4//SEC Filing
BRIGADE CAPITAL MANAGEMENT, LP 4
Accession 0000919574-22-003603
CIK 0001465885other
Filed
May 22, 8:00 PM ET
Accepted
May 23, 5:24 PM ET
Size
11.7 KB
Accession
0000919574-22-003603
Insider Transaction Report
Form 4
BRIGADE CAPITAL MANAGEMENT, LLC
10% Owner
Transactions
- Sale
6.75% Convertible Senior Notes due 2024
2022-04-27$1346800.00/sh−1,480,000$1,993,264,000,000→ 28,520,000 total(indirect: See Footnote)Exercise: $337.95Exp: 2024-09-15→ Common Stock, $0.01 par value (500,169 underlying)
MORGAN DONALD E III
10% Owner
Transactions
- Sale
6.75% Convertible Senior Notes due 2024
2022-04-27$1346800.00/sh−1,480,000$1,993,264,000,000→ 28,520,000 total(indirect: See Footnote)Exercise: $337.95Exp: 2024-09-15→ Common Stock, $0.01 par value (500,169 underlying)
Brigade Capital Management GP, LLC
10% Owner
Transactions
- Sale
6.75% Convertible Senior Notes due 2024
2022-04-27$1346800.00/sh−1,480,000$1,993,264,000,000→ 28,520,000 total(indirect: See Footnote)Exercise: $337.95Exp: 2024-09-15→ Common Stock, $0.01 par value (500,169 underlying)
Footnotes (4)
- [F1]The 6.75% Convertible Senior Notes due 2024 (the "Convertible Notes") bear interest at a rate of 6.75% per annum, with interest payable semiannually. The principal of the Convertible Notes is convertible into shares of the Issuer's Common Stock, $0.01 par value at a conversion price of approximately $337.9520 per share in accordance with the terms of the Convertible Notes.
- [F2]The Convertible Notes are exercisable at any time prior to the close of business on the business day immediately preceding June 15, 2024 only under the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on December 31, 2021 (and only during such calendar quarter), if the last reported sale price of Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 110% of the conversion price on each applicable trading day; (see Footnote (3) continued below)
- [F3](ii) during the five business day period after any five consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Common Stock and the conversion rate on each such trading day; or (iii) upon the occurrence of specified corporate events. On or after June 15, 2024 until the close of business on the second business day immediately preceding the maturity date, holders may convert their Convertible Notes at any time, regardless of the foregoing circumstances.
- [F4]The reported securities are directly owned by an advisory client of Brigade Capital Management, LP. The reported securities may be deemed beneficially owned by Brigade Capital Management, LP, the investment manager of such advisory client, Brigade Capital Management GP, LLC, the general partner of Brigade Capital Management, LP, and Donald E. Morgan, III, the managing member of Brigade Capital Management GP, LLC, each a Reporting Person. Brigade Capital Management, LP, Brigade Capital Management GP, LLC and Mr. Morgan each disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed to be an admission that each Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Documents
Issuer
Western Asset Mortgage Capital Corp
CIK 0001465885
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001421306
Filing Metadata
- Form type
- 4
- Filed
- May 22, 8:00 PM ET
- Accepted
- May 23, 5:24 PM ET
- Size
- 11.7 KB