XWAMX - Western Asset Middle Market Debt Fund Inc.



  • Provides a portfolio of below-investment-grade debt securities, including loans, issued by middle market companies. For investment purposes, "middle market"; refers to companies with annual revenues of between $100 million and $1 billion at the time of investment by the Fund
  • Seeks high income, with capital appreciation as a secondary investment objective
  • Emphasizes team management and extensive credit research expertise, seeking attractively priced securities


  • This Fund is not publicly traded and is closed to new investors.
  • Anticipated term of eight years, with expected termination on or before December 31, 2020*. The Fund’s term may be shorter or longer, depending on market conditions. The Fund’s shares of Common Stock (Common Stock) will not be listed for trading on a securities exchange and should be considered illiquid. In recognition that a secondary market for the Common Stock likely will not exist, beginning in 2014 the Fund intends, but is not obligated, to conduct annual tender offers for up to 10% of the Common Stock then outstanding at the sole discretion of its board of directors.
  • In any given year, the managers may or may not recommend to the Fund’s board of directors that the Fund conduct a tender offer based on market conditions or other concerns, or may reduce the percentage of Common Stock eligible for annual tender offer. Accordingly, there may be years in which no tender offer is made, and it is possible that no tender offers will be conducted during the term of the Fund at all.

*If the Fund’s board of directors determines that under then-current market conditions it is in the best interests of the Fund to do so, the Fund may extend the termination date for one year, to December 31, 2021, without a shareholder vote. The Fund’s termination date can be further extended beyond December 31, 2021 by a majority of the directors and a majority of the outstanding voting securities of the Fund.

meet your managers

One of the world’s leading global fixed income managers. Founded in 1971, the firm is known for team management and proprietary research, supported by robust risk management and a long-term fundamental value approach.

Meet Your Managers

Western Asset uses a team-based approach to managing your fund.

One of the world's largest and leading fixed-income managers, Western Asset has focused exclusively on fixed income since its founding in 1971. They offer investors a broad range of core and specialized bond portfolios from across the fixed-income universe, all managed using a long-term, value-oriented investment process.

To find out more about the Western Asset Middle Market Debt Fund Inc., talk to your financial advisor.

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What I Should Know
Before Investing

An investment in the Fund involves a high degree of risk. The Fund should be considered an illiquid investment. The Fund does not intend to apply for an exchange listing, and it is highly unlikely that a secondary market will exist for the purchase and sale of the Fund's shares. You could lose some or all of your investment. An investment in the Fund is not appropriate for all investors and is not intended to be a complete investment program. The Fund is designed as a long-term investment for investors who are prepared to hold the Fund's Common Stock until the expiration of its term, and is not a trading vehicle. All investments are subject to risk, including possible loss of principal. Fixed-income securities are subject to numerous risks, including but not limited to, credit, inflation, income, prepayment and interest rates risks. As interest rates rise, the value of fixed-income securities falls. Middle market companies have additional risks due to their limited operating histories, limited financial resources, less predictable operating results, narrower product lines and other factors. Securities of middle market issuers are typically considered high yield. "High yield" refers to below-investment-grade quality (also commonly referred to as "junk bonds"). High-yield fixed income securities of below-investment-grade quality are regarded as having predominantly speculative characteristics with respect to the issuer's capacity to pay interest and repay principal. High-yield bonds ("junk bonds") are subject to higher credit risk and a greater risk of default. The Fund may invest all or a portion of its Managed Assets in illiquid securities. The Fund may make significant investments in securities for which there are no observable market prices; the prices must be estimated by Western Asset. Investments in foreign securities involve risks, including the possibility of losses due to changes in currency exchange rates and negative developments in the political, economic or regulatory structure of specific countries or regions. These risks are greater in emerging markets. Leverage may result in greater volatility of the net asset value of common shares and increases a shareholder's risk of loss. Derivative instruments can be illiquid, may disproportionately increase losses and have a potentially large impact on Fund performance.

Distributions are not guaranteed and are subject to change.


IMPORTANT PERFORMANCE INFORMATION: Performance shown represents past performance and is no guarantee of future results. Current performance may be higher or lower than the performance shown. Investment return and principal value will fluctuate so shares, when sold, may be worth more or less than the original cost. Returns based NAV assume the reinvestment of all distributions at NAV. All returns include the deduction of management fees, operating expenses and all other fund expenses, and do not reflect the deduction of brokerage commissions or taxes that investors may pay on distributions or the sale of shares. Returns for periods of less than one year are not annualized.


Net Asset Value (NAV) is total assets less total liabilities divided by the number of shares outstanding.


Market Price, determined by supply and demand, is the price an investor purchases or sells the fund. The Market Price may differ from a fund’s NAV.

*Distribution rate is calculated by annualizing the most recent distribution amount paid, excluding special distributions, divided by the closing market price or NAV. As of 09/30/2020, the fund estimates that the distributions will be paid from: 100.00% investment income;0.00% realized capital gains; and, 0.00% return of capital. The Distribution Rate is subject to change and is not a quotation of Fund performance. The Board of Directors may terminate or suspend the managed distribution policy at any time. Any such termination or suspension could have an adverse effect on the market price of the Fund's shares. A return of capital is not taxable and results in a reduction in the tax basis of a shareholder's investment. For more information about a distribution's composition refer to the Fund's distribution press release or, if applicable, the Section 19 notice located in the Press Releases section below.

A NOTE ABOUT FEES & EXPENSES: Based on the Fund’s net assets of the common shares, as of the most recent Annual Report.

Management fees: Under the investment management agreement, the Fund pays an annual fee, paid monthly, as a portion of the Fund's average daily Managed Assets. “Managed Assets” are defined as net assets plus the amount of any borrowing, including loans from certain financial institutions and/or the issuance of debt securities (collectively, “Borrowings”), and assets attributable to any preferred stock (“Preferred Stock”) that may be outstanding. Please see the fund’s Annual Report for more information on expenses.


IMPORTANT CHARACTERISTICS INFORMATION: Portfolio characteristics and holdings are subject to change at any time. Percentages are based on total portfolio as of quarter-end and are subject to change at any time. For informational purposes only and not to be considered a recommendation to purchase or sell any security. Negative allocations and allocations in excess of 100% are primarily due to the Fund's unsettled trade activity.

The difference between total assets and net assets, if any, is due primarily to the Fund’s use of borrowings and other liabilities; net assets do not include borrowings. The Fund may employ leverage in the form of loans, preferred stock, reverse repurchase agreements and/or other instruments. When the Fund engages in transactions that have a leveraging effect on the Fund’s portfolio, the value of the Fund will be more volatile and all other risks will tend to be compounded. 

Percentages are based on total portfolio as of quarter-end and are subject to change at any time. For informational purposes only and not to be considered a recommendation to purchase or sell any security. Negative allocations and allocations in excess of 100% are primarily due to the Fund's unsettled trade activity.


Weighted Average Life (WAL) is the average number of years for which each dollar of unpaid principal on a loan or mortgage remains outstanding. Once calculated, WAL tells how many years it will take to pay half of the outstanding principal. 

Effective duration is a duration calculation for bonds with embedded options. Effective duration takes into account that expected cash flows will fluctuate as interest rates change. Duration measures the sensitivity of price (the value of principal) of a fixed-income investment to a change in interest rates. The higher the duration number, the more sensitive a fixed-income investment will be to interest rate changes.

Credit quality is a measure of a bond issuer's ability to repay interest and principal in a timely manner. The credit ratings shown are based on each portfolio security's rating as provided by Standard and Poor's, Moody's Investors Service and/or Fitch Ratings, Ltd. and typically range from AAA (highest) to D (lowest). For this purpose, if two or more of the agencies have assigned differing ratings to a security, the lowest rating is used. Securities that are unrated by all three agencies are reflected as such. The credit quality of the investments in the Fund's portfolio does not apply to the stability or safety of the Fund. These ratings are updated monthly and may change over time. Please note, the Fund itself has not been rated by an independent rating agency.


IMPORTANT HOLDINGS INFORMATION: Portfolio holdings are based on total portfolio, and are subject to change at any time. Holdings are provided for informational purposes only and should not be construed as a recommendation to purchase or sell any security. Any negative allocations or allocations in excess of 100% are primarily due to unsettled trade activities.

Derivatives, such as options and futures, which can be illiquid, may disproportionately increase losses and have a potentially large impact on Fund performance.


IMPORTANT DISTRIBUTION INFORMATION: Distributions paid by the Fund may be comprised of income, capital gains, and/or return of capital. At year-end the Fund will issue a Form 1099 with the final composition of the distribution for tax purposes. A current estimate of the distribution's composition can be found in the performance section on this page or in the most recent distribution press release and/or Section 19 notice located in the press release section below. The Distribution Rate is not guaranteed, subject to change, and is not a quotation of Fund performance. A return of capital is not taxable and results in a reduction in the tax basis of a shareholder's investment.

Franklin Resources, Inc., its specialized investment managers and its employees are not in the business of providing tax or legal advice to taxpayers. These materials and any tax-related statements are not intended or written to be used, and cannot be used or relied upon, by any taxpayer for the purpose of avoiding tax penalties. Tax-related statements, if any, may have been written in connection with the "promotion or marketing" of the transaction(s) or matter(s) addressed by these materials, to the extent allowed by applicable law. Any taxpayer should seek advice based on the taxpayer's particular circumstances from an independent tax advisor. 


IMPORTANT INFORMATION: All investments involve risk, including loss of principal. Past performance is no guarantee of future results. Please see each product’s web page for specific details regarding investment objective, risks associated with hedge funds, alternative investments and other risks, performance and other important information. Review this information carefully before you make any investment decision.

The Closed-End Funds are not sold or distributed by Legg Mason Investor Services, LLC ("LMIS") or any specialized investment manager of Franklin Resources, Inc. Unlike open-end funds, shares are not continually offered. Like other public companies, closed-end funds have a one-time initial public offering, and once their shares are first issued, are generally bought and sold through non-affiliated broker/dealers and trade on nationally recognized stock exchanges. Share prices will fluctuate with market conditions and, at the time of sale, may be worth more or less than your original investment. Shares of exchange-traded closed-end funds may trade at a discount or premium to their original offering price, and often trade at a discount to their net asset value. Net Asset Value (NAV) is total assets less total liabilities divided by the number of shares outstanding. Market Price, determined by supply and demand, is the price an investor purchases or sells the fund. Investment return, market price and net asset value will fluctuate with changes in market conditions. The Funds are subject to investment risks, including the possible loss of principal invested.

Note that unlike other closed-end funds, Western Asset Middle Market Debt Fund and the Western Asset Middle Market Income Fund are not publicly traded, and are closed to new investors.