PASADENA, Calif., Aug. 20, 2019 /PRNewswire/ -- Western Asset
Mortgage Capital Corporation (NYSE: WMC) (the "Company") today
announced the pricing of its previously announced public offering
of 6.75% Convertible Senior Notes due 2022 (the "Reopened Notes").
The Reopened Notes will have an aggregate principal amount of
$40,000,000. The offering is
expected to close on or about August 22,
2019, subject to satisfaction of customary closing
conditions.
The Reopened Notes will be a further issuance of, be fully
fungible with, and rank equally in right of payment with and form a
single series with the $115,000,000
principal amount of 6.75% Convertible Senior Notes issued by the
Company in October 2017 (the
"Existing Notes" and, together with the Reopened Notes, the
"Notes"). The Reopened Notes will have substantially identical
terms as the Existing Notes and will have the same CUSIP number as
the Existing Notes. The Notes will bear interest at a rate equal to
6.75% per year, payable semiannually and will mature on
October 1, 2022, unless earlier
converted, redeemed or repurchased. The Company will have the right
to redeem the Notes on or after July 1,
2022. Prior to July 1, 2022,
the Notes will be convertible only upon certain circumstances and
during certain periods, and thereafter will be convertible at any
time prior to the close of business on the business day immediately
preceding the maturity date of the Notes. The Notes will be
convertible into cash, shares of the Company's common stock or a
combination thereof, at the Company's sole election. The conversion
rate will initially equal 83.1947 shares of common stock per
$1,000 principal amount of Notes,
which is equivalent to an initial conversion price of approximately
$12.02 per share of common stock,
representing an approximate 24% conversion premium based on the
closing price of the Company's common stock of $9.70 per share on August
19, 2019.
The Company intends to use the net proceeds from the offering
primarily for general corporate purposes, including to
opportunistically invest in credit sensitive investments consisting
of Residential Whole Loans, Commercial Loans, Non-Agency CMBS and
Non-Agency RMBS. The exact investment of the proceeds will depend
on prevailing market and investment conditions at the time its
manager Western Asset Management Company, LLC invests the net
proceeds.
JMP Securities is the sole underwriter for the offering.
The offering is being made pursuant to an effective shelf
registration statement, including a prospectus and related
prospectus supplement, filed by the Company with the Securities and
Exchange Commission (the "SEC"). These documents may be obtained
for free by visiting the SEC's website at http://www.sec.gov.
Alternatively, a copy of the preliminary prospectus supplement and
accompanying prospectus related to the offering may be obtained,
when available, by contacting JMP Securities LLC, 600 Montgomery
Street, 10th Floor, San Francisco,
CA 94111, Attention: Prospectus Department, or by calling
(212) 906-3523.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor will there be
any sale of these securities in any state or other jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
ABOUT WESTERN ASSET MORTGAGE CAPITAL
CORPORATION
Western Asset Mortgage Capital Corporation is a
real estate investment trust that invests in, acquires and manages
a diverse portfolio of assets consisting of Agency CMBS, Agency
RMBS, Non-Agency RMBS, Non-Agency CMBS, ABS, GSE Risk Transfer
Securities, Residential Whole Loans and Commercial Loans. The
Company's investment strategy may change, subject to the Company's
stated investment guidelines, and is based on its manager Western
Asset Management Company, LLC's perspective of which mix of
portfolio assets it believes provide the Company with the best
risk-reward opportunities at any given time. The Company is
externally managed and advised by Western Asset Management Company,
LLC, an investment advisor registered with the SEC and a
wholly-owned subsidiary of Legg Mason, Inc.
FORWARD-LOOKING STATEMENTS
Certain items in this
press release may constitute forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, including, but not limited to,
statements relating to the proposed offering and the anticipated
use of the net proceeds from the offering. These statements are
based on management's current expectations and beliefs and are
subject to a number of trends and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements. The Company can give no assurance that
its expectations will be attained. Factors that may cause actual
results to vary from our forward-looking statements include, but
are not limited to, changes in interest rates; changes in the yield
curve; changes in prepayment rates; the availability and terms of
financing; general economic conditions; market conditions;
conditions in the market for mortgage related investments;
legislative and regulatory changes that could adversely affect the
business of the Company; and other factors, including those set
forth in the Risk Factors section of the Company's annual report on
Form 10-K for the period ended December 31,
2018 and quarterly reports on Form 10-Q for the fiscal
quarters ended March 31, 2019 and
June 30, 2019, respectively, filed
with the SEC. The Company undertakes no obligation to update these
statements for revisions or changes after the date of this release,
except as required by law.
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SOURCE Western Asset Mortgage Capital Corporation