Navient to Acquire Earnest

Acquisition of Earnest: Leading technology enabled lender and education finance company Combines Navient's 40+ years of data, analytics, capital markets and industry operating experience with best-in-class technology and digital origination capabilities Strategically Compelling & Financially Attractive Best-in-Class Digital Origination Capabilities Robust Technology Strong Management Team ● ● ● Earnest's platform was developed for "digitally native" borrowers, with a focus on the direct-to- consumer student loan refinance space and other consumer asset classes • Quality brand with industry-leading net promotor score driven by strong customer experience Earnest maintains consumer lending licenses on a state-by-state basis covering 95% + of the U.S. population ● ● ● Accelerates ability to capture significant share in the large and growing education financing market Expected to generate strong and predictable cash flows with returns above our cost of capital Meaningful value created from more stable funding base, better capital market execution and additional revenue and scale opportunities ● Provides an ability to reinvest Navient's capital to generate additional shareholder value, consistent with our capital allocation guidelines Earnest's significant investment in data science leads to better learning algorithms, enabling sophisticated and efficient underwriting and pricing Digital platform builds a holistic financial profile of each borrower Earnest's founders will continue as key members of the Navient team and have meaningful invested capital Earnest's broader leadership team and functional specialists have deep technology and digital marketing expertise Confidential and proprietary information 2017 Navient Solutions, LLC. All rights reserved. 3

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