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) SEPTEMBER 27, 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.) 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 September 27, 2005, Nelnet, Inc. issued a press release announcing it has entered into an agreement with Chela Education Financing, Inc. that provides for Nelnet's acquisition of assets from Chela, including an approximately $2.3 billion student loan portfolio, related servicing and origination assets, and rights to the Chela brand. The transaction is expected to close in the fourth quarter of 2005, subject to normal regulatory approval and closing conditions. A copy of the press release is attached as an exhibit to this Report. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. The following exhibit is filed as part of this Report: 99.1 - Press release dated September 27, 2005 - "Nelnet and Chela enter into agreement for Nelnet's acquisition of student loan portfolio and related servicing and origination assets from Chela" 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: September 27, 2005 NELNET, INC. By: /s/ Terry J. Heimes -------------------------------- Terry J. Heimes Title: Chief Financial Officer EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press release dated September 27, 2005 - "Nelnet and Chela enter into agreement for Nelnet's acquisition of student loan portfolio and related servicing and origination assets from Chela"