COOP

Mr Cooper Group and Rocket Companies Merger

The pending merger between Mr Cooper Group and Rocket Companies appears on track to close in the fourth quarter of 2025, with a newly declared special dividend serving as a pivotal milestone in the deal process, according to two sources familiar with the matter.

Mr. Cooper’s board declared a $2-per-share cash dividend after the market close on September 19 — its first dividend since 2000. The record date is September 29, with payment scheduled for October 7. The timing aligns precisely with provisions in the merger agreement, which permit Mr Cooper to issue a dividend prior to the transaction’s effective date.

The two sources familiar with the matter told CTFN the dividend represents a strong signal of imminent closing.

“The dividend serves as a critical pre-closing condition that must be satisfied before the merger can be completed,” the first source said. “This is a clear indication that things have progressed to a point where any significant regulatory hurdles have been cleared.”

The dividend announcement suggests the companies expect to satisfy all closing conditions by early October, the second source added.

Regulatory filings support this view: the New York Department of Financial Services (NYDFS) application was deemed accepted on July 23, as confirmed by that agency. 

Under typical 90-day review timelines, NYDFS’s decision is expected by late October. However, as CTFN previously reported, NYDFS can pause and reset an application when additional information is requested, information is missing, or clarifications are required, making exact timing of a decision on an application unclear. 

Still, declaring and scheduling the dividend now implies confidence that ultimate approval is effectively in hand, both sources concurred.

Merger terms and strategic impact

“This is a great deal,” investor Leon Cooperman of Omega Advisors, who is a significant Mr Cooper shareholder, told CTFN. “This makes the combined company a powerhouse.”

Under the deal, Mr Cooper shareholders will receive 11 shares of Rocket for each Mr Cooper share, plus the $2-per-share cash dividend. They will own about 25% of the combined company. 

The combined entity will form a mortgage-industry dynamo, expected to service more than $2.1tn in loan volume and nearly 10mn clients — approximately one in six US mortgages. Annual run-rate revenue and cost synergies of about $500mn are projected, combining Rocket’s origination capabilities with Mr Cooper’s servicing expertise to create what analysts describe as a comprehensive mortgage ecosystem.

Countdown to close

With shareholder approval secured on September 3, and regulatory-review windows aligning with the October dividend payment, the transaction appears to be progressing as expected. 

Both management teams continue to reaffirm expectations for a fourth-quarter completion. The October 7 dividend payment date as a de facto countdown marker for final completion, the second source said.

Barring last-minute surprises at NYDFS or other regulators, the Mr. Cooper/Rocket merger is positioned to become one of the most significant consolidation events in mortgage-industry history.