Mr Cooper Group Inc (COOP)

[ItsMyOption]

From Q&A 18 & 19

http://www.kccllc.net/documents/8817600/8817600190415000000000001.pdf

18. Other than as reported in its Quarterly Summary Reports and/or filings with the U.S. Securities and Exchange Commission, is the Trust holding any assets that are “Off-Book”, “Safe Harbor Assets” (e.g., “Washington Mutual Capital Trust 2001”, “Posit”, or “Retained Earnings) or other assets? There are no material assets of the Trust2 other than those that have previously been disclosed and no assets are “hidden” or “unreported”. The Trust submits unaudited financial statements to the Bankruptcy Court under penalty of perjury. Likewise, such financial statements (and other information) are filed with the U.S. Securities and Exchange Commission under Forms 8-K and 10-K and under applicable laws and regulations, the Trust is obligated to ensure that such filings do not either omit material information or include materially false or misleading information. Management of the Trust is aware that certain individuals who have an interest in the operations of the Trust (e.g., legacy shareholders who do not yet hold and may never hold an LTI) have suggested that the Trust is hiding assets or is entitled to value from the Washington Mutual Bank receivership. Such suggestions are inaccurate: the Trust’s financial statements disclose all of the Trust’s material assets. Additional information regarding the Trust’s assets as of the Effective Date can be found in the Global Settlement Agreement and Confirmation Order. We also refer you to the 2018 Form 10-K and 12/31/18 QSR. Matters relevant to “Washington Mutual Capital Trust 2001” (the “PIERs Trust”), the entity that issued the so-called PIERs securities, were litigated extensively in connection with the confirmation proceedings related to the Plan that was ultimately approved by the Bankruptcy Court. Since the Effective Date, claimants whose claims against the estate relate to such securities have received distributions from the estate in accordance with the terms of the Plan (assuming that such claimant submitted required documentation and releases in order to be eligible for any such distribution). Apart from such distributions, including distributions in the future (if any), the PIERs Trust does not represent a source of value for future distributions, if any.

19. What is the status of the PIERs Trust? Is the PIERs Trust a subsidiary of WMILT or Mr. Cooper Group Inc. (f/k/a WMIH Corp.)? WMILT is aware of questions regarding the status of the PIERs Trust, including whether the PIERs Trust is currently a subsidiary of WMILT or Mr. Cooper Group Inc. A 2 Please see the text below regarding the so-called LIBOR litigations. 16 Certificate of Cancelation covering the PIERs Trust was filed with the Delaware Secretary of State’s office in April 2012. As result, it no longer exists as a legal entity. To the best of our knowledge, the PIERs Trust was never a subsidiary of either WMILT or Mr. Cooper Group, Inc. (including any predecessors thereto). We believe that information contained on one or more Bloomberg internet posts suggesting that the PIERs Trust is a subsidiary of Mr. Cooper Group Inc. is erroneous. A discussion of the PIERs structure can be found in the Disclosure Statement for the Plan.

My Note: No more assets of the LT-Trust but IMO A&M has been managing the safe harbor, off-book assets now sitting in Delaware trust waiting for distribution after the final CIC takes place. They will get distribution through DST and not per the section 23.1 75-25%