PASADENA, Calif., Dec. 10, 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")
at a price to the public of 101.25% of the principal amount of the
Reopened Notes plus accrued and unpaid interest. The Reopened Notes
will have aggregate principal amount of $50
million. The offering is expected to close on or about
December 12, 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 million
principal amount of 6.75% Convertible Senior Notes due 2022 issued
by the Company in October 2017 (the
"Original Notes") and the $40 million
principal amount of 6.75% Convertible Senior Notes due 2022 issued
by the Company in August 2019 (the
"First Reopened Notes" and, together with the Original Notes, the
"Existing Notes"). References to "Notes" herein collectively refer
to the Reopened Notes and the Existing 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 15% premium based on the closing price
of the Company's common stock of $10.48 per share on December 9, 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 and Non-Agency CMBS.
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 and Bridge 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, June 30,
2019 and September 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