PennyMac Mortgage Investment Trust (NYSE:PMT) Files An 8-K Entry into a Material Definitive AgreementItem 1.01Entry into a Material Definitive Agreement.
Repurchase Agreement
On June 30, 2017, PennyMac Mortgage Investment Trust (the “Company”), through two of its wholly-owned subsidiaries, PennyMac Corp. (“PMC”) and PennyMac Operating Partnership, LP (“POP”), entered into an amendment (the “Amendment”) to its Master Repurchase Agreement, dated as of November 20, 2012, by and among Morgan Stanley Bank, N.A., as buyer (“Morgan Stanley”), Morgan Stanley Mortgage Capital Holdings LLC, as agent, and PMC, as the original seller (the “Repurchase Agreement”). to the terms of the Repurchase Agreement, PMC may sell, and later repurchase, newly originated mortgage loans pending sale and/or securitization. The mortgage loans are serviced by PennyMac Loan Services, LLC, an indirect controlled subsidiary of PennyMac Financial Services, Inc. (NYSE: PFSI). The termination date for the Repurchase Agreement is August 25, 2017.
Under the terms of the Amendment, POP was added as a seller under the Repurchase Agreement, and the maximum aggregate purchase price provided for thereunder was increased from $400 million to $600 million, the uncommitted amount of which was increased from $150 million to $350 million. The Amendment also requires POP to maintain various financial and other covenants, which include maintaining (i) a minimum tangible net worth of $700 million; (ii) as of the end of each calendar month, a minimum of $40 million in the aggregate in unrestricted cash and cash equivalents; and (iii) a ratio of total indebtedness to tangible net worth of not more than 5:1.
The obligations of PMC and POP under the Repurchase Agreement are fully guaranteed by the Company. All other terms and conditions of the Repurchase Agreement, including the $250 million committed amount thereunder, remain the same in all material respects. The Company, through PMC and POP, is required to pay Morgan Stanley all fees and out-of-pocket expenses associated with the preparation of the Amendment.
The foregoing descriptions of the Amendment, the Repurchase Agreement and the related guaranty do not purport to be complete and are qualified in their entirety by reference to (i) the full text of the Amendment, which has been filed with this Current Report on Form 8-K as Exhibit 10.1;(ii) the descriptions of the Repurchase Agreement and the related guaranty in the Company’s Current Report on Form 8-K as filed on November 26, 2012; (iii)the full text of the Repurchase Agreement and the related guaranty attached thereto as Exhibit 1.1 and Exhibit 1.2, respectively;and (iv) the full text of all other amendments to the Repurchase Agreement filed thereafter with the SEC.
Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. |
Description |
10.1 |
Amendment Number Nine to the Master Repurchase Agreement, dated as of June 30, 2017, among PennyMac Corp., PennyMac Operating Partnership, LP, Morgan Stanley Bank, N.A. and Morgan Stanley Mortgage Capital Holdings LLC |
PennyMac Mortgage Investment Trust ExhibitEX-10.1 2 pmt-ex101_6.htm EX-10.1 – AM 9 TO MRA pmt-ex101_6.htm Exhibit 10.1 EXECUTION COPY AMENDMENT NUMBER NINE to the MASTER REPURCHASE AGREEMENT Dated as of November 20,…To view the full exhibit click here
About PennyMac Mortgage Investment Trust (NYSE:PMT)
PennyMac Mortgage Investment Trust is a specialty finance company that invests primarily in residential mortgage loans and mortgage-related assets. The Company conducts all of its operations, and makes all of its investments, through PennyMac Operating Partnership, L.P. and its subsidiaries. It operates through two segments: correspondent production and investment activities. The correspondent production segment represents its operations aimed at serving as an intermediary between mortgage lenders and the capital markets by purchasing, pooling and reselling newly originated prime credit quality mortgage loans either directly or in the form of mortgage-backed securities (MBS), using the services of PNMAC Capital Management and PennyMac Loan Services, LLC. The investment activities segment represents its investments in mortgage-related assets, which include distressed mortgage loans, real estate acquired in settlement of loans, MBS, mortgage servicing rights and excess servicing spread.