Two Harbors Investment Adjourns Special Meeting on Sale to CrossCountry
Written by Emily J. Thompson, Senior Investment Analyst
Updated: 51 minutes ago
0mins
Should l Buy TWO?
Source: seekingalpha
- Meeting Postponement: Two Harbors Investment has adjourned its special meeting to May 28 to allow more time for soliciting shareholder votes in favor of the sale to CrossCountry, indicating a cautious approach in advancing the transaction.
- Shareholder Voting Dynamics: The postponement responds to shareholder and proxy voting needs, particularly after ISS recommended shareholders vote against the deal last week, highlighting the company's efforts to secure broader support for a successful transaction.
- Rejection of Competing Proposal: Two Harbors unanimously rejected UWM Holdings' revised proposal last week, citing that it did not address the 'core deficiencies and material risks' of previous proposals, reflecting the company's strong emphasis on transaction safety.
- Slight Stock Increase: Following the announcement, Two Harbors' shares rose by 0.8%, indicating a cautiously optimistic market sentiment regarding the company's future transaction prospects, despite the challenges posed by shareholder voting.
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Analyst Views on TWO
Wall Street analysts forecast TWO stock price to fall
5 Analyst Rating
1 Buy
4 Hold
0 Sell
Hold
Current: 12.430
Low
10.00
Averages
10.88
High
12.50
Current: 12.430
Low
10.00
Averages
10.88
High
12.50
About TWO
Two Harbors Investment Corp. is a real estate investment trust (REIT) that invests in mortgage servicing rights (MSR), residential mortgage-backed securities and other financial assets. The Company, through its operational platform, RoundPoint Mortgage Servicing LLC, is a servicer of conventional loans. The Company, through its subsidiary, TH MSR Holdings LLC, holds the requisite approvals from Fannie Mae and Freddie Mac to own and manage MSR. Its Agency residential mortgage-backed securities portfolio is comprised of fixed rate mortgage-backed securities backed by single-family and multi-family mortgage loans. Its other assets may include financial and mortgage-related assets other than its target assets, including non-Agency securities (securities that are not issued or guaranteed by Ginnie Mae, Fannie Mae or Freddie Mac), other Agency securities and certain non-hedging transactions that may produce non-qualifying income for purposes of REIT gross income tests.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
Two Harbors Investment Adjourns Special Meeting on Sale to CrossCountry
- Meeting Postponement: Two Harbors Investment has adjourned its special meeting to May 28 to allow more time for soliciting shareholder votes in favor of the sale to CrossCountry, indicating a cautious approach in advancing the transaction.
- Shareholder Voting Dynamics: The postponement responds to shareholder and proxy voting needs, particularly after ISS recommended shareholders vote against the deal last week, highlighting the company's efforts to secure broader support for a successful transaction.
- Rejection of Competing Proposal: Two Harbors unanimously rejected UWM Holdings' revised proposal last week, citing that it did not address the 'core deficiencies and material risks' of previous proposals, reflecting the company's strong emphasis on transaction safety.
- Slight Stock Increase: Following the announcement, Two Harbors' shares rose by 0.8%, indicating a cautiously optimistic market sentiment regarding the company's future transaction prospects, despite the challenges posed by shareholder voting.
See More
TWO Board Unanimously Recommends Stockholders Vote for CCM Transaction
- Special Meeting Rescheduled: TWO's Special Meeting of Stockholders will reconvene on May 28, 2026, to provide additional time for stockholders to vote on the acquisition by CrossCountry Intermediate Holdco, reflecting the company's commitment to shareholder engagement.
- Board's Unanimous Recommendation: The TWO Board continues to unanimously recommend that stockholders vote in favor of the CCM transaction, emphasizing the importance of each vote to ensure the transaction's success and maximize shareholder value.
- Litigation Update: In a recent hearing, the U.S. District Court for Maryland ruled in favor of TWO, dismissing the plaintiff's request to delay the stockholder vote, indicating the company's strong legal position and facilitating the transaction's progress.
- Transaction Details Disclosed: Under the terms of the CCM acquisition agreement, TWO shareholders will receive $12.00 in cash per share, along with additional dividends, highlighting the direct economic benefits of the transaction for shareholders.
See More
UWMC Urges Shareholders to Reject CCM Merger Proposal
- Superior Proposal Value: UWMC's offer of $12.50 per share or 2.3328 shares of UWMC stock for Two Harbors shareholders significantly exceeds the $12.00 offered in the CCM proposal, ensuring shareholder choice and potential upside in the merger.
- Strong Financing Support: UWMC has secured an unsecured bridge facility from Mizuho, eliminating financing conditions and market volatility impacts, which enhances financial stability and liquidity, thereby boosting shareholder confidence in its proposal.
- Regulatory Approval Advantage: With strong relationships with national regulators, UWMC anticipates completing the transaction within approximately two months of signing an agreement, demonstrating high efficiency and reliability in the merger process, further enhancing shareholder value expectations.
- Unanimous Proxy Advisor Recommendation: All three independent proxy advisors recommend shareholders vote against the CCM transaction, asserting that the TWO Board has failed to conduct a value-maximizing process, emphasizing that engagement with UWMC is the best path to achieve optimal shareholder interests.
See More
Two Harbors Shareholder Files Suit Over Proxy Statement
- Shareholder Lawsuit: Two Harbors shareholder George Assad has filed a lawsuit alleging that the company issued an incomplete and misleading proxy statement regarding its merger with CrossCountry Mortgage, seeking to delay the special stockholder meeting set for May 19, 2026, until a corrective disclosure is made.
- Merger Agreement Controversy: The lawsuit claims that Two Harbors' management abandoned an earlier merger agreement with UWM Holdings because UWMC did not plan to retain TWO's management, highlighting potential conflicts of interest between management and shareholders.
- Court Requests: The shareholder is asking the court to prevent Two Harbors from completing the merger with CrossCountry and to invalidate votes already cast, requiring a redo of the vote to ensure shareholders can make informed decisions.
- Market Reaction: Following the lawsuit announcement, Two Harbors' stock slipped 0.8% to $12.50 in premarket trading, matching UWMC's latest proposal price, indicating market concerns regarding the merger's prospects.
See More
Alibaba Reports Weak Earnings Growth Amid AI Spending
- Alibaba Earnings Report: Alibaba's fiscal fourth-quarter results revealed a mere 3% revenue growth, while on a like-for-like basis, excluding disposed businesses, it would have shown an 11% year-over-year increase; however, profitability sharply declined due to increased AI-related spending, compressing adjusted EBITA and net income, indicating significant pressure on earnings in a rapidly evolving market.
- Nebius Revenue Surge: Nebius reported a staggering 684% year-over-year revenue increase to $399 million for the quarter ending March 31, driven by soaring artificial intelligence expenditures, although it posted an adjusted net loss of $100.3 million, its GAAP earnings per share of $2.82 reflect strong market demand and growth potential.
- Two Harbors Rejects Acquisition: Two Harbors Investment's board unanimously rejected UWM Holdings' revised acquisition proposal, citing unresolved “core deficiencies and material risks” from previous proposals, leading to a 2.1% decline in its stock price during premarket trading, showcasing the company's cautious stance on acquisitions.
- Pfizer Drug Approval: Pfizer announced that its hemophilia therapy Hympavzi received marketing authorization from the European Commission to expand its label for use in adolescents, now indicated in all 27 EU member states as well as Iceland, Liechtenstein, and Norway for hemophilia A or B patients aged 12 and older, despite a 0.50% drop in premarket trading, this approval could open new market opportunities for the company.
See More
Two Harbors Rejects UWM's Revised Proposal Amid Concerns
- Proposal Rejection: Two Harbors Investment's (TWO) board unanimously rejected UWM Holdings' (UWMC) revised proposal, citing unresolved 'core deficiencies and material risks,' indicating a strong distrust of UWMC's intentions.
- Stock Price Reaction: Following the rejection of the proposal, TWO's stock fell 2.1% in premarket trading, while UWMC's stock remained relatively unchanged, reflecting the market's negative sentiment towards the board's decision.
- Cash Election Option: UWMC emphasized offering TWO shareholders a cash option of $12.50 per share with no cap, although TWO's board questioned UWMC's ability to close a transaction within 60 days, raising doubts about UWMC's commitments.
- Proxy Voting Controversy: TWO's board expressed strong dissatisfaction with Institutional Shareholder Services (ISS) for failing to recommend shareholders support the UWMC proposal, asserting that ISS's conclusion was incorrect and reiterating that the CCM transaction remains 'the most compelling, certain, and actionable path forward.'
See More
Two Harbors Investment Adjourns Special Meeting on Sale to CrossCountry
- Meeting Postponement: Two Harbors Investment has adjourned its special meeting to May 28 to allow more time for soliciting shareholder votes in favor of the sale to CrossCountry, indicating a cautious approach in advancing the transaction.
- Shareholder Voting Dynamics: The postponement responds to shareholder and proxy voting needs, particularly after ISS recommended shareholders vote against the deal last week, highlighting the company's efforts to secure broader support for a successful transaction.
- Rejection of Competing Proposal: Two Harbors unanimously rejected UWM Holdings' revised proposal last week, citing that it did not address the 'core deficiencies and material risks' of previous proposals, reflecting the company's strong emphasis on transaction safety.
- Slight Stock Increase: Following the announcement, Two Harbors' shares rose by 0.8%, indicating a cautiously optimistic market sentiment regarding the company's future transaction prospects, despite the challenges posed by shareholder voting.
See More
TWO Board Unanimously Recommends Stockholders Vote for CCM Transaction
- Special Meeting Rescheduled: TWO's Special Meeting of Stockholders will reconvene on May 28, 2026, to provide additional time for stockholders to vote on the acquisition by CrossCountry Intermediate Holdco, reflecting the company's commitment to shareholder engagement.
- Board's Unanimous Recommendation: The TWO Board continues to unanimously recommend that stockholders vote in favor of the CCM transaction, emphasizing the importance of each vote to ensure the transaction's success and maximize shareholder value.
- Litigation Update: In a recent hearing, the U.S. District Court for Maryland ruled in favor of TWO, dismissing the plaintiff's request to delay the stockholder vote, indicating the company's strong legal position and facilitating the transaction's progress.
- Transaction Details Disclosed: Under the terms of the CCM acquisition agreement, TWO shareholders will receive $12.00 in cash per share, along with additional dividends, highlighting the direct economic benefits of the transaction for shareholders.
See More
UWMC Urges Shareholders to Reject CCM Merger Proposal
- Superior Proposal Value: UWMC's offer of $12.50 per share or 2.3328 shares of UWMC stock for Two Harbors shareholders significantly exceeds the $12.00 offered in the CCM proposal, ensuring shareholder choice and potential upside in the merger.
- Strong Financing Support: UWMC has secured an unsecured bridge facility from Mizuho, eliminating financing conditions and market volatility impacts, which enhances financial stability and liquidity, thereby boosting shareholder confidence in its proposal.
- Regulatory Approval Advantage: With strong relationships with national regulators, UWMC anticipates completing the transaction within approximately two months of signing an agreement, demonstrating high efficiency and reliability in the merger process, further enhancing shareholder value expectations.
- Unanimous Proxy Advisor Recommendation: All three independent proxy advisors recommend shareholders vote against the CCM transaction, asserting that the TWO Board has failed to conduct a value-maximizing process, emphasizing that engagement with UWMC is the best path to achieve optimal shareholder interests.
See More
Two Harbors Shareholder Files Suit Over Proxy Statement
- Shareholder Lawsuit: Two Harbors shareholder George Assad has filed a lawsuit alleging that the company issued an incomplete and misleading proxy statement regarding its merger with CrossCountry Mortgage, seeking to delay the special stockholder meeting set for May 19, 2026, until a corrective disclosure is made.
- Merger Agreement Controversy: The lawsuit claims that Two Harbors' management abandoned an earlier merger agreement with UWM Holdings because UWMC did not plan to retain TWO's management, highlighting potential conflicts of interest between management and shareholders.
- Court Requests: The shareholder is asking the court to prevent Two Harbors from completing the merger with CrossCountry and to invalidate votes already cast, requiring a redo of the vote to ensure shareholders can make informed decisions.
- Market Reaction: Following the lawsuit announcement, Two Harbors' stock slipped 0.8% to $12.50 in premarket trading, matching UWMC's latest proposal price, indicating market concerns regarding the merger's prospects.
See More
Alibaba Reports Weak Earnings Growth Amid AI Spending
- Alibaba Earnings Report: Alibaba's fiscal fourth-quarter results revealed a mere 3% revenue growth, while on a like-for-like basis, excluding disposed businesses, it would have shown an 11% year-over-year increase; however, profitability sharply declined due to increased AI-related spending, compressing adjusted EBITA and net income, indicating significant pressure on earnings in a rapidly evolving market.
- Nebius Revenue Surge: Nebius reported a staggering 684% year-over-year revenue increase to $399 million for the quarter ending March 31, driven by soaring artificial intelligence expenditures, although it posted an adjusted net loss of $100.3 million, its GAAP earnings per share of $2.82 reflect strong market demand and growth potential.
- Two Harbors Rejects Acquisition: Two Harbors Investment's board unanimously rejected UWM Holdings' revised acquisition proposal, citing unresolved “core deficiencies and material risks” from previous proposals, leading to a 2.1% decline in its stock price during premarket trading, showcasing the company's cautious stance on acquisitions.
- Pfizer Drug Approval: Pfizer announced that its hemophilia therapy Hympavzi received marketing authorization from the European Commission to expand its label for use in adolescents, now indicated in all 27 EU member states as well as Iceland, Liechtenstein, and Norway for hemophilia A or B patients aged 12 and older, despite a 0.50% drop in premarket trading, this approval could open new market opportunities for the company.
See More
Two Harbors Rejects UWM's Revised Proposal Amid Concerns
- Proposal Rejection: Two Harbors Investment's (TWO) board unanimously rejected UWM Holdings' (UWMC) revised proposal, citing unresolved 'core deficiencies and material risks,' indicating a strong distrust of UWMC's intentions.
- Stock Price Reaction: Following the rejection of the proposal, TWO's stock fell 2.1% in premarket trading, while UWMC's stock remained relatively unchanged, reflecting the market's negative sentiment towards the board's decision.
- Cash Election Option: UWMC emphasized offering TWO shareholders a cash option of $12.50 per share with no cap, although TWO's board questioned UWMC's ability to close a transaction within 60 days, raising doubts about UWMC's commitments.
- Proxy Voting Controversy: TWO's board expressed strong dissatisfaction with Institutional Shareholder Services (ISS) for failing to recommend shareholders support the UWMC proposal, asserting that ISS's conclusion was incorrect and reiterating that the CCM transaction remains 'the most compelling, certain, and actionable path forward.'
See More
