Two Harbors delays shareholder vote on CrossCountry merger for the fourth time

UWM slams the move, says it raises ‘real questions’

Two Harbors delays shareholder vote on CrossCountry merger for the fourth time

UWM slams the move, says it raises ‘real questions’
Two Harbors delays shareholder vote on CrossCountry merger for the fourth time.

In what is becoming a near-weekly occurrence, Two Harbors Investment Corp. (TWO) adjourned a special stockholder meeting Tuesday to “provide additional time to solicit additional proxies” in favor of an acquisition proposal by CrossCountry Mortgage (CCM).

It marks the fourth time since May 19 that Two Harbors has either adjourned or postponed the meeting to vote on the CCM offer, which would provide shareholders with $12 in cash for every one share of TWO stock they own, plus a prorated stub dividend.

The delays have occurred against a backdrop of public barbs traded by Two Harbors and United Wholesale Mortgage (UWM), which has offered $12.50 per share or a default consideration of 2.3328 shares of its parent company’s common stock for the right to acquire TWO and its wholly owned operating entity, RoundPoint Mortgage Servicing.

A UWM spokesperson blasted the continued delays in an email to Scotsman Guide.

“It should come as no surprise that Two Harbors has failed to receive stockholder support to move forward with the inferior CCM transaction,” the spokesperson wrote Tuesday. “At some point, repeated adjournments stop being procedural and start raising real questions.”

Two Harbors has criticized UWM’s offer, particularly its reliance on company stock instead of cash as the default for TWO shareholders who do not submit an election. UWM Holdings Corp., the parent of the Michigan-based lender, has seen its stock price fall precipitously in recent months, partially due to the ongoing uncertainty surrounding the Two Harbors bidding war.

TWO has also claimed the UWM proposal “carries financing, closing, business and credibility risks,” calling the unsolicited bid “illusory, predatory and unactionable.”

UWM has labeled TWO’s business a “melting ice cube,” saying it’s only interested in acquiring RoundPoint’s book of mortgage servicing rights, which were valued at roughly $176 billion in December 2025, when a since-terminated all-stock deal between UWM and TWO was inked.

Tensions between the two companies boiled over in recently disclosed email correspondence between their chief executives.

In one email, UWM CEO Mat Ishbia bashed TWO CEO Bill Greenberg for suggesting that UWM lacked sufficient liquidity to fund an all-cash deal. Calling it “obviously just play for the media,” Ishbia declared that “if needed I personally could fund the whole deal myself.”

Greenberg shot back in a subsequent email, reiterating his company’s demands for an all-cash offer.

“We have never seen a transaction structured where the default stock consideration at signing is worth less than 50% of the cash consideration,” Greenberg wrote. “Your advisors could not provide a single example either. That is the basis for our position, and it has nothing to do with your continued personal attacks.”

The TWO shareholder meeting has been scheduled to be reconvened on July 2 at 10 a.m. EDT.

CrossCountry Mortgage — which declared its $12 per share bid to be its “best and final offer” on May 28 — declined to comment Tuesday on the continued delays of the merger vote.

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