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EX-99.1 - EXHIBIT 99.1 - NELNET INCexhibit9918718earningsrele.htm
8-K - 8-K - NELNET INCa8718form8-k.htm


For Release: August 7, 2018
Investor Contact: Phil Morgan, 402.458.3038
Nelnet, Inc. supplemental financial information for the second quarter 2018
(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 2018 earnings, dated August 7, 2018, and the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.
Forward-looking and cautionary statements
This supplemental financial information 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 “may,” “should,” “could,” “would,” “predict,” “potential,” “continue,” “expect,” “anticipate,” “future,” “intend,” “scheduled,” “plan,” “believe,” “estimate,” “assume,” “forecast,” “will,” 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, 2017 (the "2017 Annual Report"), and include such risks and uncertainties as:

loan portfolio risks such as interest rate basis and repricing risk resulting from the fact that the interest rate characteristics of the student loan assets do not match the interest rate characteristics of the funding for those assets, the risk of loss of floor income on certain student loans originated under the Federal Family Education Loan Program (the "FFEL Program" or "FFELP"), 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, and consumer loans and initiatives to purchase additional FFELP, private education, and consumer loans, and risks from changes in levels of loan prepayment or default rates;
financing and liquidity risks, including risks of changes in the general interest rate environment and in the securitization and other financing markets for loans, including adverse changes resulting from slower than expected payments on student loans in FFELP securitization trusts, which may increase the costs or limit the availability of financings necessary to purchase, refinance, or continue to hold student loans;
risks from changes in the educational credit and services markets resulting from changes in applicable laws, regulations, and government programs and budgets, such as the expected decline over time in FFELP loan interest income and fee-based revenues due to the discontinuation of new FFELP loan originations in 2010 and potential government initiatives or legislative proposals to consolidate existing FFELP loans to the Federal Direct Loan Program or otherwise allow FFELP loans to be refinanced with Federal Direct Loan Program loans;
the uncertain nature of the expected benefits from the acquisition of Great Lakes Educational Loan Services, Inc. ("Great Lakes") on February 7, 2018 and the ability to successfully integrate technology, shared services, and other activities and successfully maintain and increase allocated volumes of student loans serviced under existing and any future servicing contracts with the U.S. Department of Education (the "Department"), which current contract between the Company and the Department accounted for 21 percent of the Company's revenue in 2017, risks to the Company related to the Department's initiative to procure new contracts for federal student loan servicing, including the risk that the Company on a post-Great Lakes acquisition basis may not be awarded a contract, risks related to the development by the Company and Great Lakes of a new student loan servicing platform, including risks as to whether the expected benefits from the new platform will be realized, and risks related to the Company's ability to comply with agreements with third-party customers for the servicing of FFELP, Federal Direct Loan Program, and private education and consumer loans;
the risk that the Company's industrial bank charter application may not result in the grant of a charter within the expected timeframe or at all and the uncertain nature of the expected benefits from obtaining an industrial bank charter;
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 cybersecurity risks related to the potential disclosure of confidential student loan borrower and other customer information;
uncertainties inherent in forecasting future cash flows from student loan assets and related asset-backed securitizations;
the uncertain nature of the expected benefits from the acquisition of ALLO Communications LLC on December 31, 2015 and the ability to successfully expand its fiber network in existing service areas and additional communities and manage related construction risks;
risks and uncertainties related to initiatives to pursue additional strategic investments and acquisitions, including investments and acquisitions that are intended to diversify the Company both within and outside of its historical core education-related businesses; and
risks and uncertainties associated with litigation matters and with maintaining compliance with the extensive regulatory requirements applicable to the Company's businesses, reputational and other risks, including the risk of increased regulatory costs, resulting from the recent politicization of student loan servicing, 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 report 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 securities laws.

1




Consolidated Statements of Income
(Dollars in thousands, except share data)
(unaudited)
 
Three months ended
 
Six months ended
 
June 30,
2018
 
March 31,
2018
 
June 30,
2017
 
June 30, 2018
 
June 30,
2017
Interest income:
 
 
 
 
 
 
 
 
 
Loan interest
$
223,371

 
197,723

 
189,878

 
421,094

 
371,086

Investment interest
5,818

 
5,134

 
3,200

 
10,952

 
5,816

Total interest income
229,189

 
202,857

 
193,078

 
432,046

 
376,902

Interest expense:
 
 
 
 
 
 
 
 
 
Interest on bonds and notes payable
171,450

 
135,550

 
113,236

 
306,999

 
220,135

Net interest income
57,739

 
67,307

 
79,842

 
125,047

 
156,767

Less provision for loan losses
3,500

 
4,000

 
3,000

 
7,500

 
4,000

Net interest income after provision for loan losses
54,239

 
63,307

 
76,842

 
117,547

 
152,767

Other income:
 
 
 
 
 
 
 
 
 
Loan servicing and systems revenue
114,545

 
100,141

 
56,899

 
214,687

 
111,128

Education technology, services, and payment processing revenue
48,742

 
60,221

 
43,480

 
108,963

 
99,504

Communications revenue
10,320

 
9,189

 
5,719

 
19,509

 
10,826

Other income
9,580

 
18,198

 
12,485

 
27,776

 
25,118

Gain from debt repurchases

 
359

 
442

 
359

 
5,421

Derivative settlements, net
21,928

 
6,766

 
(363
)
 
28,694

 
(1,741
)
Derivative market value and foreign currency transaction adjustments
(4,897
)
 
60,033

 
(27,547
)
 
55,135

 
(31,000
)
Total other income
200,218

 
254,907

 
91,115

 
455,123

 
219,256

Cost of services:
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services
11,317

 
13,683

 
9,515

 
25,000

 
22,305

Cost to provide communications services
3,865

 
3,717

 
2,203

 
7,583

 
4,157

Total cost of services
15,182

 
17,400

 
11,718

 
32,583

 
26,462

Operating expenses:
 
 
 
 
 
 
 
 
 
Salaries and benefits
111,118

 
96,643

 
74,628

 
207,760

 
146,491

Depreciation and amortization
21,494

 
18,457

 
9,038

 
39,951

 
17,636

Loan servicing fees
3,204

 
3,136

 
5,628

 
6,341

 
11,653

Other expenses
40,409

 
33,417

 
26,262

 
73,826

 
52,423

Total operating expenses
176,225

 
151,653

 
115,556

 
327,878

 
228,203

Income before income taxes
63,050

 
149,161

 
40,683

 
212,209

 
117,358

Income tax expense
(13,511
)
 
(35,976
)
 
(16,032
)
 
(49,487
)
 
(44,787
)
Net income
49,539

 
113,185

 
24,651

 
162,722

 
72,571

Net (income) loss attributable to noncontrolling interests
(104
)
 
740

 
4,086

 
637

 
6,192

Net income attributable to Nelnet, Inc.
$
49,435

 
113,925

 
28,737

 
163,359

 
78,763

Earnings per common share:
 
 
 
 
 
 
 
 
 
Net income attributable to Nelnet, Inc. shareholders - basic and diluted
$
1.21

 
2.78

 
0.68

 
3.99

 
1.86

Weighted average common shares outstanding - basic and diluted
40,886,617

 
40,950,528

 
42,326,540

 
40,918,396

 
42,309,295




2



Condensed Consolidated Balance Sheets
(Dollars in thousands)
(unaudited)

 
As of
 
As of
 
As of
 
June 30, 2018
 
December 31, 2017
 
June 30, 2017
Assets:
 
 
 
 
 
Loans receivable, net
$
22,710,369

 
21,814,507

 
23,226,796

Cash, cash equivalents, investments, and notes receivable
324,514

 
307,290

 
335,041

Restricted cash
896,486

 
875,314

 
917,041

Goodwill and intangible assets, net
256,291

 
177,186

 
190,389

Other assets
1,021,584

 
790,138

 
653,820

Total assets
$
25,209,244

 
23,964,435

 
25,323,087

Liabilities:
 
 
 
 
 
Bonds and notes payable
$
22,468,364

 
21,356,573

 
22,790,780

Other liabilities
454,177

 
442,475

 
401,898

Total liabilities
22,922,541

 
21,799,048

 
23,192,678

Equity:
 
 
 
 
 
Total Nelnet, Inc. shareholders' equity
2,276,869

 
2,149,529

 
2,115,194

Noncontrolling interests
9,834

 
15,858

 
15,215

Total equity
2,286,703

 
2,165,387

 
2,130,409

Total liabilities and equity
$
25,209,244

 
23,964,435

 
25,323,087



3



Overview

The Company is a diverse company with a focus on delivering education-related products and services and student loan asset management. The largest operating businesses engage in student loan servicing; education technology, services, and payment processing; and communications. 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 the Company both within and outside of its historical core education-related businesses, including, but not limited to, investments in real estate and start-up ventures.

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 net income, excluding derivative market value and foreign currency transaction 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, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
GAAP net income attributable to Nelnet, Inc.
$
49,435

 
113,925

 
28,737

 
163,359

 
78,763

Realized and unrealized derivative market value adjustments
4,897

 
(60,033
)
 
286

 
(55,135
)
 
(951
)
Unrealized foreign currency transaction adjustments

 

 
27,261

 

 
31,951

Net tax effect (a)
(1,175
)
 
14,408

 
(10,468
)
 
13,232

 
(11,780
)
Net income, excluding derivative market value and foreign currency transaction adjustments (b)
$
53,157


68,300


45,816

 
121,456

 
97,983

 
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
GAAP net income attributable to Nelnet, Inc.
$
1.21

 
2.78

 
0.68

 
3.99

 
1.86

Realized and unrealized derivative market value adjustments
0.12

 
(1.46
)
 
0.01

 
(1.35
)
 
(0.02
)
Unrealized foreign currency transaction adjustments

 

 
0.64

 

 
0.76

Net tax effect (a)
(0.03
)
 
0.35

 
(0.25
)
 
0.33

 
(0.28
)
Net income, excluding derivative market value and foreign currency transaction adjustments (b)
$
1.30


1.67


1.08

 
2.97

 
2.32


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

(b)
"Derivative market value and foreign currency transaction adjustments" include (i) 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; and (ii) the unrealized foreign currency transaction gains or losses caused by the re-measurement of the Company's previously Euro-denominated bonds to U.S. dollars. "Derivative market value and foreign currency transaction 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. 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. In addition, the Company incurred unrealized foreign currency transaction adjustments for periodic fluctuations in currency exchange rates between the U.S. dollar and Euro in connection with its student loan asset-backed previously Euro-denominated bonds with an interest rate based on a spread to the EURIBOR index. The principal and accrued interest on these bonds were remeasured at each reporting period and recorded in the Company's consolidated balance sheet in U.S. dollars based on the foreign currency exchange rate on that date.

The Company believes these point-in-time estimates of asset and liability values related to its derivative instruments and previously Euro-denominated bonds that are or were subject to interest and currency rate fluctuations are or were 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.

On October 25, 2017, the Company completed a remarketing of the Company’s bonds that were prior to that date denominated in Euros, to denominate those bonds in U.S. dollars and reset the interest rate to be based on the 3-month LIBOR index. The Company also terminated a cross-currency interest rate swap associated with those bonds. As a result, there are no foreign currency transaction adjustments with respect to those bonds after October 25, 2017.

4



Several factors increased GAAP net income for the three and six months ended June 30, 2018, as compared with the same respective periods in 2017:

The contribution to net income from the acquisition of Great Lakes on February 7, 2018;
The decrease in the Company's effective tax rate due to the Tax Cuts and Jobs Act, effective January 1, 2018;
The recognition of unrealized losses in 2017 related to foreign currency transaction adjustments caused by the re-measurement of the Company's previously Euro-denominated bonds to U.S. dollars, which bonds were remarketed in October 2017, to denominate them in U.S. dollars; and
The recognition of larger gains during the six months ended June 30, 2018 as compared to the same period in 2017 due to changes in the fair values of derivative instruments that do not qualify for hedge accounting.

These factors were partially offset by the increase in expenses for the continued build-out of the Company's ALLO fiber communications network in Lincoln, Nebraska.

Operating Results

The Company earns net interest income on its loan portfolio, consisting primarily of FFELP loans, in its Asset Generation and Management ("AGM") operating segment. This segment is expected to generate a stable net interest margin and significant amounts of cash as the FFELP portfolio amortizes. As of June 30, 2018, the Company had a $22.7 billion loan portfolio that management anticipates will amortize over the next approximately 20 years and has a weighted average remaining life of 7.4 years. The Company actively works to maximize the amount and timing of cash flows generated by its FFELP portfolio and seeks to acquire additional loan assets to leverage its servicing scale and expertise to generate incremental earnings and cash flow. However, due to the continued amortization of the Company’s FFELP loan portfolio and anticipated increases in interest rates, the Company's net income generated by the AGM segment will continue to decrease. The Company currently believes that in the short-term it will most likely not be able to invest the excess cash generated from the FFELP loan portfolio into assets that immediately generate the rates of return historically realized from that portfolio.

In addition, the Company earns fee-based revenue through the following reportable operating segments:
 
Loan Servicing and Systems ("LSS") - referred to as Nelnet Diversified Solutions ("NDS")
Education Technology, Services, and Payment Processing ("ETS&PP") - referred to as Nelnet Business Solutions ("NBS")
Communications - referred to as ALLO Communications ("ALLO")

Other business activities and operating segments that are not reportable are combined and included in Corporate and Other Activities ("Corporate"). Corporate and Other Activities also includes income earned on certain investments and interest expense incurred on unsecured debt transactions.

5



The information below provides the operating results for each reportable operating segment and Corporate and Other Activities for the three and six months ended June 30, 2018 and 2017 (dollars in millions).
segopresults2018q2a05.jpg
(a)    Revenue includes intersegment revenue earned by LSS as a result of servicing loans for AGM.

(b)
Total revenue includes "net interest income" and "total other income" from the Company's segment statements of income, excluding the impact from changes in fair values of derivatives and foreign currency transaction adjustments. Net income excludes changes in fair values of derivatives and foreign currency transaction adjustments, net of tax. For information regarding the exclusion of the impact from changes in fair values of derivatives and foreign currency transaction adjustments, see "GAAP Net Income and Non-GAAP Net Income, Excluding Adjustments" above.

Certain events and transactions from 2018, which have impacted or will impact the operating results of the Company and its operating segments, are discussed below.

Impact from the Tax Cuts and Jobs Act

The Tax Cuts and Jobs Act, signed into law on December 22, 2017, and effective January 1, 2018, lowered the Company's effective tax rate to 21.46 percent and 23.25 percent for the three and six months ended June 30, 2018, respectively, compared to 35.81 percent and 36.25 percent for the same respective periods in 2017. The Company currently expects its effective tax rate will be approximately 23 to 24 percent for the remainder of 2018.

Loan Servicing and Systems

On February 7, 2018, the Company paid $150.0 million in cash for 100 percent of the stock of Great Lakes. The Great Lakes assets acquired and liabilities assumed were recorded by the Company at their respective fair values at the date of acquisition, and Great Lakes' operating results from the date of acquisition forward are included in the Company's consolidated operating results.

Nelnet Servicing, LLC ("Nelnet Servicing") and Great Lakes are two companies that have student loan servicing contracts awarded by the Department in June 2009 to provide servicing for loans owned by the Department. As of June 30, 2018, Nelnet Servicing was servicing $176.2 billion of student loans for 5.7 million borrowers under its contract, and Great Lakes was servicing $241.9 billion of student loans for 7.4 million borrowers under its contract. These contracts are currently scheduled to expire on June 16, 2019.

Under the performance metrics measurements used by the Department for the period July 1, 2017 through December 31, 2017, Nelnet Servicing's and Great Lakes' overall rankings among the nine current servicers for the Department were fourth and second, respectively. These results increased Nelnet Servicing's and Great Lakes' allocations of new student loan servicing volumes under their current respective contracts with the Department from 11 percent to 12 percent and from 14 percent to 16 percent, respectively, for the period March 1, 2018 through August 31, 2018.

Going forward, Great Lakes and Nelnet Servicing will continue to service their respective government-owned portfolios on behalf of the Department, while maintaining their distinct brands, independent servicing operations, and teams. Likewise, each entity will continue to compete for new student loan volume under its respective existing contract with the Department. The Company will integrate technology, as well as shared services and other activities, to become more efficient and effective in

6



meeting borrower needs. During the second quarter of 2018, the Company converted Great Lakes' FFELP and private education loan servicing volume to Nelnet's servicing platform to leverage the efficiencies of supporting more volume on fewer systems.

The Company and Great Lakes have also been working together for almost two years to develop a new, state-of-the-art servicing system for government-owned student loans through their GreatNet joint venture.  The efficiencies gained by leveraging a single platform for government-owned loans supporting millions more borrowers will give the Company and Great Lakes opportunities to invest in strategies to further enhance borrower experiences.   

On February 20, 2018, the Department’s Office of Federal Student Aid ("FSA") released information regarding a new contract procurement process to service all student loans owned by the Department.  The contract solicitation process is divided into two phases. The contract solicitation requests responses from interested vendors for nine components, including:
 
Component A: Enterprise-wide digital platform and related middleware
Component B: Enterprise-wide contact center platform, customer relationship management (CRM), and related middleware
Component C: Solution 3.0 (core processing, related middleware, and rules engine)
Component D: Solution 2.0 (core processing, related middleware, and rules engine)
Component E: Solution 3.0 business process operations
Component F: Solution 2.0 business process operations
Component G: Enterprise-wide data management platform
Component H: Enterprise-wide identity and access management (IAM)
Component I: Cybersecurity and data protection
The solicitation indicates Component C (Solution 3.0) is anticipated to be tailored for new customers and Component D (Solution 2.0) is anticipated to serve as the primary environment for FSA’s existing customers. After Solution 3.0 is deployed, FSA will determine the best distribution of loans between Solution 2.0 and Solution 3.0. In addition, more than one business process solution may be selected for Components E and F.
Vendors may provide a response for an individual, multiple, or all components. The Company responded to Phase One on April 17, 2018.

As of June 30, 2018, the Company (including Great Lakes) was servicing $470.7 billion in FFELP, government owned, and private education and consumer loans, as compared with $211.4 billion of loans serviced by the Company as of December 31, 2017.

Education Technology, Services, and Payment Processing

During the first quarter of 2018, the Company changed the name of its Tuition Payment Processing and Campus Commerce operating segment to Education Technology, Services, and Payment Processing to better describe the evolution of services this operating segment provides.

In May 2014, the Financial Accounting Standards Board issued a new standard related to revenue recognition. The Company adopted the standard effective January 1, 2018, using the full retrospective method, which required it to restate each prior reporting period presented. The most significant impact of the standard relates to identifying the Company's Education Technology, Services, and Payment Processing operating segment as the principal in its payment services transactions. As a result of this change, the Company presents the payment services revenue gross with the direct costs to provide these services presented separately.

This segment is subject to seasonal fluctuations. Based on the timing of when revenue is recognized and when expenses are incurred, revenue and operating margin are higher in the first quarter as compared to the remainder of the year.

Communications

In the fourth quarter of 2017, ALLO announced plans to expand its network to make services available in Hastings, Nebraska and Fort Morgan, Colorado.  This will expand total households in ALLO’s current markets from 137,500 to over 152,000.  In December 2017, the Fort Morgan city council approved a 40-year agreement with ALLO for ALLO to provide broadband service over a fiber network that the city will build and own, and ALLO will lease and operate to provide services to subscribers.  ALLO plans to continue expansion to additional communities in Nebraska and Colorado over the next several years.

For the three and six months ended June 30, 2018, ALLO incurred capital expenditures of $27.2 million and $45.1 million, respectively. The Company currently anticipates total network expenditures for the remainder of 2018 (July 1, 2018 to December

7



31, 2018) will be approximately $45.0 million; however, the amount of capital expenditures could change based on the customer demand for ALLO's services.

The Company currently anticipates ALLO's operating results will be dilutive to the Company's consolidated earnings as it continues to build its network in Lincoln, Nebraska, and other communities, due to large upfront capital expenditures and associated depreciation and upfront customer acquisition costs.

Asset Generation and Management

During the six months ended June 30, 2018, the Company purchased $2.6 million in loans, including $2.0 billion during the second quarter of 2018. The vast majority (approximately 99 percent) of these loans are federally insured student loans.

The Company's average balance of loans decreased to $23.0 billion for the second quarter of 2018, compared with $23.9 billion for the same period in 2017. Core loan spread increased to 1.29 percent for the quarter ended June 30, 2018, compared with 1.28 percent for the same period in 2017. The Company began to purchase consumer loans in the second quarter of 2017. Consumer loans are currently funded by the Company using operating cash, until they can be funded in a secured financing transaction. As such, consumer loans do not have a cost of funds (debt) associated with them. Core loan spread, excluding consumer loans, would have been 1.23 percent and 1.27 percent for the three months ended June 30, 2018 and 2017, respectively.

Corporate and Other Activities

On June 28, 2018, the Company filed an application with the Federal Deposit Insurance Corporation and the Utah Department of Financial Institutions to establish Nelnet Bank, a Utah-chartered industrial bank. If the charter is granted, Nelnet Bank would operate as an internet bank franchise focused on the private education marketplace, with a home office in Salt Lake City. Nelnet Bank would be a separate subsidiary of the Company, and the industrial bank charter would allow the Company to maintain its other diversified business offerings. The Company expects the charter application process to take an extended period of time.

Liquidity and Capital Resources

As of June 30, 2018, the Company had cash and cash equivalents of $67.9 million. In addition, the Company had a portfolio of available-for-sale investments, consisting primarily of student loan asset-backed securities, with a fair value of $81.8 million as of June 30, 2018.

For the six months ended June 30, 2018, the Company generated $71.6 million in net cash from operating activities.

On June 22, 2018, the Company amended its unsecured $350.0 million line of credit to, among other things, extend the maturity date of the facility from December 12, 2021 to June 22, 2023. As of June 30, 2018, the unsecured line of credit had $170.0 million outstanding and $180.0 million was available for future use.

The majority of the Company’s portfolio of student loans is funded in asset-backed securitizations that will generate significant earnings and cash flow over the life of these transactions.  As of June 30, 2018, the Company currently expects future undiscounted cash flows from its securitization portfolio to be approximately $1.98 billion, of which approximately $1.34 billion is expected to be generated over the next approximately five years (from July 1, 2018 through December 31, 2022).

During the six months ended June 30, 2018, the Company repurchased a total of 315,794 shares of Class A common stock for $16.3 million ($51.71 per share), including 93,620 shares of Class A common stock for $4.9 million ($52.44 per share) repurchased by the Company during the three months ended June 30, 2018.

During the six months ended June 30, 2018, the Company paid cash dividends of $13.0 million ($0.32 per share), including $6.5 million ($0.16 per share) paid during the three months ended June 30, 2018. In addition, the Company's Board of Directors has declared a third quarter 2018 cash dividend on the Company's outstanding shares of Class A and Class B common stock of $0.16 per share. The third quarter cash dividend will be paid on September 14, 2018 to shareholders of record at the close of business on August 31, 2018.

The Company intends to use its liquidity position to capitalize on market opportunities, including FFELP and private education and consumer loan acquisitions; strategic acquisitions and investments; expansion of ALLO's telecommunications network; and capital management initiatives, including stock repurchases, debt repurchases, and dividend distributions. The timing and size of these opportunities will vary and will have a direct impact on the Company's cash and investment balances.



8



Segment Reporting

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

 
Three months ended June 30, 2018
 
Loan Servicing and Systems
 
Education Technology, Services, and Payment Processing
 
Communications
 
Asset
Generation and
Management
 
Corporate and Other Activities
 
Eliminations
 
Total
Total interest income
$
293

 
748

 
1

 
226,509

 
6,062

 
(4,425
)
 
229,189

Interest expense

 

 
3,303

 
169,623

 
2,949

 
(4,425
)
 
171,450

Net interest income
293

 
748

 
(3,302
)
 
56,886

 
3,113

 

 
57,739

Less provision for loan losses

 

 

 
3,500

 

 

 
3,500

Net interest income (loss) after provision for loan losses
293

 
748

 
(3,302
)
 
53,386

 
3,113

 

 
54,239

Other income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Loan servicing and systems revenue
114,545

 

 

 

 

 

 
114,545

Intersegment servicing revenue
11,609

 

 

 

 

 
(11,609
)
 

Education technology, services, and payment processing revenue

 
48,742

 

 

 

 

 
48,742

Communications revenue

 

 
10,320

 

 

 

 
10,320

Other income
1,956

 

 

 
2,772

 
4,851

 

 
9,580

Gain from debt repurchases

 

 

 

 

 

 

Derivative settlements, net

 

 

 
22,053

 
(125
)
 

 
21,928

Derivative market value and foreign currency transaction adjustments, net

 

 

 
(5,446
)
 
548

 

 
(4,897
)
Total other income
128,110

 
48,742

 
10,320

 
19,379

 
5,274

 
(11,609
)
 
200,218

Cost of services:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services

 
11,317

 

 

 

 

 
11,317

Cost to provide communications services

 

 
3,865

 

 

 

 
3,865

Total cost of services

 
11,317

 
3,865

 

 

 

 
15,182

Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and benefits
69,434

 
19,513

 
4,668

 
377

 
17,126

 

 
111,118

Depreciation and amortization
8,212

 
3,286

 
5,497

 

 
4,500

 

 
21,494

Loan servicing fees

 

 

 
3,204

 

 

 
3,204

Other expenses
17,490

 
5,383

 
3,023

 
1,288

 
13,225

 

 
40,409

Intersegment expenses, net
15,583

 
2,570

 
599

 
11,700

 
(18,842
)
 
(11,609
)
 

Total operating expenses
110,719

 
30,752

 
13,787

 
16,569

 
16,009

 
(11,609
)
 
176,225

Income (loss) before income taxes
17,684

 
7,421

 
(10,634
)
 
56,196

 
(7,622
)
 

 
63,050

Income tax (expense) benefit
(4,245
)
 
(1,781
)
 
2,552

 
(13,487
)
 
3,451

 

 
(13,511
)
Net income (loss)
13,439

 
5,640

 
(8,082
)
 
42,709

 
(4,171
)
 

 
49,539

  Net income attributable to noncontrolling interests

 

 

 

 
(104
)
 

 
(104
)
Net income (loss) attributable to Nelnet, Inc.
$
13,439

 
5,640

 
(8,082
)
 
42,709

 
(4,275
)
 

 
49,435




9



 
Three months ended March 31, 2018
 
Loan Servicing and Systems
 
Education Technology, Services, and Payment Processing
 
Communications
 
Asset
Generation and
Management
 
Corporate and Other Activities
 
Eliminations
 
Total
Total interest income
$
257

 
665

 
1

 
200,334

 
4,751

 
(3,150
)
 
202,857

Interest expense

 

 
2,509

 
134,233

 
1,958

 
(3,150
)
 
135,550

Net interest income
257

 
665

 
(2,508
)
 
66,101

 
2,793

 

 
67,307

Less provision for loan losses

 

 

 
4,000

 

 

 
4,000

Net interest income (loss) after provision for loan losses
257

 
665

 
(2,508
)
 
62,101

 
2,793

 

 
63,307

Other income:
 

 
 

 
 
 
 

 
 

 
 

 
 

Loan servicing and systems revenue
100,141

 

 

 

 

 

 
100,141

Intersegment servicing revenue
10,771

 

 

 

 

 
(10,771
)
 

Education technology, services, and payment processing revenue

 
60,221

 

 

 

 

 
60,221

Communications revenue

 

 
9,189

 

 

 

 
9,189

Other income
1,292

 

 

 
2,992

 
13,914

 

 
18,198

Gain from debt repurchases

 

 

 
359

 

 

 
359

Derivative settlements, net

 

 

 
6,926

 
(160
)
 

 
6,766

Derivative market value and foreign currency transaction adjustments, net

 

 

 
58,571

 
1,462

 

 
60,033

Total other income
112,204


60,221


9,189


68,848


15,216


(10,771
)

254,907

Cost of services:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services

 
13,683

 

 

 

 

 
13,683

Cost to provide communications services

 

 
3,717

 

 

 

 
3,717

Total cost of services

 
13,683

 
3,717

 

 

 

 
17,400

Operating expenses:
 

 
 

 
 
 
 
 
 

 
 
 
 

Salaries and benefits
58,537

 
19,067

 
4,063

 
382

 
14,594

 

 
96,643

Depreciation and amortization
6,069

 
3,341

 
4,921

 

 
4,126

 

 
18,457

Loan servicing fees

 

 

 
3,136

 

 

 
3,136

Other expenses
14,463

 
4,624

 
2,638

 
848

 
10,845

 

 
33,417

Intersegment expenses, net
13,356

 
2,567

 
605

 
10,865

 
(16,622
)
 
(10,771
)
 

Total operating expenses
92,425


29,599


12,227


15,231


12,943


(10,771
)

151,653

Income (loss) before income taxes
20,036

 
17,604

 
(9,263
)
 
115,718

 
5,066

 

 
149,161

Income tax (expense) benefit
(5,003
)
 
(4,225
)
 
2,223

 
(27,773
)
 
(1,199
)
 

 
(35,976
)
Net income (loss)
15,033


13,379


(7,040
)

87,945


3,867




113,185

  Net loss (income) attributable to noncontrolling interests
808

 

 

 

 
(68
)
 

 
740

Net income (loss) attributable to Nelnet, Inc.
$
15,841


13,379


(7,040
)

87,945


3,799




113,925


10



 
Three months ended June 30, 2017
 
Loan Servicing and Systems
 
Education Technology, Services, and Payment Processing
 
Communications
 
Asset
Generation and
Management
 
Corporate and Other
Activities
 
Eliminations
 
Total
Total interest income
$
120

 
3

 
1

 
191,368

 
3,362

 
(1,776
)
 
193,078

Interest expense

 

 
1,104

 
113,073

 
835

 
(1,776
)
 
113,236

Net interest income
120

 
3

 
(1,103
)
 
78,295

 
2,527

 

 
79,842

Less provision for loan losses

 

 

 
3,000

 

 

 
3,000

Net interest income (loss) after provision for loan losses
120

 
3

 
(1,103
)
 
75,295

 
2,527

 

 
76,842

Other income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Loan servicing and systems revenue
56,899

 

 

 

 

 

 
56,899

Intersegment servicing revenue
9,952

 

 

 

 

 
(9,952
)
 

Education technology, services, and payment processing revenue

 
43,480

 

 

 

 

 
43,480

Communications revenue

 

 
5,719

 

 

 

 
5,719

Other income

 

 

 
3,057

 
9,429

 

 
12,485

Gain from debt repurchases

 

 

 
442

 

 

 
442

Derivative settlements, net

 

 

 
(165
)
 
(198
)
 

 
(363
)
Derivative market value and foreign currency transaction adjustments, net

 

 

 
(27,412
)
 
(135
)
 

 
(27,547
)
Total other income
66,851

 
43,480

 
5,719

 
(24,078
)
 
9,096

 
(9,952
)
 
91,115

Cost of services:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services

 
9,515

 

 

 

 

 
9,515

Cost to provide communications services

 

 
2,203

 

 

 

 
2,203

Total cost of services

 
9,515

 
2,203

 

 

 

 
11,718

Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and benefits
40,506

 
16,901

 
3,411

 
363

 
13,447

 

 
74,628

Depreciation and amortization
546

 
2,346

 
2,600

 

 
3,547

 

 
9,038

Loan servicing fees

 

 

 
5,628

 

 

 
5,628

Other expenses
8,879

 
4,594

 
1,772

 
820

 
10,195

 

 
26,262

Intersegment expenses, net
8,324

 
2,136

 
496

 
10,043

 
(11,046
)
 
(9,952
)
 

Total operating expenses
58,255

 
25,977

 
8,279

 
16,854

 
16,143

 
(9,952
)
 
115,556

Income (loss) before income taxes
8,716

 
7,991

 
(5,866
)
 
34,363

 
(4,520
)
 

 
40,683

Income tax (expense) benefit
(4,918
)
 
(3,037
)
 
2,229

 
(13,057
)
 
2,751

 

 
(16,032
)
Net income (loss)
3,798

 
4,954

 
(3,637
)
 
21,306

 
(1,769
)
 

 
24,651

  Net loss (income) attributable to noncontrolling interests
4,226

 

 

 

 
(141
)
 

 
4,086

Net income (loss) attributable to Nelnet, Inc.
$
8,024

 
4,954

 
(3,637
)
 
21,306

 
(1,910
)
 

 
28,737



11



 
Six months ended June 30, 2018
 
Loan Servicing and Systems
 
Education Technology, Services, and Payment Processing
 
Communications
 
Asset
Generation and
Management
 
Corporate and Other
Activities
 
Eliminations
 
Total
Total interest income
$
550

 
1,413

 
2

 
426,843

 
10,813

 
(7,574
)
 
432,046

Interest expense

 

 
5,812

 
303,854

 
4,907

 
(7,574
)
 
306,999

Net interest income
550

 
1,413

 
(5,810
)
 
122,989

 
5,906

 

 
125,047

Less provision for loan losses

 

 
 
 
7,500

 

 

 
7,500

Net interest income (loss) after provision for loan losses
550

 
1,413

 
(5,810
)
 
115,489

 
5,906

 

 
117,547

Other income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Loan servicing and systems revenue
214,687

 

 

 

 

 

 
214,687

Intersegment servicing revenue
22,380

 

 

 

 

 
(22,380
)
 

Education technology, services, and payment processing revenue

 
108,963

 

 

 

 

 
108,963

Communications revenue

 

 
19,509

 

 

 

 
19,509

Other income
3,248

 

 

 
5,765

 
18,765

 

 
27,776

Gain from debt repurchases

 

 

 
359

 

 

 
359

Derivative settlements, net

 

 

 
28,979

 
(285
)
 

 
28,694

Derivative market value and foreign currency transaction adjustments, net
 
 

 

 
53,125

 
2,010

 

 
55,135

Total other income
240,315

 
108,963

 
19,509

 
88,228

 
20,490

 
(22,380
)
 
455,123

Cost of services:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services

 
25,000

 

 

 

 

 
25,000

Cost to provide communications services

 

 
7,583

 

 

 

 
7,583

Total cost of services

 
25,000

 
7,583

 

 

 

 
32,583

Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and benefits
127,971

 
38,580

 
8,730

 
759

 
31,720

 

 
207,760

Depreciation and amortization
14,280

 
6,627

 
10,418

 

 
8,626

 

 
39,951

Loan servicing fees

 

 

 
6,341

 

 

 
6,341

Other expenses
31,953

 
10,006

 
5,660

 
2,137

 
24,070

 

 
73,826

Intersegment expenses, net
28,939

 
5,136

 
1,204

 
22,565

 
(35,464
)
 
(22,380
)
 

Total operating expenses
203,143

 
60,349

 
26,012

 
31,802

 
28,952

 
(22,380
)
 
327,878

Income (loss) before income taxes
37,722

 
25,027

 
(19,896
)
 
171,915

 
(2,556
)
 

 
212,209

Income tax (expense) benefit
(9,247
)
 
(6,006
)
 
4,775

 
(41,260
)
 
2,251

 

 
(49,487
)
Net income (loss)
28,475

 
19,021

 
(15,121
)
 
130,655

 
(305
)
 

 
162,722

  Net loss (income) attributable to noncontrolling interests
808

 

 

 

 
(172
)
 

 
637

Net income (loss) attributable to Nelnet, Inc.
$
29,283

 
19,021

 
(15,121
)
 
130,655

 
(477
)
 

 
163,359



12



 
Six months ended June 30, 2017
 
Loan Servicing and Systems
 
Education Technology, Services, and Payment Processing
 
Communications
 
Asset
Generation and
Management
 
Corporate and Other
Activities
 
Eliminations
 
Total
Total interest income
$
214

 
5

 
1

 
373,693

 
6,123

 
(3,135
)
 
376,902

Interest expense

 

 
1,816

 
219,824

 
1,630

 
(3,135
)
 
220,135

Net interest income
214

 
5

 
(1,815
)
 
153,869

 
4,493

 

 
156,767

Less provision for loan losses

 

 

 
4,000

 

 

 
4,000

Net interest income (loss) after provision for loan losses
214

 
5

 
(1,815
)
 
149,869

 
4,493

 

 
152,767

Other income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Loan servicing and systems revenue
111,128

 

 

 

 

 

 
111,128

Intersegment servicing revenue
20,275

 

 

 

 

 
(20,275
)
 

Education technology, services, and payment processing revenue

 
99,504

 

 

 

 

 
99,504

Communications revenue

 

 
10,826

 

 

 

 
10,826

Other income

 

 

 
6,399

 
18,719

 

 
25,118

Gain from debt repurchases

 

 

 
981

 
4,440

 

 
5,421

Derivative settlements, net

 

 

 
(1,339
)
 
(402
)
 

 
(1,741
)
Derivative market value and foreign currency transaction adjustments, net

 

 

 
(30,823
)
 
(177
)
 

 
(31,000
)
Total other income
131,403

 
99,504

 
10,826

 
(24,782
)
 
22,580

 
(20,275
)
 
219,256

Cost of services:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost to provide education technology, services, and payment processing services

 
22,305

 

 

 

 

 
22,305

Cost to provide communications services

 

 
4,157

 

 

 

 
4,157

Total cost of services

 
22,305

 
4,157

 

 

 

 
26,462

Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and benefits
78,497

 
33,553

 
6,390

 
763

 
27,287

 

 
146,491

Depreciation and amortization
1,095

 
4,737

 
4,735

 

 
7,069

 

 
17,636

Loan servicing fees

 

 

 
11,653

 

 

 
11,653

Other expenses
18,015

 
9,202

 
3,144

 
1,812

 
20,249

 

 
52,423

Intersegment expenses, net
15,722

 
4,210

 
1,002

 
20,455

 
(21,114
)
 
(20,275
)
 

Total operating expenses
113,329

 
51,702

 
15,271

 
34,683

 
33,491

 
(20,275
)
 
228,203

Income (loss) before income taxes
18,288

 
25,502

 
(10,417
)
 
90,404

 
(6,418
)
 

 
117,358

Income tax (expense) benefit
(9,473
)
 
(9,690
)
 
3,959

 
(34,354
)
 
4,772

 

 
(44,787
)
Net income (loss)
8,815

 
15,812

 
(6,458
)
 
56,050

 
(1,646
)
 

 
72,571

  Net loss (income) attributable to noncontrolling interests
6,641

 

 

 

 
(450
)
 

 
6,192

Net income (loss) attributable to Nelnet, Inc.
$
15,456

 
15,812

 
(6,458
)
 
56,050

 
(2,096
)
 

 
78,763



13




Net Interest Income, Net of Settlements on Derivatives
The following table summarizes the components of "net interest income" and "derivative settlements, net."

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 as presented in the table below.  Net interest income (net of settlements on derivatives) is a non-GAAP financial measure, and 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 below.
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Variable loan interest margin
$
40,416

 
46,884

 
49,817

 
87,302

 
92,788

Settlements on associated derivatives (a)
2,979

 
(1,664
)
 
(2,279
)
 
1,315

 
(3,333
)
Variable loan interest margin, net of settlements on derivatives
43,395

 
45,220

 
47,538

 
88,617

 
89,455

Fixed rate floor income
14,453

 
17,247

 
27,664

 
31,700

 
59,795

Settlements on associated derivatives (b)
19,074

 
8,590

 
2,114

 
27,664

 
1,994

Fixed rate floor income, net of settlements on derivatives
33,527

 
25,837

 
29,778

 
59,364

 
61,789

Investment interest
5,818

 
5,134

 
3,200

 
10,952

 
5,816

Corporate debt interest expense
(2,948
)
 
(1,958
)
 
(839
)
 
(4,907
)
 
(1,632
)
Non-portfolio related derivative settlements (c)
(125
)
 
(160
)
 
(198
)
 
(285
)
 
(402
)
Net interest income (net of settlements on derivatives)
$
79,667

 
74,073

 
79,479

 
153,741

 
155,026


(a)
Includes the net settlements received (paid) related to the Company’s 1:3 basis swaps, and the cross-currency interest rate swap in place prior to the October 2017 remarketing of previously Euro-denominated bonds.

(b)
Includes the net settlements received (paid) related to the Company’s floor income interest rate swaps.

(c)
Includes the net settlements received (paid) related to the Company’s hybrid debt hedges.


14



Loan Servicing Volumes (dollars in millions)

The Company purchased Great Lakes on February 7, 2018. During the second quarter of 2018, the Company converted Great Lakes' FFELP and private education loan servicing volume to Nelnet's servicing platform to leverage the efficiencies of supporting more volume on fewer systems.
loanservvol2018q2a01.jpg
Company owned
 
$16,962
 
$16,352
 
$15,789
 
$18,403
 
$17,827
 
$17,866
 
$19,113
 
% of total
 
8.7%
 
8.2%
 
7.9%
 
8.9%
 
8.4%
 
3.8%
 
4.1%
 
Number of servicing borrowers:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Government servicing:
 
5,972,619

 
5,924,099

 
5,849,283

 
5,906,404

 
5,877,414

 
5,819,286

 
7,456,830

 
5,745,181

 
7,378,875

 
FFELP servicing:
 
1,312,192

 
1,263,785

 
1,218,706

 
1,317,552

 
1,420,311

 
1,399,280

 
461,553

 
1,787,419

 

 
Private education and consumer loan servicing:
 
355,096

 
389,010

 
454,182

 
478,150

 
502,114

 
508,750

 
118,609

 
672,520

 
3,987

 
Total:
 
7,639,907

 
7,576,894

 
7,522,171

 
7,702,106

 
7,799,839

 
7,727,316

 
8,036,992

 
8,205,120

 
7,382,862

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of remote hosted borrowers:
 
2,230,019

 
2,305,991

 
2,317,151

 
2,714,588

 
2,812,713

 
6,207,747
 
6,145,981
 




15



Communications Financial and Operating Data

Certain financial and operating data for ALLO is summarized in the tables below.
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Residential revenue
$
7,727

 
6,747

 
3,820

 
14,472

 
7,172

Business revenue
2,535

 
2,381

 
1,814

 
4,917

 
3,510

Other revenue
58

 
61

 
85

 
120

 
144

Total revenue
$
10,320

 
9,189

 
5,719

 
19,509

 
10,826

 
 
 
 
 
 
 
 
 
 
Net (loss) income
$
(8,082
)
 
(7,040
)
 
(3,637
)
 
(15,121
)
 
(6,458
)
EBITDA (a)
(1,835
)
 
(1,834
)
 
(2,163
)
 
(3,668
)
 
(3,867
)
 
 
 
 
 
 
 
 
 
 
Capital expenditures
27,189

 
17,899

 
32,344

 
45,088

 
49,013

 
 
 
 
 
 
 
 
 
 
Revenue contribution:
 
 
 
 
 
 
 
 
 
Internet
52.2
%
 
51.1
%
 
44.9
%
 
51.7
%
 
44.0
%
Television
29.9

 
30.3

 
30.8

 
30.1

 
31.3

Telephone
17.7

 
18.4

 
23.5

 
18.0

 
24.1

Other
0.2

 
0.2

 
0.8

 
0.2

 
0.6

 
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%

 
As of
June 30,
2018
 
As of
March 31, 2018
 
As of
December 31, 2017
 
As of September 30, 2017
 
As of
June 30,
2017
 
As of
March 31, 2017
 
As of
December 31, 2016
Residential customer information:
 
 
 
 
 
 
 
 
 
 
 
 
 
Households served
27,643

 
23,541

 
20,428

 
16,394

 
12,460

 
10,524

 
9,814

Households passed (b)
98,538

 
84,475

 
71,426

 
54,815

 
45,880

 
34,925

 
30,962

Total households in current markets
137,500

 
137,500

 
137,500

 
137,500

 
137,500

 
137,500

 
137,500

Total households in current markets and new markets announced (c)
152,840

 
152,840

 
152,626

 
137,500

 
137,500

 
137,500

 
137,500


(a)
Earnings (loss) before interest, income taxes, depreciation, and amortization ("EBITDA") is a supplemental non-GAAP performance measure that is frequently used in capital-intensive industries such as telecommunications. ALLO's management uses EBITDA to compare ALLO's performance to that of its competitors and to eliminate certain non-cash and non-operating items in order to consistently measure performance from period to period. EBITDA excludes interest and income taxes because these items are associated with a company's particular capitalization and tax structures. EBITDA also excludes depreciation and amortization expense because these non-cash expenses primarily reflect the impact of historical capital investments, as opposed to the cash impacts of capital expenditures made in recent periods, which may be evaluated through cash flow measures. The Company reports EBITDA for ALLO because the Company believes that it provides useful additional information for investors regarding a key metric used by management to assess ALLO's performance. There are limitations to using EBITDA as a performance measure, including the difficulty associated with comparing companies that use similar performance measures whose calculations may differ from ALLO's calculations. In addition, EBITDA should not be considered a substitute for other measures of financial performance, such as net income or any other performance measures derived in accordance with GAAP. A reconciliation of EBITDA from ALLO's net loss under GAAP is presented in the following table:
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Net loss
$
(8,082
)
 
(7,040
)
 
(3,637
)
 
(15,121
)
 
(6,458
)
Net interest expense
3,302

 
2,508

 
1,103

 
5,810

 
1,815

Income tax benefit
(2,552
)
 
(2,223
)
 
(2,229
)
 
(4,775
)
 
(3,959
)
Depreciation and amortization
5,497

 
4,921

 
2,600

 
10,418

 
4,735

Earnings (loss) before interest, income taxes, depreciation, and amortization (EBITDA)
$
(1,835
)
 
(1,834
)
 
(2,163
)
 
(3,668
)
 
(3,867
)

16



(b)
Represents the number of single residence homes, apartments, and condominiums that ALLO already serves and those in which ALLO has the capacity to connect to its network distribution system without further material extensions to the transmission lines, but have not been connected.
(c)
During the fourth quarter of 2017, ALLO announced plans to expand its network to make services available in Hastings, Nebraska and Fort Morgan, Colorado. ALLO plans to expand to additional communities in Nebraska and Colorado over the next several years.

Other Income

The following table summarizes the components of "other income."
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Realized and unrealized gains on investments, net
$
1,136

 
9,081

 
1,302

 
10,217

 
1,618

Borrower late fee income
2,758

 
2,983

 
3,048

 
5,741

 
6,368

Investment advisory fees
1,394

 
1,593

 
2,294

 
2,986

 
5,810

Management fee revenue
1,756

 
1,161

 

 
2,917

 

Peterson's revenue

 

 
3,043

 

 
5,880

Other
2,536

 
3,380

 
2,798

 
5,915

 
5,442

Other income
$
9,580

 
18,198

 
12,485

 
27,776

 
25,118


Derivative Settlements

The following table summarizes the components of "derivative settlements, net" included in the attached consolidated statements of income.
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30,
2018
 
June 30,
2017
1:3 basis swaps
$
2,979

 
(1,664
)
 
(362
)
 
1,315

 
336

Interest rate swaps - floor income hedges
19,074

 
8,590

 
2,114

 
27,664

 
1,994

Interest rate swaps - hybrid debt hedges
(125
)
 
(160
)
 
(198
)
 
(285
)
 
(402
)
Cross-currency interest rate swap

 

 
(1,917
)
 

 
(3,669
)
Total derivative settlements - income (expense)
$
21,928

 
6,766

 
(363
)
 
28,694

 
(1,741
)


17



Derivative Market Value and Foreign Currency Transaction Adjustments

"Derivative market value and foreign currency transaction adjustments" include (i) the realized and unrealized gains and losses that are caused by changes in fair values of derivatives which do not qualify for "hedge treatment" under GAAP; and (ii) the unrealized foreign currency transaction gains or losses caused by the re-measurement of the Company's previously Euro-denominated bonds to U.S. dollars. On October 25, 2017, the Company completed a remarketing of the Company’s bonds that were prior to that date denominated in Euros, to denominate those bonds in U.S. dollars and reset the interest rate to be based on the 3-month LIBOR index. The Company also terminated a cross-currency interest rate swap associated with those bonds. As a result, foreign currency transaction adjustments will not be incurred with respect to those bonds after October 25, 2017.

The following table summarizes the components of “derivative market value and foreign currency transaction adjustments” included in the attached consolidated statements of income.
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30,
2018
 
June 30,
2017
Change in fair value of derivatives -
income (expense)
$
(4,897
)
 
60,033

 
(286
)
 
55,135

 
951

Foreign currency transaction adjustment - income (expense)

 

 
(27,261
)
 

 
(31,951
)
Derivative market value and foreign currency transaction adjustments - income (expense)
$
(4,897
)
 
60,033

 
(27,547
)
 
55,135

 
(31,000
)

Loans Receivable

Loans receivable consisted of the following:
 
As of
 
June 30, 2018
 
December 31, 2017
 
June 30, 2017
Federally insured student loans:
 
 
 
 
 
Stafford and other
$
4,879,259

 
4,418,881

 
4,704,409

Consolidation
17,715,531

 
17,302,725

 
18,442,998

Total
22,594,790

 
21,721,606

 
23,147,407

Private education loans
180,935

 
212,160

 
242,893

Consumer loans
80,560

 
62,111

 
24,858

 
22,856,285

 
21,995,877

 
23,415,158

Loan discount, net of unamortized loan premiums and deferred origination costs
(73,831
)
 
(113,695
)
 
(122,682
)
Non-accretable discount
(18,370
)
 
(13,085
)
 
(14,972
)
Allowance for loan losses:
 
 
 
 
 
Federally insured loans
(37,263
)
 
(38,706
)
 
(35,862
)
Private education loans
(11,664
)
 
(12,629
)
 
(13,846
)
Consumer loans
(4,788
)
 
(3,255
)
 
(1,000
)
 
$
22,710,369

 
21,814,507

 
23,226,796



18



Loan Activity

The following table sets forth the activity of loans:

 
Three months ended June 30,
 
Six months ended June 30,
 
2018
 
2017
 
2018
 
2017
Beginning balance
$
21,733,713

 
24,196,909

 
21,995,877

 
25,103,643

Loan acquisitions:
 
 
 
 
 
 
 
Federally insured student loans
1,948,372

 
52,548

 
2,532,958

 
104,279

Private education loans
194

 
132

 
194

 
575

Consumer loans
14,212

 
25,991

 
37,566

 
25,991

Total loan acquisitions
1,962,778

 
78,671

 
2,570,718

 
130,845

Repayments, claims, capitalized interest, and other
(590,062
)
 
(574,537
)
 
(1,212,346
)
 
(1,222,452
)
Consolidation loans lost to external parties
(248,752
)
 
(310,743
)
 
(496,572
)
 
(621,736
)
Loans sold
(1,392
)
 

 
(1,392
)
 

Ending balance
$
22,856,285

 
23,390,300

 
22,856,285

 
23,390,300



19



Loan Spread Analysis

The following table analyzes the loan spread on the Company’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, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Variable loan yield, gross
4.46
 %
 
4.15
 %
 
3.50
 %
 
4.31
 %
 
3.37
 %
Consolidation rebate fees
(0.85
)
 
(0.85
)
 
(0.84
)
 
(0.85
)
 
(0.84
)
Discount accretion, net of premium and deferred origination costs amortization
0.04

 
0.07

 
0.07

 
0.05

 
0.07

Variable loan yield, net
3.65

 
3.37

 
2.73

 
3.51

 
2.60

Loan cost of funds - interest expense
(3.00
)
 
(2.53
)
 
(1.91
)
 
(2.77
)
 
(1.82
)
Loan cost of funds - derivative settlements (a) (b)
0.05

 
(0.03
)
 
(0.04
)
 
0.01

 
(0.03
)
Variable loan spread
0.70

 
0.81

 
0.78

 
0.75

 
0.75

Fixed rate floor income, gross
0.25

 
0.32

 
0.46

 
0.29

 
0.49

Fixed rate floor income - derivative settlements (a) (c)
0.34

 
0.16

 
0.04

 
0.25

 
0.02

Fixed rate floor income, net of settlements on derivatives
0.59

 
0.48

 
0.50

 
0.54

 
0.51

Core loan spread (d)
1.29
 %
 
1.29
 %
 
1.28
 %
 
1.29
 %
 
1.26
 %
 
 
 
 
 
 
 
 
 
 
Average balance of loans
$
22,959,660

 
21,871,501

 
23,900,296

 
22,415,580

 
24,327,874

Average balance of debt outstanding
22,476,114

 
21,449,449

 
23,644,793

 
21,965,618

 
24,090,788


(a)
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 it 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 this table.

(b) Derivative settlements include the net settlements received (paid) related to the Company’s 1:3 basis swaps and previous cross-currency interest rate swap.

(c)
Derivative settlements include the net settlements received (paid) related to the Company’s floor income interest rate swaps.

(d) The Company began to purchase consumer loans in the second quarter of 2017. Consumer loans are currently funded by the Company using operating cash, until they can be funded in a secured financing transaction. As such, consumer loans do not have a cost of funds (debt) associated with them. Core loan spread, excluding consumer loans, would have been 1.23%, 1.25%, and 1.27% for the three months ended June 30, 2018, March 31, 2018, and June 30, 2017, respectively, and 1.23% and 1.26% for the six months ended June 30, 2018 and 2017, respectively.




20



A trend analysis of the Company's core and variable student loan spreads is summarized below.
slsgraph2018q2a.jpg
(a)
The interest earned on a large portion of the Company's FFELP student loan assets is indexed to the one-month LIBOR rate.  The Company funds a majority of its assets with three-month LIBOR indexed floating rate securities.  The relationship between the indices in which the Company earns interest on its loans and funds such loans has a significant impact on student loan spread.  This table (the right axis) shows the difference between the Company's liability base rate and the one-month LIBOR rate by quarter.

The primary difference between variable student loan spread and core student loan spread is fixed rate floor income.  A summary of fixed rate floor income and its contribution to core student loan spread follows:
 
Three months ended
 
Six months ended
 
June 30, 2018
 
March 31, 2018
 
June 30, 2017
 
June 30, 2018
 
June 30, 2017
Fixed rate floor income, gross
$
14,453

 
17,247

 
27,664

 
31,700

 
59,795

Derivative settlements (a)
19,074

 
8,590

 
2,114

 
27,664

 
1,994

Fixed rate floor income, net
$
33,527

 
25,837

 
29,778

 
59,364

 
61,789

Fixed rate floor income contribution to spread, net
0.59
%
 
0.48
%
 
0.50
%
 
0.54
%
 
0.51
%

(a)
Includes settlement payments on derivatives used to hedge student loans earning fixed rate floor income.



21



Fixed Rate Floor Income

The following table shows the Company’s federally insured student loan assets that were earning fixed rate floor income as of June 30, 2018.
Fixed interest rate range
 
Borrower/lender weighted average yield
 
Estimated variable conversion rate (a)
 
Loan balance
4.5 - 4.99%
 
4.81
%
 
2.17
%
 
$
486,472

5.0 - 5.49%
 
5.22
%
 
2.58
%
 
532,731

5.5 - 5.99%
 
5.67
%
 
3.03
%
 
359,022

6.0 - 6.49%
 
6.19
%
 
3.55
%
 
410,983

6.5 - 6.99%
 
6.70
%
 
4.06
%
 
395,745

7.0 - 7.49%
 
7.17
%
 
4.53
%
 
140,556

7.5 - 7.99%
 
7.71
%
 
5.07
%
 
241,821

8.0 - 8.99%
 
8.18
%
 
5.54
%
 
553,251

> 9.0%
 
9.05
%
 
6.41
%
 
200,700

 
 
 
 
 
 
$
3,321,281


(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, 2018, the weighted average estimated variable conversion rate was 3.85% and the short-term interest rate was 200 basis points.

The following table summarizes the outstanding derivative instruments as of June 30, 2018 used by the Company to economically hedge loans earning fixed rate floor income.
Maturity
 
Notional amount
 
Weighted average fixed rate paid by the Company (a)
 
 
2018
 
$
1,250,000

 
1.08
%
2019
 
3,250,000

 
0.97

2020
 
1,500,000

 
1.01

2023
 
750,000

 
2.28

2024
 
300,000

 
2.28

2025
 
100,000

 
2.32

2027
 
50,000

 
2.32

2028
 
100,000

 
3.03

 
 
$
7,300,000

 
1.24
%

(a)
For all interest rate derivatives, the Company receives discrete three-month LIBOR.

22