Mr. Cooper, America's Largest Servicer, Joins Rocket, the Nation's Largest Lender
Rocket Companies (NYSE: RKT) has announced a definitive agreement to acquire Mr. Cooper Group in an all-stock transaction valued at $9.4 billion. The merger will create America's largest mortgage servicing platform, managing over $2.1 trillion in loan volume and serving nearly 10 million clients - representing one in every six mortgages in America.
The transaction, expected to close in Q4 2025, will see Mr. Cooper shareholders receive 11.0 Rocket shares for each share of Mr. Cooper stock, representing a 35% premium. Post-merger, Rocket shareholders will own approximately 75% of the combined company, while Mr. Cooper shareholders will hold 25%.
The merger is projected to generate $500 million in annual run-rate synergies, including $100 million in additional pre-tax revenue from higher recapture rates and $400 million in pre-tax cost savings. The combined entity will leverage Rocket's AI-powered platform and Mr. Cooper's advanced servicing capabilities to enhance the homeownership experience.
Rocket Companies (NYSE: RKT) ha annunciato un accordo definitivo per acquisire Mr. Cooper Group in una transazione interamente azionaria del valore di 9,4 miliardi di dollari. La fusione darà vita alla più grande piattaforma di gestione dei mutui negli Stati Uniti, gestendo oltre 2,1 trilioni di dollari in volume di prestiti e servendo quasi 10 milioni di clienti, che rappresentano uno su sei mutui in America.
La transazione, prevista per chiudere nel quarto trimestre del 2025, vedrà gli azionisti di Mr. Cooper ricevere 11,0 azioni Rocket per ogni azione di Mr. Cooper, rappresentando un premio del 35%. Dopo la fusione, gli azionisti di Rocket possiederanno circa il 75% della società combinata, mentre gli azionisti di Mr. Cooper deterranno il 25%.
Si prevede che la fusione genererà 500 milioni di dollari in sinergie annuali, inclusi 100 milioni di dollari in entrate aggiuntive prima delle tasse derivanti da tassi di riacquisizione più elevati e 400 milioni di dollari in risparmi sui costi prima delle tasse. L'entità combinata sfrutterà la piattaforma alimentata dall'IA di Rocket e le avanzate capacità di servizio di Mr. Cooper per migliorare l'esperienza di possesso della casa.
Rocket Companies (NYSE: RKT) ha anunciado un acuerdo definitivo para adquirir Mr. Cooper Group en una transacción totalmente en acciones valorada en 9.4 mil millones de dólares. La fusión creará la plataforma de servicios hipotecarios más grande de América, gestionando más de 2.1 trillones de dólares en volumen de préstamos y atendiendo a casi 10 millones de clientes, lo que representa uno de cada seis hipotecas en América.
Se espera que la transacción se cierre en el cuarto trimestre de 2025, y los accionistas de Mr. Cooper recibirán 11.0 acciones de Rocket por cada acción de Mr. Cooper, lo que representa una prima del 35%. Después de la fusión, los accionistas de Rocket poseerán aproximadamente el 75% de la empresa combinada, mientras que los accionistas de Mr. Cooper tendrán el 25%.
Se proyecta que la fusión generará 500 millones de dólares en sinergias anuales, incluyendo 100 millones de dólares en ingresos adicionales antes de impuestos por tasas de recaptura más altas y 400 millones de dólares en ahorros de costos antes de impuestos. La entidad combinada aprovechará la plataforma impulsada por IA de Rocket y las avanzadas capacidades de servicio de Mr. Cooper para mejorar la experiencia de propiedad de vivienda.
로켓 컴퍼니즈 (NYSE: RKT)는 미스터 쿠퍼 그룹을 94억 달러 규모의 전액 주식 거래로 인수하기로 한 최종 계약을 발표했습니다. 이번 합병은 미국 최대의 모기지 서비스 플랫폼을 만들며, 2.1조 달러 이상의 대출 규모를 관리하고 거의 1,000만 고객에게 서비스를 제공하여 미국의 모든 6개 모기지 중 1개를 차지하게 됩니다.
2025년 4분기 마감이 예상되는 이번 거래에서 미스터 쿠퍼 주주들은 미스터 쿠퍼 주식 1주당 11.0 로켓 주식을 받게 되며, 이는 35%의 프리미엄을 나타냅니다. 합병 후 로켓 주주들은 결합된 회사의 약 75%를 소유하게 되고, 미스터 쿠퍼 주주들은 25%를 보유하게 됩니다.
이번 합병은 연간 5억 달러의 시너지 효과를 창출할 것으로 예상되며, 여기에는 더 높은 재획득 비율로 인한 세전 추가 수익 1억 달러와 세전 비용 절감 4억 달러가 포함됩니다. 결합된 기업은 로켓의 AI 기반 플랫폼과 미스터 쿠퍼의 고급 서비스 기능을 활용하여 주택 소유 경험을 향상시킬 것입니다.
Rocket Companies (NYSE: RKT) a annoncé un accord définitif pour acquérir Mr. Cooper Group dans le cadre d'une transaction entièrement en actions d'une valeur de 9,4 milliards de dollars. La fusion créera la plus grande plateforme de services hypothécaires d'Amérique, gérant plus de 2,1 trillions de dollars en volume de prêts et servant près de 10 millions de clients, représentant un prêt sur six aux États-Unis.
La transaction, qui devrait être finalisée au quatrième trimestre 2025, verra les actionnaires de Mr. Cooper recevoir 11,0 actions Rocket pour chaque action de Mr. Cooper, représentant une prime de 35 %. Après la fusion, les actionnaires de Rocket posséderont environ 75 % de la société combinée, tandis que les actionnaires de Mr. Cooper détiendront 25 %.
La fusion devrait générer 500 millions de dollars de synergies annuelles, y compris 100 millions de dollars de revenus supplémentaires avant impôts grâce à des taux de recapture plus élevés et 400 millions de dollars d'économies de coûts avant impôts. L'entité combinée tirera parti de la plateforme alimentée par l'IA de Rocket et des capacités de service avancées de Mr. Cooper pour améliorer l'expérience de propriété de maison.
Rocket Companies (NYSE: RKT) hat eine endgültige Vereinbarung zur Übernahme von Mr. Cooper Group in einer vollständig aktienbasierten Transaktion im Wert von 9,4 Milliarden Dollar angekündigt. Die Fusion wird die größte Hypothekenverwaltungsplattform Amerikas schaffen, die über 2,1 Billionen Dollar an Darlehensvolumen verwaltet und fast 10 Millionen Kunden betreut - was einem von sechs Hypotheken in Amerika entspricht.
Die Transaktion, die im vierten Quartal 2025 abgeschlossen werden soll, sieht vor, dass die Aktionäre von Mr. Cooper 11,0 Rocket-Aktien für jede Aktie von Mr. Cooper erhalten, was einem Aufschlag von 35 % entspricht. Nach der Fusion werden die Aktionäre von Rocket etwa 75 % des kombinierten Unternehmens besitzen, während die Aktionäre von Mr. Cooper 25 % halten werden.
Die Fusion wird voraussichtlich 500 Millionen Dollar an jährlichen Synergien generieren, einschließlich 100 Millionen Dollar an zusätzlichen Vorsteuer-Einnahmen durch höhere Rückgewinnungsraten und 400 Millionen Dollar an Vorsteuer-Kosteneinsparungen. Das kombinierte Unternehmen wird die KI-gestützte Plattform von Rocket und die fortschrittlichen Servicemöglichkeiten von Mr. Cooper nutzen, um das Wohneigentumserlebnis zu verbessern.
- None.
- None.
- Combined company to service more than
$2.1 trillion - Integrating Rocket's originations-servicing recapture flywheel with Mr. Cooper's servicing platform will drive down costs and improve the experience for the companies' nearly 10 million combined clients, representing one in every six mortgages
- Transaction is expected to generate annual run-rate revenue and cost synergies of approximately
$500 million - Companies to host conference call and webcast today at 8:00 a.m. ET
With this acquisition, Rocket will bring its industry-leading mortgage recapture capabilities to a combined servicing book of
Rocket will bring together the homeownership experience at scale with the acquisitions of Mr. Cooper and Redfin. This allows Rocket to accelerate its AI-powered platform and remove the friction and complexities plaguing today's homebuying process.
"Servicing is a critical pillar of homeownership – alongside home search and mortgage origination," said Varun Krishna, Rocket CEO. "With the right data and AI infrastructure we will deliver the right products at the right time. That's how we build lifelong relationships, by proactively unlocking benefits and meeting needs before they arise. We look forward to welcoming Mr. Cooper's nearly 7 million clients."
"Mr. Cooper has been on a journey to transform the homeownership experience, and we have built the most advanced servicing platform in the mortgage industry," said Jay Bray, Mr. Cooper Group Chairman and CEO. "By combining Mr. Cooper and Rocket, we will form the strongest mortgage company in the industry, offering an end-to-end homeownership experience backed by leading technology and grounded in customer care. I am deeply grateful for the dedication of the Mr. Cooper team and look forward to our continued work as we lead our industry into the future of homeownership."
Benefits of the Combined Company:
- Scaled homeownership platform: Rocket's combined servicing portfolio will exceed
$2.1 trillion - Accelerate origination-servicing recapture flywheel: Rocket Mortgage has ranked #1 in J.D. Power's mortgage servicer study for 10 years and #1 in mortgage origination 12 times, driving the company's
83% recapture rate – triple the industry average. With a significantly larger servicing portfolio, Rocket is poised to sustain its industry-leading retention and recapture rates. - Significantly increases data set to improve automation, personalization and efficiency: Following the acquisition of Mr. Cooper, Rocket will gain understanding of nearly 7 million additional clients and 150 million annual customer interactions.
- Enhanced earnings growth opportunity across all interest rate market environments: The combined company will attain a balanced business model and maintain stability in all market environments. Rocket will drive earnings growth from high-margin recapture opportunities on the combined servicing portfolio, which together generated
$4 billion - Substantial revenue and cost synergies: The transaction is expected to generate
$100 million $400 million - Impact on earnings: The transaction is expected to be accretive to Rocket's adjusted earnings per share immediately after closing.
Governance and Leadership
The combined company will be led by an experienced board and leadership team that leverages the strengths and capabilities of both companies. Upon closing of the transaction, it is expected that Mr. Cooper Group's Chairman and CEO Jay Bray will become President and CEO of Rocket Mortgage, reporting to Krishna. Dan Gilbert will remain Chairman of Rocket Companies.
Upon closing, the Board of the combined company will consist of 11 members, 9 of whom will be from the board of Rocket and 2 of whom will be from the board of Mr. Cooper.
Terms of the Transaction
Under the terms of the agreement, Mr. Cooper shareholders will receive a fixed exchange ratio of 11.0 Rocket shares for each share of Mr. Cooper common stock. This represents a
In connection with the completion of the transaction, Mr. Cooper will declare and pay a dividend of
Timing and Approvals
The transaction has been unanimously approved by the Boards of Directors of both Rocket and Mr. Cooper. It is expected to close in the fourth quarter of 2025, subject to approval of Mr. Cooper shareholders and the satisfaction of other closing conditions, including customary regulatory approvals.
Advisors
J.P. Morgan Securities LLC is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal counsel to Rocket. Citigroup Global Markets Inc. is acting as financial advisor and Wachtell, Lipton, Rosen & Katz and Bradley Arant Boult Cummings LLP is acting as legal counsel to Mr. Cooper.
Transaction Conference Call
Rocket and Mr. Cooper will conduct a conference call today at 8:00 a.m. ET to discuss the transaction. A live webcast of the event will be available on the investor relations section of Rocket's and Mr. Cooper's websites at ir.rocketcompanies.com and investors.mrcoopergroup.com. A replay of the webcast will be available on the investor relations sections of the websites following the conclusion of the event.
Additional Resources
Associated presentation materials regarding the transaction are available on the investor relations section of each company's website.
Cautionary Statement Regarding Forward-Looking Information
This press release contains statements regarding the proposed transaction between Rocket Companies, Inc. ("Rocket") and Mr. Cooper Group Inc. ("Mr. Cooper"); future financial and operating results; benefits and synergies of the transaction; future opportunities for the combined company; the conversion of equity interests contemplated by the Agreement and Plan of Merger (the "Merger Agreement") entered into by Rocket and Mr. Cooper on March 31, 2025; the issuance of common stock of Rocket contemplated by the Merger Agreement; the expected filing by Rocket with the Securities and Exchange Commission ("SEC") of a registration statement on Form S-4 (the "Registration Statement") and a prospectus and information statement of Rocket and a proxy of Mr. Cooper to be included therein (the "Joint Proxy and Information Statement/Prospectus"); the expected timing of the closing of the proposed transaction; the ability of the parties to complete the proposed transaction considering the various closing conditions and any other statements about future expectations that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements in this press release, other than statements of historical fact, are forward-looking statements that may be identified by the use of words "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and, in each case, their negative or other various or comparable terminology. Such forward looking statements are based upon current beliefs, expectations and discussions related to the proposed transaction and are subject to significant risks and uncertainties that could cause actual results to differ materially from the results expressed in such statements.
Risks and uncertainties include, among other things, (i) the risk that the proposed transaction may not be completed in a timely basis or at all, which may adversely affect Rocket's and Mr. Cooper's businesses and the price of their respective securities; (ii) the potential failure to receive, on a timely basis or otherwise, the required approvals of the proposed transaction, including stockholder approval by Mr. Cooper's stockholders, and the potential failure to satisfy the other conditions to the consummation of the proposed transaction; (iii) the effect of the announcement, pendency or completion of the proposed transaction on each of Rocket's or Mr. Cooper's ability to attract, motivate, retain and hire key personnel and maintain relationships with others whom Rocket or Mr. Cooper does business, or on Rocket's or Mr. Cooper's operating results and business generally; (iv) that the proposed transaction may divert management's attention from each of Rocket's and Mr. Cooper's ongoing business operations; (v) the risk of any legal proceedings related to the proposed transaction or otherwise, including the risk of stockholder litigation in connection with the proposed transaction, or the impact of the proposed transaction thereupon, including resulting expense or delay; (vi) that Rocket or Mr. Cooper may be adversely affected by other economic, business and/or competitive factors; (vii) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, including in circumstances which would require payment of a termination fee; (viii) the risk that restrictions during the pendency of the proposed transaction may impact Rocket's or Mr. Cooper's ability to pursue certain business opportunities or strategic transactions; (ix) the anticipated tax treatment of the transaction may not be obtained, risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction; (x) the risk that the anticipated benefits and synergies of the proposed transaction may not be fully realized or may take longer to realize than expected; (xi) the impact of legislative, regulatory, economic, competitive and technological changes; (xii) risks relating to the value of Rocket securities to be issued in the proposed transaction; (xiii) the risk that integration of the Rocket and Mr. Cooper businesses post closing may not occur as anticipated or the combined company may not be able to achieve the anticipated synergies expected from the transaction, and the costs associated with such integration; and (xiv) the effect of the announcement, pendency or completion of the proposed transaction on the market price of the common stock of each of Rocket and Mr. Cooper.
These risks, as well as other risks related to the proposed transaction, will be more fully described in the Registration Statement that will be filed with the SEC in connection with the proposed transaction. While the list of factors presented here and the list of factors to be presented in the Registration Statement are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Additional factors that may affect future results are contained in each company's filings with the SEC, including each company's most recent Annual Report on Form 10-K, as it may be updated from time to time by quarterly reports on Form 10-Q and current reports on Form 8-K, all of which are available at the SEC's website http://www.sec.gov. The information set forth herein speaks only as of the date hereof, and any intention or obligation to update any forward-looking statements as a result of developments occurring after the date hereof is hereby disclaimed by each company.
Important Information for Investors and Stockholders
In connection with the proposed transaction, Rocket will file with the SEC the Registration Statement on Form S-4, containing the Joint Proxy and Information Statement/Prospectus. After the Registration Statement has been declared effective by the SEC, the Joint Proxy and Information Statement/Prospectus will be delivered to stockholders of Rocket and Mr. Cooper. Rocket and Mr. Cooper may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the Joint Proxy and Information Statement/Prospectus or Registration Statement or any other document which Rocket or Mr. Cooper may file with the SEC. INVESTORS AND SECURITYHOLDERS OF ROCKET AND MR. COOPER ARE URGED TO READ THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE JOINT PROXY AND INFORMATION STATEMENT/PROSPECTUS THAT WILL BE PART OF THE REGISTRATION STATEMENT, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY, WHEN THEY ARE AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ROCKET, MR. COOPER, THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and securityholders of Rocket and Mr. Cooper will be able to obtain copies of the Registration Statement and the Joint Proxy and Information Statement/Prospectus, when they become available, as well as other filings with the SEC that will be incorporated by reference into such documents, containing information about Rocket and Mr. Cooper, without charge, at the SEC's website (http://www.sec.gov). Copies of the documents filed with the SEC by Rocket will be available free of charge under the SEC Filings heading of the Investor Relations section of Rocket's website at ir.rocketcompanies.com. Copies of the documents filed with the SEC by Mr. Cooper will be available free of charge under the Financials & Filings heading of the Investor Relations section of Mr. Cooper's website investors.mrcoopergroup.com.
Participants in the Solicitation
Rocket and Mr. Cooper and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from Mr. Cooper's stockholders in respect of the transaction under the rules of the SEC. Information regarding Rocket's directors and executive officers is available in Rocket's Annual Report on Form 10-K for the year ended December 31, 2024, and Rocket's proxy statement, dated April 26, 2024, for its 2024 annual meeting of stockholders (the "Rocket 2024 Proxy"), which can be obtained free of charge through the website maintained by the SEC at http://www.sec.gov. Please refer to the sections captioned "Compensation Discussion and Analysis"; "Named Executive Officer Compensation Tables"; "Security Ownership of Certain Beneficial Owners and Management" and "Proposal No. 3 – Advisory Vote on Named Executive Officer Compensation" in the Rocket 2024 Proxy. Any changes in the holdings of Rocket's securities by Rocket's directors or executive officers from the amounts described in the Rocket 2024 Proxy have been reflected in Statements of Change in Ownership on Form 4 filed with the SEC subsequent to the filing date of the Rocket 2024 Proxy and are available at the SEC's website at www.sec.gov. Information regarding Mr. Cooper's directors and executive officers is available in Mr. Cooper's Annual Report on Form 10-K for the year ended December 31, 2024, and Mr. Cooper's proxy statement, dated April 11, 2024, for its 2024 annual meeting of stockholders (the "Mr. Cooper 2024 Proxy"), which can be obtained free of charge through the website maintained by the SEC at http://www.sec.gov. Please refer to the sections captioned "Compensation Discussion and Analysis"; "Historical Executive Compensation Information"; "Proposal 2: Advisory Vote on Say on Pay" and "Beneficial Ownership" in the Mr. Cooper 2024 Proxy. Any changes in the holdings of Mr. Cooper's securities by Mr. Cooper's directors or executive officers from the amounts described in the Mr. Cooper 2024 Proxy have been reflected in Statements of Change in Ownership on Form 4 filed with the SEC subsequent to the filing date of the Mr. Cooper 2024 Proxy and are available at the SEC's website at www.sec.gov. Additional information regarding the interests of such participants will be included in the Registration Statement containing the Joint Proxy and Information Statement/Prospectus and other relevant materials to be filed with the SEC when they become available.
No Offer or Solicitation
This press release is for informational purposes only and is not intended to, and shall not, constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
About Rocket Companies
Founded in 1985, Rocket Companies (NYSE: RKT) is a
With more than 65 million call logs each year, 10 petabytes of data and a mission to Help Everyone Home, Rocket Companies is well positioned to be the destination for AI-fueled home ownership. Known for providing exceptional client experiences, J.D. Power has ranked Rocket Mortgage #1 in client satisfaction for primary mortgage origination and mortgage servicing a total of 22 times – the most of any mortgage lender.
For more information, please visit our Corporate Website or Investor Relations Website.
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
View original content to download multimedia:https://www.prnewswire.com/news-releases/mr-cooper-americas-largest-servicer-joins-rocket-the-nations-largest-lender-302415500.html
SOURCE Rocket Companies, Inc.
FAQ
What is the value of the Rocket Companies and Mr. Cooper merger deal?
How many mortgages will the combined Rocket-Mr. Cooper company service?
What are the expected synergies from the RKT-Mr. Cooper merger?
When is the Rocket (RKT) and Mr. Cooper merger expected to close?
What will be the ownership structure of RKT after the Mr. Cooper merger?
