Impac Mortgage Holdings, Inc. (NYSE American: IMH) (the “Company”) today announced it intends to redeem all outstanding shares of the Company’s 9.375% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share (CUSIP: 45254P300) (“Series B Preferred Stock”), and all outstanding shares of the Company’s 9.125% Series C Cumulative Redeemable Preferred Stock, par value $0.01 per share (CUSIP: 45254P409) (the “Series C Preferred Stock,” and together with the Series B Preferred Stock, the “Preferred Stock”). Preferred Stock held through the Depository Trust Company will be redeemed in accordance with the applicable procedures of the Depository Trust Company.
The redemption date will be November 15, 2022 (the “Redemption Date”). Each outstanding share of Series B Preferred Stock will be redeemed for (i) thirty (30) shares of the Company’s 8.25% Series D Cumulative Redeemable Preferred Stock, par value $0.01 per share (“New Preferred Stock”), and (ii) 13.33 shares of the Company’s Common Stock, par value $0.01 per share (the “Common Stock”) (collectively, the “Series B Redemption Price”). Each outstanding share of Series C Preferred Stock will be redeemed for (i) one share of New Preferred Stock, (ii) 1.25 shares of Common Stock, and (ii) a 1.5 warrants to purchase the same number of shares of Common Stock at a purchase price of $5.00 per share of Common Stock (collectively, the “Series C Redemption Price,” and together with the Series B Redemption Price, the “Redemption Price”).
No fractional shares of Common Stock will be issued pursuant to the redemption, and each holder of Preferred Stock entitled to receive a fractional share of Common Stock shall be entitled to receive one share of Common Stock in lieu of the fraction of share of Common Stock. No fractional warrants will be issued pursuant to the redemption, and the Company will round down to the nearest whole number of warrants to be issued to each holder of Series C Preferred Stock otherwise entitled to receive a fractional warrant. The applicable Redemption Price will be paid on the Redemption Date.
After the Redemption Date, the Preferred Stock will no longer be deemed outstanding and all the rights of the holders of Preferred Stock will terminate, except the right to receive the applicable Redemption Price, other than the rights of holders of Series B Preferred Stock, if any, to receive amounts in connection with the matter Curtis J. Timm, et al. v Impac Mortgage Holdings, Inc., et al. In addition, because all the issued and outstanding shares of Preferred Stock are being redeemed, the Preferred Stock will no longer trade on the OTC Pink after the Redemption Date. The Series B Preferred Stock currently trades on the OTC Pink under the symbol “IMPHP,” and the Series C Preferred Stock currently trades on the OTC Pink under the symbol “IMPHO.”
The notice of redemption and related materials are being mailed to all holders of record of Preferred Stock as of October 27, 2022.
Questions regarding the redemption of the Preferred Stock may be directed to American Stock Transfer & Trust Company, LLC, the Company’s redemption agent, at:
American Stock Transfer & Trust Company
6201 15th Avenue
Brooklyn, NY 11219
Attention: Reorganization Department
Tel.: (800) 937-5449
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements, some of which are based on various assumptions and events that are beyond our control, may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may,” “capable,” “will,” “intends,” “believe,” “expect,” “likely,” “potentially,” “appear,” “should,” “could,” “seem to,” “anticipate,” “expectations,” “plan,” “ensure,” “desire,” or similar terms or variations on those terms or the negative of those terms. The forward-looking statements are based on current management expectations. Actual results may differ materially as a result of several factors, including, but not limited to the following: acceptance of a plan for regaining compliance with the NYSE American’s listed company standards; impact on the U.S. economy and financial markets due to the outbreak and continued effect of the COVID-19 pandemic; our ability to successfully consummate the contemplated exchange offers for our outstanding preferred stock and receive the requisite consents for the proposed amendments to our charter documents to facilitate the redemption from holders of our outstanding preferred stock who do not participate in the exchange offers; any adverse impact or disruption to the Company’s operations; changes in general economic and financial conditions (including federal monetary policy, interest rate changes, and inflation); increase in interest rates, inflation, and margin compression; ability to successfully sell aggregated loans to third-party investors; successful development, marketing, sale and financing of new and existing financial products, including NonQM products; recruit and hire talent to rebuild our TPO NonQM origination team, and increase NonQM originations; volatility in the mortgage industry; performance of third-party sub-servicers; our ability to manage personnel expenses in relation to mortgage production levels; our ability to successfully use warehousing capacity and satisfy financial covenants; our ability to maintain compliance with the continued listing requirements of the NYSE American for our common stock; increased competition in the mortgage lending industry by larger or more efficient companies; issues and system risks related to our technology; ability to successfully create cost and product efficiencies through new technology including cyber risk and data security risk; more than expected increases in default rates or loss severities and mortgage related losses; ability to obtain additional financing through lending and repurchase facilities, debt or equity funding, strategic relationships or otherwise; the terms of any financing, whether debt or equity, that we do obtain and our expected use of proceeds from any financing; increase in loan repurchase requests and ability to adequately settle repurchase obligations; failure to create brand awareness; the outcome of any claims we are subject to, including any settlements of litigation or regulatory actions pending against us or other legal contingencies; and compliance with applicable local, state and federal laws and regulations.
For a discussion of these and other risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, see our latest Annual Report on Form 10-K and Quarterly Reports on Form 10-Q we file with the SEC and in particular the discussion of “Risk Factors” therein. This document speaks only as of its date and we do not undertake, and expressly disclaim any obligation, to release publicly the results of any revisions that may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements except as required by law.
About the Company
Impac Mortgage Holdings, Inc. (IMH or Impac) provides innovative mortgage lending and real estate solutions that address the challenges of today’s economic environment. Impac’s operations include mortgage lending, servicing, portfolio loss mitigation, real estate services, and the management of the securitized long-term mortgage portfolio, which includes the residual interests in securitizations.
For additional information, questions or comments, please call Justin Moisio, Chief Administrative Officer at (949) 475-3988 or email Justin.Moisio@ImpacMail.com.
Website: http://ir.impaccompanies.com or www.impaccompanies.com
View source version on businesswire.com: https://www.businesswire.com/news/home/20221028005103/en/
Contacts
Justin Moisio
Chief Administrative Officer
(949) 475-3988
Justin.Moisio@ImpacMail.com
