PennyMac Mortgage Investment Trust Prices Public Offering of 8.00 Percent Series B Fixed-to-Floating
Rate Cumulative Redeemable Preferred Shares
PennyMac Mortgage Investment Trust (NYSE: PMT) (the “Company”) today announced the pricing of its underwritten public offering
of 7,000,000 of its 8.00 percent Series B Fixed-to-Floating Rate Cumulative Redeemable Preferred Shares of Beneficial Interest
(the “Series B Preferred Shares”), liquidation preference $25.00 per share, for gross proceeds of $175 million, before
deducting underwriting discounts and commissions and other estimated offering expenses. The Company intends to apply to list the
Series B Preferred Shares on the New York Stock Exchange under the symbol “PMT PrB.” The offering is expected to close on
July 5, 2017, subject to customary closing conditions.
The Company has granted the underwriters an option for 30 days to purchase up to an additional 1,050,000 Series B Preferred
Shares to cover over-allotments, if any.
Dividends on the Series B Preferred Shares will accumulate and be payable from, and including, the date of original issuance to,
but not including, June 15, 2024, at a fixed rate equal to 8.00 percent per annum of the $25.00 liquidation preference. From,
and including, June 15, 2024, dividends on the Series B Preferred Shares will accumulate and be payable at a floating rate equal to
three-month LIBOR plus a spread of 5.99 percent per annum based on the $25.00 per share liquidation preference.
The Company intends to use the net proceeds of the offering to fund its business and investment activities, for the repayment of
indebtedness, to repurchase outstanding common shares pursuant to its share repurchase program, and for other general corporate
purposes.
Morgan Stanley & Co. LLC, Keefe, Bruyette & Woods, Inc. and RBC Capital Markets, LLC are acting as joint book-running
managers for the offering.
This offering is being made pursuant to an effective shelf registration statement and prospectus and related prospectus
supplement, a copy of which, when available, may be obtained by contacting Morgan Stanley & Co. LLC, toll-free at (800)
584-6837 or by e-mail at prospectus@morganstanley.com, Keefe,
Bruyette & Woods, Inc., toll-free at (800) 966-1559, or RBC Capital Markets, LLC, toll-free at (866) 375-6829 or by e-mail at
rbcnyfixedincomeprospectus@rbccm.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of
these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
About PennyMac Mortgage Investment Trust
PennyMac Mortgage Investment Trust is a mortgage real estate investment trust (REIT) that invests primarily in residential
mortgage loans and mortgage-related assets. PennyMac Mortgage Investment Trust trades on the New York Stock Exchange under the
symbol “PMT” and is externally managed by PNMAC Capital Management, LLC, an indirect subsidiary of PennyMac Financial Services,
Inc. (NYSE: PFSI).
This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended, regarding management’s beliefs, estimates, projections and assumptions with respect to, among other things, the
Company’s financial results, future operations, business plans and investment strategies, as well as industry and market
conditions, all of which are subject to change. Words like “believe,” “expect,” “anticipate,” “promise,” “plan,” and other
expressions or words of similar meanings, as well as future or conditional verbs such as “will,” “would,” “should,” “could,” or
“may” are generally intended to identify forward-looking statements. Actual results and operations for any future period may vary
materially from those projected herein and from past results discussed herein. Factors which could cause actual results to differ
materially from historical results or those anticipated include, but are not limited to: changes in our investment objectives or
investment or operational strategies, including any new lines of business or new products and services that may subject us to
additional risks; volatility in our industry, the debt or equity markets, the general economy or the real estate finance and real
estate markets specifically, whether the result of market events or otherwise; events or circumstances which undermine confidence
in the financial markets or otherwise have a broad impact on financial markets, such as the sudden instability or collapse of large
depository institutions or other significant corporations, terrorist attacks, natural or man-made disasters, or threatened or
actual armed conflicts; changes in general business, economic, market, employment and political conditions, or in consumer
confidence and spending habits from those expected; declines in real estate or significant changes in U.S. housing prices or
activity in the U.S. housing market; the availability of, and level of competition for, attractive risk-adjusted investment
opportunities in mortgage loans and mortgage-related assets that satisfy our investment objectives; the inherent difficulty in
winning bids to acquire mortgage loans, and our success in doing so; the concentration of credit risks to which we are exposed; the
degree and nature of our competition; our dependence on our manager and servicer, potential conflicts of interest with such
entities and their affiliates, and the performance of such entities; changes in personnel and lack of availability of qualified
personnel at our manager, servicer or their affiliates; the availability, terms and deployment of short-term and long-term capital;
the adequacy of our cash reserves and working capital; our ability to maintain the desired relationship between our financing and
the interest rates and maturities of our assets; the timing and amount of cash flows, if any, from our investments; unanticipated
increases or volatility in financing and other costs, including a rise in interest rates; the performance, financial condition and
liquidity of borrowers; the ability of our servicer, which also provides us with fulfillment services, to approve and monitor
correspondent sellers and underwrite loans to investor standards; incomplete or inaccurate information or documentation provided by
customers or counterparties, or adverse changes in the financial condition of our customers and counterparties; our indemnification
and repurchase obligations in connection with mortgage loans we purchase and later sell or securitize; the quality and
enforceability of the collateral documentation evidencing our ownership and rights in the assets in which we invest; increased
rates of delinquency, default and/or decreased recovery rates on our investments; the performance of mortgage loans underlying
mortgage-backed securities in which we retain credit risk; our ability to foreclose on our investments in a timely manner or at
all; increased prepayments of the mortgages and other loans underlying our mortgage-backed securities or relating to our mortgage
servicing rights, excess servicing spread and other investments; the degree to which our hedging strategies may or may not protect
us from interest rate volatility; the effect of the accuracy of or changes in the estimates we make about uncertainties,
contingencies and asset and liability valuations when measuring and reporting upon our financial condition and results of
operations; our failure to maintain appropriate internal controls over financial reporting; technologies for loans and our ability
to mitigate security risks and cyber intrusions; our ability to obtain and/or maintain licenses and other approvals in those
jurisdictions where required to conduct our business; our ability to detect misconduct and fraud; our ability to comply with
various federal, state and local laws and regulations that govern our business; developments in the secondary markets for our
mortgage loan products; legislative and regulatory changes that impact the mortgage loan industry or housing market; changes in
regulations or the occurrence of other events that impact the business, operations or prospects of government agencies or
government-sponsored entities, or such changes that increase the cost of doing business with such entities; the Dodd-Frank Wall
Street Reform and Consumer Protection Act and its implementing regulations and regulatory agencies, and any other legislative and
regulatory changes that impact the business, operations or governance of mortgage lenders and/or publicly-traded companies; the
Consumer Financial Protection Bureau and its issued and future rules and the enforcement thereof; changes in government support of
homeownership; changes in government or government-sponsored home affordability programs; limitations imposed on our business and
our ability to satisfy complex rules for us to qualify as a REIT for U.S. federal income tax purposes and qualify for an exclusion
from the Investment Company Act of 1940 and the ability of certain of our subsidiaries to qualify as REITs or as taxable REIT
subsidiaries for U.S. federal income tax purposes, as applicable, and our ability and the ability of our subsidiaries to operate
effectively within the limitations imposed by these rules; changes in governmental regulations, accounting treatment, tax rates and
similar matters (including changes to laws governing the taxation of REITs, or the exclusions from registration as an investment
company); our ability to make distributions to our shareholders in the future; the effect of public opinion on our reputation; the
occurrence of natural disasters or other events or circumstances that could impact our operations; and our organizational structure
and certain requirements in our charter documents. You should not place undue reliance on any forward-looking statement and should
consider all of the uncertainties and risks described above, as well as those more fully discussed in reports and other documents
filed by the Company with the Securities and Exchange Commission from time to time. The Company undertakes no obligation to
publicly update or revise any forward-looking statements or any other information contained herein, and the statements made in this
press release are current as of the date of this release only.
PennyMac Mortgage Investment Trust
Media
Stephen Hagey, 805-530-5817
or
Investors
Christopher Oltmann, 818-224-7028
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