0001123292-21-000246.txt : 20210212 0001123292-21-000246.hdr.sgml : 20210212 20210212171432 ACCESSION NUMBER: 0001123292-21-000246 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210212 DATE AS OF CHANGE: 20210212 GROUP MEMBERS: ALBERTA INVESTMENT MANAGEMENT CORP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Barings Capital Investment Corp CENTRAL INDEX KEY: 0001811972 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-92022 FILM NUMBER: 21629601 BUSINESS ADDRESS: STREET 1: 300 SOUTH TRYON STREET STREET 2: SUITE 2500 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: (704) 805-7200 MAIL ADDRESS: STREET 1: 300 SOUTH TRYON STREET STREET 2: SUITE 2500 CITY: CHARLOTTE STATE: NC ZIP: 28202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Alberta Investment Management Corp CENTRAL INDEX KEY: 0001463559 IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1600-10250 101 STREET NW CITY: EDMONTON STATE: A0 ZIP: T5J 3P4 BUSINESS PHONE: 780-392-3955 MAIL ADDRESS: STREET 1: 1600-10250 101 STREET NW CITY: EDMONTON STATE: A0 ZIP: T5J 3P4 FORMER COMPANY: FORMER CONFORMED NAME: Her Majesty the Queen in Right of the Province of Alberta as represented by Alberta Investment Management Corp DATE OF NAME CHANGE: 20090506 SC 13G 1 aimcofeac13g_05072020.htm
 
 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.   )
 
BARINGS CAPITAL INVESTMENT CORPORATION
(Name of Issuer)
Class A Common Stock, par value $0.001
(Title of Class of Securities)
06762A102
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
 
☐
Rule 13d-1(b)
 
 
 ☐
Rule 13d-1(c)
 
 
 ☒
Rule 13d-1(d)
 

*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP NO.
06762A102
Schedule 13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Alberta Investment Management Corporation
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  
 
 
(a)
☐
(b)
☒
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Alberta, Canada
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
1,923,400
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
1,923,400
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,923,400
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
24.9%(1)
 
 
 
 
12
TYPE OF REPORTING PERSON*
 
 
FI
 
 
 
 
    
 (1)   
The percentages used herein and in the rest of this Schedule 13G are calculated based upon 7,710,486 shares of common stock outstanding as of January 28, 2021, as reported in the Company’s Quarterly Report on Form 10-Q as filed with the SEC on November 9, 2020 and its Current Reports on Form 8-K as filed with the SEC on January 25, 2021 and January 28, 2021.
   
CUSIP NO.
06762A102
Schedule 13G
 
 

1
NAMES OF REPORTING PERSONS
 
 
 
 
 
PDL FL US Holdings LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  
 
 
(a)
☐
(b)
☒
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Alberta, Canada
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
1,923,400
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
1,923,400
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,923,400
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
24.9%(1)
 
 
 
 
12
TYPE OF REPORTING PERSON*
 
 
FI
 
 
 
 



Item 1 (a)
Name of Issuer:
 
 
 
Barings Capital Investment Corporation (the “Company”).
 
 
Item 1 (b)
Address of Issuer's Principal Executive Offices:
 
 
 
300 South Tryon Street, Suite 2500, Charlotte, North Carolina 29202.
 
 
Item 2 (a)
Name of Person Filing:
 
 
 
This Schedule 13G is being jointly filed by and on behalf of each of Alberta Investment Management Corporation (“AIMCo”) and PDL FL US Holdings LP (“PDL Holdings”), who are collectively referred to herein as the “Reporting Persons.” PDL Holdings is the direct owner of the securities covered by this statement.

PDL FL US GP Ltd. ("PDL GP") is the general partner of, and may be deemed to beneficially own securities beneficially owned by, PDL Holdings.  All of the interests in PDL Holdings and PDL GP are held by AIMCo as bare trustee on behalf of its clients, and therefore AIMCo may be deemed to beneficially own the securities beneficially owned by PDL Holdings and PDL GP.

The Reporting Persons have entered into a Joint Filing Agreement, dated February 12, 2021, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.
 
 
(b)
Address of Principal Business Office or, if none, Residence:
 
 
 
The business address for each Reporting Person is 1600 - 10250 101 Street NW, Edmonton, Alberta T5J 3P4, Canada.
 
 
(c)
Citizenship:
   
 
Each of the Reporting Persons is organized under the laws of Alberta, Canada.
   
(d)
Title of Class of Securities:
 
 
 
Common stock, par value $0.001 per share (the “common stock”).
 
 
 (e)
CUSIP No.:
 
 
 
06762A102
 
 
Item 3
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
 
 
 
Not Applicable


 
Item 4
Ownership:

 
A.
 
Alberta Investment Management Corporation
 
 
 
 
(a)
Amount beneficially owned: 1,923,400
 
 
 
 
(b)
 Percent of class: 24.9%
 
 
 
 
(c)
Number of shares as to which such person has:
 
 
(i)
Sole power to vote or direct the vote: -0-
 
 
 
(ii)
Shared power to vote or direct the vote: 1,923,400
 
 
 
(iii)
Sole power to dispose or direct the disposition: -0-
 
 
 
(iv)
Shared power to dispose or direct the disposition: 1,923,400
 
 
 
 
B.
 
PDL FL US Holdings LP
 
 
 
 
(a)
Amount beneficially owned: 1,923,400
 
 
 
 
(b)
Percent of class: 24.9%
 
 
 
 
(c)
Number of shares as to which such person has:
 
 
(i)
Sole power to vote or direct the vote: -0-
 
 
 
(ii)
Shared power to vote or direct the vote: 1,923,400
 
 
 
(iii)
Sole power to dispose or direct the disposition: 0
 
 
 
(iv)
Shared power to dispose or direct the disposition: 1,923,400
 
 
 
 
C.
 
PDL FL US GP Ltd.
 
 
 
 
(a)
Amount beneficially owned: 1,923,400
 
 
 
 
(b)
Percent of class: 24.9%
 
 
 
 
(c)
Number of shares as to which such person has:
 
 
(i)
Sole power to vote or direct the vote: -0-
 
 
 
(ii)
Shared power to vote or direct the vote: 1,923,400
 
 
 
(iii)
Sole power to dispose or direct the disposition: 0
 
 
 
(iv)
Shared power to dispose or direct the disposition: 1,923,400


Item 5
Ownership of Five Percent or Less of a Class:
 
 
 
If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ].
 
 
Item 6
Ownership of More Than Five Percent on Behalf of Another Person:
 
 
 
Pursuant to the Alberta Investment Management Corporation Act, SA 2007 c A-26.5, AIMCo provides investment management services for a diverse group of Alberta public sector clients, including Alberta public sector pension plans and provincial endowment funds.
 
 
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
 
 
 
Not applicable.
 
 
Item 8
Identification and Classification of Members of the Group:
 
 
 
Not applicable.
 
 
Item 9
Notice of Dissolution of Group:
 
 
 
Not applicable.
 
 
Item 10
Certification:
 
 
 
Not applicable.
 
 
 

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.


Date: February 12, 2021
 
 
ALBERTA INVESTMENT MANAGEMENT CORPORATION
 
 
 
 
 
 
 

By:
/s/ Colleen Cebuliak
 
 
Name:
Colleen Cebuliak
 
 
 
Title:
Chief Compliance Officer
 
 
 
 
 
 
 
PDL FL US HOLDINGS LP
 
 
 
 
 
 
 

By:
/s/ Ying Deng
 
 
Name:
Ying Deng
 
 
 
Title:
Director
 
 
 
 
 


EXHIBIT INDEX
Exhibit
 
Description of Exhibit
 
 
 
 
 Joint Filing Agreement dated February 12, 2021



Exhibit 99.1

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13G
 
The undersigned hereby agree as follows:
 
(i)    Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and
 
(ii)   Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
 
Date:  February 12, 2021

 
 
ALBERTA INVESTMENT MANAGEMENT CORPORATION
 
 
 
 
 
 
 

By:
/s/ Colleen Cebuliak
 
 
Name:
Colleen Cebuliak
 
 
 
Title:
Chief Compliance Officer
 
 
 
 
 

 
 
PDL FL US HOLDINGS LP
 
 
 
 
 
 
 

By:
/s/ Ying Deng
 
 
Name:
Ying Deng
 
 
 
Title:
Director