UWMC Issues Strong Response to Two Harbors Board Over Acquisition Proposal Rejection
UWMC Issues Strong Response to Two Harbors Board Over Acquisition Proposal Rejection
UWMC Asserts Its \$12.00 Per Share Offer is Superior and Questions Two Harbors Board’s Decision-Making
PONTIAC, Mich. & NEW YORK (May 4, 2026) — UWM Holdings Corporation (NYSE: UWMC), the nation’s largest wholesale mortgage lender, has publicly challenged the Board of Two Harbors Investment Corp. (NYSE: TWO) after the latter rejected UWMC’s fully financed \$12.00 per share acquisition proposal in favor of an \$11.30 per share transaction with CrossCountry Mortgage, LLC.
Key Points for Investors
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UWMC’s \$12.00 Cash Offer: UWMC emphasized that its offer is not only higher than the \$11.30 per share offered by CrossCountry, but also includes a stock option, presenting shareholders with a “significantly higher value”.
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Board’s Rejection Raises Questions: UWMC criticized the Two Harbors Board’s decision, arguing that the Board’s math “doesn’t reflect the underlying reality” and that its rejection is based on “illogical arguments” that prevent shareholders from accessing superior value.
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Financing Certainty: UWMC states its financing is backed by a committed, unsecured \$1.3 billion bridge facility from Mizuho Bank, Ltd. This facility has no ratings trigger, no borrowing-base test, and no market contingency. To further address Board concerns, Mizuho has agreed to remove the customary due diligence condition.
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Concerns Regarding CrossCountry’s Financing: In contrast, UWMC alleges that “CrossCountry’s financing still contains scant details”, and the Two Harbors Board has not provided transparency on this point, which could be critical for shareholders evaluating transaction certainty.
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History of Engagement: UWMC highlights that the Two Harbors Board had previously recommended a transaction with UWMC just months ago, touting the ability to achieve necessary approvals, further undermining the Board’s current stated concerns.
What Shareholders Need to Know
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Price Sensitivity: The outcome of this public dispute and shareholders’ response could have a direct impact on TWO’s share price. If shareholders demand the Board reconsider, and a deal at \$12.00 per share proceeds, this could result in a significant premium to the current offer.
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Shareholder Action Urged: UWMC is urging Two Harbors shareholders to demand that the Board “engage fairly and openly” and to carefully consider how to vote on the CrossCountry transaction. This call to action could catalyze activism and potentially sway the outcome of the merger process.
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UWMC Assessing Options: UWMC is currently “assessing its options to make sure TWO stockholders are able to obtain the value they deserve”, signaling the potential for further escalation, alternative approaches, or even a proxy fight.
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Regulatory and Transaction Uncertainties: The press release includes a detailed forward-looking statement warning: the completion of any transaction is subject to risks including regulatory approval, shareholder approval, market conditions, and other uncertainties that could influence deal closure and ultimate value realization.
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Required Reading for Shareholders: All investors and security holders are urged to read any proxy statements, tender or exchange offer documents, and related materials once filed with the SEC, as these will contain important information regarding the proposed transaction and shareholder options.
About UWM Holdings Corporation
UWM Holdings Corporation, headquartered in Pontiac, Michigan, is the parent of United Wholesale Mortgage, LLC. UWM is the largest wholesale mortgage lender in the U.S. for 11 consecutive years and the largest purchase lender nationwide, emphasizing technology innovation, operational efficiency, and exclusive focus on the wholesale channel.
Potential Share Price Impacts
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Share Value Premium: The \$12.00 per share offer from UWMC represents a premium to the current \$11.30 offer from CrossCountry, which may create upward pressure on TWO’s share price if shareholders rally behind UWMC’s proposal.
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Increased Uncertainty and Volatility: The public dispute, uncertainty regarding financing of the alternative offer, and potential for shareholder activism could increase volatility in TWO’s share price in the coming weeks.
Next Steps
Investors should closely monitor further disclosures from both UWMC and Two Harbors, as well as any SEC filings related to proxy statements, tender offers, and related materials, for updates on the status of the proposed transactions and potential impacts on share value.
Contact Information
Disclaimer: This article is a summary and analysis of the public press release issued by UWM Holdings Corporation and is intended for informational purposes only. It does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor does it constitute investment advice. Investors should conduct their own due diligence and review all relevant filings with the Securities and Exchange Commission before making any investment decisions. No assurance can be given that any proposed transaction will be completed as described, or at all. The article contains forward-looking statements subject to risks and uncertainties. The author assumes no responsibility to update or revise this article based on subsequent events or developments.
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