Impac Mortgage completes exchange offers for series B, C preferreds

By Wendy Van Sickle

Columbus, Ohio, Oct. 26 – Impac Mortgage Holdings, Inc. announced the completion of its exchange offers for its 9.375% series B cumulative redeemable preferred stock and its 9.125% series C cumulative redeemable preferred stock in a press release on Wednesday.

In conjunction with closing the offers, the company will issue 6,142,213 shares of common stock and 13,823,340 shares of its 8.25% series D cumulative redeemable preferred stock in exchange for the shares of series B preferred stock tendered.

For the series C preferreds tendered for exchange, the company expected to issue 1,188,106 shares of common stock, 950,471 shares of new preferred stock, and 1,425,695 warrants to purchase the same number of shares of common stock.

In connection with the petitions for a court award of attorney’s fees, expenses or other monetary award to be deducted and paid from the company’s payment of distributions or other payments to the holders of the series B preferreds in the matter Curtis J. Timm, et al. v Impac Mortgage Holdings, Inc. et al., the company will deposit, no later than Nov. 2, approximately 13,311,840 shares of new preferreds and 4,437,280 shares of the common stock in the custody of a third-party custodian or escrow agent.

The allocation of the escrow shares will be made by instruction from the circuit court of Baltimore upon final disposition of all outstanding matters in the Maryland action.

As previously reported, the company said it received and accepted tenders of a total of 460,778 shares, or 69.23%, of the 665,592 shares of series B preferreds outstanding, and 949,671 shares, or 67.59%, of the 1,405,086 shares of series C preferreds outstanding. The total excluded 1,300 shares of series C preferred tenders that were delivered under guaranteed delivery procedures.

Impac offered to issue 30 shares of new preferred stock in lieu of cash for each series B preferred stock tendered and one share of new preferred stock in lieu of cash for each series C preferred stock tendered in the exchange offers.

Initially, on Sept. 14, the company planned to exchange each outstanding series B preferred for $3 in cash or, under certain conditions, 30 shares of 8.25% series D cumulative redeemable preferreds, and 13.33 shares of common stock.

The exchange offers expired at 11:59 p.m. ET on Oct. 20.

D.F. King & Co., Inc. (212 269-5550, 888 280-6942 or imh@dfking.com) was the information agent.

American Stock Transfer & Trust Co. was the exchange agent.

Impac is an Irvine, Calif., mortgage and warehouse lender.

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