Mr Cooper Group Inc (COOP)

[WithCatz]

elephant -- personally, the 'we believe' is standard in SEC filings. It's nothing unusual to me.

It states the current beliefs of the BoD, and it is very clear that IRS regulations are not cut/dry in their application.

Not until a M&A is done, or as in this case, a consideration to sell the RONs -- do things become more 'exact'.

The method for getting an 'exact' ruling from the IRS is a PLR (Private Letter Ruling).

However, in order to get one, one must effectively have a very specific activity planned. Document it, present it to the IRS, and wait for them to give a specific ruling on it.

Certainly, 2 years ago, this was impossible for the BoD to do - as there was nothing 'specific' to ask for a PLR ruling on.

Therefore, 'we believe' (standard SEC language) is most appropriate.

I would, again personally, not be surprised that they will be pursuing a PLR for any M&A activity -- and potentially pursuing a PLR to get clairity on the selling of RONs.

A PLR is 'binding' on the IRS as long as the transaction conforms, exactly, to what was asked for in the PLR.

It reads to me like they went down the road of selling the RONs, and somebody noticed that there was a 'chance' that the IRS would use that sale to invalidate the NOLs.

And, again personally, am glad that 'concern' was recognized.

...Catz