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)
FEBRUARY 4, 2005
NELNET, INC.
(Exact name of registrant as specified in its charter)
NEBRASKA 001-31924 84-0748903
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
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121 SOUTH 13TH STREET
SUITE 201
LINCOLN, NEBRASKA 68508
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (402) 458-2370
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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))
Item 1.01. Entry into a Material Definitive Agreement.
On February 4, 2005, National Education Loan Network, Inc. (the
"Subsidiary"), a wholly owned subsidiary of Nelnet, Inc. (the
"Company"), entered into an agreement (the "Agreement") to amend certain
existing contracts with one of the Company's branding channel sources,
Union Bank and Trust Company ("Union Bank"). Under the Agreement, Union
Bank agreed to sell to the Subsidiary, prior to March 1, 2005, a
portfolio of guaranteed student loans with an aggregate outstanding
balance of approximately $600 million. The Subsidiary agreed to pay the
outstanding principal and accrued interest with respect to the student
loans to be purchased, together with a one-time payment to Union Bank in
the amount of $20 million. Union Bank also committed to transfer to the
Subsidiary substantially all of the remaining balance of Union Bank's
origination rights in guaranteed student loans to be originated in the
future, except for student loans previously committed for sale to
others. Union Bank will continue to originate student loans, and such
guaranteed student loans not previously committed for sale to others are
to be sold by Union Bank to the Subsidiary in the future. Union Bank
also granted to the Subsidiary exclusive rights as marketing agent for
student loans on behalf of Union Bank. A copy of the Agreement is filed
as Exhibit 10.1 to this Report.
As previously disclosed in the Company's 2003 Form 10-K and 2004
annual meeting proxy statement, Union Bank is a related party by virtue
of the fact that it is indirectly controlled by Michael S. Dunlap, a
principal shareholder, director and Co-Chief Executive Officer of the
Company, and Mr. Dunlap's sister, a principal shareholder of the
Company. In addition, Union Bank has various other relationships with
the Company as disclosed in the 2003 Form 10-K and 2004 proxy statement.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is filed as part of this
Report:
Amendment of Agreements dated as of February 4, 2005, by and
between National Education Loan Network, Inc. and Union Bank and
Trust Company.
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.
Dated: February 10, 2005
NELNET, INC.
By: /s/ Terry J. Heimes
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Name: Terry J. Heimes
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
10.1 Amendment of Agreements dated as of February 4, 2005, by and
between National Education Loan Network, Inc. and Union Bank and
Trust Company.