Goldman Sachs Private Credit Fund LLC
05/12/2026 | Press release | Distributed by Public on 05/12/2026 15:27
Quarterly Report for Quarter Ending March 31, 2026 (Form 10-Q)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and other parts of this report contain forward-looking information that involves risks and uncertainties. References to "we," "us," "our," and the "Company," mean Goldman Sachs Private Credit Corp., Goldman Sachs Private Credit Corp. together with its consolidated subsidiaries, or, for the periods prior to our conversion from a Delaware limited liability company to a Delaware corporation, Goldman Sachs Private Credit Fund LLC, as the context may require. The terms "GSAM," "Goldman Sachs Asset Management," our "Adviser" or our "Investment Adviser" refer to Goldman Sachs Asset Management, L.P., a Delaware limited partnership. The term "GS Group Inc." refers to The Goldman Sachs Group, Inc. The term "Goldman Sachs" refers to GS Group Inc., together with Goldman Sachs & Co. LLC (including its predecessors, "GS & Co."), GSAM and its other subsidiaries and affiliates. The discussion and analysis contained in this section refer to our financial condition, results of operations and cash flows. The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this report. Please see "Cautionary Statement Regarding Forward-Looking Statements" for a discussion of the uncertainties, risks and assumptions associated with this discussion and analysis. Our actual results could differ materially from those anticipated by such forward-looking information due to factors discussed under "Cautionary Statement Regarding Forward-Looking Statements" appearing elsewhere in this report.
OVERVIEW
We are a specialty finance company that is a non-diversified, closed-end management investment company that has elected to be regulated as a business development company ("BDC") under the Investment Company Act of 1940, as amended (the "Investment Company Act"). In addition, we have elected to be treated as a regulated investment company ("RIC"), and we expect to qualify annually for tax treatment as a RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), commencing with our taxable year ended December 31, 2023. From our commencement of investment operations on April 6, 2023 through March 31, 2026, we have originated approximately $21.91 billion in aggregate principal amount of Private Credit Investments (as defined below) and related equity prior to any subsequent exits and repayments.
Our investment objective is to generate current income and, to a lesser extent, long-term capital appreciation. Our investment strategy is consistent with that of the broader Goldman Sachs Asset Management Private Credit platform, with a focus on capital preservation and capital appreciation, and includes:
•
Leveraging Goldman Sachs Asset Management Private Credit's position within Goldman Sachs;
•
Direct origination with borrowers;
•
Prudent investment selection with intensive due diligence and credit analysis;
•
Provision of large-sized commitments;
•
Structuring expertise with a focus on risk mitigation;
•
Rigorous portfolio management; and
•
Focus on companies with attractive business fundamentals.
Under normal circumstances, we will invest at least 80% of our total assets (which include net assets plus borrowings for investment purposes) in private credit instruments, which may include loans, notes, bonds and other corporate debt securities issued by corporate issuers ("Private Credit Investments"). If we change our 80% requirement, we will provide stockholders with at least 60 days' notice of such change.
We primarily hold directly originated, first lien senior secured, floating rate debt of companies located primarily in the United States and, to a lesser extent, in non-U.S. jurisdictions. We may also invest, to a lesser extent, in broadly syndicated loans, second lien loans, unsecured, subordinated or payment-in-kind ("PIK") debt, equity and debt tranches of collateralized loan obligations ("CLOs"), including CLOs that hold corporate debt, and equity and equity-like instruments, which are considered Private Credit Investments. We also invest a portion of our portfolio in more liquid investments ("Liquid Investments"), such as broadly syndicated loans and other fixed-income securities, to provide the portfolio with additional liquidity.
We invest primarily in private companies based in the United States, but we also invest, to a lesser extent, in non-U.S. based companies (subject to compliance with BDC requirements to invest at least 70% of our assets in U.S. companies). We focus our lending across a spectrum of directly sourced opportunities in companies ranging from lower middle market to large capitalization in size. We may invest in companies of any size or capitalization.
We generally lead the origination of our investments as the primary lender, and we may participate in club deals (which are generally investments made by a small group of firms). Subject to the limitations of the Investment Company Act, we may invest in loans or other securities, the proceeds of which may refinance or otherwise repay debt or securities of companies whose debt is owned by other Goldman Sachs credit funds or affiliates. We also invest alongside institutional and retail-focused private credit Accounts, which may include proprietary accounts of Goldman Sachs. For additional information, see "Item 1. Business-Allocation of Investment Opportunities-Co-Investments Alongside Goldman Sachs and Other Accounts, and the Relief" in our annual report on Form 10-K for the year ended December 31, 2025. In addition, we expect to acquire or originate revolving credit facilities from time to time in connection with our investments in other assets.
Our investment strategy also allocates a portion of the overall portfolio to Liquid Investments to provide the portfolio with additional liquidity and to manage our payment obligations under our share repurchase program. Investment decisions related to Liquid Investments are made by the Goldman Sachs Asset Management High Yield and Bank Loan team within the Global Fixed Income and Liquidity Solutions group of Goldman Sachs Asset Management. Liquid Investments may include senior secured loans, senior secured high yield bonds, senior unsecured high yield bonds, and fixed-income ETFs and government securities. We use these investments to maintain liquidity for our share repurchase program and manage cash before investing subscription proceeds into originated loans, while also seeking attractive investment returns. Prior to raising or investing sufficient capital, the portfolio may display a greater percentage of assets within Liquid Investments or government securities than we otherwise would expect for a fully invested portfolio.
We employ leverage as market conditions permit and at the discretion of the Investment Adviser, but we intend to comply with the limitations set forth in the Investment Company Act, which currently allows us to borrow up to $2 of debt for each $1 of equity. We intend to use leverage in the form of borrowings, including loans from financial institutions as well as the issuance of debt securities. We may also use leverage in the form of preferred shares. In determining whether to borrow money, we will analyze the maturity, covenant package and rate structure of the proposed borrowings as well as the risks of such borrowings compared to our investment outlook. We would expect any such leverage, if incurred, to increase the total capital available for investment by us.
For a discussion of the competitive landscape we face, please see "Item 1A. Risk Factors-Risks Relating to Competition-We operate in a highly competitive market for investment opportunities" and "Item 1. Business-Competitive Advantages" in our annual report on Form 10-K for the year ended December 31, 2025.
KEY COMPONENTS OF OPERATIONS
Revenues
We generate revenues in the form of interest income on debt investments and, to a lesser extent, fee income and capital gains and distributions, if any, on equity securities that we may acquire in portfolio companies. Some of our investments may provide for deferred interest payments or PIK income. We expect that the principal amount of the debt investments and any accrued but unpaid interest generally will become due at the maturity date.
We generate revenues primarily through receipt of interest income from the investments we hold. In addition, we may generate revenue in the form of commitment, origination, structuring, syndication, exit fees or diligence fees, fees for providing managerial assistance and consulting fees. Portfolio company fees (directors' fees, consulting fees, administrative fees, tax advisory fees and other similar compensation) will be paid to us, unless, to the extent required by applicable law or exemptive relief, if any, therefrom, we receive our allocable portion of such fees when invested in the same portfolio company as other Accounts. We do not expect to receive material fee income as it is not our principal investment strategy. We record contractual prepayment premiums on loans and debt securities as interest income.
Dividend income on preferred equity investments, if any, is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments, if any, is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Interest and dividend income are presented net of withholding tax, if any. CLO equity investments recognize interest income by utilizing an effective interest methodology based upon an effective yield utilizing projected cashflows.
Expenses
Our primary operating expenses include the payment of a management fee (the "Management Fee") and an incentive fee (the "Incentive Fee") to our Investment Adviser, legal and other professional fees, interest and other debt expenses and other operating related expenses. The Management Fee and Incentive Fee compensate our Investment Adviser for its work in identifying, evaluating, negotiating, structuring, and monitoring our investments. We bear all other expenses of our operations and transactions, including in accordance with the Investment Management Agreement.
Our Investment Adviser pays all costs incurred by it in connection with the performance of its duties under the Investment Management Agreement. Our Investment Adviser pays the compensation and expenses of all its personnel and makes available, without expense to us, the services of such of its partners, officers and employees as may duly be elected as our officers or directors, subject to their individual consent to serve and to any limitations imposed by law. Our Investment Adviser is not required to pay any of our expenses other than those specifically allocated to it, including as set forth below. In particular, but without limiting the generality of the foregoing, our Investment Adviser is not required to pay:
•
organization and offering expenses associated with the private offering of our Class I stock, par value $0.001 per share ("Class I shares"), Class S stock, par value $0.001 per share ("Class S shares") and, Class D stock, par value $0.001 per share ("Class D shares" and, together with the Class I shares and Class S shares, the "Shares") (including legal, accounting, printing, mailing, subscription processing and filing fees and expenses and other offering expenses, including costs associated with technology integration between the Company's systems and those of participating intermediaries, reasonable bona fide due diligence expenses of participating intermediaries supported by detailed and itemized invoices, costs in connection with preparing sales materials and other marketing expenses, design and website expenses, fees and expenses of GS & Co., the Company's transfer agent (the
"Transfer Agent"), fees to attend retail seminars sponsored by participating intermediaries, if any, and costs, expenses and reimbursements for travel, meals, accommodations, entertainment and other similar expenses related to meetings or events with prospective investors, intermediaries, registered investment advisors or financial or other advisors, but excluding the stockholder servicing fee);
•
fees and expenses, including travel expenses, incurred by our Investment Adviser or payable to third parties related to our investments, including, among others, professional fees (including the fees and expenses of consultants and experts) and fees and expenses from evaluating, monitoring, researching and performing due diligence on investments and prospective investments;
•
interest payable on debt, if any, incurred to finance our investments;
•
fees and expenses incurred by us in connection with membership in investment company organizations;
•
brokers' commissions;
•
fees and expenses associated with calculating our net asset value ("NAV") (including the costs and expenses of any independent valuation firm);
•
legal, auditing or accounting expenses;
•
taxes or governmental fees;
•
the fees and expenses of our Administrator (as defined below), Transfer Agent or sub-transfer agent, or the Placement Agent;
•
the cost of preparing share certificates or any other expenses, including clerical expenses of issue, redemption or repurchase of our Shares;
•
the expenses of and fees for registering or qualifying our Shares for sale and of maintaining our federal and/or state registration or exemptions, and registering us as a broker or a dealer, as applicable;
•
the fees and expenses of our directors (the "Directors") who are not affiliated with our Investment Adviser;
•
the cost of preparing and distributing reports, proxy statements and notices to our stockholders, the SEC and other regulatory authorities;
•
costs of holding stockholder meetings;
•
the fees or disbursements of custodians of our assets, including expenses incurred in the performance of any obligations enumerated by our certificate of incorporation or bylaws insofar as they govern agreements with any such custodian;
•
insurance premiums; or
•
costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute in connection with our business and the amount of any judgment or settlement paid in connection therewith, or the enforcement of our rights against any person and indemnification or contribution expenses payable by us to any person and other extraordinary expenses not incurred in the ordinary course of our business.
Our Investment Adviser is also not required to pay expenses of activities which are primarily intended to result in sales of our Shares, including all costs and expenses associated with the preparation and distribution of any private placement memorandum, subscription agreements, registration statements, prospectuses or stockholder application forms, including any amendments, restatements and/or supplements thereto.
Our Investment Adviser may impose a voluntary cap on the amount of expenses that will be borne by us on a monthly or annual basis. Any such expense cap may be increased, decreased, waived or eliminated at any time at our Investment Adviser's sole discretion.
To the extent that expenses to be borne by us pursuant to the Investment Management Agreement are paid by our Investment Adviser, we will reimburse our Investment Adviser for such expenses, provided, however, that our Investment Adviser may elect, from time to time and in its sole discretion, to bear certain of our expenses set forth above, including organizational and other expenses.
Pursuant to the expense support and conditional reimbursement agreement, dated as of March 20, 2023 (the "Expense Support and Conditional Reimbursement Agreement") with the Investment Adviser, the Investment Adviser may elect to pay certain of our expenses on our behalf, provided that no portion of the payment will be used to pay any interest expense or distribution and/or stockholder servicing fees of the Company. We may reimburse the Investment Adviser for such advanced expenses only if certain conditions are met. See Note 3 "Expense Support and Conditional Reimbursement Agreement" in our consolidated financial statements included in this report. Any reimbursements will not exceed actual expenses incurred by the Investment Adviser and its affiliates.
From time to time, Goldman Sachs Asset Management (in its capacity as the Investment Adviser) or its affiliates may pay third-party providers of goods or services. We will reimburse Goldman Sachs Asset Management (in its capacity as the Investment Adviser) or such affiliates thereof for any such amounts paid on our behalf. From time to time, Goldman Sachs Asset Management (in its capacity as the Investment Adviser) may defer or waive fees and/or rights to be reimbursed for expenses. All of the foregoing expenses will ultimately be borne by our stockholders.
We expect our general and administrative expenses to be relatively stable or to decline as a percentage of total assets during periods of asset growth and to increase during periods of asset declines.
Leverage
As a BDC, we are permitted, under specified conditions, to issue multiple classes of indebtedness and one class of shares of stock senior to our common stock if our asset coverage ratio, as defined under the Investment Company Act, is at least equal to 150% immediately after each such issuance. The Small Business Credit Availability Act modified the applicable provisions of the Investment Company Act to reduce the required asset coverage ratio applicable to BDCs from 200% to 150%, subject to certain approval and disclosure requirements. Our board of directors
(the "Board of Directors" or the "Board") and the Initial Member approved the application of the 150% asset coverage ratio to us in accordance with the requirements of the Investment Company Act. While the leverage we employ may be greater or less than these levels from time to time, we intend to comply with the limitations set forth in the Investment Company Act, which currently allows us to borrow up to $2 of debt for each $1 of equity. In addition, except in limited circumstances, while any indebtedness and senior securities remain outstanding, we must make provisions to prohibit any distribution to our stockholders or the repurchase of such securities or stock unless we meet the applicable asset coverage ratios at the time of the distribution or repurchase. We may also borrow amounts up to 5% of the value of our total assets for temporary or emergency purposes without regard to asset coverage. A loan is presumed to be made for temporary purposes if it is repaid within 60 days and is not extended or renewed; otherwise, it is presumed not to be for temporary purposes. For a discussion of the risks associated with leverage, see "Item 1A. Risk Factors-Risks Relating to Legal and Regulatory Matters-Regulations governing our operations as a BDC affect our ability to, and the way in which we, raise additional capital. These constraints may hinder our Investment Adviser's ability to take advantage of attractive investment opportunities and to achieve our investment objective" in our annual report on Form 10-K for the year ended December 31, 2025.
We employ leverage as market conditions permit and at the discretion of the Investment Adviser, but we intend to comply with the limitations set forth in the Investment Company Act, which currently allows us to borrow up to $2 of debt for each $1 of equity. We use leverage in the form of borrowings, including loans from financial institutions as well as the issuance of debt securities. We also use leverage in the form of preferred shares. In determining whether to borrow money, we analyze the maturity, covenant package and rate structure of the proposed borrowings as well as the risks of such borrowings compared to our investment outlook. We expect any such leverage, if incurred, to increase the total capital available for investment by the Company.
Our leverage may take the form of revolving or term loans from financial institutions, such as the Truist Revolving Credit Facility (as defined below), the BNPP Revolving Credit Facility (as defined below), and the MS Revolving Credit Facility (as defined below, and together with the Truist Revolving Credit Facility and the BNPP Revolving Credit Facility, collectively, the "Revolving Credit Facilities"), debt securities, such as secured or unsecured bonds, including the 5.050% February 2028 Notes, 5.875% May 2028 Notes, 5.375% January 2029 Notes, 6.250% May 2030 Notes and 5.875% January 2031 Notes (each as defined below), securitization of portions of our investment portfolio, preferred shares and/or reverse repurchase agreements (including short term participations or pledges of our directly originated debt positions). The Revolving Credit Facilities and other leverage techniques described herein allow us to borrow money and lever our investment portfolio, subject to the limitations of the Investment Company Act, with the objective of increasing our yield. This is known as "leverage." The use of leverage magnifies returns, including losses. See "Item 1A. Risk Factors-Risks Relating to Our Business and Structure-We borrow money, which may magnify the potential for gain or loss and may increase the risk of investing in us" in our annual report on Form 10-K for the year ended December 31, 2025.
Certain trading practices and investments, such as reverse repurchase agreements, may be considered borrowings or involve leverage and thus may be subject to Investment Company Act restrictions. Short-term credits necessary for the settlement of securities transactions and arrangements with respect to securities lending will not be considered borrowings for these purposes. Practices and investments that may involve leverage but are not considered borrowings are not subject to the Investment Company Act's asset coverage requirement. The amount of leverage that we employ will depend on the assessment by our Investment Adviser and our Board of Directors of market conditions and other factors at the time of any proposed borrowing.
PORTFOLIO AND INVESTMENT ACTIVITY
Our portfolio (excluding investments in money market funds, if any) consisted of the following:
|
As of |
||||||||||||||||
|
March 31, 2026 |
December 31, 2025 |
|||||||||||||||
|
Amortized Cost |
Fair Value |
Amortized Cost |
Fair Value |
|||||||||||||
|
($ in millions) |
||||||||||||||||
|
First Lien/Senior Secured Debt |
$ |
15,796.17 |
$ |
15,644.88 |
$ |
15,059.14 |
$ |
15,033.16 |
||||||||
|
First Lien/Last-Out Unitranche |
277.28 |
277.86 |
295.59 |
297.35 |
||||||||||||
|
Second Lien/Senior Secured Debt |
365.60 |
365.13 |
109.67 |
110.10 |
||||||||||||
|
Structured Finance Obligation - Debt Instruments |
171.83 |
168.11 |
171.83 |
172.10 |
||||||||||||
|
Structured Finance Obligation - Equity Instruments |
53.70 |
44.56 |
55.04 |
54.40 |
||||||||||||
|
Preferred Stock |
5.49 |
2.17 |
5.17 |
2.09 |
||||||||||||
|
Common Stock |
7.66 |
5.83 |
7.66 |
5.28 |
||||||||||||
|
Membership Interest |
- |
- |
- |
- |
||||||||||||
|
Warrants |
0.03 |
0.05 |
0.02 |
0.03 |
||||||||||||
|
Total investments |
$ |
16,677.76 |
$ |
16,508.59 |
$ |
15,704.12 |
$ |
15,674.51 |
||||||||
The weighted average yield of our portfolio by asset type (excluding investments in money market funds, if any), at amortized cost and at fair value, was as follows:
|
As of |
||||||||||||||||
|
March 31, 2026 |
December 31, 2025 |
|||||||||||||||
|
Amortized Cost |
Fair Value |
Amortized Cost |
Fair Value |
|||||||||||||
|
Weighted Average Yield(1) |
||||||||||||||||
|
First Lien/Senior Secured Debt(2) |
8.4 |
% |
8.6 |
% |
8.4 |
% |
8.5 |
% |
||||||||
|
First Lien/Last-Out Unitranche(2)(3) |
9.4 |
% |
9.4 |
% |
9.1 |
% |
9.1 |
% |
||||||||
|
Second Lien/Senior Secured Debt(2) |
8.2 |
% |
8.3 |
% |
7.7 |
% |
7.7 |
% |
||||||||
|
Structured Finance Obligation - Debt Instruments(2) |
7.5 |
% |
7.8 |
% |
7.8 |
% |
7.8 |
% |
||||||||
|
Structured Finance Obligation - Equity Instruments(4) |
11.2 |
% |
14.1 |
% |
10.7 |
% |
10.9 |
% |
||||||||
|
Preferred Stock(5) |
- |
- |
- |
- |
||||||||||||
|
Common Stock(5) |
- |
- |
- |
- |
||||||||||||
|
Membership Interest(5) |
- |
- |
- |
- |
||||||||||||
|
Warrants(5) |
- |
- |
- |
- |
||||||||||||
|
Total Portfolio |
8.4 |
% |
8.6 |
% |
8.4 |
% |
8.5 |
% |
||||||||
(1)
The weighted average yield of our portfolio does not represent the total return to our stockholders.
(2)
Computed based on (a) the annual actual interest rate or yield earned plus amortization of fees and discounts on the performing debt and other income producing investments as of the reporting date, divided by (b) the total investments (including investments on non-accrual status and non-income producing investments) at amortized cost or fair value. This calculation excludes investments that are unsettled as of period-end as the interest rate associated with the investment is not known prior to the settlement date.
(3)
The calculation includes incremental yield earned on the "last-out" portion of the unitranche loan investments.
(4)
Computed based on (a) the effective yield, if any, for each income-producing investment, divided by (b) the total investments (including investments on non-accrual status and non-income producing investments) at amortized cost or fair value.
(5)
Computed based on (a) the stated coupon rate, if any, for each income-producing investment, divided by (b) the total investments (including investments on non-accrual status and non-income producing investments) at amortized cost or fair value.
As of March 31, 2026, the total portfolio weighted average yield measured at amortized cost and fair value was 8.4% and 8.6%, as compared to 8.4% and 8.5% as of December 31, 2025. The increase in weighted average yield at fair value within Structured Finance Obligation - Equity Instruments was primarily due to market spreads widening.
As of March 31, 2026, the Liquid Investments portfolio weighted average yield measured at amortized cost and fair value was 6.7% and 6.8%, compared to 6.4% and 6.5% as of December 31, 2025.
The following table presents certain selected information regarding our investment portfolio (excluding investments in money market funds, if any):
|
As of |
|||||||||
|
March 31, |
December 31, |
||||||||
|
Number of portfolio companies in which we have Private Credit Investments |
187 |
184 |
|||||||
|
Number of Liquid Investments |
177 |
182 |
|||||||
|
Percentage of performing debt bearing a floating rate(1) |
97.4 |
% |
99.7 |
% |
|||||
|
Percentage of performing debt bearing a fixed rate(1)(2) |
2.6 |
% |
0.3 |
% |
|||||
|
Weighted average loan-to-value ("LTV")(3) |
43.9 |
% |
42.1 |
% |
|||||
|
Weighted average leverage (net debt/EBITDA)(4) |
6.0x |
6.0 |
x |
||||||
|
Weighted average interest coverage(4) |
2.0x |
2.0 |
x |
||||||
|
Median EBITDA(4) |
$ |
105.40 million |
$ |
107.31 million |
|||||
(1)
Measured on a fair value basis. This excludes investments, if any, placed on non-accrual status.
(2)
Includes income producing preferred stock investments, if applicable.
(3)
Includes all Private Credit Investments for which fair value is determined by the Investment Adviser, as the valuation designee (the "Valuation Designee") designated by the Board of Directors, pursuant to Rule 2a-5 under the Investment Company Act. Figures are derived from the financial statements most recently validated by the Investment Adviser. LTV is calculated as net debt through each respective loan tranche divided by estimated enterprise value or value of the underlying collateral of the portfolio company. Weighted average LTV is weighted based on the fair value of the total applicable private debt investments.
(4)
Includes all Private Credit Investments for which fair value is determined by the Investment Adviser, as the Valuation Designee designated by the Board of Directors, pursuant to Rule 2a-5 under the Investment Company Act. For a particular portfolio company, we calculate the level of contractual indebtedness net of cash ("net debt") owed by the portfolio company and compare that amount to measures of cash flow available to service the net debt. To calculate net debt, we include debt that is both senior and pari passu to the tranche of debt owned by us but exclude debt that is legally and contractually subordinated in ranking to the debt owned by us. We believe this calculation method assists in describing the risk of our portfolio investments, as it takes into consideration contractual rights of repayment of the tranche of debt owned by us relative to other senior and junior creditors of a portfolio company. We typically calculate cash flow available for debt service at a portfolio company by taking EBITDA for the trailing twelve-month period. Weighted average net debt to EBITDA is weighted based on the fair value of our applicable Private Credit Investments, excluding investments where net debt to EBITDA may not be the appropriate measure of credit risk, such as cash collateralized loans and investments that are underwritten and covenanted based on recurring revenue.
For a particular portfolio company, we also calculate the level of contractual interest expense owed by the portfolio company and compare that amount to EBITDA. We believe this calculation method assists in describing the risk of our portfolio investments, as it takes into consideration contractual interest obligations of the portfolio company. Weighted average interest coverage is weighted based on the fair value of our applicable performing Private Credit Investments, excluding investments where interest coverage may not be the appropriate measure of credit risk, such as cash collateralized loans and investments that are underwritten and covenanted based on recurring revenue.
Median EBITDA is based on our applicable Private Credit Investments, excluding investments where net debt to EBITDA may not be the appropriate measure of credit risk, such as cash collateralized loans and investments that are underwritten and covenanted based on recurring revenue.
Portfolio company statistics are derived from the most recently available financial statements of each portfolio company as of the reported end date. Statistics of the portfolio companies have not been independently verified by us and may reflect a normalized or adjusted amount.
As of March 31, 2026 and December 31, 2025, investments where net debt to EBITDA may not be the appropriate measure of credit risk represented 8.4% and 6.5% of total Private Credit Investments at fair value.
Our Investment Adviser monitors the financial trends of each portfolio company on an ongoing basis to determine if it is meeting its respective business plan and to assess the appropriate course of action for each portfolio company. Our Investment Adviser has several methods of evaluating and monitoring the performance and fair value of our investments, which may include: (i) assessment of success in adhering to the portfolio company's business plan and compliance with covenants; (ii) periodic or regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments; (iii) comparisons to our other portfolio companies in the industry, if any; (iv) attendance at and participation in Board meetings or presentations by portfolio companies; and (v) review of monthly and quarterly financial statements and financial projections of portfolio companies.
As part of the monitoring process, our Investment Adviser also employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Investment Adviser grades the credit risk of all investments on a scale of 1 to 4 no less frequently than quarterly. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of origination or acquisition), although it may also take into account under certain circumstances the performance of the portfolio company's business, the collateral coverage of the investment and other relevant factors. The grading system for our investments is as follows:
•
Grade 1 investments involve the least amount of risk to our initial cost basis. The trends and risk factors for this investment since origination or acquisition are generally favorable, which may include the performance of the portfolio company or a potential exit;
•
Grade 2 investments involve a level of risk to our initial cost basis that is similar to the risk to our initial cost basis at the time of origination or acquisition. This portfolio company is generally performing as expected and the risk factors to our ability to ultimately recoup the cost of our investment are neutral to favorable. All investments or acquired investments in new portfolio companies are initially assessed a grade of 2;
•
Grade 3 investments indicate that the risk to our ability to recoup the initial cost basis of such investment has increased materially since origination or acquisition, including as a result of factors such as declining performance and non-compliance with debt covenants; however, payments are generally not more than 120 days past due; and
•
Grade 4 investments indicate that the risk to our ability to recoup the initial cost basis of such investment has substantially increased since origination or acquisition, and the portfolio company likely has materially declining performance. For debt investments with an investment grade of 4, in most cases, most or all of the debt covenants are out of compliance and payments are substantially delinquent. For investments graded 4, it is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis upon exit.
Our Investment Adviser grades the investments in our portfolio at least quarterly and it is possible that the grade of a portfolio investment may be reduced or increased over time. For investments graded 3 or 4, the Investment Adviser enhances its level of scrutiny over the monitoring of such portfolio company. The following table shows the composition of our portfolio (excluding investments in money market funds, if any) on the 1 to 4 grading scale:
|
As of |
||||||||||||||||
|
March 31, 2026 |
December 31, 2025 |
|||||||||||||||
|
Investment Performance Rating |
Fair Value |
Percentage of Total |
Fair Value |
Percentage of Total |
||||||||||||
|
(in millions) |
(in millions) |
|||||||||||||||
|
Grade 1 |
$ |
- |
0.0 |
% |
$ |
68.17 |
0.4 |
% |
||||||||
|
Grade 2 |
16,410.90 |
99.4 |
15,584.63 |
99.5 |
||||||||||||
|
Grade 3 |
83.80 |
0.5 |
2.91 |
- |
||||||||||||
|
Grade 4 |
13.89 |
0.1 |
18.80 |
0.1 |
||||||||||||
|
Total Investments |
$ |
16,508.59 |
100.0 |
% |
$ |
15,674.51 |
100.0 |
% |
||||||||
The increase in investments with a Grade 3 investment performance rating was driven by investments with an aggregate fair value of $103.17 million being downgraded from a Grade 2 investment performance rating due to financial underperformance. The decrease in investments with a Grade 4 investment performance rating was primarily driven by a decrease in the aggregate fair value due to financial underperformance.
The following table shows the amortized cost of our performing and non-accrual investments (excluding investments in money market funds, if any):
|
As of |
||||||||||||||||
|
March 31, 2026 |
December 31, 2025 |
|||||||||||||||
|
Amortized Cost |
Percentage of |
Amortized Cost |
Percentage of |
|||||||||||||
|
(in millions) |
(in millions) |
|||||||||||||||
|
Performing |
$ |
16,650.55 |
99.8 |
% |
$ |
15,676.91 |
99.8 |
% |
||||||||
|
Non-accrual |
27.21 |
0.2 |
27.21 |
0.2 |
||||||||||||
|
Total Investments |
$ |
16,677.76 |
100.0 |
% |
$ |
15,704.12 |
100.0 |
% |
||||||||
Investments are placed on non-accrual status when it is probable that principal, interest or dividends will not be collected according to the contractual terms. Accrued interest or dividends generally are reversed when an investment is placed on non-accrual status. Interest or dividend payments received on non-accrual investments may be recognized as income or applied to principal depending upon management's judgment. We may make exceptions to this treatment if the loan has sufficient collateral value and is in the process of collection. Non-accrual investments are restored to accrual status when past due principal and interest or dividends are paid and, in management's judgment, principal and interest or dividend payments are likely to remain current.
The following table shows our investment activity by investment type of our Private Credit Investments(1):
|
For the Three Months Ended |
||||||||
|
March 31, 2026 |
March 31, 2025 |
|||||||
|
($ in millions) |
||||||||
|
Amount of investments committed at cost: |
||||||||
|
First Lien/Senior Secured Debt |
$ |
1,529.85 |
$ |
1,589.49 |
||||
|
Second Lien/Senior Secured Debt |
379.83 |
- |
||||||
|
Preferred Stock |
0.32 |
- |
||||||
|
Warrants |
- |
1,158.13 |
||||||
|
Total |
$ |
1,910.00 |
$ |
1,589.49 |
||||
|
Proceeds from investments sold or repaid: |
||||||||
|
First Lien/Senior Secured Debt |
$ |
637.23 |
$ |
90.75 |
||||
|
First Lien/Last-Out Unitranche |
23.32 |
- |
||||||
|
Total |
$ |
660.55 |
$ |
90.75 |
||||
|
Net increase in portfolio |
$ |
1,249.45 |
$ |
1,498.74 |
||||
|
Number of new portfolio companies with new investment commitments |
10 |
12 |
||||||
|
Total new investment commitment amount in new portfolio companies |
$ |
1,456.57 |
$ |
1,486.84 |
||||
|
Average new investment commitment amount in new portfolio companies |
$ |
145.66 |
$ |
123.90 |
||||
|
Number of existing portfolio companies with new investment commitments |
14 |
4 |
||||||
|
Total new investment commitment amount in existing portfolio companies |
$ |
453.43 |
$ |
102.65 |
||||
|
Weighted average remaining term for new investment commitments (in years)(2) |
9.0 |
6.6 |
||||||
|
Percentage of new debt investment commitments at floating interest rates |
88.2 |
% |
100.0 |
% |
||||
|
Percentage of new debt investment commitments at fixed interest rates(3) |
11.8 |
% |
- |
% |
||||
|
Weighted average yield on new debt and income producing investment commitments(4) |
8.6 |
% |
9.5 |
% |
||||
|
Weighted average yield on new investment commitments(5) |
8.6 |
% |
9.5 |
% |
||||
|
Weighted average yield on debt and income producing investments sold or repaid(6) |
8.2 |
% |
8.5 |
% |
||||
|
Weighted average yield on investments sold or repaid(7) |
8.2 |
% |
8.5 |
% |
||||
(1)
New investment commitments are shown net of capitalized fees, expenses and original issue discount ("OID") that occurred at the initial closing. Figures for new investment commitments may also include positions originated during the period but not held at the reporting date. Figures for investments sold or repaid, excludes unfunded commitments that may have expired or otherwise been terminated without receipt of cash proceeds or other consideration.
(2)
Calculated as of the end of the relevant period and the maturity date of the individual investments.
(3)
May include preferred stock investments.
(4)
Computed based on (a) the annual actual interest rate on new debt and income producing investment commitments, divided by (b) the total new debt and income producing investment commitments. The calculation includes incremental yield earned on the "last-out" portion of the unitranche loan investments and excludes investments that are on non-accrual status. The annual actual interest rate used is as of the respective quarter end date when the investment activity occurred.
(5)
Computed based on (a) the annual actual interest rate on new investment commitments, divided by (b) the total new investment commitments (including investments on non-accrual status and non-income producing investments). The calculation includes incremental yield earned on the "last-out" portion of the unitranche loan investments. The annual actual interest rate used is as of the respective quarter end date when the investment activity occurred.
(6)
Computed based on (a) the annual actual interest rate on debt and income producing investments sold or paid down, divided by (b) the total debt and income producing investments sold or paid down. The calculation includes incremental yield earned on the "last-out" portion of the unitranche loan investments and excludes prepayment premiums earned on exited investments and investments that are on non-accrual status.
(7)
Computed based on (a) the annual actual interest rate on investments sold or paid down, divided by (b) the total investments sold or paid down (including investments on non-accrual status and non-income producing investments). The calculation includes incremental yield earned on the "last-out" portion of the unitranche loan investments and excludes prepayment premiums earned on exited investments.
Our net investment activity at amortized cost for Liquid Investments (excluding investments in money market funds, if any) for the three months ended March 31, 2026 and for the three months ended March 31, 2025 was $(181.48) million and $173.27 million. As of March 31, 2026 and March 31, 2025, the fair value of Liquid Investments (excluding investments in money market funds, if any) was $2,331.18 million, or 14.1% and $1,704.85 million, or 20.8% of our portfolio.
RESULTS OF OPERATIONS
Our operating results were as follows:
|
For the Three Months Ended |
|||||||||
|
March 31, 2026 |
March 31, 2025 |
||||||||
|
($ in millions) |
|||||||||
|
Total investment income |
$ |
363.93 |
$ |
191.52 |
|||||
|
Net expenses |
(143.32 |
) |
(50.12 |
) |
|||||
|
Net investment income |
$ |
220.61 |
$ |
141.40 |
|||||
|
Net realized gain (loss) on investments |
(10.93 |
) |
(3.67 |
) |
|||||
|
Net unrealized appreciation (depreciation) on investments |
(139.56 |
) |
(22.29 |
) |
|||||
|
Net realized and unrealized gain (losses) on translations and transactions |
(2.77 |
) |
(6.90 |
) |
|||||
|
Net realized and unrealized gains (losses) |
$ |
(153.26 |
) |
$ |
(32.86 |
) |
|||
|
Net increase in net assets from operations |
$ |
67.35 |
$ |
108.54 |
|||||
Net increase in net assets from operations can vary from period to period as a result of various factors, including acquisitions, the level of new investment commitments, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation in the investment portfolio.
Investment Income
Our investment income was as follows:
|
For the Three Months Ended |
|||||||||
|
March 31, 2026 |
March 31, 2025 |
||||||||
|
($ in millions) |
|||||||||
|
Interest income |
$ |
348.14 |
182.74 |
||||||
|
Dividend income |
2.81 |
4.32 |
|||||||
|
Other income |
12.98 |
4.46 |
|||||||
|
Total investment income |
$ |
363.93 |
$ |
191.52 |
|||||
•
Interest income increased from $182.74 million for the three months ended March 31, 2025 to $348.14 million for the three months ended March 31, 2026. The increase was primarily driven by our deployment of capital into income producing investments.
•
Other income increased from $4.46 million for the three months ended March 31, 2025 to $12.98 million for the three months ended March 31, 2026. The increase was primarily driven by Goldman Sachs, GSAM or their affiliates sharing a portion of fees for transaction services with us. For further details, see Note 2 "Significant Accounting Policies - Revenue Recognition" in our consolidated financial statements included in this report.
Expenses
Our expenses were as follows:
|
For the Three Months Ended |
|||||||||
|
March 31, 2026 |
March 31, 2025 |
||||||||
|
($ in millions) |
|||||||||
|
Interest and other debt expenses |
$ |
106.84 |
$ |
38.60 |
|||||
|
Management fees |
29.20 |
18.20 |
|||||||
|
Incentive fees based on income |
27.76 |
16.46 |
|||||||
|
Stockholder servicing and/or distribution fees |
- |
(1) |
- |
||||||
|
Professional fees |
1.01 |
0.63 |
|||||||
|
Offering costs |
0.34 |
0.27 |
|||||||
|
Directors' fees |
0.12 |
0.17 |
|||||||
|
Other general and administrative expenses |
5.27 |
2.57 |
|||||||
|
Total expenses |
$ |
170.54 |
$ |
76.90 |
|||||
|
Fee waivers |
(17.47 |
) |
(22.60 |
) |
|||||
|
Expense support |
(9.75 |
) |
(4.18 |
) |
|||||
|
Net Expenses |
$ |
143.32 |
$ |
50.12 |
|||||
(1)
Amount rounds to less than $0.01
In the table above:
•
Interest and other debt expenses increased from $38.60 million for the three months ended March 31, 2025 to $106.84 million for the three months ended March 31, 2026. The increase was primarily driven by an increase in the weighted average aggregate borrowings outstanding from $2,262.87 million for the three months ended March 31, 2025 to $7,195.75 million for the three months ended March 31, 2026.
•
Management Fees increased from $18.20 million for the three months ended March 31, 2025 to $29.20 million for the three months ended March 31, 2026. The increase was primarily driven by an increase in net assets. The Investment Adviser waived $10.60 million for the three months ended March 31, 2025 and $9.87 million for the three months ended March 31, 2026.
•
Incentive Fees based on income increased from $16.46 million for the three months ended March 31, 2025 to $27.76 million for the three months ended March 31, 2026. The increase was primarily driven by an increase in net investment income. The Investment Adviser waived $12.00 million for the three months ended March 31, 2025 and $7.60 million for the three months ended March 31, 2026.
•
The Investment Adviser elected to pay $9.75 million of certain of our expenses on our behalf for the three months ended March 31, 2026. For the three months ended March 31, 2025, the Investment Adviser elected to pay $4.18 million. For further details, see Note 3 "Significant Agreements and Related Party Transactions - Expense Support and Conditional Reimbursement Agreement" in our consolidated financial statements included in this report.
•
Other general and administrative expenses increased from $2.57 million for the three months ended March 31, 2025 to $5.27 million for the three months ended March 31, 2026. The increase was primarily driven by an increase in costs associated with servicing a larger investment portfolio.
Net Realized Gains (Losses) and Net Change in Unrealized Appreciation (Depreciation) on Investments
The realized gains and losses on fully exited and partially exited portfolio companies consisted of the following:
|
For the Three Months Ended |
||||||||||
|
March 31, 2026 |
March 31, 2025 |
|||||||||
|
(in millions) |
||||||||||
|
Kaseya Inc. |
$ |
(0.67 |
) |
- |
||||||
|
Pre-Paid Legal Services, Inc. |
(0.70 |
) |
- |
|||||||
|
Quartz Acquireco LLC |
(0.95 |
) |
- |
|||||||
|
iSolved Inc |
(1.19 |
) |
- |
|||||||
|
Cotiviti, Inc. |
(1.27 |
) |
- |
|||||||
|
Project Alpha Intermediate Holding, Inc. |
(1.71 |
) |
- |
|||||||
|
Other, net |
(4.44 |
) |
(0.51 |
) |
||||||
|
LSF12 Crown US Commericial Bidco LLC |
- |
(0.21 |
) |
|||||||
|
Ardonagh Midco 3 PLC |
- |
(2.95 |
) |
|||||||
|
Net realized gain (loss) |
$ |
(10.93 |
) |
$ |
(3.67 |
) |
||||
Any changes in fair value are recorded as a change in unrealized appreciation (depreciation) on investments. For further details on the valuation process, refer to Note 2 "Significant Accounting Policies-Investments" in our consolidated financial statements. Net change in unrealized appreciation (depreciation) on investments consisted of the following:
|
For the Three Months Ended |
|||||||||
|
March 31, 2026 |
March 31, 2025 |
||||||||
|
($ in millions) |
|||||||||
|
Unrealized appreciation |
$ |
17.70 |
$ |
15.62 |
|||||
|
Unrealized depreciation |
(157.26 |
) |
(37.91 |
) |
|||||
|
Net change in unrealized appreciation (depreciation) on investments |
$ |
(139.56 |
) |
$ |
(22.29 |
) |
|||
The change in unrealized appreciation (depreciation) on investments consisted of the following:
|
For the Three Months Ended |
||||
|
March 31, 2026 |
||||
|
($ in millions) |
||||
|
Portfolio Company: |
||||
|
DBG Consolidated Holdings Pty Ltd (dba Arrotex Pharmaceuticals) |
$ |
6.04 |
||
|
Pacific Group Bidco Pty Ltd (dba Magentus) |
2.84 |
|||
|
Blazing Star Shields Direct Parent, LLC (dba Shields Health Solutions) |
2.06 |
|||
|
Prestige Bidco Pty Ltd (dba Pickles Auctions) |
1.61 |
|||
|
INEOS Quattro Holdings UK Ltd |
0.64 |
|||
|
North Star Acquisitionco, LLC (dba Everway) |
(3.50 |
) |
||
|
Franklin Square Holdings, L.P. |
(3.83 |
) |
||
|
Vardiman Black Holdings, LLC (dba Specialty Dental Brands) |
(4.90 |
) |
||
|
Dayforce Bidco, LLC (dba Dayforce) |
(9.29 |
) |
||
|
Renaissance Holding Corp. |
(16.18 |
) |
||
|
Other, net(1) |
(115.05 |
) |
||
|
Total |
$ |
(139.56 |
) |
|
(1)
For the three months ended March 31, 2026, Other, net includes gross unrealized appreciation of $4.51 million and gross unrealized depreciation of $(119.56) million.
Net change in unrealized appreciation (depreciation) in our investments for the three months ended March 31, 2026 was primarily driven by market volatility during the period. The unrealized depreciation was further impacted by the financial underperformance of certain portfolio companies, most notably Renaissance Holding Corp. These declines were partially offset by unrealized appreciation on certain portfolio companies.
|
For the Three Months Ended |
||||
|
March 31, 2025 |
||||
|
($ in millions) |
||||
|
Portfolio Company: |
||||
|
Ardonagh Midco 3 PLC |
$ |
3.19 |
||
|
Eresearch Technology, Inc. (dba Clario) |
2.66 |
|||
|
Solar Holdings Bidco Limited (dba SLR Consulting) |
1.37 |
|||
|
Formulations Parent Corporation (dba Chase Corp) |
1.22 |
|||
|
Northstar Acquisition HoldCo, LLC (dba n2y) |
1.04 |
|||
|
Packaging Coordinators Midco, Inc. (dba PCI Pharma) |
(1.25 |
) |
||
|
Ascend Performance Materials Operations, LLC |
(1.28 |
) |
||
|
Renaissance Holding Corp. |
(1.70 |
) |
||
|
Harrington Industrial Plastics, LLC |
(1.84 |
) |
||
|
LCG Vardiman Black, LLC (dba Specialty Dental Brands) |
(2.04 |
) |
||
|
Other, net(1) |
(23.66 |
) |
||
|
Total |
$ |
(22.29 |
) |
|
(1)
For the three months ended March 31, 2025, Other, net includes gross unrealized appreciation of $6.14 million and gross unrealized depreciation of $(29.80) million.
Net change in unrealized appreciation (depreciation) in our investments for the three months ended March 31, 2025 was primarily driven by market volatility.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Our primary use of funds is for our investments in portfolio companies, cash distributions to our stockholders or for other general corporate purposes, including paying for operating expenses or debt service to the extent we borrow or issue senior securities.
We expect to generate cash primarily from the net proceeds of any future offerings of securities, future borrowings and cash flows from operations. To the extent we determine that additional capital would allow us to take advantage of additional investment opportunities, if the market for debt financing presents attractively priced debt financing opportunities, or if our Board of Directors otherwise determines that leveraging our portfolio would be in our best interest and the best interests of our stockholders, we may enter into credit facilities in addition to the Revolving Credit Facilities, or issue other senior securities. We would expect any such credit facilities may be secured by certain of our assets and may contain advance rates based upon pledged collateral. The pricing and other terms of any such facilities would depend upon market conditions when we enter into any such facilities as well as the performance of our business, among other factors. As a BDC, with certain limited exceptions, we are only permitted to borrow amounts such that our asset coverage ratio, as defined in the Investment Company Act, is at least 150% after such borrowing (if certain requirements are met). See "-Key Components of Operations-Leverage." As of March 31, 2026 and December 31, 2025, our asset coverage ratio based on the aggregate amount outstanding of our senior securities (which includes our Revolving Credit Facilities) was 220% and 222%. We may also refinance or repay any of our indebtedness at any time based on our financial condition and market conditions.
We may enter into investment commitments through signed commitment letters that may ultimately become investment transactions in the future. We regularly evaluate and carefully consider our unfunded commitments using GSAM's proprietary risk management framework for the purpose of planning our capital resources and ongoing liquidity, including our financial leverage.
The following table summarizes the securities issued and proceeds related to such issuances for the periods shown below:
|
Class I |
Class S |
Class D |
|||||||||||||||||||||||
|
Share Issue Date |
Shares Issued |
Proceeds |
Shares Issued |
Proceeds |
Shares Issued |
Proceeds |
|||||||||||||||||||
|
For the Three Months Ended March 31, 2026 |
|||||||||||||||||||||||||
|
January 1, 2026 |
12,358,659 |
$ |
308.84 |
- |
$ |
- |
- |
$ |
- |
||||||||||||||||
|
February 1, 2026 |
22,794,095 |
568.26 |
4,011 |
0.10 |
- |
- |
|||||||||||||||||||
|
March 1, 2026 |
6,553,873 |
161.98 |
80,881 |
2.00 |
12,138 |
0.30 |
|||||||||||||||||||
|
Total |
41,706,627 |
1,039.08 |
84,892 |
2.10 |
12,138 |
0.30 |
|||||||||||||||||||
|
For the Three Months Ended March 31, 2025 |
|||||||||||||||||||||||||
|
January 1, 2025 |
23,191,555 |
$ |
584.89 |
- |
$ |
- |
- |
$ |
- |
||||||||||||||||
|
February 1, 2025 |
15,021,187 |
378.83 |
- |
- |
- |
- |
|||||||||||||||||||
|
March 1, 2025 |
12,743,027 |
320.49 |
- |
- |
- |
- |
|||||||||||||||||||
|
Total |
50,955,769 |
1,284.21 |
- |
- |
- |
- |
|||||||||||||||||||
Share Repurchase Program
Subject to the discretion of our Board of Directors, we intend to maintain a share repurchase program in which we intend to offer to repurchase in each quarter up to 5% of our Shares outstanding (by number of shares) as of the close of the previous calendar quarter. The following table summarizes the share repurchases:
|
Class I |
Class S |
Class D |
|||||||||||||||||||||||||||||||||
|
Offer Date |
Tender Offer Expiration Date |
Percentage of Outstanding Units the Company Offered to Repurchase(1)(2) |
Purchase Price Per Share |
Amount (3) |
Number of Shares |
Amount (3) |
Number of Shares |
Amount (3) |
Number of Shares |
||||||||||||||||||||||||||
|
For the Three Months Ended March 31, 2026 |
|||||||||||||||||||||||||||||||||||
|
March 2, 2026 |
March 27, 2026 |
5.0 |
% |
$ |
24.62 |
$ |
425.20 |
17,281,858 |
$ |
- |
- |
$ |
- |
- |
|||||||||||||||||||||
|
Total |
$ |
425.20 |
17,281,858 |
$ |
- |
- |
$ |
- |
- |
||||||||||||||||||||||||||
|
For the Three Months Ended March 31, 2025 |
|||||||||||||||||||||||||||||||||||
|
February 24, 2025 |
March 21, 2025 |
5.0 |
% |
$ |
25.11 |
$ |
66.95 |
2,667,462 |
$ |
- |
- |
$ |
- |
- |
|||||||||||||||||||||
|
Total |
$ |
66.95 |
2,667,462 |
$ |
- |
- |
$ |
- |
- |
||||||||||||||||||||||||||
(1)
Percentage is based on total shares as of the close of the previous calendar quarter.
(2)
All repurchase requests were satisfied in full.
(3)
Amounts shown net of Early Repurchase Deduction.
Distribution Reinvestment Plan
We have adopted a distribution reinvestment plan (the "DRIP"), pursuant to which we reinvest all distributions declared by the Board on behalf of our stockholders who do not elect to receive their distributions in cash. As a result, if the Board authorizes, and we declare, a cash distribution
or other distribution, then our stockholders who have not opted out of our DRIP will have their cash distributions automatically reinvested in additional shares, rather than receiving the cash distribution or other distribution.
Contractual Obligations
We have entered into the Investment Management Agreement with Goldman Sachs Asset Management (in its capacity as the Investment Adviser) to provide us with investment advisory services and the Administration Agreement with State Street Bank and Trust Company (in its capacity as the administrator, the "Administrator") to provide us with administrative services. Payments for investment advisory services under the Investment Management Agreement are described in "Item 1. Business-Investment Management Agreement" in our annual report on Form 10-K for the year ended December 31, 2025.
We may establish credit facilities in addition to the Truist Revolving Credit Facility, BNPP Revolving Credit Facility and MS Revolving Credit Facility or enter into other financing arrangements to facilitate investments and the timely payment of our expenses. It is anticipated that any such credit facilities will bear interest at floating rates at to-be-determined spreads over SOFR (or other applicable reference rate). We cannot assure stockholders that we will be able to enter into a credit facility on favorable terms or at all. In connection with a credit facility or other borrowings, lenders may require us to pledge assets, commitments and/or drawdowns (and the ability to enforce the payment thereof) and may ask us to comply with positive or negative covenants that could have an effect on our operations.
The following table shows our contractual obligations as of March 31, 2026:
|
Payments Due by Period ($ in millions) |
||||||||||||||||||||
|
Total |
Less Than |
1 - 3 |
3 - 5 |
More Than |
||||||||||||||||
|
Truist Revolving Credit Facility(1) |
$ |
1,600.75 |
$ |
- |
$ |
- |
$ |
1,600.75 |
$ |
- |
||||||||||
|
BNPP Revolving Credit Facility(2) |
$ |
1,100.00 |
$ |
- |
$ |
1,100.00 |
$ |
- |
$ |
- |
||||||||||
|
MS Revolving Credit Facility(3) |
$ |
1,698.91 |
$ |
- |
$ |
- |
$ |
1,698.91 |
||||||||||||
|
5.050% February 2028 Notes |
$ |
700.00 |
$ |
- |
$ |
700.00 |
$ |
- |
$ |
- |
||||||||||
|
5.875% May 2028 Notes |
$ |
400.00 |
$ |
- |
$ |
400.00 |
$ |
- |
$ |
- |
||||||||||
|
5.375% January 2029 Notes |
$ |
660.00 |
$ |
- |
$ |
660.00 |
$ |
- |
$ |
- |
||||||||||
|
6.250% May 2030 Notes |
$ |
600.00 |
$ |
- |
$ |
- |
$ |
600.00 |
$ |
- |
||||||||||
|
5.875% January 2031 Notes |
$ |
900.00 |
$ |
- |
$ |
- |
$ |
900.00 |
$ |
- |
||||||||||
(1)
We may borrow amounts in U.S. Dollars ("USD") or certain other permitted currencies. Debt outstanding denominated in currencies other than USD has been converted to USD using the applicable foreign currency exchange rate as of the applicable reporting date. As of March 31, 2026, the Company had outstanding borrowings denominated in USD of $619.00 million, in Euros ("EUR") of EUR 398.35 million, in Canadian Dollars ("CAD") of CAD 191.43 million, in Great British Pounds ("GBP") of GBP 79.55 million, and in Australian Dollars ("AUD") of AUD 348.75 million.
(2)
We may borrow amounts in USD or certain other permitted currencies. Debt outstanding denominated in currencies other than USD has been converted to USD using the applicable foreign currency exchange rate as of the applicable reporting date. As of March 31, 2026, the Company had outstanding borrowings denominated in USD of $1,100.00 million.
(3)
We may borrow amounts in USD or certain other permitted currencies. Debt outstanding denominated in currencies other than USD has been converted to USD using the applicable foreign currency exchange rate as of the applicable reporting date. As of March 31, 2026, the Company had outstanding borrowings denominated in USD of $1,489.90 million.
Truist Revolving Credit Facility
On April 6, 2023, we entered into a revolving credit facility (as amended, the "Truist Revolving Credit Facility") with Truist Bank, as administrative agent, and the lenders and issuing banks party thereto. The total loans and commitments under the Truist Revolving Credit Facility are $3,275.00 million, of which $2,545.00 million is under a multicurrency sub-facility, $580.00 million is under a USD sub-facility and $150.00 million is under a term loan tranche. The Truist Revolving Credit Facility also has an accordion feature, subject to the satisfaction of various conditions, which could bring total loans and commitments under the Truist Revolving Credit Facility up to $3,555.00 million. We have amended the Truist Revolving Credit Facility on numerous occasions between August 9, 2023 and December 17, 2025. See "Recent Developments."
Any amounts borrowed under the Truist Revolving Credit Facility will mature, and all accrued and unpaid interest will be due and payable, on June 14, 2030.
Borrowings thereunder denominated in USD, including amounts drawn in respect of letters of credit, bear interest (at our election) of either (i) term SOFR plus a margin of either 1.90% or 1.75% (subject to certain gross borrowing base conditions), plus an additional 0.10% credit adjustment spread, (ii) an alternate base rate, which is the highest of (x) Prime Rate in effect on such day, (y) Federal Funds Effective Rate for such day plus 1/2 of 1.00% and (z) term SOFR for an interest period of one (1) month plus 1.00%, plus a margin of either 0.90% or 0.75% (subject to certain gross borrowing base conditions). Borrowings thereunder denominated in non-USD bear interest of the applicable term benchmark rate or daily simple risk-free rate plus a margin of either 1.90% or 1.75% (subject to certain gross borrowing base conditions), plus, in the case of borrowings denominated in (i) Great British Pounds ("GBP") only, an additional 0.0326% credit adjustment spread or 0.1193% credit adjustment spread, for 1-month tenor and 3-months tenor borrowings, (ii) Swiss Franc ("CHF") only, a (0.0571)% credit adjustment spread or 0.0031% credit adjustment spread, for 1-month tenor and 3-months tenor borrowings, and (iii) Canadian Dollars ("CAD") only, an additional 0.29547% credit adjustment spread or 0.32138% credit adjustment spread, for 1-month tenor and 3-months tenor borrowings. With respect to borrowings denominated in USD, we may elect either term SOFR, or an alternative base rate at the time of borrowing, and such borrowings may be converted from one benchmark to another at any time, subject to certain conditions.
For further details, see Note 6 "Debt-Truist Revolving Credit Facility" in our consolidated financial statements included in this report.
BNPP Revolving Credit Facility
On September 28, 2023, GS Private Credit SPV Public I LLC ("SPV Public I"), a wholly-owned subsidiary of the Company, entered into a revolving credit facility (the "BNPP Revolving Credit Facility") with BNP Paribas ("BNPP"), as administrative agent, State Street Bank and Trust Company, as collateral agent, us, as equityholder and investment advisor, and the lenders party thereto. We amended the BNPP Revolving Credit Facility on numerous occasions between May 30, 2024 and January 31, 2025. See "Recent Developments."
The total commitments under the BNPP Revolving Credit Facility are $1,100 million. Proceeds from borrowings under the BNPP Revolving Credit Facility may be used to fund portfolio investments by SPV Public I and to make advances under delayed drawdown collateral assets where SPV Public I is a lender. Any amounts outstanding under the BNPP Revolving Credit Facility must be repaid by January 31, 2028.
Prior to April 30, 2024, advances under the BNPP Revolving Credit Facility bore interest at a per annum rate equal to 1-month or 3-month Term SOFR plus an applicable margin of 1.80% per annum. From April 30, 2024 until October 30, 2024, advances under the BNPP Revolving Credit Facility bore interest at a per annum rate equal to 1-month or 3-month Term SOFR plus an applicable margin of 1.735% per annum. From October 31, 2024 until January 31, 2025, advances under the BNPP Revolving Credit Facility bore interest at a per annum rate equal to 1-month or 3-month Term SOFR plus an applicable margin of 1.630% per annum. From and after January 31, 2025, advances under the BNPP Revolving Credit Facility bear interest at a per annum rate equal to 1-month or 3-month Term SOFR plus an applicable margin of 1.615% per annum. After the expiration of the reinvestment period on January 31, 2027, the applicable margin on all outstanding advances will increase by 1.00% per annum.
For further details, see Note 6 "Debt-BNPP Revolving Credit Facility" in our consolidated financial statements included in this report.
MS Revolving Credit Facility
On August 9, 2024, GSCR Mott Street SPV LLC, a wholly-owned subsidiary of the Company ("GSCR Mott Street"), entered into a revolving credit facility (the "MS Revolving Credit Facility") with Morgan Stanley Senior Funding, Inc. ("MS"), as administrative agent, State Street Bank and Trust Company, as collateral agent, account bank and collateral custodian, the Company, as transferor and servicer, and the lenders party thereto, in an initial principal amount of $1,000.00 million (the "Tranche A Advances"). We amended the MS Revolving Credit Facility on October 24, 2024 (the "MS Facility First Amendment"), June 12, 2025 (the "MS Facility Second Amendment"), July 16, 2025 (the "MS Facility Third Amendment"), October 24, 2025 (the "MS Facility Fourth Amendment"), and January 29, 2026 (the "MS Facility Fifth Amendment").
The MS Facility First Amendment, among other things, created a second tranche of commitments in the amount of $1,000.00 million (the "Tranche B Advances"). The MS Facility Second Amendment, among other things, provided for a one year extension of the revolving period from August 8, 2027 to August 8, 2028, a one year extension of the stated maturity date from August 9, 2029 to August 9, 2030, an amended minimum utilization schedule, revisions to certain eligibility criteria and concentration limitations with respect to PIK assets, and the addition of CHF and Norwegian Krone as eligible currencies. The MS Facility Third Amendment provided for an amendment to the calculation of the Yield Rate, such that from and after May 9, 2025, solely with respect to minimum utilization, Yield is calculated based off of only the Applicable Margin (rather than the applicable benchmark plus the Applicable Margin) (each capitalized term, as defined in the MS Revolving Credit Facility). The MS Facility Fourth Amendment (i) combined the two tranches of commitments and reduced the applicable margin of each respective tranche to a single applicable margin equal to (x) on and after the Fourth Amendment Date (as defined in the MS Facility Fourth Amendment) and during the revolving period, 1.80% per annum and (y) during the amortization period, 2.30% per annum and (ii) extended the period during which GSCR Mott Street may not terminate or permanently reduce the MS Revolving Credit Facility from August 9, 2025 to October 24, 2026. The MS Facility Fifth Amendment, among other things, increased the total commitments under the MS Revolving Credit Facility to $2,400.00 million.
The total commitments under the MS Revolving Credit Facility are $2,400.00 million. Proceeds from borrowings under the MS Revolving Credit Facility may be used to, among other things, fund portfolio investments by GSCR Mott Street and to make advances under delayed
drawdown collateral assets where GSCR Mott Street is a lender. Any amounts outstanding under the MS Revolving Credit Facility must be repaid by August 9, 2030.
For further details, see Note 6 "Debt-MS Revolving Credit Facility" in our consolidated financial statements included in this report.
5.050% February 2028 Notes
On February 23, 2026, we closed an offering of $700.00 million aggregate principal amount of 5.050% unsecured notes due 2028 (the "5.050% February 2028 Notes"). The 5.050% February 2028 Notes were issued pursuant to an indenture between us and Computershare Trust Company, National Association, as trustee. The 5.050% February 2028 Notes bear interest at a rate of 5.050% per year, payable semi-annually in arrears on February 23 and August 23 of each year. The 5.050% February 2028 Notes will mature on February 23, 2028 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the indenture.
In connection with the issuance of the 5.050% February 2028 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 5.050% February 2028 Notes in a qualifying fair value hedging relationship.
For further details, see Note 2 "Significant Accounting Policies-Derivatives," Note 6 "Debt-5.050% February 2028 Notes" and Note 7 "Derivatives" to our consolidated financial statements included in this report.
5.875% May 2028 Notes
On May 6, 2025, we closed an offering of $400.00 million aggregate principal amount of 5.875% unsecured notes due 2028 (the "5.875% May 2028 Notes"). The 5.875% May 2028 Notes were issued pursuant to an indenture between us and Computershare Trust Company, National Association, as trustee. The 5.875% May 2028 Notes bear interest at a rate of 5.875% per year, payable semi-annually in arrears on May 6 and November 6 of each year. The 5.875% May 2028 Notes will mature on May 6, 2028 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the indenture.
In connection with the issuance of the 5.875% May 2028 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 5.875% May 2028 Notes in a qualifying fair value hedging relationship.
For further details, see Note 2 "Significant Accounting Policies-Derivatives," Note 6 "Debt-5.875% May 2028 Notes" and Note 7 "Derivatives" to our consolidated financial statements included in this report.
5.375% January 2029 Notes
On October 17, 2025, we closed an offering of $400.00 million aggregate principal amount of 5.375% unsecured notes due 2029 (the "Initial 5.375% January 2029 Notes"). The Initial 5.375% January 2029 Notes were issued pursuant to an indenture between us and Computershare Trust Company, National Association, as trustee. The Initial 5.375% January 2029 Notes bear interest at a rate of 5.375% per year, payable semi-annually in arrears on January 31 and July 31 of each year. The Initial 5.375% January 2029 Notes will mature on January 31, 2029 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the indenture.
In connection with the issuance of the Initial 5.375% January 2029 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the Initial 5.375% January 2029 Notes in a qualifying fair value hedging relationship for which it applies hedge accounting.
On December 16, 2025, we closed an additional offering of $260.00 million aggregate principal amount of 5.375% unsecured notes due 2029 (the "New 5.375% January 2029 Notes," together with the Initial 5.375% January 2029 Notes, the "5.375% January 2029 Notes"). The New 5.375% January 2029 Notes were issued as "additional notes" and have identical terms to the Initial 5.375% January 2029 Notes as mentioned above. The New 5.375% January 2029 Notes will be treated as a single class of notes with the Initial 5.375% January 2029 Notes for all purposes under the indenture.
For further details, see Note 2 "Significant Accounting Policies-Derivatives," Note 6 "Debt-5.375% January 2029 Notes" and Note 7 "Derivatives" to our consolidated financial statements included in this report.
6.250% May 2030 Notes
On May 6, 2025, we closed an offering of $600.00 million aggregate principal amount of 6.250% unsecured notes due 2030 (the "6.250% May 2030 Notes"). The 6.250% May 2030 Notes were issued pursuant to an indenture between us and Computershare Trust Company, National Association, as trustee. The 6.250% May 2030 Notes bear interest at a rate of 6.250% per year, payable semi-annually in arrears on May 6 and November 6 of each year. The 6.250% May 2030 Notes will mature on May 6, 2030 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the indenture.
In connection with the issuance of the 6.250% May 2030 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 6.250% May 2030 Notes in a qualifying fair value hedging relationship.
For further details, see Note 2 "Significant Accounting Policies - Derivatives," Note 6 "Debt-6.250% May 2030 Notes" and Note 7 "Derivatives" to our consolidated financial statements included in this report.
5.875% January 2031 Notes
On November 24, 2025, we closed an offering of $500.00 million aggregate principal amount of its 5.875% unsecured notes due 2031 (the "Initial 5.875% January 2031 Notes"). The Initial 5.875% January 2031 Notes were issued pursuant to an indenture between us Company and Computershare Trust Company, National Association, as trustee. The Initial 5.875% January 2031 Notes bear interest at a rate of 5.875% per year, payable semi-annually in arrears on January 31 and July 31 of each year. The Initial 5.875% January 2031 Notes will mature on January 31, 2031 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the indenture.
In connection with the issuance of the 5.875% January 2031 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 5.875% January 2031 Notes in a qualifying fair value hedging relationship.
On February 23, 2026, we closed an additional offering of $400.00 million aggregate principal amount of 5.875% unsecured notes due 2031 (the "New 5.875% January 2031 Notes," together with the Initial 5.875% January 2031 Notes, the "5.875% January 2031 Notes"). The New 5.875% January 2031 Notes were issued as "additional notes" and have identical terms to the Initial 5.875% January 2031 Notes as mentioned above. The New 5.875% January 2031 Notes will be treated as a single class of notes with the Initial 5.875% January 2031 Notes for all purposes under the indenture.
In connection with the issuance of the New 5.875% January 2031 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 5.875% January 2031 Notes in a qualifying fair value hedging relationship.
For further details, see Note 2 "Significant Accounting Policies-Derivatives," Note 6 "Debt-5.875% January 2031 Notes" and Note 7 "Derivatives" to our consolidated financial statements included in this report.
Short-Term Borrowings
From time to time, we may engage in sale/buy-back agreements, which are a type of secured borrowing, with Macquarie Bank Limited ("Macquarie"). The amount, interest rate and terms of these agreements will be individually negotiated on a transaction-by-transaction basis. Each transaction (each, a "Short-Term Borrowing") is intended to finance one of our underlying investments. Under each Short-Term Borrowing, we remain the lender of record of the relevant underlying investment for the duration of such transaction but we sell to Macquarie a participation interest in such underlying investment and concurrently enter into an agreement to repurchase from Macquarie the same participation interest at an agreed-upon price (which price includes the interest on such borrowing) at a future date. The future repurchase date will not be later than not to exceed 90 days from the date the participation interest it was sold to Macquarie (unless such 90-day date is mutually extended by us and Macquarie).
For further details, see Note 6 "Debt-Short-Term Borrowings" in our consolidated financial statements included in this report.
Off-Balance Sheet Arrangements
We may become a party to investment commitments and to financial instruments with off-balance sheet risk in the normal course of our business to fund investments and to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet.
We may ourselves commit, or commit alongside one or more other Accounts, to issue standby letter of credit in connection with an investment or we may commit to fund an investment whereby one of the Accounts has committed to issue standby letters of credit (each of us or such Account, acting in such capacity in issuing such standby letters of credit, an "LC Issuer"). In the event a letter of credit is funded, the LC Issuer or its designee would be obligated under the terms of the relevant credit agreement to fund a portion of the letter of credit, for a period of time, on behalf of the Accounts that also have a commitment to the investment. The Accounts are obligated to reimburse the LC Issuer or its designee as defined in the relevant credit agreement. As of March 31, 2026, we have committed to fund letters of credit of $23.37 million on behalf of the Accounts. As of March 31, 2026, we believed that we had adequate financial resources to satisfy our unfunded commitments. Our unfunded commitments to provide funds to portfolio companies were as follows:
|
As of |
As of |
||||||||
|
March 31, 2026 |
December 31, 2025 |
||||||||
|
(in millions) |
|||||||||
|
Unfunded Commitments |
|||||||||
|
First Lien/Senior Secured Debt |
$ |
4,823.65 |
$ |
5,222.75 |
|||||
|
First Lien/Last-Out Unitranche |
36.44 |
43.49 |
|||||||
|
Second Lien/Senior Secured Debt |
161.43 |
35.46 |
|||||||
|
Membership Interest |
37.02 |
37.02 |
|||||||
|
Total |
$ |
5,058.54 |
$ |
5,338.72 |
|||||
HEDGING
Subject to applicable provisions of the Investment Company Act and applicable CFTC regulations, we may enter into hedging transactions in a manner consistent with SEC guidance. To the extent that any of our loans are denominated in a currency other than USD, we may enter into currency hedging contracts to reduce our exposure to fluctuations in currency exchange rates. We may also enter into interest rate hedging agreements. Such hedging activities, which will be subject to compliance with applicable legal requirements, may include the use of futures, options, swaps and forward contracts. Costs incurred in entering into such contracts or in settling them, if any, will be borne by us. Our Investment Adviser has claimed relief from CFTC registration and regulation as a commodity pool operator pursuant to CFTC Rule 4.5 with respect to our operations, with the result that we will be limited in our ability to use futures contracts or options on futures contracts or engage in swap transactions. Specifically, CFTC Rule 4.5 imposes strict limitations on using such derivatives other than for hedging purposes, whereby the use of derivatives not used solely for hedging purposes is generally limited to situations where (i) the aggregate initial margin and premiums required to establish such positions does not exceed five percent of the liquidation value of our portfolio, after taking into account unrealized profits and unrealized losses on any such contracts it has entered into; or (ii) the aggregate net notional value of such derivatives does not exceed 100% of the liquidation value of our portfolio. Moreover, we anticipate entering into transactions involving such derivatives to a very limited extent solely for hedging purposes or otherwise within the limitations of CFTC Rule 4.5.
Rule 18f-4 under the Investment Company Act includes limitations on the ability of a BDC (or a registered investment company) to use derivatives and other transactions that create future payment or delivery obligations (including reverse repurchase agreements and similar financing transactions). Under the rule, BDCs that make significant use of derivatives are subject to a value-at-risk leverage limit, a derivatives risk management program, testing requirements and requirements related to board reporting. These requirements apply unless the BDC qualifies as a "limited derivatives user," as defined in Rule 18f-4. Under the rule, a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Under Rule 18f-4, when we trade reverse repurchase agreements or similar financing transactions, including certain tender option bonds, we need to aggregate the amount of any other senior securities representing indebtedness (e.g., bank borrowings, if applicable) when calculating our asset coverage ratio. We currently operate as a "limited derivatives user" and these requirements may limit our ability to use derivatives and/or enter into certain other financial contracts.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ materially.
For a description of our critical accounting policies, see Note 2 "Significant Accounting Policies" in our consolidated financial statements included in this report. We consider the most significant accounting policies to be those related to our Investments, Revenue Recognition, Non-Accrual Investments, Distributions, and Income Taxes. We consider the most significant critical estimate to be the fair value measurement of investments. The critical accounting policies and estimates should be read in connection with our risk factors listed under "Risk Factors" in our annual report on Form 10-K for the year ended December 31, 2025.
Fair Value Measurement of Investments
Consistent with GAAP and the Investment Company Act, we conduct a valuation of our investments, pursuant to which our NAV is determined. Our investments are valued on a quarterly basis, or more frequently if required under the Investment Company Act. The determination of fair value involves subjective judgments and estimates. The majority of investments are not quoted or traded in an active market, and as such, their fair values are determined using valuation techniques, primarily discounted cash flows, market multiples, and recent comparable transactions. The most significant inputs in applying the discounted cash flow approach and the market multiples approach are the selected discount rates and multiples, respectively. The selection of these inputs is based on a combination of factors that are specific to the underlying portfolio companies such as financial performance and certain factors that are observable in the market, such as current interest rates and comparable public company trading multiples. Accordingly, the notes to our consolidated financial statements express the uncertainty with respect to the possible effect of these valuations, and any change in these valuations on the consolidated financial statements. For further details of our investments and fair value measurement accounting policy, see Note 2 "Significant Accounting Policies-Investments" and Note 5 "Fair Value Measurement."
RECENT DEVELOPMENTS
Resignation of Director
Effective as of the close of business on March 31, 2026, Susan B. McGee resigned from the Board and all committees thereof
Fourth Amendment to BNPP Revolving Credit Facility
On April 17, 2026, SPV Public I entered into the fourth amendment (the "Fourth Amendment") to the BNPP Revolving Credit Facility. The Fourth Amendment, among other things, (i) increased the aggregate maximum facility amount from $1,100,000 billion to $1,500,000 billion, (ii) extended the end of the period in which we may make borrowings under the facility from January 31, 2027 to April 17, 2028, (iii) extended the final maturity date of the facility from February 1, 2028 to April 17, 2029, and (iv) as of the first interest period following the Fourth Amendment Effective Date, reduced the margin applicable to advances from 1.615% per annum to 1.462% per annum, which applicable margin shall increase to 2.462% per annum after the expiration of the reinvestment period.
Issuance of 6.150% June 2031 Notes
On April 21, 2026, we issued $750.00 million aggregate principal amount of 6.150% Notes due 2031 (the "6.150% June 2031 Notes"). The 6.150% June 2031 Notes bear interest at the rate of 6.150% per annum, payable semi-annually in arrears on June 16 and December 16 of each year, commencing on December 16, 2026, and will mature on June 16, 2031. At our option, the 6.150% June 2031 Notes may be redeemed in whole or in part, at any time or from time to time, prior to their maturity at the applicable redemption price, plus any accrued and unpaid interest thereon to, but excluding, the redemption date.
In connection with the 6.150% June 2031 Notes, we entered into an interest rate swap to more closely align the interest rates of our fixed rate liabilities with the investment portfolio, which predominately consists of floating rate loans. We designated this interest rate swap and the 6.150% June 2031 Notes in a qualifying fair value hedging relationship.
April and May Subscriptions
On April 1, 2026, we received $105.38 million of proceeds relating to the issuance of 4,280,186 Class I shares and $1.46 million of proceeds relating to the issuance of 59,118 Class S shares.
On May 1, 2026, we received $83.19 million and $1.00 million of proceeds relating to the issuance of Class I shares and Class S shares.
Distributions
On May 6, 2026, our Board of Directors declared monthly distributions from our taxable earnings, including net investment income. The following table summarizes the distributions declared and the dates that they are expected to be paid on or about:
|
Record Date |
Payable Date |
|
|
May 29, 2026 |
July 6, 2026 |
|
|
June 30, 2026 |
July 30, 2026 |
|
|
July 31, 2026 |
August 28, 2026 |
Seventh Amendment to Truist Revolving Credit Facility
On May 7, 2026, we entered into the Seventh Amendment to Senior Secured Revolving Credit Agreement, by and among us, as Borrower, the lenders and issuing banks party thereto and Truist Bank, as Administrative Agent (the "Seventh Amendment"). The Seventh Amendment, among other things, (i) increases the accordion feature from up to $3,555.00 million in aggregate commitments to up to $4,500.00 million in aggregate commitments, (ii) extends the commitment termination date from June 15, 2029 to May 7, 2030, (iii) extends the maturity date from
June 14, 2030 to May 7, 2031, (iv) reduces the applicable margin to (a) with respect to any ABR Loan, 0.775% per annum; (b) with respect to any Index Rate Loan or Term Benchmark Loan, 1.775% per annum; and (c) with respect to any RFR Loan, 1.775% per annum, in each case, subject to an additional step-down in applicable margin if the Gross Borrowing Base is greater than or equal to the product of 1.60 and the Combined Debt Amount, (v) removes all credit adjustment spreads, (vi) reduces the commitment fee from 0.375% to 0.325%, and (vii) resets the minimum shareholders' equity test. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Seventh Amendment.
Goldman Sachs Private Credit Fund LLC published this content on May 12, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 12, 2026 at 21:28 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]