating costs, including administration of the Pennsylvania State Grant and other state-funded student aid programs. The Agency continues to devote its energy, resources, and imagination to developing innovative ways to ease the financial burden of higher education for students, families, schools, and taxpayers.

The Agency conducts its student loan servicing activities nationally as American Education Services and FedLoan Servicing.

Forward-Looking Statements

Forward-looking statements in this press release, such as the scheduled expiration of the Offer, are based on current expectations. This press release contains forward-looking statements that involve a variety of business risks and other uncertainties that could cause actual results to differ materially. 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, the Agency.