Key Highlights

  • Two Harbors shareholders voted to approve a $12 per share merger with CrossCountry.
  • The virtual special meeting recorded 78,826,302 votes, representing roughly 75% of the 105,046,333 shares outstanding.
  • The merger proposal cleared the quorum threshold, allowing the transaction to proceed without adjournment.

Two Harbors Investment Corp. (NYSE: TWO) disclosed that its shareholders have approved a combination with CrossCountry Intermediate Holdco, LLC at a transaction price of $12 per share. The approval emerged from a virtual special meeting convened on July 2, 2026, meeting the company’s requirement for shareholder consent.

Virtual Meeting Participation

The special meeting attracted proxy or live participation for 78,826,302 shares of common stock. This represents approximately 75% of the 105,046,333 shares of common stock recorded on the April 15, 2026 record date, comfortably surpassing the quorum needed under NYSE rules. Virtual attendance was treated as equivalent to in‑person presence for voting purposes.

Merger Consent

Shareholders cast votes in favor of the merger, which will result in Two Harbors becoming a wholly owned subsidiary of CrossCountry. The agreement, first outlined on March 27, 2026, sets the purchase price at $12 per share, consistent with the terms described in the proxy statement mailed to investors around April 20, 2026.

Advisory Compensation Matter

Alongside the merger, an advisory, non‑binding proposal concerning executive compensation linked to the transaction was placed before shareholders. Although advisory, the vote formed part of the broader agenda addressed at the meeting.

Adjournment Motion

A separate motion to adjourn the meeting for additional proxy solicitation appeared on the ballot. After the vote, the board determined that postponement was unnecessary, and the meeting proceeded to a final vote without interruption.

Broker Voting Context

Because the merger and related proposals were classified as non‑routine, brokers holding shares in street name could not cast votes without explicit instructions from beneficial owners. Consequently, there were no broker non‑votes recorded, ensuring that the shareholder decision reflected direct investor intent.

Forward‑Looking Statements

The company reiterated that forward‑looking statements concerning the merger’s timing, regulatory approvals, and other conditions involve inherent risks. Two Harbors noted that actual outcomes could differ from current expectations, emphasizing the uncertainty surrounding the completion of the merger.

FAQs

This article is for informational purposes only and does not constitute financial advice. Please consult a licensed financial adviser before making investment decisions.