UWMC criticizes Two Harbors board over merger calculation methods

UWM Holdings Corporation (NYSE: UWMC) issued a statement criticizing Two Harbors Investment Corp. (NYSE: TWO) for its announcement regarding the proposed merger with CrossCountry Mortgage, LLC.

UWMC accused Two Harbors of using misleading calculations to make the CrossCountry merger appear more valuable than UWMC's May 11 proposal to acquire Two Harbors for $12.50 per share in cash or 2.3328 shares of UWMC stock. According to UWMC, Two Harbors added its normal $0.34 second quarter dividend to the value of the CrossCountry transaction without acknowledging that the same dividend would be payable under UWMC's proposal.

UWMC stated that Two Harbors' board has refused to engage with UWMC regarding its acquisition proposal and continues to support the CrossCountry merger. The company urged Two Harbors stockholders to vote against the CrossCountry transaction and related proposals at the upcoming special meeting.

The company filed a definitive proxy statement with the SEC on May 14 to solicit proxies against the proposed CrossCountry merger. UWMC is encouraging stockholders to use its blue proxy card to vote against the merger proposal, the non-binding compensation advisory proposal, and the adjournment proposal.

Two Harbors stockholders who previously voted for the CrossCountry merger can revoke their proxy by submitting a later-dated blue proxy card, voting via internet or telephone, providing written notice to Two Harbors' Corporate Secretary, or attending the special meeting and voting online.

UWM Holdings Corporation is the publicly traded parent of United Wholesale Mortgage, which the company describes as the nation's largest home mortgage lender through the wholesale channel.

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