All-cash deal sees CrossCountry swoop in to purchase REIT
The latest shake‑up in US housing finance saw CrossCountry Mortgage move to acquire MSR‑focused REIT Two Harbors Investment Corp. in an all‑cash deal that would take TWO private and unwind its previously announced tie‑up with United Wholesale Mortgage.
Under the definitive agreement, CrossCountry would purchase all outstanding Two Harbors common shares for US$10.80 in cash.
Holders of Two Harbors’ three preferred share classes would be redeemed at US$25 per share plus any unpaid dividends after closing.
Two Harbors’ board unanimously approved the transaction and recommended shareholders vote in favour.
The deal is expected to close in the second half of 2026, subject to shareholder and regulatory approvals, and is not contingent on financing.
CrossCountry, described by the company as “the nation’s largest distributed retail mortgage lender,” said the combination with Two Harbors’ mortgage servicing rights book and RoundPoint Mortgage Servicing platform would create a fully integrated originations‑to‑servicing franchise.
“We are extremely excited to partner with the entire TWO team on this strategic transaction, combining TWO’s best‑in‑class capital markets team and RoundPoint’s established servicing infrastructure and operational expertise with CCM’s #1 retail origination and servicing platform,” said Ron Leonhardt, founder and CEO of CrossCountry Mortgage.
“This transaction further solidifies CCM’s position as a one‑of‑one player in the mortgage market, with the #1 retail origination platform for the third year in a row and the #6 non‑bank servicing platform with over $370 billion in unpaid principal balance.”
CrossCountry Mortgage, a privately held direct lender, originates more than $51 billion in volume in 2025 and financing roughly one in 35 homes sold nationwide in the fourth quarter.
Two Harbors, founded in 2009, repositions as a “leading MSR‑focused REIT” using a paired MSR and Agency RMBS strategy designed to balance interest‑rate and prepayment risk through the cycle.
The move into CrossCountry’s orbit follows a volatile period for mortgage REITs marked by earnings swings, litigation expenses and shifting rate expectations.
Deal replaces scrapped UWM tie‑up
In a notable reversal, entering the CrossCountry agreement led Two Harbors to terminate its earlier stock‑for‑stock merger with UWM Holdings Corporation, announced in December 2025.
UWM, the publicly traded parent of United Wholesale Mortgage, operates one of the largest residential mortgage lending platforms in the US and reported 2025 revenue of about $3.2 billion, up from $2.7 billion a year earlier, alongside $163.4 billion in originations.
CrossCountry agreed to pay UWM a US$25.4 million termination fee on Two Harbors’ behalf, and the special meeting to approve the UWM transaction, previously set for April 7, 2026, was cancelled.
If completed, the merger would remove Two Harbors from public markets and fold one of the sector’s larger conventional MSR platforms into an already prominent retail lender.
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