IRVINE, Calif.--(BUSINESS WIRE)--Apr. 30, 2013--
Impac Mortgage Holdings, Inc. (NYSE MKT: IMH) announced today that it
entered into a Note Purchase Agreement (the “Note Purchase Agreement”)
issuing $20 million in original aggregate principal amount of
Convertible Promissory Notes due 2018 (the “Notes”). The Notes mature on
or before April 30, 2018 and accrue interest at a rate of 7.5% per
annum, to be paid quarterly. The Notes carry an additional penalty
interest rate of 2% per annum upon an event of default. The Notes may
not be prepaid, in whole or in part, by Impac without the prior written
consent of the noteholders. The Notes contain customary affirmative and
negative covenants of Impac, including covenants not to incur certain
indebtedness that is not subordinated and not to make optional payments
on its indebtedness (other than on the Notes) or amend material
indebtedness in a manner that is adverse in any material manner to the
noteholders. In connection with the Note Purchase Agreement and issuance
of the Notes, Impac also entered into a Registration Rights Agreement.
Noteholders may convert all or a portion of the outstanding principal
amount of the Notes into shares of Impac’s common stock (“Conversion
Shares”) at a rate of $10.875 per share, subject to adjustment for stock
splits and dividends (the “Conversion Price”). Impac has the right to
convert the entire outstanding principal of the Notes into Conversion
Shares at the Conversion Price if the market price per share of the
common stock, as measured by the average volume-weighted closing stock
price per share of the common stock on the NYSE MKT (or any other U.S.
national securities exchange then serving as the principal such exchange
on which the shares of Common Stock are listed) for any twenty (20)
trading days in any period after the closing date of thirty (30)
consecutive trading days, reaches the level of $16.31. Upon conversion
of the Notes by Impac, the entire amount of accrued and unpaid interest
(and all other amounts owing) under the Notes are immediately due and
payable. Furthermore, if the conversion of the Notes by Impac occurs
prior to the third anniversary of the closing date, then the entire
amount of interest under the Notes through the third anniversary is
immediately due and payable.
Mr. Joseph Tomkinson, Chairman and CEO of Impac Mortgage Holdings, Inc.,
commented, “We believe it is a major accomplishment for the Company to
be able to raise capital after reflecting on what has occurred over the
past five years. Further, we believe this is a tremendous vote of
confidence to raise capital at such favorable rates and terms. The
additional capital allows us much greater flexibility in the overall
execution of our business plan.”
The Notes and Conversion Shares have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration requirements. This press release does not constitute an
offer to sell or the solicitation of an offer to buy any of the Notes or
Conversion Shares and shall not constitute an offer, solicitation or
sale of these securities in any state in which such offer, solicitation
or sale would be unlawful prior to the registration or qualification
under the securities laws of any such state. This press release is being
issued pursuant to Rule 135c under the Securities Act.
About the Company
Impac Mortgage Holdings, Inc. (IMH or Impac) provides mortgage and real
estate solutions that address the challenges of today’s economic
environment. Impac’s operations include mortgage lending and servicing,
portfolio loss mitigation and real estate services as well as the
management of the securitized long-term mortgage portfolio which
includes the residual interest in securitizations.
For additional information, questions or comments, please call Justin
Moisio in Investor Relations at (949) 475-3988 or email jmoisio@impacmail.com.
Web site: http://ir.impaccompanies.com
or www.impaccompanies.com
Source: Impac Mortgage Holdings, Inc.
Impac Mortgage Holdings, Inc.
Justin Moisio
Investor Relations
(949)
475-3988
jmoisio@impacmail.com
http://ir.impaccompanies.com
www.impaccompanies.com
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