Impac Mortgage Holdings, Inc. Reports Director Nominees for Special Meeting of Series B Preferred Stockholders
September 23 2021 - 4:28PM
Business Wire
Impac Mortgage Holdings, Inc. (the “Company”) today announced
that Camac Fund, LP has provided notice of its intent to nominate
Eric Shahinian and Michael Cricenti and Sara-Bay Financial Corp.
has provided notice of its intent to nominate Robert C. Koski, each
for election as a Preferred Director at the Special Meeting
(“Special Virtual Meeting”) of the 9.375% Series B Cumulative
Redeemable Preferred Shares (“Series B Preferred Shares”) to be
held on Wednesday, October 13, 2021, at 9:00 am Pacific Daylight
Time. The Company is not responsible for the accuracy of any
information contained in materials provided by a third party or its
representatives to holders of Series B Preferred Shares or any
other statements they may make.
Only holders of record of outstanding Series B Preferred Shares
as of the close of business on September 10, 2021 (“Record Date”),
and their duly authorized proxies, have the right to vote to elect
two Preferred Directors at the Special Virtual Meeting. Per
Maryland corporation law, each share of stock may be voted for as
many individuals as there are directors to be elected. There is no
cumulative voting in the election of the directors. For example, in
an election of two director nominees, a stockholder who owns one
share can cast one vote for up to two of the nominees; however, the
stockholder may not cast two votes for a single nominee.
Beneficial owners of outstanding Series B Preferred Shares as of
the Record Date for the Special Virtual Meeting may attend the
Special Virtual Meeting if they have properly registered. However,
in order to both attend and vote at the Special Virtual Meeting, a
beneficial owner of Series B Preferred Shares as of the Record Date
of the Special Virtual Meeting, or the beneficial owner’s
designated representative, must obtain a valid “legal proxy” from
his, her or its bank, broker or other securities intermediary.
For further information about the Special Virtual Meeting,
please refer to the Notice of Special Meeting of Holders of 9.375%
Series B Cumulative Redeemable Preferred Stock dated September 10,
2018, which was mailed to all holders of record as of the Record
Date and can be found at
http://viewproxy.com/ImpacSeriesB/2021/htype.asp. Please refer to
the charter of Impac Mortgage Holdings, Inc., including the 2004
Articles Supplementary, for a description of the Series B Preferred
Shares. A copy of the Company’s charter, including the 2004
Articles Supplementary, and Bylaws will be made available upon
request and can also be found as exhibits to the Company’s reports
filed with the SEC at its website at www.sec.gov.
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 and
real estate services as well as the management of the securitized
long-term mortgage portfolio, which includes the residual interests
in securitizations.
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: impact on the U.S. economy and financial
markets due to the outbreak of the novel coronavirus, and any
adverse impact or disruption to the Company’s operations;
successful development, marketing, sale and financing of new and
existing financial products, including NonQM products; ability to
successfully re-engage in lending activities, recruit and hire
talent to rebuild our TPO NonQM origination team, and increase
NonQM originations; ability to successfully sell loans to
third-party investors; volatility in the mortgage industry;
unexpected interest rate fluctuations and margin compression;
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; 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; our compliance
with applicable local, state and federal laws and regulations; the
effects of any acquisitions or dispositions of assets we may make;
and other general market and economic conditions.
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 Securities
and Exchange Commission and in particular the discussion of “Risk
Factors” therein. This press release speaks only as of its date and
we do not undertake, and specifically 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.
For additional information, questions or comments, please call
Justin Moisio, Chief Administrative Officer at (949) 475-3988 or
email Justin.Moisio@ImpacMail.com. Web site:
http://ir.impaccompanies.com or www.impaccompanies.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20210923005949/en/
Justin Moisio, Chief Administrative Officer (949) 475-3988
Justin.Moisio@ImpacMail.com
Impac Mortgage (AMEX:IMH)
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