Third Point Private Capital Partners 8-K

What Happened

• On April 7, 2026, Third Point Private Capital Partners (the Fund) and two wholly owned SPVs signed senior secured credit agreements with Goldman Sachs Bank USA and completed an initial portfolio purchase from Macquarie. The Fund also accepted a subscription from an affiliate investor.
• TP Private Capital Partners SPV I (FLCF) LLC closed a $150,000,000 asset-based lending (ABL) facility (five-year term: three-year reinvestment, two-year amortization) at interest of Term SOFR + 1.90%. TP Private Capital Partners SPV II (SCF) LLC closed a $20,000,000 subscription credit facility (term up to 12 months or 30 days before the Fund’s last capital-call date) at Term SOFR + 2.40%.
• The Fund purchased a portfolio of loan investments (the “Warehouse Investments”) from Macquarie with aggregate par commitments of about $105,909,888 and an aggregate purchase price of approximately $85,696,118 (net of accrued interest). An affiliate, Delticus Opportunities Fund LLC, committed up to $40,000,000 and funded its full subscription.

Key Details

• ABL Credit Facility (SPV I): $150,000,000 initial commitment; interest = Term SOFR + 1.90%; upfront fee = 0.75% of facility; unused commitment fee = 0.40% p.a.; 5‑year maturity (3‑yr reinvest/2‑yr amortization).
• SCF Credit Facility (SPV II): $20,000,000 initial commitment; interest = Term SOFR + 2.40%; upfront fee = 0.25% of facility; unused fee = 0.25% p.a.; maturity = earlier of 12 months or 30 days before last capital-call date.
• Warehouse purchase: ~ $105.9M par; purchase price ≈ $85.7M (net of accrued interest); acquisition closed April 7, 2026 and was funded with proceeds from the Fund’s private offering.
• Affiliate subscription: Delticus Opportunities Fund LLC committed up to $40M and funded the full commitment at closing.

Why It Matters

• The new Goldman Sachs credit facilities give the Fund short- and medium-term liquidity and borrowing capacity to support investments, manage capital timing, and fund operations. The ABL provides larger, longer-dated capacity while the SCF is a shorter-term subscription line tied to the Fund’s capital-call schedule.
• The warehouse acquisition immediately seeds the Fund’s investment portfolio with roughly $85.7M of loans, converting commitments and offering assets that may generate income for shareholders. The affiliate’s $40M subscription increases committed capital and shows initial investor support at launch.
• Investors should note these are financing arrangements and an initial portfolio purchase disclosed in the Form 8-K; these create new credit obligations for SPV subsidiaries and establish the Fund’s initial investment base but do not report operating results or performance metrics.