IMH Impac Mortgage Holdings Inc

On March 16, 2022, Impac Mortgage Holdings, Inc. (the “Company”), and its subsidiaries, IMH Assets Corp., Impac Secured Assets Corp. and Impac Funding Corporation (together with the Company, the “Sellers”) entered into a Purchase, Sale and Assignment Agreement (the “Sale Agreement”) pursuant to which the Sellers agreed to sell certain certificates, and assign certain optional termination and loan purchase rights, owned by the Sellers relating to 37 securitizations that closed between 2000 and 2007 (the “Securitizations”). Impac Funding Corporation shall remain the master servicer with respect to all of the Securitizations.

Pursuant to the terms of the Sale Agreement, the purchaser shall pay to the Sellers an aggregate cash purchase price of $37.5 million, $20.0 million of which was paid on March 16, 2022, and the remaining balance of the purchase price is to be paid by April 30, 2022 (or such later date agreed to by the purchasers) which is contingent upon the Sellers’ satisfaction of certain closing and payment release provisions, including delivery of certain certificates, set forth in the Sale Agreement.

The Sale Agreement contains customary continuing obligations of the related Seller to assist the purchaser in exercising the rights should the purchaser exercise such rights in the future, and certain remedies in connection with the exercise of such rights.

The Company expects to use the proceeds, net of transaction costs, for general corporate purposes and working capital, which may include the repayment of debt obligations.

The description of the terms and conditions of the Sale Agreement set forth herein do not purport to be complete and are qualified in their entirety by reference to the terms of the Sale Agreement, a copy of which is included as Exhibit 2.1 to this Current Report on Form 8-K and incorporated herein by reference.

The representations, warranties and covenants contained in the Sale Agreement were made only for purposes of the Sale Agreement and solely for the benefit of the parties to the Sale Agreement. The representations, warranties and covenants are a means of allocating contractual risk between parties and are not necessarily intended to establish particular matters as facts, may be subject to standards of materiality or other qualifications applicable to the Sale Agreement that differ from those applicable to investors and are not promises or guarantees of accuracy or of future actions or events. Investors should not rely on these representations, warranties or covenants.