8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  February 9, 2024

Mr. Cooper Group Inc.

(Exact Name of Registrant as Specified in Charter) 

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On February 9, 2024, Mr. Cooper Group Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and for its full fiscal year ended December 31, 2023. A copy of the press release is attached as Exhibit 99.1 and will be published in the Investors section on the Company’s website at www.mrcoopergroup.com. In connection with the release and the related conference call, the Company posted a presentation relating to its fourth quarter and for its full fiscal year ended December 31, 2023 financial results in the Investors section on the Company’s website.

The press release and presentation include certain non-generally accepted accounting principles financial measures. Reconciliations to the most directly comparable generally accepted accounting principles financial measures are included in the press release and the presentation.

The information furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Exhibit
99.1	Press release of Mr. Cooper Group Inc., dated February 9, 2024

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.

	Mr. Cooper Group Inc.
Date:  February 9, 2024
	By:	/s/ Kurt Johnson
		Kurt Johnson Executive Vice President & Chief Financial Officer

EX-99.1

Exhibit 99.1

Mr. Cooper Group Reports Fourth Quarter 2023 Results

• Reported net income of $46 million including other mark-to-market loss of $41 million, equivalent to ROCE of 4.3% and operating ROTCE of 11.1%
• Book value per share and tangible book value per share increased to $66.29 and $63.67
• Servicing portfolio grew 14% y/y to $992 billion
• Repurchased 1.3 million shares of common stock for $72 million
• Subsequent to quarter end, issued $1 billion senior notes maturing 2032 with coupon of 7.125%

DALLAS--(BUSINESS WIRE)--February 9, 2024--Mr. Cooper Group Inc. (NASDAQ: COOP) (the “Company”), reported fourth quarter income before income tax expense of $69 and net income of $46 million. Excluding other mark-to-market and other adjustments, the Company reported pretax operating income of $151 million. Adjustments included other mark-to-market net of hedges of $41 million, $27 million related to the previously disclosed cyber event, and other items shown below in the reconciliation of GAAP and non-GAAP results.

Chairman and CEO Jay Bray commented, “The fourth quarter closed out an exceptionally productive year for Mr. Cooper, with steadily rising return on equity throughout the year and very substantial growth which puts us on the cusp of achieving our $1 trillion portfolio strategic target. We enter 2024 with robust capital and liquidity, an extremely talented and dedicated team, and enormous energy to serve customers, clients and all our other stakeholders.”

Chris Marshall, Vice Chairman added, “Operational performance this year has benefited from strong focus and vigorous execution. Accomplishments include record servicing profits and very agile performance by our originations unit despite headwinds from rising interest rates. Over the last fifteen years, we have grown in a steady, consistent, and prudent fashion, to the point that today we have earned the title of market leader. I believe we are in strong shape to excel in 2024 and beyond.”

Servicing

The Servicing segment provides a best-in-class home loan experience for our 4.6 million customers while simultaneously strengthening asset performance for investors. In the fourth quarter, Servicing recorded pretax income of $184 million, including other mark-to-market of $41 million. The servicing portfolio ended the quarter at $992 billion. Servicing generated pretax operating income, excluding other mark-to-market, of $229 million. At quarter end, the carrying value of the MSR was $9,090 million equivalent to 155 bps of MSR UPB.

	Quarter Ended
($ in millions)	Q4'23						Q3'23
	$			BPS			$			BPS
Operational revenue	$	507			21.1		$	561			25.0
Amortization, net of accretion		(151	)		(6.3	)		(160	)		(7.1	)
Mark-to-market		(40	)		(1.7	)		63			2.8
Total revenues		316			13.1			464			20.7
Total expenses		(180	)		(7.4	)		(172	)		(7.6	)
Total other expenses, net		48			1.9			69			3.0
Income before taxes		184			7.6			361			16.1
Other mark-to-market		41			1.7			(61	)		(2.7	)
Accounting items		2			0.1			—			—
Intangible amortization		2			0.1			1			—
Pretax operating income excluding other mark-to-market and accounting items	$	229			9.5		$	301			13.4
	Quarter Ended
	Q4'23						Q3'23
MSRs UPB ($B)	$				588		$				528
Subservicing and Other UPB ($B)					404						409
Ending UPB ($B)	$				992		$				937
Average UPB ($B)	$				963		$				897
60+ day delinquency rate at period end					1.9	%					1.9	%
Annualized CPR					4.0	%					5.3	%
Modifications and workouts					16,953						21,459

Originations

The Originations segment creates 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 of $9 million and pretax operating income of $10 million.

The Company funded 10,699 loans in the fourth quarter, totaling approximately $2.7 billion UPB, which was comprised of $1.2 billion in direct-to-consumer and $1.5 billion in correspondent. Funded volume decreased 22% quarter-over-quarter, while pull through adjusted volume decreased 22% quarter-over-quarter to $2.6 billion.

	Quarter Ended
($ in millions)	Q4'23		Q3'23
Income before taxes	$	9	$	29
Accounting items		1		—
Pretax operating income excluding accounting items and other	$	10	$	29

	Quarter Ended
($ in millions)	Q4'23			Q3'23
Total pull through adjusted volume	$	2,592		$	3,308
Funded volume	$	2,661		$	3,412
Refinance recapture percentage		76	%		83	%
Recapture percentage		22	%		24	%
Purchase volume as a percentage of funded volume		59	%		54	%

Conference Call Webcast and Investor Presentation

The Company will host a conference call on February 9, 2024 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 December 31, 2023			Three Months Ended September 30, 2023
Revenues:
Service related, net	$	345		$	432
Net gain on mortgage loans held for sale		59			142
Total revenues		404			574
Total expenses:		332			301
Other (expense) income, net:
Interest income		159			167
Interest expense		(159	)		(146	)
Other (expense) income, net		(3	)		58
Total other (expense) income, net		(3	)		79
Income before income tax expense		69			352
Income tax expense		23			77
Net income	$	46		$	275
Earnings per share:
Basic	$	0.71		$	4.14
Diluted	$	0.69		$	4.06
Weighted average shares of common stock outstanding (in millions):
Basic		65.1			66.4
Diluted		66.7			67.7

MR. COOPER GROUP INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(millions of dollars)
			Unaudited
	December 31, 2023		September 30, 2023
Assets
Cash and cash equivalents	$	571	$	553
Restricted cash		169		151
Mortgage servicing rights at fair value		9,090		8,504
Advances and other receivables, net		996		758
Mortgage loans held for sale at fair value		927		893
Property and equipment, net		53		59
Deferred tax assets, net		472		499
Other assets		1,918		2,010
Total assets	$	14,196	$	13,427
Liabilities and Stockholders' Equity
Unsecured senior notes, net	$	3,151	$	3,147
Advance and warehouse facilities, net		4,302		3,545
Payables and other liabilities		1,995		1,964
MSR related liabilities - nonrecourse at fair value		466		467
Total liabilities		9,914		9,123
Total stockholders' equity		4,282		4,304
Total liabilities and stockholders' equity	$	14,196	$	13,427

UNAUDITED SEGMENT STATEMENT OF
OPERATIONS & EARNINGS RECONCILIATION
(millions of dollars, except for earnings per share data)
	Three Months Ended December 31, 2023
	Servicing			Originations			Corporate/ Other			Consolidated
Service related, net	$	307		$	16		$	22		$	345
Net gain on mortgage loans held for sale		9			51			(1	)		59
Total revenues		316			67			21			404
Total expenses		180			59			93			332
Other income (expense), net:
Interest income		148			10			1			159
Interest expense		(100	)		(9	)		(50	)		(159	)
Other income, net		—			—			(3	)		(3	)
Total other income (expense), net		48			1			(52	)		(3	)
Pretax income (loss)	$	184		$	9		$	(124	)	$	69
Income tax expense											23
Net income										$	46
Earnings per share
Basic										$	0.71
Diluted										$	0.69
Non-GAAP Reconciliation:
Pretax income (loss)	$	184		$	9		$	(124	)	$	69
Other mark-to-market		41			—			—			41
Accounting items / other		2			1			36			39
Intangible amortization		2			—			—			2
Pretax operating income (loss)	$	229		$	10		$	(88	)	$	151
Income tax expense(1)											(37	)
Operating income										$	114
Operating ROTCE(2)											11.1	%
Average tangible book value (TBV)(3)										$	4,123

(1)	Assumes tax-rate of 24.2%.
(2)	Computed by dividing annualized earnings by average TBV.
(3)	Average of beginning TBV of $4,133 and ending TBV of $4,113.

UNAUDITED SEGMENT STATEMENT OF
OPERATIONS & EARNINGS RECONCILIATION
(millions of dollars, except for earnings per share data)
	Three Months Ended September 30, 2023
	Servicing			Originations			Corporate/ Other			Consolidated
Service related, net	$	392		$	18		$	22		$	432
Net gain on mortgage loans held for sale		72			70			—			142
Total revenues		464			88			22			574
Total expenses		172			58			71			301
Other income (expense), net:
Interest income		157			10			—			167
Interest expense		(88	)		(11	)		(47	)		(146	)
Other expense, net		—			—			58			58
Total other income (expense), net		69			(1	)		11			79
Pretax income (loss)	$	361		$	29		$	(38	)	$	352
Income tax expense											77
Net income										$	275
Earnings per share
Basic										$	4.14
Diluted										$	4.06
Non-GAAP Reconciliation:
Pretax income (loss)	$	361		$	29		$	(38	)	$	352
Other mark-to-market		(61	)		—			—			(61	)
Accounting items / other		—			—			(44	)		(44	)
Intangible amortization		1			—			1			2
Pretax operating income (loss)	$	301		$	29		$	(81	)	$	249
Income tax expense											(60	)
Operating income(1)										$	189
Operating ROTCE(2)											18.7	%
Average tangible book value (TBV)(3)										$	4,032

(1)	Assumes tax-rate of 24.2%.
(2)	Computed by dividing annualized earnings by average TBV.
(3)	Average of beginning TBV of $3,931 and ending TBV of $4,133.

UNAUDITED SEGMENT STATEMENT OF
OPERATIONS & EARNINGS RECONCILIATION
(millions of dollars, except for earnings per share data)
	Year Ended December 31, 2023
	Servicing			Originations			Corporate/ Other			Consolidated
Service related, net	$	1,295		$	61		$	84		$	1,440
Net gain on mortgage loans held for sale		84			271			(1	)		354
Total revenues		1,379			332			83			1,794
Total expenses		664			232			276			1172
Other income (expense), net:
Interest income		491			36			1			528
Interest expense		(324	)		(37	)		(176	)		(537	)
Other expense, net		—			—			41			41
Total other income (expense), net		167			(1	)		(134	)		32
Pretax income (loss)	$	882		$	99		$	(327	)	$	654
Income tax expense											154
Net income										$	500
Earnings per share
Basic										$	7.46
Diluted										$	7.30
Non-GAAP Reconciliation:
Pretax income (loss)	$	882		$	99		$	(327	)	$	654
Other mark-to-market		(18	)		—			—			(18	)
Accounting items / other		2			1			14			17
Intangible amortization		3			—			4			7
Pretax operating income (loss)	$	869		$	100		$	(309	)	$	660
Income tax expense											(160	)
Operating income(1)										$	500
Operating ROTCE(2)											12.5	%
Average tangible book value (TBV)(3)										$	3,987

(1)	Assumes tax-rate of 24.2%.
(2)	Computed by dividing annualized earnings by average TBV.
(3)	Average of quarterly TBV averages of $3,895 for 1Q’23, $3,896 for 2Q’23, $4,032 for 3Q’23, and $4,123 for 4Q’23.

Non-GAAP Reconciliation:	Quarter Ended
($ in millions except value per share data)	Q4'23			Q3'23
Stockholders' equity (BV)	$	4,282		$	4,304
Goodwill		(141	)		(141	)
Intangible assets		(28	)		(30	)
Tangible book value (TBV)	$	4,113		$	4,133
Ending shares of common stock outstanding (in millions)		64.6			65.8
BV/share	$	66.29		$	65.38
TBV/share	$	63.67		$	62.78
Net income	$	46		$	275
ROCE(1)		4.3	%		26.2	%
Beginning stockholders’ equity	$	4,304		$	4,079
Ending stockholders’ equity	$	4,282		$	4,304
Average stockholders’ equity (BV)	$	4,293		$	4,192

⁽¹⁾ Return on Common Equity (ROCE) is computed by dividing annualized earnings by average BV.

Contacts

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

XML

Document and Entity Information	Feb. 09, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 09, 2024
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