UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 30, 2025 (September 24, 2025)

 

BLACKROCK PRIVATE CREDIT FUND

(Exact name of registrant as specified in its charter)

 

Delaware 814-01485 87-4655020
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer
Identification Number)

 

50 Hudson Yards

New York, New York

  10001
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (212) 810-5800

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   Not applicable   Not applicable

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 
 

 

Item 8.01 Other Events.

  

On September 24, 2025, BlackRock Private Credit Fund (the “Company”) priced its private offering of $200 million aggregate principal amount of notes comprised of $50 million of 5.78% senior unsecured notes due December 17, 2028 (the “Tranche A Notes”) and $150 million of 6.14% senior unsecured notes due October 8, 2030 (the “Tranche B Notes”, and together with the Tranche A Notes, the “Notes”). The Tranche A Notes are expected to be issued on or around December 17, 2025 and the Tranche B Notes are expected to be issued on or around October 8, 2025, in each case subject to customary closing conditions.

 

The Company intends to use the net proceeds for general corporate purposes, including to make investments, repay existing debt and make distributions permitted by the First Supplement to the Master Note Purchase Agreement, dated November 18, 2024, that will govern the Notes.

 

The Notes are being offered in reliance on Section 4(a)(2) of Securities Act of 1933, as amended (the “Securities Act”). The Notes will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

 

The information on this Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

  BlackRock Private Credit Fund
   
Date: September 30, 2025 By: /s/ Erik Cuellar
  Name: Erik Cuellar
  Title: Chief Financial Officer and Treasurer
 
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