Fidelity Private Credit Company LLC Completes Merger, Assumes $266M Debt

What Happened

• On July 31, 2026, Fidelity Private Credit Company II LLC completed a previously announced merger with Fidelity Private Credit Company LLC under a March 25, 2026 Merger Agreement. At 11:59 p.m. ET the Acquired Fund merged into the Fund, and the surviving entity’s name became Fidelity Private Credit Company LLC.
• As a result of the merger, the surviving fund assumed the Acquired Fund’s obligations under a Senior Secured Revolving Credit Agreement (originally dated June 16, 2025, as amended), including $266 million of borrowings outstanding as of July 31, 2026.

Key Details

• Merger effective date and time: July 31, 2026 at 11:59 p.m. Eastern.
• Outstanding borrowings assumed at closing: $266,000,000.
• Revolving credit facility capacity: up to $430,000,000 available (subject to borrowing base and other conditions).
• Facility term: availability period ends June 15, 2029; final maturity June 14, 2030. Advances available in USD and certain agreed foreign currencies.
• Interest rate tiers (as of July 31, 2026): if Gross Borrowing Base < 1.60× Combined Debt Amount — ABR loans 0.875% and Index/Benchmark/RFR loans 1.875%; if ≥ 1.60× — ABR 0.750% and Index/Benchmark/RFR 1.750%.
• Unit conversion: each outstanding unit of the Acquired Fund was converted into newly issued units of the surviving Fund based on an exchange ratio equal to the respective closing NAVs on the closing date.
• Organizational changes: the Certificate of Formation was amended and restated to reflect the name change to “Fidelity Private Credit Company LLC,” and the LLC agreement was amended to permit certain ministerial or administrative changes by the Board without member consent.
• Financial statements of the acquired business were filed as exhibits to the 8-K.

Why It Matters

• The merger consolidates the two private credit funds into a single surviving fund operating as Fidelity Private Credit Company LLC, with the surviving fund taking on the acquired fund’s debt and credit facility commitments.
• Investors should note the immediate increase in the surviving fund’s indebtedness by the $266M assumed borrowings and the availability of up to $430M in revolving credit, which affect liquidity and leverage profiles.
• The amended governing documents and name change are administrative steps that finalize the combined fund’s legal and operational structure. Financial statements for the acquired fund were provided in the filing for review.