UWMC raises bid for Two Harbors to $12 per share in cash
UWM Holdings Corporation (NYSE: UWMC) delivered a revised acquisition proposal to Two Harbors Investment Corp. (NYSE: TWO) offering $12 per share in cash, representing a $0.70 premium over CrossCountry Mortgage's competing $11.30 per share offer.
The proposal allows Two Harbors stockholders to elect either $12 cash per share or 2.3328 shares of UWMC common stock with no cap or proration requirements. UWMC said the offer is supported by a committed $1.3 billion unsecured bridge facility from Mizuho Bank.
UWMC previously submitted a proposal on April 20 offering $11.30 per share in cash or the stock alternative. Two Harbors' board subsequently negotiated with CrossCountry Mortgage to match the cash component at $11.30 per share while increasing deal protections, including raising the termination fee from $25.4 million to $50 million.
In an open letter to Two Harbors stockholders, UWMC criticized the board's handling of the competing offers and urged shareholders to pressure directors to negotiate in good faith. UWMC stated it believes the board's actions constitute breach of fiduciary duty and said it is considering litigation options.
Two Harbors stockholders are scheduled to vote on the CrossCountry Mortgage transaction at a special meeting on May 19. UWMC's financing commitment includes no ratings trigger, borrowing-base test, or market contingency, according to the company.
The mortgage lender said its most recent quarterly results, which will be disclosed next week, exceeded expectations and tracked projections shared with Two Harbors' board in connection with a December 2025 agreement.
