TWO Confirms CrossCountry Acquisition Proposal as Superior Proposal
TWO (TWO) announced that the ad hoc committee of its Board of Directors following consultation with its financial advisors and outside legal counsel, has determined in good faith that the previously disclosed unsolicited proposal to acquire all of the outstanding shares of TWO common stock constitutes a "Company Superior Proposal" as defined in TWO's previously announced merger agreement with UWM Holdings Corporation (UWMC). The unsolicited proposal, which was made by CrossCountry Mortgage, provides for the acquisition of all outstanding shares of TWO common stock for $10.70 per share in cash, plus payment by CCM of the $25.4M termination fee that TWO would be required to pay to UWMC upon termination of the UWMC merger agreement. TWO delivered notice of the Committee's determination to UWMC on March 21, commencing a match right period expiring at 11:59 a.m. Eastern Time on March 25. During the Match Right Period, UWMC may propose revisions to the UWMC merger agreement for TWO's consideration. If the CCM proposal continues to constitute a "Company Superior Proposal" after the Match Right Period, TWO would be entitled to terminate the UWMC merger agreement. UWMC has proposed revised terms, and TWO and UWMC are in discussions regarding the revised terms. In addition, following the Committee's determination regarding the CCM proposal, TWO received an unsolicited proposal from an additional third party that the Committee has determined could reasonably be expected to lead to a "Company Superior Proposal" under the UWMC merger agreement. The third party has proposed alternative acquisition transactions, including a cash offer of $10.75 per share, plus payment of the $25.4 million termination fee that TWO would be required to pay to UWMC upon termination of the UWMC merger agreement. The UWMC merger agreement remains in effect, and there can be no assurance that this process will result in TWO entering into an amended agreement with UWMC, terminating the UWMC merger agreement, or entering into a definitive agreement with CCM or any other party. In light of these developments, TWO has postponed its Special Meeting of Stockholders to April 7, 2026.
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UWMC's Acquisition of Two Harbors Terminated
- Acquisition Termination: UWMC announced the termination of its acquisition agreement with Two Harbors Investment after the latter signed a new merger agreement with CrossCountry Mortgage, indicating that Two Harbors' management decisions do not reflect the best interests of their shareholders.
- Management Controversy: UWMC highlighted that the same management team at Two Harbors, which had to settle a $375 million lawsuit last summer, is making controversial decisions again, suggesting that their choices may be driven more by ego than sound judgment.
- Strategic Intent: UWMC's original strategy was to acquire Two Harbors' servicing book rather than its operations, asserting that there are no operational efficiencies to gain since its own operations are already best in class.
- Competitive Bidding: Two Harbors opted for CrossCountry Mortgage's superior offer of $10.80 per share over UWMC's $10.70 proposal, reflecting the intense competition in the market and the emphasis on maximizing shareholder value.
US Stocks Plunge as Oil Prices Surge Amid Iran Conflict
- Market Decline: The S&P 500 index fell by 1.67%, marking a 7-month low, while the Nasdaq 100 and Dow Jones Industrial Average dropped by 1.93% and 1.73%, respectively, indicating heightened concerns over economic slowdown.
- Oil Price Surge: WTI crude oil prices surged over 5% due to fears surrounding the Iran conflict, which not only exacerbates inflation expectations but may also compel the Federal Reserve to tighten monetary policy, impacting overall economic growth.
- Consumer Sentiment Drop: The University of Michigan's consumer sentiment index was revised down to 53.3 from 55.5, below the expected 54.0, reflecting a pessimistic outlook among consumers regarding future economic conditions, potentially suppressing consumer spending.
- Escalating US-China Trade Tensions: China launched investigations into US trade practices targeting restrictions on Chinese goods, which could further disrupt global supply chains and increase market uncertainty.
UWM HOLDINGS CORP: TWO HARBORS MANAGEMENT AND BOARD'S DECISIONS FAIL TO SERVE SHAREHOLDER INTERESTS
Management Actions: The management and board of Two Harbors Investment Corp. have taken actions that do not align with the best interests of their shareholders.
Shareholder Concerns: There are significant concerns regarding the decisions made by the management and board, indicating a potential disconnect from shareholder priorities.
UWMC Addresses Two Harbors Acquisition Agreement
Response to Two Harbors Acquisition: UWM has issued a statement regarding the acquisition of Two Harbors Investment Corp, addressing the implications and their stance on the deal.
Market Reactions: The announcement has led to varied reactions in the market, with analysts weighing in on the potential impact of the acquisition on both companies involved.
Strategic Considerations: UWM outlines its strategic considerations in light of the acquisition, emphasizing its commitment to maintaining competitive advantages in the industry.
Future Outlook: The company discusses its future outlook post-acquisition, indicating plans for growth and adaptation in response to the changing market landscape.
US Stocks Decline as Oil Prices Surge Amid Iran Conflict
- Market Sentiment Declines: The S&P 500 and Nasdaq 100 fell by 0.79% and 1.12%, respectively, reaching 6.75-month lows, reflecting investor concerns about the global economic outlook amid escalating tensions in Iran.
- Rising Inflation Expectations: The University of Michigan's consumer sentiment index was revised down to 53.3 from 55.5, below expectations, while 1-year inflation expectations increased to 3.8%, indicating market fears of rising prices that could prompt the Fed to tighten monetary policy.
- Surging Energy Prices: Crude oil prices rose over 3% due to disruptions in global oil supply caused by the Iran conflict, with the IEA warning that the war could cut global oil supply by 8 million barrels per day, exacerbating inflationary pressures.
- US-China Trade Tensions: China launched investigations into US trade practices in retaliation for similar probes by the Trump administration, potentially impacting global supply chains and increasing market uncertainty, further undermining investor confidence.
Global Markets Decline Amid Iran War Risks
- Market Decline: The S&P 500 index fell by 0.74% and the Nasdaq 100 dropped by 0.94%, reflecting investor concerns over the prolonged Iran war, which may impact future investment decisions and market stability.
- Surging Energy Prices: The International Energy Agency warns that the ongoing conflict could disrupt global oil supply by 8 million barrels per day, potentially pushing crude prices above the 2008 record high of nearly $150 per barrel, thereby exacerbating inflationary pressures.
- Rising Bond Yields: The 10-year U.S. Treasury yield reached an 8.25-month high of 4.48%, indicating heightened expectations for future interest rate hikes, which could compel the Federal Reserve to adopt a tighter monetary policy to combat persistent inflation.
- Escalating U.S.-China Trade Tensions: China has launched investigations into U.S. trade practices, targeting restrictions on Chinese goods, which may further escalate trade frictions and disrupt global supply chain stability.
UWMC's Acquisition of Two Harbors Terminated
- Acquisition Termination: UWMC announced the termination of its acquisition agreement with Two Harbors Investment after the latter signed a new merger agreement with CrossCountry Mortgage, indicating that Two Harbors' management decisions do not reflect the best interests of their shareholders.
- Management Controversy: UWMC highlighted that the same management team at Two Harbors, which had to settle a $375 million lawsuit last summer, is making controversial decisions again, suggesting that their choices may be driven more by ego than sound judgment.
- Strategic Intent: UWMC's original strategy was to acquire Two Harbors' servicing book rather than its operations, asserting that there are no operational efficiencies to gain since its own operations are already best in class.
- Competitive Bidding: Two Harbors opted for CrossCountry Mortgage's superior offer of $10.80 per share over UWMC's $10.70 proposal, reflecting the intense competition in the market and the emphasis on maximizing shareholder value.
US Stocks Plunge as Oil Prices Surge Amid Iran Conflict
- Market Decline: The S&P 500 index fell by 1.67%, marking a 7-month low, while the Nasdaq 100 and Dow Jones Industrial Average dropped by 1.93% and 1.73%, respectively, indicating heightened concerns over economic slowdown.
- Oil Price Surge: WTI crude oil prices surged over 5% due to fears surrounding the Iran conflict, which not only exacerbates inflation expectations but may also compel the Federal Reserve to tighten monetary policy, impacting overall economic growth.
- Consumer Sentiment Drop: The University of Michigan's consumer sentiment index was revised down to 53.3 from 55.5, below the expected 54.0, reflecting a pessimistic outlook among consumers regarding future economic conditions, potentially suppressing consumer spending.
- Escalating US-China Trade Tensions: China launched investigations into US trade practices targeting restrictions on Chinese goods, which could further disrupt global supply chains and increase market uncertainty.
UWM HOLDINGS CORP: TWO HARBORS MANAGEMENT AND BOARD'S DECISIONS FAIL TO SERVE SHAREHOLDER INTERESTS
Management Actions: The management and board of Two Harbors Investment Corp. have taken actions that do not align with the best interests of their shareholders.
Shareholder Concerns: There are significant concerns regarding the decisions made by the management and board, indicating a potential disconnect from shareholder priorities.
UWMC Addresses Two Harbors Acquisition Agreement
Response to Two Harbors Acquisition: UWM has issued a statement regarding the acquisition of Two Harbors Investment Corp, addressing the implications and their stance on the deal.
Market Reactions: The announcement has led to varied reactions in the market, with analysts weighing in on the potential impact of the acquisition on both companies involved.
Strategic Considerations: UWM outlines its strategic considerations in light of the acquisition, emphasizing its commitment to maintaining competitive advantages in the industry.
Future Outlook: The company discusses its future outlook post-acquisition, indicating plans for growth and adaptation in response to the changing market landscape.
US Stocks Decline as Oil Prices Surge Amid Iran Conflict
- Market Sentiment Declines: The S&P 500 and Nasdaq 100 fell by 0.79% and 1.12%, respectively, reaching 6.75-month lows, reflecting investor concerns about the global economic outlook amid escalating tensions in Iran.
- Rising Inflation Expectations: The University of Michigan's consumer sentiment index was revised down to 53.3 from 55.5, below expectations, while 1-year inflation expectations increased to 3.8%, indicating market fears of rising prices that could prompt the Fed to tighten monetary policy.
- Surging Energy Prices: Crude oil prices rose over 3% due to disruptions in global oil supply caused by the Iran conflict, with the IEA warning that the war could cut global oil supply by 8 million barrels per day, exacerbating inflationary pressures.
- US-China Trade Tensions: China launched investigations into US trade practices in retaliation for similar probes by the Trump administration, potentially impacting global supply chains and increasing market uncertainty, further undermining investor confidence.
Global Markets Decline Amid Iran War Risks
- Market Decline: The S&P 500 index fell by 0.74% and the Nasdaq 100 dropped by 0.94%, reflecting investor concerns over the prolonged Iran war, which may impact future investment decisions and market stability.
- Surging Energy Prices: The International Energy Agency warns that the ongoing conflict could disrupt global oil supply by 8 million barrels per day, potentially pushing crude prices above the 2008 record high of nearly $150 per barrel, thereby exacerbating inflationary pressures.
- Rising Bond Yields: The 10-year U.S. Treasury yield reached an 8.25-month high of 4.48%, indicating heightened expectations for future interest rate hikes, which could compel the Federal Reserve to adopt a tighter monetary policy to combat persistent inflation.
- Escalating U.S.-China Trade Tensions: China has launched investigations into U.S. trade practices, targeting restrictions on Chinese goods, which may further escalate trade frictions and disrupt global supply chain stability.
