Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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1: 10-K Annual Report HTML 3.04M
2: EX-10.17 Material Contract HTML 48K
3: EX-10.18 Material Contract HTML 48K
4: EX-10.26 Material Contract HTML 46K
5: EX-10.27 Material Contract HTML 47K
6: EX-10.36 Material Contract HTML 89K
7: EX-10.41 Material Contract HTML 86K
8: EX-21.1 Subsidiaries List HTML 36K
9: EX-23.1 Consent of Experts or Counsel HTML 37K
10: EX-31.1 Certification -- §302 - SOA'02 HTML 44K
11: EX-31.2 Certification -- §302 - SOA'02 HTML 44K
12: EX-32.1 Certification -- §906 - SOA'02 HTML 38K
13: EX-32.2 Certification -- §906 - SOA'02 HTML 38K
20: R1 Document and Entity Information HTML 70K
21: R2 Consolidated Balance Sheets HTML 135K
22: R3 Consolidated Balance Sheets (Parenthetical) HTML 69K
23: R4 Consolidated Statements of Operations HTML 133K
24: R5 Consolidated Statements of Shareholders' Equity HTML 93K
25: R6 Consolidated Statements of Cash Flows HTML 221K
26: R7 Consolidated Statements of Cash Flows - HTML 48K
Supplemental Information
27: R8 Nature of Business and Basis of Presentation HTML 78K
28: R9 Significant Accounting Policies HTML 125K
29: R10 Acquisitions HTML 97K
30: R11 Advances and Other Receivables, Net HTML 81K
31: R12 Mortgage Servicing Rights and Related Liabilities HTML 255K
32: R13 Reverse Mortgage Interests, Net HTML 120K
33: R14 Mortgage Loans Held for Sale and Investment HTML 123K
34: R15 Property and Equipment, Net Property and HTML 65K
Equipment, Net
35: R16 Other Assets HTML 120K
36: R17 Derivative Financial Instruments HTML 146K
37: R18 Indebtedness HTML 336K
38: R19 Payables and Accrued Liabilities HTML 77K
39: R20 Securitizations and Financings HTML 125K
40: R21 Share-Based Compensation and Equity HTML 66K
41: R22 Earnings Per Share HTML 83K
42: R23 Fair Value Measurements HTML 369K
43: R24 Income Taxes HTML 223K
44: R25 Employee Benefits HTML 41K
45: R26 Capital Requirements HTML 42K
46: R27 Commitments and Contingencies HTML 87K
47: R28 Business Segment Reporting HTML 320K
48: R29 Guarantor Financial Statement Information HTML 1.43M
49: R30 Transactions with Affiliates HTML 49K
50: R31 Quarterly Financial Data (Unaudited) Quarterly HTML 148K
Financial Data (Unaudited)
51: R32 Subsequent Events HTML 41K
52: R33 Significant Accounting Policies (Policies) HTML 234K
53: R34 Acquisitions (Tables) HTML 82K
54: R35 Advances and Other Receivables, Net (Tables) HTML 75K
55: R36 Mortgage Servicing Rights and Related Liabilities HTML 242K
(Tables)
56: R37 Reverse Mortgage Interests, Net (Tables) HTML 104K
57: R38 Mortgage Loans Held for Sale and Investment HTML 113K
(Tables)
58: R39 Property and Equipment, Net (Tables) HTML 60K
59: R40 Other Assets (Tables) HTML 120K
60: R41 Derivative Financial Instruments (Tables) HTML 144K
61: R42 Indebtedness (Tables) HTML 329K
62: R43 Payables and Accrued Liabilities (Tables) HTML 71K
63: R44 Securitizations and Financings (Tables) HTML 122K
64: R45 Share-Based Compensation and Equity (Tables) HTML 57K
65: R46 Earnings Per Share (Tables) HTML 82K
66: R47 Fair Value Measurements (Tables) HTML 349K
67: R48 Income Taxes (Tables) HTML 212K
68: R49 Commitments and Contingencies (Tables) HTML 51K
69: R50 Business Segment Reporting (Tables) HTML 320K
70: R51 Guarantor Financial Statement Information (Tables) HTML 1.43M
71: R52 Quarterly Financial Data (Unaudited) (Tables) HTML 148K
72: R53 Nature of Business and Basis of Presentation HTML 56K
(Details)
73: R54 Significant Accounting Policies - Narrative HTML 39K
(Details)
74: R55 Acquisitions - Narrative (Details) HTML 120K
75: R56 Acquisitions - Aggregate Purchase Price (Details) HTML 51K
76: R57 Acquisitions - Assets Acquired and Liabilities HTML 115K
Assumed (Details)
77: R58 Acquisitions - Pro Forma Information (Details) HTML 40K
78: R59 Advances and Other Receivables, Net - Schedule of HTML 52K
Accounts Receivable (Details)
79: R60 Mortgage Servicing Rights and Related Liabilities HTML 66K
- MSRs and Related Liabilities (Details)
80: R61 Advances and Other Receivables, Net - Narrative HTML 51K
(Details)
81: R62 Mortgage Servicing Rights and Related Liabilities HTML 60K
- MSR's at Fair Value (Details)
82: R63 Advances and Other Receivables, Net - Advances and HTML 48K
Other Receivable Reserves (Details)
83: R64 Mortgage Servicing Rights and Related Liabilities HTML 79K
- Narrative (Details)
84: R65 Advances and Other Receivables, Net - Purchase HTML 45K
Discount (Details)
85: R66 Mortgage Servicing Rights and Related Liabilities HTML 55K
- UPB and Related Liabilities (Details)
86: R67 Mortgage Servicing Rights and Related Liabilities HTML 94K
- Fair Value Assumptions (Details)
87: R68 Mortgage Servicing Rights and Related Liabilities HTML 68K
- Fair Value Sensitivity Analysis (Details)
88: R69 Mortgage Servicing Rights and Related Liabilities HTML 66K
- Servicing Fees (Details)
89: R70 Reverse Mortgage Interests, Net - Reverse Mortgage HTML 55K
Interests, Net (Details)
90: R71 Reverse Mortgage Interests, Net - Narrative HTML 84K
(Details)
91: R72 Reverse Mortgage Interests, Net - Unsecurtized HTML 53K
Interests (Details)
92: R73 Reverse Mortgage Interests, Net - Reverse Mortgage HTML 46K
Interests Roll Forward (Details)
93: R74 Reverse Mortgage Interests, Net - Purchase HTML 83K
Discount Rollforward (Details)
94: R75 Mortgage Loans Held for Sale and Investment - HTML 53K
Loans Held For Sale (Details)
95: R76 Mortgage Loans Held for Sale and Investment - HTML 59K
Narrative (Details)
96: R77 Mortgage Loans Held for Sale and Investment - HTML 59K
Reconciliation to Cash Flow (Details)
97: R78 Mortgage Loans Held for Sale and Investment - HTML 58K
Mortgage Loans Held for Investment (Details)
98: R79 Mortgage Loans Held for Sale and Investment - HTML 51K
Accretable Yield (Details)
99: R80 Property and Equipment, Net - Schedule of PPE HTML 76K
(Details)
100: R81 Property and Equipment, Net - Additional HTML 49K
Information (Details)
101: R82 Other Assets - (Details) HTML 55K
102: R83 Other Assets - Changes in the carrying amount of HTML 48K
Goodwill (Details)
103: R84 Other Assets - Narrative (Details) HTML 58K
104: R85 Other Assets - Schedule of Intangible Assets HTML 77K
(Details)
105: R86 Other Assets - Future Amortization (Details) HTML 52K
106: R87 Derivative Financial Instruments - Narrative HTML 38K
(Details)
107: R88 Derivative Financial Instruments - Outstanding HTML 102K
Balances (Details)
108: R89 Indebtedness - Notes Payable (Details) HTML 207K
109: R90 Indebtedness - Unsecured Senior Notes (Details) HTML 88K
110: R91 Indebtedness - Narrative (Details) HTML 112K
111: R92 Indebtedness - Schedule of Notes Maturity HTML 64K
(Details)
112: R93 Indebtedness - Non-Recourse Debt (Details) HTML 87K
113: R94 Payables and Accrued Liabilities - (Details) HTML 55K
114: R95 Payables and Accrued Liabilities - Repurchase HTML 47K
Reserves (Details)
115: R96 Securitizations and Financings - Assets and HTML 121K
Liabilities of Consolidated VIEs (Details)
116: R97 Securitizations and Financings - Securitization HTML 46K
Trusts (Details)
117: R98 Share-Based Compensation and Equity - Additional HTML 71K
Information (Details)
118: R99 Share-Based Compensation and Equity - Restricted HTML 69K
Stock Rollforward (Details)
119: R100 Earnings Per Share (Details) HTML 94K
120: R101 Fair Value Measurements - Measured on a Recurring HTML 165K
Basis (Details)
121: R102 Income Taxes - Income Tax Expense (Details) HTML 75K
122: R103 Fair Value Measurements - Reconciliation of Level HTML 120K
3 (Details)
123: R104 Income Taxes - Additional Information (Details) HTML 55K
124: R105 Fair Value Measurements - Fair Value by Balance HTML 208K
Sheet Line Item (Details)
125: R106 Income Taxes - Income Taxes at federal statutory HTML 127K
rate (Details)
126: R107 Income Taxes - Carryforward and Temporary HTML 97K
Differences (Details)
127: R108 Income Taxes - Unrecognized Tax Benefits HTML 55K
Rollforward (Details)
128: R109 Employee Benefits (Details) HTML 48K
129: R110 Capital Requirements (Details) HTML 38K
130: R111 Commitments and Contingencies - Narrative HTML 59K
(Details)
131: R112 Commitments and Contingencies - Lease Commitments HTML 78K
(Details)
132: R113 Business Segment Reporting - Financial Information HTML 227K
(Details)
133: R114 Guarantor Financial Statement Information - HTML 50K
Narrative (Details)
134: R115 Guarantor Financial Statement Information - HTML 238K
Consolidating Balance Sheets (Details)
135: R116 Guarantor Financial Statement Information - HTML 265K
Consolidating Statements of Operations (Details)
136: R117 Guarantor Financial Statement Information - HTML 688K
Consolidating Statements of Cash Flow (Details)
137: R118 Transactions with Affiliates - Narrative (Details) HTML 66K
138: R119 Quarterly Financial Data (Unaudited) (Details) HTML 108K
139: R120 Subsequent Events (Details) HTML 53K
141: XML IDEA XML File -- Filing Summary XML 255K
140: EXCEL IDEA Workbook of Financial Reports XLSX 238K
14: EX-101.INS XBRL Instance -- nsm-20181231 XML 12.87M
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142: ZIP XBRL Zipped Folder -- 0000933136-19-000030-xbrl Zip 721K
This AMENDMENT NUMBER FOURTEEN (this “Amendment”) is made as of this 24th
day of October, 2018, by and between Barclays Bank PLC (“Purchaser” and “Agent”) and Nationstar Mortgage LLC (“Seller”), to that certain Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 (as amended by that certain (i) Amendment and Waiver, dated as of February 17, 2012, (ii) Amendment Number One to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of February 29, 2012, (iii) Amendment Number Two to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of August 28, 2012, (iv) Amendment Number Three to the Mortgage Loan Participation Purchase and Sale Agreement, dated
as of December 24, 2012, (v) Amendment Number Four to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of July 18, 2013, (vi) Amendment Number Five to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of July 24, 2013, (vii) Amendment Number Six to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of September 20, 2013, (viii) Amendment Number Seven to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of August 21, 2014, (ix) Amendment Number Eight to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of October 20, 2014, (x) Amendment Number Nine to the Mortgage Loan Participation
and Sale Agreement, dated as of October 19, 2015, (xi) Amendment Number Ten to the Mortgage Loan Participation and Sale Agreement, dated as of October 17, 2016, (xii) Amendment Number Eleven to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of October 31, 2016, (xiii) Amendment Number Twelve to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of October 30, 2017, and (xiv) Amendment Number Thirteen Mortgage to the Loan Participation Purchase and Sale Agreement, dated as of March 22, 2018, each by and between Purchaser and Seller, and as further amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”),
by and between Purchaser and Seller.
WHEREAS, Purchaser, Agent and Seller have agreed to amend the Purchase Agreement as more particularly set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and for the mutual covenants herein contained, the parties hereto hereby agree as follows:
SECTION 1.Amendment. Effective as of the Effective Date, the Purchase Agreement is hereby amended as follows:
(a) Section 1 of the Purchase Agreement is hereby amended
by deleting the defined term “Maturity Date” in its entirety and replacing it with the following:
SECTION 2.Fees and Expenses. Seller agrees to pay to Purchaser all fees and out of pocket expenses incurred by Purchaser and Agent in connection with this Amendment, including all reasonable fees and out of pocket costs and expenses of the legal counsel to Purchaser and Agent incurred in connection with this Amendment, in accordance with Section 21 of the Purchase Agreement.
SECTION 3.Defined Terms. Any terms capitalized but not otherwise defined herein should have
the respective meanings set forth in the Purchase Agreement.
SECTION 4.Conditions to Effectiveness of this Amendment. This Amendment shall become effective on the day (the “Effective Date”) when Seller shall have paid or delivered, as applicable, to Purchaser all of the following fees, expenses, documents and instruments, each of which shall be in form and substance acceptable to Purchaser:
(a) all accrued and unpaid fees and expenses owed to Purchaser in accordance with the Facility Documents, in each case, in immediately available funds, and without deduction, set-off or counterclaim;
(b) a copy of this Amendment duly executed by each of the parties hereto;
(c) a copy of (i) the Amendment Number
Seven to the Second Amended and Restated Master Repurchase Agreement, dated as of the date hereof and (ii) the Amendment Number Ten to the Loan and Security Agreement, dated as of the date hereof, in each case duly executed by each of the parties thereto;
(d) the payment of the Extension Fee (as defined in the Fee Letter dated as of the date hereof); and
(e) any other documents reasonably requested by Purchaser on or prior to the date hereof.
SECTION 5.Limited Effect. Except as amended hereby, the Purchase Agreement shall continue in full force and effect in accordance with its terms. Reference to this Amendment need not be made in the Purchase Agreement or any other instrument or document executed in connection therewith, or in any certificate, letter or communication issued or made pursuant
to, or with respect to, the Purchase Agreement, any reference in any of such items to the Purchase Agreement being sufficient to refer to the Purchase Agreement as amended hereby.
SECTION 6.Representations. In order to induce Purchaser and Agent to execute and deliver this Amendment, Seller hereby represents to Purchaser and Agent that as of the date hereof, (i) Seller is in full compliance with all of the terms and conditions of the Program Documents and remains bound by the terms thereof, (ii) no default or event of default has occurred and is continuing
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under the Program Documents, and (iii) no Servicing Termination Event has
occurred and is continuing under the Purchase Agreement.
SECTION 7.Governing Law. This Amendment and the rights and obligations of the parties hereunder shall be construed in accordance with and governed by the laws of the State of New York, without regard to principles of conflict of laws (other than Sections 5-1401 and 5‑1402 of the New York General Obligations Law which shall be applicable).
SECTION 8.Counterparts. For the purpose of facilitating the execution of this Amendment, and for other purposes, this Amendment may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument. The parties intend that faxed signatures and electronically imaged signatures such
as .pdf files shall constitute original signatures and are binding on all parties. The original documents shall be promptly delivered, if requested.
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IN WITNESS WHEREOF, Purchaser, Agent and Seller have caused their names to be duly signed to this Amendment by their respective officers thereunto duly authorized, all as of the date first above written.