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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 16, 2025 (October 31, 2024)
Mr. Cooper Group Inc.
(Exact Name of Registrant as Specified in Charter)
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|
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| Delaware |
001-14667 |
91-1653725 |
|
(State or Other Jurisdiction
of Incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
8950 Cypress Waters Blvd.
Coppell, TX 75019
(Address of Principal Executive Offices, and Zip Code)
469-549-2000
Registrant’s Telephone Number, Including Area Code
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 (see General Instruction A.2. below):
| |
☐ |
Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communication 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(s) |
Name of each exchange on which registered |
| Common Stock, $0.01 par value per share |
COOP |
The Nasdaq Stock Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Explanatory Note
On
November 6, 2024, Mr. Cooper Group Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial
Report”) to report that on October 31, 2024, Nationstar Mortgage LLC (“Nationstar”), a Delaware limited liability
company and operating subsidiary of the Company, completed its previously announced acquisition (the “Acquisition”) of
certain assets, including mortgage servicing rights and related advances, customer relationship intangibles associated with
subservicing contracts, and third-party origination operations (the “Acquired Business”) from Flagstar Bank, N.A., a
national banking association and a wholly owned subsidiary of Flagstar Financial, Inc. (f/k/a New York Community Bancorp,
Inc.).
This Current Report on Form 8-K/A (this “Amendment”) amends
and supplements the Initial Report to provide financial statements and the pro forma financial information required by Item 9.01 of Form
8-K. No other modifications to the Initial Report are being made by this Amendment. This Amendment should be read in connection with the
Initial Report.
| Item 9.01 |
Financial Statements and Exhibits. |
(a) Financial statements of business acquired.
The audited abbreviated statement of assets acquired and liabilities assumed
of the Acquired Business as of December 31, 2023 and the audited abbreviated statement of revenues and direct expenses of the Acquired
Business for the year ended December 31, 2023 are attached hereto as Exhibit 99.1 and incorporated herein by reference herein.
The unaudited abbreviated interim financial statements of the Acquired
Business as of and for the nine months ended September 30, 2024 are attached hereto as Exhibit 99.2 and incorporated herein by reference
herein.
(b) Pro forma financial information.
The unaudited pro forma financial information of the Acquired Business required
to be filed in connection with the acquisition described in Item 2.01 in the Original Form 8-K is filed as Exhibit 99.3.
(d) Exhibits
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.
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Mr. Cooper Group Inc. |
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| Date: January 16, 2025 |
By: |
/s/ Kurt Johnson |
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|
Kurt Johnson
Executive Vice President & Chief Financial Officer |
Exhibit 23.1
Consent of Independent Auditors
We consent to the incorporation by reference in the registration statements (Nos. 333-231552
and 333-226468) on Form S-8 of Mr. Cooper Group Inc. of our report dated January 15, 2025, with respect to the abbreviated financial statements
of the Mortgage Servicing & Third-Party Origination Business of Flagstar Financial, Inc. which report appears in the Form 8-K/A of
Mr. Cooper Group Inc.
/s/ KPMG LLP
New York, New York
January 15, 2025
Exhibit 99.1
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Table of Contents |
|
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|
|
| Abbreviated financial statements as of and for the year ended December 31, 2023 |
|
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|
|
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Independent Auditors Report |
2 |
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Abbreviated Financial Statements |
4 |
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Abbreviated Statement of Assets Acquired and Liabilities Assumed as of December 31, 2023 |
4 |
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Abbreviated Statement of Revenues and Direct Expenses for the year ended December 31, 2023 |
5 |
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Notes to Abbreviated Financial Statements |
|
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Note 1 - Description of Transaction and Basis of Presentation |
6 |
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Note 2 - Mortgage Servicing Rights |
7 |
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Note 3 - Advances and Other Receivables |
7 |
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Note 4 - Other Assets and Other Liabilities |
7 |
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Note 5 - Subsequent Events |
8 |
Independent Auditors’ Report
To the Board of Directors
Flagstar Financial, Inc.:
Report on the Abbreviated Financial Statements
Opinion
We have audited the abbreviated financial statements of the Mortgage Servicing & Third-Party
Origination Business of Flagstar Financial, Inc. (collectively, the Company), that consists of substantially all of the related mortgage
servicing and third-party origination business activities, which comprise the abbreviated statement of assets acquired and liabilities
assumed as of December 31, 2023 and the related abbreviated statement of revenues and direct expenses for the year ended December 31,
2023, and the related notes (the abbreviated financial statements).
In our opinion, the accompanying abbreviated financial statements present
fairly, in all material respects, the financial position of the Company as of December 31, 2023 and the revenues and direct expenses for
the year ended December 31, 2023, in accordance with U.S. generally accepted accounting principles.
Basis for Opinion
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America (GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for
the Audit of the Abbreviated Financial Statements section of our report. We are required to be independent of the Company and to meet
our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Emphasis of Matter — Basis of Accounting
We draw attention to Note 1 to the abbreviated financial statements, which describes that the
accompanying abbreviated financial statements were prepared for the purpose of complying with Rule 3-05 of Regulation S-X of the Securities
and Exchange Commission and are not intended to be a complete presentation of assets, liabilities, revenues and expenses. As a result,
the financial statements may not be suitable for another purpose. Our opinion is not modified with respect to this matter.
Responsibilities of Management for the Abbreviated Financial Statements
Management is responsible for the preparation and fair presentation of the abbreviated financial
statements in accordance with U.S. generally accepted accounting principles, and for the design, implementation, and maintenance of internal
control relevant to the preparation and fair presentation of the abbreviated financial statements that are free from material misstatement,
whether due to fraud or error.
Auditors’ Responsibilities for the Audit of the Abbreviated Financial Statements
Our objectives are to obtain reasonable assurance about whether the abbreviated financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our
opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit
conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,
or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or
in the aggregate, they would influence the judgment made by a reasonable user based on the abbreviated financial statements.
In performing an audit in accordance with GAAS, we:
| • | Exercise professional judgment and maintain professional skepticism throughout the audit. |
| • | Identify and assess the risks of material misstatement of the abbreviated financial statements, whether due to fraud or error, and
design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding
the amounts and disclosures in the abbreviated financial statements. |
| • | Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly,
no such opinion is expressed. |
| • | Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management,
as well as evaluate the overall presentation of the abbreviated financial statements. |
| • | Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about
the Company’s ability to continue as a going concern for a reasonable period of time. |
We are required to communicate with those charged with governance regarding, among other matters,
the planned scope and timing of the audit, significant audit findings, and certain internal control–related matters that we identified
during the audit.
/s/ KPMG LLP
New York, New York
January 15, 2025
Mortgage Servicing & Third-Party Origination Business of Flagstar
Financial, Inc.
Abbreviated Statement of Assets Acquired and Liabilities Assumed
| | |
December 31, 2023 |
| (in millions) | |
|
| ASSETS: | |
| | |
| Mortgage servicing rights at fair value | |
$ | 1,111 | |
| Advances and other receivables | |
| 79 | |
| Other assets | |
| 456 | |
| Total assets | |
$ | 1,646 | |
| LIABILITIES: | |
| | |
| Other liabilities | |
| 461 | |
| Total liabilities | |
| 461 | |
| | |
| | |
| Net Assets | |
$ | 1,185 | |
The accompanying notes are an integral part of these Abbreviated Financial Statements
Mortgage Servicing & Third-Party Origination Business of Flagstar
Financial, Inc.
Abbreviated Statement of Revenues and Direct Expenses
| | |
Year ended
December 31, 2023 |
| (in millions) | |
|
| Revenues: | |
| | |
| Service related, net(1)(2) | |
$ | 370 | |
| Net gain on mortgage loans held for sale | |
| 64 | |
| Total revenues | |
$ | 434 | |
| | |
| | |
| Direct Expenses: | |
| | |
| Salaries, wages, and benefits | |
| 72 | |
| General and administrative | |
| 111 | |
| Total direct expenses | |
$ | 183 | |
| | |
| | |
| Other Expenses: | |
| | |
| Interest expense(3) | |
| 168 | |
| | |
| | |
| Net revenues after expenses | |
$ | 83 | |
| (1) | Includes $7 million of intercompany service fees to other non-mortgage units which are not presented herein. |
| (2) | Includes $69 million of other loan fees and charges related to third-party originations and other servicing
activities. |
| (3) | Interest expense on custodial deposits paid externally. Intercompany interest expense has been excluded.
Any interest income earned on custodial deposits has also been excluded from the Abbreviated Statement of Revenues and Direct Expenses
as the amount is not reasonably quantifiable. |
The accompanying notes are an integral part of these Abbreviated Financial
Statements
Note 1 - Description of Transaction and Basis of Presentation
Description of Transaction
On October 31, 2024, Flagstar Bank, National Association
(“Flagstar”), the wholly owned subsidiary of Flagstar Financial, Inc. (the “Company”), completed its previously
announced sale of certain assets, including mortgage servicing rights, subservicing contracts, and third-party origination assets (the
“Transaction”), to Nationstar Mortgage LLC, a Delaware limited liability company and operating subsidiary of Mr. Cooper Group
Inc. (“Nationstar”), for an aggregate purchase price of approximately $1.3 billion in cash. The Transaction was effected pursuant
to the terms of (1) the Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights, dated as of July 24, 2024, by and between
Flagstar and Nationstar (the “MSR Purchase Agreement”) and (2) the related Asset Purchase Agreement, dated as of July 24,
2024, by and between Flagstar and Nationstar (the “Asset Purchase Agreement”).
Basis of Presentation
The accompanying Abbreviated Statement of Assets Acquired
and Liabilities Assumed as of December 31, 2023 and the related Abbreviated Statement of Revenues and Direct Expenses for the year ended
December 31, 2023 (collectively, the “Abbreviated Financial Statements”) of the Mortgage Servicing & Third-Party Origination
Business of the Company have been prepared for the purpose of complying with Rule 3-05 of Regulation S-X of the United States Securities
and Exchange Commission (“SEC”) and for inclusion in Mr. Cooper Group Inc.’s filings with the SEC.
The Abbreviated Financial Statements of the Company
have been prepared using U.S. generally accepted accounting principles for the purpose of complying with Rule 3-05 of Regulation S-X of
the SEC and are not intended to be a complete presentation of assets, liabilities, revenues, expenses or cash flows. These financial statements
were prepared in lieu of full financial statements or carve-out financial statements. These Abbreviated Financial Statements have been
derived from the Company’s historical accounting records. In the opinion of management, the accompanying Abbreviated Financial Statements
contain all adjustments considered necessary to fairly present the assets acquired and liabilities assumed and the revenues and direct
expenses. The Abbreviated Financial Statements do not necessarily represent the assets, liabilities, revenues or direct expenses of the
Mortgage Servicing & Third-Party Origination Business of the Company had it been operated as a separate standalone entity.
The Abbreviated Financial Statements of the Company
conform to U.S. generally accepted accounting principles and to general practices within the banking industry. The preparation of financial
statements in conformity with U.S. generally accepted accounting principles requires the Company to make estimates and judgments that
affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the abbreviated
financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates are used in connection
with the valuation of the mortgage servicing rights. These Abbreviated Financial Statements include direct costs and are exclusive of
indirect allocations.
Mortgage Servicing Rights ("MSRs")
The Company
purchases and originates mortgage loans for sale to the secondary market and sells the loans on either a servicing-retained or servicing-released
basis. If the Company retains the right to service the loan, an MSR is created at the time of sale which is recorded at fair value. The
Company uses an internal valuation model that utilizes an option-adjusted spread, constant prepayment speeds, costs to service and other
assumptions to determine the fair value of MSRs.
Management obtains
third-party valuations of the MSR portfolio on a quarterly basis from independent valuation services to assess the reasonableness of the
fair value calculated by our internal valuation model. Changes in the fair value of our MSRs are reported on the Abbreviated Statement
of Revenues and Direct Expenses in service related revenue. For further information, see Note 2 - Mortgage Servicing Rights.
Loans with Government Guarantees
The Company
originates government guaranteed loans which are pooled and sold as Ginnie Mae MBS. Pursuant to Ginnie Mae servicing guidelines, the Company
has the unilateral right to repurchase loans securitized in Ginnie Mae pools that are due, but unpaid, for three consecutive months. As
a result, once the delinquency criteria have been met, and regardless of whether the repurchase option has been exercised, the Company
accounts for the loans as if they had been repurchased.
If the loan
is repurchased, the liability is cash settled and the loan with government guarantee remains. Once repurchased, the Company works to cure
the outstanding loans such that they are re-eligible for sale or may begin foreclosure and recover losses through a claims process with
the government agency, as an approved lender.
Note 2 - Mortgage Servicing Rights
The Company has investments in MSRs that result from
the sale of loans to the secondary market for which we retain the servicing. The Company accounts for MSRs at their fair value. A primary
risk associated with MSRs is the potential reduction in fair value as a result of higher than anticipated prepayments due to loan refinancing
prompted, in part, by declining interest rates or government intervention. Conversely, these assets generally increase in value in a rising
interest rate environment to the extent that prepayments are slower than anticipated.
Changes in the fair value of residential first mortgage
MSRs were as follows:
| (in millions) | |
Year Ended
December 31, 2023 |
| Fair value of MSRs at beginning of period | |
$ | 1,033 | |
| Additions from loans sold with servicing retained | |
| 208 | |
| Reductions from sales | |
| (51 | ) |
| Decrease in MSR fair value due to pay-offs, pay-downs, run-off, model changes, and other (1) | |
| (80 | ) |
| Changes in estimates of fair value due to interest rate risk (1) (2) | |
| 1 | |
| Fair value of MSRs at end of period | |
$ | 1,111 | |
| (1) | Changes in fair value are included within service related revenue on the Abbreviated Statement of Revenues
and Direct Expenses. |
| (2) | Represents estimated MSR value change resulting primarily from market-driven changes. |
Contractual
servicing and subservicing fees, including late fees and other ancillary income, are included within service related revenue on the Abbreviated
Statement of Revenues and Direct Expenses. Subservicing fee income is recorded for fees earned on subserviced loans, net of third-party
subservicing costs.
The following
table summarizes income and fees associated with owned MSRs and our mortgage loans subserviced for others:
| (in millions) | |
Year Ended
December 31, 2023 |
| Servicing fees, ancillary income and late fees (1) | |
$ | 227 | |
| Decrease in MSR fair value due to pay-offs, pay-downs, run-off, model changes and other | |
| (80 | ) |
| Changes in fair value due to interest rate risk | |
| 1 | |
| Net transaction costs | |
| 2 | |
| Subservicing fees, ancillary income and late fees (1) | |
| 154 | |
| Other servicing charges | |
| (3 | ) |
| Other loan fees and charges related to third-party originations and other servicing activities | |
| 69 | |
| Total income and fees included in service related revenue | |
$ | 370 | |
| (1) | Servicing fees are recorded on an accrual basis. Ancillary income and late fees are recorded on a cash
basis. |
Note 3 - Advances and Other Receivables
Advances and other receivables are substantially all
related to corporate and escrow advances, which are short-term receivables related to advances made by the Company in connection with
the servicing of mortgage loans. Corporate and escrow advances classified as advances and other receivables totaled $79 million at December
31, 2023. The allowance for credit losses on advances and other receivables is inconsequential as these receivables are short-term corporate
and escrow advances arising in the normal course of business, with no history of material loss, and repayment is expected in full.
Note 4 - Other Assets and Other Liabilities
The Company
originates government guaranteed loans which are pooled and sold as Ginnie Mae MBS. Pursuant to Ginnie Mae servicing guidelines, the Company
has the unilateral right to repurchase loans securitized in Ginnie Mae pools that are due, but unpaid, for three consecutive months. As
a result, once the delinquency criteria have been met, and regardless of whether the repurchase option has been exercised, the Company
accounts for the loans as if they had been repurchased. The balance of these loans and the corresponding liability was approximately
$456 million as of December 31, 2023, recorded within Other Assets and Other Liabilities, respectively,
in the Abbreviated Statement of Assets Acquired and Liabilities Assumed.
Note 5 - Subsequent Events
Subsequent events
were evaluated through January 15, 2025, the date on which these Abbreviated Financial Statements were available to be issued, and no
events were identified for disclosure.
8
Exhibit 99.2
| |
Table of Contents |
|
| |
|
|
| Abbreviated financial statements as of September 30, 2024 and December 31, 2023 |
|
| |
|
|
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Abbreviated Interim Financial Statements |
2 |
| |
Abbreviated Statements of Assets Acquired and Liabilities Assumed at September 30, 2024 (unaudited) and December 31, 2023 |
2 |
| |
Abbreviated Statements of Revenues and Direct Expenses - For the nine months ended September 30, 2024 (unaudited) and year-ended December 31, 2023 |
3 |
| |
Notes to Abbreviated Financial Statements (unaudited) |
|
| |
Note 1 - Description of Transaction and Basis of Presentation |
4 |
| |
Note 2 - Mortgage Servicing Rights |
5 |
| |
Note 3 - Advances and Other Receivables |
5 |
| |
Note 4 - Other Assets and Other Liabilities |
6 |
Mortgage Servicing & Third-Party Origination Business of Flagstar
Financial, Inc.
Abbreviated Statement of Assets Acquired and Liabilities Assumed
| | |
September 30, 2024
(unaudited) | |
December 31, 2023 |
| (in millions) | |
| |
|
| ASSETS: | |
| | | |
| | |
| Mortgage servicing rights at fair value | |
$ | 1,105 | | |
$ | 1,111 | |
| Advances and other receivables | |
| 59 | | |
| 79 | |
| Other assets | |
| 465 | | |
| 456 | |
| Total assets | |
$ | 1,629 | | |
$ | 1,646 | |
| LIABILITIES: | |
| | | |
| | |
| Other liabilities | |
| 470 | | |
| 461 | |
| Total liabilities | |
| 470 | | |
| 461 | |
| | |
| | | |
| | |
| Net Assets | |
$ | 1,159 | | |
$ | 1,185 | |
The accompanying notes are an integral part of these Abbreviated Financial Statements
Mortgage Servicing & Third-Party Origination Business of Flagstar
Financial, Inc.
Abbreviated Statements of Revenues and Direct Expenses
| | |
Nine Months Ended
September 30, 2024
(unaudited) | |
Year ended
December 31, 2023 |
| (in millions) | |
| |
|
| Revenues: | |
| | | |
| | |
| Service related, net(1)(2) | |
$ | 251 | | |
$ | 370 | |
| Net gain on mortgage loans held for sale | |
| 45 | | |
| 64 | |
| Total revenues | |
$ | 296 | | |
$ | 434 | |
| | |
| | | |
| | |
| Direct expenses: | |
| | | |
| | |
| Salaries, wages, and benefits | |
| 55 | | |
| 72 | |
| General and administrative | |
| 78 | | |
| 111 | |
| Total direct expenses | |
$ | 133 | | |
$ | 183 | |
| | |
| | | |
| | |
| Other Expenses: | |
| | | |
| | |
| Interest expense(3) | |
| 124 | | |
| 168 | |
| | |
| | | |
| | |
| Net revenue after direct expenses | |
$ | 39 | | |
$ | 83 | |
| (1) | Includes $4 million and $7 million at September 30, 2024 and December 31, 2023, respectively, of intercompany
service fees to other non-mortgage units which are not presented herein |
| (2) | Includes $64 million and $69 million at September 30, 2024 and December 31, 2023, respectively, of other
loan fees and charges related to third-party originations and other servicing activities. |
| (3) | Interest expense on custodial deposits paid externally. Intercompany interest expense has been excluded.
Any interest income earned on custodial deposits has also been excluded from the Abbreviated Statements of Revenues and Direct Expenses
as the amount is not reasonably quantifiable. |
The accompanying notes are an integral part of these Abbreviated Financial
Statements
Note 1 - Description of Transaction and Basis of Presentation
Description of Transaction
On October 31, 2024, Flagstar Bank, National Association
(“Flagstar”), the wholly owned subsidiary of Flagstar Financial, Inc. (the “Company”), completed its previously
announced sale of certain assets, including mortgage servicing rights, subservicing contracts, and third-party origination assets (the
“Transaction”), to Nationstar Mortgage LLC, a Delaware limited liability company and operating subsidiary of Mr. Cooper Group
Inc. (“Nationstar”), for an aggregate purchase price of approximately $1.3 billion in cash. The Transaction was effected pursuant
to the terms of (1) the Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights, dated as of July 24, 2024, by and between
Flagstar and Nationstar (the “MSR Purchase Agreement”) and (2) the related Asset Purchase Agreement, dated as of July 24,
2024, by and between Flagstar and Nationstar (the “Asset Purchase Agreement”).
Basis of Presentation
The accompanying Abbreviated Statements of Assets
Acquired and Liabilities Assumed as of September 30, 2024 and December 31, 2023 and the related Abbreviated Statements of Revenues and
Direct Expenses for the nine months ended September 30, 2024 and year ended December 31, 2023 (collectively, the “Abbreviated Financial
Statements”) of the Mortgage Servicing & Third-Party Origination Business of the Company have been prepared for the purpose
of complying with Rule 3-05 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”) and for inclusion
in Mr. Cooper Group Inc.’s filings with the SEC.
The Abbreviated Financial Statements of the Company
have been prepared using U.S. generally accepted accounting principles for the purpose of complying with Rule 3-05 of Regulation S-X of
the SEC and are not intended to be a complete presentation of assets, liabilities, revenues, expenses or cash flows. These financial statements
were prepared in lieu of full financial statements or carve-out financial statements.. These Abbreviated Financial Statements have been
derived from the Company’s historical accounting records. In the opinion of management, the accompanying Abbreviated Financial Statements
contain all adjustments considered necessary to fairly present the assets acquired and liabilities assumed and the revenues and direct
expenses. The Abbreviated Financial Statements do not necessarily represent the assets, liabilities, revenues or direct expenses of the
Mortgage Servicing & Third-Party Origination Business of the Company had it been operated as a separate standalone entity.
The Abbreviated Financial Statements of the Company
conform to U.S. generally accepted accounting principles and to general practices within the banking industry. The preparation of financial
statements in conformity with U.S. generally accepted accounting principles requires the Company to make estimates and judgments that
affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the abbreviated
financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates are used in connection
with the valuation of the mortgage servicing rights. These Abbreviated Financial Statements include direct costs and are exclusive of
indirect allocations.
Mortgage Servicing Rights ("MSRs")
The Company
purchases and originates mortgage loans for sale to the secondary market and sells the loans on either a servicing-retained or servicing-released
basis. If the Company retains the right to service the loan, an MSR is created at the time of sale which is recorded at fair value. The
Company uses an internal valuation model that utilizes an option-adjusted spread, constant prepayment speeds, costs to service and other
assumptions to determine the fair value of MSRs.
Management obtains
third-party valuations of the MSR portfolio on a quarterly basis from independent valuation services to assess the reasonableness of the
fair value calculated by our internal valuation model. Changes in the fair value of our MSRs are reported on the Abbreviated Statement
of Revenues and Direct Expenses in service related revenue. For further information, see Note 2 - Mortgage Servicing Rights.
Loans with Government Guarantees
The Company
originates government guaranteed loans which are pooled and sold as Ginnie Mae MBS. Pursuant to Ginnie Mae servicing guidelines, the Company
has the unilateral right to repurchase loans securitized in Ginnie Mae pools that are due, but unpaid, for three consecutive months. As
a result, once the delinquency criteria have been met, and regardless of whether the repurchase option has been exercised, the Company
accounts for the loans as if they had been repurchased.
If the loan
is repurchased, the liability is cash settled and the loan with government guarantee remains. Once repurchased, the Company works to cure
the outstanding loans such that they are re-eligible for sale or may begin foreclosure and recover losses through a claims process with
the government agency, as an approved lender.
Note 2 - Mortgage Servicing Rights
The Company has investments in MSRs that result from
the sale of loans to the secondary market for which we retain the servicing. The Company accounts for MSRs at their fair value. A primary
risk associated with MSRs is the potential reduction in fair value as a result of higher than anticipated prepayments due to loan refinancing
prompted, in part, by declining interest rates or government intervention. Conversely, these assets generally increase in value in a rising
interest rate environment to the extent that prepayments are slower than anticipated.
Changes in the fair value of residential first mortgage
MSRs were as follows:
| (in millions) | |
Nine Months Ended
September 30, 2024
(unaudited) | |
Year Ended
December 31, 2023 |
| Fair value of MSRs at beginning of period | |
$ | 1,111 | | |
$ | 1,033 | |
| Additions from loans sold with servicing retained | |
| 158 | | |
| 208 | |
| Reductions from sales | |
| (69 | ) | |
| (51 | ) |
| Decrease in MSR fair value due to pay-offs, pay-downs, run-off, model changes, and other (1) | |
| (91 | ) | |
| (80 | ) |
| Changes in estimates of fair value due to interest rate risk (1) (2) | |
| (4 | ) | |
| 1 | |
| Fair value of MSRs at end of period | |
$ | 1,105 | | |
$ | 1,111 | |
| (1) | Changes in fair value are included within service related revenue on the Abbreviated Statements of Revenues
and Direct Expenses. |
| (2) | Represents estimated MSR value change resulting primarily from market-driven changes. |
Contractual
servicing and subservicing fees, including late fees and other ancillary income, are included within service related revenue on the Abbreviated
Statement of Revenues and Direct Expenses. Subservicing fee income is recorded for fees earned on subserviced loans, net of third-party
subservicing costs.
The following
table summarizes income and fees associated with owned MSRs and our mortgage loans subserviced for others:
| (in millions) | |
Nine Months Ended
September 30, 2024
(unaudited) | |
Year Ended
December 31, 2023 |
| Servicing fees, ancillary income and late fees (1) | |
$ | 176 | | |
$ | 227 | |
| Decrease in MSR fair value due to pay-offs, pay-downs, run-off, model changes and other | |
| (91 | ) | |
| (80 | ) |
| Changes in fair value due to interest rate risk | |
| (4 | ) | |
| 1 | |
| Net transaction costs | |
| - | | |
| 2 | |
| Subservicing fees, ancillary income and late fees (1) | |
| 104 | | |
| 154 | |
| Other servicing charges | |
| 2 | | |
| (3 | ) |
| Other loan fees and charges related to third-party originations and other servicing activities | |
| 64 | | |
| 69 | |
| Total income and fees included in service related revenue | |
$ | 251 | | |
$ | 370 | |
| (1) | Servicing fees are recorded on an accrual basis. Ancillary income and late fees are recorded on a cash
basis. |
Note 3 - Advances and Other Receivables
Advances and other receivables are substantially all related to corporate
and escrow advances, which are short-term receivables related to advances made by the Company in connection with the servicing of mortgage
loans. Corporate and escrow advances classified as advances and other receivables totaled $59 million and $79 million at September 30,
2024 and December 31, 2023, respectively. The allowance for credit losses on advances and other receivables is inconsequential as these
receivables are short-term corporate and escrow advances arising in the normal course of business, with no history of material loss, and
repayment is expected in full.
Note 4 - Other Assets and Other Liabilities
The Company
originates government guaranteed loans which are pooled and sold as Ginnie Mae MBS. Pursuant to Ginnie Mae servicing guidelines, the
Company has the unilateral right to repurchase loans securitized in Ginnie Mae pools that are due, but unpaid, for three consecutive
months. As a result, once the delinquency criteria have been met, and regardless of whether the repurchase option has been exercised,
the Company accounts for the loans as if they had been repurchased. The balance of these loans and the corresponding liability were approximately
$465 million and $456 million as of September 30, 2024 and December 31, 2023, respectively, recorded
within Other Assets and Other Liabilities, respectively, in the Abbreviated Statement of Assets Acquired and Liabilities Assumed.
6
Exhibit 99.3
Unaudited Pro Forma Condensed Combined Financial Statements
The following table shows unaudited pro forma condensed combined financial
statements about the financial condition and results of operations, including per share data, after giving effect to the acquisition of
certain mortgage operation assets of Flagstar Bank, N.A. (“Flagstar”) by Mr. Cooper Group. Inc. (“Mr. Cooper) (the “Flagstar
Acquisition”). The unaudited pro forma condensed combined financial statements reflects the Flagstar Acquisition as an asset acquisition
by Mr. Cooper with the purchase price allocated to the acquired net assets on a relative fair value basis as of the date the Flagstar
Acquisition is completed.
The unaudited pro forma condensed combined balance sheet gives effect to
the Flagstar Acquisition as if the transactions had occurred on September 30, 2024. The unaudited pro forma condensed combined statements
of operations for the nine months ended September 30, 2024 and the year ended December 31, 2023 give effect to the transactions as if
the transactions had become effective on January 1, 2023. The unaudited selected pro forma condensed combined financial statements have
been derived from and should be read in conjunction with the consolidated financial statements and related notes of Mr. Cooper, which
were included in Mr. Cooper’s Annual Report on Form 10-K for the year ended December 31, 2023 and Mr. Cooper’s Quarterly Report
on Form 10-Q for the quarterly period ended September 30, 2024, and the abbreviated financial statements and related notes of Flagstar,
which were included as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K/A.
The unaudited pro forma condensed combined financial statements are presented
for illustrative purposes only and do not indicate the financial results of the combined business had the assets acquired and liabilities
assumed actually been combined at the beginning of the period presented, nor the impact of possible business model changes.
UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET
AS OF SEPTEMBER 30, 2024
(millions of dollars)
| | |
Mr. Cooper Historical | |
Flagstar Historical | |
Pro Forma Adjustments | |
Ref (Note 3) | |
Combined Pro Forma |
| ASSETS: | |
| | | |
| | | |
| | | |
| |
| | |
| Cash and cash equivalent | |
$ | 733 | | |
$ | - | | |
$ | (108 | ) | |
(a)(f) | |
$ | 625 | |
| Restricted cash | |
| 186 | | |
| - | | |
| - | | |
| |
| 186 | |
| Mortgage servicing rights at fair value | |
| 10,035 | | |
| 1,105 | | |
| 64 | | |
(b) | |
| 11,204 | |
| Advance and other receivables, net | |
| 940 | | |
| 59 | | |
| (18 | ) | |
(b) | |
| 981 | |
| Mortgage loans held for sale | |
| 1,962 | | |
| - | | |
| - | | |
| |
| 1,962 | |
| Property and equipment, net | |
| 58 | | |
| - | | |
| - | | |
| |
| 58 | |
| Intangible assets | |
| 23 | | |
| - | | |
| 105 | | |
(c) | |
| 128 | |
| Deferred tax assets, net | |
| 315 | | |
| - | | |
| 22 | | |
(e) | |
| 337 | |
| Other assets | |
| 1,934 | | |
| 465 | | |
| (464 | ) | |
(b)(d) | |
| 1,935 | |
| Total assets | |
$ | 16,186 | | |
$ | 1,629 | | |
$ | (399 | ) | |
| |
$ | 17,416 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY: | |
| | | |
| | | |
| | | |
| |
| | |
| Unsecured senior notes, net | |
$ | 4,885 | | |
$ | - | | |
$ | - | | |
| |
$ | 4,885 | |
| Advance, warehouse and MSR facilities, net | |
| 4,379 | | |
| - | | |
| 1,150 | | |
(f) | |
| 5,529 | |
| Payables and accrued liabilities | |
| 1,841 | | |
| 470 | | |
| (412 | ) | |
(b)(d) | |
| 1,899 | |
| MSR related liabilities - nonrecourse at fair value | |
| 443 | | |
| - | | |
| - | | |
| |
| 443 | |
| Total liabilities | |
| 11,548 | | |
| 470 | | |
| 738 | | |
| |
| 12,756 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Stockholders’ equity: | |
| | | |
| | | |
| | | |
| |
| | |
| Common stock | |
| 1 | | |
| - | | |
| - | | |
| |
| 1 | |
| Additional paid-in-capital | |
| 1,068 | | |
| - | | |
| - | | |
| |
| 1,068 | |
| Retained earnings | |
| 4,767 | | |
| - | | |
| 22 | | |
(e) | |
| 4,789 | |
| Treasury shares | |
| (1,198 | ) | |
| - | | |
| - | | |
| |
| (1,198 | ) |
| Total stockholders’ equity | |
| 4,638 | | |
| - | | |
| 22 | | |
| |
| 4,660 | |
| Total liabilities and stockholders’ equity | |
$ | 16,186 | | |
$ | 470 | | |
$ | 760 | | |
| |
$ | 17,416 | |
See accompanying notes to the unaudited pro forma condensed
combined financial statements.
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 2024
(millions of dollars, except for per share data)
| | |
Mr. Cooper
Historical | |
Flagstar Historical | |
Pro Forma Adjustments | |
Ref (Note 3) | |
Combined Pro Forma |
| Revenues | |
| | | |
| | | |
| | | |
| |
| | |
| Service related, net | |
$ | 1,251 | | |
$ | 251 | | |
$ | (4 | ) | |
(g) | |
$ | 1,498 | |
| Net gain on mortgage loans held for sale | |
| 320 | | |
| 45 | | |
| - | | |
| |
| 365 | |
| Total revenues | |
| 1,571 | | |
| 296 | | |
| (4 | ) | |
| |
| 1,863 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Expenses | |
| | | |
| | | |
| | | |
| |
| | |
| Salaries, wages and benefits | |
| 509 | | |
| 55 | | |
| - | | |
| |
| 564 | |
| General and administrative | |
| 443 | | |
| 78 | | |
| 15 | | |
(c) | |
| 536 | |
| Total expenses | |
| 952 | | |
| 133 | | |
| 15 | | |
| |
| 1,100 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Other income (expense), net: | |
| | | |
| | | |
| | | |
| |
| | |
| Interest income | |
| 574 | | |
| - | | |
| - | | |
(h) | |
| 574 | |
| Interest expense | |
| (556 | ) | |
| (124 | ) | |
| (67 | ) | |
(i) | |
| (747 | ) |
| Other income | |
| (16 | ) | |
| - | | |
| - | | |
| |
| (16 | ) |
| Total other income (expense), net | |
| 2 | | |
| (124 | ) | |
| (67 | ) | |
| |
| (189 | ) |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Income before income tax expense | |
| 621 | | |
| 39 | | |
| (86 | ) | |
| |
| 574 | |
| Less: Income tax expense | |
| 156 | | |
| - | | |
| (22 | ) | |
(e) | |
| 134 | |
| Net income | |
$ | 465 | | |
$ | 39 | | |
$ | (64 | ) | |
| |
$ | 440 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Earnings per share | |
| | | |
| | | |
| | | |
| |
| | |
| Basic | |
$ | 7.21 | | |
| | | |
| | | |
| |
$ | 6.82 | |
| Diluted | |
$ | 7.06 | | |
| | | |
| | | |
| |
$ | 6.68 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Weighted average shares of common stock outstanding (in thousands): | |
| | | |
| | | |
| | | |
| |
| | |
| Basic | |
| 64,503 | | |
| | | |
| | | |
| |
| 64,503 | |
| Diluted | |
| 65,859 | | |
| | | |
| | | |
| |
| 65,859 | |
See accompanying Notes to the unaudited pro forma condensed
combined financial statements.
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 2023
(millions of dollars, except for per share data)
| | |
Mr. Cooper
Historical | |
Flagstar Historical | |
Pro Forma Adjustments | |
Ref (Note 3) | |
Combined Pro Forma |
| Revenues | |
| | | |
| | | |
| | | |
| |
| | |
| Service related, net | |
$ | 1,440 | | |
$ | 370 | | |
$ | (7 | ) | |
(g) | |
$ | 1,803 | |
| Net gain on mortgage loans held for sale | |
| 354 | | |
| 64 | | |
| - | | |
| |
| 418 | |
| Total revenues | |
| 1,794 | | |
| 434 | | |
| (7 | ) | |
| |
| 2,221 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Expenses | |
| | | |
| | | |
| | | |
| |
| | |
| Salaries, wages and benefits | |
| 634 | | |
| 72 | | |
| - | | |
| |
| 706 | |
| General and administrative | |
| 538 | | |
| 111 | | |
| 26 | | |
(c) | |
| 675 | |
| Total expenses | |
| 1,172 | | |
| 183 | | |
| 26 | | |
| |
| 1,381 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Other income (expense), net: | |
| | | |
| | | |
| | | |
| |
| | |
| Interest income | |
| 528 | | |
| - | | |
| - | | |
(h) | |
| 528 | |
| Interest expense | |
| (537 | ) | |
| (168 | ) | |
| (89 | ) | |
(i) | |
| (794 | ) |
| Other income | |
| 41 | | |
| - | | |
| - | | |
| |
| 41 | |
| Total other income (expense), net | |
| 32 | | |
| (168 | ) | |
| (89 | ) | |
| |
| (225 | ) |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Income before income tax expense | |
| 654 | | |
| 83 | | |
| (122 | ) | |
| |
| 615 | |
| Less: Income tax expense | |
| 154 | | |
| - | | |
| (31 | ) | |
(e) | |
| 123 | |
| Net income | |
$ | 500 | | |
$ | 83 | | |
$ | (91 | ) | |
| |
$ | 492 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Earnings per share | |
| | | |
| | | |
| | | |
| |
| | |
| Basic | |
$ | 7.46 | | |
| | | |
| | | |
| |
$ | 7.34 | |
| Diluted | |
$ | 7.30 | | |
| | | |
| | | |
| |
$ | 7.18 | |
| | |
| | | |
| | | |
| | | |
| |
| | |
| Weighted average shares of common stock outstanding (in thousands): | |
| | | |
| | | |
| | | |
| |
| | |
| Basic | |
| 67,070 | | |
| | | |
| | | |
| |
| 67,070 | |
| Diluted | |
| 68,549 | | |
| | | |
| | | |
| |
| 68,549 | |
See accompanying Notes to the unaudited pro forma condensed
combined financial statements.
Notes to Unaudited Pro Forma Condensed Combined Financial Statements
Note 1 - Basis of Presentation
The unaudited pro forma condensed combined balance sheet has been prepared
to give effect to the Flagstar Acquisition as if the transaction had occurred as of September 30, 2024. The unaudited pro forma condensed
combined statement of operations has been prepared to give effect to the Flagstar Acquisition as if the transaction had occurred as of
January 1, 2023.
The unaudited pro forma condensed combined financial statements are presented
for illustrative purposes only and are not necessarily indicative of the results of operations or financial position had the Flagstar
Acquisition been consummated during the period presented, nor is it necessarily indicative of the results of operations in future periods
or the future financial position of the combined entities. Certain historical financial information of Flagstar have been reclassified
in the pro forma adjustment column to conform to the current presentation.
Note 2 - Flagstar Acquisition
On July 24, 2024, Mr. Cooper entered into an asset purchase agreement (the
“Asset Purchase Agreement”) and an Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights (the “MSR Purchase
Agreement”) with Flagstar Bank, N.A. (collectively, “the Flagstar Acquisition”). Per the Asset Purchase Agreement, Mr.
Cooper will purchase and assume from Flagstar, certain assets and related liabilities related to Flagstar’s mortgage servicing and
third-party origination operations. Per the MSR Purchase Agreement, Flagstar has agreed to sell, and Mr. Cooper has agreed to purchase,
certain MSRs held by Flagstar. The Flagstar Acquisition closed in the fourth quarter of 2024 for a total consideration of approximately
$1.3 billion in cash, funded through available cash and drawdowns of existing MSR lines. The acquired assets primarily consist of approximately
$1.2 billion of MSRs and related advances, and $101 million of customer relationship intangibles associated with subservicing contracts.
Mr. Cooper accounted for the two transactions as one asset acquisition in accordance with Accounting Standard Codification Topic 805,
Business Combinations, whereby the total purchase price was allocated to acquired net assets based on their relative fair values.
Additionally, costs directly related to the Flagstar Acquisition were capitalized as a component of the purchase price.
The purchase price and the cost allocated to the assets acquired by Mr.
Cooper are as follows (amounts in millions):
| Pro Forma Total Purchase Price: | |
|
| Cash payment for asset acquisition | |
$ | 1,256 | |
| Asset acquisition holdback payable | |
| 54 | |
| Direct acquisition-related cost | |
| 2 | |
| Pro forma total purchase price | |
$ | 1,312 | |
| | |
| | |
| Cost allocated to assets acquired: | |
| | |
| Mortgage servicing rights | |
$ | 1,169 | |
| Advances | |
| 41 | |
| Other assets | |
| 1 | |
| Assets acquired | |
| 1,211 | |
| | |
| | |
| Payables and accrued liabilities | |
| 4 | |
| Liabilities assumed | |
| 4 | |
| | |
| | |
| Total net tangible assets acquired | |
$ | 1,207 | |
| Intangible assets acquired: | |
| | |
| Customer relationships | |
$ | 101 | |
| Acquired workforce | |
| 4 | |
| Total intangible assets acquired | |
$ | 105 | |
Note 3 - Pro Forma Adjustments
The following pro forma adjustments have been reflected in the unaudited
pro forma condensed combined financial statements.
(a) Represents the payment from available cash and cash equivalents of
$106 million to fund the purchase price for the Flagstar Acquisition. In addition, total cash of $2 million was used to pay transaction
costs associated with the Flagstar Acquisition, including legal and advisory fees.
(b) Represents adjustments due to changes in the underlying account balances
as well as allocating the costs based on relative estimated fair value. The majority of adjustments are related to mortgage servicing
rights. Fair value for these were assessed based on the following:
| 1. | Mortgage
servicing rights - Fair value was estimated using our internal estimation process that combines the use of a discounted cash flow model
and analysis of current market data. The discounted cash flow model is driven by loan level data and key assumptions, including mortgage
prepayment speeds, option adjusted spread, and costs to service. In addition, the pro forma adjustment accounts for changes in the underlying
loan balance activity in the normal course of business between pro forma balance sheet date and the acquisition date. |
| 2. | Advance
and other receivables - Acquired advances and other receivables are substantially all related to escrow and corporate, which are contractual
receivables related to advances made by the servicer in connection with servicing the mortgage loan. Due to the contractual nature of
these receivables, the fair value of these advances and other receivables approximate carrying value. In addition, the pro forma adjustment
accounted for the advances and other receivables that were not acquired by Mr. Cooper as well as changes in account balances in the normal
course of business between pro forma balance sheet date and the acquisition date. |
(c) Reflects recognition of the estimated fair value of identifiable intangible
assets attributable to the Flagstar Acquisition. See Note 2, Flagstar Acquisition, for further discussion. The identifiable intangible
assets consist of and result in the following pro forma adjustment (amounts in millions):
| ($ in millions) | |
Fair Value | |
Amortization Expense in the Nine Months Ended September 30, 2024 | |
Amortization Expense in the Year Ended December 31, 2023 | |
Average Estimated Useful Life (Years) |
| Customer relationships (1) | |
$ | 101 | | |
$ | 14 | | |
$ | 25 | | |
| 5 | |
| Acquired workforce(2) | |
| 4 | | |
| 1 | | |
| 1 | | |
| 3 | |
| | |
$ | 105 | | |
$ | 15 | | |
$ | 26 | | |
| | |
| (1) | The estimated fair value for customer relationships was measured using the discounted cash flow method. |
| (2) | The estimated fair value for acquired workforce was measured using the replacement cost method. |
(d) Flagstar originated and serviced government guaranteed loans which
are pooled and sold as Ginnie Mae mortgage-back securities (“MBS”). Pursuant to Ginnie Mae servicing guidelines, Flagstar
has the unilateral right to repurchase loans securitized in Ginnie Mae pools that are due, but unpaid, for three consecutive months for
loans it has sold to Ginnie Mae. As a result, once the delinquency criteria have been met, and regardless of whether the repurchase option
has been exercised, Flagstar accounts for the loans as if they had been repurchased. The pro forma adjustment represents adjustment of
$465 million to properly derecognize loans subject to repurchase from Ginnie Mae previously recorded by Flagstar since Mr. Cooper is not
the issuer of the related MBS, and therefore not subject to the Ginnie Mae repurchase provision.
(e) Represents the income tax effects of the pro forma adjustments in connection
with the Flagstar Acquisition.
(f) Represents $1,150 million drawdowns on existing MSR lines to fund the
Flagstar Acquisition.
(g) Represents removal of intercompany service fees charged to other non-mortgage
units of Flagstar Bank, N.A.. Mr. Cooper did not acquire those non-mortgage units, and does not expect to continue to earn such service
fees from them following the completion of the Flagstar Acquisition.
(h) Pro forma adjustment does not include interest income earned on acquired
custodial deposits as the amount is not reasonably quantifiable.
(i) Represents interest expense for the drawdowns on existing MSR lines
to fund the Flagstar Acquisition. The interest rate is based on SOFR rate as of the date the Flagstar Acquisition is completed, plus the
margins specified in the borrowing agreements. A 1/8 of a percentage point increase or decrease in the interest rate would result in a
change in interest expense of approximately $1.0 million for the nine months ended September 30, 2024 and approximately $1.4 million for
the year ended December 31, 2023.
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| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
Mr Cooper (NASDAQ:COOP)
Historical Stock Chart
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Mr Cooper (NASDAQ:COOP)
Historical Stock Chart
From Jan 2024 to Jan 2025
