Nelnet, Inc. Amends and Extends Fixed Price Cash Tender Offer For Notes of Nelnet Education Loan Funding, Inc.

LINCOLN, Neb., Dec. 16, 2013 /PRNewswire/ -- Nelnet, Inc. (NYSE: NNI) (the "Company") announced today that it is (a) extending the expiration time for its fixed price cash tender offer for any and all outstanding Series 2004‑2 senior auction rate student loan asset‑backed notes and Series 2004‑2 subordinate auction rate student loan asset‑backed notes (collectively, the "Auction Rate Notes") of Nelnet Education Loan Funding, Inc. (the "Issuer"), that are identified in the table below, to 5:00 p.m., New York City time, on Wednesday, January 8, 2014, unless further extended or earlier terminated (the "Expiration Time"), and (b) increasing the consideration offered for such Auction Rate Notes to the prices set forth in the table below (the "Notes Consideration"):

CUSIP Number


Security Description

Consideration per $1,000

Principal Amount



Senior Auction Rate Notes




Senior Auction Rate Notes




Subordinate Auction Rate Notes


In addition to the Notes Consideration, the Company will pay all accrued and unpaid interest on the Auction Rate Notes purchased pursuant to the offer up to, but not including, the Settlement Date (as defined below).  To receive the Notes Consideration, holders of Auction Rate Notes must validly tender their Auction Rate Notes prior to the Expiration Time.  The Company will pay the Notes Consideration plus all accrued and unpaid interest on the Auction Rate Notes purchased pursuant to the offer in same‑day funds promptly after the Expiration Time (the "Settlement Date"), which is expected to be on or about Friday, January 10, 2014.  The Company expects to use available cash to pay for the Auction Rate Notes.

Additional terms and conditions of the tender offer are set forth in the Offer to Purchase, dated December 2, 2013, as amended by the First Amendment to Offer to Purchase, dated December 16, 2013 (collectively, the "Amended Offer to Purchase").

As of 5:00 p.m., New York City time, on Monday, December 16, 2013, none of the Class A‑5b Senior Auction Rate Notes, $700,000 of the Class A‑5c Senior Auction Rate Notes and $200,000 of the Class B‑1 Subordinate Auction Rate Notes have been tendered pursuant to the Offer to Purchase.

This press release is neither an offer to purchase nor a solicitation to buy any of the Auction Rate Notes, nor is it a solicitation for acceptance of the tender offer.  Nelnet is making the tender offer only by, and pursuant to the terms of, the Amended Offer to Purchase.  The tender offer is not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.  None of Nelnet or its affiliates, the Issuer, the Dealer Manager or the Depositary and Information Agent is making any recommendation as to whether or not holders should tender their Auction Rate Notes in connection with the tender offer.

The complete terms and conditions of the tender offer are set forth in the Amended Offer to Purchase sent to holders of the Auction Rate Notes.  Holders are urged to read the tender offer documents carefully.  Copies of the Amended Offer to Purchase may be obtained from the Depositary and Information Agent for the tender offer, Global Bondholders Services, at (212) 430‑3774 (for Banks and Brokers) or (866) 470‑4500 (toll free).

Goldman, Sachs & Co. is the Dealer Manager for the tender offer.  Questions regarding the tender offer may be directed to Goldman, Sachs & Co. at (212) 357‑6436 or (800) 828‑3182 (toll free).

For more than 30 years, Nelnet has been helping families plan, prepare, and pay for their educations.

Information contained or incorporated in this press release may be considered forward looking in nature and is subject to various risks, uncertainties, and assumptions.  Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, or expected.  Among the key factors that may have a direct bearing on the Company's operating results, performance, or financial condition expressed or implied by the forward‑looking statements are changes in the terms of student loans and the educational credit marketplace arising from the implementation of applicable laws and regulations, and from changes in such laws and regulations, adverse results in legal disputes, changes in the demand for educational financing or in financing preferences of educational institutions, students, and their families, increased financing costs and changes in the general interest rate environment.

SOURCE Nelnet, Inc.

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