NELNET INCNNI
NELNET INC Debt Disclosure
Bonds and Notes Payable
The following tables summarize the Company’s outstanding debt obligations by type of instrument:
| As of December 31, 2025 | |||||||||||||||||
Carrying amount | Interest rate range | Final maturity | |||||||||||||||
| Variable-rate bonds and notes issued in FFELP loan asset-backed securitizations: | |||||||||||||||||
| Bonds and notes based on indices | $ | 6,448,212 | 4.35% - 5.85% | 3/22/32 - 11/27/90 | |||||||||||||
| Bonds and notes based on auction | 24,150 | 0.01% - 5.10% | 3/22/32 - 8/25/37 | ||||||||||||||
| Total FFELP variable-rate bonds and notes | 6,472,362 | ||||||||||||||||
| Fixed-rate bonds and notes issued in FFELP loan asset-backed securitizations | 302,791 | 1.42% - 3.45% | 10/25/67 - 8/27/68 | ||||||||||||||
| FFELP loan warehouse facility | 213,982 | 4.83% / 4.84% | 1/29/27 | ||||||||||||||
| Consumer loan warehouse and other facilities | 767,951 | 5.01% - 5.67% | 11/13/27 - 2/29/28 | ||||||||||||||
| Variable-rate bonds and notes issued in private education loan asset-backed securitizations | 35,770 | 5.15% / 6.12% | 6/25/49 / 11/25/53 | ||||||||||||||
| Fixed-rate bonds and notes issued in private education loan asset-backed securitization | 27,391 | 7.15% | 11/25/53 | ||||||||||||||
| Unsecured line of credit | — | — | 9/22/26 | ||||||||||||||
| Participation agreements | 1,322 | 4.53% - 5.82% | 5/4/26 / 7/28/32 | ||||||||||||||
| 7,821,569 | |||||||||||||||||
| Discount on bonds and notes payable and debt issuance costs | (40,642) | ||||||||||||||||
| Total | $ | 7,780,927 | |||||||||||||||
| As of December 31, 2024 | |||||||||||||||||
Carrying amount | Interest rate range | Final maturity | |||||||||||||||
| Variable-rate bonds and notes issued in FFELP loan asset-backed securitizations: | |||||||||||||||||
| Bonds and notes based on indices | $ | 6,923,824 | 4.89% - 6.45% | 8/26/30 - 9/25/69 | |||||||||||||
| Bonds and notes based on auction | 36,395 | 5.71% - 5.72% | 3/22/32 - 8/25/37 | ||||||||||||||
| Total FFELP variable-rate bonds and notes | 6,960,219 | ||||||||||||||||
| Fixed-rate bonds and notes issued in FFELP loan asset-backed securitizations | 346,359 | 1.42% - 3.45% | 10/25/67 - 8/27/68 | ||||||||||||||
| FFELP loan warehouse facilities | 853,165 | 4.41% - 4.69% | 1/31/26 / 4/1/26 | ||||||||||||||
| Consumer loan warehouse facilities | 90,000 | 4.46% / 4.57% | 8/1/26 / 11/13/27 | ||||||||||||||
| Variable-rate bonds and notes issued in private education loan asset-backed securitizations | 54,973 | 5.90% / 6.82% | 6/25/49 / 11/25/53 | ||||||||||||||
| Fixed-rate bonds and notes issued in private education loan asset-backed securitizations | 50,415 | 5.35% / 7.15% | 12/28/43 / 11/25/53 | ||||||||||||||
| Unsecured line of credit | — | — | 9/22/26 | ||||||||||||||
| Participation agreements | 3,320 | 5.27% - 5.82% | 5/4/25 / 1/30/33 | ||||||||||||||
| 8,358,451 | |||||||||||||||||
| Discount on bonds and notes payable and debt issuance costs | (48,654) | ||||||||||||||||
| Total | $ | 8,309,797 | |||||||||||||||
Warehouse and Other Facilities
The Company funds a portion of its loan acquisitions through the use of warehouse and other secured facilities. Loan warehousing allows the Company to buy and manage loans prior to transferring them into more permanent financing arrangements. The following table summarizes the Company's warehouse and other facilities as of December 31, 2025:
| Type of loans | Maximum financing amount | Amount outstanding | Amount available | Expiration of liquidity provisions | Final maturity date | Advance rate | Advanced as equity support | |||||||||||||||||||||||||||||||||||||
| FFELP (a) | $ | 800,000 | 213,982 | 586,018 | 1/30/2026 | 1/29/2027 | note (b) | $ | 17,071 | |||||||||||||||||||||||||||||||||||
| Consumer loans and other financing receivables | $ | 925,000 | 767,951 | 157,049 | 11/13/2026 - 7/31/2027 | 11/13/2027 - 2/29/2028 | 50% - 90% | $ | 121,949 | |||||||||||||||||||||||||||||||||||
(a) On January 30, 2026, the Company extended the liquidity provisions and final maturity date on this facility to July 31, 2026 and July 30, 2027, respectively.
(b) This facility has a static advance rate until the expiration date of the liquidity provisions. The maximum advance rates for this facility are 90% to 96%, and the minimum advance rates are 84% to 90%. In the event the liquidity provisions are not extended, the valuation agent has the right to perform a one-time mark to market on the underlying loans funded in this facility, subject to a floor. The loans would then be funded at this new advance rate until the final maturity date of the facility.
Asset-backed Securitizations
The Company has historically relied upon asset-backed securitizations as its most significant source of funding for loans. The net cash flow the Company receives from the securitized loans generally represents the excess amounts, if any, generated by the underlying loans over the amounts required to be paid to the bondholders, after deducting servicing fees and any other expenses relating to the securitizations. The Company’s rights to cash flow from securitized loans are subordinate to bondholder interests, and the securitized loans may fail to generate any cash flow beyond what is due to bondholders. The bonds and notes payable are primarily secured by the loans receivable, related accrued interest, and by the amounts on deposit in the accounts established under the respective financing agreements.
The following table summarizes the asset-backed securitization transaction completed during the year ended December 31, 2025. There were no asset-backed securitization transactions completed during the year ended December 31, 2024.
| 2025-1 | Total (a) | ||||||||||||||||
| Class A-1 Notes | Class A-2 Notes | ||||||||||||||||
| Date securities issued | 11/13/25 | 11/13/25 | |||||||||||||||
| Total original principal amount | $ | 168,200 | 525,000 | 693,200 | |||||||||||||
| Cost of funds | SOFR Rate plus 0.75% | SOFR Rate plus 0.95% | |||||||||||||||
| Final maturity date | 10/25/33 | 11/27/90 | |||||||||||||||
(a) Total original principal amount excludes the Class B subordinated tranche totaling $14.7 million that was retained by the Company at issuance.
Unsecured Line of Credit
The Company has a $495.0 million unsecured line of credit that has a maturity date of September 22, 2026. As of December 31, 2025, no amount was outstanding on the line of credit and $495.0 million was available for future use.
The line of credit agreement contains certain financial covenants that, if not met, lead to an event of default under the agreement. The covenants, which exclude Nelnet Bank, include, among others, maintaining:
•A minimum consolidated net worth
•A limitation on recourse indebtedness to adjusted EBITDA (over the last four rolling quarters)
•A limitation on recourse and non-recourse indebtedness
•A limitation on the amount of private education, consumer, and other (non-FFELP) loans in the Company’s portfolio
•A limitation on permitted investments, including business acquisitions that are not in one of the Company's existing lines of business
As of December 31, 2025, the Company was in compliance with all of these requirements. Many of these covenants are duplicated in the Company's other lending facilities, including its warehouse facilities. The Company's operating line of credit does not have any covenants related to unsecured debt ratings. However, changes in the Company's ratings have modest implications on the pricing level at which the Company obtains funds. A default on the Company's other debt facilities would result in an event of default on the Company's unsecured line of credit that would result in the outstanding balance on the line of credit, if any, becoming immediately due and payable.
Nelnet Bank
Nelnet Bank has unsecured Federal Funds lines of credit with correspondent banks totaling $50.0 million at a stated interest rate at the time of borrowing. Nelnet Bank has also established accounts at the Federal Reserve Bank (FRB) and the Federal Home Loan Bank (FHLB), which are secured and accept pledges of eligible securities. In addition, FFELP and private education loans are accepted as collateral for FRB borrowings. As of December 31, 2025 and 2024, Nelnet Bank had no amounts drawn on its Federal Funds, FRB, or FHLB lines of credit. As of December 31, 2025, the Bank has $96.5 million of collateral pledged with the FRB that it may borrow against.
Debt Covenants
Certain bond resolutions and related credit agreements contain, among other requirements, covenants relating to restrictions on additional indebtedness, limits as to direct and indirect administrative expenses, and maintaining certain financial ratios. The Company is in compliance with all covenants of the bond indentures and related credit agreements as of December 31, 2025.
Maturity Schedule
Bonds and notes outstanding as of December 31, 2025 are due in varying amounts as shown below:
| 2026 | $ | 100 | ||||||
| 2027 | 216,933 | |||||||
| 2028 | 765,000 | |||||||
| 2029 | — | |||||||
| 2030 | — | |||||||
| 2031 and thereafter | 6,839,536 | |||||||
| $ | 7,821,569 | |||||||
Generally, the Company's secured financing instruments can be redeemed on any interest payment date at par plus accrued interest. Subject to certain provisions, all bonds and notes are subject to redemption prior to maturity at the option of certain lending subsidiaries.
Debt Repurchases
The following table summarizes the Company's repurchases of its own debt. Gains/losses recorded by the Company from the repurchase of debt are included in “other, net” in "other income (expense)" on the Company’s consolidated statements of income.
| Year ended December 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| Purchase price | $ | (759,587) | (7,585) | (5,112) | |||||||||||||
| Par value | 763,340 | 7,671 | 5,941 | ||||||||||||||
| Remaining unamortized costs | (8,602) | (32) | (14) | ||||||||||||||
| (Loss) gain, net | $ | (4,849) | 54 | 815 | |||||||||||||
The Company has repurchased certain of its own asset-backed securities (bonds and notes payable) in the secondary market or retained such instruments upon initial issuance. For accounting purposes, these notes are eliminated in consolidation and are not included in the Company's consolidated financial statements. However, these securities remain legally outstanding at the trust level and the Company could sell these notes to third parties, redeem the notes at par as cash is generated by the trust estate, or pledge the securities as collateral on repurchase agreements. Upon a sale of these notes to third parties, the Company
would obtain cash proceeds equal to the market value of the notes on the date of such sale. As of December 31, 2025, the Company holds $292.2 million (par value) of its own FFELP asset-backed securities. Upon sale, these notes would be shown as "bonds and notes payable" in the Company's consolidated balance sheet.
Debt Redemptions
During 2024 and 2023, the Company redeemed $364.6 million and $188.6 million, respectively, of FFELP loan asset-backed debt securities (bonds and notes payable) prior to their maturity. The remaining unamortized debt discount associated with these bonds was written-off, resulting in a $6.3 million and $25.9 million non-cash expense recognized in 2024 and 2023, respectively. The expense related to the acceleration of unamortized debt discount costs is included in "interest expense on bonds and notes payable and bank deposits" on the consolidated statements of income.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 26, 2026 | Showing above |
| 2024 | Feb 27, 2025 | |
| 2023 | Feb 27, 2024 | |
| 2022 | Feb 28, 2023 | |
| 2021 | Feb 28, 2022 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.