Where is Two Harbors’ corporate headquarters?

The company is headquartered in St. Louis Park, Minnesota. The address is 1601 Utica Avenue South, St. Louis Park, MN 55416. The main telephone number is 612.453.4100.

When was Two Harbors founded?

Two Harbors was founded in 2009 and began trading as a public company under the symbol “TWO” on October 28, 2009.

Where is Two Harbors incorporated?

Two Harbors is incorporated in Maryland.

What is a mortgage REIT?

A REIT, or a real estate investment trust, is a company that owns, and in many cases operates, income-producing real estate. Some REITs also engage in financing real estate. REITs must qualify and elect to be taxed as a REIT under the Internal Revenue Code of 1986. The principle advantage to qualifying as a REIT is the tax benefit: REITs do not pay taxes at a corporate level, which allows them to pass through profits to investors, in the form of dividends or distributions, and avoid what is known as "double taxation" (e.g., taxation at both the corporate level and individual level).

There are several types of REITs, including mortgage REITs such as Two Harbors, which invest in real estate debt. To learn more about REITs and other industry topics, please visit the Webinars section of our website, by clicking here.

What are Two Harbors’ target assets?

Two Harbors invests in a diverse portfolio of Agency RMBS (which includes inverse interest-only Agency securities classified as Agency Derivatives for purposes of U.S. GAAP), meaning RMBS whose principal and interest payments are guaranteed by the Government National Mortgage Association (or Ginnie Mae), the Federal National Mortgage Association (or Fannie Mae), or the Federal Home Loan Mortgage Corporation (or Freddie Mac);mortgage servicing rights (MSR); and other financial assets comprising approximately 5% to 10% of the portfolio.

Who is Two Harbors’ independent registered public accounting firm?

Ernst & Young LLP.

How can I request additional information about Two Harbors or contact Investor Relations?

You can sign up for e-mail notifications for press releases and SEC filings on the Investor Alerts page. Contact information for Investor Relations is provided on the Contact page.

Whom do I contact with questions about my stock certificates -- replacing lost certificates, changing of my address, changing the name on my certificates or transferring ownership?

If you hold your shares directly in registered form, contact Two Harbors' transfer agent, Equiniti Trust Company, by phone at 800.468.9716, for assistance. If your shares are held through a bank or brokerage firm, you should contact your representative at that entity with any questions.

What analysts follow Two Harbors?

A list of the analysts currently following Two Harbors can be found on the Analyst Coverage page.

Does Two Harbors hold quarterly conference calls to discuss financial performance? Can stockholders access those calls?

Yes, Two Harbors holds quarterly conference calls following the reporting of its financial results. Stockholders may listen to the call and access materials relating to the reporting of its financial results on the Financial Results page. Stockholders and other interested individuals can also sign up for Investor Alerts about upcoming webcasts, conference calls and other company events.

Does Two Harbors publish quarterly and annual reports?

Two Harbors distributes its Annual Report, Proxy Statement, and Proxy Card to stockholders in advance of its Annual Meeting of Stockholders. Individuals who wish to receive quarterly earnings releases, SEC filings, and other news directly from the company throughout the year may sign up on the Investor Alerts page.

Where can I get the latest earnings and corporate news?

Two Harbors' press releases, events and presentations and SEC filings can be accessed through the Investors page.

Can I receive email alerts from Two Harbors?

You can elect to receive email notifications when we will press releases and make filings with the SEC filings by signing up for our Investor Alerts.

On September 21, 2022, Two Harbors announced that its Board of Directors approved a 1-for-4 reverse stock split on all outstanding shares of the company’s common stock. The reverse stock split is expected to take place after the market close on November 1, 2022 (“Effective Time”). Following the reverse stock split, the aggregate number of outstanding shares of Two Harbors common stock will be one-fourth of the number that was outstanding immediately before the reverse split, subject to a reduction in the total number of shares resulting from cash payments to be made to stockholders in lieu of the issuance of fractional shares.

No fractional shares will be issued in connection with the reverse stock split. Instead, each stockholder of record holding fractional shares will be entitled to receive, in lieu of such fractional shares, cash in an amount determined on the basis of the volume weighted average price of the company’s common stock on the NYSE on November 1, 2022. The reverse stock split will apply to all of the company’s authorized and outstanding shares of common stock as of the Effective Time. Stockholders of record will be receiving information from Equiniti Trust Company, the company’s transfer agent, regarding their stock ownership following the reverse stock split and cash in lieu of fractional share payments, if applicable. Stockholders who hold their shares in brokerage accounts are not required to take any action in connection with the reverse stock split.

Why did Two Harbors approve a reverse stock split?

The company’s Board of Directors believes that increasing the market price per share of the company’s common stock through the reverse stock split may broaden the range of potential investors, thereby potentially improving the market for and liquidity of the company’s common stock.

What is a reverse stock split? How does it impact the value of shares?

A reverse stock split is a corporate action in which a company proportionately reduces the total number of its outstanding shares.

In a 1-for-4 reverse stock split, every four issued and outstanding shares of a company’s common stock are converted into one share of common stock, resulting in a proportionate increase in the stock price. Following the reverse stock split, a stockholder will have one-fourth the number of shares as before the split and the market value of each share will be four times the pre-split value. 

For example, if a stockholder owned 100 shares of Company X at $50 per share for a total value of $5,000 prior to a 1-for-4 reverse split, that stockholder would own 25 shares at $200 per share for a total value of $5,000 immediately following the reverse split.

Equity Value Example:

Pre-Reverse
Stock Split

Post-Reverse
Stock Split

Number of Shares Held

100 Shares

25 Shares

Stock Price

$50

$200

Value

100 x $50 = $5,000

25 x $200 = $5,000 


How will the reverse stock split impact future common stock dividends?

The declaration or payment of any future stock dividends are authorized solely at the discretion of Two Harbors Board of Directors and will depend on factors such as the company’s REIT taxable income, financial condition, maintenance of REIT status and other factors that the Board of Directors may deem relevant from time to time.

Using the prior hypothetical example, if, after executing a 1-for-4 reverse split, Company X declared a dividend equivalent to the pre-reverse split dividend, the post-reverse split dividend would increase proportionately. 

Dividend Example:

Pre-Reverse
Stock Split

Post-Reverse
Stock Split

Number of Shares Held

100 Shares

25 Shares

Quarterly Dividend

$1.00

$4.00

Value

100 x $1.00 = $100

25 x $4.00 = $100


What will be the impact to the outstanding and authorized shares of Two Harbors common stock?

The 1-for-4 reverse stock split will have the immediate effect of reducing the total number of outstanding shares of Two Harbors common stock to one-fourth of the total number pre-split outstanding shares, less any fractional shares for which cash payments will be made in lieu of fractional shares. As a result of the reduction in the number of shares of common stock, the price per share of Two Harbors common stock will increase to four times the pre-split share price.

In connection with the reverse stock split, the number of shares of common stock that the company is authorized to issue will also decrease from 700 million to 175 million.

What impact does the stock split have on Two Harbors convertible senior notes?

The conversion rate of Two Harbors 6.25% Convertible Senior Notes due 2026 will automatically be adjusted as a result of the reverse stock split in accordance with the terms of the applicable indenture governing such convertible notes. No action on the part of a holder of any convertible notes is required in order to effect the adjustment.

What is the difference between a registered holder and a beneficial owner?

Stockholders that hold shares directly with the company’s transfer agent, Equiniti Trust Company (“Equiniti”), are considered registered stockholders. Stockholders that hold their shares through a brokerage firm, bank, trust or other similar organization are considered beneficial stockholders.

Do I need to take any action?

Beneficial Holders:

  • Beneficial holders with shares held in a brokerage, bank, trust or other similar institutions do not need to take any action to receive post-split shares.
  • Brokerage firms, banks, trusts and other similar institutions will be instructed to effectuate the reverse stock split for the beneficial owners of Two Harbors common stock. However, those organizations may have implemented different procedures than those to be followed for registered stockholders for processing the reverse stock split, particularly with respect to the treatment of fractional shares.
  • You may contact your financial institution for additional information.

Registered holders whose shares are held electronically in book entry form:

  • Registered holders with shares held only electronically in book-entry form and a deliverable physical address on the records of Equiniti do not need to take any action to receive post-split shares.
  • You will automatically receive, at your address of record, a transaction statement from Equiniti indicating the number of post-split shares held following the implementation of the reverse stock split, and, if applicable, a cash payment in lieu of any fractional shares.

Registered holders whose shares are held in certificate form:

  • Registered holders of certificated shares of Two Harbors common stock will receive a letter of transmittal from Equiniti, which contains instructions on how to surrender certificates representing pre-reverse stock split shares. Such shares will become book-entry shares post-reverse stock split. This means that your shares will be electronically credited to an account registered in your name on the books of Two Harbors, which are maintained by Equiniti.
  • Stockholders should not send in their pre-reverse stock split certificates unless they are accompanied by a completed letter of transmittal. The letter of transmittal also includes a lost securities affidavit with respect to any certificate that cannot be located.
  • In order to receive new shares of Two Harbors common stock, cash payments in lieu of any fractional shares, and any dividends or other distributions that the Company may declare in the future, stockholders must return these certificated shares of the Two Harbors common stock or a lost securities affidavit.
  • The completed letter of transmittal together with the certificate(s) for the shares of the Company’s common stock being surrendered (or the completed lost securities affidavit, if applicable) should be returned to Equiniti at the following address:

By Mail to:
EQ Shareowner Services
Corporate Actions Department
P.O. Box 64858
St. Paul, MN 55164-0858

By Overnight Courier to:
EQ Shareowner Services
Corporate Actions Department
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120

What will be the CUSIP number for Two Harbors common stock following the reverse stock split?

At market open on November 2, 2022, the company’s common stock will continue trading on the NYSE under the symbol “TWO” but will be assigned a new, to be determined CUSIP number.

What are the U.S. federal income tax consequences of the reverse stock split to Two Harbors common stockholders?

The reverse stock split is a non-taxable event to stockholders, with the exception of cash in lieu of fractional shares. Upon the sale of such fractional share by the distribution agent on behalf of a stockholder, such stockholder generally will recognize short-term or long-term capital gain or loss, depending on such stockholder’s holding period of Two Harbors’ common stock, for U.S. federal income tax purposes equal to the difference, if any, between the amount realized and the stockholders basis in the fractional share. The cash in lieu of Two Harbors common stock to be received by certain Two Harbors common stockholders, including non-U.S. stockholders, may be reduced in connection with any applicable withholding taxes.

How do I determine my tax basis after the reverse stock split?

Upon the Effective Time of the reverse stock split, every four shares of Two Harbors common stock automatically convert to one share of common stock. As a result, stockholders must allocate the aggregate tax basis in their shares held immediately prior to the reverse stock split among the shares held immediately after the reverse stock split, including consideration of any fractional shares for which cash is received. Additional information will be included in the U.S. Internal Revenue Service Form 8937, Report of Organizational Actions Affecting Basis of Securities, prepared by Two Harbors. This form will be posted to the company’s Investor Relations website within 45 days from when the reverse stock split becomes effective.

Stockholders should consult their tax advisors to determine the tax impact of this transaction with respect to their individual facts and circumstances.

Who should I contact if I have additional questions about my shares?

If you have questions about the reverse stock split, stockholder records, stock transfers, stock certificates or other stock-related inquiries please contact:

Equiniti Trust Company
P.O. Box 64856
St. Paul, MN 55164-0856
T: 651-450-4064
https://www.shareowneronline.com

HOLDERS OF TWO HARBORS COMMON STOCK ARE URGED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE U.S. FEDERAL, STATE AND LOCAL AND NON-U.S. TAX CONSEQUENCES OF THE REVERSE STOCK SPLIT.

Does Two Harbors pay a dividend?

Two Harbors is a real estate investment trust (REIT).  In order to satisfy its REIT requirements, it intends to pay regular quarterly dividends of all or substantially all of its taxable income to its stockholders. The timing and amount of any dividends paid to stockholders is at the discretion of Two Harbors' Board of Directors and depends upon a number of factors, including its actual and projected results of operations, financial condition, maintenance of its REIT qualification, and such other factors as the Board of Directors deems relevant. To view Two Harbors' historical dividend information, please visit the Dividend History page.

When is the dividend record date and dividend payable date?

Two Harbors issues a press release to disclose the record date and dividend payable date for each dividend it declares. You can sign up for email notifications for press releases on our Investor Alerts page.

What is Two Harbors’ dividend history?

Please refer to the Dividend History page for a list of the company's dividend history, including record date, payable date and dividends paid.

Where can I find tax information for the dividends paid by Two Harbors?

You may find tax information by year on Two Harbors' Dividend History page.

Does Two Harbors have a Dividend Reinvestment and Share Purchase Plan?

Two Harbors maintains a Dividend Reinvestment and Share Purchase Plan that is administered by Equiniti Trust Company. To learn more about the plan, please visit the DRIP and DSP Information page.

Can I have my dividends directly deposited into my checking account?

Yes, registered holders of Two Harbors common stock may contact the company's Dividend Reinvestment and Share Purchase Plan administrator, Equiniti Trust Company, at 800.468.9716 to request the direct deposit of dividends into an account. If your shares are held through a brokerage firm, you should contact the firm with your request.

Granite Point Mortgage Trust Inc. ("Granite Point") is a commercial mortgage REIT, formed by Two Harbors in 2017 to continue and expand the commercial real estate lending business established by Two Harbors in 2014. In connection with Granite Point’s initial public offering in June 2017, Two Harbors contributed its commercial debt assets to Granite Point in exchange for 33,071,000 shares of Granite Point common stock. On November 1, 2017, Two Harbors distributed all shares of Granite Point common stock that it acquired in the transaction to its stockholders through a stock dividend ("Stock Dividend") and no longer holds any ownership interest in Granite Point.

What is Granite Point's ticker symbol?

Granite Point is traded on the New York Stock Exchange under the ticker symbol "GPMT."

What was the record date for the Stock Dividend, and when did the Stock Dividend occur?

The "Record Date" for the Stock Dividend was October 20, 2017. The outstanding shares of Two Harbors common stock entitled to receive the Stock Dividend was determined on the Record Date as of 5:00 p.m. Eastern Time. The Granite Point common stock was distributed on November 1, 2017 (the "Dividend Date").

I owned shares of Two Harbors common stock. What did I receive as a result of the Stock Dividend?

Two Harbors common stockholders who were entitled to take part in the Stock Dividend received 0.094765 shares of Granite Point common stock for each share of Two Harbors common stock outstanding on October 20, 2017, subject to the liquidation of fractional shares for which stockholders would have received a payment of cash in lieu of such fractional shares.

What happens if I sold my Two Harbors common stock prior to or on the Dividend Date?

Beginning October 19, 2017 and continuing up to and including the Dividend Date, there were two markets for trading in Two Harbors common stock: (1) a "regular way" trading market (NYSE: TWO); and (2) an "ex-distribution" market (NYSE: TWO WI) that will represent the value of Two Harbors common stock following the Stock Dividend and Reverse Stock Split. Shares of Two Harbors common stock that trade on the regular way market will trade with an entitlement to receive shares of Granite Point common stock in the Stock Dividend. Shares that trade on the ex-distribution market traded without an entitlement to receive shares of Granite Point common stock in the Stock Dividend. As a result, if you are a stockholder of record on the Record Date and sold your shares of Two Harbors common stock in the regular way market prior to or on the Dividend Date, you also sold your entitlement to receive shares of Granite Point common stock in the Stock Dividend; if you sold those shares in the ex-distribution market prior to or on the Dividend Date, you would have still received the shares of Granite Point common stock that you would have otherwise been entitled to receive in the Stock Dividend. Beginning on November 2, 2017 (the business day following the Dividend Date), the regular way market for Two Harbors began trading "ex" or without the entitlement to receive Granite Point common stock.

HOLDERS OF TWO HARBORS COMMON STOCK ARE ENCOURAGED TO CONSULT THEIR BROKER OR FINANCIAL ADVISOR REGARDING THE SPECIFIC IMPLICATIONS OF TRADING IN THE COMMON STOCK OF EITHER TWO HARBORS OR GRANITE POINT PRIOR TO OR ON THE DIVIDEND DATE.

How did the Stock Dividend affect the number of shares of Two Harbors common stock I held?

The number of shares of Two Harbors common stock that you held did not change as a result of the Stock Dividend.

Following the Stock Dividend, we effected a one-for-two Reverse Stock Split, which impacted the number of shares of Two Harbors common stock that you held. See the question titled "What happened to my Two Harbors common stock as a result of the Reverse Stock Split?"

What are the U.S. federal income tax consequences of the Stock Dividend to Two Harbors common stockholders?

Two Harbors treated the Stock Dividend as a taxable distribution to its stockholders for U.S. federal income tax purposes, including for purposes of the U.S. federal tax withholding rules. Accordingly, the receipt of shares of Granite Point common stock by holders of Two Harbors common stock in the Stock Dividend was expected to be taxable for U.S. federal income tax purposes.

Each stockholder was treated as receiving a distribution in an amount equal to the fair market value on the date of the Distribution of (i) the Granite Point Stock received plus (ii) the fractional share of Granite Point Stock sold by the distribution agent on such stockholder’s behalf. A stockholder will have a basis in the fractional share of Granite Point Stock that was sold by the distribution agent on such stockholder’s behalf equal to the fair market value of such fractional share. Upon the sale of such fractional share by the distribution agent on behalf of a stockholder, such stockholder generally will recognize short-term capital gain or loss for U.S. federal income tax purposes equal to the difference, if any, between the amount realized and the stockholders basis in the fractional share. The number of shares from the Stock Dividend received by certain Two Harbors common stockholders, including non-U.S. stockholders, was reduced in connection with any applicable withholding taxes.

HOLDERS OF TWO HARBORS COMMON STOCK ARE URGED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE U.S. FEDERAL, STATE AND LOCAL AND NON-U.S. TAX CONSEQUENCES OF THE STOCK DIVIDEND.

As a registered holder of Two Harbors common stock, how did I receive my shares of Granite Point common stock?

Registered holders of Two Harbors common stock who were entitled to receive shares of Granite Point common stock through the Stock Dividend received uncertificated shares registered in book-entry form at Equiniti Trust Company (formerly Wells Fargo Shareowner Services), as transfer agent for Granite Point, through the direct registration system. Direct registration system statements reflecting share ownership of such Granite Point shares were distributed by Wells Fargo Bank, N.A. shortly after the Dividend Date. Any amounts payable for cash in lieu of any fraction of a share of Granite Point common stock were also transmitted by Wells Fargo Bank, N.A. by check.

For additional information, registered stockholders in the United States and Canada should contact the distribution agent for the Stock Dividend, Wells Fargo Bank, N.A., at (800) 468-9716 or (651) 450-4064 from outside the United States and Canada.

What if I held my shares of Two Harbors common stock through a broker, bank or other nominee?

Holders of Two Harbors common stock who held their shares through a broker, bank or other nominee would have had their brokerage account credited with shares of Granite Point common stock, less any such shares as may be withheld in respect of withholding taxes. For additional information, those stockholders should contact their broker, bank or other nominee directly.

On November 1, 2027, immediately following the completion of the Stock Dividend of Granite Point shares, Two Harbors effected a one-for-two reverse stock split ("Reverse Stock Split") on all of its outstanding shares of common stock. Following the Reverse Stock Split, the aggregate number of shares of Two Harbors common stock issued and outstanding was one-half of the number that was outstanding immediately before the Reverse Stock Split, subject to a reduction in the total number of shares as a result of cash payments made in lieu of the issuance of fractional shares.

What is a reverse stock split?

A reverse stock split is a corporate action in which a company proportionately reduces the total number of its authorized and outstanding shares.

When did the Reverse Stock Split become effective?

The Reverse Stock Split became effective at 5:01pm Eastern Time on November 1, 2017 (the "Effective Time"). At the Effective Time, every two issued and outstanding shares of Two Harbors common stock were converted into one share of Two Harbors common stock, subject to a reduction in the total number of shares as a result of cash payments made in lieu of the issuance of fractional shares. See the question titled "How were fractional shares of Two Harbors common stock treated in the Reverse Stock Split?"

The Reverse Stock Split took place following the Stock Dividend of Granite Point shares, and had no impact on the Stock Dividend.

Why did Two Harbors effect a Reverse Stock Split?

The decision to effect the Reverse Stock Split was based on our expectation that, following the distribution of Granite Point common stock through the Stock Dividend, the market price and trading ranges for the shares of Two Harbors common stock will be significantly lower than the current market price and trading ranges. This is due to the fact that Two Harbors distributed all of the value of Granite Point to the holders of Two Harbors common stock through the Stock Dividend. The reason for effecting the Reverse Stock Split, which resulted in fewer shares of the Two Harbors common stock outstanding, was the potential to (1) increase the market price and (2) improve the marketability and liquidity of Two Harbors common stock.

What was the impact to Two Harbors' outstanding common stock?

Following the Reverse Stock Split, you owned one-half of the number of shares that you held prior to the Reverse Stock Split, although the shares you owned following the Reverse Stock Split continue to represent that same percentage of the total number of outstanding shares of Two Harbors common stock. Accordingly, the proportionate ownership of Two Harbors did not change as a result of the Reverse Stock Split.

For example:

  • You own 1,000 shares of Company X, which has 1,000,000 shares of common stock outstanding (or a 0.10% percentage ownership in the company).
  • After a 1-for-2 reverse stock split, you own 500 shares of Company X, which now has 500,000 shares of common stock outstanding (or a 0.10% percentage ownership in the company).
  • Before and after the reverse stock split, you had the same 0.10% ownership percentage of Company X.

Note that fractional shares were not be issued. See the question titled "How were fractional shares of Two Harbors common stock treated in the Reverse Stock Split?"

The Reverse Stock Split had the effect of reducing the total number of Two Harbors’ issued and outstanding common stock by half, from approximately 349 million shares to approximately 175 million shares. As a result of the reduction in the number of shares of common stock, the price per share of Two Harbors common stock increased proportionately upon the completion of the Reverse Stock Split.

How were fractional shares of Two Harbors common stock treated in the Reverse Stock Split?

No fractional shares were issued in connection with the Reverse Stock Split. Instead, if the Reverse Stock Split conversion resulted in a new share total that included a fractional share, the stockholder of the fractional share was entitled to receive, in lieu of such fractional share, a cash payment in an amount that is equal to the volume weighted average price of Two Harbors common stock reported on the NYSE on November 1, 2017.

What is the CUSIP number for Two Harbors common stock following the Reverse Stock Split?

Following the Reverse Stock Split, the CUSIP number for Two Harbors common stock changed to 90187B408. Two Harbors common stock continues to trade on the NYSE under the ticker symbol "TWO."

Were the number of shares of Granite Point Stock that I received in the Stock Dividend impacted by the Reverse Stock Split?

The Reverse Stock Split did not impact the number of shares of Granite Point Stock that you may have been entitled to receive in connection with the Stock Dividend, as the determination of the number of shares of Granite Point Stock that you may have been entitled to receive was made prior to the Effective Time of the Reverse Stock Split.

What are the U.S. federal income tax consequences of the Reverse Stock Split to Two Harbors common stockholders?

The Reverse Stock Split was a non-taxable event to stockholders, with the exception of cash in lieu of fractional shares. Upon the sale of such fractional share by the distribution agent on behalf of a stockholder, such stockholder generally will recognize short-term or long-term capital gain or loss, depending on such stockholder’s holding period of Two Harbors common stock, for U.S. federal income tax purposes equal to the difference, if any, between the amount realized and the stockholders basis in the fractional share. The cash in lieu of Two Harbors common stock received by certain Two Harbors common stockholders, including non-U.S. stockholders, was reduced in connection with any applicable withholding taxes.

HOLDERS OF TWO HARBORS COMMON STOCK ARE URGED TO CONSULT THEIR OWN TAX ADVISORS WITH RESPECT TO THE U.S. FEDERAL, STATE AND LOCAL AND NON-U.S. TAX CONSEQUENCES OF THE REVERSE STOCK SPLIT.