TWO receives competing acquisition proposals up to $10.75 per share

Two Harbors Investment Corp. (NYSE: TWO) announced that its board committee has determined an unsolicited proposal from CrossCountry Mortgage constitutes a "Company Superior Proposal" under its existing merger agreement with UWM Holdings Corporation (NYSE: UWMC).

CrossCountry Mortgage offered to acquire all outstanding TWO shares for $10.70 per share in cash, plus payment of the $25.4 million termination fee TWO would owe UWMC upon ending their merger agreement. TWO notified UWMC of this determination on March 21, 2026, starting a match right period that expires March 25, 2026.

During this period, UWMC may propose revisions to their merger agreement for TWO's consideration. UWMC has submitted revised terms and discussions are ongoing between the companies.

TWO also received another unsolicited proposal from a third party offering $10.75 per share in cash plus the $25.4 million termination fee. The board committee determined this proposal could reasonably lead to a "Company Superior Proposal" under the UWMC merger agreement.

The UWMC merger agreement remains in effect. TWO stated there is no assurance the process will result in an amended UWMC agreement, termination of the current merger, or a definitive agreement with any other party.

Due to these developments, TWO postponed its Special Meeting of Stockholders to April 7, 2026. The company is a real estate investment trust focused on mortgage servicing rights and residential mortgage-backed securities, headquartered in St. Louis Park, Minnesota.

Houlihan Lokey Capital serves as TWO's financial advisor and Jones Day as outside legal counsel for the transaction process.

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