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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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. ☐
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Item 2.02
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Results of Operations and Financial Condition.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
Number
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Exhibit |
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99.1 |
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Press release of Mr. Cooper Group Inc., dated July 26, 2023 |
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Mr. Cooper Group Inc. | |
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| Date: July 26, 2023 |
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| By: | /s/ Kurt Johnson | |
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Kurt Johnson |
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Executive Vice President & Chief Financial Officer |
DALLAS--(BUSINESS WIRE)--July 26, 2023--Mr. Cooper Group Inc. (NASDAQ: COOP) (the “Company”), which principally operates under the Mr. Cooper® and Xome® brands, reported a second quarter net income of $142 million or $2.07 per diluted share. Net income included other mark-to-market of $61 million, which excludes fair value of excess spread accretion of $2 million. Excluding other mark-to-market and other items, the Company reported pretax operating income of $150 million. Other items included $6 million related to Rushmore acquisition deal costs, $1 million charge due to severance, $4 million loss associated with equity investments, and $2 million in intangible amortization.
Chairman and CEO Jay Bray commented, “Our results show very strong momentum including continued portfolio growth, rising returns on tangible equity, and strong margins in both servicing and operations, while Xome generated higher sales this quarter. Investors should take the Board’s decision to increase our stock repurchase authorization by $200 million as a signal of our confidence in the outlook.”
Chris Marshall, Vice Chairman and President added, “At the same time that we’re generating higher returns on equity, we’re also working on perfecting our platform, with new investments in DTC and servicing which are producing meaningful benefits for customers and impressive efficiency gains for the company. The current environment offers exciting growth opportunities, in MSR acquisitions, subservicing, and originations.”
Servicing
The Servicing segment is focused on providing a best-in-class home loan experience for our 4.3 million customers while simultaneously strengthening asset performance for investors. In the second quarter, Servicing recorded pretax income of $243 million, including other mark-to-market of $61 million. The servicing portfolio ended the quarter at $882 billion in UPB. Servicing generated pretax operating income, excluding other mark-to-market, of $182 million. At quarter end, the carrying value of the MSR was $7,149 million equivalent to 156 bps of MSR UPB.
|
|
Quarter Ended |
||||||||||||
|
($ in millions) |
Q2'23 |
|
Q1'23 |
||||||||||
|
|
$ |
|
BPS |
|
$ |
|
BPS |
||||||
|
Operational revenue |
$ |
442 |
|
|
20.9 |
|
|
$ |
407 |
|
|
18.9 |
|
|
Amortization, net of accretion |
|
(137 |
) |
|
(6.5 |
) |
|
|
(115 |
) |
|
(5.4 |
) |
|
Mark-to-market |
|
63 |
|
|
3.0 |
|
|
|
(61 |
) |
|
(2.8 |
) |
|
Total revenues |
|
368 |
|
|
17.4 |
|
|
|
231 |
|
|
10.7 |
|
|
Total expenses |
|
(159 |
) |
|
(7.5 |
) |
|
|
(153 |
) |
|
(7.1 |
) |
|
Total other expenses, net |
|
34 |
|
|
1.6 |
|
|
|
16 |
|
|
0.8 |
|
|
Income before taxes |
|
243 |
|
|
11.5 |
|
|
|
94 |
|
|
4.4 |
|
|
Other mark-to-market |
|
(61 |
) |
|
(2.9 |
) |
|
|
63 |
|
|
2.9 |
|
|
Accounting items |
|
— |
|
|
— |
|
|
|
— |
|
|
— |
|
|
Pretax operating income excluding other mark-to-market and accounting items |
$ |
182 |
|
|
8.6 |
|
|
$ |
157 |
|
|
7.3 |
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Quarter Ended |
||||||
|
|
Q2'23 |
|
Q1'23 |
||||
|
MSRs UPB($B) |
$ |
459 |
|
|
$ |
413 |
|
|
Subservicing and Other UPB ($B) |
|
423 |
|
|
|
440 |
|
|
Ending UPB ($B) |
$ |
882 |
|
|
$ |
853 |
|
|
Average UPB ($B) |
$ |
848 |
|
|
$ |
861 |
|
|
60+ day delinquency rate at period end |
|
2.0 |
% |
|
|
2.4 |
% |
|
Annualized CPR |
|
5.5 |
% |
|
|
4.1 |
% |
|
Modifications and workouts |
|
16,851 |
|
|
|
16,353 |
|
Originations
The Originations segment focuses on creating servicing assets at attractive margins by acquiring loans through the correspondent channel and refinancing existing loans through the direct-to-consumer channel. Originations earned pretax income and pretax operating income of $38 million.
The Company funded 13,406 loans in the second quarter, totaling approximately $3.8 billion UPB, which was comprised of $1.6 billion in direct-to-consumer and $2.2 billion in correspondent. Funded volume increased 40% quarter-over-quarter, while pull through adjusted volume increased 25% quarter-over-quarter to $3.8 billion.
|
|
Quarter Ended |
||||
|
($ in millions) |
Q2'23 |
|
Q1'23 |
||
|
Income before taxes |
$ |
38 |
|
$ |
23 |
|
Accounting items |
|
— |
|
|
— |
|
Pretax operating income excluding accounting items and other |
$ |
38 |
|
$ |
23 |
|
|
Quarter Ended |
||||||
|
($ in millions) |
Q2'23 |
|
Q1'23 |
||||
|
Total pull through adjusted volume |
$ |
3,819 |
|
|
$ |
3,045 |
|
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Funded volume |
$ |
3,822 |
|
|
$ |
2,739 |
|
|
Refinance recapture percentage |
|
80 |
% |
|
|
76 |
% |
|
Recapture percentage |
|
24 |
% |
|
|
24 |
% |
|
Purchase volume as a percentage of funded volume |
|
63 |
% |
|
|
52 |
% |
Conference Call Webcast and Investor Presentation
The Company will host a conference call on July 26, 2023 at 10:00 A.M. Eastern Time. Preregistration for the call is now available in the Investor section of www.mrcoopergroup.com. Participants will receive a toll-free dial-in number and a unique registrant ID to be used for immediate call access. A simultaneous audio webcast of the conference call will be available under the investors section on www.mrcoopergroup.com.
Non-GAAP Financial Measures
The Company utilizes non-GAAP financial measures as the measures provide additional information to assist investors in understanding and assessing the Company’s and our business segments’ ongoing performance and financial results, as well as assessing our prospects for future performance. The adjusted operating financial measures facilitate a meaningful analysis and allow more accurate comparisons of our ongoing business operations because they exclude items that may not be indicative of or are unrelated to the Company’s and our business segments’ core operating performance, and are better measures for assessing trends in our underlying businesses. These notable items are consistent with how management views our businesses. Management uses these non-GAAP financial measures in making financial, operational and planning decisions and evaluating the Company’s and our business segment’s ongoing performance. Pretax operating income (loss) in the servicing segment eliminates the effects of mark-to-market adjustments which primarily reflects unrealized gains or losses based on the changes in fair value measurements of MSRs and their related financing liabilities for which a fair value accounting election was made. These adjustments, which can be highly volatile and material due to changes in credit markets, are not necessarily reflective of the gains and losses that will ultimately be realized by the Company. Pretax operating income (loss) in each segment also eliminates, as applicable, transition and integration costs, gains (losses) on sales of fixed assets, certain settlement costs that are not considered normal operational matters, intangible amortization, change in equity method investments, fair value change in equity investments and other adjustments based on the facts and circumstances that would provide investors a supplemental means for evaluating the Company’s core operating performance. Return on tangible common equity (ROTCE) is computed by dividing net income by average tangible common equity (also known as tangible book value). Tangible common equity equals total stockholders’ equity less goodwill and intangible assets. Management believes that ROTCE is a useful financial measure because it measures the performance of a business consistently and enables investors and others to assess the Company’s use of equity. Tangible book value is defined as stockholders’ equity less goodwill and intangible assets. Our management believes tangible book value is useful to investors because it provides a more accurate measure of the realizable value of shareholder returns, excluding the impact of goodwill and intangible assets.
Forward Looking Statements
Any statements in this release that are not historical or current facts are forward looking statements. Forward looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Results for any specified quarter are not necessarily indicative of the results that may be expected for the full year or any future period. Certain of these risks and uncertainties are described in the “Risk Factors” section of Mr. Cooper Group’s most recent annual reports and other required documents as filed with the SEC which are available at the SEC’s website at http://www.sec.gov. Mr. Cooper undertakes no obligation to publicly update or revise any forward-looking statement or any other financial information contained herein, and the statements made in this press release are current as of the date of this release only.
Financial Tables
|
MR. COOPER GROUP INC. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (millions of dollars, except for earnings per share data) |
|||||||
|
|
Three Months Ended |
|
Three Months Ended |
||||
|
Revenues: |
|
|
|
||||
|
Service related, net |
$ |
402 |
|
|
$ |
261 |
|
|
Net gain on mortgage loans held for sale |
|
84 |
|
|
|
69 |
|
|
Total revenues |
|
486 |
|
|
|
330 |
|
|
Total expenses: |
|
278 |
|
|
|
261 |
|
|
Other income (expense), net: |
|
|
|
||||
|
Interest income |
|
117 |
|
|
|
85 |
|
|
Interest expense |
|
(122 |
) |
|
|
(110 |
) |
|
Other expense, net |
|
(5 |
) |
|
|
(9 |
) |
|
Total other expense, net |
|
(10 |
) |
|
|
(34 |
) |
|
Income before income tax expense (benefit) |
|
198 |
|
|
|
35 |
|
|
Income tax expense (benefit) |
|
56 |
|
|
|
(2 |
) |
|
Net income |
$ |
142 |
|
|
$ |
37 |
|
|
|
|
|
|
||||
|
Earnings per share: |
|
|
|
||||
|
Basic |
$ |
2.10 |
|
|
$ |
0.54 |
|
|
Diluted |
$ |
2.07 |
|
|
$ |
0.52 |
|
|
Weighted average shares of common stock outstanding (in millions): |
|
|
|
||||
|
Basic |
|
67.6 |
|
|
|
69.0 |
|
|
Diluted |
|
68.6 |
|
|
|
70.5 |
|
|
MR. COOPER GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (millions of dollars) |
|||||
|
|
Unaudited |
|
|
||
|
|
June 30, 2023 |
|
March 31, 2023 |
||
|
Assets |
|
|
|
||
|
Cash and cash equivalents |
$ |
517 |
|
$ |
534 |
|
Restricted cash |
|
170 |
|
|
133 |
|
Mortgage servicing rights at fair value |
|
7,149 |
|
|
6,566 |
|
Advances and other receivables, net |
|
802 |
|
|
933 |
|
Mortgage loans held for sale at fair value |
|
1,187 |
|
|
937 |
|
Property and equipment, net |
|
61 |
|
|
64 |
|
Deferred tax assets, net |
|
657 |
|
|
707 |
|
Other assets |
|
2,601 |
|
|
2,783 |
|
Total assets |
$ |
13,144 |
|
$ |
12,657 |
|
|
|
|
|
||
|
Liabilities and Stockholders' Equity |
|
|
|
||
|
Unsecured senior notes, net |
$ |
2,676 |
|
$ |
2,675 |
|
Advance and warehouse facilities, net |
|
3,512 |
|
|
2,934 |
|
Payables and other liabilities |
|
2,395 |
|
|
2,550 |
|
MSR related liabilities - nonrecourse at fair value |
|
482 |
|
|
512 |
|
Total liabilities |
|
9,065 |
|
|
8,671 |
|
Total stockholders' equity |
|
4,079 |
|
|
3,986 |
|
Total liabilities and stockholders' equity |
$ |
13,144 |
|
$ |
12,657 |
|
UNAUDITED SEGMENT STATEMENT OF OPERATIONS & EARNINGS RECONCILIATION (millions of dollars, except for earnings per share data) |
|||||||||||||||
|
|
Three Months Ended June 30, 2023 |
||||||||||||||
|
|
Servicing |
|
Originations |
|
Corporate/ |
|
Consolidated |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
Service related, net |
$ |
365 |
|
|
$ |
16 |
|
|
$ |
21 |
|
|
$ |
402 |
|
|
Net gain on mortgage loans held for sale |
|
3 |
|
|
|
81 |
|
|
|
— |
|
|
|
84 |
|
|
Total revenues |
|
368 |
|
|
|
97 |
|
|
|
21 |
|
|
|
486 |
|
|
Total expenses |
|
159 |
|
|
|
59 |
|
|
|
60 |
|
|
|
278 |
|
|
Other (expense) income, net: |
|
|
|
|
|
|
|
||||||||
|
Interest income |
|
107 |
|
|
|
10 |
|
|
|
— |
|
|
|
117 |
|
|
Interest expense |
|
(73 |
) |
|
|
(10 |
) |
|
|
(39 |
) |
|
|
(122 |
) |
|
Other expense, net |
|
— |
|
|
|
— |
|
|
|
(5 |
) |
|
|
(5 |
) |
|
Total other (expense) income, net |
|
34 |
|
|
|
— |
|
|
|
(44 |
) |
|
|
(10 |
) |
|
Pretax income (loss) |
$ |
243 |
|
|
$ |
38 |
|
|
$ |
(83 |
) |
|
$ |
198 |
|
|
Income tax expense |
|
|
|
|
|
|
|
56 |
|
||||||
|
Net income |
|
|
|
|
|
|
$ |
142 |
|
||||||
|
Earnings per share |
|
|
|
|
|
|
|
||||||||
|
Basic |
|
|
|
|
|
|
$ |
2.10 |
|
||||||
|
Diluted |
|
|
|
|
|
|
$ |
2.07 |
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
|
Non-GAAP Reconciliation: |
|
|
|
|
|
|
|
||||||||
|
Pretax income (loss) |
$ |
243 |
|
|
$ |
38 |
|
|
$ |
(83 |
) |
|
$ |
198 |
|
|
Other mark-to-market |
|
(61 |
) |
|
|
— |
|
|
|
— |
|
|
|
(61 |
) |
|
Accounting items / other |
|
— |
|
|
|
— |
|
|
|
11 |
|
|
|
11 |
|
|
Intangible amortization |
|
— |
|
|
|
— |
|
|
|
2 |
|
|
|
2 |
|
|
Pretax operating income (loss) |
$ |
182 |
|
|
$ |
38 |
|
|
$ |
(70 |
) |
|
$ |
150 |
|
|
Income tax expense(1) |
|
|
|
|
|
|
|
(36 |
) |
||||||
|
Operating income |
|
|
|
|
|
|
$ |
114 |
|
||||||
|
ROTCE(2) |
|
|
|
|
|
|
|
11.7 |
% |
||||||
|
Average tangible book value (TBV)(3) |
|
|
|
|
|
|
$ |
3,896 |
|
||||||
| (1) |
Assumes tax-rate of 24.2%. |
|
| (2) |
Computed by dividing annualized earnings by average TBV. |
|
| (3) |
Average of beginning TBV of $3,860 and ending TBV of $3,931. |
|
UNAUDITED SEGMENT STATEMENT OF OPERATIONS & EARNINGS RECONCILIATION (millions of dollars, except for earnings per share data) |
|||||||||||||||
|
|
Three Months Ended March 31, 2023 |
||||||||||||||
|
|
Servicing |
|
Originations |
|
Corporate/ |
|
Consolidated |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
Service related, net |
$ |
231 |
|
|
$ |
11 |
|
|
$ |
19 |
|
|
$ |
261 |
|
|
Net gain on mortgage loans held for sale |
|
— |
|
|
|
69 |
|
|
|
— |
|
|
|
69 |
|
|
Total revenues |
|
231 |
|
|
|
80 |
|
|
|
19 |
|
|
|
330 |
|
|
Total expenses |
|
153 |
|
|
|
56 |
|
|
|
52 |
|
|
|
261 |
|
|
Other (expense) income, net: |
|
|
|
|
|
|
|
||||||||
|
Interest income |
|
79 |
|
|
|
6 |
|
|
|
— |
|
|
|
85 |
|
|
Interest expense |
|
(63 |
) |
|
|
(7 |
) |
|
|
(40 |
) |
|
|
(110 |
) |
|
Other expense, net |
|
— |
|
|
|
— |
|
|
|
(9 |
) |
|
|
(9 |
) |
|
Total other income (expense), net |
|
16 |
|
|
|
(1 |
) |
|
|
(49 |
) |
|
|
(34 |
) |
|
Pretax income (loss) |
$ |
94 |
|
|
$ |
23 |
|
|
$ |
(82 |
) |
|
$ |
35 |
|
|
Income tax benefit |
|
|
|
|
|
|
|
(2 |
) |
||||||
|
Net income |
|
|
|
|
|
|
$ |
37 |
|
||||||
|
Earnings per share |
|
|
|
|
|
|
|
||||||||
|
Basic |
|
|
|
|
|
|
$ |
0.54 |
|
||||||
|
Diluted |
|
|
|
|
|
|
$ |
0.52 |
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
|
Non-GAAP Reconciliation: |
|
|
|
|
|
|
|
||||||||
|
Pretax income (loss) |
$ |
94 |
|
|
$ |
23 |
|
|
$ |
(82 |
) |
|
$ |
35 |
|
|
Other mark-to-market |
|
63 |
|
|
|
— |
|
|
|
— |
|
|
|
63 |
|
|
Accounting items / other |
|
— |
|
|
|
— |
|
|
|
11 |
|
|
|
11 |
|
|
Intangible amortization |
|
— |
|
|
|
— |
|
|
|
1 |
|
|
|
1 |
|
|
Pretax operating income (loss) |
$ |
157 |
|
|
$ |
23 |
|
|
$ |
(70 |
) |
|
$ |
110 |
|
|
Income tax expense |
|
|
|
|
|
|
|
(27 |
) |
||||||
|
Operating income(1) |
|
|
|
|
|
|
$ |
83 |
|
||||||
|
ROTCE(2) |
|
|
|
|
|
|
|
8.6 |
% |
||||||
|
Average tangible book value (TBV)(3) |
|
|
|
|
|
|
$ |
3,895 |
|
||||||
| (1) |
Assumes tax-rate of 24.2%. |
|
| (2) |
Computed by dividing annualized earnings by average TBV. |
|
| (3) |
Average of beginning TBV of $3,929 and ending TBV of $3,860. |
|
Non-GAAP Reconciliation: |
Quarter Ended |
||||||
|
($ in millions except value per share data) |
Q2'23 |
|
Q1'23 |
||||
|
Stockholders' equity (BV) |
$ |
4,079 |
|
|
$ |
3,986 |
|
|
Goodwill |
|
(120 |
) |
|
|
(120 |
) |
|
Intangible assets |
|
(28 |
) |
|
|
(6 |
) |
|
Tangible book value (TBV) |
$ |
3,931 |
|
|
$ |
3,860 |
|
|
Ending shares of common stock outstanding (in millions) |
|
66.8 |
|
|
|
68.1 |
|
|
|
|
|
|
||||
|
BV/share |
$ |
61.02 |
|
|
$ |
58.57 |
|
|
TBV/share |
$ |
58.81 |
|
|
$ |
56.72 |
|
|
|
|
|
|
||||
|
Net income |
$ |
142 |
|
|
$ |
37 |
|
|
ROCE(1) |
|
14.1 |
% |
|
|
3.7 |
% |
|
|
|
|
|
||||
|
Beginning stockholders’ equity |
$ |
3,986 |
|
|
$ |
4,057 |
|
|
Ending stockholders’ equity |
$ |
4,079 |
|
|
$ |
3,986 |
|
|
Average stockholders’ equity (BV) |
$ |
4,033 |
|
|
$ |
4,022 |
|
| (1) |
Return on Common Equity (ROCE) is computed by dividing annualized earnings by average BV. |
Investor Contact:
Kenneth Posner, SVP Strategic Planning and Investor Relations
(469) 426-3633
Shareholders@mrcooper.com
Media Contact:
Christen Reyenga, VP Corporate Communications
MediaRelations@mrcooper.com
Document and Entity Information |
Jul. 26, 2023 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jul. 26, 2023 |
| Entity Registrant Name | Mr. Cooper Group Inc. |
| Entity Incorporation, State or Country Code | DE |
| Entity File Number | 001-14667 |
| Entity Tax Identification Number | 91-1653725 |
| Entity Address, Address Line One | 8950 Cypress Waters Blvd. |
| Entity Address, City or Town | Coppell |
| Entity Address, State or Province | TX |
| Entity Address, Postal Zip Code | 75019 |
| City Area Code | 469 |
| Local Phone Number | 549-2000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
| Entity Central Index Key | 0000933136 |
| Title of 12(b) Security | Common Stock, $0.01 par value per share |
| Trading Symbol | COOP |
| Security Exchange Name | NASDAQ |