0000919574-21-005911.txt : 20210920 0000919574-21-005911.hdr.sgml : 20210920 20210920101538 ACCESSION NUMBER: 0000919574-21-005911 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210910 FILED AS OF DATE: 20210920 DATE AS OF CHANGE: 20210920 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BRIGADE CAPITAL MANAGEMENT, LP CENTRAL INDEX KEY: 0001421306 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35543 FILM NUMBER: 211262287 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-745-9717 MAIL ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: BRIGADE CAPITAL MANAGEMENT, LLC DATE OF NAME CHANGE: 20071214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brigade Capital Management GP, LLC CENTRAL INDEX KEY: 0001695885 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35543 FILM NUMBER: 211262286 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-745-9717 MAIL ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORGAN DONALD E III CENTRAL INDEX KEY: 0001421308 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35543 FILM NUMBER: 211262285 MAIL ADDRESS: STREET 1: C/O BRIGADE CAPITAL MANAGEMENT, LLC STREET 2: 717 FIFTH AVENUE, SUITE 1301 CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Western Asset Mortgage Capital Corp CENTRAL INDEX KEY: 0001465885 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 270298092 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 385 EAST COLORADO BOULEVARD CITY: PASADENA STATE: CA ZIP: 91101 BUSINESS PHONE: 626-844-9400 MAIL ADDRESS: STREET 1: 385 EAST COLORADO BOULEVARD CITY: PASADENA STATE: CA ZIP: 91101 3 1 ownership.xml X0206 3 2021-09-10 0 0001465885 Western Asset Mortgage Capital Corp (WMC) 0001421306 BRIGADE CAPITAL MANAGEMENT, LP 399 PARK AVENUE 16TH FLOOR NEW YORK NY 10022 0 0 1 0 0001695885 Brigade Capital Management GP, LLC 399 PARK AVENUE 16TH FLOOR NEW YORK NY 10022 0 0 1 0 0001421308 MORGAN DONALD E III C/O BRIGADE CAPITAL MANAGEMENT, LP 399 PARK AVENUE, 16TH FLOOR NEW YORK NY 10022 0 0 1 0 6.75% Convertible Senior Notes due 2024 337.952 2024-09-15 Common Stock, $0.01 par value 10138560 I See Footnote The reported securities are directly owned by private fund clients of Brigade Capital Management, LP. The reported securities may be deemed beneficially owned by Brigade Capital Management, LP, the investment manager of such private fund clients, 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. 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. 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 (4) continued below) (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. Brigade Capital Management, LP, /s/ Donald E. Morgan, III, Managing Member of its General Partner 2021-09-20 Brigade Capital Management GP, LLC, /s/ Donald E. Morgan, III, Managing Member 2021-09-20 /s/ Donald E. Morgan, III 2021-09-20