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) February 27, 2001
USA EDUCATION, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE File No. 001-13251 52-2013874
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
11600 Sallie Mae Drive, Reston, Virginia 20153
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (703) 810-3000
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Not Applicable
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(former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
On February 27, 2001, USA Education, Inc. consummated the issuance of
$500,000,000 of Senior Notes due February 18, 2003.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Businesses Acquired:
Not applicable.
(b) Pro Form Financial Information:
Not applicable.
(c) Exhibits:
1.1 Underwriting agreement, dated February 22, 2001, between USA
Education, Inc. and Goldman, Sachs & Co. and Credit Suisse
First Boston Corporation, as representatives of the
underwriters
1.2 Pricing agreement, dated February 22, 2001, between USA
Education, Inc. and Goldman, Sachs & Co. and Credit Suisse
First Boston Corporation, as representatives of the
underwriters
4.1.1 Second Supplemental Indenture, dated as of February 27, 2001,
between USA Education, Inc. and The Chase Manhattan Bank, as
trustee
4.1.2 Form of Global Certificates for $500,000,000 of Senior Notes
Due February 18, 2003
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
USA Education, INC.
By: /s/ John F. Remondi
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Name: John F. Remondi
Title: Executive Vice President &
Chief Financial Officer
Dated: February 27, 2001
USA EDUCATION, INC.
Form 8-K
CURRENT REPORT
EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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1.1 Underwriting agreement, dated February 22, 2001, between USA
Education, Inc. and Goldman, Sachs & Co. and Credit Suisse
First Boston Corporation, as representatives of the
underwriters
1.2 Pricing agreement, dated February 22, 2001, between USA
Education, Inc. and Goldman, Sachs & Co. and Credit Suisse
First Boston Corporation, as representatives of the
underwriters
4.1.1 Second Supplemental Indenture, dated as of February 27, 2001,
between USA Education, Inc. and The Chase Manhattan Bank, as
trustee
4.1.2 Form of Global Certificates for $500,000,000 of Senior Notes
Due February 18, 2001