Impac Mortgage Holdings Inc (IMPM)

[kyeh]

It has everything to do with the class of treatment of the 2 classes of Preferreds. Read the Legal Memorandum on the Maryland District Court website:

http://www.courts.state.md.us/businesstech/pdfs/mdbt1-13.pdf

Excerpt from the above legal document from official Maryland Court website:

DEFENDANT:

Defendants argue that plain language of the Articles Supplementary defeats Plaintiff?s claim. According to Defendants, the number and percentage of consenting Preferred B shares alone is irrelevant because the Articles Supplementary allow (and in fact, require) voting of
Preferred B and C shares together as a class. Under this interpretation of the Articles Supplementary, the only vote tally that matters is the total percentage of all Preferred Shares that were tendered and consented, and failure to obtain consents from holders of two-thirds of the Preferred B shares alone does not prevent a valid amendment of the Articles.

PLAINTIFF RESPONSE:

First, Plaintiff asserts that the Preferred B and C shares do not have “like voting rights” in this transaction. He argues that Preferred C shares cannot have like voting rights as Preferred B shares because they have no voting rights with regard to Preferred B shares.

...

Plaintiff?s argument would conclude that Preferred C shares would never have the ability to participate in a class vote on amendments to the Preferred B Articles Supplementary.

...

and so on...

To summarize, Timm's argument is that a vote on Preferred C's articles should have no bearing on Preferred B's articles because they are not the same.