COOP 10-K Annual Report Dec. 31, 2018 | Alphaminr
Mr. Cooper Group Inc.
ALPHAMINR

COOP 10-K Fiscal year ended Dec. 31, 2018

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MR. COOPER GROUP INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsNote 4, Mortgage Servicing Rights and Related LiabilitiesNote 23, Transactions with AffiliatesNote 11, IndebtednessNote 19, Capital RequirementsNote 17, Fair Value MeasurementsNote 1, Nature Of Business and Basis Of PresentationNote 13, Securitizations and FinancingsNote 10, Derivative Financial InstrumentsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 5, Advances and Other Receivables, NetNote 3, AcquisitionsNote 9, Other AssetsNote 7, Mortgage Loans Held For Sale and InvestmentItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1+ Agreement and Plan of Merger, dated as of February12, 2018, among Nationstar Mortgage Holdings Inc., WMIH Corp. and Wand Merger Corporation 8-K 001-14667 2.1 02/13/2018 3.1 Amended and Restated Certificate of Incorporation of the Company, as amended. 8-K 001-14667 3.1 10/10/2018 3.2 Amended and Restated Bylaws of the Company 10-Q 001-14667 3.2 11/09/2018 4.1 Form of Stock Certificate 10-Q 001-14667 4.1 11/09/2018 4.2 Form of Series A Convertible Preferred Stock Certificate 8-K 001-14667 4.6 01/31/2014 4.3 Investor Rights Agreement, dated January30, 2014, between WMIH Corp., KKR Fund Holdings L.P. and any subsequent stockholder party 8-K 001-4667 4.2 01/31/2014 4.6 Second Supplemental Indenture, dated as of June 21, 2018, by and among Nationstar Mortgage LLC, Nationstar Capital Corporation, the guarantors thereto and Wells Fargo Bank, National Association, as trustee 8-K 001-35449 4.1 06/22/2018 4.7 (Third) Supplemental Indenture, dated as of July31, 2018 among the Company as Guaranteeing Parent, Nationstar Mortgage LLC and Nationstar Capital Corporation, as the Issuers and Wells Fargo Bank, National Association, as trustee 8-K 001-1667 4.1 08/01/2018 4.9 First Supplemental Indenture, dated as of June 21, 2018, by and among Nationstar Mortgage LLC, Nationstar Capital Corporation, the guarantors thereto and Wells Fargo Bank, National Association, as trustee 8-K 00135449 4.2 06/22/2018 4.10 (Second) Supplemental Indenture, dated as of July31, 2018 among the Company as Guaranteeing Parent, Nationstar Mortgage LLC and Nationstar Capital Corporation, as the Issuers and Wells Fargo Bank, National Association, as trustee 8-K 001-14667 4.2 08/01/2018 4.11 Indenture, dated as of July 13, 2018, among Wand Merger Corporation (now known as Nationstar Mortgage Holdings Inc.) as Issuer, the Company as Parent Guarantor and Wells Fargo Bank, National Association as Trustee 8-K 001-14667 4.1 07/13/2018 4.12 Supplemental Indenture No. 1, dated as of July 31, 2018, among Nationstar Mortgage Holdings Inc. as Issuer, the Company as Parent Guarantor, the guarantors thereto and Wells Fargo Bank, National Association as Trustee 8-K 001-14667 4.3 08/01/2018 4.13 Fourth Amended and Restated Indenture, dated January 31, 2013, among Nationstar Agency Advance Funding Trust, as issuer, The Bank of New York Mellon, as indenture trustee, calculation agent, paying agent and securities intermediary, Nationstar Mortgage LLC, as servicer and as administrator, and Barclays Bank PLC, as administrative agent 8-K 001-35449 10.1 02/06/2013 4.14 Amendment No. 1 to the Fourth Amended and Restated Indenture, dated April 22, 2014, among Nationstar Agency Advance Funding Trust, the issuer, The Bank of New York Mellon, as indenture trustee, Nationstar Mortgage LLC, as administrator and Barclays Bank PLC, as administrative agent 10-Q 001-35449 4.4 05/09/2014 4.15 Amendment No. 2 to the Fourth Amended and Restated Indenture, dated May 5, 2015, among Nationstar Agency Advance Funding Trust, the issuer, The Bank of New York Mellon, as indenture trustee, Nationstar Mortgage LLC, as administrator and Barclays Bank PLC, as administrative agent and Credit Suisse AG, New York Branch, as administrative agent 10-Q 001-35449 4.1 08/03/2015 4.16 Amendment No. 3 to the Fourth Amended and Restated Indenture, dated June 26, 2015, among Nationstar Agency Advance Funding Trust, the issuer, The Bank of New York Mellon, as indenture trustee, Nationstar Mortgage LLC, as administrator and Barclays Bank PLC, as administrative agent and Credit Suisse AG, New York Branch, as administrative agent 10-Q 001-35449 4.2 08/03/2015 4.17 Amended and Restated Series 2013-VF1 Indenture Supplement to Fourth Amended and Restated Indenture, dated January 31, 2013, among Nationstar Agency Advance Funding Trust, as issuer, The Bank of New York Mellon, as indenture trustee, calculation agent, paying agent and securities intermediary, Nationstar Mortgage LLC, as administrator and as servicer, and Barclays Bank PLC, as administrative agent 10-K 001-35449 4.17 03/01/2016 10.2 Amended and Restated Receivables Sale Agreement, dated January 31, 2013, between Nationstar Mortgage LLC (receivables seller and servicer) and Nationstar Agency Advance Funding LLC (depositor) 8-K 001-35449 10.6 02/06/2013 10.3 Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/15/2013 10.4 Amendment Number One, dated February 29, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.19 03/15/2013 10.5 Amendment Number Two, dated August 28, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, among Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.20 03/15/2013 10.6 Amendment Number Three, dated December 24, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2012, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.21 03/15/2013 10.8 Amendment Number Five, dated July 24, 2013, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.12 11/14/2013 10.9 Amendment Number Six, dated September 20, 2013, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.13 11/14/2013 10.10 Amendment Number Seven, dated August 21, 2014, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.3 11/07/2014 10.14 Amendment Number Eleven, dated October 31, 2016, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/09/2017 10.15 Amendment Number Twelve, dated October 30, 2017, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/02/2018 10.16 Amendment Number Thirteen, dated March 22, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.1 05/10/2018 10.17 Amendment Number Fourteen, dated October 24, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10.18 Amendment Number Fifteen, dated November 20, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10.19 Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, between Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as purchaser, and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.1 05/05/2016 10.21 Amendment Number Two, dated as of October 17, 2016 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.21 03/09/2017 10.22 Amendment Number Three, dated as of October 31, 2016 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.22 03/09/2017 10.23 Amendment Number Four, dated as of October 30, 2017 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.23 03/02/2018 10.24 Amendment Number Five, dated as of March 22, 2018 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.2 05/10/2018 10.25 Amendment Number Six, dated as of May 29, 2018 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.1 08/03/2018 10.26 Amendment Number Seven, dated as of May 29, 2018 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10.27 Amendment Number Eight, dated as of November 20, 2018 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10.28** Offer Letter, dated as of June 24, 2015, by and between Nationstar Mortgage LLC and Anthony L. Ebers 10-K 001-35449 10.45 03/01/2016 10.29** Offer Letter, dated as of July 6, 2015, by and between Nationstar Mortgage LLC and Michael R. Rawls 10-K 001-35449 10.46 03/01/2016 10.30** Offer Letter, dated as of March 20, 2017, by and between Nationstar Mortgage LLC and Amar Patel 10-Q 001-35449 10.1 05/05/2017 10.31** Offer Letter, dated as of December 11, 2018 by and between the Company and Christopher Marshall 8-K 001-14667 10.1 12/12/2018 10.32** Severance Pay Agreement, entered into as of February12, 2018, by and between Nationstar Mortgage Holdings Inc. and Jay Bray 10-K 001-25449 10.42 03/02/2018 10.33** Severance Pay Agreement, entered into as of February12, 2018, by and between Nationstar Mortgage Holdings Inc. and Amar Patel 10-K 001-25449 12.43 03/02/2018 10.34** Severance Pay Agreement, entered into as of February12, 2018, by and between Nationstar Mortgage Holdings Inc. and Anthony Ebers 10-K 001-25449 10.44 03/02/2018 10.35** Severance Pay Agreement, entered into as of February12, 2018, by and between Nationstar Mortgage Holdings Inc. and Mike Rawls 10-K 001-25449 10.45 03/02/2018 10.36** Severance Pay Agreement, entered into as of February12, 2018, by and between Nationstar Mortgage Holdings Inc. and Anthony Villani 10.37** Retention Bonus Agreement, entered into as of February 12, 2018, by and between Nationstar Mortgage Holdings Inc. and Jay Bray 10-K 001-25449 10.46 03/02/2018 10.38** Retention Bonus Agreement, entered into as of February 12, 2018, by and between Nationstar Mortgage Holdings Inc. and Amar Patel 10-K 001-25449 10.47 03/02/2018 10.39** Retention Bonus Agreement, entered into as of February 12, 2018, by and between Nationstar Mortgage Holdings Inc. and Anthony Ebers 10-K 001-25449 10.48 03/02/2018 10.40** Retention Bonus Agreement, entered into as of February 12, 2018, by and between Nationstar Mortgage Holdings Inc. and Mike Rawls 10-K 001-25449 10.49 03/02/2018 10.41** Retention Bonus Agreement, entered into as of February 12, 2018, by and between Nationstar Mortgage Holdings Inc. and Anthony Villani 10.42** 2012 Long-Term Incentive Plan 10-K 001-14667 10.17 03/15/2013 10.43** First Amendment to 2012 Long-Term Incentive Plan 8-K 001-14667 99.1 02/03/2014 10.44** Second Amendment to 2012 Long-Term Incentive Plan 10-K 001-14667 10.15 02/27/2015 10.45** Form of Participant Restricted Stock Agreement 10-K 001-14667 10.33 03/02/2018 10.46** Nationstar Mortgage Holdings Inc. Second Amended and Restated 2012 Incentive Compensation Plan 8-K 001-35449 10.1 05/12/2016 10.47** Amendment to the Nationstar Mortgage Holdings Inc. Second Amended and Restated 2012 Incentive Compensation Plan 8-K 001-14667 10.2 08/01/2018 10.48** Form of Amended and Restated Restricted Stock Unit Agreement for Non-Employee Directors under the Amended and Restated 2012 Incentive Compensation Plan 10-K 001-35449 10.54 03/01/2016 10.49** Form of Restricted Stock Unit Agreement for Employees under the Amended and Restated 2012 Incentive Compensation Plan 10-Q 001-35449 10.5 05/07/2015 10.50** Nationstar Mortgage LLC Executive Management Incentive Plan, dated as of March 31, 2015 8-K 001-35449 10.1 04/02/2015 10.51** Form of Indemnification Agreement with directors and officers 8-K 001-14667 10.1 05/13/2015 21.1 Subsidiaries of the Registrant 23.1 Consent of Ernst & Young LLP 31.1 Certification by Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification by Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002