- Acquisition of $84 billion servicing portfolio expected to
contribute to Mr. Cooper’s return on equity with estimated 10%
accretion to operating earnings in first year
- Tangible book value accretive by ~$1/share at
closing
- Funded in part with assumption of Home Point Capital $500
million 5% senior notes due 2026
- Home Point operations to be shut down after closing
Mr. Cooper Group Inc. (“Mr. Cooper”) and Home Point Capital Inc.
(“Home Point”), announced today the signing of a definitive
agreement for Mr. Cooper to acquire all outstanding shares of Home
Point for approximately $324 million in cash. As part of the
transaction, Mr. Cooper will assume $500 million in outstanding
Home Point 5% senior notes which are due in February 2026. The
transaction is expected to close in the third quarter of 2023,
subject to customary closing conditions including receipt of
regulatory approvals. Following the onboarding of Home Point
customers and the closing of the transaction, Mr. Cooper will shut
down the remaining Home Point operations.
Mr. Cooper’s Chairman and CEO Jay Bray commented, “This
acquisition is consistent with our strategy of growing our customer
base, deploying our capital with a focus on attractive
risk-adjusted returns, and maintaining a very strong balance sheet.
Home Point has amassed an impressive servicing portfolio,
consisting of conventional loans to borrowers with high FICO
scores, low coupons, and strong equity cushions. We look forward to
welcoming these customers to Mr. Cooper and providing them with a
high-quality, personalized, and friction-free experience.”
Kurt Johnson, Mr. Cooper’s CFO added, “Thanks to our strong
operations and technology, we have the capacity to onboard this
portfolio, with a focus on ensuring a positive customer experience.
The senior notes we’re assuming from Home Point serve as a low-cost
source of funding and contribute to an attractive rate of return on
this transaction.”
Wachtell, Lipton, Rosen & Katz and Simpson Thacher &
Bartlett LLP acted as legal advisors 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 regulatory and other approvals and
conditions to the transactions contemplated by the definitive
agreement (the “proposed transactions”) are not received or
satisfied on a timely basis or at all; the occurrence of any event,
change or other circumstances that could give rise to the
termination of the definitive agreement; the possibility that Mr.
Cooper may not fully realize the projected benefits of the proposed
transactions; the possibility that Mr. Cooper and Home Point will
not be integrated successfully; changes in the anticipated timing
for closing the proposed transactions; business disruption during
the pendency of or following the proposed transactions; diversion
of management time from ongoing business operations due to the
proposed transactions; the risk that any announcements relating to
the proposed transactions could have adverse effects on the market
price of Mr. Cooper’s common stock; the risk that the proposed
transactions and its announcement could 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, stockholders and other business relationships and on its
operating results and business generally; the risk of any
unexpected costs or expenses resulting from the proposed
transactions; and the risk of litigation and/or regulatory actions
related to the proposed transactions. 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 Securities and
Exchange Commission (“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.
Additional Information and Where to Find It
The tender offer referenced in this press release has not yet
commenced. This press release is for informational purposes only
and is neither an offer to purchase nor a solicitation of an offer
to sell securities, nor is it a substitute for the tender offer
materials that Mr. Cooper, Home Point, or Heisman Merger Sub, Inc.
(“Merger Sub”) will file with the SEC. The solicitation and offer
to buy Home Point stock will only be made pursuant to an Offer to
Purchase and related tender offer materials that Mr. Cooper intends
to file with the SEC. At the time the tender offer is commenced,
Mr. Cooper and Merger Sub will file a Tender Offer Statement on
Schedule TO and thereafter Home Point will file a
Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC with respect to the tender offer.
HOME POINT’S STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ
CAREFULLY THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO
PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER
OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON
SCHEDULE 14D-9 BECAUSE THEY WILL EACH CONTAIN IMPORTANT INFORMATION
THAT HOLDERS OF HOME POINT SECURITIES AND OTHER INVESTORS SHOULD
CONSIDER BEFORE MAKING ANY DECISION REGARDING WITH RESPECT TO THE
TENDER OFFER, OR, IF APPLICABLE, VOTING ON THE TRANSACTION.
The Offer to Purchase, the related Letter of Transmittal,
certain other tender offer documents, as well as the
Solicitation/Recommendation Statement will be made available to all
stockholders of Home Point at no expense to them and will also be
made available for free at the SEC’s website at www.sec.gov .
Additional copies may be obtained for free by contacting either Mr.
Cooper or Home Point. Copies of the documents filed with the SEC by
Mr. Cooper will be available free of charge on Mr. Cooper’s website
at www.investors.mrcoopergroup.com or upon written request to Mr.
Cooper, at 8950 Cypress Waters Boulevard, Coppell, Texas 75019,
Attention: Corporate Secretary. Copies of the documents filed with
the SEC by Home Point will be available free of charge on Home
Point’s website at www.investors.homepoint.com.
In addition to the Offer to Purchase, the related Letter of
Transmittal and certain other tender offer documents, as well as
the Solicitation/Recommendation Statement, and if applicable, the
proxy statement, Mr. Cooper and Home Point each file annual,
quarterly and current reports, proxy statements and other
information with the SEC. Mr. Cooper and Home Point’s filings with
the SEC are also available for free to the public from commercial
document-retrieval services and at the website maintained by the
SEC at http://www.sec.gov.
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.
About Home Point Capital
Home Point Capital (NASDAQ: HMPT), together with its
subsidiaries, operates as a single-family residential mortgage
servicer and mortgage servicing rights (MSR) asset manager across
the United States.
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version on businesswire.com: https://www.businesswire.com/news/home/20230510005903/en/
Media Inquiries: Christen Reyenga, VP Corporate Communications
MediaRelations@mrcooper.com
Shareholder Inquiries: Kenneth Posner, SVP Strategic Planning
and Investor Relations Shareholders@mrcooper.com
Home Point Capital Inc. Investor Relations: investor@hpfc.com
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