United Wholesale Mortgage, LLC signed a letter of intent to acquire Gores Holdings IV, Inc. (NasdaqCM:GHIV) for $18.1 billion in a reverse merger transaction on August 25, 2020. United Wholesale Mortgage, LLC (“UWM”) entered into a definitive agreement to acquire Gores Holdings IV, Inc. (NasdaqCM:GHIV) in a reverse merger transaction on September 22, 2020. Concurrently with the consummation of the proposed business combination, additional investors will purchase shares of common stock of Gores Holdings IV in a private placement transaction. Gores Holdings IV will issue 1.5 billion new shares, 90.7 million earn out shares and $895 million in cash to acquire United Wholesale Mortgage. After giving effect to any redemptions by the public stockholders of Gores Holdings IV, the balance of the approximately $425 million in cash held in Gores Holdings IV's trust account, together with the $500 million in private placement proceeds, will be used to pay cash consideration to the newly formed holding company that will own 100% of the UWM, as well as to pay transaction expenses. Upon completion of the transaction, including the private placement, the current owners of UWM, primarily Mat Ishbia will retain approximately 94% ownership of the combined company. As of November 6, 2020, United Wholesale Mortgage completed the private placement of $800 million of aggregate principal amount of 5.5% senior notes due 2025. Upon completion of the proposed transaction, the combined company will operate under the name “UWM Corporation” and the Class A common stock will be listed on NASDAQ under the new ticker symbol "UWMC”. The existing management team, led by long-standing President and Chief Executive Officer Mat Ishbia, will continue to lead the combined company post-closing. Jeff Ishbia, Justin Ishbia, Kelly Czubak, Alex Elezaj, Laura Lawson, Isiah Thomas, Robert Verdun and Melinda Wilner have each been nominated to serve as Directors of the post-combination company upon completion of the combination.

The transaction is subject to customary closing conditions, including the receipt of regulatory approvals, approval of the stockholders of Gores Holdings IV, the SFS Reorganization shall have been completed, the GHIV Second A&R Certificate of Incorporation shall have been filed with the Secretary of State of the State of Delaware and the GHIV Amended and Restated Bylaws shall have been adopted, after giving effect to the GHIV Stock Redemption, if any, the available cash shall equal or exceed the minimum cash balance of $712.5 million. The proposed business combination has been unanimously approved by the Board of Directors of both Gores Holdings IV and UWM. The shareholders meeting of Gores Holdings IV will be held on January 20, 2021. The transaction is expected to close in the fourth quarter of 2020.

Deutsche Bank Securities and Morgan Stanley & Co. LLC acted as lead financial advisors, lead capital market advisors and exclusive private placement agents to Gores Holdings IV, while Moelis & Company LLC acted as financial advisor and fairness opinion provider to Gores Holdings IV. Kyle C. Krpata, James R. Griffin, Mark Schwed, Helyn S. Goldstein, Amy M. Rubin, Craig Olshan, Gabriel F. Gregson, Heather L. Emmel, Barbra Broudy, Karen N. Ballack, Vadim Brusser, Timothy Welch, Chayim Neubort, Ellen Odoner, John O'Loughlin and Gary D. Friedman of Weil, Gotshal & Manges LLP acted as the legal advisor to Gores Holdings IV. Goldman Sachs & Co. LLC acted as the financial advisor to UWM. Alan I. Annex, Abigail A. Clapp, Kara I. MacCullough, Flora R. Perez, Daniella G. Silberstein and Steve Mastbaum of Greenberg Traurig, LLP acted as the legal advisor to UWM. Morrow & Co., LLC acted as proxy solicitor for Gores Holdings IV and receive a fee of $32,500. Mark Zimkind of Continental Stock Transfer & Trust Company, Inc. acted as transfer agent to Gores Holdings IV. Moelis & Company LLC will receive a fee from Gores Holdings IV, for its services of $1 million in the aggregate, $0.25 million of which became payable in connection with the delivery of its opinion.

United Wholesale Mortgage, LLC completed the acquisition of Gores Holdings IV, Inc. (NasdaqCM:GHIV) in a reverse merger transaction on January 21, 2021. In connection with the closing, Gores Holdings IV will change its name to UWM Holdings Corporation. The transaction was approved at a special meeting of the Gores Holdings IV stockholders on January 20, 2021.