Current Report Filing (8-k)
13 July 2021 - 6:07AM
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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report
Pursuant to Section
13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 12, 2021
(July 12, 2021)
Two Harbors Investment
Corp.
(Exact name of registrant
as specified in its charter)
Maryland
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001-34506
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27-0312904
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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601 Carlson Parkway, Suite 1400
Minnetonka, MN 55305
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including
area code: (612) 453-4100
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of Each Class:
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Trading Symbol(s)
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Name of Exchange on Which Registered:
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Common Stock, par value $0.01 per share
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TWO
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New York Stock Exchange
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8.125% Series A Cumulative Redeemable Preferred Stock
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TWO PRA
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New York Stock Exchange
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7.625% Series B Cumulative Redeemable Preferred Stock
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TWO PRB
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New York Stock Exchange
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7.25% Series C Cumulative Redeemable Preferred Stock
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TWO PRC
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company ¨
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new
or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
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Item
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2.02. Results of Operations and Financial Condition.
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The second quarter
of 2021 was characterized by falling long-term interest rates and a flatter yield curve. In the mortgage market, current coupon
spreads were largely unchanged in the quarter. In higher coupons, where we have significant exposure, the stubborn absence of
prepayment burnout along with the introduction of government programs to help borrowers refinance both contributed to changing
market expectations around prepayment speeds and resulted in significantly wider mortgage spreads. Adjusting for the $0.17 per share
common dividend we announced on June 17, 2021, we estimate that our book value per common share at June 30, 2021 was in the range of
$6.40 to $6.44, reflecting a decrease from our book value per common share of $7.29 at March 31, 2021. We further estimate that our
Core Earnings for the second quarter of 2021 was in the range of $0.17 to $0.20 per basic common share, and our economic
debt-to-equity was approximately 6.5 times at June 30, 2021.
Our preliminary estimated
results for the second quarter of 2021 are unaudited and subject to change as we complete the quarter end closing process and prepare
our financial statements for the quarter end. Our preliminary estimated results have not yet been reviewed by our independent registered
public accounting firm. While we believe that these estimates are based on reasonable assumptions, our actual results may vary, and such
variations may be material. Factors that could cause the preliminary estimates to differ include, but are not limited to: (i) additional
adjustments in the calculation of, or application of accounting principles for, the financial results for the quarter ended June 30, 2021;
(ii) the discovery of new information that impacts valuation methodologies underlying these results; (iii) errors in the assessment of
portfolio value; and (iv) accounting changes required by GAAP. The inclusion of preliminary estimated financial information herein should
not be regarded as an indication that we consider such preliminary estimated financial information to be predictive of actual or future
results.
Our actual results may
vary following completion of our internal processes to finalize our financial results for the quarter ended June 30, 2021 and remain
subject in certain cases to review of our financial statements by our independent auditors. Investors should not place undue reliance
on these estimates because they may prove to be materially inaccurate.
The
information set forth above under Item 2.02 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 8.01.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TWO HARBORS INVESTMENT CORP.
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By:
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/s/ Rebecca B. Sandberg
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Rebecca B. Sandberg
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General Counsel and Secretary
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Date: July 12, 2021
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