Western Asset Mortgage Capital Corporation Announces Proposed Public Offering of Convertible Senior Notes Due 2024

Western Asset Mortgage Capital Corporation (NYSE: WMC) (the “Company”) today announced that it intends to offer, subject to market and other conditions, Convertible Senior Notes due 2024 (the “Notes”). The Company intends to grant the underwriter a 30-day option to purchase additional Notes to cover over-allotments, if any.

The Notes will pay interest semiannually and are expected to mature on September 15, 2024, unless earlier converted, redeemed or repurchased. The Company will have the right to redeem the Notes on or after June 15, 2024. Prior to June 15, 2024, 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 second 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 interest rate, initial conversion rate and other terms of the Notes will be determined at the time of pricing the offering.

The Company intends to use the net proceeds from this offering, together with up to $25 million of cash on hand, to repurchase additional amounts of its outstanding 6.75% Convertible Senior Notes due October 1, 2022 and the remainder, if any, of the net proceeds for general corporate purposes.

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 (“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, 600 Montgomery Street, 10th Floor, San Francisco, CA 94111, Attention: Prospectus Department, or by calling [phone].

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.