SEC Form 4 · accession 0001225208-17-017405
BARINGS CORPORATE INVESTORS · MCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Nov 15, 2017
Accepted (ET)
Nov 16, 2017 · 4:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000275694
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares ("Shares of Beneficial Interest")F1 | holding | — | — | — | 219,664 | I | By Barings LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Senior Fixed Rate Convertible Note Due 11/15/2027F3,F4,F2 | — | Nov 15, 2017 | P | 30,000,000 | A | — | — | Common Shares ("Shares of Beneficial Interest") | 30,000,000 | 30,000,000 | D |
Explanation of responses
- F1The inclusion of the Barings held securities of the Issuer shall not be construed as an admission that MassMutual is for the purpose of Section 16 of the Exchange Act, the direct or indirect beneficial owner of the securities of the Issuer beneficially owned by Barings.
- F2The dollar amount of principal of the note is convertible into an equivalent dollar amount of the Issuer's common shares based upon the average price of the common shares for ten business days prior to MassMutual's notice of conversion.
- F3On November 15, 2017, Barings Corporate Investors (the "Issuer") issued to MassMutual an amended and restated Senior Fixed Rate Convertible Note (the "Note") in the principal amount of $30,000,000, due on November 15, 2027. MassMutual, at its option, can convert the principal amount of the Note into the Issuer's common shares.
- F4The inclusion of MassMutual held securities of the Issuer shall not be construed as an admission that Barings is for the purpose of Section 16 of the Exchange Act, the direct or indirect beneficial owner of the securities of the Issuer beneficially owned by MassMutual.
Remarks
This a joint filing made on behalf of Massachusetts Mutual Life Insurance Company ("MassMutual") and Barings LLC ("Barings"). MassMutual owns 100% of the Issuer's sole convertible debt security. Barings is investment adviser to the Issuer and a wholly-owned subsidiary of MassMutual.