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Two Harbors Investment Corp., an internally managed mortgage REIT focused on MSR and Agency RMBS, reported much improved results for the six months ended June 30, 2026, with net income of $94,529 thousand versus a loss of $338,096 thousand a year earlier. Net income attributable to common stockholders was $68,856 thousand, or $0.65 per basic share, compared with a loss of $364,521 thousand, or $3.51 per share. At June 30, 2026, total assets were $8,831,469 thousand and stockholders’ equity was $1,744,885 thousand.
The company has agreed to an all‑cash acquisition by CrossCountry Intermediate Holdco, LLC (CCM). Under the amended merger agreement, each common share will be converted at closing into $12.00 in cash; common stockholders approved the transaction on July 2, 2026, and closing is expected on August 3, 2026, subject to remaining conditions. The board declared a $0.12196 stub‑period dividend for the third quarter, payable only if the CCM merger is consummated. The existing preferred stock series will remain outstanding at closing and are expected to be redeemed for $25.00 per share plus accumulated and unpaid dividends after the effective time.
Two Harbors Investment Corp. reported results for the quarter ended June 30, 2026 and provided an update on its pending merger with CrossCountry Mortgage, LLC (CCM). Under the definitive merger agreement, as amended, CCM will acquire all outstanding Two Harbors common shares for $12.00 per share; holders of Series A, B and C preferred stock are expected to have their shares redeemed after closing at $25.00 per share plus accumulated and unpaid dividends. Common stockholders approved the merger on July 2, 2026, and closing is expected on August 3, 2026, subject to remaining conditions; a third‑quarter 2026 “stub period” dividend of $0.12196 per common share is subject to consummation of the merger.
For the quarter, net income attributable to common stockholders was $49.4 million, or $0.47 per basic share, with comprehensive income attributable to common stockholders of $47.9 million, or $0.45 per share, representing a 17.0% annualized return on average common equity. Earnings Available for Distribution were $29.6 million, or $0.28 per basic common share, with a 10.5% annualized return on average common equity. The company declared a second‑quarter common dividend of $0.34 per share and reported quarter‑end book value of $10.68 per common share, producing a 4.3% economic return on book value. As of June 30, 2026, the investment portfolio totaled $7.5 billion plus $3.8 billion of net long TBAs, and the debt‑to‑equity ratio was 3.8:1.0 (economic debt‑to‑equity 6.0:1.0).
Two Harbors Investment Corp. stockholders approved its planned merger with CrossCountry Mortgage, under which Two Harbors will become a wholly owned subsidiary of CrossCountry Intermediate Holdco. The CCM Merger Proposal passed with 54,297,767 votes for, 23,570,833 against and 957,703 abstentions.
Each share of Two Harbors common stock will be converted into the right to receive $12.00 in cash per share, plus a pro-rated stub dividend for the partial quarter before closing. Holders of Series A, B and C preferred stock will have their shares redeemed for $25.00 per share plus accrued and unpaid dividends after closing. As of the April 15, 2026 record date, 105,046,333 common shares were outstanding, and about 75% were represented at the special meeting.
The transaction has already received early termination of the Hart-Scott-Rodino waiting period and 48 of 53 required state approvals, and is expected to close in August 2026, subject to remaining regulatory approvals and customary closing conditions.
Two Harbors Investment Corp. is moving forward with its proposed acquisition by CrossCountry Intermediate Holdco, LLC. The company adjourned its virtual special stockholder meeting to July 2, 2026 to solicit more proxies in favor of the deal.
The CCM transaction offers stockholders $12.00 per share in cash plus a pro-rated stub dividend, which the company says equals a 21% premium to its unaffected share price on December 16, 2025 and a 119% premium to fully diluted tangible book value as of March 31, 2026. The board unanimously recommends voting “FOR” the transaction.
The deal is described as fully financed with no financing contingency, with 47 of 53 required regulatory approvals already obtained and closing targeted for August 2026, subject to remaining approvals and stockholder consent.
UWM Holdings Corporation urged Two Harbors Investment Corp. stockholders to vote against the proposed CrossCountry Mortgage (CCM) merger at the June 23 special meeting and reaffirmed UWMC’s competing proposal that offers an option of $12.50 per TWO share in cash or 2.3328 UWMC shares per TWO share.
UWMC said its offer provides higher value and choice versus CCM’s $12.00 per-share agreement, criticized the TWO Board’s adjournments and process, and encouraged stockholders to submit UWMC’s blue proxy card to preserve the opportunity for engagement and a superior transaction.
UWM Holdings Corporation issued a public response on June 15, 2026 disputing Two Harbors Investment Corp.’s characterization of recent talks and urging TWO stockholders to vote AGAINST the proposed CrossCountry Mortgage (CCM) merger on UWM’s BLUE proxy card.
UWM says the TWO board imposed a five-day limit on negotiations, refused updated financials, excluded certain UWMC negotiators, and rejected any stock component — while UWM offered alternatives including optional stock consideration or cash at $12.50 per share. UWM requests stockholders vote against the CCM merger, the non-binding compensation proposal, and the adjournment proposal at the June 23 vote.
Two Harbors Investment Corp. postponed its special meeting of stockholders related to its proposed transaction with CrossCountry Intermediate Holdco, LLC, an affiliate of CrossCountry Mortgage, LLC. The meeting, originally scheduled earlier, will now be held virtually on June 23, 2026 at 10:00 a.m. Eastern Time via TWO’s special meeting website.
There is no change to the meeting’s virtual location, the record date, the purpose of the meeting, or any of the proposals to be voted on. Only the meeting date has shifted.
Two Harbors Investment Corp. has adjourned its virtual special meeting of stockholders to June 11, 2026 to allow more time to solicit support for its pending sale to CrossCountry Intermediate Holdco, LLC (“CCM”).
Under the signed merger agreement, CCM will acquire all outstanding TWO common shares in an all-cash transaction for $12.00 per share, plus a pro-rated stub dividend for the quarter in which the deal closes. Holders of TWO preferred stock are expected to have their shares redeemed at $25.00 per share, plus accumulated and unpaid dividends.
The company states the CCM deal is fully financed with no financing contingency and notes that early termination of the HSR waiting period has been received and 41 of 53 required state and agency regulatory approvals are in place. The board unanimously recommends voting “FOR” the CCM transaction and contrasts it with UWM Holdings Corporation’s latest proposal, which would default non-electing stockholders into UWMC stock valued at approximately $7.23 per TWO share based on the May 27, 2026 closing price. The release emphasizes that a vote against the CCM transaction does not secure UWMC’s headline price and urges stockholders to review the definitive proxy statement for full details.
CrossCountry Intermediate Holdco, LLC reaffirmed a $12.00 per share best and final offer to acquire Two Harbors Investment Corp. (TWO) pursuant to the parties' merger agreement. The communication states the offer includes the pro-rated stub dividend and that TWO stockholders will vote at a special meeting scheduled for June 11, 2026.
The proxy-related release notes the definitive proxy statement was mailed on April 20, 2026 and reiterates customary closing conditions and regulatory approvals described in the merger agreement.