SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant To Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 11, 2003
IMPAC MORTGAGE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 1-14100 | 33-0675505 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
1401 Dove Street
Newport Beach, CA 92660
(Address of principal executive offices including zip code)
(949) 475-3600
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. Other Events
On June 11, 2003, the Common Stock of Impac Mortgage Holdings, Inc. began trading on the New York Stock Exchange under the symbol “IMH”. Reference is made to the press release dated June 2, 2003, the text of which is attached hereto as Exhibit 99.1. The title and first paragraph of the press release is filed and incorporated by reference herein.
In connection with the Equity Distribution Agreement, dated May 5, 2003, between Impac Mortgage Holdings, Inc. (the “Company”) and UBS Securities LLC (formerly UBS Warburg LLC), on June 10, 2003, the Company and UBS Securities LLC entered into a letter agreement reflecting that the Company’s Common Stock will be listed on the New York Stock Exchange.
ITEM 7. Exhibits
(c) Exhibits
| 1.1 | Letter Agreement to Equity Distribution Agreement, dated June 10, 2003, between Impac Mortgage Holdings, Inc. and UBS Securities LLC. | |
| 99.1 | Press Release dated June 2, 2003 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| IMPAC MORTGAGE HOLDINGS, INC. | ||
| By: |
/s/ RONALD M. MORRISON | |
| Ronald M. Morrison General Counsel and Secretary | ||
Date: June 11, 2003
EXHIBIT INDEX
| 1.1 | Letter Agreement to Equity Distribution Agreement, dated June 10, 2003, between Impac Mortgage Holdings, Inc. and UBS Securities LLC. | |
| 99.1 | Press Release dated June 2, 2003 | |
EXHIBIT 1.1
IMPAC MORTGAGE HOLDINGS, INC.
4,862,965 Shares of Common Stock
(par value $.01 per share)
June 10, 2003
UBS Securities LLC
299 Park Avenue
New York, New York 10171
| Re: | Impac Mortgage Holdings, Inc. |
Equity Distribution Agreement
Ladies and Gentlemen:
Reference is hereby made to the Equity Distribution Agreement, dated May 5, 2003 (the “Distribution Agreement”), between Impac Mortgage Holdings, Inc. (the “Company”) on the one hand, and UBS Securities LLC ( “Manager”) on the other hand, relating to the solicitation of offers to purchase, from time to time, of up to 4,862,965 shares of the Company’s Common Stock, par value $.01 per share (the “Securities”). A copy of the Distribution Agreement is attached hereto.
The Company intends to list the Securities on the New York Stock Exchange (“NYSE”). The Company and the Manger hereby agree that, effective as of the date the Securities are officially listed on the NYSE, all references in the Distribution Agreement to “American Stock Exchange” shall be to “New York Stock Exchange” and all references in the Distribution Agreement to “AMEX” shall be to “NYSE”, except for those references found in Section 8(e) of the Distribution Agreement which shall remain unchanged.
If the foregoing is in accordance with your understanding, please sign and return to us two counterparts hereof.
| IMPAC MORTGAGE HOLDINGS, INC. | ||
| By: |
/s/ RICHARD J. JOHNSON | |
| Name: |
Richard J. Johnson | |
| Title: |
EVP & CFO | |
Accepted as of the date first above written:
| UBS SECURITIES LLC | ||
| By: |
/s/ JONATHAN P. DEVER | |
| Name: |
Jonathan P. Dever | |
| Title: |
Executive Director | |
| UBS SECURITIES LLC | ||
| By: |
/s/ JORGE SOLARES-PARKHURST | |
| Name: |
Jorge Solares-Parkhurst | |
| Title: |
Associate Director | |
Exhibit 99.1
Impac Mortgage Holdings, Inc. to List on the New York Stock Exchange
NEWPORT BEACH, Calif., Jun 2, 2003
Joseph R. Tomkinson, Chairman and CEO of Impac Mortgage Holdings, Inc. (Amex: IMH) (or the “Company”), a Maryland corporation, being taxed as a Real Estate Investment Trust (“REIT”) today announced that it is transferring its stock listing to the New York Stock Exchange (“NYSE”) from the American Stock Exchange (“AMEX”). The Company’s stock will begin trading on the NYSE under the stock ticker symbol “IMH” on Wednesday, June 11, 2003 (the “Transfer Date”). Concurrent with the NYSE listing, the Company’s shares will be withdrawn from the AMEX. The Company will continue to trade on the AMEX until the Transfer Date.
“As a result of our Company’s growth since our initial public offering in 1995, we are pleased to be moving to the New York Stock Exchange,” commented Mr. Joseph R. Tomkinson, Chairman & Chief Executive Officer of Impac Mortgage Holdings, Inc. “We anticipate that the listing on the New York Stock Exchange will increase our visibility, attract new investors, and ultimately lower the Company’s cost of capital while providing additional liquidity for our investors. As a long time customer of the AMEX, we greatly appreciate and acknowledge the support that we have received over the years.”
Impac Mortgage Holdings, Inc. is a Mortgage Real Estate Investment Trust (“REIT”), which operates three core businesses: (1) the Long-Term Investment Operations, (2) the Mortgage Operations, and (3) the Warehouse Lending Operations. The Long-Term Investment Operations invests primarily in Alt-A mortgage loans. The Mortgage Operations acquires, originates, sells and securitizes primarily Alt-A mortgage loans, and the Warehouse Lending Operations provides short-term financing to mortgage loan originators. The Company is organized as a REIT for tax purposes, which allows it generally to pass through earnings to stockholders without federal income tax at the corporate level.
For additional information please visit our web site at www.impaccompanies.com or for questions or comments, please call Tania Jernigan, VP of Investor Relations at (949) 475-3722 or email tjernigan@impaccompanies.com