Mr Cooper Group Inc (COOP)

[JusticeWillWin]

Important: JPM acquired "substantially all assets" of WMB

...written all over in all FDIC/JPM/court documents and news articles

But hey, what does "substantially all" mean?

Have a look at: "HOW MUCH IS "SUBSTANTIALLY ALL?""
http://www.woodllp.com/Publications/Articles/ma/129901.htm

[...]
Given the importance of this substantially all requirement, just what is "substantially all?" To get an advance ruling from the IRS, it is well known that assets constituting 90% of the value of the target's net assets (and 70% of the value of the target's gross assets) will qualify as substantially all. This determination is generally made on the date of the transfer.
[...]

And this page https://www.lawinsider.com/dictionary/all-or-substantially-all says:

All or Substantially All means any conveyance, transfer, lease or sale of property or assets representing more than 75% of the Company's total assets or revenues, determined on a consolidated basis as of the date of the last audit after giving pro forma effect to the conveyance, transfer, lease or sale.

From the FDIC Inception Balance Sheet we know that because of the -$40.2 billion asset related equity adjustments JPM acquired only $258.x billion of assets and not $299.x billion, also from the FDIC page



And 258 / 299 = ~86%

...which is absolutely enough to say "JPMC acquired substantially all assets of WMB"

IMO another hint the FDIC could have retained assets via the $40.2 billion asset related equity adjustments (which contain the $13.x billion WMB bonds and the complete remaining equity)

Then it would be correct to say JPM acquired substantially all for book value. They got $258.x billion liabilities, and also got $258.x billion assets, which is "a like amount of assets" (the FDIC often states this in books). Both of course for "book value". The P&AA would be correct.

And the $1.883 billion JPM paid would really be only a "premium" for the $258.x billion package (258.x billion liabilites + 258.x billion assets = $0)

Would explain everything. I think JPM only got these ~86% from above (which qualifies to say "substantially all"), and not 100%!!!

IMO the FDIC has retained assets!