| Item 1.01. | Entry into a Material Definitive Agreement. |
On March 16, 2023, PennyMac Mortgage Investment Trust (the “Company”), and its direct, wholly-owned subsidiary, PennyMac Operating Partnership, L.P. (“POP”), and five of its indirect, wholly-owned subsidiaries, PMT ISSUER TRUST - FMSR (“Issuer Trust”), PennyMac Corp. (“PMC”), PennyMac Holdings, LLC, PMC REO Financing Trust, and PMC REO Trust 2015-1, consented to assignments of all of the credit facilities provided to the Company by Credit Suisse First Boston Mortgage Capital LLC, as administrative agent (“CSFB”) and Credit Suisse AG, Cayman Islands Branch, as a buyer or purchaser (“CSCIB”), and Alpine Securitization LTD, as a buyer or purchaser (“Alpine”). All of the credit facilities are assigned to Atlas Securitized Products, L.P. (“Atlas SP”), Atlas Securitized Products Investments 3, L.P., Atlas Securitized Products Funding 2, L.P., and Nexera Holding LLC (each an “Assignee Buyer”).
Each Assignee Buyer unconditionally accepts such assignment and assumes all of CSCIB’s and Alpine’s duties, liabilities, indemnities and obligations under the repurchase documents and the other program agreements, and agrees to pay, perform and discharge, as and when due, all of the duties, liabilities, indemnities and obligations of CSCIB and Alpine going forward.
Atlas SP unconditionally accepts such assignment and assumes all of CSFB’s duties, liabilities, indemnities and obligations as the administrative agent under each repurchase document and each other program agreement. Pursuant to each assignment, Atlas SP is substituted for CSFB in each repurchase document and each other program agreement as the administrative agent.
None of the other terms of the credit facilities are changing in connection with the assignments.
The Company and POP reaffirmed each of its guarantees of PMC’s and Issuer Trust’s obligations under the credit facilities.
The foregoing descriptions do not purport to be complete and are qualified in their entirety by reference to the full text of the agreements filed with this Current Report on Form 8-K as Exhibits 10.1 to 10.3.
| Item 7.01 | Regulation FD Disclosure. |
In response to recent regional bank closures, the Company makes the following disclosures:
| | • | | The Company’s corporate cash accounts are held with large global money center banks or their subsidiaries. |
| | • | | Client funds are held in insured deposit accounts at a mix of large global money center and regional banks. |
| | • | | The Company does not currently maintain any deposits or have any financing arrangements with Silicon Valley Bank, Silvergate Bank or Signature Bank. |
The information in this Item 7.01 of this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference into any disclosure document relating to the Company, except to the extent, if any, expressly set forth by specific reference in such filing.
