Two Harbors Investment Corp.’s Series A fixed-to-floating preferred stock — commonly shown by brokers and data vendors as TWO-PA, TWO.PRA, or TWO PRA — is drawing unusual attention on December 17, 2025 after a major corporate action: UWM Holdings Corporation (NYSE: UWMC) and Two Harbors Investment Corp. (NYSE: TWO) announced a definitive agreement for UWM to acquire Two Harbors in an all-stock transaction valued at about $1.3 billion. [1]
For preferred holders, the headline detail is clear and highly material: each share of Two Harbors’ Series A preferred stock will be exchanged for one share of a newly issued UWM “Series A” preferred stock at closing (with similar one-for-one treatment for Two Harbors’ Series B and Series C preferred). [2]
Below is what’s known as of Dec. 17, 2025, how it could affect TWO-PA, and what investors typically watch next.
The breaking news driving TWO-PA: UWM to acquire Two Harbors (all-stock)
Key transaction terms (as announced Dec. 17, 2025)
- Structure: All-stock acquisition of Two Harbors by UWM Holdings. [3]
- Equity value: Approximately $1.3 billion. [4]
- Common stock exchange ratio: Two Harbors common shareholders are set to receive a fixed 2.3328 shares of UWMC Class A common for each share of TWO common stock (with cash in lieu of fractional shares). [5]
- Implied value and premium: The companies cited $11.94 per TWO share based on UWMC’s Dec. 16, 2025 close, and a 21% premium to Two Harbors’ 30‑day VWAP ending Dec. 16. [6]
- Timing (forecast): The companies said the deal is expected to close in Q2 2026, subject to Two Harbors stockholder approval and regulatory approvals (and other customary conditions). [7]
Why UWM says it’s buying Two Harbors
UWM and Two Harbors positioned the deal as a scale-and-servicing play centered on mortgage servicing rights (MSRs). Company materials highlight that Two Harbors brings a $176B UPB MSR portfolio, and the combined company would service roughly $400B of loans, with an expectation of about $150M in annual cost and revenue synergies. [8]
Housing industry coverage echoed the same themes: scale in servicing, recurring revenue, and synergies, with multiple outlets noting the “nearly doubling” of UWM’s servicing footprint. [9]
The most important TWO-PA detail: what happens to the preferred shares
One-for-one exchange into newly issued UWM preferred
According to Two Harbors’ SEC filing dated Dec. 17, 2025, at deal close:
- Two Harbors Series A preferred (TWO PRA / TWO-PA) → exchanged 1-for-1 into newly issued UWM Series A preferred
- (And likewise for Two Harbors Series B and C into corresponding UWM Series B and C preferred) [10]
This matters because TWO-PA is not being cashed out in the announced structure; instead, it’s expected to continue as a preferred security, but issued by UWM after closing.
Practical implications for TWO-PA investors (what changes vs. what may not)
What’s known today:
- The deal terms explicitly describe an exchange into a new UWM preferred series on a one-for-one basis. [11]
What investors still need to confirm in the forthcoming proxy/prospectus package:
- Exact dividend terms of the new UWM Series A preferred (whether they mirror the economic terms of the existing TWO Series A preferred or are replicated through “corresponding” series mechanics).
- Listing/ticker mechanics after close (how TWO-PA transitions on brokers and exchanges).
- Treatment of accrued dividends around the closing date and record dates (standard, but it’s always document-driven).
The SEC filing itself urges investors to read the registration statement/proxy statement/prospectus when available, because it will contain important details about the transaction. [12]
TWO-PA fundamentals: dividend rate, floating feature, and call date
Even amid M&A headlines, preferred-stock pricing still tends to orbit around cash-flow priority, call features, and rate reset mechanics.
Preferred reference sources describe Two Harbors Series A as:
- $25 liquidation preference
- Cumulative dividends
- Fixed-to-floating structure
- Fixed rate:8.125% until April 27, 2027
- Floating rate thereafter:3‑month LIBOR + 5.660%
- Call date:April 27, 2027
- Quarterly pay schedule: January / April / July / October pay dates [13]
Also, market data vendors commonly map the same security using multiple “spellings,” including TWO-PA. [14]
TWO-PA price and yield snapshot on Dec. 17, 2025
Preferred shares often move less than the common on deal news, but they can reprice quickly when credit perception or corporate structure changes.
Dividend-focused market data showed TWO-PR-A (another common label for TWO-PA / TWO.PRA) around:
- $24.50 (timestamped Dec. 17, 06:25 AM ET)
- Forward dividend: about $2.03
- Forward yield: about 8.30% [15]
Takeaway: heading into the deal’s documentation phase, TWO-PA was trading below $25 par, leaving room for price moves in either direction depending on how investors handicap (1) closing probability, (2) post-merger credit profile, and (3) the odds of a future redemption at $25.
Market reaction on Dec. 17, 2025: common stock pops, UWMC slides
While TWO-PA is the focus here, the common-stock reaction helps frame how the market is weighing the deal.
- Two Harbors common (TWO) traded sharply higher intraday after the announcement (around $11.06 near the time of the latest trade snapshot), consistent with an M&A premium being priced in.
- UWM Holdings (UWMC) traded lower on the day (around $4.81 in the same snapshot), a pattern often seen when the acquirer issues equity and investors debate dilution and integration risk.
News coverage also highlighted the jump in Two Harbors’ stock following the acquisition announcement. [16]
Today’s headlines and analysis (Dec. 17, 2025) that mention Two Harbors / preferred implications
If you’re tracking TWO-PA specifically, these are the main “same-day” threads moving across financial and housing media:
- Company / official release: UWM and Two Harbors announced the acquisition, detailing exchange ratio, implied value, MSR scale, synergy estimate, and expected Q2 2026 close. [17]
- SEC 8‑K filing: Confirms the one-for-one exchange of Two Harbors preferred shares into new UWM preferred series at closing. [18]
- HousingWire (industry analysis): Emphasized the servicing scale impact (toward ~$400B) and synergy estimate (~$150M), focusing on MSRs as recurring revenue. [19]
- Mortgage Professional America (industry commentary): Framed the deal as a scale-driven MSR move and highlighted the combined servicing footprint. [20]
- General markets coverage: Reported Two Harbors shares moving higher on the deal news and reiterated headline terms. [21]
- Merger “fairness” press release: A shareholder rights law firm announced an investigation into whether the sale is fair to shareholders — a common post‑deal press-release pattern in public-company M&A. [22]
What “forecasts” matter most for TWO-PA now
Unlike common stock (where EPS and price targets dominate), preferred stock forecasts tend to be scenario-based. As of Dec. 17, 2025, TWO-PA’s near-to-medium term outlook is likely to hinge on these specific “if/then” tracks:
1) Deal closes in Q2 2026 (base case per company timeline)
If the acquisition closes on the timeline the companies outlined, TWO-PA holders would expect their shares to be exchanged into UWM’s newly issued Series A preferred on a 1-for-1 basis. [23]
What investors will watch:
- When the proxy/prospectus is filed and what it says about the new preferred’s terms and trading details. [24]
2) Deal delayed or fails
If approvals slip or the deal fails, TWO-PA likely reverts to trading primarily on:
- Two Harbors’ standalone credit and earnings power as an MSR-focused REIT
- Rate volatility (which can impact MSR valuations and hedging outcomes across the sector)
- Liquidity in preferred markets (bid/ask spreads can widen fast in risk-off tape)
3) Redemption/call dynamics approach (April 2027)
With a call date shown as April 27, 2027, investors will naturally price “call risk” as that window approaches. [25]
If post-merger UWM has cheaper capital options, it could influence whether a redemption becomes more or less likely — but that’s speculative until UWM details its capital plan and the final preferred documentation is published.
Analyst and market “forecast” context (mostly for TWO common, but relevant to the deal backdrop)
Most Wall Street-style price targets apply to TWO common stock, not the preferred. Still, they shape the narrative around valuation and deal premium.
- TipRanks’ Dec. 17 company note referenced a recent “Hold” rating and a $10.00 price target on TWO (common). [26]
- MarketBeat published a same-day “gap up” alert describing the share move and summarizing prior financial figures. [27]
For TWO-PA holders, the more direct “analyst-style” work tends to come from preferred specialists and credit-focused commentary rather than traditional equity research. Still, the common’s re-rating can affect perceived stability of the platform supporting preferred dividends.
Dividend visibility: what’s declared right now
Two Harbors’ investor dividend page indicated there were no future dividends presently declared for TWO.P.A as of Dec. 16, 2025, and reiterated dividends are declared at the company’s discretion. [28]
Important nuance for preferred investors:
- Cumulative preferred dividends generally accrue if unpaid, but they’re still subject to declaration and payment mechanics and any limitations described in the governing documents. (Always verify in the prospectus and, now, the merger documentation.)
Bottom line for TWO-PA (Two Harbors Series A preferred) on Dec. 17, 2025
As of December 17, 2025, TWO-PA is no longer “just” a mortgage REIT preferred trading on yield and rates — it’s also a corporate-action security tied to a proposed acquisition. The defining near-term fact is the announced plan to exchange each TWO Series A preferred share for one newly issued UWM Series A preferred share at closing, with the overall transaction expected (per the companies) to close in Q2 2026. [29]
Until definitive proxy/prospectus documents are filed, the most prudent lens for readers tracking TWO-PA is:
- Deal mechanics first (what exactly will the “new UWM Series A preferred” look like?)
- Credit profile second (how investors will view UWM vs. Two Harbors as the dividend-paying entity)
- Rates and call risk always (because fixed-to-floating preferreds can reprice quickly as macro expectations shift)
References
1. www.sec.gov, 2. www.sec.gov, 3. www.sec.gov, 4. www.sec.gov, 5. www.sec.gov, 6. www.sec.gov, 7. www.sec.gov, 8. www.sec.gov, 9. www.housingwire.com, 10. www.sec.gov, 11. www.sec.gov, 12. www.sec.gov, 13. www.preferredstockchannel.com, 14. www.preferredstockchannel.com, 15. www.dividend.com, 16. uk.investing.com, 17. www.sec.gov, 18. www.sec.gov, 19. www.housingwire.com, 20. www.mpamag.com, 21. uk.investing.com, 22. www.businesswire.com, 23. www.sec.gov, 24. www.sec.gov, 25. www.preferredstockchannel.com, 26. www.tipranks.com, 27. www.marketbeat.com, 28. www.twoinv.com, 29. www.sec.gov
