United States
Securities and Exchange Commission
Washington DC 20549
Schedule 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 1 )*
Impac Mortgage Holdings, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
45254P-10-2
(CUSIP Number)
Howard Amster, 23811 Chagrin Blvd, Suite 200
Beachwood, OH 44122-5525 (216) 595-1047
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 9, 2000
(Date of Event which Requires Filing of this Statement)
If this filing person has previously filed a statement on Schedule 13G to
report this acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b) (3) or (4), check the
following box / /.
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject to the
subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided
in a prior cover page.
This information required on the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act, but shall be subject to all other
provisions of the Act (however see the Notes).
1 Name of Reporting Person Howard Amster
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds PF
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting 1,193,700
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting 120,000
9 Sole Dispositive 1,193,700
10 Shared Dispositive 120,000
11 Aggregate Amount Beneficially owned 1,354,200
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 6.33 %
14 Type of Reporting Person IN
1 Name of Reporting Person Amster Trading Company
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure of Legal Proceedings is Required
6 Citizen or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting 82,000
9 Sole Dispositive
10 Shared Dispositive 82,000
11 Aggregate Amount Beneficially owned 26,000
12 Check if Aggregate Amount (11) Excludes Certain shares
13 Percent of Class Represented by amount in row (11) .12 %
14 Type of Reporting Person CO
1 Name of Reporting Person Amster Trading Company
Charitable Remainder Unitrusts
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds AF
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares
Beneficially Owned 7 Sole Voting
By Each Reporting
Person With 8 Shared Voting 56,000
9 Sole Dispositive
10 Shared Dispositive 56,000
11 Aggregate Amount Beneficially owned 56,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class represented by amount in row (11) .26 %
14 Type of Reporting Person OO
1 Name of Reporting Person Howard Amster & Tamra F. Gould
Charitable Remainder Unitrust
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 15,000
Person with
9 Sole Dispositive
10 Shared Dispositive 15,000
11 Aggregate Amount Beneficially owned 15,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .07 %
14 Type of Reporting Person OO
1 Name of Reporting Person Tamra F. Gould
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds PF
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting 17,000
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting
9 Sole Dispositive 17,000
10 Shared Dispositive
11 Aggregate Amount Beneficially owned 17,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class represented by amount in row (11) .08%
14 Type of Reporting Person IN
1 Name of Reporting Person Pleasant Lake Apts. Corp
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of shares 7 Sole Voting
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting 23,000
9 Sole Dispositive
10 Shared Dispositive 23,000
11 Aggregate Amount Beneficially owned 23,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.11 %
14 Type of Reporting Person CO
1 Name of Reporting Person Pleasant Lakes Apts.
Limited Partnership
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting 23,000
9 Sole Dispositive
10 Shared Dispositive 23,000
11 Aggregate Amount Beneficially owned 23,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.11 %
14 Type of Reporting Person OO
1 Name of Reporting Person Ramat Securities Ltd
2 If a member of a group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting
Person With 8 Shared Voting 111,500
9 Sole Dispositive
10 Shared Dispositive 111,500
11 Aggregate Amount Beneficially owned 111,500
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .52 %
14 Type of Reporting Person BD
There are no changes to the Schedule 13D, as amended except as follows:
Item 1 Security and Issuer
Impac Mortgage Holdings, Inc.
1401 Dove Street, Newport Beach, CA 92660
(949) 475-3600
This schedule 13D amended filing reflects a new member group, additional
purchases and the removal of Sonia Amster Family Ltd Partnership
as a member group.
Item 2 Identity and Background
Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster
can be deemed to be a beneficial owner of any securities owned by
Ramat Securities Ltd. Mr. Amster does not control the voting or
dispositive power of any securities owned by Ramat Securities Ltd.
David Zlatin is a 17% owner of Ramat Securities Ltd. David Zlatin
has sole voting and dispositive power of any securities owned by
Ramat Securities Ltd. David Zlatin can by reason of his ownership
in Ramat Securities Ltd can be deemed beneficial owner of any securities
owned by Ramat Securities Ltd. David Zlatin can be deemed to be the
beneficial owner of 3,045 shares. David Zlatin disclaims being a member
of this group and therefore, such 3,045 shares are not included
in this filing.
a) David Zlatin
b) 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525
c) Present principal occupation-Principal, Ramat Securities Ltd.
securities firm-23811 Chagrin Blvd #200, Beachwood, OH 44122-5525
d) David Zlatin has not been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any) within
the last five years.
e) David Zlatin has not been party to any civil proceedings of a
judicial or administrative body of competent jurisdiction of the type
described in Item 2 of Schedule 13D within the last five years.
Howard Amster and Tamra F. Gould Charitable Remainder Unitrust
has been 100% funded by Howard Amster. Because he has the right
to change the trustee of this trust, he can be deemed to have the right
to shared voting and dispositive power over any security owned by the
trust. While Mr. Amster receives certain income distributions from
the trust during his lifetime, the assets owned by the trust benefits
charitable purposes. Both, Mr. Amster and Ms. Gould disclaim beneficial
ownership of the securities owned by this trust. William Costaras
acts as sole trustee for the Howard Amster and Tamra F. Gould Charitable
Remainder Unitrust. William Costaras disclaims beneficial ownership
of the shares owned by such trust and disclaims being a member
of the group.
Howard Amster & Tamra F. Gould Charitable Remainder Unitrust
22674 Halburton Road, Beachwood, OH 44122-3971
Charitable Remainder Unitrust
Investments
d) Neither the trust or trustee of the Howard Amster & Tamra F Gould
Charitable Remainder Unitrust have been convicted in any criminal
proceedings (excluding traffic violations or similar misdemeanors if
any) within the last five years.
e) Neither the trust or the trustee of the Howard Amster & Tamra F.
Gould Charitable Remainder Unitrust have been a party to any civil
proceedings of a judicial or administrative body of competent jurisdiction
of the type described in Item 2 of Schedule 13D within the last five years.
a) William N. Costaras, as trustee for:
Howard Amster and Tamra F. Gould Charitable Remainder Unitrust
Amster Trading Company Charitable Remainder Unitrusts
b) 22674 Halburton Road, Beachwood, OH 44122-3971
c) Present principal occupation-Account Executive, Ramat Securities Ltd
securities firm, 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525
d) William N. Costaras has not been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any) within the
last five years.
e) William N. Costaras has not been a party to any civil proceedings of
a judicial or administrative body or competent jurisdiction of the type
described in Item 2 of schedule 13D within the last five years.
f) U.S.A.
a) William Costaras as sole shareholder of Terry Financial Company
b) 22674 Halburton Road, Beachwood, OH 44122-3971
c) Present Principal occupation- account executive, Ramat
Securities Ltd., securities firm, 23811 Chagrin Blvd #200,
Beachwood, OH 44122-5525
d) Neither the officers, directors, or shareholders of Terry Financial
Company have been convicted in any criminal proceedings (excluding
traffic violations or similar misdemeanors, if any) within the last
five years.
e) Neither the officer, directors or shareholders of Terry Financial
have been a party to any civil proceedings of a judicial or administrative
body or competent jurisdiction of the type described in Item 2 of
Schedule 13D within the last five years.
f) U.S.A.
William Costaras, individually, who owns 100% of Terry Financial Company
disclaims being part of this 13D group although Terry Financial owns
4,000 share or 0.001% of the registrant's common shares as to which he has
shared voting and shared dispositive power; and although as trustee of the
Howard Amster & Tamra F. Gould Charitable Remainder Unitrust, and the
Amster Trading Company Charitable Remainder Unitrusts, he has
shared voting power and shared dispositive power representing 0.33%
of the Registrant's common shares as to which he has no pecuniary interest.
Item 3. Source and Amount of Funds or Other Consideration
Howard Amster, in his personal and retirement accounts purchased
all shares without borrowing. The total consideration for the purchases
reported on this amendment is $ 873,576.51 bringing Mr. Amster's
total investment to $ 4,462,745.30.
Amster Trading Company Charitable Remainder Unitrusts purchased
all Impac Mortgage shares with trust assets without borrowing.
The total consideration for the purchases reported on this amendment
is $ 61,847.10 bringing Amster Trading Company Charitable Remainder
Unitrusts' total investment to $ 204,172.23.
The Howard Amster and Tamra F. Gould Charitable Remainder
Unitrust purchased all Impac Mortgage Holdings shares
with trust assets without borrowing. The total consideration
for the purchases of the shares is $ 49,879.60.
Ramat Securities Ltd purchased all Impac Mortgage shares with
working capital without borrowing. The total consideration for
the purchases reported on this amendment is $ 31,141.10 bringing
Ramat Securities Ltd's total investment to $ 521,532.29.
Item 4 Purpose of Transaction
Howard Amster, Amster Trading Company, Amster Trading Company
Charitable Remainder Unitrusts, Howard Amster & Tamra F. Gould
Charitable Remainder Unitrust, Tamra F. Gould, Pleasant Lake Apts.
Limited Partnership and Ramat Securities Ltd acquired their shares
for purposes of investment. William N. Costaras and his wholly
owned Terry Financial Company disclaim being part of any group.
The acquisition by any member group of additional securities of the issuer,
or the disposition of securities of the issuer provided, however, the
reporting member group might acquire additional shares or other securities of
the issuer or dispose of some or all of their shares depending upon market
conditions and their personal circumstances.
Sonia K Amster Family Limited Partnership ceases to be a member group.
The Sonia K Amster Family Limited Partnership was a group member on the
original 13D filing. This is because Howard Amster was its General
Partner and as such deemed to be the beneficial owner of such
entity and was deemed to have shared voting and dispositive power
over shares owned by the Sonia K. Amster Family Limited Partnership.
On July 1, 2000, Howard Amster ceased to be a General Partner
and ceased to have any partnership units in the Sonia K Amster
Family Limited Partnership. Because of this, Howard Amster no longer
is a beneficial owner nor does he have sole or shared power over
partnership units owned by the Sonia K Amster Family Limited Partnership.
Therefore, the Sonia K. Amster Family Limited Partnership disclaims
being part of the member group anymore.
Item 5. Interest in Securities of the Issuer
(a)(b) The aggregate amount owned by the Reporting Persons is
1,442,200 shares or 6.73 % of the outstanding shares.
Howard Amster in his own name and individual retirement accounts
owns 1,193,700 shares or 5.57 % of the outstanding shares.
Amster Trading Company owns 26,000 shares or 0.12 %
of the outstanding shares.
Howard Amster & Tamra F. Gould Charitable Remainder Unitrust owns
15,000 shares or 0.07 % of the outstanding shares. William N. Costaras
is the sole trustee of the Howard Amster & Tamra F. Gould Charitable
Remainder Unitrust but disclaims beneficial ownership of those shares.
Terry Financial Company (100% owned by William N. Costaras) owns 4,000
shares or .01% of the outstanding shares.
Amster Trading Company Charitable Remainder Unitrusts own 56,000
shares or .26 % of the outstanding shares. William N. Costaras is the
sole trustee of Amster Trading Company Charitable Remainder Unitrusts
but disclaims beneficial ownership of those shares. Terry Financial
Company (100% owned by William N. Costaras) owns 4,000 shares or .01%
of the outstanding shares.
Tamra F. Gould owns in her individual retirement account 17,000
shares or .08 % of the outstanding shares.
Pleasant Lake Apts Limited Partnership 23,000 shares or 0.11 % of the
outstanding shares.
Ramat Securities Ltd owns 111,500 shares or .52 % of the
outstanding shares. David Zlatin is a 17% owner of Ramat Securities Ltd
but disclaims being personally part of the group as described in Item 2.
c) Description of Transactions
All shares were purchased as open market transactions
on the various exchanges that Impac Mortgage Holdings
is listed.
<TABLE> <CAPTION>
<S> <C> <C>
Identity Date Shares Price Executing Broker
Howard Amster & 04/04/00 1,500 3.4375 First Union Sec
his Individual 04/05/00 7,000 3.50 First Union Sec
Retirement 04/07/00 17,000 3.4743 First Union Sec
Accounts 04/11/00 13,100 3.50 First Union Sec
04/12/00 10,000 3.4688 First Union Sec
04/13/00 13,600 3.3732 First Union Sec
04/14/00 31,900 3.833 First Union Sec
04/17/00 60,500 3.1451 First Union Sec
04/19/00 2,900 3.0625 First Union Sec
09/29/00 8,500 2.599 Bear Stearns
10/02/00 2,000 2.64 Bear Stearns
10/03/00 2,000 2.64 Bear Stearns
10/04/00 4,000 2.60 Bear Stearns
10/10/00 5,200 2.4725 Bear Stearns
10/11/00 8,000 2.3625 Bear Stearns
10/12/00 3,800 2.36 Bear Stearns
10/16/00 4,300 2.3093 Bear Stearns
10/17/00 3,000 2.35 Bear Stearns
10/18/00 3,800 2.30 Bear Stearns
10/18/00 1,500 2.28 Bear Stearns
11/07/00 1,000 2.35 Bear Stearns
11/08/00 4,000 2.282 Bear Stearns
11/09/00 37,400 2.105 Bear Stearns
11/10/00 11,400 2.1254 Bear Stearns
11/13/00 22,200 2.07 Bear Stearns
11/15/00 9,300 2.016 Bear Stearns
11/16/00 21,500 2.0762 Bear Stearns
11/16/00 4,500 2.08 Bear Stearns
Amster Trading Company 11/16/00 29,500 2.0762 Bear Stearns
Remainder Unitrusts
Howard Amster &
Tamra F. Gould 04/14/00 15,000 3.2833 First Union Sec
Charitable Remainder
Unitrust
Ramat Securities Ltd 08/07/00 5,500 2.7102 Bear Stearns
08/21/00 1,300 2.625 Bear Stearns
08/30/00 3,000 2.6875 Bear Stearns
10/13/00 2,000 2.38 Bear Stearns
</TABLE>
Signature After reasonable inquiry and to the best of our knowledge
and belief, we certify that the information set forth in this
statement is true, complete and correct.
Date 11/17/00
Howard Amster
Amster Trading Company
Tamra F. Gould
William Costaras, trustee
Howard Amster & Tamra F. Gould
Charitable Remainder Unitrust
William Costaras, trustee
Amster Trading Company
Charitable Remainder Unitrusts
Pleasant Lake Apts. Corp
Pleasant Lake Apts.
Limited Partnership
Ramat Securities Ltd
