13D Filing: Canyon Capital Advisors and Navient Corp (NAVI)

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(f) CCA is a limited liability company organized under the laws of the state of Delaware.  Each of Mr. Julis and Mr. Friedman is a United States citizen.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
A total of approximately
$261,170,213  was paid to acquire such Common Stock. Funds for the purchase of the shares of
Common Stock reported herein were derived from the working capital of the Accounts and margin borrowings described in the
following sentence. Such shares of Common Stock are held by accounts managed by the Reporting Persons in commingled margin
accounts, which may extend margin credit to the Reporting Persons from time to time, subject to applicable federal margin
regulations, stock exchange rules and credit policies. In such instances, the positions held in the margin accounts are
pledged as collateral security for the repayment of debit balances in the account. The margin accounts bear interest at a
rate based upon the broker’s call rate from time to time in effect. Because other securities are held in the margin
accounts, it is not possible to determine the amounts, if any, of margin used to purchase the shares of Common Stock reported
herein.
Item 4. PURPOSE OF TRANSACTION
The Reporting Persons acquired the Common Stock to which this Schedule 13D relates for investment purposes in the ordinary course of business. The Reporting Persons acquired the Common Stock because they believed that the Common Stock reported herein, when purchased, represented an attractive investment opportunity.
In light of the recent
announcement by the Issuer that John K. Adams will not stand for re-election to the board of directors of the Issuer (the
Board”) at the upcoming annual meeting of shareholders scheduled for May 24, 2018, the Reporting Persons
intend to discuss potential nominees with members of management and the Board. The Reporting Persons and their
representatives have from time to time engaged in discussions with members of management and the Board regarding strategy,
strategic transactions, operating performance and corporate expenses. The Reporting Persons intend to, from time to time,
continue to engage in discussions with members of management and the Board, and to engage in discussions with other current
or prospective shareholders, industry analysts, existing or potential strategic partners, acquirers or competitors,
investment professionals, financing sources and other third parties regarding the foregoing and a broad range of matters
relating to the Issuer, including, among other things, the Issuer’s business, operations, management, organizational
documents, ownership, capital or corporate structure, dividend policy, corporate governance, Board composition, management
and Board incentive programs, strategic alternatives and transactions, and a sale of the Issuer or certain of its businesses
or assets, in which the Reporting Persons intend to participate or engage in, as a means of enhancing shareholder
value.  The Reporting Persons may exchange information with any such persons pursuant to appropriate
confidentiality or similar agreements.  The Reporting Persons intend to consider, explore and/or develop plans
and/or make proposals with respect to, among other things, the foregoing matters and may take other steps seeking to bring
about changes to increase shareholder value as well as pursue other plans or proposals that relate to or could result in any
of the matters set forth in clauses (a)-(j) of Item 4 of Schedule 13D.  The Reporting Persons may also take steps
to explore and prepare for various plans and actions, and propose transactions, before forming an intention to engage in such
plans or actions or proceed with such transactions.

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