Sec Form 13D Filing - BARINGS LLC filing for Barings BDC Inc. (BBDC) - 2019-02-11

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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                                  UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934
                                 (AMENDMENT NO. 7)

                                Barings BDC, Inc.
                                (NAME OF ISSUER)

                     Common Stock, par value $0.001 per share
                         (TITLE OF CLASS OF SECURITIES)

                                    06759L103
                                 (CUSIP NUMBER)


Barings LLC                       Massachusetts Mutual Life Insurance Company
300 South Tryon Street Suite 2500                          1295 State Street
Charlotte, NC 28202    		  			Springfield, MA 01111
Attn: Compliance Department       			Attn: Donald Griffith
(704)508-7200                     			       (800) 767-1000



               (Name, Address and Telephone Number of Person
            Authorized to Receive Notices and Communications)


				January 28, 2019
             (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)



If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box [ ].

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.

*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
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. 06759L103                  13D                       PAGE 2 OF 7 PAGES
===================                                            =================

================================================================================
  1   NAMES OF REPORTING PERSONS:
      I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

      Barings LLC
      04-1054788
----- --------------------------------------------------------------------------
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [_]
----- -------------------------------------------------------------------------
  3   SEC USE ONLY

----- --------------------------------------------------------------------------
  4   SOURCE OF FUNDS

      WC
----- --------------------------------------------------------------------------
  5   CHECK BOX IF THE DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
      TO ITEM 2(d) or 2(e)

----- --------------------------------------------------------------------------
  6   CITIZENSHIP OR PLACE OF ORGANIZATION

      Delaware
--------------------------------------------------------------------------------
                            7   SOLE VOTING POWER

                                13,356,159
       NUMBER OF          ----- ------------------------------------------------
         SHARES             8   SHARED VOTING POWER
      BENEFICIALLY
        OWNED BY                0
          EACH            ----- ------------------------------------------------
       REPORTING            9   SOLE DISPOSITIVE POWER
         PERSON
          WITH                  13,356,159
                          ----- ------------------------------------------------
                            10  SHARED DISPOSITIVE POWER

                                0
--------------------------------------------------------------------------------
 11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      13,356,159
----- --------------------------------------------------------------------------
 12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  [ ]

      Not Applicable
----- --------------------------------------------------------------------------
 13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

      26.0%(1)
----- --------------------------------------------------------------------------
 14   TYPE OF REPORTING PERSON

      IA

(1) The percentage of the shares of common stock ("Shares") reported
beneficially owned by the Reporting Persons herein is based upon 51,284,064
Shares outstanding as reported in Form 10-Q filed by Barings BDC, Inc. (the
"Issuer") with the Securities and Exchange Commission on November 8, 2018.
The total includes Shares purchased pursuant to the Share Purchase and
Externalization Agreement, dated April 3, 2018.




===================                                            =================
CUSIP No. 06759L103                  13D                       PAGE 3 OF 7 PAGES
===================                                            =================

================================================================================
  1   NAMES OF REPORTING PERSONS:
      I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

      Massachusetts Mutual Life Insurance Company
      04-1590850
----- --------------------------------------------------------------------------
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                         (a) [_]
                                                                         (b) [_]
----- --------------------------------------------------------------------------
  3   SEC USE ONLY


----- --------------------------------------------------------------------------
  4   SOURCE OF FUNDS

      WC
----- --------------------------------------------------------------------------
  5   CHECK BOX IF THE DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
      TO ITEM 2(d) or 2(e)

----- --------------------------------------------------------------------------
  6   CITIZENSHIP OR PLACE OF ORGANIZATION

      Massachusetts
--------------------------------------------------------------------------------
                            7   SOLE VOTING POWER

                                13,356,159
       NUMBER OF          ----- ------------------------------------------------
         SHARES             8   SHARED VOTING POWER
      BENEFICIALLY
        OWNED BY                0
          EACH            ----- ------------------------------------------------
       REPORTING            9   SOLE DISPOSITIVE POWER
         PERSON
          WITH                  13,356,159
                          ----- ------------------------------------------------
                            10  SHARED DISPOSITIVE POWER

                                0
--------------------------------------------------------------------------------
 11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      13,356,159
----- --------------------------------------------------------------------------
 12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  [ ]

      Not Applicable
----- --------------------------------------------------------------------------
 13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

      26.0%(1)
----- --------------------------------------------------------------------------
 14   TYPE OF REPORTING PERSON

      CO, IC

(1) The percentage of the shares of common stock ("Shares") reported
beneficially owned by the Reporting Persons herein is based upon 51,284,064
Shares outstanding as reported in Form 10-Q filed by Barings BDC, Inc. (the
"Issuer") with the Securities and Exchange Commission on November 8, 2018.
The total includes Shares purchased pursuant to the Share Purchase and
Externalization Agreement, dated April 3, 2018.




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CUSIP No. 06759L103                  13D                       PAGE 4 OF 7 PAGES
===================                                            =================

	This Amendment No. 7 to Schedule 13D is being filed by the Reporting
	Persons named herein to amend and supplement the initial Schedule
	13D (the "Initial Statement") filed with the Securities and Exchange
	Commission on August 6, 2018, as amended by Amendment No. 1
	("Amendment No. 1") filed on October 10, 2018, Amendment No. 2
	("Amendment No. 2") filed on October 18, 2018, Amendment No. 3
	("Amendment No. 3") filed on November 1, 2018, Amendment No. 4.
	("Amendment No. 4") filed on November 15, 2018, Amendment No. 5.
	("Amendment No. 5") filed on December 10, 2018, and Amendment No. 6.
	("Amendment No. 6") filed on December 31, 2018. Capitalized terms not
	otherwise defined herein have the meanings given to them in the Initial
	Statement. Except as amended hereby, the information set forth in the
	Initial Statement remains unchanged.

Item     3  Source and Amount of Funds or Other Consideration:

        The response set forth in Item 3 of the Initial Statement is hereby
	amended	and supplemented by the following information:

	Pursuant to the Stock Purchase and Transaction Agreement, dated April 3,
        2018, entered into by and between Barings LLC ("Barings") and Barings
	BDC, Inc. f/k/a Triangle Capital Corporation (the "SPA"), Barings agreed
	to (i) establish a trading plan designed in accordance with Rule
	10b5-1(c) under the Securities Exchange Act of 1934, as amended,
	providing for the purchase by Barings of $50,000,000 of Shares in open
	market transactions over a two-year period at prices not greater than
	the net asset value per Share, and (ii) use any funds remaining under
	the trading plan after such two-year period to purchase Shares directly
	from the Issuer at the greater of the then-current net asset value per
	Share or the then-current market price per Share.  Barings will acquire
	these Shares using funds that come directly or indirectly from the
	working capital of Barings.

	A copy of the SPA is filed as Exhibit 1 hereto and is incorporated by
	reference herein.




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CUSIP No. 06759L103                  13D                       PAGE 5 OF 7 PAGES
===================                                            =================

Item     5  Interest in Securities of the Issuer:

	The response set forth in Item 5 of the Initial Statement is hereby amended
	and supplemented by the following information:

	(a)-(b) The responses of the Reporting Persons to Rows (7) through (11) of the
	cover pages of this statement are incorporated herein by reference.  The
	percentage of Shares reported beneficially owned by the Reporting Persons
	herein is based upon 51,284,064 Shares issued and outstanding as reported in
	Form 10-Q filed by the Issuer with the Securities and Exchange Commission on
	November 8, 2018.  The Shares beneficially owned by the Reporting Persons
	represent approximately 26.0% of the outstanding Shares.

	The filing of this Schedule 13D shall not be deemed to constitute an admission
	that any Reporting Person is the beneficial owner of any securities covered by
	this Schedule 13D for purposes of Section 13(d)	of the Exchange Act.

	(c) On September 24, 2018, Barings LLC commenced trading in its 10b5-1 Purchase
  	Plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18
	under the Securities Exchange Act of 1934, as amended (the "Plan").   A copy of
   	the Plan is filed as Exhibit 2 hereto and is incorporated by reference
	herein.

	As of January 28, 2019, Barings LLC has acquired an additional
	803,942 Shares in accordance with the purchase guidelines specified in the
	Plan. The following open market purchases were effected by Barings LLC since
	the Amendment No. 6 filed on December 31, 2018:

	73,400 Shares were purchased on December 31, 2018 at an average price of
	$9.0348.   Actual purchase prices ranged from $8.92 to $9.17.

	48,461 Shares were purchased on January 2, 2019 at an average price of
	$9.2075.   Actual purchase prices ranged from $8.96 to $9.31.

	43,315 Shares were purchased on January 3, 2019 at an average price of
	$9.3185.   Actual purchase prices ranged from $9.25 to $9.36.

	73,400 Shares were purchased on January 4, 2019 at an average price of
	$9.4679.   Actual purchase prices ranged from $9.38 to $9.53.

	73,000 Shares were purchased on January 7, 2019 at an average price of
	$9.7693.   Actual purchase prices ranged from $9.49 to $9.80.

	53,800 Shares were purchased on January 8, 2019 at an average price of
	$9.7298.   Actual purchase prices ranged from $9.69 to $9.75.

	50,990 Shares were purchased on January 9, 2019 at an average price of
	$9.6093.   Actual purchase prices ranged from $9.56 to $9.75.

	42,900 Shares were purchased on January 10, 2019 at an average price of
	$9.6543.   Actual purchase prices ranged from $9.60 to $9.69.

	24,326 Shares were purchased on January 11, 2019 at an average price of
	$9.6974.   Actual purchase prices ranged from $9.655 to $9.73.

	52,350 Shares were purchased on January 14, 2019 at an average price of
	$9.7050.   Actual purchase prices ranged from $9.67 to $9.76.

	12,700 Shares were purchased on January 15, 2019 at an average price of
	$9.6525.   Actual purchase prices ranged from $9.615 to $9.69.

	24,800 Shares were purchased on January 16, 2019 at an average price of
	$9.6928.   Actual purchase prices ranged from $9.63 to $9.7.

	55,600 Shares were purchased on January 17, 2019 at an average price of
	$9.6818.   Actual purchase prices ranged from $9.63 to $9.7.

	48,200 Shares were purchased on January 18, 2019 at an average price of
	$9.6142.   Actual purchase prices ranged from $9.60 to $9.70.

	47,400 Shares were purchased on January 22, 2019 at an average price of
	$9.6012.   Actual purchase prices ranged from $9.57 to $9.64.

	30,000 Shares were purchased on January 23, 2019 at an average price of
	$9.6009.   Actual purchase prices ranged from $9.56 to $9.65.

	14,700 Shares were purchased on January 24, 2019 at an average price of
	$9.7312.   Actual purchase prices ranged from $9.6 to $9.75.

	34,600 Shares were purchased on January 25, 2019 at an average price of
	$9.7398.   Actual purchase prices ranged from $9.72 to $9.77.

	25,000 Shares were purchased on January 28, 2019 at an average price of
	$9.7339.   Actual purchase prices ranged from $9.70 to $9.75.



	Barings LLC hereby undertakes to provide upon request to the Securities and
	Exchange Commission staff, the Issuer or a security holder of the Issuer, full
	information regarding the number of Shares and prices at which the transactions
  	were effected.


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CUSIP No. 06759L103                  13D                       PAGE 6 OF 7 PAGES
===================                                            =================


Item     7   Material to be Filed as Exhibits:

The response set forth in Item 7 of the Initial Statement is hereby amended and
supplemented by the following information:


 Exhibit
 Number			           Description of Exhibit
  ----- 	-----------------------------------------------------------------------

    1		Share Purchase and Externalization Agreement, dated as of April 3, 2018,
		by and between Barings and Triangle Capital Corporation (incorporated by
		reference from Exhibit 10.1 to the Issuer's Form 8-K filed on April
		9, 2018).


   2		Rule 10b5-1 Purchase Plan, dated as of September 24, 2018, by and between
		the Broker and Barings LLC (incorporated by reference from Exhibit 99.2 to
		the Issuer's Fo
rm 8-K filed on September 24, 2018).





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CUSIP No. 06759L103                  13D                       PAGE 7 OF 7 PAGES
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                                    SIGNATURE

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


BARINGS LLC

By: 	/s/ Ann Malloy
    ---------------------------
Name:  Ann Malloy
Title: Director



MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

By: 	/s/ Donald Griffith
	---------------------------
Name:   Donald Griffith
Title:  Vice President


Dated: February 07, 2019