M&A - NELNET INC

Form Type: 8-K

Filing Date: 2025-06-04

Corporate Action: Acquisition

Type: Update

Accession Number: 000125860225000043

Filing Summary: On June 4, 2025, Nelnet, Inc. received cash proceeds of $411 million from redeeming certain of its membership interests in ALLO Holdings LLC under a Membership Unit Redemption Agreement. This transaction resulted in a pre-tax gain of $175 million for Nelnet. Following the redemption, Nelnet no longer holds any preferred membership interests in ALLO but retains a significant voting equity investment. Nelnet's ownership in ALLO decreased from 45% to 27%, and it will account for the remaining 27% voting membership interests using the Hypothetical Liquidation at Book Value (HLBV) method of accounting, at a carrying value of $0.

Form Type: 8-K

Filing Date: 2025-04-21

Corporate Action: Acquisition

Type: New

Accession Number: 000125860225000023

Filing Summary: On April 18, 2025, Nelnet, Inc. entered into a Membership Unit Redemption Agreement with ALLO Holdings LLC and other parties as part of a financing transaction which provides ALLO with gross proceeds of $500 million. The agreement involves ALLO redeeming Nelnet's and SDC's preferred membership interests, along with some voting membership interests, expected to close in late May 2025. Post-transaction, Nelnet's ownership in ALLO will reduce from 45% to approximately 26%, and Nelnet anticipates aggregate cash proceeds of approximately $410 million from this transaction, with a pre-tax gain of around $175 million. Nelnet will cease to hold any preferred membership interests in ALLO but will retain significant voting equity.