CompanyNewsInvestorsContact
OPTIMIZING
SHAREHOLDER VALUE
Investors

FAQ

Two Harbors Investment Corp. offers answers to frequently asked questions. Click on a specific category below. If you have additional questions, please contact Investor Relations.

Granite Point Distribution and Reverse Stock Split

On September 14, 2017, the Board of Directors of Two Harbors Investment Corp. (“Two Harbors”, the “company”, “we” or “us”) declared a special dividend (the “Stock Dividend”) to distribute the shares of common stock of Granite Point Mortgage Trust Inc. (NYSE: GPMT) (“Granite Point”) acquired by the company in connection with the contribution of its commercial real estate portfolio to Granite Point. Two Harbors also announced that its Board of Directors had approved a one-for-two reverse stock split of Two Harbors common stock (“Reverse Stock Split”). On November 1, 2017 (the “Dividend Date”), the Stock Dividend will occur first, followed by the Reverse Stock Split.

Below is a summary of frequently asked questions relating to both the Stock Dividend and the Reverse Stock Split.

Stock Dividend of Granite Point Common Stock

Granite Point Distribution

  • Granite Point was formed by Two Harbors to continue and expand the commercial real estate lending business established by Two Harbors in 2015.  Granite Point focuses primarily on directly originating, investing in and managing senior floating-rate commercial mortgage loans and other debt and debt-like commercial real estate investments.  More information about Granite Point can be found on its website at www.gpmortgagetrust.com.

    more...
  • Granite Point is traded on the New York Stock Exchange under the ticker symbol “GPMT.”

    more...
  • Please visit Granite Point’s website for more information on their company, including their dividend history: www.gpmortgagetrust.com

    more...
  • The “Record Date” for the Stock Dividend is 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 will be distributed on November 1, 2017 (the “Dividend Date”).

    more...
  • Following the Record Date, Two Harbors will work with Wells Fargo Bank, N.A., its transfer agent, to calculate the distribution ratio for the Stock Dividend and will issue a subsequent press release to report the final distribution ratio. Based on the current number of shares issued and outstanding, we estimate that each share of Two Harbors common stock outstanding on the Record Date will be entitled to receive approximately 0.09 shares of Granite Point common stock.

    more...
  • No action is required by Two Harbors common stockholders to receive their pro rata share of Granite Point common stock in the Stock Dividend. The Stock Dividend will be made on the Dividend Date based on the final distribution ratio, subject to a cash payment in lieu of any fractional shares and less any shares of Granite Point common stock, if any, as may be withheld in respect of withholding taxes.

    more...
  • Beginning October 19, 2017 and continuing up to and including the Dividend Date, there will be 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.

    more...
  • Granite Point common stock currently trades on the NYSE under the symbol “GPMT.” In addition to the “regular way” trading of Granite Point common stock, beginning on October 19, 2017 and continuing up to and including the Dividend Date, a “when issued” market will exist (NYSE: GPMT WI) for the shares of Granite Point common stock being distributed in the Stock Dividend. “When issued” trading refers to a sale or purchase made conditionally on or before a Dividend Date because the securities have not yet been distributed.

    more...
  • The number of shares of Two Harbors common stock that you hold will not change as a result of the Stock Dividend.

    Following the Stock Dividend, we will be effecting a one-for-two Reverse Stock Split, which will impact the number of shares of Two Harbors common stock that you hold. See the question titled “What happens to my Two Harbors common stock as a result of the Reverse Stock Split?”

    more...
  • The exact effect of the Stock Dividend on Two Harbors common stock will ultimately depend on market conditions, the market capitalization of Two Harbors on the November 1, 2017  Dividend Date and other factors.  Similar to when a stock trades ex-dividend with respect to a cash dividend, the Stock Dividend is expected to reduce the stock price of Two Harbors common stock, reflecting the full separation of Granite Point from Two Harbors as the last step in the spin-off transaction.

    more...
  • Two Harbors intends to treat 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 is expected to be taxable for U.S. federal income tax purposes.

    more...
  • Registered holders of Two Harbors common stock who are entitled to receive shares of Granite Point common stock through the Stock Dividend will receive uncertificated shares registered in book-entry form at 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 will be distributed by Wells Fargo Bank, N.A. shortly after the Dividend Date.

    more...
  • Holders of Two Harbors common stock who hold their shares through a broker, bank or other nominee will have 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.

    more...
  • No. You do not need to send your stock certificates to the distribution agent or to Two Harbors in connection with the Stock Dividend. You will not receive stock certificates representing the shares of Granite Point common stock in connection with the Stock Dividend. Instead, the shares of Granite Point common stock distributed to Two Harbors common stock certificate holders in the Stock Dividend will be issued as uncertificated shares registered in book-entry form at Wells Fargo Bank, N.A. through the direct registration system.

    more...

Reverse Stock Split

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. 

    more...
  • The Reverse Stock Split will become 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 will be 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 are fractional shares of Two Harbors common stock being treated in the Reverse Stock Split?”.

    more...
  • The decision to effect the Reverse Stock Split is 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 will have distributed all of the value of Granite Point to the holders of Two Harbors common stock through the Stock Dividend.

    more...
  • The Reverse Stock Split will have 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 is expected to increase proportionately upon the completion of the Reverse Stock Split. 

    more...
  • Following the Reverse Stock Split, you will own one-half of the number of shares that you held prior to the Reverse Stock Split, although the shares you own following the Reverse Stock Split will 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 will 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).

    more...
  • No fractional shares will be issued in connection with the Reverse Stock Split. Instead, if the Reverse Stock Split conversion results in a new share total that includes a fractional share, the stockholder of the fractional share will be 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.

    more...
  • Yes, following the Reverse Stock Split, the CUSIP number will change for Two Harbors common stock. Beginning on November 2, 2017, the new CUSIP number for Two Harbors common stock following the Reverse Stock Split will be is 90187B408. Two Harbors common stock will continue to trade on the NYSE under the ticker symbol “TWO.”

    more...
  • The Reverse Stock Split will not impact the number of shares of Granite Point Stock that you may be entitled to receive in connection with the Stock Dividend, as the determination of the number of shares of Granite Point Stock that you may be entitled to receive will be made prior to the Effective Time of the Reverse Stock Split.  

    more...
  • The Reverse Stock Split will be 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.

    more...
  • Yes. In connection with the Reverse Stock Split, holders’ stock certificates reflecting pre-Reverse Stock Split shares of Two Harbors common stock will be required send their stock certificates to the Exchange Agent handling the Reverse Stock Split in order to receive the new post-Reverse Stock Split shares of Two Harbors common stock. Following the Reverse Stock Split, the exchange agent will send all certificate holders a letter of transmittal detailing the process for exchanging your existing stock certificates.

    more...