v3.25.2
Borrowings
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Borrowings

Note 6. Borrowings

In connection with the Company’s organization, the Board and the Company’s initial shareholder, approved the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act to the Company. As a result of this approval, the Company is permitted to borrow amounts such that its asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of June 30, 2025, the Company’s asset coverage ratio was 175.7%.

MS Credit Facility

On September 22, 2023, First Eagle Private Credit Fund SPV, LLC (the “MS Credit Facility SPV”), a wholly-owned financing subsidiary of the Company, as borrower, the Company, as transferor, and FEPC Fund Servicer, LLC, an affiliate of the Company, as servicer, entered into a $350,000 senior secured revolving credit facility, as amended (the “MS Credit Facility”) with Morgan Stanley Bank, N.A., as initial lender, certain other lenders from time to time party thereto, Morgan Stanley Senior Funding, Inc., as administrative agent, U.S. Bank Trust Company, National Association, as collateral agent, U.S. Bank National Association, as account bank and collateral custodian, and FEPC Fund Servicer, LLC, a wholly-owned subsidiary of the Company, as servicer under the MS Credit Facility.

On June 20, 2024, the MS Credit Facility SPV entered into the second amendment to the loan and servicing agreement (“Second Amendment”), amending the MS Credit Facility. The Second Amendment (i) amends the concentration limitation component of the borrowing base to allow, (x) until April 1, 2025, up to 75% of the MS Credit Facility SPV’s portfolio to be broadly syndicated loans or senior secured bonds, (y) thereafter until September 30, 2025, 50% of the MS Credit Facility SPV’s portfolio to be broadly syndicated loans or senior secured bonds, and (z) after September 30, 2025, 35% of the MS Credit Facility SPV’s portfolio to be broadly syndicated loans or senior secured bonds, (ii) reduces the minimum utilization amount under the MS Credit Facility to be 35% of the commitments under the MS Credit Facility until September 22, 2024, and (iii) changes the interest rate applicable to the minimum utilization amount to be only the “applicable margin.”

On November 7, 2024, the MS Credit Facility SPV entered into the third amendment to the loan and servicing agreement (“Third Amendment”), amending the MS Credit Facility. The Third Amendment (i) reduces the spread to 2.55% per annum during the revolving period and 3.05% per annum during the amortization period; (ii) amends the 5% PIK loan concentration limitation component of the borrowing base to exclude from the concentration limitation PIK loans with a minimum cash spread of at least 5% paid quarterly; (iii) increases the minimum utilization amount to be 75% of the commitments under the MS Credit Facility; and (iv) resets as of the Third Amendment date the time period the prepayment premium is due in connection with reducing or terminating commitments under the MS Credit Facility.

The Company’s ability to borrow under the MS Credit Facility is subject to certain financial and restrictive covenants, as well as availability under the borrowing base, which permits the Company to borrow up to 75% of the principal balance of its eligible portfolio company investments depending on the type of investment, subject to a maximum advance rate on the portfolio of 65%. Under the terms of the MS Credit Facility, the MS Credit Facility SPV is permitted to reinvest available cash and make new borrowings under the MS Credit Facility through September 22, 2026. The MS Credit Facility has a minimum utilization requirement (“MS Credit Facility Minimum Utilization”) of 35% of the facility amount (following a nine-month ramp-up period through September 21, 2024). The MS Credit Facility Minimum Utilization increased to 65% from September 22, 2024 and increased again to 75% from November 7, 2024 through the end of the revolving period. Distributions from the MS Credit Facility SPV to the Company are limited by the terms of the MS Credit Facility, which generally allows for the distribution of net interest income quarterly pursuant to a waterfall during the reinvestment period. The MS Credit Facility SPV’s obligations under the MS Credit Facility are secured by a first priority security interest in substantially all of the assets of the MS Credit Facility SPV, including its portfolio of investments, and the Company’s equity interest in the MS Credit Facility SPV. As of June 30, 2025, the Company held 107 investments with a total fair market value of $468,318 in the MS Credit Facility SPV as collateral for the MS Credit Facility. As of June 30, 2025, the Company had $306,500 in borrowings outstanding under the MS Credit Facility. As of December 31, 2024, the Company held 120 investments with a total fair market value of $505,108 in the MS Credit Facility SPV as collateral for the MS Credit Facility. As of December 31, 2024, the Company had $325,600 in borrowings outstanding under the MS Credit Facility.

The MS Credit Facility has a scheduled maturity date of September 22, 2028, or earlier in accordance with the terms of the MS Credit Facility. Borrowings under the MS Credit Facility bear interest initially at the annual rate of three month SOFR plus a spread. The initial spread through November 6, 2024 was 3.05% per annum for term SOFR advances, reducing to 2.55% per annum for term SOFR advances from November 7, 2024 through the end of the revolving period, and 3.05% per annum during the amortization period. Additionally, the MS Credit Facility SPV pays a fee of 0.15% per annum on the notional loan amount of $350,000, a minimum utilization fee of 2.55% per annum on the MS Credit Facility Minimum Utilization less any outstanding borrowings if outstanding borrowings are less than the MS Credit Facility Minimum Utilization, and an unused fee of 0.60% per annum on the difference between the total facility amount and the greater of the MS Credit Facility Minimum Utilization or total outstanding borrowings.

Components of Interest Expense

The components of the Company’s interest expense on the MS Credit Facility were as follows:

 

For the Three Months Ended June 30, 2025

 

 

For the Three Months Ended June 30, 2024

 

 

For the Six Months Ended June 30, 2025

 

 

For the Six Months Ended June 30, 2024

 

 

Borrowing interest expense

$

5,220

 

 

$

345

 

 

$

11,084

 

 

$

348

 

 

Borrowing administration fees

 

133

 

 

 

132

 

 

 

264

 

 

 

265

 

 

Facility unused fees

 

73

 

 

 

540

 

 

 

85

 

 

 

1,071

 

 

Amortization of financing costs

 

154

 

 

 

153

 

 

 

306

 

 

 

306

 

 

Total interest expense

$

5,580

 

 

$

1,170

 

 

$

11,739

 

 

$

1,990

 

 

Average Debt Outstanding

 

301,545

 

 

 

16,157

 

 

 

321,600

 

 

 

15,600

 

(1)

Average Stated Interest Rate

 

6.85

%

 

 

8.35

%

 

 

6.85

%

 

 

8.35

%

(1)

(1)
Average taken from date of initial borrowing on March 29, 2024.

 

JPM Credit Facility

On April 9, 2025, First Eagle Private Credit Fund BSL SPV, LLC (the “JPM Credit Facility SPV”), a wholly-owned financing subsidiary of the Company, as borrower, entered into a $100,000 senior secured revolving credit facility (the “JPM Credit Facility,” and together with the MS Credit Facility, the “Credit Facilities”) with JPMorgan Chase Bank, National Association, as initial lender, certain other lenders from time to time party thereto, FEAC, as portfolio manager, U.S. Bank Trust Company, National Association, as collateral agent and collateral administrator, U.S. Bank National Association, as securities intermediary, and JPMorgan Chase Bank, National Association, as administrative agent.

The Company’s ability to borrow under the JPM Credit Facility is subject to certain financial and restrictive covenants, as well as availability under the borrowing base, which permits the Company to borrow up to 70% of the net asset value of the portfolio assets held in the JPM Credit Facility SPV. Under the terms of the JPM Credit Facility, the JPM Credit Facility SPV is permitted to reinvest available cash and make new borrowing under the JPM Credit Facility through April 8, 2028. The JPM Credit Facility has a minimum utilization requirement (“JPM Credit Facility Minimum Utilization”) of 50% of the facility amount (following a three-month ramp-up period through July 9, 2025), increasing to 75% on October 10, 2025 through the end of the reinvestment period. Distributions from the JPM Credit Facility SPV to the Company are limited by the terms of the JPM Credit Facility, which generally allows for the distribution of net interest income quarterly pursuant to a waterfall during the reinvestment period. The JPM Credit Facility SPV’s obligations under the JPM Credit Facility are secured by a first priority security interest in substantially all of the assets of the JPM Credit Facility SPV, including its portfolio of investments. As of June 30, 2025, the Company held 54 investments with a total fair market value of $112,865 in the JPM Credit Facility SPV as collateral for the JPM Credit Facility. As of June 30, 2025, the Company had $88,500 in borrowings outstanding under the JPM Credit Facility.

The JPM Credit Facility has a scheduled maturity date of April 9, 2030, or earlier in accordance with the terms of the JPM Credit Facility. Borrowings under the JPM Credit Facility bear interest at the annual rate of three month SOFR plus a spread of 1.55% per annum. Additionally, the JPM Credit Facility SPV pays a minimum utilization fee of 1.55% per annum on the JPM Credit Facility Minimum Utilization less any outstanding borrowings if outstanding borrowings are less than the JPM Credit Facility Minimum Utilization, and an unused fee of 0.50% per annum on the difference between the total facility amount and the greater of the JPM Credit Facility Minimum Utilization or total outstanding borrowings.

Components of Interest Expense

The components of the Company’s interest expense on the JPM Credit Facility were as follows:

 

For the Three Months Ended June 30, 2025

 

 

For the Three Months Ended June 30, 2024

 

 

For the Six Months Ended June 30, 2025

 

 

For the Six Months Ended June 30, 2024

 

 

Borrowing interest expense

$

1,002

 

 

$

 

 

$

1,002

 

 

$

 

 

Borrowing administration fees

 

 

 

 

 

 

 

 

 

 

 

 

Facility unused fees

 

28

 

 

 

 

 

 

28

 

 

 

 

 

Amortization of financing costs

 

47

 

 

 

 

 

 

47

 

 

 

 

 

Total interest expense

$

1,077

 

 

$

 

 

$

1,077

 

 

$

 

 

Average Debt Outstanding

 

75,452

 

(1)

 

 

 

 

75,452

 

(1)

 

 

 

Average Stated Interest Rate

 

5.76

%

(1)

N/A

 

 

 

5.76

%

(1)

N/A

 

 

(1)
Average taken from date of initial borrowing on April 9, 2025.

 

For the three and six months ended June 30, 2025, the average total debt outstanding was $370,364 and $356,199, respectively. For the three and six months ended June 30, 2024, the average total debt outstanding was $16,157 and $15,600, respectively.

For both the three and six months ended June 30, 2025, the effective annualized average interest rate, which includes amortization of debt financing costs and non-usage facility fees, was 7.21% and 7.26%, respectively. For the three and six months ended June 30, 2025, the effective annualized average interest rate, which includes amortization of debt financing costs and non-usage facility fees, was not meaningful due to the low levels of borrowings on the credit facility during the respective periods.