The Ademi Firm is investigating TWO (NYSE: TWO) for possible breaches of fiduciary duty and other violations of law in its recently announced transaction with UWM Holdings Corporation.
In the transaction, TWO shareholders will receive 2.3328 shares of UWMC Class A Common Stock for each share of TWO common stock. This represents an $11.94 per share value based on UWMC’s closing price as of December 16, 2025. Upon completion of the transaction, UWM shareholders will own approximately 87% of the combined company on a pro forma fully diluted basis, while TWO shareholders will own approximately 13%.
TWO insiders will receive substantial benefits as part of change of control arrangements.
The transaction agreement unreasonably limits competing transactions for TWO by imposing a significant penalty if TWO accepts a competing bid. We are investigating the conduct of the TWO board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.
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