Third Point Private Capital Partners

04/13/2026 | Press release | Distributed by Public on 04/13/2026 15:29

Material Agreement, Asset Transaction (Form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

Goldman Sachs Bank USA Asset-Based Credit Facility

On April 7, 2026, TP Private Capital Partners SPV I (FLCF) LLC ("SPV I"), a wholly-owned subsidiary of Third Point Private Capital Partners (the "Fund"), entered into a senior secured credit facility (the "ABL Credit Facility") pursuant to a Credit Agreement (the "ABL Credit Agreement") with Goldman Sachs Bank USA, as administrative agent and lender. At closing, the ABL Credit Facility had an initial committed amount of $150,000,000 (the "Facility Amount"), with the ability to increase up to a specified maximum amount subject to satisfaction of certain conditions and Goldman Sachs' consent. The ABL Credit Facility has a five-year maturity, consisting of a three-year reinvestment period followed by a two-year amortization period. Advances under the ABL Credit Facility bear interest at a rate per annum equal to Term SOFR plus 1.90% for Term SOFR loans. SPV I is required to pay (i) an upfront fee equal to 0.75% of the Facility Amount, payable on the closing date, and (ii) a quarterly unused commitment fee equal to 0.40% per annum on the unused portion (or such other amount, to the extent applicable, based on the date of determination) of the Facility Amount, calculated on the basis of a 360-day year and the actual number of days elapsed.

The foregoing description is only a summary of the material provisions of the ABL Credit Facility and is qualified in its entirety by reference to the ABL Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Goldman Sachs Bank USA Subscription Credit Facility

On April 7, 2026, TP Private Capital Partners SPV II (SCF) LLC ("SPV II"), a wholly-owned subsidiary of the Fund, entered into a senior secured revolving credit facility (the "SCF Credit Facility") pursuant to a Credit Agreement (the "SCF Credit Agreement") with Goldman Sachs Bank USA, as administrative agent and lender. At closing, the SCF Credit Facility had an initial committed amount of $20,000,000 (the "SCF Facility Amount"). The SCF Credit Facility matures on the earlier of (i) the 12-month anniversary of the closing date and (ii) 30 days prior to the last date the Fund may issue capital calls under its governing documents. Advances under the SCF Credit Facility bear interest at a rate per annum equal to Term SOFR plus 2.40% for Term SOFR loans. SPV II is required to pay (i) an upfront fee equal to 0.25% of the SCF Facility Amount, payable on the closing date, and (ii) a quarterly unused commitment fee equal to 0.25% per annum on the unused portion of the SCF Facility Amount.

The foregoing description is only a summary of the material provisions of the SCF Credit Facility and is qualified in its entirety by reference to the SCF Credit Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K.

Subscription Agreement

On April 7, 2026, the Fund entered into a subscription agreement (the "Subscription Agreement") with Delticus Opportunities Fund LLC, an affiliate of Third Point Private Capital LLC, the Fund's investment adviser, pursuant to which the investor committed to purchase shares of the Fund's Class I common stock, par value $0.001 per share (the "Shares"), in an aggregate amount of up to $40,000,000.

In connection with the acceptance of the subscription, the investor funded its entire capital commitment in full.

The foregoing description is only a summary of the material provisions of the Subscription Agreement and is qualified in its entirety by reference to the Subscription Agreement, a copy of which is filed as Exhibit 10.7 to the Fund's Registration Statement on Form 10 and is incorporated herein by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets.

Initial Portfolio / Warehouse Investments

On April 7, 2026, the Fund completed the acquisition of a portfolio of loan investments (the "Warehouse Investments") from Macquarie Bank Limited and/or its affiliates (collectively, "Macquarie") pursuant to certain LSTA Par/Near Par trade confirmations and related agreements (the "Trade Confirmations").

Third Point Private Capital Partners published this content on April 13, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 13, 2026 at 21:29 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]