Overland Advantage 8-K

What Happened
Overland Advantage filed an 8-K (Item 3.02) reporting that on June 15, 2026 it delivered capital call notices to investors for the sale of its common shares, targeting an aggregate offering price of $40,000,000. The company estimates the offering price at approximately $24.79 per common share and expects the sale to close on June 30, 2026. The filing was signed by CFO Kimberly A. Terjanian on June 18, 2026.

Key Details

• Aggregate offering amount: $40,000,000.
• Estimated price per share: $24.79.
• Capital call notices delivered: June 15, 2026; expected closing date: June 30, 2026.
• Sale conducted under subscription agreements and relied on exemptions from registration (Section 4(a)(2), Regulation D and/or Regulation S); investors represented they are accredited or non-U.S. persons.

Why It Matters
This filing notifies investors that Overland Advantage is raising up to $40M by issuing additional common shares through capital calls. If completed, the issuance will increase the company’s outstanding common shares, which can dilute existing shareholders’ ownership percentages. Because the sale is unregistered under the Securities Act (Reg D/Reg S exemptions), resale of these shares may be restricted. Investors should watch for follow-up filings confirming the closing and any updates on share counts or use of proceeds.