Post-Effective Amendment #2 to Form S-3

Registration No. 333-74432

As Filed With The United States Securities and Exchange Commission on July 2, 2004


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

Post-Effective

AMENDMENT NO. 2

 

TO

 

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 


 

IMPAC MORTGAGE HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

 

Maryland

(State or other jurisdiction

of incorporation or organization)

 

33-0675505

(I.R.S. Employer

Identification No.)

 


 

1401 Dove Street

Newport Beach, California 92660

(949) 475-3600

(Address, Including Zip Code, and Telephone Number, Including Area Code, of each Registrant’s Principal Executive Offices)

 


 

Ronald M. Morrison

General Counsel

Impac Mortgage Holdings, Inc.

1401 Dove Street

Newport Beach, California 92660

(949) 475-3600

(name, address, including zip code, and telephone number, including area code, of agent for service)

 


 

Copy To:

 

Thomas J. Poletti

Katherine J. Blair

Kirkpatrick & Lockhart LLP

10100 Santa Monica Blvd., 7th Floor

Los Angeles, CA 90067

(310) 552-5000

 

Approximate date of commencement of proposed sale to the public:    Not Applicable

 

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, check the following box.  ¨

 

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.  x

 

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

 

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

 

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box:  ¨

 


 

DEREGISTRATION OF SECURITIES

 

On December 3, 2001, Impac Mortgage Holdings, Inc. (the “Registrant”) filed a registration statement on Form S-3 (333-74432), (as amended by Post-Effective Amendment No. 1 filed on May 2, 2002, the “Registration Statement”). The purpose of this Post-Effective Amendment No. 2 is to deregister $10,884,256.87 of the securities of the Registrant constituting the remaining unsold and unissued Securities under the Registration Statement pursuant to the Registrant’s undertaking under Item 512(a)(3) of Regulation S-K.

 



SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.2 to Registration Statement No. 333-74432 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Newport Beach, State of California, on the 30th day of June, 2004.

 

IMPAC MORTGAGE HOLDINGS, INC.
By:   /S/    JOSEPH R. TOMKINSON        
    Joseph R. Tomkinson,
Chairman of the Board and Chief Executive Officer

 

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

 

Names


  

Title


 

Date


/S/    JOSEPH R. TOMKINSON        


Joseph R. Tomkinson

  

Chairman of the Board and Chief Executive Officer (Principal Executive Officer)

  June 30, 2004

*


William S. Ashmore

  

Chief Operating Officer, President and Director

  June 30, 2004

*


Richard J. Johnson

  

Chief Financial Officer and Executive Vice President (Principal Financial Officer)

  June 30, 2004

/S/    CRAIG A. GOLDING        


Craig A. Golding

  

Vice President and Controller

  June 30, 2004

*


James Walsh

  

Director

  June 30, 2004

*


Frank P. Filipps

  

Director

  June 30, 2004

*


Stephan R. Peers

  

Director

  June 30, 2004

*


William E. Rose

  

Director

  June 30, 2004

*


Leigh J. Abrams

  

Director

  June 30, 2004
 
*By:   /S/    JOSEPH R. TOMKINSON        
   

Joseph R. Tomkinson

Attorney-in-fact

 

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