Brookfield Private Equity Fund LP 8-K

What Happened

• Brookfield Private Equity Fund LP (the Fund) filed an 8‑K (June 8, 2026) reporting that it sold unregistered limited partnership units (the “Units”) on May 1, 2026 for aggregate consideration of approximately $8,085,000. The Transactional NAV used to finalize the number of Units was calculated as of April 30, 2026 and the Unit counts were finalized on June 8, 2026.
• The sales were made as part of the Fund’s continuous private offering and were exempt from registration under Section 4(a)(2) of the Securities Act and Regulation D.

Key Details

• Units sold by the Fund on May 1, 2026: Class S — 95,263 Units for $2,540,000; Class I — 207,243 Units for $5,545,000; Class B‑2 — none sold by the Fund in this tranche. (Amounts rounded.)
• On May 1, 2026 the broader Brookfield Private Equity (BPE) Program (which includes the Fund) issued interests for total cash consideration of about $28,513,767.
• Since November 1, 2025 through the filing date, the BPE Program has raised approximately $310,153,981.64 in aggregate cash consideration via its continuous private offering.
• Purchasers: Class S and Class I Units were sold to third‑party investors (including via Brookfield Private Equity TE Feeder Fund LP for certain tax‑exempt and non‑U.S. investors). Class B‑2 Units are typically issued to Brookfield entities, affiliates, related parties and certain employees, officers and directors.

Why It Matters

• This filing documents ongoing capital raising through a continuous, private offering rather than a registered public sale, which affects liquidity and disclosure scope for new investors.
• For existing unitholders, new unit issuances change the Fund’s unit count and can affect ownership percentages and NAV per unit calculations; the Fund used a Transactional NAV dated April 30, 2026 to price the May 1 issuances.
• The amounts for the Fund in this specific transaction are modest ($8.1M) relative to the larger BPE Program fundraising ($310.2M since Nov 1, 2025), indicating the Fund is one component of a broader Brookfield-managed capital‑raising effort.