VistaOne, L.P.·8-K

Apr 29, 3:42 PM ET

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VistaOne, L.P. 8-K

Research Summary

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VistaOne, L.P. Reports $170.2M Sale of Unregistered Partnership Units

What Happened

  • VistaOne, L.P. filed an 8-K (dated April 29, 2026) reporting that, as of April 1, 2026, the fund sold unregistered limited partnership units (the “Units”) for aggregate consideration of approximately $170.2 million. The number of Units was finalized on April 29, 2026 following the Fund’s Transactional Net Asset Value (Transactional NAV) calculation as of March 31, 2026. The filing was signed by Heather Wilkins, Principal Financial Officer and Principal Accounting Officer.

Key Details

  • Total proceeds: approximately $170.2 million (sum of class amounts = $170,165,219).
  • Units sold by class:
    • Class B: 50,411 units for $1,536,625
    • Class I: 2,641,369 units for $80,917,270
    • Class S: 2,887,321 units for $87,711,324
  • The offer was part of the Fund’s continuous private offering and was exempt from registration under Section 4(a)(2), including Regulation D and Regulation S.
  • Units were sold to third-party investors, including through VistaOne (TE), L.P., a vehicle for investors with particular tax characteristics (e.g., tax-exempt and non-U.S. investors). The filing includes Exhibit 99.1: Transactional Net Asset Value as of March 31, 2026.

Why It Matters

  • This filing confirms a material capital raise for the Fund—roughly $170M—which increases the Fund’s invested capital and may affect future NAV calculations and liquidity metrics.
  • The sale was executed through a private offering (Reg D/Reg S), indicating units were placed with qualified third-party investors and certain tax-structured vehicles, not through a registered public issuance.
  • The finalized unit counts depended on the Fund’s Transactional NAV as of March 31, 2026, underscoring that NAV timing can affect subscription allotments and reported unit totals.

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