The Fund is authorized to issue an unlimited number of common shares of beneficial interest at $0.001 per share par value. The Fund has entered into subscription agreements with investors, including affiliates of the Adviser, providing for the private placement of the Fund's common shares (collectively "Capital Commitments"). Under the terms of the Capital Commitments, investors are required to fund capital contributions to purchase the Fund's common shares up to the amount of their respective Capital Commitment on an as-needed basis each time a drawdown notice is delivered to investors. Drawdown notices will be delivered at least 10 calendar days prior to the date on which contributions will be due and drawdown amounts will generally be made pro rata, in accordance with Capital Commitments of all investors that have unfunded Capital Commitments (limited to the extent of an investor’s unfunded Capital Commitment).

As of June 30, 2025, the Fund had $63.8 million of unfunded capital commitments, which when included with previously funded net capital contributions would allow for a maximum amount of $611.4 million to be contributed to the Fund. Of unfunded commitments, $25.0 million will not available to be called until October 1, 2025 and $25.0 million will not available to be called until January 1, 2026. Total commitments of $25.7 million represent entities affiliated with the Adviser.

As of December 31, 2024, the Fund’s net capital contributions was $549.2 million. $94.5 million of net capital contributions were from entities affiliated with the Adviser.

Shares issued and outstanding as of June 30, 2025 and December 31, 2024 were 37,566,942 and 36,907,451, respectively. The aggregate interests of Shareholders affiliated with the Adviser was approximately 4.8% of the Fund as of June 30, 2025 and 18% as of December 31, 2024.

Distributions

The Board may, in its discretion, authorize the Fund to distribute ratably among the Shareholders of any class or series of shares in the Fund in accordance with the number of outstanding full and fractional shares of such class or series as the Board may deem proper or as may otherwise be determined in accordance with the governing documents of the Fund. Any such distribution may be made in cash or property (including without limitation any type of obligations of the Fund or any assets thereof) or shares of any class or series or any combination thereof. It is expected that the Board will authorize quarterly distributions of the majority of the Fund’s net investment income. The Board may always retain such amount as it may deem necessary to pay the debts or expenses or meet other obligations of the Fund, or as it may otherwise deem desirable to use in the conduct of its affairs or to retain for future requirements or extensions of the business.

Distribution Reinvestment Plan

The Fund has adopted a distribution reinvestment plan pursuant to which the Fund will reinvest all cash dividends declared by the Board on behalf of our shareholders who do not elect to receive their dividends in cash. As a result, if the Board authorizes, and the Fund declares, a cash dividend or other distribution, then shareholders who have not opted out of our distribution reinvestment plan will have their cash distributions automatically reinvested in additional shares. Shareholders who receive distributions in the form of common shares will be subject to the same tax consequences as if the distributions were received in cash.

There were no common shares issued to shareholders through the Fund’s distribution reinvestment plan for the six months ended June 30, 2025 and 2024.

Share Repurchase Program

At the discretion of Board, the Fund intends to commence a share repurchase program following the second anniversary of the Liquidity Event in which it intends to repurchase up to 5% of the Fund’s common shares outstanding, either by number of common shares or aggregate NAV, as of the close of the previous calendar quarter. The Board may amend, suspend or terminate the share repurchase program or conduct additional repurchases of common shares in an amount greater than 5% of common shares at any time if in its reasonable judgment it deems such action to be in the Fund’s best interest and the best interest of its shareholders. As a result, share repurchases may not be available each quarter. The Fund intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act.

To the extent the Fund offers to repurchase common shares in any particular quarter, the Fund expects to repurchase common shares pursuant to tender offers on or around the last business day of that quarter, using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter. In the event the amount of shares tendered exceeds the repurchase offer amount, common shares will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted in the next quarterly tender offer, or upon the recommencement of the share repurchase plan.

There have been no repurchases under the Stock Repurchase Program.