UWM Holdings challenges Two Harbors board over CrossCountry Mortgage delay

UWM Holdings Corporation issued a public statement on 28 May criticising the board of Two Harbors Investment Corp for delaying a shareholder vote regarding a proposed transaction with CrossCountry Mortgage (CCM). The US-listed company argued that its own proposal, valued at $12.50 per share in cash or 2.3328 UWMC shares, was superior to CCM’s best and final offer of $12.00 per share plus a pro-rated stub dividend.

The statement, released via the UWM Holdings investor relations page, accused the Two Harbors board and its advisors of running a flawed process. UWM claimed the board was prioritising management interests over those of shareholders and wasting capital on advisory fees. The company further alleged that the board was using adjournments as a tactic to delay the outcome of the transaction.

UWM Holdings specifically targeted Chairman Kasnet, criticising the decision to adjourn a meeting despite visible shareholder opposition. The company described this action as disenfranchising shareholders and preventing them from securing the best possible value for their holdings. UWM urged Two Harbors shareholders to vote against the CCM transaction and pressure the board to engage in good-faith negotiations.

According to the release, UWM’s proposal meets the board’s previously stated criteria for a deal, being both all-cash and fully financed. The company invited immediate talks to finalise an agreement that it argued would benefit Two Harbors’ shareholders more effectively than the alternative. UWM Holdings is the indirect parent company of United Wholesale Mortgage, the largest wholesale mortgage lender in the United States.

The ultimate outcome of the shareholder vote remains uncertain, with the potential for a revised deal between Two Harbors and either CCM or UWM Holdings still in play. The specific financial impact of the delay on Two Harbors’ valuation or shareholder returns was not detailed in the source material.