5C Lending Partners Reports $40M Unregistered Stock Sale and Portfolio Update

What Happened
5C Lending Partners Corp. filed an 8-K on September 18, 2026 disclosing that on September 17, 2026 it issued and sold approximately 1,633,987 shares of common stock for gross proceeds of about $40.0 million under subscription agreements with its investors. The company reported its investment portfolio as of September 18, 2026 totaled $1,199.1 million across 31 portfolio companies (loan commitments of $1,139.7 million, $930.8 million funded and $208.9 million unfunded, plus a $59.4 million preferred equity investment). The filing also states the company has approximately 17,559,679 shares of common stock outstanding, including shares from its distribution reinvestment program.

Key Details

• Issued on Sept 17, 2026: ~1,633,987 shares of common stock for gross proceeds of ~$40,000,000.
• Total issued via drawdowns to date: ~17,213,165 shares for aggregate consideration of $425,572,202.
• Portfolio (as of Sept 18, 2026): $1,199.1M across 31 companies — $1,139.7M in loan commitments ( $930.8M funded; $208.9M unfunded) and $59.4M preferred equity.
• Recent closed first‑lien facilities: Big Brand Tire (Majco) $42.0M – Aug 20; Paradigm (OIS) $75.0M – Aug 27; Club Car Wash $46.0M – Sep 3; Express Car Wash $46.0M – Sep 3.
• Total shares outstanding after these actions: ~17,559,679 (includes distribution reinvestment). The stock sales were made in transactions exempt from registration under Section 4(a)(2) and Regulation S/D.

Why It Matters

• Capital and lending activity: The unregistered $40M raise (and existing investor commitments/drawdown structure) provides capital for the company’s lending and investment activity; unfunded commitments ($208.9M) represent potential future loan draws.
• Ownership and dilution: The newly issued shares increase the company’s share count (now ~17.56M outstanding), which is relevant to existing shareholders for ownership percentage and per‑share metrics.
• Portfolio composition: The portfolio is concentrated in first‑lien loans and sponsor‑backed deals across industries such as auto services and car washes, which helps investors understand where credit exposure lies.
• Regulatory/resale note: The shares were sold in exempt transactions (unregistered), which can affect resale rights and liquidity for investors who purchased them.