CrossCountry Mortgage Completes $12.00-a-Share Cash Take-Private of Two Harbors
The distributed retail lender closed its all-cash acquisition of the MSR-focused REIT after raising the price twice and dropping a competing UWM deal.
CrossCountry Mortgage, LLC (CCM) completed its previously announced acquisition of Two Harbors Investment Corp. (TWO), the MSR-focused REIT, on Aug. 25, 2026, paying $12.00 a share in cash.
CrossCountry Merger Corp., a wholly owned subsidiary of CCM, merged with and into TWO, with TWO surviving as a privately held subsidiary. TWO common stock will no longer be listed on the New York Stock Exchange. Each share of TWO common stock issued and outstanding immediately prior to the effective time was canceled and converted into the right to receive $12.00 in cash. Preferred Series A, B and C shares remained issued and outstanding after the effective time.
Stockholders of record at the close of business on Aug. 24, 2026, were also entitled to a stub-period dividend of $0.20326 a share, paid with the merger consideration and not reducing it. Time-based restricted stock units, performance share units and restricted common shares were vested, canceled and converted into the right to receive the merger consideration, with payment due no later than 15 calendar days after the effective time.
The price was not the one first signed. On March 27, 2026, CCM agreed to buy TWO for $10.80 a share in cash and, in connection with that deal, TWO terminated a December 17, 2025, all-stock merger with UWM Holdings Corporation (UWMC), paying a $25.4 million termination fee. After an unsolicited competing proposal from UWM on April 20, 2026, the parties amended the agreement on April 28 to $11.30 a share. A second amendment on May 8 raised the all-cash consideration to $12.00 a share, a $0.70 increase from $11.30 and a 21% premium to the unaffected share price.
Founder and CEO Ron Leonhardt said at the time of the May amendment that CCM was raising its all-cash offer to $12.00 a share, reflecting one of the highest multiples paid for a mortgage REIT, and that a $3.4 billion financing package was fully committed. TWO President and CEO Bill Greenberg said the CCM transaction delivered a fixed-price, all-cash consideration to every TWO stockholder automatically and without election, with committed financing and no financing contingency.
The original March 27 agreement described the combination of CCM, the nation’s largest distributed retail mortgage lender, with TWO’s mortgage servicing rights portfolio and RoundPoint’s servicing platform as creating a fully integrated mortgage company spanning origination through servicing. CCM is described as the nation’s number one distributed retail mortgage lender, with more than 9,000 employees, over 1,000 branches and servicing across all 50 states, D.C. and Puerto Rico. TWO is a Maryland corporation that invests in mortgage servicing rights, residential mortgage-backed securities and other financial assets, headquartered in St. Louis Park, Minnesota.
Houlihan Lokey Capital, Inc. served as financial advisor and PJT Partners as strategic advisor to TWO; Jones Day served as legal counsel. Citi served as exclusive financial advisor to CCM, with Simpson Thacher & Bartlett LLP as legal counsel.
TWO notified the NYSE of the closing and requested suspension of trading before the opening on the closing date and a Form 25 removal. Upon effectiveness of the Form 25, TWO intends to file a Form 15 to deregister the common stock and suspend reporting obligations under Sections 13 and 15(d) of the Exchange Act.