8-K

NELNET INC (NNI)

8-K 2024-08-08 For: 2024-08-08
View Original
Added on April 04, 2026

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)

August 8, 2024

Nelnet_Logo_color.jpg

NELNET, INC.

(Exact name of registrant as specified in its charter)

Nebraska 001-31924 84-0748903
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
121 South 13th Street, Suite 100
--- --- ---
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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Class A Common Stock, Par Value $0.01 per Share NNI New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                        ☐

Item 2.02 Results of Operations and Financial Condition.

On August 8, 2024, Nelnet, Inc. (the “Company”) issued a press release with respect to its financial results for the quarter ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report. In addition, a copy of the supplemental financial information for the quarter ended June 30, 2024, which was made available on the Company's website at www.nelnetinvestors.com on August 8, 2024 in connection with the press release, is furnished as Exhibit 99.2 to this report.

The above information and Exhibits 99.1 and 99.2 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), nor shall such information and Exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. In addition, information on the Company's website is not incorporated by reference into this report and should not be considered part of this report.

Certain statements contained in the exhibits furnished with this report may be considered forward looking in nature and are subject to various risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, the Company's actual results may vary materially from those anticipated, estimated, or expected. Among the key risks and uncertainties that may have a direct bearing on the Company's future operating results, performance, or financial condition expressed or implied by the forward-looking statements are the matters discussed in the Risk Factors section of the Company's Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 27, 2024. Although the Company may from time to time voluntarily update its prior forward-looking statements, it disclaims any commitment to do so except as required by securities laws.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits. The following exhibits are furnished as part of this report:

Exhibit<br><br>No. Description
99.1 Press Release dated August 8, 2024 - "Nelnet Reports Second Quarter 2024 Results"
99.2 Supplemental Financial Information for the Quarter Ended June 30, 2024
104 Cover Page Interactive Data File (formatted as Inline XBRL and included as Exhibit 101).

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: August 8, 2024

NELNET, INC.

By:    /s/ JAMES D. KRUGER

Name:    James D. Kruger

Title:    Chief Financial Officer

Document

Nelnet Reports Second Quarter 2024 Results

LINCOLN, Neb., August 8, 2024 - Nelnet (NYSE: NNI) today reported GAAP net income of $45.1 million, or $1.23 per share, for the second quarter of 2024, compared with GAAP net income of $27.4 million, or $0.73 per share, for the same period a year ago.

Net income, excluding derivative market value adjustments1, was $43.9 million, or $1.20 per share, for the second quarter of 2024, compared with $25.9 million, or $0.69 per share, for the same period in 2023.

"The operating results and cash generation from our businesses continue to be strong in 2024,” said Jeff Noordhoek, chief executive officer of Nelnet. “We are excited about our current and future opportunities, always with a commitment to delivering exceptional service to our customers and a strategic focus on long-term success. Leveraging our position of strong liquidity to capitalize on market opportunities, including loan acquisitions, strategic investments, and capital management initiatives, continues to be a priority.”

Nelnet has four reportable operating segments, earning interest income on loans in its Asset Generation and Management (AGM) and Nelnet Bank segments, both part of the company's Nelnet Financial Services (NFS) division, and fee-based revenue in its Loan Servicing and Systems and Education Technology Services and Payments segments. Other business activities and operating segments that are not reportable and not part of the NFS division are combined and included in Corporate Activities.

Asset Generation and Management

The AGM operating segment reported loan and investment net interest income of $35.8 million during the second quarter of 2024, compared with $21.5 million for the same period a year ago. Net interest income for the second quarter of 2023 included a $25.9 million expense recognized by the company as a result of redeeming bonds prior to their maturity. Excluding this expense, net interest income for the quarter ended June 30, 2023, was $47.4 million. The decrease in 2024 compared with 2023 was due to the expected runoff of the loan portfolio and a decrease in loan spread2. The average balance of loans outstanding decreased from $13.6 billion for the second quarter of 2023 to $10.5 billion for the same period in 2024.

During the second quarter of 2024, the company recorded an allowance for credit losses and provision expense of $5.9 million ($4.5 million after tax, or $0.12 per share) related to certain of the company's residual ownership investments in loan securitizations. The company's estimate of future cash flows from the beneficial interest in certain consumer loan securitizations was lower than anticipated due to increased loan defaults within such securitizations.

AGM recognized net income after tax of $18.5 million for the three months ended June 30, 2024, compared with $13.5 million for the same period in 2023.

Nelnet Bank

As of June 30, 2024, Nelnet Bank had a $542.4 million and $624.9 million loan and investment portfolio, respectively, and total deposits, including intercompany deposits, of $1.03 billion. Nelnet Bank reported a net loss after tax for the three months ended June 30, 2024 of $2.8 million, compared with net income of $1.3 million for the same period in 2023. Nelnet Bank recognized provision for loan losses in the second quarter of 2024 of $7.8 million ($5.9 million after tax), due primarily from the establishment of an initial allowance for loans originated and acquired during the period.

Loan Servicing and Systems

Revenue from the Loan Servicing and Systems segment was $109.1 million for the second quarter of 2024, compared with $122.0 million for the same period in 2023. On April 1, 2024, the company began to earn revenue under its new Unified Servicing and Data Solution (USDS) contract which replaced its legacy student loan servicing contract with the Department of Education (Department). Revenue earned under the USDS contract on a per borrower blended basis is lower than the legacy contract.

As of June 30, 2024, the company was servicing $523.8 billion in government-owned, Federal Family Education Loan Program (FFEL Program), private education, and consumer loans for 15.5 million borrowers, compared with $559.1 billion in servicing volume for 16.6 million borrowers as of June 30, 2023.

1 Net income, excluding derivative market value adjustments, is a non-GAAP measure. See "Non-GAAP Performance Measures" at the end of this press release and the "Non-GAAP Disclosures" section below for explanatory information and reconciliations of GAAP to non-GAAP financial information.

2 Loan spread represents the spread between the yield earned on loan assets and the costs of the liabilities and derivative instruments used to fund the assets.

Following the completion of significant technology initiatives due to the transition from the legacy servicing contract to the new USDS contract, the company estimates incurring a charge of $7.1 million, including $2.1 million ($1.6 million after tax, or $0.04 per share) that was recognized in the second quarter of 2024. The remaining expense will be recognized during the second half of 2024.

The Loan Servicing and Systems segment reported net income after tax of $1.7 million for the three months ended June 30, 2024, compared with $12.9 million for the same period in 2023.

Education Technology Services and Payments

For the second quarter of 2024, revenue from the Education Technology Services and Payments operating segment was $116.9 million, an increase from $109.9 million for the same period in 2023. Revenue less direct costs to provide services for the second quarter of 2024 was $76.7 million, compared with $69.5 million for the same period in 2023.

Net income after tax for the Education Technology Services and Payments segment was $19.5 million for the three months ended June 30, 2024, compared with $13.7 million for the same period in 2023.

Corporate Activities

Included in Corporate Activities is the operating results of the company's 45 percent voting membership interest in ALLO Holdings LLC, a holding company for ALLO Communications LLC (ALLO). During the second quarter of 2023, the company recognized a loss on its ALLO voting membership interest investment of $12.2 million ($9.3 million after tax). The company has no remaining carrying value related to this investment in ALLO. Accordingly, no losses were recognized on this investment in the second quarter of 2024, and absent additional voting membership equity contributions, the company will not recognize future losses on this investment.

For the second quarter of 2024, the company reported a loss of $4.8 million ($2.9 million after tax and noncontrolling interests) in its solar engineering, procurement, and construction (EPC) business, compared with a loss of $8.2 million ($5.0 million after tax and noncontrolling interests) for the same period in 2023. On April 12, 2024, the company announced a change in its solar EPC operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. As a result, during the second quarter 2024, the company recognized non-cash impairment charges on certain residential solar assets and other restructuring charges of $3.5 million ($2.7 million after tax, or $0.07 per share).

Share Repurchases

During the first six months of 2024, the company has repurchased 884,704 Class A common shares for $82.3 million (average price of $93.04 per share), including a total of 487,980 Class A common shares for $46.8 million (average price of $95.99 per share) during the second quarter.

Board of Directors Declares Third Quarter Dividend

The Nelnet Board of Directors declared a third-quarter cash dividend on the company's outstanding shares of Class A common stock and Class B common stock of $0.28 per share. The dividend will be paid on September 13, 2024, to shareholders of record at the close of business on August 30, 2024.

Forward-Looking and Cautionary Statements

This press release contains forward-looking statements within the meaning of federal securities laws. The words “anticipate,” “assume," "believe,” “continue,” “could,” "ensure," “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “plan,” “potential,” “predict,” "scheduled," “should,” “will,” “would,” and similar expressions, as well as statements in future tense, are intended to identify forward-looking statements. These statements are based on management's current expectations as of the date of this release and are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results and performance to be materially different from any future results or performance expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to: risks related to the ability to successfully maintain and increase allocated volumes of student loans serviced by the company under existing and future servicing contracts with the Department of Education, risks related to unfavorable contract modifications or interpretations, and risks related to the company's ability to comply with agreements with third-party customers for the servicing of Federal Direct Loan Program, FFEL Program, private education, and consumer loans; loan portfolio risks such as prepayments, credit risk, interest rate basis and repricing risk, risks related to the use of derivatives to manage exposure to interest rate fluctuations, uncertainties regarding the expected benefits from purchased securitized and unsecuritized FFEL Program, private education, consumer, and other loans, or investment interests therein, and initiatives to purchase additional FFEL Program, private education, consumer, and other loans; financing and liquidity risks, including risks of changes in the interest rate environment;

risks from changes in the terms of education loans and in the educational credit and services markets resulting from changes in applicable laws, regulations, and government programs and budgets; risks related to a breach of or failure in the company's operational or information systems or infrastructure, or those of third-party vendors, including disclosure of confidential or personal information and/or damage to reputation resulting from cyber breaches; risks related to use of artificial intelligence; uncertainties inherent in forecasting future cash flows from student loan assets and related asset-backed securitizations; risks related to the ability of Nelnet Bank to achieve its business objectives and effectively deploy loan and deposit strategies and achieve expected market penetration; risks related to the expected benefits to the company from its continuing investment in ALLO and Hudl, and risks related to investments in solar projects, including risks of not being able to realize tax credits which remain subject to recapture by taxing authorities and rising construction costs; risks and uncertainties related to other initiatives to pursue additional strategic investments (and anticipated income therefrom) including venture capital and real estate investments, reinsurance, acquisitions, and other activities (including risks associated with errors that occasionally occur in converting loan servicing portfolios to a new servicing platform), including activities that are intended to diversify the company both within and outside of its historical core education-related businesses; risks from changes in economic conditions and consumer behavior; risks related to the company's ability to adapt to technological change; risks related to the exclusive forum provisions in the company's articles of incorporation; risks related to the company's executive chairman's ability to control matters related to the company through voting rights; risks related to related party transactions; risks and uncertainties associated with climate change; risks related to natural disasters, terrorist activities, or international hostilities; and risks and uncertainties associated with litigation matters and maintaining compliance with the extensive regulatory requirements applicable to the company's businesses, and uncertainties inherent in the estimates and assumptions about future events that management is required to make in the preparation of the company's consolidated financial statements.

For more information, see the "Risk Factors" sections and other cautionary discussions of risks and uncertainties included in documents filed or furnished by the company with the Securities and Exchange Commission. All forward-looking statements in this release are as of the date of this release. Although the company may voluntarily update or revise its forward-looking statements from time to time to reflect actual results or changes in the company's expectations, the company disclaims any commitment to do so except as required by law.

Non-GAAP Performance Measures

The company prepares its financial statements and presents its financial results in accordance with U.S. GAAP. However, it also provides additional non-GAAP financial information related to specific items management believes to be important in the evaluation of its operating results and performance. Reconciliations of GAAP to non-GAAP financial information, and a discussion of why the company believes providing this additional information is useful to investors, is provided in the "Non-GAAP Disclosures" section below.

Consolidated Statements of Operations

(Dollars in thousands, except share data)

(unaudited)

Three months ended Six months ended
June 30, 2024 March 31, 2024 (1) June 30, 2023 (1) June 30, 2024 June 30, 2023 (1)
Interest income:
Loan interest $ 202,129 216,724 243,045 418,853 468,288
Investment interest 40,737 52,078 40,982 92,814 81,707
Total interest income 242,866 268,802 284,027 511,667 549,995
Interest expense on bonds and notes payable and bank deposits 176,459 194,580 233,148 371,039 432,597
Net interest income 66,407 74,222 50,879 140,628 117,398
Less provision (negative provision) for loan losses 3,611 10,828 (11,380) 14,440 791
Net interest income after provision for loan losses 62,796 63,394 62,259 126,188 116,607
Other income (expense):
Loan servicing and systems revenue 109,052 127,201 122,020 236,252 261,247
Education technology services and payments revenue 116,909 143,539 109,858 260,449 243,462
Solar construction revenue 9,694 13,726 4,735 23,420 13,386
Other, net 28,871 16,861 (9,167) 45,734 (24,235)
Loss on sale of loans (1,438) (141) (5,461) (1,579) (15,753)
Impairment expense and provision for beneficial interests (7,776) (37) (7,813)
Derivative market value adjustments and derivative settlements, net 3,182 9,721 2,070 12,903 (12,005)
Total other income (expense), net 258,494 310,870 224,055 569,366 466,102
Cost of services:
Cost to provide education technology services and payments 40,222 48,610 40,407 88,832 88,110
Cost to provide solar construction services 8,072 14,229 9,122 22,300 17,422
Total cost of services 48,294 62,839 49,529 111,132 105,532
Operating expenses:
Salaries and benefits 139,634 143,875 144,706 283,509 297,416
Depreciation and amortization 15,142 16,769 18,652 31,911 35,279
Other expenses 59,792 56,845 45,997 116,637 86,781
Total operating expenses 214,568 217,489 209,355 432,057 419,476
Income before income taxes 58,428 93,936 27,430 152,365 57,701
Income tax expense (14,753) (23,181) (10,187) (37,936) (18,273)
Net income 43,675 70,755 17,243 114,429 39,428
Net loss attributable to noncontrolling interests 1,416 2,653 10,183 4,069 13,957
Net income attributable to Nelnet, Inc. $ 45,091 73,408 27,426 118,498 53,385
Earnings per common share:
Net income attributable to Nelnet, Inc. shareholders - basic and diluted $ 1.23 1.98 0.73 3.22 1.43
Weighted average common shares outstanding - basic and diluted 36,525,482 37,156,971 37,468,397 36,841,227 37,406,843

(1)    During the second quarter of 2024, the company identified certain immaterial errors in the previously issued consolidated financial statements that have been corrected to conform to the June 30, 2024 presentation. Refer to the company's quarterly report on Form 10-Q for the three months ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024 for additional information.

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(unaudited)

As of As of As of
June 30, 2024 December 31, 2023 (1) June 30, 2023 (1)
Assets:
Loans and accrued interest receivable, net $ 10,939,519 13,108,204 14,360,612
Cash, cash equivalents, and investments 2,041,911 2,014,819 2,106,133
Restricted cash and investments 848,283 875,348 692,256
Goodwill and intangible assets, net 198,550 202,848 234,195
Other assets 472,930 511,165 392,494
Total assets $ 14,501,193 16,712,384 17,785,690
Liabilities:
Bonds and notes payable $ 9,567,708 11,828,393 13,070,140
Bank deposits 890,472 743,599 731,046
Other liabilities 822,991 940,285 756,378
Total liabilities 11,281,171 13,512,277 14,557,564
Equity:
Total Nelnet, Inc. shareholders' equity 3,294,061 3,253,751 3,250,746
Noncontrolling interests (74,039) (53,644) (22,620)
Total equity 3,220,022 3,200,107 3,228,126
Total liabilities and equity $ 14,501,193 16,712,384 17,785,690

(1)    During the second quarter of 2024, the company identified certain immaterial errors in the previously issued consolidated financial statements that have been corrected to conform to the June 30, 2024 presentation. Refer to the company's quarterly report on Form 10-Q for the three months ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024 for additional information.

Contacts:

Media, Ben Kiser, 402.458.3024, or Investors, Phil Morgan, 402.458.3038, both of Nelnet, Inc.

Non-GAAP Disclosures

(Dollars in thousands, except share data)

(unaudited)

Non-GAAP financial measures disclosed by management are meant to provide additional information and insight relative to business trends to investors and, in certain cases, to present financial information as measured by rating agencies and other users of financial information. These measures are not in accordance with, or a substitute for, GAAP and may be different from, or inconsistent with, non-GAAP financial measures used by other companies. The company reports this non-GAAP information because the company believes that it provides additional information regarding operational and performance indicators that are closely assessed by management. There is no comprehensive, authoritative guidance for the presentation of such non-GAAP information, which is only meant to supplement GAAP results by providing additional information that management utilizes to assess performance.

Net income, excluding derivative market value adjustments

Three months ended June 30,
2024 2023
GAAP net income attributable to Nelnet, Inc. $ 45,091 27,426
Realized and unrealized derivative market value adjustments (a) (1,533) (2,005)
Tax effect (b) 368 481
Non-GAAP net income attributable to Nelnet, Inc., excluding derivative market value adjustments $ 43,926 25,902
Earnings per share:
GAAP net income attributable to Nelnet, Inc. $ 1.23 0.73
Realized and unrealized derivative market value adjustments (a) (0.04) (0.05)
Tax effect (b) 0.01 0.01
Non-GAAP net income attributable to Nelnet, Inc., excluding derivative market value adjustments $ 1.20 0.69

(a)    "Derivative market value adjustments" includes both the realized portion of gains and losses (corresponding to variation margin received or paid on derivative instruments that are settled daily at a central clearinghouse) and the unrealized portion of gains and losses that are caused by changes in fair values of derivatives which do not qualify for "hedge treatment" under GAAP. "Derivative market value adjustments" does not include "derivative settlements" that represent the cash paid or received during the current period to settle with derivative instrument counterparties the economic effect of the company's derivative instruments based on their contractual terms.

The accounting for derivatives requires that changes in the fair value of derivative instruments be recognized currently in earnings, with no fair value adjustment of the hedged item, unless specific hedge accounting criteria is met. Management has structured all of the company’s derivative transactions with the intent that each is economically effective; however, the company’s derivative instruments do not qualify for hedge accounting in the consolidated financial statements. As a result, the change in fair value of derivative instruments is reported in current period earnings with no consideration for the corresponding change in fair value of the hedged item. Under GAAP, the cumulative net realized and unrealized gain or loss caused by changes in fair values of derivatives in which the company plans to hold to maturity will equal zero over the life of the contract. However, the net realized and unrealized gain or loss during any given reporting period fluctuates significantly from period to period.

The company believes these point-in-time estimates of asset and liability values related to its derivative instruments that are subject to interest rate fluctuations are subject to volatility mostly due to timing and market factors beyond the control of management, and affect the period-to-period comparability of the results of operations. Accordingly, the company’s management utilizes operating results excluding these items for comparability purposes when making decisions regarding the company’s performance and in presentations with credit rating agencies, lenders, and investors.

(b)    The tax effects are calculated by multiplying the realized and unrealized derivative market value adjustments by the applicable statutory income tax rate.

Document

For Release: August 8, 2024

Investor Contact: Phil Morgan, 402.458.3038

Nelnet, Inc. supplemental financial information for the second quarter 2024

(All dollars are in thousands, except per share amounts, unless otherwise noted)

The following information should be read in connection with Nelnet, Inc.'s (the “Company's”) press release for second quarter 2024 earnings, dated August 8, 2024, and the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the "Q2 2024 10-Q Quarterly Report").

Forward-looking and cautionary statements

This report contains forward-looking statements and information that are based on management's current expectations as of the date of this document. Statements that are not historical facts, including statements about the Company's plans and expectations for future financial condition, results of operations or economic performance, or that address management's plans and objectives for future operations, and statements that assume or are dependent upon future events, are forward-looking statements. The words “anticipate,” “assume,” “believe,” “continue,” “could,” “ensure,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “plan,” “potential,” “predict,” “scheduled,” “should,” “will,” “would,” and similar expressions, as well as statements in future tense, are intended to identify forward-looking statements.

The forward-looking statements are based on assumptions and analyses made by management in light of management's experience and its perception of historical trends, current conditions, expected future developments, and other factors that management believes are appropriate under the circumstances. These statements are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results and performance to be materially different from any future results or performance expressed or implied by such forward-looking statements. These factors include, among others, the risks and uncertainties set forth in the “Risk Factors” section of the Company's Annual Report on Form 10-K for the year ended December 31, 2023 (the "2023 Annual Report"), and include such risks and uncertainties as:

•risks related to the ability to successfully maintain and increase allocated volumes of student loans serviced by the Company under existing and future servicing contracts with the Department, risks related to unfavorable contract modifications or interpretations, and risks related to the Company's ability to comply with agreements with third-party customers for the servicing of Federal Direct Loan Program, Federal Family Education Loan Program (the "FFEL Program" or FFELP), private education, and consumer loans;

•loan portfolio risks such as prepayment risk, credit risk, interest rate basis and repricing risk, risks related to the use of derivatives to manage exposure to interest rate fluctuations, uncertainties regarding the expected benefits from purchased securitized and unsecuritized FFELP, private education, consumer, and other loans, or investment interests therein, and initiatives to purchase additional FFELP, private education, consumer, and other loans;

•financing and liquidity risks, including risks of changes in the interest rate environment;

•risks from changes in the terms of education loans and in the educational credit and services markets resulting from changes in applicable laws, regulations, and government programs and budgets;

•risks related to a breach of or failure in the Company's operational or information systems or infrastructure, or those of third-party vendors, including disclosure of confidential or personal information and/or damage to reputation resulting from cyber breaches;

•risks related to use of artificial intelligence;

•uncertainties inherent in forecasting future cash flows from student loan assets and related asset-backed securitizations;

•risks related to the ability of Nelnet Bank to achieve its business objectives and effectively deploy loan and deposit strategies and achieve expected market penetration;

•risks related to the expected benefits to the Company from its continuing investment in ALLO Holdings, LLC (referred to collectively with its subsidiary ALLO Communications LLC as "ALLO"), and risks related to investments in solar projects, including risks of not being able to realize tax credits which remain subject to recapture by taxing authorities and rising construction costs;

•risks and uncertainties related to other initiatives to pursue additional strategic investments (and anticipated income therefrom) including venture capital and real estate investments, reinsurance, acquisitions, and other activities (including risks associated with errors that occasionally occur in converting loan servicing portfolios to a new servicing platform), including activities that are intended to diversify the Company both within and outside of its historical core education-related businesses;

•risks and uncertainties associated with climate change; and

•risks and uncertainties associated with litigation matters and maintaining compliance with the extensive regulatory requirements applicable to the Company's businesses, and uncertainties inherent in the estimates and assumptions about future events that management is required to make in the preparation of the Company’s consolidated financial statements.

All forward-looking statements contained in this supplement are qualified by these cautionary statements and are made only as of the date of this document. Although the Company may from time to time voluntarily update or revise its prior forward-looking statements to reflect actual results or changes in the Company's expectations, the Company disclaims any commitment to do so except as required by law.

Consolidated Statements of Income

(Dollars in thousands, except share data)

(unaudited)

Three months ended Six months ended
June 30, 2024 March 31, 2024 (1) June 30, 2023 (1) June 30, 2024 June 30, 2023 (1)
Interest income:
Loan interest $ 202,129 216,724 243,045 418,853 468,288
Investment interest 40,737 52,078 40,982 92,814 81,707
Total interest income 242,866 268,802 284,027 511,667 549,995
Interest expense on bonds and notes payable and bank deposits 176,459 194,580 233,148 371,039 432,597
Net interest income 66,407 74,222 50,879 140,628 117,398
Less provision (negative provision) for loan losses 3,611 10,828 (11,380) 14,440 791
Net interest income after provision for loan losses 62,796 63,394 62,259 126,188 116,607
Other income (expense):
Loan servicing and systems revenue 109,052 127,201 122,020 236,252 261,247
Education technology services and payments revenue 116,909 143,539 109,858 260,449 243,462
Solar construction revenue 9,694 13,726 4,735 23,420 13,386
Other, net 28,871 16,861 (9,167) 45,734 (24,235)
Loss on sale of loans (1,438) (141) (5,461) (1,579) (15,753)
Impairment expense and provision for beneficial interests (7,776) (37) (7,813)
Derivative settlements, net 1,649 1,757 65 3,406 23,402
Derivative market value adjustments, net 1,533 7,964 2,005 9,497 (35,407)
Total other income (expense), net 258,494 310,870 224,055 569,366 466,102
Cost of services:
Cost to provide education technology services and payments 40,222 48,610 40,407 88,832 88,110
Cost to provide solar construction services 8,072 14,229 9,122 22,300 17,422
Total cost of services 48,294 62,839 49,529 111,132 105,532
Operating expenses:
Salaries and benefits 139,634 143,875 144,706 283,509 297,416
Depreciation and amortization 15,142 16,769 18,652 31,911 35,279
Other expenses 59,792 56,845 45,997 116,637 86,781
Total operating expenses 214,568 217,489 209,355 432,057 419,476
Income before income taxes 58,428 93,936 27,430 152,365 57,701
Income tax expense (14,753) (23,181) (10,187) (37,936) (18,273)
Net income 43,675 70,755 17,243 114,429 39,428
Net loss attributable to noncontrolling interests 1,416 2,653 10,183 4,069 13,957
Net income attributable to Nelnet, Inc. $ 45,091 73,408 27,426 118,498 53,385
Earnings per common share:
Net income attributable to Nelnet, Inc. shareholders - basic and diluted $ 1.23 1.98 0.73 3.22 1.43
Weighted average common shares outstanding - basic and diluted 36,525,482 37,156,971 37,468,397 36,841,227 37,406,843

(1)    During the second quarter of 2024, the Company identified certain immaterial errors in the previously issued consolidated financial statements that have been corrected to conform to the June 30, 2024 presentation. Refer to the Company's quarterly report on Form 10-Q for the three months ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024 for additional information.

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(unaudited)

As of As of As of
June 30, 2024 December 31, 2023 (1) June 30, 2023 (1)
Assets:
Loans and accrued interest receivable, net $ 10,939,519 13,108,204 14,360,612
Cash, cash equivalents, and investments 2,041,911 2,014,819 2,106,133
Restricted cash and investments 848,283 875,348 692,256
Goodwill and intangible assets, net 198,550 202,848 234,195
Other assets 472,930 511,165 392,494
Total assets $ 14,501,193 16,712,384 17,785,690
Liabilities:
Bonds and notes payable $ 9,567,708 11,828,393 13,070,140
Bank deposits 890,472 743,599 731,046
Other liabilities 822,991 940,285 756,378
Total liabilities 11,281,171 13,512,277 14,557,564
Equity:
Total Nelnet, Inc. shareholders' equity 3,294,061 3,253,751 3,250,746
Noncontrolling interests (74,039) (53,644) (22,620)
Total equity 3,220,022 3,200,107 3,228,126
Total liabilities and equity $ 14,501,193 16,712,384 17,785,690

(1)    During the second quarter of 2024, the Company identified certain immaterial errors in the previously issued consolidated financial statements that have been corrected to conform to the June 30, 2024 presentation. Refer to the Company's quarterly report on Form 10-Q for the three months ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024 for additional information.

Overview

The Company is a diversified hybrid holding company with primary businesses being consumer lending, loan servicing, payments, and technology - all with a large customer emphasis in the education space. The largest operating businesses engage in loan servicing and education technology services and payments. A significant portion of the Company's revenue is net interest income earned on a portfolio of federally insured student loans. The Company also makes investments to further diversify both within and outside of its historical core education-related businesses including, but not limited to, investments in a fiber communications company (ALLO), early-stage and emerging growth companies (venture capital investments), real estate, reinsurance, and renewable energy (solar). The Company is also actively expanding its private education, consumer, and other loan portfolios, and in November 2020 launched Nelnet Bank.

Reclassifications and Immaterial Error Corrections

During the second quarter of 2024, the Company identified certain immaterial errors in the previously issued consolidated financial statements that have been corrected to conform to the June 30, 2024 presentation. Refer to the Company's quarterly report on Form 10-Q for the three months ended June 30, 2024 that was filed with the Securities and Exchange Commission on August 8, 2024 for additional information.

GAAP Net Income and Non-GAAP Net Income, Excluding Adjustments

The Company prepares its financial statements and presents its financial results in accordance with GAAP. However, it also provides additional non-GAAP financial information related to specific items management believes to be important in the evaluation of its operating results and performance. A reconciliation of the Company's GAAP net income to Non-GAAP net income, excluding derivative market value adjustments, and a discussion of why the Company believes providing this additional information is useful to investors, is provided below.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
GAAP net income attributable to Nelnet, Inc. $ 45,091 73,408 27,426 118,498 53,385
Realized and unrealized derivative market value adjustments (a) (1,533) (7,964) (2,005) (9,497) 35,407
Tax effect (b) 368 1,911 481 2,279 (8,498)
Non-GAAP net income attributable to Nelnet, Inc., excluding derivative market value adjustments $ 43,926 67,355 25,902 111,280 80,294
Earnings per share:
GAAP net income attributable to Nelnet, Inc. $ 1.23 1.98 0.73 3.22 1.43
Realized and unrealized derivative market value adjustments (a) (0.04) (0.22) (0.05) (0.26) 0.95
Tax effect (b) 0.01 0.05 0.01 0.06 (0.23)
Non-GAAP net income attributable to Nelnet, Inc., excluding derivative market value adjustments $ 1.20 1.81 0.69 3.02 2.15

(a) "Derivative market value adjustments" includes both the realized portion of gains and losses (corresponding to variation margin received or paid on derivative instruments that are settled daily at a central clearinghouse) and the unrealized portion of gains and losses that are caused by changes in fair values of derivatives which do not qualify for "hedge treatment" under GAAP. "Derivative market value adjustments" does not include "derivative settlements" that represent the cash paid or received during the current period to settle with derivative instrument counterparties the economic effect of the Company's derivative instruments based on their contractual terms.

The accounting for derivatives requires that changes in the fair value of derivative instruments be recognized currently in earnings, with no fair value adjustment of the hedged item, unless specific hedge accounting criteria is met. Management has structured all of the Company’s derivative transactions with the intent that each is economically effective; however, the Company’s derivative instruments do not qualify for hedge accounting in the consolidated financial statements. As a result, the change in fair value of derivative instruments is reported in current period earnings with no consideration for the corresponding change in fair value of the hedged item. Under GAAP, the cumulative net realized and unrealized gain or loss caused by changes in fair values of derivatives in which the Company plans to hold to maturity will equal zero over the life of the contract. However, the net realized and unrealized gain or loss during any given reporting period fluctuates significantly from period to period.

The Company believes these point-in-time estimates of asset and liability values related to its derivative instruments that are subject to interest rate fluctuations are subject to volatility mostly due to timing and market factors beyond the control of management, and affect the period-to-period comparability of the results of operations. Accordingly, the Company’s management utilizes operating results excluding these items for comparability purposes when making decisions regarding the Company’s performance and in presentations with credit rating agencies, lenders, and investors. Consequently, the Company reports this non-GAAP information because the Company believes that it provides additional information regarding operational and performance indicators that are closely assessed by management. There is no comprehensive, authoritative guidance for the presentation of such non-GAAP information, which is only meant to supplement GAAP results by providing additional information that management utilizes to assess performance.

(b) The tax effects are calculated by multiplying the realized and unrealized derivative market value adjustments by the applicable statutory income tax rate.

Operating Segments

The Company's reportable operating segments are described in note 1 of the notes to consolidated financial statements included in the 2023 Annual Report. They include:

•Loan Servicing and Systems (LSS) - referred to as Nelnet Diversified Services (NDS)

•Education Technology Services and Payments (ETSP) - referred to as Nelnet Business Services (NBS)

•Asset Generation and Management (AGM), part of the Nelnet Financial Services (NFS) division

•Nelnet Bank, part of the NFS division

The Company earns fee-based revenue through its NDS and NBS reportable operating segments. The Company earns net interest income on its loan portfolio, consisting primarily of FFELP loans, through its AGM reportable operating segment. This segment is expected to generate significant amounts of cash as the FFELP portfolio amortizes. The Company actively works to maximize the amount and timing of cash flows generated from its FFELP portfolio and seeks to acquire additional loan assets to leverage its servicing scale and expertise to generate incremental earnings and cash flow. Nelnet Bank operates as an internet industrial bank franchise focused on the private education and unsecured consumer loan markets, with a home office in Salt Lake City, Utah. Other operating segments included in the NFS division include the Company's U.S. Securities and Exchange Commission (SEC)-registered investment advisor subsidiary, property and casualty reinsurance activities, investment activities in real estate, and investment debt securities (primarily student loan and other asset-backed securities) and interest expense incurred on debt used to finance such investments.

Other business activities and operating segments that are not reportable and not part of the NFS division are combined and included in Corporate and Other Activities ("Corporate"). Corporate also includes interest income earned on cash balances held at the corporate level and interest expense incurred on unsecured and secured corporate related debt transactions, certain investment activities including its investment in ALLO and early-stage and emerging growth companies (venture capital investments), and certain shared service activities that are allocated to each operating segment based on estimated use of such activities and services. In addition, Corporate includes corporate costs and overhead functions not allocated to operating segments, including executive management, investments in innovation, and other holding company organizational costs.

The information below presents the operating results (net income (loss) before taxes) for each of the Company's reportable and certain other operating segments reconciled to the consolidated financial statements for the three and six months ended June 30, 2024 and 2023.

Three months ended June 30, Six months ended June 30, Certain Items Impacting Comparability<br>(All dollar amounts below are pre-tax)
2024 2023 2024 2023
NDS $ 2,243 17,028 18,234 42,246 •A decrease in before tax operating margin due primarily to a decrease in revenue while operating expenses remained relatively consistent period over period. The Company expects before tax operating margin to continue to be lower than historical prior year results for the remainder of 2024.
NBS 25,599 18,042 73,235 55,681 •An increase in before tax operating margin, excluding net interest income, due to increased revenue while maintaining a consistent cost structure.
Nelnet Financial Services division:
AGM 24,310 17,704 58,055 17,482 •The recognition of a $25.9 million non-cash expense in the second quarter of 2023 as the result of redeeming certain asset-backed debt securities prior to their maturity and writing off the remaining unamortized debt discount at the time of redemption.<br><br>•A decrease of $14.4 million and $49.5 million for the second quarter and first half of 2024, respectively, in net interest income due to a decrease in core loan spread and the average balance of loans compared with the same periods in 2023.<br><br>•A net gain of $6.6 million related to changes in the fair values of derivative instruments that do not qualify for hedge accounting in the first half of 2024 compared with a net loss of $36.5 million for the same period in 2023.<br><br>•The recognition of $1.6 million in losses from the sale of loans for the first half of 2024 compared with $15.8 million in the same period of 2023.<br><br>•The recognition of $5.9 million in provision for beneficial interest in consumer loan securitization investments in the second quarter of 2024.
Nelnet Bank (3,718) 1,744 (2,571) 1,650 •The recognition of provision for loan losses of $7.8 million and $1.5 million for the three months ended June 30, 2024 and 2023, respectively, and $12.2 million and $3.9 million for the six months ended June 30, 2024 and 2023, respectively. The primary item impacting provision for loan losses was the establishment of an initial allowance for loans originated and acquired during the periods presented.
NFS other operating segments 16,525 16,925 30,286 22,102
Corporate:
Unallocated corporate costs (9,056) (14,084) (19,101) (27,072)
ALLO investment 3,940 (11,086) (4,653) (28,968) •The recognition of no loss in the second quarter of 2024 compared with a loss of $12.2 million in the same period in 2023 and a loss of $10.7 million in the first half of 2024 compared with $32.4 million in the same period in 2023 from the ALLO voting membership interest investment. Absent additional equity contributions with respect to ALLO's voting membership interests, the Company will not recognize additional losses for its voting membership interests in ALLO.
Nelnet Renewable Energy (7,332) (19,111) (9,054) (26,808) •The recognition of a loss in the solar construction business for the three months ended June 30, 2024 and 2023 of $4.8 million and $8.2 million, respectively, and $8.8 million and $11.3 million for the six months ended June 30, 2024 and 2023, respectively. In April 2024, the Company announced a change in its solar construction operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. During the second quarter of 2024, the Company recognized non-cash impairment charges of $1.9 million on certain assets related to the residential operations and $1.6 million in severance costs and commissions paid for cancelled contracts.<br><br>•The recognition of net losses from tax solar investments of $2.6 million in the second quarter of 2024 compared with $10.1 million in the same period in 2023 and a net gain of $0.2 million in the first half of 2024 compared with a net loss of $13.0 million in the same period in 2023.
Other corporate activities 5,917 270 7,936 1,389
Net income before taxes 58,428 27,430 152,365 57,701
Income tax expense (14,753) (10,187) (37,936) (18,273)
Net loss attributable to noncontrolling interests 1,416 10,183 4,069 13,957 •The majority of noncontrolling interests represents losses attributed to noncontrolling membership interests in the Company’s Nelnet Renewable Energy operating segment.
Net income $ 45,091 27,426 118,498 53,385

Segment Reporting

The following tables present the results of each of the Company's reportable operating segments reconciled to the consolidated financial statements.

Three months ended June 30, 2024
Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Eliminations Total
Interest income:
Loan interest $ 193,707 8,422 202,129
Investment interest 1,258 5,715 13,709 10,811 15,880 2,646 (9,282) 40,737
Total interest income 1,258 5,715 207,416 19,233 15,880 2,646 (9,282) 242,866
Interest expense 171,632 10,769 2,606 733 (9,282) 176,459
Net interest income 1,258 5,715 35,784 8,464 13,274 1,913 66,407
Less provision (negative provision) for loan losses (4,225) 7,836 3,611
Net interest income after provision for loan losses 1,258 5,715 40,009 628 13,274 1,913 62,796
Other income (expense):
Loan servicing and systems revenue 109,052 109,052
Intersegment revenue 6,106 56 (6,162)
Education technology services and payments revenue 116,909 116,909
Solar construction revenue 9,694 9,694
Other, net 685 1,337 775 15,702 10,372 28,871
Loss on sale of loans (1,438) (1,438)
Impairment expense and provision for beneficial interests (5,911) (1,865) (7,776)
Derivative settlements, net 1,442 207 1,649
Derivative market value adjustments, net 936 597 1,533
Total other income (expense), net 115,843 116,965 (3,634) 1,579 15,702 18,201 (6,162) 258,494
Cost of services:
Cost to provide education technology services and payments 40,222 40,222
Cost to provide solar construction services 8,072 8,072
Total cost of services 40,222 8,072 48,294
Operating expenses:
Salaries and benefits 70,631 40,736 1,113 2,798 374 24,786 (804) 139,634
Depreciation and amortization 5,342 2,712 341 6,748 15,142
Other expenses 20,661 8,600 3,793 2,067 11,829 12,842 59,792
Intersegment expenses, net 18,224 4,811 7,159 719 248 (25,803) (5,358)
Total operating expenses 114,858 56,859 12,065 5,925 12,451 18,573 (6,162) 214,568
Income (loss) before income taxes 2,243 25,599 24,310 (3,718) 16,525 (6,531) 58,428
Income tax (expense) benefit (538) (6,150) (5,835) 916 (3,935) 788 (14,753)
Net income (loss) 1,705 19,449 18,475 (2,802) 12,590 (5,743) 43,675
Net loss (income) attributable to noncontrolling interests 29 (129) 1,516 1,416
Net income (loss) attributable to Nelnet, Inc. $ 1,705 19,478 18,475 (2,802) 12,461 (4,227) 45,091
Three months ended March 31, 2024
--- --- --- --- --- --- --- --- --- ---
Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Eliminations Total
Interest income:
Loan interest $ 209,628 7,096 216,724
Investment interest 1,894 7,866 21,835 9,968 15,616 3,815 (8,915) 52,078
Total interest income 1,894 7,866 231,463 17,064 15,616 3,815 (8,915) 268,802
Interest expense 190,905 9,497 2,418 676 (8,915) 194,580
Net interest income 1,894 7,866 40,558 7,567 13,198 3,139 74,222
Less provision (negative provision) for loan losses 6,455 4,373 10,828
Net interest income after provision for loan losses 1,894 7,866 34,103 3,194 13,198 3,139 63,394
Other income (expense):
Loan servicing and systems revenue 127,201 127,201
Intersegment revenue 6,886 49 (6,935)
Education technology services and payments revenue 143,539 143,539
Solar construction revenue 13,726 13,726
Other, net 710 4,983 375 12,941 (2,148) 16,861
Loss on sale of loans (141) (141)
Impairment expense and provision for beneficial interests (37) (37)
Derivative settlements, net 1,555 202 1,757
Derivative market value adjustments, net 5,706 2,258 7,964
Total other income (expense), net 134,797 143,588 12,103 2,835 12,941 11,541 (6,935) 310,870
Cost of services:
Cost to provide education technology services and payments 48,610 48,610
Cost to provide solar construction services 14,229 14,229
Total cost of services 48,610 14,229 62,839
Operating expenses:
Salaries and benefits 76,722 40,167 1,195 2,721 358 23,521 (807) 143,875
Depreciation and amortization 5,109 2,683 260 8,716 16,769
Other expenses 19,538 7,558 3,418 1,128 11,802 13,402 56,845
Intersegment expenses, net 19,332 4,801 7,850 773 217 (26,845) (6,128)
Total operating expenses 120,701 55,209 12,463 4,882 12,377 18,794 (6,935) 217,489
Income (loss) before income taxes 15,990 47,635 33,743 1,147 13,762 (18,343) 93,936
Income tax (expense) benefit (3,838) (11,435) (8,099) (259) (3,274) 3,723 (23,181)
Net income (loss) 12,152 36,200 25,644 888 10,488 (14,620) 70,755
Net loss (income) attributable to noncontrolling interests 17 (120) 2,756 2,653
Net income (loss) attributable to Nelnet, Inc. $ 12,152 36,217 25,644 888 10,368 (11,864) 73,408
Three months ended June 30, 2023
--- --- --- --- --- --- --- --- --- ---
Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Eliminations Total
Interest income:
Loan interest $ 237,906 5,139 243,045
Investment interest 1,058 5,268 15,857 8,522 22,800 3,055 (15,578) 40,982
Total interest income 1,058 5,268 253,763 13,661 22,800 3,055 (15,578) 284,027
Interest expense 232,313 8,171 7,371 871 (15,578) 233,148
Net interest income 1,058 5,268 21,450 5,490 15,429 2,184 50,879
Less provision (negative provision) for loan losses (12,873) 1,493 (11,380)
Net interest income after provision for loan losses 1,058 5,268 34,323 3,997 15,429 2,184 62,259
Other income (expense):
Loan servicing and systems revenue 122,020 122,020
Intersegment revenue 7,246 65 (7,311)
Education technology services and payments revenue 109,858 109,858
Solar construction revenue 4,735 4,735
Other, net 605 1,319 620 5,967 (17,677) (9,167)
Loss on sale of loans (5,461) (5,461)
Impairment expense and provision for beneficial interests
Derivative settlements, net (18) 83 65
Derivative market value adjustments, net 897 1,108 2,005
Total other income (expense), net 129,871 109,923 (3,263) 1,811 5,967 (12,942) (7,311) 224,055
Cost of services:
Cost to provide education technology services and payments 40,407 40,407
Cost to provide solar construction services 9,122 9,122
Total cost of services 40,407 9,122 49,529
Operating expenses:
Salaries and benefits 76,141 38,351 1,096 2,297 210 26,756 (145) 144,706
Depreciation and amortization 4,863 2,815 51 10,923 18,652
Other expenses 13,818 9,692 4,115 1,624 4,134 12,613 45,997
Intersegment expenses, net 19,079 5,884 8,145 92 127 (26,161) (7,166)
Total operating expenses 113,901 56,742 13,356 4,064 4,471 24,131 (7,311) 209,355
Income (loss) before income taxes 17,028 18,042 17,704 1,744 16,925 (44,011) 27,430
Income tax (expense) benefit (4,086) (4,327) (4,249) (396) (4,031) 6,902 (10,187)
Net income (loss) 12,942 13,715 13,455 1,348 12,894 (37,109) 17,243
Net loss (income) attributable to noncontrolling interests (19) (128) 10,330 10,183
Net income (loss) attributable to Nelnet, Inc. $ 12,942 13,696 13,455 1,348 12,766 (26,779) 27,426
Six months ended June 30, 2024
--- --- --- --- --- --- --- --- --- ---
Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Eliminations Total
Interest income:
Loan interest $ 403,335 15,518 418,853
Investment interest 3,152 13,580 35,544 20,779 31,495 6,461 (18,197) 92,814
Total interest income 3,152 13,580 438,879 36,297 31,495 6,461 (18,197) 511,667
Interest expense 362,537 20,266 5,024 1,409 (18,197) 371,039
Net interest income 3,152 13,580 76,342 16,031 26,471 5,052 140,628
Less provision (negative provision) for loan losses 2,230 12,210 14,440
Net interest income after provision for loan losses 3,152 13,580 74,112 3,821 26,471 5,052 126,188
Other income (expense):
Loan servicing and systems revenue 236,252 236,252
Intersegment revenue 12,991 106 (13,097)
Education technology services and payments revenue 260,449 260,449
Solar construction revenue 23,420 23,420
Other, net 1,395 6,321 1,150 28,644 8,224 45,734
Loss on sale of loans (1,579) (1,579)
Impairment expense and provision for beneficial interests (5,911) (1,902) (7,813)
Derivative settlements, net 2,997 409 3,406
Derivative market value adjustments, net 6,642 2,855 9,497
Total other income (expense), net 250,638 260,555 8,470 4,414 28,644 29,742 (13,097) 569,366
Cost of services:
Cost to provide education technology services and payments 88,832 88,832
Cost to provide solar construction services 22,300 22,300
Total cost of services 88,832 22,300 111,132
Operating expenses:
Salaries and benefits 147,353 80,903 2,308 5,518 732 48,307 (1,611) 283,509
Depreciation and amortization 10,450 5,395 601 15,464 31,911
Other expenses 40,198 16,158 7,210 3,194 23,632 26,243 116,637
Intersegment expenses, net 37,555 9,612 15,009 1,493 465 (52,648) (11,486)
Total operating expenses 235,556 112,068 24,527 10,806 24,829 37,366 (13,097) 432,057
Income (loss) before income taxes 18,234 73,235 58,055 (2,571) 30,286 (24,872) 152,365
Income tax (expense) benefit (4,376) (17,585) (13,933) 657 (7,209) 4,511 (37,936)
Net income (loss) 13,858 55,650 44,122 (1,914) 23,077 (20,361) 114,429
Net loss (income) attributable to noncontrolling interests 46 (249) 4,272 4,069
Net income (loss) attributable to Nelnet, Inc. $ 13,858 55,696 44,122 (1,914) 22,828 (16,089) 118,498
Six months ended June 30, 2023
--- --- --- --- --- --- --- --- --- ---
Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Eliminations Total
Interest income:
Loan interest $ 458,818 9,471 468,288
Investment interest 2,095 11,304 29,664 16,449 41,460 5,594 (24,860) 81,707
Total interest income 2,095 11,304 488,482 25,920 41,460 5,594 (24,860) 549,995
Interest expense 421,511 15,385 19,198 1,362 (24,860) 432,597
Net interest income 2,095 11,304 66,971 10,535 22,262 4,232 117,398
Less provision (negative provision) for loan losses (3,119) 3,910 791
Net interest income after provision for loan losses 2,095 11,304 70,090 6,625 22,262 4,232 116,607
Other income (expense):
Loan servicing and systems revenue 261,247 261,247
Intersegment revenue 15,036 121 (15,157)
Education technology services and payments revenue 243,462 243,462
Solar construction revenue 13,386 13,386
Other, net 1,213 4,164 830 5,226 (35,667) (24,235)
Loss on sale of loans (15,753) (15,753)
Impairment expense and provision for beneficial interests
Derivative settlements, net 23,319 83 23,402
Derivative market value adjustments, net (36,515) 1,108 (35,407)
Total other income (expense), net 277,496 243,583 (24,785) 2,021 5,226 (22,281) (15,157) 466,102
Cost of services:
Cost to provide education technology services and payments 88,110 88,110
Cost to provide solar construction services 17,422 17,422
Total cost of services 88,110 17,422 105,532
Operating expenses:
Salaries and benefits 160,701 76,264 1,851 4,361 429 53,955 (145) 297,416
Depreciation and amortization 9,377 5,393 56 20,454 35,279
Other expenses 27,131 17,755 9,131 2,406 4,701 25,657 86,781
Intersegment expenses, net 40,136 11,684 16,841 173 256 (54,078) (15,012)
Total operating expenses 237,345 111,096 27,823 6,996 5,386 45,988 (15,157) 419,476
Income (loss) before income taxes 42,246 55,681 17,482 1,650 22,102 (81,459) 57,701
Income tax (expense) benefit (10,139) (13,393) (4,196) (362) (5,240) 15,056 (18,273)
Net income (loss) 32,107 42,288 13,286 1,288 16,862 (66,403) 39,428
Net loss (income) attributable to noncontrolling interests 119 (269) 14,107 13,957
Net income (loss) attributable to Nelnet, Inc. $ 32,107 42,407 13,286 1,288 16,593 (52,296) 53,385

Loan Servicing and Systems Revenue

The following table presents disaggregated revenue by service offering for the Loan Servicing and Systems operating segment.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Government loan servicing $ 87,014 105,474 95,736 192,490 204,618
Private education and consumer loan servicing 12,959 12,620 12,063 25,577 24,225
FFELP loan servicing 3,245 3,380 3,554 6,624 6,921
Software services 4,879 4,541 5,962 9,420 15,660
Outsourced services 955 1,186 4,705 2,141 9,823
Loan servicing and systems revenue $ 109,052 127,201 122,020 236,252 261,247

Loan Servicing Volumes

As of
June 30,<br>2024 March 31,<br>2024 December 31,<br>2023 September 30,<br>2023 June 30,<br>2023 March 31,<br>2023 December 31,<br>2022
Servicing volume (dollars in millions):
Government $ 489,298 495,409 494,691 500,554 519,308 537,291 545,373
FFELP 14,576 15,783 17,462 18,400 19,021 19,815 20,226
Private and consumer 19,876 21,015 20,493 20,394 20,805 21,484 21,866
Total $ 523,750 532,207 532,646 539,348 559,134 578,590 587,465
Number of servicing borrowers:
Government 14,096,152 14,328,013 14,503,057 14,543,382 14,898,901 15,518,751 15,777,328
FFELP 610,745 656,814 725,866 764,660 788,686 819,791 829,939
Private and consumer 829,072 882,256 894,703 896,613 899,095 925,861 951,866
Total 15,535,969 15,867,083 16,123,626 16,204,655 16,586,682 17,264,403 17,559,133
Number of remote hosted borrowers: 133,681 65,295 70,580 103,396 716,908 5,048,324 6,135,760

Education Technology Services and Payments Revenue

The following table presents disaggregated revenue by servicing offering for the Education Technology Services and Payments operating segment.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Tuition payment plan services $ 34,164 38,880 30,825 73,043 65,012
Payment processing 34,326 47,786 31,827 82,113 75,868
Education technology services 47,205 56,021 46,216 103,227 101,004
Other 1,214 852 990 2,066 1,578
Education technology services and payments revenue $ 116,909 143,539 109,858 260,449 243,462

This segment of the Company’s business is subject to seasonal fluctuations which correspond, or are related to, the traditional school year. Based on the timing of revenue recognition and when expenses are incurred, revenue and before tax operating margin are higher in the first quarter compared with the remainder of the year.

Solar Construction Revenue

The following table presents disaggregated revenue by service offering related to solar construction revenue.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Commercial revenue $ 8,777 11,578 2,329 20,355 8,205
Residential revenue (a) 917 2,148 2,406 3,065 5,181
Solar construction revenue $ 9,694 13,726 4,735 23,420 13,386

(a)    On April 12, 2024, the Company announced a change in its solar engineering, procurement, and construction operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. As a result, residential revenue will continue to decline from recent historical amounts as existing customer contracts are completed.

Other Income (Expense)

The following table presents the components of "other, net" in "other income (expense)" on the consolidated statements of income:

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Reinsurance premiums $ 14,851 12,780 3,816 27,631 4,351
ALLO preferred return 4,160 2,409 2,274 6,569 4,523
Borrower late fee income 2,584 3,133 2,168 5,718 4,414
Investment advisory services 1,524 1,508 1,639 3,033 3,251
Administration/sponsor fee income 1,482 1,546 1,697 3,028 3,468
Investment activity, net 217 (1,298) (3,574) (1,082) (7,154)
Loss from ALLO voting membership interest investment (10,693) (12,169) (10,693) (32,382)
(Loss) gain from solar investments, net (a) (2,610) 2,780 (10,086) 170 (13,030)
Other 6,663 4,696 5,068 11,360 8,324
Other, net $ 28,871 16,861 (9,167) 45,734 (24,235)

(a)    The Company accounts for its solar investments using the Hypothetical Liquidation at Book Value (HLBV) method of accounting. For the majority of the Company’s solar investments, the HLBV method of accounting results in accelerated losses in the initial years of investment. The following table presents (i) the Company's recognized net (losses) gains, which include net losses attributable to third-party noncontrolling interest investors (syndication partners), included in “other, net” in "other income (expense)" on the consolidated statements of income, (ii) solar net gains (losses) attributed to noncontrolling interest investors included in “net loss attributable to noncontrolling interests” on the consolidated statements of income, and (iii) the Company's recognized net (losses) gains excluding net gains (losses) attributed to noncontrolling interest investors (such amount reflecting the before tax net income impact of such solar tax equity investments to the Company).

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Net (losses) gains $ (2,610) $ 2,780 (10,086) 170 (13,030)
Less: net gains (losses) attributed to noncontrolling interest investors (syndication partners) 8 (1,641) (8,430) (1,633) (11,428)
Net (losses) gains, excluding activity attributed to noncontrolling interest investors $ (2,618) $ 4,421 (1,656) 1,803 (1,602)

Impairment Expense and Provision for Beneficial Interests

The following table presents the non-cash impairment charges by asset and reportable operating segment recognized by the Company during 2024. No impairment charges were recognized during the first six months of 2023. The Company’s impairment charges are included in “impairment expense and provision for beneficial interests” in the consolidated statements of income.

Nelnet Financial Services
Loan Servicing and Systems Education Technology Services and Payments Asset<br>Generation and<br>Management Nelnet Bank NFS Other Operating Segments Corporate and Other Activities Total
Three months ended June 30, 2024
Investments - beneficial interest in consumer loan securitizations (a) $ 5,911 5,911
Property and equipment - solar facilities (b) 1,170 1,170
Other assets - solar inventory (b) 695 695
$ 5,911 1,865 7,776
Six months ended June 30, 2024
Investments - beneficial interest in consumer loan securitizations (a) $ 5,911 5,911
Investments - venture capital 37 37
Property and equipment - solar facilities (b) 1,170 1,170
Other assets - solar inventory (b) 695 695
$ 5,911 1,902 7,813

(a)     During the three months ended June 30, 2024, the Company recorded an allowance for credit losses (and related provision expense) related to the Company's beneficial interest in consumer loan securitizations.

(b)    On April 12, 2024, the Company announced a change in its solar engineering, procurement, and construction (EPC) operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. As a result, during the three months ended June 30, 2024, the Company recognized non-cash impairment charges on certain solar facilities and inventory related to the residential solar operations.

Restructure Charges

GRNE Solar

On April 12, 2024, the Company announced a change in its solar EPC operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. The restructuring plan included a reduction in headcount of approximately 40 associates. The Company incurred a restructure charge of $1.6 million related to these staff reductions and commissions paid for canceled contracts, which is included in "salaries and benefits" in the consolidated statements of income.

Loan Servicing and Systems (LSS)

In June 2024, the Company announced a reduction in headcount after the completion of the transfer of direct loan servicing volume to one platform and the required servicing platform enhancements for the Company's new student loan servicing contract with the Department of Education. Approximately 220 associates who work in LSS, including some in related shared services that support LSS, were notified their positions were being eliminated. The Company estimates incurring a charge of $7.1 million related to these staff reductions, of which $2.1 million was recognized in the second quarter of 2024, which is included in "salaries and benefits" in the consolidated statements of income. The remaining expense will be recognized during the third and fourth quarters of 2024.

Derivative Settlements

The following table summarizes the components of "derivative settlements, net" included in the consolidated statements of income.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
1:3 basis swaps $ 249 365 (65) 614 794
Interest rate swaps - floor income hedges (a) 1,193 1,190 47 2,383 22,525
Interest rate swaps - Nelnet Bank 207 202 83 409 83
Total derivative settlements - income $ 1,649 1,757 65 3,406 23,402

(a)    On March 15, 2023, to minimize the Company's exposure to market volatility and increase liquidity, the Company terminated its derivative portfolio hedging loans earning fixed rate floor income ($2.8 billion in notional amount of derivatives). Through March 15, 2023, the Company had received cash or had a receivable from its clearinghouse related to variation margin equal to the fair value of the $2.8 billion notional amount of fixed rate floor derivatives as of March 15, 2023 of $183.2 million, which included $19.1 million related to current period settlements. Subsequent to terminating these derivatives, during the second and fourth quarters of 2023, the Company entered into a total of $400.0 million notional amount of derivatives to hedge loans earning fixed rate floor income and other loans and investments in which the Company receives a fixed rate.

Loans and Accrued Interest Receivable and Allowance for Loan Losses

Loans and accrued interest receivable and allowance for loan losses consisted of the following:

As of As of As of
June 30, 2024 December 31, 2023 June 30, 2023
Non-Nelnet Bank:
Federally insured loans:
Stafford and other $ 2,308,561 2,936,174 3,245,540
Consolidation 7,175,172 8,750,033 9,574,202
Total 9,483,733 11,686,207 12,819,742
Private education loans 247,437 277,320 230,056
Consumer and other loans 179,447 85,935 189,327
Non-Nelnet Bank loans 9,910,617 12,049,462 13,239,125
Nelnet Bank:
Federally insured loans 61,501
Private education loans 354,412 360,520 352,319
Consumer and other loans 187,939 72,352 30,668
Nelnet Bank loans 542,351 432,872 444,488
Accrued interest receivable 619,472 764,385 818,709
Loan discount and deferred lender fees, net of unamortized loan premiums and deferred origination costs (36,157) (33,872) (27,447)
Allowance for loan losses:
Non-Nelnet Bank:
Federally insured loans (54,180) (68,453) (74,061)
Private education loans (13,065) (15,750) (14,322)
Consumer and other loans (14,135) (11,742) (20,005)
Non-Nelnet Bank allowance for loan losses (81,380) (95,945) (108,388)
Nelnet Bank:
Federally insured loans (154)
Private education loans (3,559) (3,347) (2,905)
Consumer and other loans (11,825) (5,351) (2,816)
Nelnet Bank allowance for loan losses (15,384) (8,698) (5,875)
$ 10,939,519 13,108,204 14,360,612

The following table summarizes the allowance for loan losses as a percentage of the ending loan balance for each of the Company's loan portfolios.

As of As of As of
June 30, 2024 December 31, 2023 June 30, 2023
Non-Nelnet Bank:
Federally insured loans (a) 0.57 % 0.59 % 0.58 %
Private education loans 5.28 % 5.68 % 6.23 %
Consumer and other loans 7.88 % 13.66 % 10.57 %
Nelnet Bank:
Federally insured loans (a) 0.25 %
Private education loans 1.00 % 0.93 % 0.82 %
Consumer and other loans 6.29 % 7.40 % 9.18 %

(a)    As of June 30, 2024, December 31, 2023, and June 30, 2023, the allowance for loan losses as a percent of the risk sharing component of federally insured student loans not covered by the federal guaranty for non-Nelnet Bank was 20.9%, 21.8%, and 21.7%, respectively, and for Nelnet Bank was 10.0% as of June 30, 2023.

Loan Activity

The following table sets forth the activity of the Company's loan portfolios:

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Non-Nelnet Bank:
Beginning balance $ 10,799,942 12,049,462 13,482,620 12,049,462 14,169,771
Loan acquisitions:
Federally insured student loans 512,611 515,591
Consumer and other loans 195,279 80,730 59,972 276,009 310,678
Total loan acquisitions 195,279 80,730 572,583 276,009 826,269
Repayments, claims, capitalized interest, participations, and other, net (375,982) (350,496) (443,068) (726,478) (853,307)
Loans lost to external parties (574,834) (779,655) (214,734) (1,354,489) (483,430)
Loans sold (133,788) (200,099) (158,276) (333,887) (420,178)
Ending balance $ 9,910,617 10,799,942 13,239,125 9,910,617 13,239,125
Nelnet Bank:
Beginning balance $ 483,723 432,872 439,007 432,872 419,795
Loan acquisitions and originations:
Private education loans 1,390 16,715 7,359 18,106 21,585
Consumer and other loans 82,998 56,847 13,168 139,843 32,800
Total loan acquisitions and originations 84,388 73,562 20,527 157,949 54,385
Repayments (25,760) (22,711) (15,046) (48,470) (29,575)
Loans sold to AGM (117)
Ending balance $ 542,351 483,723 444,488 542,351 444,488

The Company has partial ownership in certain consumer, private education, and federally insured student loan securitizations that are accounted for as held-to-maturity beneficial interest investments and included in "investments and notes receivable" in the Company's consolidated financial statements. As of the latest remittance reports filed by the various trusts prior to or as of June 30, 2024, the Company’s ownership correlates to approximately $1.94 billion of loans included in these securitizations. The loans held in these securitizations are not included in the above table. Interest income earned by the Company from the beneficial interest in loan securitizations is included in "investment income" on the Company's consolidated statements of income and is not a component of the Company's loan interest income.

Loan Spread Analysis

The following table analyzes the loan spread on AGM’s portfolio of loans, which represents the spread between the yield earned on loan assets and the costs of the liabilities and derivative instruments used to fund the assets.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Variable loan yield, gross 8.16 % 7.99 % 7.73 % 8.07 % 7.42 %
Consolidation rebate fees (0.81) (0.80) (0.80) (0.80) (0.81)
Discount accretion, net of premium and deferred origination costs amortization 0.07 0.09 0.06 0.07 0.05
Variable loan yield, net 7.42 7.28 6.99 7.34 6.66
Loan cost of funds - interest expense (a) (6.50) (6.50) (5.94) (6.50) (5.73)
Loan cost of funds - derivative settlements (b) (c) 0.01 0.01 (0.00 ) 0.01 0.01
Variable loan spread 0.93 0.79 1.05 0.85 0.94
Fixed rate floor income, gross 0.01 0.01 0.01 0.01 0.03
Fixed rate floor income - derivative settlements (b) (d) 0.04 0.04 0.00 0.04 0.34
Fixed rate floor income, net of settlements on derivatives 0.05 0.05 0.01 0.05 0.37
Core loan spread 0.98 % 0.84 % 1.06 % 0.90 % 1.31 %
Average balance of AGM's loans $ 10,484,458 11,561,504 13,616,889 11,022,981 13,804,065
Average balance of AGM's debt outstanding 10,168,761 11,387,400 13,011,224 10,778,080 13,187,073

(a)    In the second quarter of 2023, the Company redeemed certain asset-backed debt securities prior to their maturity, resulting in the recognition of $25.9 million in interest expense from the write-off of the remaining unamortized debt discount associated with these bonds at the time of redemption. This non-cash expense was excluded from the table above.

(b)    Derivative settlements represent the cash paid or received during the current period to settle with derivative instrument counterparties the economic effect of the Company's derivative instruments based on their contractual terms. Derivative accounting requires that net settlements with respect to derivatives that do not qualify for "hedge treatment" under GAAP be recorded in a separate income statement line item below net interest income. The Company maintains an overall risk management strategy that incorporates the use of derivative instruments to reduce the economic effect of interest rate volatility. As such, management believes derivative settlements for each applicable period should be evaluated with the Company’s net interest income (loan spread) as presented in this table. The Company reports this non-GAAP information because the Company believes that it provides additional information regarding operational and performance indicators that are closely assessed by management. There is no comprehensive, authoritative guidance for the presentation of such non-GAAP information, which is only meant to supplement GAAP results by providing additional information that management utilizes to assess performance. See "Derivative Settlements" included in this supplement for the net settlement activity recognized by the Company for each type of derivative for the periods presented in the table.

A reconciliation of core loan spread, which includes the impact of derivative settlements on loan spread, to loan spread without derivative settlements follows.

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Core loan spread 0.98 % 0.84 % 1.06 % 0.90 % 1.31 %
Derivative settlements (1:3 basis swaps) (0.01) (0.01) 0.00 (0.01) (0.01)
Derivative settlements (fixed rate floor income) (0.04) (0.04) (0.00 ) (0.04) (0.34)
Loan spread 0.93 % 0.79 % 1.06 % 0.85 % 0.96 %

(c)    Derivative settlements consist of net settlements received (paid) related to the Company’s 1:3 basis swaps.

(d)    Derivative settlements consist of net settlements received related to the Company’s floor income interest rate swaps.

The relationship between the indices in which AGM earns interest on its loans and funds such loans has a significant impact on loan spread. In an increasing interest rate environment, student loan spread on FFELP loans increases in the short term because of the timing of interest rate resets on the Company's assets occurring daily in contrast to the timing of the interest rate resets on the Company's debt occurring either monthly or quarterly.

Variable loan spread was lower during the three and six months ended June 30, 2024 compared with the same periods in 2023 due to a significant increase in short-term rates during 2023 compared with an insignificant change in rates during 2024.

The difference between variable loan spread and core loan spread is fixed rate floor income earned on a portion of AGM's federally insured student loan portfolio. A summary of fixed rate floor income and its contribution to core loan spread follows:

Three months ended Six months ended
June 30, 2024 March 31, 2024 June 30, 2023 June 30, 2024 June 30, 2023
Fixed rate floor income, gross $ 159 180 456 338 1,567
Derivative settlements (a) 1,193 1,190 47 2,383 22,525
Fixed rate floor income, net $ 1,352 1,370 503 2,721 24,092
Fixed rate floor income contribution to spread, net 0.05 % 0.05 % 0.01 % 0.05 % 0.37 %

(a)    Derivative settlements consist of net settlements received related to the Company's derivatives used to hedge student loans earning fixed rate floor income.

The decrease in gross fixed rate floor income for the three and six months ended June 30, 2024 compared with the same periods in 2023 was due to higher interest rates in 2024 compared with 2023.

The Company had a significant portfolio of derivative instruments in which the Company paid a fixed rate and received a floating rate to economically hedge loans earning fixed rate floor income. On March 15, 2023, to minimize the Company's exposure to market volatility and increase liquidity, the Company terminated its derivative portfolio hedging loans earning fixed rate floor income ($2.8 billion in notional amount of derivatives). Through March 15, 2023, the Company had received cash or had a receivable from its clearinghouse related to variation margin equal to the fair value of the $2.8 billion notional amount of fixed rate floor derivatives as of March 15, 2023 of $183.2 million, which included $19.1 million related to current period settlements. Subsequent to terminating these derivatives, during the second and fourth quarters of 2023, the Company entered into a total of $400.0 million notional amount of derivatives to hedge loans earning fixed rate floor income and other loans and investments in which the Company receives a fixed rate.

The increase in net derivative settlements received by the Company during the three months ended June 30, 2024, compared with the same period in 2023, was due to an increase in the notional amount of derivatives outstanding. The decrease in net derivative settlements received by the Company during the six months ended June 30, 2024, compared with the same period in 2023, was due to a decrease in the notional amount of derivatives outstanding and less favorable terms on the $400.0 million of notional derivatives entered into in 2023 compared with the $2.8 billion notional derivatives that were terminated due to an increase in interest rates from when the terminated derivatives were initially executed.

Fixed Rate Floor Income

The following table shows AGM’s federally insured student loan assets that were earning fixed rate floor income as of June 30, 2024.

Fixed interest rate range Borrower/lender weighted average yield Estimated variable conversion rate (a) Loan balance
8.0 - 8.99% 8.25% 5.61% $ 146,990
> 9.0% 9.06% 6.42% 97,129
$ 244,119

(a)    The estimated variable conversion rate is the estimated short-term interest rate at which loans would convert to a variable rate. As of June 30, 2024, the weighted average estimated variable conversion rate was 5.93% and the short-term interest rate was 556 basis points.

18