Mr. Cooper Completes Acquisition of Home Point
01 Agosto 2023 - 7:44AM
Business Wire
Mr. Cooper Group Inc. (“Mr. Cooper”) announced
today that it has successfully acquired Home Point Capital Inc.
(“Home Point”).
Mr. Cooper’s Chairman and CEO Jay Bray commented, “This
acquisition adds scale to our platform, bringing us closer to our
$1 trillion strategic target, while enhancing returns due to
attractive yields and positive operating leverage.”
Vice Chairman and President Chris Marshall added, “The
transaction includes the assumption of $500 million in bonds with
an attractive rate, and as a result, we do not expect the
acquisition to have a material impact on the company’s liquidity,
which remains at robust and near-record levels.”
The tender offer by Mr. Cooper for all of the outstanding shares
of Home Point expired at 5:00 p.m. Eastern Time, on July 31, 2023.
Equiniti Trust Company, the depository and paying agent for the
tender offer, advised Mr. Cooper that as of the tender offer
expiration, a total of 136,532,192 shares of Home Point were
tendered and not validly withdrawn, representing approximately
98.5% of the shares outstanding. All of the conditions of the offer
have been satisfied, and Mr. Cooper has accepted for payment for
$2.33 per share, net to the seller in cash, without interest, all
shares that were validly tendered and not validly withdrawn and
will promptly pay for all such shares. Following its acceptance of
the tendered shares, Mr. Cooper completed its acquisition of Home
Point through a merger of Heisman Merger Sub, Inc. with and into
Home Point. As a result of the merger, Home Point became a wholly
owned subsidiary of Mr. Cooper. In connection with the merger, all
shares of Home Point not validly tendered (other than any shares
held by Home Point, Mr. Cooper or any of their respective direct or
indirect wholly owned subsidiaries or by any person who is entitled
to, and has properly exercised and perfected their demand for,
statutory appraisal of his or her shares) have been canceled and
converted into the right to receive the same $2.33, net to the
seller in cash, without interest, as will be paid for all Home
Point shares that were validly tendered and not validly withdrawn.
As a result of the transaction, Home Point shares will be delisted
and will cease to trade on the Nasdaq Global Select Market.
Wachtell, Lipton, Rosen & Katz acted as legal advisor to Mr.
Cooper and Simpson Thacher & Bartlett LLP acted as financing
counsel to Mr. Cooper. Kirkland & Ellis acted as legal advisor
to Home Point and Houlihan Lokey acted as financial advisor to Home
Point.
Cautions Regarding Forward Looking Statements
Certain statements contained in this press release are
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Exchange Act. Such forward-looking statements are often identified
by words such as “anticipate,” “approximate,” “believe,” “commit,”
“continue,” “could,” “estimate,” “expect,” “hope,” “intend,” “may,”
“outlook,” “plan,” “project,” “potential,” “should,” “would,”
“will” and other similar words or expressions. Risks that may cause
these forward-looking statements to be inaccurate include, without
limitation: the possibility that Mr. Cooper may not fully realize
the projected benefits of the acquisition of Home Point discussed
in the press release (the “acquisition”); the possibility that Mr.
Cooper and Home Point will not be integrated successfully; business
disruption following the acquisition; the risk that the acquisition
will have an adverse effect on the ability of Mr. Cooper to retain
customers and retain and hire key personnel and maintain
relationships with customers, suppliers, employees, or
stockholders; the risk of unknown liabilities; the risk of
unanticipated expenses; the risk of litigation and/or regulatory
actions related to the acquisition; the risk that Mr. Cooper does
not meet any of its financial projections or guidance; and the risk
that any of the foregoing impacts Mr. Cooper’s business, prospects,
operating results, and financial condition. In addition, actual
results are subject to other risks and uncertainties that relate
more broadly to Mr. Cooper’s overall business, including those more
fully described in Mr. Cooper’s filings with the SEC, including its
annual report on Form 10-K for the fiscal year ended December 31,
2022 and subsequent quarterly reports on Form 10-Q. The
forward-looking statements in this press release speak only as of
this date. Mr. Cooper undertakes no obligation to revise or update
publicly any forward-looking statement, except as required by
law.
About Mr. Cooper Group
Mr. Cooper Group Inc. (NASDAQ: COOP) provides customer-centric
servicing, origination and transaction-based services related
principally to single-family residences throughout the United
States with operations under its primary brands: Mr. Cooper® and
Xome®. Mr. Cooper is one of the largest home loan servicers in the
country focused on delivering a variety of servicing and lending
products, services and technologies.
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version on businesswire.com: https://www.businesswire.com/news/home/20230731021246/en/
Media Inquiries: Christen Reyenga, VP Corporate
Communications MediaRelations@mrcooper.com Investor
Inquiries: Kenneth Posner, SVP Strategic Planning and Investor
Relations Shareholders@mrcooper.com
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