Impac Mortgage Holdings, Inc. Announces Trust Preferred Exchange Offering
May 11 2017 - 4:02PM
Impac Mortgage Holdings, Inc. (NYSE MKT:IMH) (the “Company” or
“Impac”) announced today that it has exchanged $8.5 million in
trust preferred securities at a discount to par by issuing 412,264
shares of its common stock (the “Shares”) pursuant to an exchange
agreement entered into on May 5, 2017 with certain investors (the
“Offering”). The interest rate on the trust preferred securities
was a variable rate of three-month LIBOR plus 3.75% per annum. At
December 31, 2016, the interest rate was 4.75%.
In October 2005, the Company formed Impac Capital Trust #4 (the
“Trust”) as a special purpose entity for the sole purpose of
issuing $20.6 million of trust preferred securities. The Company
issued subordinated deferrable interest debentures to the Trust due
July 30, 2035 in exchange for the proceeds of the offering of the
trust preferred securities. The investors in the Offering held
trust preferred securities with an aggregate liquidation amount of
$8.5 million issued by the Trust.
Further to the exchange agreement, the investors exchanged the
$8.5 million of trust preferred securities held by them for
aggregate consideration consisting of 412,264 shares of the
Company’s common stock. Accrued and unpaid interest on the trust
preferred securities was paid in cash in the aggregate amount of
approximately $14,000.
The Company received no proceeds from the issuance of the
Shares. The effect of the Offering was to cause the cancellation of
$8.5 million of subordinated debentures issued by the Company to
the Trust further to the issuance of the trust preferred securities
exchanged for the Shares.
A “shelf” registration statement relating to the Shares was
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on December 20, 2016 and declared effective on December 29,
2016. The offering is being made only by means of a written
prospectus and prospectus supplement that form a part of the
registration statement. A final prospectus supplement related
to the Offering will be filed by the Company with the
SEC. Copies of the prospectus supplement and the
accompanying prospectus, when available, can be obtained for free
at the SEC's website at www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. The securities being offered have not been
approved or disapproved by any regulatory authority, nor has any
such authority passed upon the accuracy or adequacy of the
registration statement, the prospectus contained therein or the
prospectus supplement.
About the Company
Impac Mortgage Holdings, Inc. (IMH or Impac) provides innovative
mortgage lending and warehouse lending solutions, as well as real
estate solutions that address the challenges of today’s economic
environment. Impac’s operations include mortgage and
warehouse lending, servicing, portfolio loss mitigation and real
estate services as well as 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, VP Business Development & Investor Relations at
(949) 475-3988 or email Justin.Moisio@ImpacMail.com. Web site:
http://ir.impaccompanies.com or www.impaccompanies.com