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) January 24, 2007
NELNET, INC.
(Exact name of registrant as specified in its charter)
Nebraska 001-31924 84-0748903
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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
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 January 24, 2007, Nelnet, Inc. (the "Company") executed Commercial
Paper Dealer Agreements dated as of December 29, 2006 (the "Dealer Agreements")
with SunTrust Capital Markets, Inc. and Banc of America Securities LLC (the
"Dealers"), and a Commercial Paper Issuing and Paying Agent Agreement dated as
of December 29, 2006 (the "Agency Agreement") with Deutsche Bank Trust Company
Americas (the "Agent"), to establish a $475 million unsecured commercial paper
program. Under the program, the Company may issue commercial paper from time to
time, and the proceeds of the commercial paper financing will be used for
general corporate purposes.
The Dealer Agreements provide the terms under which the Dealers will
either purchase from the Company or arrange for the sale by the Company of
unsecured commercial paper notes (the "Notes") pursuant to an exemption from
federal and state securities laws. The Dealer Agreements contain customary
representations, warranties, covenants and indemnification provisions. The
maturities of the Notes will vary, but may not exceed 397 days from the date of
issue. The principal amount of outstanding Notes under the program may not
exceed $475 million. The Notes will bear interest at rates that will vary based
on market conditions at the time of the issuance of the Notes. The Agency
Agreement provides for the issuance and payment of the Notes and contains
customary representations, warranties, covenants and indemnification provisions.
The Dealers and the Agent and certain of their respective affiliates
have performed and/or may in the future perform various commercial banking,
investment banking and other financial advisory services for the Company and its
subsidiaries for which they have received and/or will receive customary fees and
expenses. The description above is a summary of the Dealer Agreements and the
Agency Agreement and is qualified in its entirety by the Dealer Agreements and
the Agency Agreement which are attached hereto as Exhibits 10.1, 10.2 and 10.3
and are incorporated by reference herein.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER
AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The information related to the $475 million unsecured commercial paper
program discussed under Item 1.01 above is hereby incorporated by reference
under this Item 2.03.
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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits. The following exhibits are filed as part of this report:
Exhibit No. Description
----------- ------------------------------------------------------
10.1 Commercial Paper Dealer Agreement between Nelnet, Inc.
and SunTrust Capital Markets, Inc. dated as of
December 29, 2006.
10.2 Commercial Paper Dealer Agreement between Nelnet, Inc.
and Banc of America Securities LLC dated as of
December 29, 2006.
10.3 Commercial Paper Issuing and Paying Agent Agreement
between Nelnet, Inc. and Deutsche Bank Trust Company
Americas dated as of December 29, 2006.
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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.
NELNET, INC.
Date: January 30, 2007 By: /s/ TERRY J. HEIMES
-------------------
Terry J. Heimes
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
No. Description
---------- -------------------------------------------------------------
10.1 Commercial Paper Dealer Agreement between Nelnet, Inc. and
SunTrust Capital Markets, Inc. dated as of December 29, 2006.
10.2 Commercial Paper Dealer Agreement between Nelnet, Inc. and
Banc of America Securities LLC dated as of December 29, 2006.
10.3 Commercial Paper Issuing and Paying Agent Agreement between
Nelnet, Inc. and Deutsche Bank Trust Company Americas dated
as of December 29, 2006.
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