Audax Private Credit Fund, LLC 8-K

What Happened

• Audax Private Credit Fund, LLC filed an 8-K (Feb 3, 2026) reporting that it sold 2,017,095.383 limited liability company interests (Shares) on January 2, 2026, with the purchase price per share finalized on January 30, 2026 at $25.036. The total consideration for the issuance was $50.5 million.
• The filing also reports the Fund’s net asset value (NAV) per share as of December 31, 2025 was $25.036. As of that date the Fund’s aggregate NAV was $461.5 million, the fair value of its investment portfolio was $949.8 million, and principal debt outstanding was $494.3 million (debt-to-equity ≈ 1.07x).

Key Details

• Issuance: 2,017,095.383 Shares issued on Jan 2, 2026; price finalized Jan 30, 2026 at $25.036/share; total proceeds $50.5M.
• Exemption: Shares issued in private subscriptions exempt from registration under Section 4(a)(2) and Regulation D or Regulation S; purchasers represented they were accredited investors or non‑U.S. persons.
• Financial snapshot (Dec 31, 2025): NAV/share $25.036; aggregate NAV $461.5M; investment portfolio fair value $949.8M; principal debt $494.3M; debt-to-equity ≈ 1.07x.

Why It Matters

• Capital raise: The $50.5M issuance increased the Fund’s equity base (about 11% of aggregate NAV), providing additional capital for investments or operations. The issuance price matched the Fund’s reported NAV per share ($25.036), indicating the shares were sold at NAV.
• Investor protections and liquidity: The sale was a private placement limited to accredited or non‑U.S. investors and was exempt from SEC registration, which may affect resale liquidity and who could participate.
• Leverage context: The Fund’s debt-to-equity ratio of about 1.07x shows principal borrowings slightly exceed equity; investors should consider this leverage level alongside NAV and portfolio fair value when assessing risk.