0001628280-21-018577 Sample Contracts

Western Asset Mortgage Capital Corporation Underwriting Agreement
Underwriting Agreement • September 14th, 2021 • Western Asset Mortgage Capital Corp • Real estate investment trusts • New York

Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to you (the “Underwriter”) $75,000,000 principal amount of its 6.75% Convertible Senior Notes due 2024 (the “Underwritten Securities”) and, at the option of the Underwriter, up to an additional $11,250,000 principal amount of its 6.75% Convertible Senior Notes due 2024 (the “Option Securities”) if and to the extent that the Underwriter shall have determined to exercise the option to purchase such Option Securities granted to the Underwriter in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities.” The Securities will be convertible into cash, shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”), or a combination thereof, at the Company’s election. The Securities will be issued pursuant to an Indenture, dated as of October 2, 2017 (the “Base Indenture”), b