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Outbyte Driver Updater FREEScan for outdated or missing drivers - takes under a minuteDriver Scan →Outbyte PC Repair FREERepair Windows errors before they cause bigger problemsFix Now →Two Harbors Investment Corp. has countersued UWM Holdings Corp. over their abandoned merger, alleging UWM breached the agreement and misrepresented or withheld information. The companies now present opposing accounts in court: Two Harbors seeks repayment of its termination fee and damages, while UWM’s earlier suit seeks more than $500 million. The allegations have not been established by a court ruling in the reporting available as of October 5, 2026.
How the UWM–Two Harbors merger fell apart
- December 2025: UWM and Two Harbors entered a proposed stock-for-stock merger agreement.
- March 2026: Two Harbors terminated the UWM agreement and pursued a competing transaction with CrossCountry Mortgage.
- August 2026: UWM sued Two Harbors in the U.S. District Court for the District of Maryland, Northern Division. HousingWire reported the suit on August 10.
- Late August 2026: HousingWire reported that the CrossCountry transaction closed. Scotsman Guide reported that CrossCountry ultimately acquired the mortgage servicing rights associated with RoundPoint.
- October 1, 2026: Two Harbors filed its counterclaim, according to HousingWire’s October 5 report.
What each company alleges
The dispute centers on whether either side violated the merger agreement and what information UWM provided about its business and a large derivatives position. The following are the parties’ competing claims, not court findings.
| Issue | Two Harbors’ position | UWM’s position |
|---|---|---|
| Merger agreement and shareholder process | Two Harbors alleges UWM breached the agreement. It also says it would not have negotiated or paid the termination fee had it known the information it says was withheld or misrepresented. | UWM alleges Two Harbors breached its contractual obligations, undermined the shareholder vote and deliberately interfered with the shareholder process. |
| Derivatives position and disclosure | Two Harbors alleges UWM failed to disclose its financial condition, derivatives position and plans for operating Two Harbors after closing. It disputes UWM’s description of the position as a pre-hedge and argues that its size warranted earlier disclosure. Scotsman Guide reports that Two Harbors also alleged UWM continued adding to the position after the agreement ended. | UWM CEO Mat Ishbia characterized the position as a pre-hedge against mortgage servicing rights UWM expected to acquire, according to reporting on the counterclaim. |
| Consequences of the failed deal | Two Harbors seeks repayment of the termination fee and additional damages. | UWM says it lost the opportunity to realize expected synergies and seeks damages. |
What the reported amounts mean
| Amount | Context and qualification |
|---|---|
| About $1.3 billion | HousingWire reported in 2026 that this was the value of the proposed December 2025 stock-for-stock merger. |
| $25.4 million | HousingWire reported in 2026 that Two Harbors seeks to recover this merger termination fee. |
| More than $500 million | HousingWire reported in 2026 that this is the amount UWM seeks in its suit against Two Harbors. |
| $27.5 billion in notional value | HousingWire reported in 2026 that this amount is attributed to allegations in Two Harbors’ counterclaim. It is an alleged notional value, not an adjudicated loss or a finding about the position’s purpose. |
| $451.9 million net loss; $603.2 million derivatives loss | HousingWire’s 2026 summary of UWM’s second-quarter 2026 reported results gives these figures. They are company results summarized by the publication, not a court determination about the merger dispute. |
Notional value is a reference amount used to describe a derivatives position; by itself, it does not establish the amount of cash lost or owed. The parties’ disagreement is about the position’s size, purpose and disclosure, among other contractual issues.
What is known about the case’s status
HousingWire’s October 5, 2026 report identifies the counterclaim filing date, but the reporting cited here does not identify a docket number or establish whether the court acted after the October 1 filing. No ruling on either company’s allegations, trial date or outcome is established by the available reporting.
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