Press Release

PennyMac Mortgage Investment Trust Announces Pricing of Public Offering of Senior Notes

WESTLAKE VILLAGE, Calif.–(BUSINESS WIRE)–PennyMac Mortgage Investment Trust (NYSE: PMT) (the โ€œCompanyโ€ or โ€œPMTโ€) today announced that it has priced an underwritten public offering of $100,000,000 aggregate principal amount of its 9.00% Senior Notes due 2030 (the โ€œNotesโ€). The Notes will be fully and unconditionally guaranteed on a senior unsecured basis by PennyMac Corp. (โ€œPMCโ€), an indirect wholly-owned subsidiary of the Company. The Notes will be issued in minimum denominations and integral multiples of $25.00. The Company has granted to the underwriters a 30-day over-allotment option to purchase up to an additional $15,000,000 aggregate principal amount of the Notes at the public offering price, less the underwriting discount. The offering is expected to close on June 10, 2025, subject to customary closing conditions.


The Company intends to use the net proceeds from the offering to fund its business and investment activities, which may include: the investment in subordinated bonds from its private-label securitization activities and other mortgage-related securities; the acquisition of mortgage servicing rights; funding the Companyโ€™s correspondent lending business, including the purchase of Agency-eligible residential mortgage loans; repayment of other indebtedness, which may include the repurchase or repayment of a portion of PMCโ€™s 5.50% exchangeable senior notes due 2026 or secured financing; and for other general business purposes.

Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, RBC Capital Markets, LLC, UBS Investment Bank, Wells Fargo Securities, LLC, Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co. are serving as joint book-running managers for the offering.

The Company intends to apply to list the Notes on the New York Stock Exchange under the symbol โ€œPMTWโ€ and, if the application is approved, trading is expected to commence within 30 days of the closing of the offering.

The 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 free of charge at the SECโ€™s website at www.sec.gov or from the underwriters by contacting: Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn.: Prospectus Department, Toll-Free: 1-800-584-6837, or by email at [email protected]; Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 1-212-902-9316 or by emailing [email protected]; RBC Capital Markets, LLC, Brookfield Place, 200 Vesey Street, 8th Floor, New York, NY 10281, toll-free: 1-866-375-6829 or email: [email protected]; UBS Investment Bank, 1285 Avenue of the Americas, New York, NY 10019, Attention: Prospectus Department, Telephone number: 1-833-481-0269; Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attn: WFS Customer Service, Email: [email protected], Toll-Free: 1-800-645-3751; Keefe, Bruyette & Woods, Inc., 787 Seventh Ave., 4th Floor, New York, NY 10019; and Piper Sandler & Co., 1251 Avenue of the Americas, 6th Floor, New York, NY 10020, or by email at [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the Companyโ€™s securities, nor shall there be any sale of the Companyโ€™s securities in any state 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. PMT is externally managed by PNMAC Capital Management, LLC (โ€œPCMโ€), a wholly-owned subsidiary of PennyMac Financial Services, Inc. (NYSE: PFSI).

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, regarding managementโ€™s beliefs, estimates, projections and assumptions with respect to, among other things, the Companyโ€™s financial results, future operations, business plans and investment strategies, as well as industry and market conditions, all of which are subject to change. Forward-looking statements are generally identifiable by use of forward-looking terminology such as โ€œmay,โ€ โ€œwill,โ€ โ€œshould,โ€ โ€œpotential,โ€ โ€œexpect,โ€ โ€œintend,โ€ โ€œexpect,โ€ โ€œseek,โ€ โ€œanticipate,โ€ โ€œestimate,โ€ โ€œapproximately,โ€ โ€œbelieve,โ€ โ€œcould,โ€ โ€œproject,โ€ โ€œpredict,โ€ โ€œcontinue,โ€ โ€œplan,โ€ or other similar words or expressions. Factors that could cause the Companyโ€™s actual results to differ materially from historical results or those anticipated include, but are not limited to: changes in interest rates; the Companyโ€™s ability to comply with various federal, state and local laws and regulations that govern its business; volatility in the Companyโ€™s industry, the debt or equity markets, the general economy or the real estate finance and real estate markets; events or circumstances which undermine confidence in the financial and housing markets or otherwise have a broad impact on financial and housing markets; changes in real estate values, housing prices and housing sales; changes in macroeconomic, consumer and real estate market conditions; the degree and nature of the Companyโ€™s competition; the availability of, and level of competition for, attractive risk-adjusted investment opportunities in mortgage loans and mortgage-related assets that satisfy the Companyโ€™s investment objectives; the inherent difficulty in winning bids to acquire mortgage loans, and the Companyโ€™s success in doing so; the discontinuation of LIBOR, including its impact on the Companyโ€™s Series A Preferred Shares and Series B Preferred Shares; the concentration of credit risks to which the Company is exposed; the Companyโ€™s dependence on PCM and PennyMac Loan Services, LLC (โ€œPLSโ€), 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 PCM, PLS or their affiliates; the Companyโ€™s ability to mitigate cybersecurity risks, cybersecurity incidents and technology disruptions; the availability, terms and deployment of short-term and long-term capital; the adequacy of the Companyโ€™s cash reserves and working capital; the Companyโ€™s ability to maintain the desired relationship between its financing and the interest rates and maturities of its assets; the timing and amount of cash flows, if any, from the Companyโ€™s investments; the Companyโ€™s substantial amount of indebtedness; the performance, financial condition and liquidity of borrowers; the Companyโ€™s exposure to risks of loss and disruptions in operations resulting from severe weather events, man-made or other natural conditions, including climate change and pandemics; the ability of the Companyโ€™s servicer 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 the Companyโ€™s customers and counterparties; the Companyโ€™s indemnification and repurchase obligations in connection with mortgage loans it may purchase, sell or securitize; the quality and enforceability of the collateral documentation evidencing the Companyโ€™s ownership rights in its investments; increased rates of delinquency, defaults and forbearances and/or decreased recovery rates on the Companyโ€™s investments; the performance of mortgage loans underlying mortgage-backed securities in which the Company retains credit risk; the Companyโ€™s ability to foreclose on its investments in a timely manner or at all; increased prepayments of the mortgages and other loans underlying the Companyโ€™s mortgage-backed securities or relating to the Companyโ€™s mortgage servicing rights and other investments; the degree to which the Companyโ€™s hedging strategies may or may not protect it from interest rate volatility; the effect of the accuracy of or changes in the estimates the Company makes about uncertainties, contingencies and asset and liability valuations when measuring and reporting upon the Companyโ€™s financial condition and results of operations; the Companyโ€™s ability to maintain appropriate internal control over financial reporting; the Companyโ€™s ability to detect misconduct and fraud; developments in the secondary markets for the Companyโ€™s mortgage loan products; participating and investing in mortgage loan securitizations; legislative and regulatory changes that impact the mortgage loan industry or housing market; regulatory or other changes that impact government agencies or government-sponsored entities, or such changes that increase the cost of doing business with such agencies or entities; the Consumer Financial Protection Bureau and its issued and future rules and the enforcement thereof; changes in government support of home ownership and home affordability programs; changes in the Companyโ€™s investment objectives or investment or operational strategies, including any new lines of business or new products and services that may subject it to additional risks; limitations imposed on the Companyโ€™s business and its ability to satisfy complex rules for it 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 the Companyโ€™s subsidiaries to qualify as REITs or as taxable REIT subsidiaries for U.S. federal income tax purposes, as applicable; changes in governmental regulations, accounting treatment, tax rates and similar matters; the Companyโ€™s ability to make distributions to its shareholders in the future; the Companyโ€™s failure to deal appropriately with issues that may give rise to reputational risk; and the Companyโ€™s organizational structure and certain requirements in its 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.

Contacts

Media
Kristyn Clark

[email protected]
805.395.9943

Investors
Kevin Chamberlain

Isaac Garden

[email protected]
818.224.7028

Author

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