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Two Harbors investors approve sale to CrossCountry Mortgage

Created at 2 Jul · 5:50 PM1 source↑ Market-relevant
IN SHORT

Shareholders of Two Harbors Investment Corp. have approved the company's sale to CrossCountry Mortgage (CCM) for $12 per share, concluding a months-long bidding contest with United Wholesale Mortgage (UWM). The deal is expected to close in August 2026.

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Key Numbers

$12 per sharesale price for Two Harbors shareholders
$25 per shareredemption price for preferred stockholders
$158.89 billionTwo Harbors' owned servicing portfolio (Q1)
$202 billionCCM's servicing book
$229.5 billionUWM's servicing book
$12.50 per shareUWM's competing cash offer
2.3328 sharesUWM's stock option offer per share
$2.26UWM's share price on Thursday
$5.27implied value of UWM's stock option offer
December 2025initial sale agreement with UWM
August 2026expected closing date for CCM deal

Who's Involved

Two Harbors Investment Corp.
Mortgage REIT whose sale to CCM was approved by shareholders
CrossCountry Mortgage (CCM)
Affiliate acquiring Two Harbors Investment Corp.
United Wholesale Mortgage (UWM)
Rival bidder for Two Harbors Investment Corp.
RoundPoint Mortgage Servicing
Two Harbors' servicing and operational platform
Jeff Ishbia
Founder of United Wholesale Mortgage
Mat Ishbia
CEO of United Wholesale Mortgage
Two Harbors investors approve sale to CrossCountry Mortgage

↳ Why This Matters

The shareholder approval marks the end of a competitive bidding process for Two Harbors Investment Corp., solidifying its acquisition by CrossCountry Mortgage and providing a definitive cash exit for its investors, while concluding a significant M&A battle in the mortgage servicing sector.

Key facts

  • Two Harbors Investment Corp. shareholders approved the sale to CrossCountry Mortgage (CCM).
  • The sale price is $12 per share in cash, plus a pro-rated stub dividend.
  • Preferred stockholders will receive $25 per share plus accumulated dividends.
  • United Wholesale Mortgage (UWM) was a rival bidder.
  • The deal is expected to close in August 2026, pending regulatory approvals.

Shareholders of Two Harbors Investment Corp. have approved the company's sale to an affiliate of CrossCountry Mortgage (CCM) for $12 per share, concluding a protracted bidding war with United Wholesale Mortgage (UWM).

The virtual shareholder meeting, initially scheduled for May 19, was delayed four times as the parties sought to secure shareholder support. Two Harbors, a mortgage REIT focused on MSRs and operating the RoundPoint Mortgage Servicing platform, had a $158.89 billion owned servicing portfolio as of the first quarter. CCM's servicing book stood at $202 billion, while UWM's was $229.5 billion.

A CCM spokesperson stated the partnership would combine Two Harbors' capital markets team, RoundPoint's servicing expertise, and CCM's retail origination business. Holders of Two Harbors' Series A, B, and C preferred stock will have their shares redeemed at $25 per share, plus accumulated dividends.

Two Harbors' board unanimously recommended the CCM deal, citing the certainty of an all-cash offer and significant regulatory progress, with 48 of 53 required approvals obtained. The transaction is expected to close in August 2026, subject to remaining regulatory and agency approvals.

UWM had presented a competing offer of $12.50 per share in cash or a stock option of 2.3328 shares of UWMC. However, based on UWM's stock price of $2.26 on Thursday, the stock option implied a value of approximately $5.27 per Two Harbors share. A UWM spokesperson commented that their offers were superior but the board's conduct was inappropriate.

The dispute began in December 2025 when Two Harbors initially agreed to sell to UWM in an all-stock deal valued at approximately $11.94 per share. Two Harbors later terminated that agreement due to UWM's declining share price, leading CCM to emerge with a higher all-cash offer.

Frequently asked questions

Shareholders approved the sale to CrossCountry Mortgage for $12 per share in cash, plus a pro-rated stub dividend.

Holders of Series A, Series B, and Series C preferred stock will have their shares redeemed at $25 per share, plus any accumulated and unpaid dividends.

UWM offered $12.50 per share in cash or, at the shareholder's option, 2.3328 shares of UWMC stock. The stock option implied a value of about $5.27 per share based on UWM's stock price.

The transaction is expected to close in August 2026, pending the satisfaction of remaining conditions, including regulatory approvals.

What Happens Next

01The deal remains subject to the receipt of remaining state regulatory and agency approvals.
02The transaction is expected to close in August 2026.

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Cadence

How It Developed

Two Harbors agreed to sell to UWM in an all-stock deal in December 2025.
Two Harbors walked away from the UWM deal as UWM's share price declined.
CCM emerged with an all-cash offer of $10.80 per share.
UWM raised its cash-and-stock proposals between April and May.
Two Harbors' board reaffirmed support for CCM's bid, citing regulatory certainty and an all-cash structure.
Shareholders approved the sale to CCM at $12 per share.
Preferred stockholders will have their shares redeemed at $25 per share plus accumulated dividends.
The deal remains subject to remaining regulatory and agency approvals.

Sources

T1
Two Harbors investors approve sale to CCM at $12 per shareHousingWire

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