TWO and CrossCountry Mortgage Announce Definitive Merger Agreement

Core Viewpoint - Two Harbors Investment Corp. (TWO) has entered into a definitive merger agreement with CrossCountry Mortgage, where CrossCountry will acquire all outstanding shares of TWO common stock for $10.80 per share in cash [1][5]. Merger Agreement Details - The merger agreement with CrossCountry results in the termination of a prior agreement with UWM Holdings Corporation, for which CrossCountry will pay a termination fee of $25.4 million [2]. - The merger aims to create a fully integrated mortgage company, combining CrossCountry's retail mortgage lending capabilities with TWO's mortgage servicing rights and RoundPoint's servicing platform [3]. Financial Implications - TWO stockholders will receive $10.80 in cash for each share of common stock, while holders of preferred stock will have their shares redeemed at $25.00 per share plus any accumulated dividends [5]. - The transaction is expected to close in the second half of 2026, pending stockholder and regulatory approvals [6]. Company Operations Post-Merger - Upon completion, TWO will be delisted from the New York Stock Exchange and will become a wholly owned subsidiary of CrossCountry [7]. - TWO's Board of Directors has unanimously approved the merger and recommends stockholders vote in favor of the transaction [6]. Company Background - TWO is a real estate investment trust focused on mortgage servicing rights and residential mortgage-backed securities, headquartered in St. Louis Park, MN [9]. - CrossCountry Mortgage is recognized as the nation's largest distributed retail mortgage lender, with over 8,000 employees and servicing loans across all 50 states, D.C., and Puerto Rico [10].