Two Harbors’ Board of Directors formed a committee of independent directors to review, negotiate and approve the transaction and consider and review potential alternative transactions or alternative structures for the proposed transaction. The committee has been advised by Gleacher & Company Securities, Inc. as its financial advisor and Goodwin Procter LLP as its legal counsel with respect to the transaction and to represent the interests of Two Harbors and its shareholders. The contribution remains subject to final approval of the terms of the offering by the committee and Two Harbors’ Board of Directors, satisfaction of all conditions to the closing of the transaction, Securities and Exchange Commission clearance and market conditions.A registration statement relating to Silver Bay’s initial public offering has been filed with the Securities and Exchange Commission but has not yet become effective. This press release does not constitute an offer of any securities for sale. Two Harbors Investment Corp. Two Harbors Investment Corp., a Maryland corporation, is a real estate investment trust that invests in residential mortgage-backed securities, residential mortgage loans, residential real properties and other financial assets. Forward-Looking Statements This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995, including with respect to the completion of Silver Bay’s IPO or the consummation of the contribution transaction. Actual results may differ from expectations, estimates and projections and, consequently, readers should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “target,” “assume,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believe,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results.
Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Two Harbors does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Additional information concerning these and other risk factors is contained in Two Harbors' most recent filings with the Securities and Exchange Commission. All subsequent written and oral forward looking statements concerning Two Harbors or matters attributable to Two Harbors or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.