UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 25, 2007
American Home Mortgage Investment Corp.
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 001-31916 20-0103914
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
538 Broadhollow Road, Melville, New York 11747
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (516) 396-7700
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On September 25, 2007, American Home Mortgage Investment Corp. (the "Company")
and its subsidiaries, American Home Mortgage Corp. and American Home Mortgage
Servicing, Inc. entered into an Asset Purchase Agreement (the "Asset Purchase
Agreement") with AH Mortgage Acquisition Co., Inc. (the "Stalking Horse"), an
entity newly formed by WL Ross & Company, LLC, for the sale of the Company's
mortgage servicing assets and mortgage servicing platform for a purchase price
to be determined by a formula based on mortgage servicing rights and advances
outstanding at the time of closing on the transaction. Based on the mortgage
servicing rights and advances balances as of September 17, 2007 and certain
other assumptions, the Company estimates that the total purchase price would be
approximately $500 million.
In connection with the execution of the Asset Purchase Agreement, the Stalking
Horse delivered a cash deposit of $15 million that will be held in escrow
pending consummation of the transaction or earlier termination upon the terms
and conditions set forth in the Asset Purchase Agreement. The consummation of
the transaction is subject to higher or better bids, approval by the U.S.
Bankruptcy Court for the District of Delaware and other customary closing
conditions. The U.S. Bankruptcy Court for the District of Delaware has approved
the break-up fee and expense reimbursement set forth in the Asset Purchase
Agreement. With bankruptcy court approval, the Company is now soliciting
competing proposals for the sale of its mortgage servicing business. Bids for
the purchase of the mortgage servicing business are due by October 2, 2007, and
will be considered at an auction scheduled for October 5, 2007. A copy of the
Asset Purchase Agreement is attached hereto as Exhibit 10.1 and is incorporated
herein by reference.
Item 2.05 Costs Associated with Exit or Disposal Activities.
See disclosure under Item 1.01 which is incorporated into this Item 2.05 by
reference. The Company is not currently able to provide an estimate of the
charges that will be incurred under generally accepted accounting principles in
connection with the disposition of its mortgage servicing business.
Item 8.01 Other Events.
On September 26, 2007, the Company issued a press release announcing the
execution of the Asset Purchase Agreement. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
On August 9, 2007, the Company filed a Form 12b-25 indicating that the Company
did not have an estimate of when it would be able to file its Quarterly Report
on Form 10-Q for the quarter ended June 30, 2007. The Company now anticipates
that it will not be able to complete its financial statements and file the
Quarterly Report on Form 10-Q, nor does the Company believe that it will be able
to complete and file future quarterly or annual financial statements on Form
10-Q or Form 10-K, respectively.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
10.1 Asset Purchase Agreement by and among AH Mortgage Acquisition Co., Inc.,
the Company, American Home Mortgage Corp. and American Home Mortgage Servicing,
Inc. dated September 25, 2007.
99.1 Press Release, dated September 26, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: September 28, 2007 AMERICAN HOME MORTGAGE
INVESTMENT CORP.
By: /s/ Michael Strauss
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Name: Michael Strauss
Title: Chief Executive Officer
EXHIBIT INDEX
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EXHIBIT NUMBER DESCRIPTION
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10.1 Asset Purchase Agreement by and among AH Mortgage
Acquisition Co., Inc., the Company, American Home
Mortgage Corp. and American Home Mortgage Servicing,
Inc. dated September 25, 2007.
99.1 Press Release, dated September 26, 2007.