Current Report Filing (8-k)
July 06 2021 - 9:03AM
Edgar (US Regulatory)
false000093313600009331362021-06-302021-06-30
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): July 6, 2021 (June 30, 2021)
Mr. Cooper Group Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-14667
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91-1653725
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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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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):
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☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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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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Common Stock, $0.01 par value per share
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COOP
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The Nasdaq Stock Market LLC
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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 7.01
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Regulation FD Disclosure.
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On July 6, 2021, Mr. Cooper Group Inc., a Delaware corporation (the “Company”) issued a press release announcing the completion of its
previously announced sale of the title business of the Company on June 30, 2021, to Blend Labs, Inc., a Delaware corporation, pursuant to a Stock Purchase Agreement, dated as of March 12, 2021, for a purchase price of $500 million, consisting of
$450 million in cash, subject to certain adjustments specified therein, and a retained interest of 9.9% for the Company. A copy of the press release, which is attached to this Current Report on Form 8-K as Exhibit 99.1, is hereby furnished
pursuant to this Item 7.01.
The information in this Item 7.01 and Exhibit 99.1 are furnished and shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, regardless of any general
incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
The following materials are attached as exhibits to this Current Report on Form 8-K:
Exhibit
Number
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Description
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99.1
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Press Release
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104
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The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101)
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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: July 6, 2021
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By:
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/s/ Christopher G. Marshall
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Christopher G. Marshall
Vice Chairman, President & Chief Financial Officer
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