Fortress Private Lending Fund 8-K

What Happened

• Fortress Private Lending Fund filed an 8-K on June 24, 2026 reporting an unregistered sale of 182,155 Class I common shares for aggregate consideration of $4.395 million (purchase price = NAV per share as of May 31, 2026). The number of shares was finalized on June 22, 2026.
• The company also disclosed its NAV and portfolio metrics as of May 31, 2026 and declared a June 2026 distribution of $0.1812 per Class I share (declared June 22, 2026; record date June 30, 2026; payable on or about July 22, 2026; payable in cash or via reinvestment).

Key Details

• Unregistered sale: 182,155 Class I shares for $4.395M; sale made to accredited investors under Section 4(a)(2)/Regulation D and Regulation S exemptions.
• NAV & balance sheet: NAV per Class I share = $24.13 (May 31, 2026); aggregate NAV ≈ $1.1 billion; portfolio fair value ≈ $1.8 billion; debt outstanding ≈ $844.3 million.
• Distribution: $0.1812 per Class I share for June 2026; payable ~July 22, 2026 to holders of record as of June 30, 2026.
• Portfolio snapshot (as of May 31, 2026, preliminary): 88 portfolio companies across 20 industries; ~98.1% first-lien, ~99.9% floating-rate; median EBITDA of directly originated debt investee companies = $82.5M; weighted avg net loan-to-value = 47.1%; interest coverage = 2.9x; weighted avg yield on directly originated debt = 10.1% (overall portfolio yield = 9.8%).

Why It Matters

• The recent share sale was small relative to the company’s size (182k shares / $4.4M) and was made under private offering exemptions to accredited investors, not through a public market (the company says no public market has been established).
• The declared distribution ($0.1812 per Class I share) and the portfolio yield figures give investors an indication of current income generation; portfolio metrics show heavy exposure to first-lien, floating-rate loans and moderate leverage (≈$844M debt vs. ≈$1.1B NAV).
• Data are management’s preliminary determinations as of June 22, 2026 and may change in the company’s upcoming Form 10-Q for the quarter ended June 30, 2026; investors should review the 10-Q for finalized financials and additional detail.