Mr Cooper Group Inc (COOP)

[iPrelude]

Hi xoom,

according to http://en.wikipedia.org/wiki/Form_8-K


"......When Form 8-K is required

Form 8-K is used to notify investors of a current event. These types of events include:

Material definitive agreements not made in the ordinary course of business...."


In the case this


Agreement and Plan of Merger
Among
Duff & Phelps Corporation,
Duff & Phelps Acquisitions, LLC,
Dakota Holding Corporation,
Dakota Acquisition I, Inc.
and
Dakota Acquisition II, LLC
Dated as of December 30, 2012



(see http://www.sec.gov/Archives/edgar/data/1397821/000139782112000097/exhibit21mergeragreement.htm )

were connected to WMIH;


"....1.1 The Mergers.

(a)Upon the terms and subject to the conditions set forth in this Agreement, at the DPA Merger Effective Time, Merger Sub II shall be merged with and into DPA in accordance with the provisions of the Delaware Limited Liability Company Act (the “DLLCA”) and the separate existence of Merger Sub II shall thereupon cease. DPA shall be the surviving entity in the DPA Merger (sometimes hereinafter referred to as the “Surviving Entity"). The DPA Merger shall have the effects specified in the DLLCA.

(b)Upon the terms and subject to the conditions set forth in this Agreement, at the Company Merger Effective Time, Merger Sub I shall be merged with and into the Company in accordance with the provisions of the Delaware General Corporations Act (the “DGCLDGCL1.1”) and the separate corporate existence of Merger Sub I shall thereupon cease. The Company shall be the surviving corporation in the Company Merger (sometimes hereinafter referred to as the “Surviving Corporation”). The Company Merger shall have the effects specified in the DGCL.

1.2 Closing. The closing for the Mergers (the “ClosingClosing1.2”) shall take place at the offices of Wachtell, Lipton, Rosen & Katz, 51 West 52nd Street, New York, New York 10019, at 10:00 a.m. (New York local time) on the later of (i) the third (3rd) Business Day following the satisfaction or waiver in accordance with this Agreement of all of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the fulfillment or waiver of all conditions at the Closing) and (ii) the earlier of (A) a date during the Marketing Period to be specified by Parent on no fewer than three (3) Business Days' notice to the Company, and (B) the third (3rd) Business Day following the final day of the Marketing Period (subject, in the case of each of subclauses (A) and (B) of this clause (ii), to the satisfaction or waiver in accordance with this Agreement of all of the conditions set forth in Article VII as of the date determined pursuant to this Section 1.2 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the fulfillment or waiver of all conditions at the Closing)), or (iii) at such other time and date or at such other place as Parent and the Company may mutually agree upon in writing. The date on which the Closing actually occurs is referred to as the “Closing Date.” For purposes of this Agreement, the term “Business Day” shall mean any day ending at 11:59 p.m. (New York local time) other than a Saturday or Sunday or a day on which commercial banks in the City of New York are required or authorized by law or executive order to close.



2



1.3 Effective Times.

(a) At the Closing, DPA and Merger Sub II shall cause a certificate of merger (the “DPA Certificate of Merger”) to be executed, acknowledged and filed with the Secretary of State of the State of Delaware as provided in Section 18-209(c) of the DLLCA. The DPA Merger shall become effective at the time when the DPA Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by the Company Parties and Buyer Parties in writing and specified in the DPA Certificate of Merger (the “DPA Merger Effective Time”).

(b) At the Closing, immediately after the DPA Certificate of Merger has been filed pursuant to Section 1.3(a), the Company and Merger Sub I shall cause a certificate of merger (the “Company Certificate of Merger”) to be executed, acknowledged and filed with the Secretary of State of the State of Delaware as provided in Section 251(c) of the DGCL. The Company Merger shall become effective at the time when the Company Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by the parties in writing and specified in the Company Certificate of Merger (the “Company Merger Effective Time”); provided that the Company Merger Effective Time shall follow the DPA Merger Effective Time.
.............................."



Could this material agreement be not definitive yet (on 12/30/2012 or 12/31/2012)?

So

Could this agreement be connected to WMIH and still we (WMIH) don't get a Form 8-K today?

TIA