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)
OCTOBER 3, 2005
NELNET, INC.
(Exact name of registrant as specified in its charter)
NEBRASKA 001-31924 84-0748903
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
121 SOUTH 13TH STREET
SUITE 201
LINCOLN, NEBRASKA 68508
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(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 October 3, 2005, Nelnet, Inc. entered into a Stock and Asset
Purchase Agreement with NNI Acquisition Servicing Limited Partnership,
Greater Texas Foundation, and LoanSTAR Systems, Inc. which provides that
Nelnet is to acquire LoanSTAR Funding Group, Inc., a wholly-owned
student loan subsidiary of Greater Texas Foundation, including LoanSTAR
Funding Group's student loan portfolio of approximately $850 million
primarily originated under the Federal Family Education Loan Program of
the U.S. Department of Education, and related debt, as well as the
company's sales and marketing operations. The agreement also provides
that Nelnet is to acquire the related servicing assets of LoanSTAR
Systems, Inc. The cash transaction is expected to close in the fourth
quarter of 2005, subject to normal regulatory approval and closing
conditions.
On October 3, 2005, Nelnet, Inc. issued a press release
announcing the agreement. A copy of the press release is attached as an
exhibit to this Report.
The brief description of the agreement as set forth above and
included in the press release does not purport to describe all of the
terms of the agreement, and is qualified by reference to the full text
of the agreement, a copy of which is attached as an exhibit to this
report.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits. The following exhibits are filed as part of this
report:
2.1 - Stock and Asset Purchase Agreement dated as of October
3, 2005 among Nelnet, Inc., NNI Acquisition Servicing
Limited Partnership, Greater Texas Foundation, and
LoanSTAR Systems, Inc.
99.1 - Press release by Nelnet, Inc. dated October 3, 2005 -
"Nelnet to acquire LoanSTAR Funding Group and related
servicing assets of LoanSTAR Systems"
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: October 3, 2005
NELNET, INC.
By: /s/ TERRY J. HEIMES
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Terry J. Heimes
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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2.1 Stock and Asset Purchase Agreement dated as of October 3, 2005
among Nelnet, Inc., NNI Acquisition Servicing Limited
Partnership, Greater Texas Foundation, and LoanSTAR Systems,
Inc.
99.1 Press release by Nelnet, Inc. dated October 3, 2005 - "Nelnet to
acquire LoanSTAR Funding Group and related servicing assets of
LoanSTAR Systems"