UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

 

INVESTMENT COMPANY ACT FILE NUMBER 811-24031

 

IDIRECT PRIVATE CREDIT FUND

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

 

60 EAST 42ND STREET, 26TH FLOOR, NEW YORK, NY 10165

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

 

INDIRA MAHADEO, IDIRECT PRIVATE CREDIT ADVISORS, LLC

60 EAST 42ND STREET, 26TH FLOOR, NEW YORK, NY 10165

(NAME AND ADDRESS OF AGENT FOR SERVICE)

 

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 994-7400

 

DATE OF FISCAL YEAR END:3/31

 

DATE OF REPORTING PERIOD:3/31/26

 

 

Item 1. Reports to Stockholders.

 

(a)

 

(COVER PAGE)

 

 

iDirect Private Credit Fund

March 31, 2026

 

Table of Contents

 

Letter to Shareholders (Unaudited) 1
Report of Independent Registered Public Accounting Firm 3
Change in Independent Registered Public Accounting Firm (Unaudited) 4
Portfolio Review (Unaudited) 5
Portfolio of Investments 6
Statement of Assets and Liabilities 13
Statement of Operations 14
Statement of Changes in Net Assets 15
Statement of Cash Flows 16
Financial Highlights 17
Notes to Financial Statements 19
Supplemental Information 30
Privacy Notice 32

 

 

Dear Shareholders,

 

We are pleased to present the annual report for iDirect Private Credit Fund for the period ended March 31, 2026. The Fund delivered solid quarterly performance, supported by stable underlying credit fundamentals and the Fund’s focus on senior secured, income-generating investments. The programmatic partnerships we have built with Audax Private Debt, Bain Capital Credit, and Charlesbank Credit continue to deliver a highly diversified pool of high-quality, income-generating loans. As we remain focused on delivering consistent income while preserving capital across market cycles, our partnerships with the three long-standing Core Managers will continue to underpin the value the Fund generates for its shareholders.

 

Market Environment

 

1Q 2026 was the most eventful quarter for the private credit market in recent history, and it painted an markedly bifurcated picture. On one hand, the media and sentiment, and on the other, private credit fund managers and portfolio data. Recent headlines around redemptions—particularly within the largest evergreen vehicles—have been driven in part by an education gap among individual investors regarding liquidity mechanics. This shift in sentiment is evident in the data: redemption requests at large private credit funds increased from approximately 1.7% of NAV in 3Q 2025 to 4.7% in 4Q 2025 and reached roughly 10–12% in 1Q 2026, well above the typical 5% quarterly liquidity threshold. As a result, net flows turned negative in early 2026, compared to average quarterly inflows of over $10 billion during the prior two years. At the same time, the rapid expansion of non-traded BDCs— where the largest platforms have driven approximately 50% annual AUM growth over the past five years—has fueled scrutiny around underwriting standards. Despite these concerns, underlying credit fundamentals remain sound: default rates and realized losses continue to track at historically low levels (with losses averaging approximately 0.8%–1.1%), and broader indicators such as PIK income and portfolio company performance remain stable. While investors are appropriately focused on risks including 2021–2022 vintage exposure and AI-driven disruption—particularly given average software exposure of ~18% across large funds—the structure of private credit, with shorter-duration loans supported by near-term cash flows, provides an important mitigating factor against longer-term uncertainties.

 

Portfolio Positioning & Activity

 

Against this backdrop, iDirect Private Credit continues to deliver performance in line with expectations, supported by a deliberately conservative portfolio construction and strong underlying fund metrics. As of March 2026, the fund had approximately $343 million in total assets and $287 million in net assets, supported by modest leverage of 0.16x. The portfolio is comprised of 100% senior secured, first lien loans with full covenant protection and 100% sponsor backing. It also boosts conservative underwriting characteristics including average loan-to-value of ~41.6% and portfolio company leverage of ~4.8x. This disciplined approach has resulted in a diversified pool of nearly 60 core middle market investments, sourced

 

1

 

through partnerships with our Core Managers—firms whose institutional investor bases provide stability and enable consistent deployment through market cycles. Portfolio performance remains strong, with zero defaults, zero PIK income, and zero non-accruals. The first quarter dividend equated to a 7.2% annualized return, with additional upside expected as we prudently deploy targeted leverage of approximately 0.25x.

 

For the six-month period ending March 31, 2026, the Fund deployed approximately $150 million across 37 investments (including upsizes) spanning a variety of industries. Currently, the portfolio has exposure to over 30 industries, with no single industry representing more than 10% of the Fund’s total assets. It is also highly diversified across individual positions, with the largest investment representing approximately 2.2% of total assets. Consistent with its focus on core U.S. middle market companies, the portfolio is predominantly U.S.-based and has an average EBITDA of approximately $60 million.

 

Opportunity Set

 

The current market environment is beginning to create more attractive lending conditions. New issue spreads have widened by approximately 50 to 75 basis points, reinforcing our view that the opportunity set for disciplined lenders like iDPC is improving.

 

Specific to the Fund, we continue to remain selective, and our disciplined approach is reflected in our decisions not to pursue several transactions during the quarter that either lacked strong downside protection, failed to meet our return thresholds, or carried heightened AI-related risks. Despite this selectivity, the Fund continues to maintain a steady pipeline of opportunities to meet its deployment needs.

 

Outlook

 

Looking ahead, we believe the private credit market remains well positioned despite near-term volatility. Credit fundamentals remain stable, and we expect continued opportunities to deploy capital at attractive spreads with strong lender protections.

 

Thank you for your continued support and confidence.

 

2

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of iDirect Private Credit Fund

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of iDirect Private Credit Fund (the “Fund”) as of March 31, 2026, and the related statements of operations, changes in net assets, and cash flows for the year ended March 31, 2026, including the related notes, and the financial highlights for the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of March 31, 2026, and the results of its operations, changes in its net assets, and its cash flows for the year ended March 31, 2026 and the financial highlights for the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

 

The financial statements of the Fund as of March 31, 2025 and for the period from July 1, 2024 (commencement of operations) to March 31, 2025 and the financial highlights for the period from July 1, 2024 (commencement of operations) to March 31, 2025 (not presented herein, other than the statement of changes in net assets and the financial highlights) were audited by other auditors whose report, dated May 30, 2025, expressed an unqualified opinion on those financial statements and financial highlights.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audit of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of March 31, 2026 by correspondence with the custodian, agent bank and investee funds when replies were not received from the agent bank, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

New York, New York

May 29, 2026

 

We have served as the auditor of one or more investment companies in the iCapital Funds complex since 2026.

3

 

Change in Independent Registered Public Accounting Firm (unaudited)

 

On December 16, 2025, the Fund dismissed Deloitte & Touche, LLP (“Deloitte”) as the independent registered public accounting firm with respect to the Fund. On December 16, 2025, the audit committee (the “Audit Committee”) of the Board of the Fund approved the appointment of PricewaterhouseCoopers LLP (“PwC”), as the Fund’s independent registered public accounting firm for the fiscal year ending March 31, 2026, effective immediately concurrent with the dismissal of Deloitte.

During the Fund’s most recent fiscal year ended March 31, 2025, and the subsequent interim period through December 16, 2025, neither the Fund nor anyone on its behalf consulted PwC regarding any of the matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K.

Deloitte’s report on the Fund’s financial statements for the fiscal year ended March 31, 2025 did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles.

During the Fund’s fiscal year ended March 31, 2025, and the subsequent interim period through December 16, 2025, there were no (i) disagreements (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure that, if not resolved to the satisfaction of Deloitte, would have caused Deloitte to make reference thereto in its reports covering the Fund’s consolidated financial statements for such periods and (ii) reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).

The Fund provided Deloitte with a copy of the foregoing disclosure in accordance with the requirements of Instruction 2 to Item 304 of Regulation S-K.

4

 

iDirect Private Credit Fund
PORTFOLIO REVIEW (Unaudited)
March 31, 2026

 

The table below shows the total returns for iDirect Private Credit Fund, Bloomberg Aggregate Bond Index and the Morningstar LSTA US Leveraged Loan Index for the same time periods ended March 31, 2026. (1)

 

      Annualized Since
  Since Inception Year Ended Inception
  March 31, 2026 July 12, 2025 (2) December 2, 2024
iDirect Private Credit Fund, Class I 4.81% N/A 4.49%
iDirect Private Credit Fund, Class A N/A 2.33% N/A
iDirect Private Credit Fund, Class A Load N/A (1.23)% N/A
iDirect Private Credit Fund, Class D N/A 2.89% N/A
Bloomberg Aggregate Bond Index (3) 4.35% 3.95% 4.07%
Morningstar LSTA US Leveraged Loan Index (4) 5.94% 2.60% 5.12%

 

(1)The Performance data quoted is historical. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance data quoted. The principal value and investment return of an investment will fluctuate so that your shares, when repurchased, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the repurchases of Fund shares. For performance information current to the most recent month-end, please call 1-212-994-7400.

 

(2)Not annualized.

 

(3)The Bloomberg US Aggregate Bond Index: The index is a broad-based flagship benchmark that measures the investment-grade, US dollar-denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, MBS (agency fixed-rate pass-throughs), ABS, and CMBS (agency and non-agency).

 

(4)The Morningstar LSTA US Leveraged Loan Index is a market-value weighted index designed to measure the performance of the US leveraged loan market.

 

Comparison of the Change in Value of a $1,000,000 Investment | December 2, 2024–March 31, 2026

Past performance is not necessarily indicative of future results.

 

(LINE GRAPH)

 

Holdings by Asset Type  % of Net Assets 
Senior Secured Loans   85.6%
Investment Funds   23.1%
Short-Term Investments   10.2%
Liabilities in Excess of Other Assets   (18.9%)
Total   100.0%

5

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS
March 31, 2026

 

   Investment  Interest Rate  Reference  Basis Points  Maturity     Shares/
Principal
            
Portfolio Company  Type  (%)  Rate  Spread  Date  Currency  Amount   Cost   Fair Value   Footnotes
Investment Interests - 23.1%                                    
Private Business Development Company - 13.5%                                    
Bain Capital Private Credit Offshore Access Fund, L.P.                     1,106,469   $28,500,000   $28,574,898   1
AGTB BDC Holdings, L.P.                     396,912    10,000,000    10,000,000   1,2
                           38,500,000    38,574,898    
Public Business Development Company - 9.6%                                    
Audax Private Credit Fund, LLC                     1,121,203    28,263,260    27,679,136   1
Total Investment Interests                          66,763,260    66,254,034    
                                     
Senior Secured Loans - 85.6%                                    
Advertising - 1.2%                                    
Fusion Buyer, Inc.  Term Loan  8.67  SOFR  525  3/11/2030  USD   3,500,000    3,500,000    3,489,418   1,2,3,4
                                     
Agriculture/Farming - 1.3%                                    
Patten Seed Company, LLC  Term Loan  8.42  SOFR  475  3/10/2032  USD   3,636,364    3,636,364    3,636,364   1,2,3
                                     
Application Software - 3.8%                                    
Cardinal Parent, Inc.  Term Loan  8.35  SOFR  450  5/19/2032  USD   6,184,896    6,228,045    5,926,266   1,2,3
G-3 Apollo Acquisition Corp.  Revolver  8.67-8.71  SOFR  500  3/10/2031  USD   64,500    64,191    63,042   1,2,3,4
G-3 Apollo Acquisition Corp.  Term Loan  8.67  SOFR  500  3/10/2031  USD   2,987,425    2,974,566    2,919,914   1,2,3,4
Govineer Solutions LLC  Revolver  8.67  SOFR  500  10/7/2030  USD   51,563    51,309    51,563   1,2,3,4
Govineer Solutions LLC  Term Loan  8.70  SOFR  500  10/7/2030  USD   1,881,172    1,873,322    1,881,172   1,2,3,4
                           11,191,433    10,841,957    
Asset Management and Custody Banks - 5.2%                                    
G-3 Frax Acquisition LLC  Term Loan  9.00  SOFR  500  1/30/2032  USD   6,255,000    6,255,000    6,255,000   1,2,3
Lido Advisors, LLC  Delayed Draw  8.40-9.78  SOFR  475  11/15/2030  USD   1,450,725    1,450,725    1,450,725   1,2,3,4
Lido Advisors, LLC  Term Loan  8.42  SOFR  475  11/15/2030  USD   4,468,192    4,627,864    4,468,192   1,2,3,4
Petra Borrower, LLC  Delayed Draw  9.44  SOFR  575  11/15/2030  USD   687,552    678,322    687,552   1,2,3,4
Petra Borrower, LLC  Revolver  9.42  SOFR  575  11/15/2030  USD   193,443    190,570    193,443   1,2,3,4
Petra Borrower, LLC  Term Loan  9.41  SOFR  575  11/15/2030  USD   1,764,822    1,805,497    1,764,822   1,2,3,4
                           15,007,978    14,819,734    
Banking - 1.7%                                    
Alogent Holdings, Inc.  Term Loan  10.17  SOFR  650  1/21/2032  USD   5,031,250    4,982,137    4,980,938   1,2,3
                                     
Broadcasting and Entertainment - 1.6%                                    
Comet Bidco Limited  Delayed Draw  9.00  SOFR  500  1/30/2032  USD   2,826    2,826    2,826   1,2,3,4
Comet Bidco Limited  Term Loan  9.00  SOFR  500  1/30/2032  USD   4,521,739    4,521,739    4,521,739   1,2,3,4
                           4,524,565    4,524,565    
Building Products - 1.5%                                    
Lindsay Precast, LLC  Revolver  9.00  SOFR  475  12/16/2032  USD   144,828    144,828    144,545   1,2,3,4
Lindsay Precast, LLC  Term Loan  8.42  SOFR  475  12/16/2032  USD   4,224,138    4,224,138    4,215,881   1,2,3,4
                           4,368,966    4,360,426    
Consumer Staples - 2.4%                                    
INW Manufacturing, LLC  Term Loan  9.42  SOFR  580  1/23/2031  USD   7,000,000    6,930,367    6,930,000   1,2,3
                                     
Diversified Mining & Metals - 2.0%                                    
Alpha US Buyer, LLC  Delayed Draw  8.52  SOFR  600  4/4/2030  USD   903,983    903,983    903,769   1,2,3,4
Alpha US Buyer, LLC  Term Loan  8.52  SOFR  600  4/4/2030  USD   1,382,271    1,382,271    1,381,944   1,2,3,4
Pareto Buyers, LLC  Term Loan  9.00  SOFR  450  12/16/2032  USD   3,412,698    3,412,698    3,403,617   1,2,3,4
                           5,698,952    5,689,330    
Diversified/Conglomerate Service - 2.2%                                    
DTIQ Technologies, Inc.  Term Loan  11.17  SOFR  750  9/30/2029  USD   2,093,125    2,084,140    2,083,706   1,2,3
Innovative Discovery, LLC  Term Loan  9.17  SOFR  550  12/31/2030  USD   4,155,844    4,125,076    4,124,675   1,2,3,4
                           6,209,216    6,208,381    
Drug Retail - 1.6%                                    
Innovative Discovery, LLC  Revolver  11.00  SOFR  525  8/6/2030  USD   13,736    13,668    13,625   1,2,3,4
Innovative Discovery, LLC  Term Loan  8.90-8.92  SOFR  525  8/6/2030  USD   4,576,442    4,556,274    4,539,299   1,2,3,4
                           4,569,942    4,552,924    
Education Services - 1.7%                                    
Owl Acquisition, LLC  Delayed Draw  8.42  SOFR  475  4/17/2032  USD   80,573    80,110    76,079   1,2,3,4
Owl Acquisition, LLC  Revolver  8.45  SOFR  475  4/17/2032  USD   184,040    183,580    173,776   1,2,3,4
Owl Acquisition, LLC  Term Loan  8.40  SOFR  475  4/17/2032  USD   4,827,039    4,816,157    4,557,831   1,2,3,4
                           5,079,847    4,807,686    

 

See accompanying notes to financial statements. 

6

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

   Investment  Interest Rate  Reference  Basis Points  Maturity     Shares/
Principal
            
Portfolio Company  Type  (%)  Rate  Spread  Date  Currency  Amount   Cost   Fair Value   Footnotes
Senior Secured Loans - 85.6% (Continued)                                    
Environmental & Facilities Services - 1.0%                                    
WER Holdings, LLC  Delayed Draw  9.20  SOFR  550  4/11/2030  USD   1,718,476    1,710,667    1,692,094   1,2,3,4
WER Holdings, LLC  Revolver  9.20  SOFR  550  4/11/2030  USD   240,806    239,732    237,109   1,2,3,4
WER Holdings, LLC  Term Loan  9.20  SOFR  550  4/11/2030  USD   825,635    822,069    812,960   1,2,3,4
                           2,772,468    2,742,163    
Health Care Distributors - 0.7%                                    
Prescott’s Inc.  Delayed Draw  8.45  SOFR  500  12/30/2030  USD   427,539    426,543    426,054   1,2,3,4
Prescott’s Inc.  Term Loan  8.45  SOFR  500  12/30/2030  USD   1,442,676    1,436,644    1,437,663   1,2,3,4
                           1,863,187    1,863,717    
Health Care Facilities - 3.9%                                    
Blue Cloud Pediatric Surgery Centers, LLC  Delayed Draw  8.67-8.72  SOFR  500  1/21/2031  USD   1,045,916    1,041,032    1,039,056   1,2,3,4
Blue Cloud Pediatric Surgery Centers, LLC  Revolver  6.11  SOFR  500  1/21/2031  USD   19,419    19,323    19,292   1,2,3,4
Blue Cloud Pediatric Surgery Centers, LLC  Term Loan  8.67  SOFR  500  1/21/2031  USD   3,013,980    2,995,128    2,994,213   1,2,3,4
CRH Healthcare Purchaser, Inc.  Term Loan  8.95  SOFR  525  9/17/2031  USD   4,906,379    4,883,542    4,899,298   1,2,3,4
Orion Midco, LLC  Term Loan  9.12  SOFR  525  5/21/2031  USD   2,265,461    2,236,317    2,247,803   1,2,3,4
                           11,175,342    11,199,662    
Health Care Services - 6.7%                                    
BCP Remed Holdings, Inc.  Revolver  8.68  SOFR  500  2/28/2031  USD   23,500    23,398    23,500   1,2,3,4
BCP Remed Holdings, Inc.  Term Loan  8.67  SOFR  500  2/28/2031  USD   2,159,680    2,150,289    2,181,277   1,2,3,4
HHS Buyer, Inc.  Delayed Draw  9.41-9.43  SOFR  550  8/31/2028  USD   2,926,909    2,914,150    2,902,296   1,2,3,4
HHS Buyer, Inc.  Term Loan  9.41-9.43  SOFR  550  8/31/2028  USD   1,392,752    1,380,476    1,379,568   1,2,3,4
MTS Buyer, Inc.  Term Loan  8.92  SOFR  525  6/3/2032  USD   2,953,906    2,933,684    2,925,991   1,2,3,4
NMA Holdings, LLC  Delayed Draw  8.69  SOFR  525  12/18/2030  USD   88,303    88,008    88,379   1,2,3,4
NMA Holdings, LLC  Term Loan  8.69  SOFR  525  12/18/2030  USD   1,916,912    1,904,885    1,918,562   1,2,3,4
Psychiatric Medical Care LLC  Term Loan  8.41  SOFR  475  7/1/2032  USD   2,423,077    2,395,248    2,432,062   1,2,3,4
RBFD Buyer, LLC  Delayed Draw  8.42  SOFR  500  9/14/2032  USD   108,130    107,870    107,819   1,2,3,4
RBFD Buyer, LLC  Revolver  8.42  SOFR  500  9/14/2032  USD   51,837    51,720    51,687   1,2,3,4
RBFD Buyer, LLC  Term Loan  8.42  SOFR  500  9/14/2032  USD   950,490    946,384    947,750   1,2,3,4
Surgical Center Solutions LLC  Revolver  8.42  SOFR  500  3/25/2031  USD   38,868    38,615    38,884   1,2,3,4
Surgical Center Solutions LLC  Term Loan  8.42  SOFR  500  3/25/2031  USD   4,263,526    4,235,834    4,265,300   1,2,3,4
                           19,170,561    19,263,075    
Healthcare, Education, and Childcare - 1.0%                                    
Acuity Eyecare Holdings, LLC  Delayed Draw  9.57-9.60  SOFR  575  12/31/2030  USD   2,287,563    2,309,638    2,310,439   1,2,3
Acuity Eyecare Holdings, LLC  Term Loan  9.57  SOFR  575  12/31/2030  USD   495,510    500,292    500,465   1,2,3
                           2,809,930    2,810,904    
Human Resources & Employment Services - 2.2%                                    
AQ Carver Buyer, Inc.  Term Loan  9.27  SOFR  550  4/2/2031  USD   6,218,203    6,315,823    6,166,528   1,2,3
                                     
Industrial Machinery and Supplies and Components - 5.6%                                    
Aeritek Global CAD Acquisition Inc.  Revolver  10.17  SOFR  650  8/27/2030  USD   113,176    112,638    112,314   1,2,3,4
Aeritek Global CAD Acquisition Inc.  Term Loan  10.17  SOFR  650  8/27/2030  USD   5,898,941    5,871,878    5,853,984   1,2,3,4
Shape Technologies Group, Inc.  Term Loan  10.93  SOFR  675  9/6/2030  USD   2,801,873    2,778,993    2,720,222   1,2,3
Vortex Companies, LLC  Delayed Draw  8.67  SOFR  500  9/4/2029  USD   2,337,000    2,325,685    2,337,922   1,2,3
Vortex Companies, LLC  Term Loan  8.67  SOFR  500  9/4/2029  USD   1,250,000    1,243,812    1,250,493   1,2,3
Vortex Intermediate, LLC  Term Loan  8.67  SOFR  500  9/4/2029  USD   3,867,187    3,851,290    3,868,714   1,2,3
                           16,184,296    16,143,649    
Information Technology - 3.7%                                    
Meriplex Communications, LTD.  Term Loan  8.77  SOFR  500  7/17/2028  USD   6,471,567    6,390,842    6,390,672   1,2,3
Pricelabs Revenue Inc.  Term Loan  8.44  SOFR  480  3/17/2033  USD   4,327,273    4,284,158    4,284,000   1,2,3
                           10,675,000    10,674,672    
Internet Services & Infrastructure - 2.1%                                    
Bridgepointe Technologies, LLC  Term Loan  8.70  SOFR  500  12/31/2027  USD   6,187,500    6,257,920    6,159,463   1,2,3
                                     
IT Consulting and Other Services - 2.3%                                    
Lighthouse Technologies Holding Corp.  Term Loan  8.67  SOFR  500  12/31/2029  USD   6,554,896    6,539,555    6,533,497   1,2,3,4
                                     
Leisure Facilities - 2.0%                                    
CorePower Yoga, LLC  Term Loan  8.95  SOFR  575  4/30/2031  USD   5,544,105    5,518,948    5,593,350   1,2,3,4
                                     
Leisure Products - 2.0%                                    
Play Holdings, Inc.  Revolver  9.23  SOFR  525  10/29/2030  USD   59,090    58,536    58,523   1,2,3
Play Holdings, Inc.  Term Loan  9.23  SOFR  525  10/29/2031  USD   5,731,818    5,677,301    5,676,835   1,2,3
                           5,735,837    5,735,358    

 

See accompanying notes to financial statements.

7

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

   Investment  Interest Rate  Reference  Basis Points  Maturity     Shares/
Principal
            
Portfolio Company  Type  (%)  Rate  Spread  Date  Currency  Amount   Cost   Fair Value   Footnotes
Senior Secured Loans - 85.6% (Continued)                                    
Movies and Entertainment - 1.0%                                    
CB Sports Holdings BIDCO, LLC  Revolver  8.18  SOFR  450  12/19/2032  USD   309,148    306,840    306,927   1,2,3,4
CB Sports Holdings BIDCO, LLC  Term Loan  8.19  SOFR  450  12/19/2032  USD   2,583,595    2,751,395    2,565,033   1,2,3,4
                           3,058,235    2,871,960    
Other Specialty Retail - 1.8%                                    
Bridges Consumer Healthcare Intermediate LLC  Delayed Draw  8.87  SOFR  525  12/20/2031  USD   1,407,039    1,401,407    1,399,189   1,2,3,4
Bridges Consumer Healthcare Intermediate LLC  Term Loan  8.85  SOFR  525  12/20/2031  USD   3,695,871    3,830,324    3,675,249   1,2,3,4
                           5,231,731    5,074,438    
Passenger Ground Transportation - 2.3%                                    
EverDriven Technologies, LLC  Term Loan  8.42  SOFR  475  2/14/2031  USD   6,483,750    6,619,755    6,449,418   1,2,3
                                     
Real Estate Services - 1.7%                                    
Community Management Holdings LLC  Delayed Draw  8.42  SOFR  500  11/1/2031  USD   777,009    771,732    773,945   1,2,3,4
Community Management Holdings LLC  Revolver  8.41-8.66  SOFR  500  11/1/2031  USD   305,851    303,759    304,645   1,2,3,4
Community Management Holdings LLC  Term Loan  8.41  SOFR  500  11/1/2031  USD   3,949,468    4,072,885    3,933,896   1,2,3,4
                           5,148,376    5,012,486    
Research & Consulting Services - 8.1%                                    
Accordion Partners LLC  Term Loan  8.68  SOFR  525  11/15/2031  USD   6,968,750    7,109,933    6,927,830   1,2,3
Aprio Advisory Group, LLC  Delayed Draw  8.42  SOFR  475  8/1/2031  USD   1,632,754    1,629,703    1,621,148   1,2,3,4
Aprio Advisory Group, LLC  Revolver  8.42  SOFR  475  8/1/2031  USD   383,772    382,902    381,044   1,2,3,4
Aprio Advisory Group, LLC  Term Loan  8.42  SOFR  475  8/1/2031  USD   3,745,066    3,888,307    3,718,445   1,2,3,4
Franklin Energy  Revolver  8.92  SOFR  525  8/1/2031  USD   143,130    142,468    142,899   1,2,3,4
Franklin Energy  Term Loan  8.91  SOFR  525  8/1/2031  USD   5,679,151    5,652,913    5,670,005   1,2,3,4
Pearl Meyer & Partners, LLC  Revolver  8.17  SOFR  500  12/23/2031  USD   495,968    494,965    493,882   1,2,3,4
Pearl Meyer & Partners, LLC  Term Loan  8.20  SOFR  500  12/23/2031  USD   4,391,129    4,381,353    4,372,666   1,2,3,4
                           23,682,544    23,327,919    
Restaurants - 0.7%                                    
City Barbeque, LLC  Delayed Draw  9.00  SOFR  535  9/4/2030  USD   215,686    214,894    209,595   1,2,3,4
City Barbeque, LLC  Term Loan  9.03  SOFR  535  9/4/2030  USD   1,703,813    1,693,170    1,655,698   1,2,3,4
                           1,908,064    1,865,293    
Specialized Consumer Services - 3.1%                                    
CCG Group Acquisition Company  Term Loan  9.00  SOFR  450  12/30/2032  USD   6,052,347    6,052,347    6,036,480   1,2,3,4
Club Car Wash Operating, LLC  Delayed Draw  9.28-10.00  SOFR  550  6/16/2027  USD   2,847,104    2,882,884    2,854,585   1,2,3,4
                           8,935,231    8,891,065    
Trading Companies and Distributors - 5.3%                                    
BlastOne  Revolver  8.70  SOFR  500  8/1/2031  USD   344,488    342,865    344,488   1,2,3,4
BlastOne  Revolver  9.36  BBSW  500  8/1/2031  AUD   185,308    120,757    127,853   1,2,3,4
BlastOne  Term Loan  8.70  SOFR  500  8/1/2031  USD   3,770,423    3,753,009    3,789,526   1,2,3,4
BlastOne  Term Loan  9.36  BBSW  500  8/1/2031  AUD   490,896    323,319    340,410   1,2,3,4
Easy Ice, LLC  Delayed Draw  9.07-9.10  SOFR  525  10/30/2030  USD   158,024    157,370    158,131   1,2,3,4
Easy Ice, LLC  Revolver  9.07-9.11  SOFR  525  10/30/2030  USD   132,917    132,287    132,917   1,2,3,4
Easy Ice, LLC  Term Loan  9.07  SOFR  525  10/30/2030  USD   2,036,675    2,028,135    2,038,052   1,2,3,4
Shrieve Chemical Company, LLC  Revolver  9.67  SOFR  600  10/30/2030  USD   88,222    87,819    87,562   1,2,3
Shrieve Chemical Company, LLC  Term Loan  9.67  SOFR  600  10/30/2030  USD   2,298,145    2,287,972    2,280,950   1,2,3
TCP Buyer, Inc.  Revolver  8.38  SOFR  475  3/12/2031  USD   8,954    8,954    8,929   1,2,3,4
TCP Buyer, Inc.  Term Loan  8.38  SOFR  475  3/12/2031  USD   4,798,979    4,798,979    4,785,582   1,2,3,4
TCP Buyer, Inc.  Term Loan  7.01  CORRA  475  3/12/2031  CAD   518,043    380,754    371,275   1,2,3,4
TCP Buyer, Inc.  Term Loan  8.38  SOFR  475  3/12/2031  USD   806,656    806,656    804,404   1,2,3,4
                           15,228,876    15,270,079    
Utilities - 2.2%                                    
Superna Inc.  Term Loan  10.17  SOFR  625  3/5/2028  USD   6,351,523    6,408,852    6,415,038   1,2,3
Total Senior Secured Loans                          246,940,298    244,905,457    
                                     
Short-Term Investments - 10.2%                                    
Money Market Funds - 10.2%                                    
Fidelity Treasury Portfolio, Class I, 3.66%                     26,613,076    26,613,076    26,613,076   5
Fidelity Government Portfolio Institutional Class, 3.71%                     2,542,349    2,542,349    2,542,349   5
Total Short-Term Investments                          29,155,425    29,155,425    
                                     
Total Investments - 118.9%                         $342,858,983   $340,314,916    
Liabilities In Excess Of Other Assets - (18.9%)                               (54,064,221)   
Net Assets - 100.0%                              $286,250,695    

 

See accompanying notes to financial statements.

8

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

AUD - Australian Dollars
   
CAD - Canadian Dollars
   
USD - United States Dollar
   
BBSW - Bank Bill Swap Rate
   
CORRA - Canadian Overnight Repo Rate Average
   
SOFR - Secured Overnight Financing Rate

 

1Securities restricted to resale represent $311,159,491 or 108.7% of net assets.

 

2The fair value of this investment is determined using significant unobservable inputs and is classified as Level 3 on the GAAP hierarchy.

 

3Variable or floating rate security. The rate in effect as of March 31, 2026, is based on the reference rate plus the displayed spread as of the security’s last reset date.

 

4A portion of this investment was not funded as of March 31, 2026. The Fund had $57,345,705 at par value in unfunded commitments as of March 31, 2026 (Note 4).

 

5Rate disclosed is the seven day effective yield as of March 31, 2026.

 

See accompanying notes to financial statements.

9

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

Additional Information on restricted securities is as follows:

 

Security  Investment Type  First Acquisition Date  Cost 
Bain Capital Private Credit Offshore Access Fund, L.P.     7/1/2025  $28,574,898 
AGTB BDC Holdings, L.P.     1/23/2026   10,000,000 
Audax Private Credit Fund, LLC     7/1/2025   27,679,136 
Fusion Buyer, Inc.  Term Loan  12/16/2025   3,500,000 
Patten Seed Company, LLC  Term Loan  3/10/2026   3,636,364 
Cardinal Parent, Inc.  Term Loan  3/7/2025   6,228,045 
G-3 Apollo Acquisition Corp.  Revolver  12/9/2025   64,191 
G-3 Apollo Acquisition Corp.  Term Loan  3/7/2025   2,974,566 
Govineer Solutions LLC  Revolver  2/26/2026   51,309 
Govineer Solutions LLC  Term Loan  1/31/2025   1,873,322 
G-3 Frax Acquisition LLC  Term Loan  1/30/2026   6,255,000 
Lido Advisors, LLC  Delayed Draw  12/18/2025   1,450,725 
Lido Advisors, LLC  Term Loan  12/18/2025   4,627,864 
Petra Borrower, LLC  Delayed Draw  11/17/2025   678,322 
Petra Borrower, LLC  Revolver  3/10/2026   190,570 
Petra Borrower, LLC  Term Loan  1/30/2025   1,805,497 
Alogent Holdings, Inc.  Term Loan  1/21/2026   4,982,137 
Comet Bidco Limited  Delayed Draw  1/30/2026   2,826 
Comet Bidco Limited  Term Loan  1/30/2026   4,521,739 
Lindsay Precast, LLC  Revolver  12/31/2025   144,828 
Lindsay Precast, LLC  Term Loan  12/31/2025   4,224,138 
INW Manufacturing, LLC  Term Loan  3/19/2026   6,930,367 
Alpha US Buyer, LLC  Delayed Draw  6/17/2025   903,983 
Alpha US Buyer, LLC  Term Loan  6/17/2025   1,382,271 
Pareto Buyers, LLC  Term Loan  12/18/2025   3,412,698 
DTIQ Technologies, Inc.  Term Loan  1/16/2026   2,084,140 
Innovative Discovery, LLC  Term Loan  3/3/2026   4,125,076 
Innovative Discovery, LLC  Revolver  3/30/2026   13,668 
Innovative Discovery, LLC  Term Loan  8/6/2025   4,556,274 
Owl Acquisition, LLC  Delayed Draw  5/6/2025   80,110 
Owl Acquisition, LLC  Revolver  3/30/2026   183,580 
Owl Acquisition, LLC  Term Loan  7/9/2025   4,816,157 
WER Holdings, LLC  Delayed Draw  9/30/2025   1,710,667 
WER Holdings, LLC  Revolver  6/11/2025   239,732 
WER Holdings, LLC  Term Loan  6/11/2025   822,069 
Prescott’s Inc.  Delayed Draw  10/24/2025   426,543 
Prescott’s Inc.  Term Loan  1/10/2025   1,436,644 
Blue Cloud Pediatric Surgery Centers, LLC  Delayed Draw  6/17/2025   1,041,032 

 

See accompanying notes to financials statements.

10

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

Security  Investment Type  First Acquisition Date  Cost 
Blue Cloud Pediatric Surgery Centers, LLC  Revolver  2/27/2026   19,323 
Blue Cloud Pediatric Surgery Centers, LLC  Term Loan  6/17/2025  $2,995,128 
CRH Healthcare Purchaser, Inc.  Term Loan  9/17/2025   4,883,542 
Orion Midco, LLC  Term Loan  1/31/2025   2,236,317 
BCP Remed Holdings, Inc.  Revolver  4/11/2025   23,398 
BCP Remed Holdings, Inc.  Term Loan  4/11/2025   2,150,289 
HHS Buyer, Inc.  Delayed Draw  10/31/2025   2,914,150 
HHS Buyer, Inc.  Term Loan  7/18/2025   1,380,476 
MTS Buyer, Inc.  Term Loan  6/2/2025   2,933,684 
NMA Holdings, LLC  Delayed Draw  7/8/2025   88,008 
NMA Holdings, LLC  Term Loan  1/10/2025   1,904,885 
Psychiatric Medical Care LLC  Term Loan  6/27/2025   2,395,248 
RBFD Buyer, LLC  Delayed Draw  10/31/2025   107,870 
RBFD Buyer, LLC  Revolver  3/31/2025   51,720 
RBFD Buyer, LLC  Term Loan  12/31/2024   946,384 
Surgical Center Solutions LLC  Revolver  3/24/2025   38,615 
Surgical Center Solutions LLC  Term Loan  3/19/2025   4,235,834 
Acuity Eyecare Holdings, LLC  Delayed Draw  1/12/2026   2,309,638 
Acuity Eyecare Holdings, LLC  Term Loan  1/12/2026   500,292 
AQ Carver Buyer, Inc.  Term Loan  6/30/2025   6,315,823 
Aeritek Global CAD Acquisition Inc.  Revolver  9/25/2025   112,638 
Aeritek Global CAD Acquisition Inc.  Term Loan  9/25/2025   5,871,878 
Shape Technologies Group, Inc.  Term Loan  1/30/2025   2,778,993 
Vortex Companies, LLC  Delayed Draw  9/30/2025   2,325,685 
Vortex Companies, LLC  Term Loan  3/16/2025   1,243,812 
Vortex Intermediate, LLC  Term Loan  5/7/2025   3,851,290 
Meriplex Communications, LTD.  Term Loan  3/12/2026   6,390,842 
Pricelabs Revenue Inc.  Term Loan  3/19/2026   4,284,158 
Bridgepointe Technologies, LLC  Term Loan  3/11/2025   6,257,920 
Lighthouse Technologies Holding Corp.  Term Loan  12/11/2025   6,539,555 
CorePower Yoga, LLC  Term Loan  7/2/2025   5,518,948 
Play Holdings, Inc.  Revolver  11/12/2025   58,536 
Play Holdings, Inc.  Term Loan  11/12/2025   5,677,301 
CB Sports Holdings BIDCO, LLC  Revolver  3/17/2026   306,840 
CB Sports Holdings BIDCO, LLC  Term Loan  12/23/2025   2,751,395 
Bridges Consumer Healthcare Intermediate LLC  Delayed Draw  3/28/2025   1,401,407 
Bridges Consumer Healthcare Intermediate LLC  Term Loan  3/28/2025   3,830,324 
EverDriven Technologies, LLC  Term Loan  10/24/2025   6,619,755 
Community Management Holdings LLC  Delayed Draw  6/17/2025   771,732 

 

See accompanying notes to financials statements.

11

 

iDirect Private Credit Fund
PORTFOLIO OF INVESTMENTS (Continued)
March 31, 2026

 

Security  Investment Type  First Acquisition Date  Cost 
Community Management Holdings LLC  Revolver  3/28/2025  $303,759 
Community Management Holdings LLC  Term Loan  3/28/2025   4,072,885 
Accordion Partners LLC  Term Loan  3/20/2025   7,109,933 
Aprio Advisory Group, LLC  Delayed Draw  3/28/2025   1,629,703 
Aprio Advisory Group, LLC  Revolver  2/25/2026   382,902 
Aprio Advisory Group, LLC  Term Loan  3/28/2025   3,888,307 
Franklin Energy  Revolver  9/11/2025   142,468 
Franklin Energy  Term Loan  9/11/2025   5,652,913 
Pearl Meyer & Partners, LLC  Revolver  1/20/2026   494,965 
Pearl Meyer & Partners, LLC  Term Loan  1/10/2025   4,381,353 
City Barbeque, LLC  Delayed Draw  3/16/2026   214,894 
City Barbeque, LLC  Term Loan  1/31/2025   1,693,170 
CCG Group Acquisition Company  Term Loan  12/31/2025   6,052,347 
Club Car Wash Operating, LLC  Delayed Draw  8/20/2025   2,882,884 
BlastOne  Revolver  9/11/2025   342,865 
BlastOne  Revolver  9/11/2025   120,757 
BlastOne  Term Loan  9/11/2025   3,753,009 
BlastOne  Term Loan  9/11/2025   323,319 
Easy Ice, LLC  Delayed Draw  1/31/2025   157,370 
Easy Ice, LLC  Revolver  7/29/2025   132,287 
Easy Ice, LLC  Term Loan  1/31/2025   2,028,135 
Shrieve Chemical Company, LLC  Revolver  7/17/2025   87,819 
Shrieve Chemical Company, LLC  Term Loan  6/17/2025   2,287,972 
TCP Buyer, Inc.  Revolver  6/11/2025   8,954 
TCP Buyer, Inc.  Term Loan  6/11/2025   4,798,979 
TCP Buyer, Inc.  Term Loan  7/1/2025   380,754 
TCP Buyer, Inc.  Term Loan  10/14/2025   806,656 
Superna Inc.  Term Loan  1/8/2026   6,408,852 
         $313,194,332 

 

See accompanying notes to financials statements.

12

 

iDirect Private Credit Fund
STATEMENT OF ASSETS AND LIABILITIES
March 31, 2026

 

ASSETS     
Investments:     
Investments at fair value (cost $342,858,983)  $340,314,916 
Cash   518,511 
Foreign Cash (cost $10,250)   10,250 
Interest income receivable   1,277,646 
Receivable for fund shares sold   15,248 
Prepaid expenses and deferred offering costs   1,081,757 
TOTAL ASSETS  $343,218,328 
      
LIABILITIES     
Line of credit payable   54,902,500 
Offering costs payable   445,146 
Organizational costs payable   54,854 
Management fee payable to adviser   789,776 
Distribution and Servicing fees payable to distributor   24 
Audit and tax fees   137,964 
Service fee payable to related parties   158,622 
Directors’ fees   12,860 
Interest expense   241,372 
Accrued expenses and other liabilities   224,515 
TOTAL LIABILITIES   56,967,633 
      
NET ASSETS  $286,250,695 
      
Composition of Net Assets:     
Paid-in capital  $288,500,437 
Accumulated earnings/(deficit)   (2,249,742)
NET ASSETS  $286,250,695 
      
Class I Shares:     
Net assets  $286,248,728 
Shares of beneficial interest outstanding [$0 par value]   29,155,503 
Net asset value (Net Assets ÷ Shares Outstanding), offering price and repurchase price per share  $9.82 
      
Class A Shares:     
Net assets  $980 
Shares of beneficial interest outstanding [$0 par value]   100 
Net asset value (Net Assets ÷ Shares Outstanding) and repurchase price per share  $9.80 
Maximum offering price per share (net asset value plus maximum sales load of 3.50%)  $10.16 
      
Class D Shares:     
Net assets  $987 
Shares of beneficial interest outstanding [$0 par value]   100 
Net asset value (Net Assets ÷ Shares Outstanding), offering price and repurchase price per share  $9.87 

 

See accompanying notes to financial statements.

13

 

iDirect Private Credit Fund
STATEMENT OF OPERATIONS
For the Year Ended March 31, 2026

 

INVESTMENT INCOME     
Interest Income  $16,112,393 
Dividend income   2,765,293 
TOTAL INVESTMENT INCOME   18,877,686 
      
EXPENSES     
Management fees   3,166,909 
12b-1 Class A   5 
12b-1 Class D   23 
Line of credit fees   672,877 
Pricing service fees   315,479 
Interest expense   241,372 
Legal fees   553,741 
Offering costs   259,668 
Transfer agent fees   98,098 
Administrative services fees   131,408 
Accounting services fees   92,113 
Audit and tax fees   135,514 
Registration fees   58,877 
Custodian fees   63,015 
Printing and postage expense   33,946 
Chief compliance officer fees   38,909 
Directors’ fees and expenses   41,482 
Insurance expense   3,997 
Other expenses   108,472 
TOTAL EXPENSES   6,015,905 
      
Expense offset   (820,824)
Management fee waiver   (486,980)
NET EXPENSES   4,708,101 
      
NET INVESTMENT INCOME   14,169,585 
      
NET REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY     
NET REALIZED GAIN/(LOSS) ON:     
Foreign currency transactions   (1,328)
NET REALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS   (1,328)
      
NET CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION) ON:     
Investments   (2,537,273)
Foreign currency translations   (114)
NET CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION) ON     
INVESTMENTS AND FOREIGN CURRENCY TRANSLATIONS   (2,537,387)
      
NET CHANGE IN REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY   (2,538,715)
      
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  $11,630,870 

 

See accompanying notes to financial statements.

14

 

iDirect Private Credit Fund
STATEMENT OF CHANGES IN NET ASSETS

 

   For the   For the Period from 
   Year Ended   December 2, 2024 (1) 
   March 31, 2026   to March 31, 2025 
INCREASE IN NET ASSETS FROM OPERATIONS          
Net investment income  $14,169,585   $535,379 
Net realized gain/(loss) on investments and foreign currency transactions   (1,328)    
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translations   (2,537,387)   (6,794)
Net increase in net assets resulting from operations   11,630,870    528,585 
           
DISTRIBUTIONS TO INVESTORS          
From distributable earnings          
Class I   (14,287,183)   (509,660)
Class A   (40)    
Class D   (838)    
From return of capital          
Class I   (952,368)    
Class A   (3)    
Class D   (49)    
Total distributions to investors   (15,240,481)   (509,660)
           
BENEFICIAL INTEREST TRANSACTIONS          
Proceeds from partner contributions          
Class I (2)   142,354,831    104,644,923 
Proceeds from shares sold          
Class I   54,624,159     
Class A   1,000     
Class D   56,550     
Reinvestment of distributions          
Class I   4,667,442     
Repurchase of shares          
Class I   (16,452,037)    
Class D   (55,487)    
Total increase in net assets from shares of beneficial interest transactions   185,196,458    104,644,923 
           
NET INCREASE IN NET ASSETS FROM OPERATIONS, DISTRIBUTIONS, AND BENEFICIAL INTEREST TRANSACTIONS   181,586,847    104,663,848 
           
NET ASSETS          
Beginning of period   104,663,848     
End of period  $286,250,695   $104,663,848 
           
Class I: (3)          
Beginning Balance:         
Conversion of partnership interest to units   24,858,456      
Shares sold   5,472,592      
Shares reinvested   472,404      
Shares repurchased   (1,647,949)     
Ending Balance   29,155,503      
           
Class A: (4)          
Beginning Balance         
Shares sold   100      
Ending Balance   100      
           
Class D: (4)          
Beginning Balance         
Shares sold   5,688      
Shares repurchased   (5,588)     
Ending Balance   100      

 

(1)Commencement of operations.

 

(2)Represents beneficial interest transaction before July 12, 2025.

 

(3)The class became unitized as of July 12, 2025, the share activity is from July 12, 2025 to March 31, 2026.

 

(4)The class commenced operations July 12, 2025.

 

See accompanying notes to financial statements.

15

 

iDirect Private Credit Fund
STATEMENT OF CASH FLOWS
For the Year Ended March 31, 2026

 

CASH FLOWS FROM OPERATING ACTIVITIES     
Net increase in net assets resulting from operations  $11,630,870 
Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operations:     
Purchases of investments   (272,620,170)
Paydowns of investments   18,299,017 
Net purchases of short-term investments   (1,491,148)
Net change in unrealized depreciation on investments   2,537,273 
Net change in unrealized depreciation on foreign currency translations   114 
Accretion of discount   (1,403)
Net realized losses from foreign currency transactions   1,328 
Amortization of prepaid expenses and deferred offering costs   322,542 
Decrease in prepaid investments   5,000,000 
Decrease in deferred offering costs   37,096 
Increase in interest income receivable   (1,062,819)
Increase in prepaid expenses and other assets   (1,081,757)
Decrease in payable for securities purchased   (15,067,459)
Increase in management fee payable due to adviser   1,156,974 
Increase in distribution and servicing fees payable to distributor   24 
Increase in service fee payable to related parties   157,622 
Decrease in directors’ fees   (12,640)
Increase in interest expense   241,372 
Increase in accrued expenses and other liabilities   (30,882)
Net cash used in operating activities   (251,984,046)
      
CASH FLOWS FROM FINANCING ACTIVITIES     
Proceeds from Line of Credit   54,902,500 
Proceeds from partner contributions   142,354,831 
Proceeds from shares issued   54,666,461 
Payment of shares repurchased   (16,507,524)
Distributions paid to shareholders   (11,082,699)
Net cash provided by financing activities   224,333,569 
      
Effect of foreign exchange rate changes in cash   (1,442)
      
NET DECREASE IN CASH   (27,651,919)
CASH - BEGINNING OF PERIOD   28,180,680 
CASH - END OF PERIOD  $528,761 
      
Reconciliation of cash and foreign currency at the end of year per Statement of Cash Flows to amounts reported on the Statement of Assets and Liabilities     
Cash  $518,511 
Foreign currency   10,250 
CASH - END OF PERIOD  $528,761 
      
Supplemental disclosure of cash activity     
Interest on borrowings  $241,372 

 

See accompanying notes to financial statements.

16

 

iDirect Private Credit Fund
FINANCIAL HIGHLIGHTS

 

   Class I   Class A   Class D 
   For the Year   For the Period from   For the Period from 
   Ended   July 12, 2025 (1) to   July 12, 2025 (1) to 
   March 31, 2026   March 31, 2026   March 31, 2026 
Net asset value, beginning of period (2)  $10.00   $10.00   $10.00 
Gain/(loss) from investment operations:               
Net investment income (3)   0.50    0.35    0.40 
Net realized and unrealized loss on investments   (0.19)   (0.12)   (0.12)
Net increase in net assets resulting from operations   0.31    0.23    0.28 
Less distributions to investors from:               
Net investment income   (0.46)   (0.40)   (0.38)
Net realized gain on investments   (0.00(10)   (0.00(10)   (0.00(10)
Return of capital   (0.03)   (0.03)   (0.03)
Total distributions   (0.49)   (0.43)   (0.41)
Net asset value, end of period  $9.82   $9.80   $9.87 
Total return (4,5)   4.81%   2.33%   2.89%
Net assets, end of period (000s)  $286,249   $1   $1 
Ratios/Supplemental Data:               
Ratio of gross expenses to average net assets (including interest expense) (6,7,8)   2.37%   3.23%   2.50%
Ratio of net expenses to average net assets (including interest expense) (7,9)   1.86%   2.89%   2.38%
Ratio of net investment income to average net assets (6)   5.59%   4.86%   5.58%
Portfolio turnover rate (5)   0%   0%   0%

 

(1)Commencement of operations.

 

(2)The fund became unitized as of July 12, 2025, the share activity is from July 12, 2025 to March 31, 2026.

 

(3)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for each period.

 

(4)Total returns shown exclude the effect of applicable sales charges and assumes reinvestment of all distributions.

 

(5)Not annualized for periods less than one year.

 

(6)Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Adviser.

 

(7)Ratios for periods less than one year are annualized. Certain non-recurring expenses incurred by the Fund are not annualized for periods less than one year.

 

(8) Ratio of gross expenses to average net assets (excluding interest expense). (4,5)   2.01%   2.90%   2.08%
                  
(9) Ratio of net expenses to average net assets (excluding interest expense). (5)   1.50%   2.50%   1.90%

 

(10)Less than .005 per share.

 

See accompanying notes to financial statements.

17

 

iDirect Private Credit Fund
FINANCIAL HIGHLIGHTS

 

   For the Period from 
   December 2, 2024 (1) 
   to March 31, 2025 
Total return (2)   1.11%
Net assets, end of period (000s)  $104,664 
Ratios/Supplemental Data     
Ratio of gross expenses to average net assets (3)   3.15%
Ratio of net expenses to average net assets (3)   0.80%
Ratio of net investment income to average net assets (3)   3.40%
Portfolio turnover rate (2)   0%

 

(1)Commencement of operations.

 

(2)Not annualized.

 

(3)The net investment income and expenses ratios, excluding nonrecurring expenses, have been annualized for a period less than twelve months.

 

See accompanying notes to financial statements.

18

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS
March 31, 2026

 

(1)Organization

 

iDirect Private Credit Fund (the “Fund”) is a newly formed Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company that is operated as an interval fund. The Fund was initially organized as a Delaware limited partnership on May 7, 2024, and commenced operations on December 2, 2024. The Fund became a registered investment company under the 1940 Act on December 3, 2024. The Fund was subsequently converted into a Delaware statutory trust on June 25, 2025, and its registration statement on Form N-2 was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on July 10, 2025. iDirect Private Credit Advisors, LLC is the investment adviser of the Fund (the “Adviser”).

 

The Fund currently offers three classes of shares of beneficial interest (the “Shares”): Class A, Class D and Class I. The minimum initial investment for an investor in the Fund is $2,500 for Class A Shares and Class D Shares and $1,000,000 for Class I Shares. The minimum additional investment in the Fund by any investor is $500 for Class A Shares and Class D Shares. There is no minimum subsequent investment amount for Class I Shares. Class A Shares are sold at net asset value (“NAV”) plus a maximum sales charge of 3.50% and are subject to an annual distribution and servicing fee payable monthly. Class D Shares are sold at NAV and are subject to an annual distribution and servicing fee payable monthly. Class I Shares are sold at NAV without an initial sales charge and are not subject to a distribution or shareholder servicing fee. All classes of Shares have equal voting privileges except that each class has exclusive voting rights with respect to its service and/or distribution plans. The Fund’s income, expenses (other than class-specific distribution fees), and realized and unrealized gains and losses are allocated proportionately daily based upon the relative net assets of each class.

 

The Fund’s investment objective is to seek attractive risk-adjusted returns, with a focus on current income. The Fund invests at least 80% of its net assets, plus any borrowings for investment purposes (measured at the time of purchase), in private middle-market credit instruments, including direct lending investments (such as first lien and unitranche loans and, to a lesser extent, second lien loans and mezzanine debt) (“Direct Loan Interests”) sourced by the Core Managers (as defined below). To a lesser extent, the Fund also invests in business development companies (“BDCs”), private credit funds, and the debt and equity tranches of collateralized loan obligations (“CLOs”) that are sponsored or managed by the Core Managers (collectively, “Investment Vehicle Interests” and, together with the Direct Loan Interests, “Investment Interests”). The “Core Managers” are Audax Management Company (NY), LLC or an affiliate (collectively, “Audax Private Debt”), Bain Capital Credit, L.P. or an affiliate (collectively, “Bain Capital Credit”), and Charlesbank Capital Partners, LLC or an affiliate (collectively, “Charlesbank Credit”). The Fund intends to (i) invest approximately 90% of its assets in Investment Interests; (ii) allocate approximately one-third of the value of its Investment Interests sourced by, or sponsored or managed by, each Core Manager; and (iii) invest approximately 10% of its assets in more liquid securities for cash management purposes.

 

Operating Segments—The Fund has adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of the standard impacted financial statement disclosures only and did not affect the Fund’s financial position or the results of its operations. An operating segment is defined as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is comprised of the portfolio manager and Treasurer of the Fund. The Fund operates as a single operating segment. The Fund’s income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of the Fund, using the information presented in the financial statements and financial highlights.

19

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

(2)Significant Accounting Policies

 

Basis of Presentation—Under FASB’s Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies, the Fund follows accounting and reporting guidance for investment companies. The Fund’s financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”). The preparation of financial statements requires the Fund’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of investment income and expenses during the reporting period. Actual results could differ from those estimates.

 

Investment Transactions and Related Investment Income and Expenses—Investment transactions are accounted for on a trade-date basis. Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund, and interest income is recognized on an accrual basis. Discounts and premiums on debt securities are amortized over their respective lives using the effective interest method. Realized gains or losses from investment transactions are recorded on a specific identification basis. Changes in the fair value of the investments are accounted for as a net change in unrealized gain or loss on the statement of operations.

 

Cash—Cash consists of monies held at UMB Bank, N.A. Such cash may exceed federally insured limits. The Fund has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on such accounts. There are no restrictions on the cash held by the Fund.

 

Short-Term Investments—Short-term investments represent investments in high-quality money market instruments and money market mutual funds and are recorded at NAV per Share, which approximates fair value. Money market instruments are high quality, short-term fixed-income obligations, which generally have remaining maturities of one year or less and may include U.S. Government securities, commercial paper, certificates of deposit and bankers’ acceptances issued by domestic branches of U.S. banks that are members of the Federal Deposit Insurance Corporation, and repurchase agreements.

 

Dividends and Distributions to Shareholders—Dividends from net investment income are declared and distributed at least annually and are recorded on ex-dividend date. Distributable net realized capital gains are declared and distributed at least annually. Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These book/tax differences are considered either temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification.

 

Federal Income Taxes—In accordance with ASC Topic 740, Accounting for Uncertainty in Income Taxes, the Fund does not record a provision for U.S. federal, state, or local income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. Generally, the Fund is subject to income tax examinations by major taxing authorities for the three years prior to the year covered by these financial statements.

 

Effective January 1, 2025, the Fund is qualified, and intends to elect, to be treated as a regulated investment company (“RIC”) under the provisions of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and net realized gains (after reduction for capital loss carryforwards) to shareholders.

 

The Fund is required to determine whether its tax positions are more likely than not to be sustained upon examination by the applicable taxing authority, based on the technical merits of the position. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant taxing authorities. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits for the periods from December 2, 2024 (commencement of operations) to March 31, 2025, and April 1, 2025 to March 31, 2026. However, the Fund’s conclusions may be subject to review and adjustment at a later date based on factors including, but not limited to, questioning the timing and amount of deductions, the nexus of income

20

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

among various tax jurisdictions, compliance with U.S. federal, state, and foreign tax laws, and changes in the administrative practices and precedents of the relevant taxing authorities.

 

Foreign currency translation—Assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Transactions denominated in foreign currencies, including purchases and sales of investments and income and expenses, are translated into U.S. dollar amounts on the date of those transactions. The Fund isolates that portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of investments held. Adjustments arising from foreign currency transactions and translation of assets and liabilities denominated in foreign currencies are reflected as net realized gain/(loss) on foreign currency transactions and net change in unrealized appreciation/(depreciation) on foreign currency translations in the statement of operations.

 

Reported net realized gain or loss from foreign currency transactions arises from sales of portfolio securities; sales and maturities of short-term securities; sales of foreign currencies; currency gains or losses realized between the trade and settlement dates on securities transactions; and differences between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net change in unrealized appreciation/(depreciation) from translation of assets and liabilities in foreign currencies arises from changes in the fair values of assets and liabilities, including investments in securities, resulting from changes in exchange rates.

 

(3)Fair Value Measurements

 

The Fund utilizes various methods to measure the fair value of its investments. GAAP establishes a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. In accordance with ASC Topic 820, these inputs are summarized below:

 

Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities.

 

Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market for similar instruments, and fair value is determined through the use of models or other valuation methodologies.

 

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. The categorization of Level 2 or Level 3 is based on the significance of the unobservable inputs to the overall valuation. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for investments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement.

 

Direct Lending Investments—Direct lending investments are generally valued using unobservable pricing inputs received from the Fund’s third-party valuation agents or its investment partners. Direct lending investments may be valued utilizing the income approach, market approach, or liquidation. The income approach values an investment by estimating the present value of future economic benefits it is expected to produce. These benefits include earnings, cash flows, and disposition proceeds. Expected current value is determined by discounting expected cash flows at a rate of return (discount

21

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

rate or cost of capital) that reflects the risk associated with realizing the cash flows in the amounts and times projected. Enterprise value, a market approach, values an investment by determining the value of a company and allocating the value to the debt. Enterprise value uses a multiple analysis, whereby appropriate multiples are applied to the portfolio company’s revenues or net income before net interest expense, income tax expense, depreciation, and amortization. The liquidation approach values an investment by analyzing the underlying collateral of the loan, as set forth in the associated loan agreements and borrowing base certificates. Liquidation valuations may be determined using a net orderly liquidation value, a forced liquidation value, or other methodology. Such liquidation values may be further reduced by certain reserves that may reduce the value of the collateral available to support the outstanding debt in a wind-down scenario. The Adviser will continuously monitor the valuations of the Fund investments provided by the third-party valuation agent or its investment partners and review any material concerns with the Adviser’s Pricing and Valuation Committee. The values of the Fund’s direct lending investments are adjusted daily based on their remaining duration as well as certain market factors. The Adviser, other third-party valuation agents, and the Adviser’s Pricing and Valuation Committee monitor these estimates regularly and update them as necessary if macro or individual changes warrant any adjustments. At the end of the quarter, each valuation is adjusted based on the updated financial information received from the underlying companies. This information is updated as soon as it becomes available. This comprehensive approach to valuing direct lending investments highlights the importance of both initial transaction pricing and ongoing assessments by third-party valuation agents. The dual focus on daily and quarterly adjustments ensures that the Fund’s valuations remain relevant and reflective of market conditions. Initial purchases of investments, including Direct Loans, may be fair valued at their cost, which approximates market value, and are monitored for any significant positive or negative events subsequent to the date of the original investment that necessitate a change to another valuation method, such as the market or income approach.

 

Business Development Companies (“BDC”)—BDCs are generally valued at their recent transaction price until the first NAV statement is made available and adjusted for any subsequent subscriptions. Following that, BDCs will be valued based on their most recent NAV statement and adjusted for any subsequent subscriptions or redemptions.

 

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. The following table summarizes the inputs used to value the Fund’s investments by fair value hierarchy as of March 31, 2026:

 

               Investment     
   Level 1   Level 2   Level 3   Valued at NAV (1)   Total 
Assets:                         
Investment Interests  $   $   $10,000,000   $56,254,034   $66,254,034 
Senior Secured Loans           244,905,457        244,905,457 
Money Market Funds   29,155,425                29,155,425 
Total  $29,155,425   $   $254,905,457   $56,254,034   $340,314,916 

 

(1)Investments valued using NAV as the practical expedient, an indicator of fair value, are listed in a separate column to permit reconciliation to totals presented on the Statement of Assets and Liabilities.

 

Investments Valued at NAV – The Fund records its investment in the Investment Interests at fair value in accordance with ASC Topic 820, based on the Fund’s proportionate share of its interest in the net assets of the Investment Interests. ASC Topic 820 permits a reporting entity to measure the fair value of an investment interest that does not have a readily determinable fair value based on NAV per Share, or its equivalent, of the investment interest as a practical expedient, without further adjustment. If the practical expedient NAV is not as of the reporting entity’s measurement date, then the NAV should be adjusted to reflect any significant events that may change the valuation. In using NAV as a practical expedient, certain attributes of the investment that may impact its fair value are not considered in measuring fair value.

22

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

The value assigned to the Fund’s investments in the Investment Interests is based on available information and does not necessarily represent the amount that might ultimately be realized, as that amount depends on future circumstances and cannot reasonably be determined until the Investment Interests investments are liquidated. Furthermore, the Fund’s investment in the Investment Interests is indirectly subject to any restrictions on the liquidity of the Investment Interests investments. The Fund’s investments in the Investment Interests totaled $66,254,034 as of March 31, 2026, and can be liquidated in accordance with the Investment Interests liquidation terms.

 

The following table is a reconciliation of investments in which significant Level 3 unobservable inputs were used in determining fair value as of March 31, 2026:

 

           Proceeds from       Change in             
   Beginning   Purchases   Sales and       Unrealized   Accrued   Transfers   Ending 
   Balance   of   Paydowns of   Realized   Appreciation   Discounts   Into and Out   Balance 
   March 31, 2025   Investments   Investments   Loss   (Depreciation)   Premiums   of Level 3   March 31, 2026 
Investment Funds  $2,574,772   $64,188,488   $   $   $62,564   $   $(56,825,824)  $10,000,000 
Senior Secured Loans   56,799,436    208,431,682    (18,299,017)   0    (2,028,047)   1,403    0    244,905,457 
   $59,374,208   $272,620,170   $(18,299,017)  $   $(1,965,483)  $1,403   $(56,825,824)  $254,905,457 

 

The following table summarizes the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy as of March 31, 2026:

 

   Fair Value at   Valuation  Unobservable   
   March 31, 2026   Techniques  Inputs  Range
Investment Funds  $10,000,000   Market Approach  Recent Transaction Price  N/A
Senior Secured Loans   53,352,296   Market Approach  Recent Transaction Price  N/A
Senior Secured Loans   191,553,161   Income Approach  Discount Rate  8.75%-13.20%
   $254,905,457          

 

(4)Unfunded Investment Commitments

 

The Fund may enter into certain loan agreements, all or a portion of which may be unfunded. The Fund is obligated to fund these commitments at the borrower’s discretion. These commitments are disclosed below at par value. As of March 31, 2026, the Fund had sufficient liquidity to cover these commitments.

23

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

As of March 31, 2026, the Fund had the following unfunded investment commitments:

 

Aeritek Global CAD Acquisition Inc.  $473,098 
Alogent Holdings, Inc.   1,968,750 
Aprio Advisor Group, LLC   411,184 
Associated Spring US LLC   171,938 
Avita Pharmacy   412,088 
BCP Remed Holdings, Inc.   799,500 
BlastOne   1,502,451 
Blue Cloud Pediatric Surgery Centers, LLC   798,031 
Bridges Consumer Healthcare Intermediate LLC   1,099,126 
CB Sports Holdings BIDCO, LLC   4,107,257 
Certified Collision Group   947,653 
City Barbeque, LLC   808,824 
Club Car Wash Operating, LLC   279,077 
Comet Bidco Limited   1,975,435 
Community Management Holdings LLC   1,171,898 
CorePower Yoga, LLC   664,000 
CRH Healthcare Purchaser Inc   1,568,966 
Easy Ice, LLC   395,453 
Franklin Energy   413,486 
Fusion Buyer, Inc.   3,500,000 
G-3 Frax Acquisition LLC   1,225,500 
Govineer Solutions LLC   807,812 
HHS Buyer, Inc.   588,235 
Innovative Discovery, LLC   844,156 
Liberty Purchaser, LLC   7,000,000 
Lido Advisors, LLC   567,677 
Lighthouse Technologies Holding Corp.   445,104 
Lindsay Precast, LLC   2,631,034 
MTS Buyer, Inc.   2,031,250 
NMA Holdings, LLC   719,853 
Orion Midco, LLC   455,863 
Owl Acquisition, LLC   1,133,687 
Pareto Buyers, LLC   1,587,302 
Patten Seed Company, LLC   1,363,636 
Pearl Meyer & Partners, LLC   1,318,548 
Petra Borrower, LLC   82,904 
Play Holdings, Inc.   709,091 
Prescott’s Inc.   859,375 
Pricelabs Revenue Inc.   2,672,727 
Psychiatric Medical Care LLC   576,923 
RBFD Buyer, LLC   276,590 
Shrieve Chemical Company, LLC   96,526 
Surgical Center Solutions LLC   1,904,540 
TCP Buyer, Inc.   662,607 
WER Holdings, LLC   3,316,550 
   $57,345,705 

24

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

(5)Investment Transactions

 

Purchases of investments and proceeds from sales and paydowns of investments (excluding short-term securities) for the year ended March 31, 2026 were $272,620,170 and $18,299,017, respectively.

 

(6)Management Fees, Related Party Fees, and Expenses

 

Management Fees—For its investment management and administrative services to the Fund, the Fund will pay the Adviser a monthly fee (the “Management Fee”) equal to 0.1042% (i.e., 1.25% per annum) based on the Fund’s average daily net assets. The Management Fee is calculated and payable monthly in arrears. Prior to July 12, 2025, the Fund paid the Adviser 0.1042% (i.e., 1.25% per annum) of each Limited Partner’s NAV. Prior to July 12, 2025, the Management Fee was waived by an amount equal to 0.0792% (i.e., 0.95% per annum) of the NAV of each Limited Partner’s Capital Account per annum (the “Management Fee Waiver”), thereby reducing the Management Fee to 0.025% per month (i.e., 0.30% per annum). For the period from July 12, 2025 through March 31, 2026, the Fund incurred and paid $2,526,146 for Management Fees to the Adviser. For the period from April 1, 2025 through July 11, 2025, the Fund incurred $640,763 in Management Fees, of which $486,980 was waived, as reflected in the Fund’s Statement of Operations.

 

Related Party Fees—Prior to July 12, 2025, a fee for investor services provided by iCapital Markets LLC (“Distributor”) was assessed separately for each Class A Limited Partner (the Class A Limited Partner’s “Investor Servicing Fee”) equal to 0.0625% per month (i.e., 0.75% per annum) for each Class A Limited Partner. Upfront placement fees and sales commissions were paid, if any, by the limited partners and were not the expenses of the Fund.

 

The Fund has adopted a Plan of Distribution for Class A and Class D. The Fund pays a monthly fee out of the net assets of Class A and Class D Shares at the annual rate of 0.75% and 0.15% of the aggregate NAV of the Class A and Class D Shares, based on the average daily NAV of the Fund’s Class A Shares and Class D Shares, respectively (before any repurchase of Shares) (the “Distribution and Servicing Fee”). The Fund will not pay any fee to the Distributor with respect to the distribution of Class I Shares. For the period from July 12, 2025 to March 31, 2026, the Distribution and Servicing Fees payable to the Distributor were $5 and $23 for Class A Shares and Class D Shares, respectively.

 

Expenses—The Fund bears its own ordinary operating expenses including administrative expenses, custodial costs, legal expenses, accounting expenses, auditing and tax preparation expenses, insurance premiums, shareholder meeting costs, and other expenses related to the Fund (collectively, the “Ordinary Operating Expenses”); and extraordinary expenses including, but not limited to, taxes, if any, imposed on the Fund, the costs of litigation brought by or against the Fund, any expenses associated with the Fund’s indemnification obligations, and any expenses relating to enforcing or protecting the Fund’s rights with respect to portfolio investments and investment expenses.

 

The Adviser entered into an “Expense Limitation and Reimbursement Agreement” with the Fund to limit until July 12, 2026 (the “Limitation Period”), the amount of “Specified Expenses” (as described below) borne by the Fund in respect of Class A Shares, Class D Shares and Class I Shares during the Limitation Period to an amount not to exceed 0.50% per annum of the Fund’s average daily net assets attributable to such Class (the “Expense Cap”). “Specified Expenses” is defined to include all expenses incurred in the business of the Fund, provided that the following expenses are excluded from the definition of Specified Expenses: (i) the Management Fee, Distribution and Servicing Fees and Investment Interest expenses (which consist of any costs or expenses in connection with the Fund’s acquisition of, or admission to, the Investment Interests (including transaction costs and legal costs associated with the Investment Interests) and any ongoing costs and expenses of the Investment Interests that are passed through to the Fund (i.e., acquired fund fees and expenses)); (ii) interest expenses and related borrowing costs incurred by the Fund; (iii) other investment-related expenses of the Fund (including financing, commitment, origination and other similar fees and expenses); (iv) taxes; and (v) litigation and other extraordinary expenses. The Adviser may extend the Limitation Period for the Fund on an annual basis. To the extent that Specified Expenses in respect of any Class of Shares for any month exceed the Expense Cap applicable to a Class of Shares, the Adviser will reimburse the Fund for expenses to the extent necessary to eliminate such excess. To the extent that the Adviser bears Specified Expenses in respect of a Class of Shares, it is permitted to receive reimbursement for any expense amounts previously paid or borne by the Adviser, for a period not to exceed three years from the date on which such

25

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

expenses were paid or borne by the Adviser, even if such reimbursement occurs after the termination of the Limitation Period, provided that the Specified Expenses in respect of the applicable Class of Shares have fallen to a level below the Expense Cap and the reimbursement amount does not raise the level of Specified Expenses in respect of a Class of Shares in the month the reimbursement is being made to a level that exceeds the Expense Cap at the time of such reimbursement or the Expense Cap in place at the time the expense amounts were previously paid or borne by the Adviser (whichever is lower). For the year ended March 31, 2026, the Fund was reimbursed $334,612 by the Adviser, presented as part of the expense offset on the Statement of Operations and is subject to potential recovery through March 31, 2029.

 

Prior to July 12, 2025, to the extent that Capped Expenses (as defined below) payable in any fiscal year exceeded 0.40% per annum of the month-end NAV of the Fund for such fiscal year (the “Prior Expense Cap”) the Adviser or its affiliates voluntarily agreed to bear any such Excess Fund Expenses (“Excess Fund Expenses”). “Capped Expenses” means Fund expenses, as listed above, excluding (i) the Management Fee, Investor Servicing Fee, Organization Costs, and Investment Interest expenses (which consist of costs or expenses in connection with the Fund’s acquisition of, or admission to, the Investment Interests, including transaction costs and legal costs associated with the Investment Interests, and any ongoing costs and expenses of the Investment Interests that are passed through to the Fund); (ii) interest expenses and related borrowing costs incurred by the Fund; (iii) other investment-related expenses of the Fund (including financing, commitment, origination, and other similar fees and expenses); (iv) taxes; and (v) litigation and other extraordinary expenses. For the year ended March 31, 2026, the Fund was reimbursed $486,212 by the Adviser, presented as part of the expense offset on the Statement of Operations which are subject to potential recovery through March 31, 2029.

 

Organizational and Offering Expenses—Organizational costs are expensed as incurred. Offering costs are accounted for as a deferred charge from the commencement of operations and are thereafter amortized to expense over twelve months on a straight-line basis. Organizational costs consist of the costs of forming the Fund; drafting of bylaws, administration, custody and transfer agency agreements; and legal services in connection with the initial meeting of the Board of Trustees (the “Board”). Offering costs consist of the costs of preparing, reviewing and filing with the SEC the Fund’s registration statement on Form N-2; the costs of preparing, reviewing and filing of any associated marketing or similar materials; the costs associated with the printing, mailing or other distribution of the Fund’s Prospectus, Statement of Additional Information and/or marketing materials; and the amounts of associated filing fees and legal fees associated with the offering. The Fund will pay for organizational and initial offering expenses up to a limit of $500,000. The Adviser, or its affiliates, will bear any organizational and initial offering expenses in excess of the $500,000 limit. The aggregate amount of organizational costs and offering costs recorded for the year ended March 31, 2026, was $0 and $259,668, respectively, as presented on the Statement of Operations.

 

The Board provides supervision of the affairs of the Fund. The Trustees of the Fund, who are not affiliated with the Adviser, receive an annual retainer and per-meeting fees for special meetings and are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairperson of the Board, the Audit Committee Chair, and the Nominating and Governance Committee Chair receive additional annual retainers. The Trustees do not receive any pension or retirement benefits from the Fund. Trustee fees and expenses incurred for the year ended March 31, 2026, are included in Directors’ fees and expenses in the Statement of Operations.

 

Ultimus Fund Solutions (“UFS”)—UFS provides administration, fund accounting, and transfer agent services to the Fund. Pursuant to the servicing agreement with UFS, the Fund pays UFS customary fees for providing such services to the Fund. During the year ended March 31, 2026, certain officers of the Fund were also officers of UFS and were not paid any fees directly by the Fund for serving in such capacities. For the period from July 12, 2025 to March 31, 2026, the Fund incurred $95,658 of administrative service fees, $98,098 of transfer agent fees, and $92,113 of fund accounting fees, which are included in the Statement of Operations. As of March 31, 2026, the Fund has a payable to UFS of $158,622 for administration, transfer agent, and fund accounting fees, which is included in service fees payable to related parties on the Statement of Assets and Liabilities. For the period from April 1, 2025 to July 11, 2025, Ultimus Leverpoint Private Fund Solutions, LLC served as the Fund’s administrator, during which time the Fund incurred $35,750 of administrative service fees, which are included in the Statement of Operations. As of March 31, 2026, the Fund has a payable to Ultimus Leverpoint Private Fund Solutions, LLC of $0, which is included in service fees payable to related parties on the Statement of Assets and Liabilities.

26

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

Northern Lights Compliance Services, LLC (“NLCS”)—NLCS, a related party of UFS, provides compliance services and a chief compliance officer, pursuant to a consulting agreement between NLCS and the Fund. For the year ended March 31, 2026, the Fund incurred $38,909 in NLCS customary fees, which are included in chief compliance officer fees on the Statement of Operations. As of March 31, 2026, the Fund has a payable to NLCS of $0 for chief compliance officer fees, which is included in service fees payable to related parties on the Statement of Assets and Liabilities.

 

Blu Giant, LLC (“Blu Giant”)—Blu Giant, a related party of UFS, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the year ended March 31, 2026, the Fund incurred and paid $33,946 in printing and postage expenses, which are included in the Statement of Operations.

 

(7)Risks, Uncertainties, and Indemnifications

 

Please refer to the Fund’s prospectus and statement of additional information for a full listing of risks associated with investing in the Fund.

 

In the ordinary course of business, the Fund manages a variety of risks. The Fund identifies, measures, and monitors risks through various control mechanisms. Multiple market risk factors exist, which could cause the Fund to lose some or all of its invested capital. Market and other risk factors are outlined below:

 

General Economic and Other Risk Factors—The Fund’s investment in the Investment Interests may be significantly impacted by general economic and political conditions, including global, domestic, and industry-specific factors.

 

Political developments, cybersecurity attacks, natural disasters, public health crises, and other events outside of the Fund’s control can also adversely impact the Fund and its Investment Interests in material respects. For example, if any of these events occurred, it may have an impact on the Investment Interests’ fair value measurements, financing arrangements, or their ability to achieve their investment objectives, and the impact could be material.

 

Credit Risk and Concentration Risk—The Fund primarily invests in loans. Until such investments are sold or mature, the Fund is exposed to credit risk relating to whether the issuer will meet its obligation as it comes due.

 

The Fund is exposed to interest rate risk to the extent that changes in prevailing interest rates could negatively affect its value.

 

Liquidity Risk—The liquidity of the market for senior secured loans held by the Fund has fluctuated over time and may at times be illiquid. Liquidity relates to the ability of the Fund to sell an investment in a timely manner at a fair price. The market for less liquid investments may be more volatile than the market for highly liquid securities. Investments in relatively illiquid securities may restrict the ability of the Fund to dispose of its investments at a price and time that it wishes to do so. If the Fund were forced to dispose of an illiquid investment at an inopportune time, it might be forced to do so at a substantial discount to fair value, resulting in a loss to the Fund. The Fund’s investments in assets that the Adviser determines to have limited liquidity may constitute a material portion of the Fund’s investment portfolio.

 

Indemnifications—In the normal course of its business, the Fund enters into contracts and agreements with certain service providers, such as clearing and custody agents, trustees, and administrators, that contain a variety of representations and warranties and which provide general indemnifications and guarantees against specified potential losses in connection with their activities as an agent of, or providing services to, the Fund. The Fund’s maximum exposure under these agreements is unknown, as this may involve future claims that could be made against the Fund and have not yet occurred. The Fund expects the risk of any future obligation under these arrangements to be remote and has not recorded any contingent liability in the financial statements for these indemnifications.

27

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

(8)Repurchase of Shares

 

The Fund is structured as an interval fund and intends to conduct quarterly offers at NAV to repurchase between 5% and 25% of outstanding Shares, pursuant to Rule 23c-3 under the 1940 Act, unless such offer is suspended or postponed in accordance with regulatory requirements (as discussed below). In connection with any given quarterly repurchase offer, the Fund currently intends to repurchase 5% of its outstanding Shares. Quarterly repurchases will occur in the months of March, June, September, and December. The offer to purchase Shares is a fundamental policy that may not be changed without the vote of the holders of a majority of the Fund’s outstanding voting securities (as defined in the 1940 Act). A shareholder notification will be made available to shareholders at least 21 calendar days, but no more than 42 calendar days, before the “Repurchase Request Deadline.” The NAV will be calculated no later than the “Repurchase Pricing Date,” which will be no later than 14 calendar days after the Repurchase Request Deadline, or the next business day if the fourteenth day is not a business day. The Fund will distribute payment to shareholders within seven calendar days after the Repurchase Pricing Date. The following table summarizes the repurchases of shares during the year ended March 31, 2026:

 

           Number of   Net Asset Value   Repurchase   Shares Outstanding on 
   Repurchase   % of Shares   Shares   of Shares   Value of Shares   Repurchase Date, Before 
Repurchase Date  Offer Amount   Tendered   Tendered   Tendered   Tendered   Repurchase 
December 10, 2025                              
Class I        0.48%   137,579    10.02    1,378,545    28,583,459 
Class A        0.00%       9.99        100 
Class D        0.00%       10.02        2,854 
Total   14,321,791                   1,378,545      
March 10, 2026                              
Class I        5.00%   1,510,370    9.98    15,073,492    30,207,183 
Class A        0.00%       9.95        100 
Class D        0.00%       9.97        100 
Total   15,073,484                   15,073,492      

 

(9)Distributions to Shareholders and Tax Components of Capital

 

The tax character of Fund distributions paid for the periods ended March 31, 2026 and December 31, 2025 was as follows:

 

   Fiscal Year Ended   Fiscal Period Ended 
   March 31, 2026   December 31, 2025 
Ordinary Income  $4,263,370   $10,011,390 
Long-Term Capital Gain   5,185    8,116 
Return of Capital   783,213    169,207 
   $5,051,768   $10,188,713 

 

As of March 31, 2026, the components of accumulated earnings or deficit on a tax basis are as follows:

 

Undistributed   Undistributed   Post October Loss   Capital Loss   Other         
Ordinary   Long-Term   and   Carry   Book/Tax   Unrealized   Total 
Income   Gains   Late Year Loss   Forwards   Differences   Depreciation   Distributable Earnings 
$   $   $   $   $(38,081)  $(2,211,661)  $(2,249,742)

 

The difference between book basis and tax basis accumulated ordinary income/(loss) and other book/tax differences are primarily attributable to passive foreign investment companies, adjustments for return of capital distributions from BDC and the unamortized portion of organization expenses for tax purposes.

28

 

iDirect Private Credit Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2026

 

Permanent book and tax differences, primarily attributable to the non-deductible expenses, distributions in excess and partnership adjustments, resulted in reclassification for the tax period ended March 31, 2026, as follows:

 

    Distributable 
Paid-in Capital   Earnings 
$(388,524)  $388,524 

 

These reclassifications had no effect on net assets.

 

The Statement of Assets and Liabilities presents cost basis for financial reporting purposes. Aggregate cost basis for federal tax purposes differs from fair value by net unrealized appreciation (depreciation) of securities, as follows:

 

Cost Basis for Federal Tax Purposes  $342,526,463 
      
Unrealized Appreciation  $828,757 
Unrealized Depreciation   (3,040,304)
Tax Net Unrealized Depreciation  $(2,211,547)

 

(10)Commitments and Contingencies

 

Effective September 22, 2025 (the “Closing Date”), the Fund entered into a secured loan and security agreement (the “Credit Facility”) with Royal Bank of Canada (the “Lender”). The Credit Facility provides a maximum permitted funded limit of $100 million (the “Committed Loan Limit”) and matures on September 22, 2030. It bears interest at the daily Secured Overnight Financing Rate (“SOFR”) plus 1.75% per annum. Beginning nine months after the Closing Date, the Fund pays the Lender a non-usage fee of 0.70% per annum on the unfunded amount below 25% of the Committed Loan Limit. For the year ended March 31, 2026, the Line of Credit was first drawn on January 27, 2026, and the activity for the Fund was as follows:

 

            Maximum Amount 
Average   Amount Outstanding as   Interest   Outstanding during the year 
Borrowings   of March 31, 2026   Expense   ended March 31, 2026 
$25,332,109   $54,902,500   $241,372   $54,902,500 

 

(11)New Accounting Pronouncements

 

The Fund adopted ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures (“ASU 2023-09”), which establishes new income tax disclosure requirements and modifies or eliminates certain existing disclosure provisions. The amendments in this ASU are intended to address investor requests for more transparency about income tax information and to improve the effectiveness of income tax disclosures. The Fund’s adoption of ASU 2023-09 did not have a material impact on the Fund’s financial statements.

 

(12)Subsequent Events

 

Subsequent to March 31, 2026, and through May 29, 2026, the date the financial statements were issued, the Adviser evaluated subsequent events and concluded that there were no events requiring accrual or disclosure.

29

 

iDirect Private Credit Fund
SUPPLEMENTAL INFORMATION (Unaudited)
March 31, 2026

 

Name, Age and Address    Position(s) Held
with Registrant
    Length of Time
Served*
    Principal Occupation(s)
During Past 5 Years
    Number of
Portfolios
Overseen in
Fund
Complex
    Other Trusteeships/
Directorships Held
Outside the Fund
Complex**
                
Interested Trustee
                
Nick Veronis (60)
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Trustee and President  Indefinite Length — Since 2021  Co-Founder and Managing Partner of iCapital Network  5  None
                
Name, Age and Address  Position(s) Held
with Registrant
  Length of
Time
Served*
  Principal
Occupation(s)
During Past
5 Years
  Number of
Portfolios
Overseen
in Fund
Complex
  Other
Trusteeships/Directorships
Held Outside the
Fund Complex**
                
Independent Trustees
                
                
Mark D. Gersten (75)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Trustee  Indefinite Length — Since Inception  Independent Consultant (since 2012)  5  Trustee of Northern Lights Fund Trust (since 2013); Northern Lights Variable Trust (since 2013); and Two Roads Shared Trust (since 2012)
                
Christopher Russell (61)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Trustee  Indefinite Length — Since 2024  Partner and Manager, CWR Partners LLC (Since 2023); Manager and Owner SCWM Capital LLC (since 2024); Managing Director (2018-2024)  5  N/A
                
Anita K. Krug (56)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Trustee  Indefinite Length — Since Inception  Dean and Professor Chicago Kent Law School (since 2019); Interim Vice Chancellor for Academic Affairs University of Washington Bothell (2018 – 2019); and University of Washington School of Law Interim Dean (2017 – 2018), Professor (2016 – 2019), Associate Professor (2014 – 2016), and Assistant Professor (2010 –2014)  5  Trustee of Two Roads Shared Trust (since 2012) and Centerstone Investors Trust (2016-2021); Trustee of Altair/Eagle Funds (since 2024)

30

 

iDirect Private Credit Fund

SUPPLEMENTAL INFORMATION (Unaudited) (Continued)

March 31, 2026

 

Name, Age and Address  Position(s) Held with
Registrant
  Term of Office and Length of
Time Served*
  Principal Occupation(s) During Past 5 Years
          
Officers         
          
Daniel Ellenwood (57)
c/o Northern Lights
Compliance Services. LLC
4221 North 203rd Street, Suite 100
Elkhorn, NE 68022
  Chief Compliance Officer  Indefinite Length— Since 2024 (Chief Compliance Officer and Anti-Money Laundering Officer)  Vice President, Senior Compliance Officer, Northern Lights Compliance Services, LLC (since 2024); Chief Compliance Officer North Square Investments, LLC (2021-2023); Vice President, Fund Compliance Oversight Manager, Nuveen Investments - TIAA (2013-2021).
          
Jared Lahman (39)
Northern Lights Compliance
Services, LLC
4221 North 203rd Street Suite 100
Elkhorn, NE 69022
  Anti-Money Laundering Officer  Indefinite Length-Since 2025  Compliance Analyst, Northern c/o Lights Compliance Services, LLC (since January 2019)
          
Indira Mahadeo (54)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Treasurer, Principal Financial Officer and Principal Accounting Officer  Indefinite Length-Since 2024  Managing Director and Global Head of Fund Finance and Treasury (since 2024) Global Head of Strategic Transformation for MSIM Operations Platforms (2019-2024)
          
Stephen Jacobs (63)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Secretary  Indefinite Length —Since 2021  General Counsel, Institutional Capital Networks Inc (since 2019) and Chief Operating Partner and Co-Chair of the Corporate Department, Herrick Feinstein LLP (2016-2019)
          
Timothy Burdick (38)
c/o iDirect Private Credit Fund
One Grand Central Place
60 East 42nd Street, 26th Floor
New York, NY 10165
  Assistant Secretary  Indefinite Length — Since 2022  Vice President and Managing Counsel, Ultimus Fund Solutions, LLC (2022 – present); Assistant Vice President and Counsel, Ultimus Fund Solutions, LLC (2019 – 2022); Senior Program Compliance Manager, CJ Affiliate (2016 – 2019).

 

*Each Trustee serves an indefinite term, until his or her successor is elected.

 

**This includes any directorships at public companies and registered investment companies held by the Trustee at any time during the past five years.

 

The executive officers of the Fund, their ages, addresses, positions held, lengths of time served and their principal business occupations during the past five years are shown below.

31

 

PRIVACY NOTICE

 

What does iDirect Private Credit Fund (the “Fund”) do with your personal Information?

Why?

 

Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
   

What?

 

The types of personal information we collect and share depend on the product or service you have with us. This information can include:

 

●   Social Security number and wire transfer instructions

 

●   Account transactions and transaction history

 

●   Investment experience and purchase history

 

When you are no longer our customer, we continue to share your information as described in this notice.

   

How?

 

All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Fund chooses to share; and whether you can limit this sharing.

 

Reasons we can share your personal information Does the
Fund
share?
Can you
limit
this
sharing?
     

For our everyday business purposes

Such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus

Yes No
     

For our marketing purposes

To offer our products and services to you

No We don’t share
     
For joint marketing with other financial companies No We don’t share
     

For our affiliates’ everyday business purposes

Information about your transactions and records

No We don’t share
     

For our affiliates’ everyday business purposes

Information about your creditworthiness

No We don’t share
     

For non-affiliates to market to you

No We don’t share

 

Questions? Call 1-888-524-9441

32

 

What we do
   

How does the Fund protect my personal information?

 

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.

 

Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your non-public personal information.

   
How does the Fund collect my personal information?

We collect your personal information, for example, when you

 

●   Open an account or deposit money

 

●   Direct us to buy securities or direct us to sell your securities

 

●   Seek advice about your investments

 

We also collect your personal information from others, such as credit bureaus, affiliates or other companies.

   

Why can’t I limit all sharing?

 

Federal law gives you the right to limit only:

 

●   Sharing for affiliates’ everyday business purposes—information about your creditworthiness

 

●   Affiliates from using your information to market to you

 

●   Sharing for non-affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing.

   
Definitions
 
Affiliates

Companies related by common ownership or control. They can be financial and non-financial companies.

 

●   The Fund does not share with our affiliates.

   
Non-affiliates

Companies not related by common ownership or control. They can be financial and non-financial companies

 

●   The Fund does not share with non-affiliates so they can market to you.

   
Joint marketing

A formal agreement between non-affiliated financial companies that together market financial products or services to you.

 

●   The Fund doesn’t jointly market.

33

 

iDirect Private Credit Fund

SUPPLEMENTAL INFORMATION

March 31, 2026

 

PROXY VOTING POLICY

 

Information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies is available without charge, upon request, by calling 212.994.7400 or by referring https://idirectinvestments.com/idpc/ the Funds website or by referring to the U.S. Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

 

PORTFOLIO HOLDINGS

 

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC’s website at http://www.sec.gov. The information on Form N-PORT is available without charge, upon request, by calling 1-212-994-7400.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
INVESTMENT ADVISER
iDirect Private Credit Advisors, LLC
60 East 42nd Street, 26th Floor
New York, NY 10165
 
ADMINISTRATOR
Ultimus Fund Solutions, LLC
225 Pictoria Drive, Suite 450
Cincinnati, OH 45246
 
 
 
 
 
iDPC-AR26

 

 

(COVER PAGE)

 

 

(b)       Not Applicable.

 

Item 2. Code of Ethics.

 

(a)       As of the end of the period covered by this report, the Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Registrant or a third party.

 

(c)        Amendments: During the period covered by the report, there have not been any amendments to the provisions of the code of ethics.

 

(d)        Waivers: During the period covered by the report, the Registrant has not granted any express or implicit waivers from the provisions of the code of ethics.

 

(e)        The Code of Ethics is not posted on Registrant’ website.

 

(f)        A copy of the Code of Ethics is attached as an exhibit.

 

Item 3. Audit Committee Financial Expert.

 

a) The Registrant’s board of trustees has determined that Mark Gersten is a financial expert, as defined in Item 3 of Form N-CSR. Mark Gersten is independent for the purposes of this Item.

 

 

Item 4. Principal Accountant Fees and Services.

 

(a)Audit Fees for Fiscal Years Ended March 31, 2026 and March 31, 2025

2026- $155,000

2025- $155,000

 

(b)Audit-Related Fees

 

There were no fees billed in each of the last two fiscal years ended March 31, 2026 and March 31, 2025, for assurances and related services by the principal accountant that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported under paragraph (a) of this item.

 

(c)Tax Fees

 

2026- $65,000

2025- $21,600

 

Preparation of Federal & State income tax returns, assistance with calculation of required income, capital gain and excise distributions and preparation of Federal excise tax returns.

 

(d)All Other Fees

 

There were no fees billed in each of the last two fiscal years for products and services provided by the Registrant’s principal accountant, other than the services reported in paragraphs (a) through (c) of this Item.

 

(e)(1) Audit Committee’s Pre-Approval Policies

 

The Registrant’s Audit Committee is required to pre-approve all audit services and, when appropriate, any non-audit services (including audit-related, tax and all other services) to the Registrant. The Registrant’s Audit Committee also is required to pre-approve, when appropriate, any non-audit services (including audit-related, tax and all other services) to its adviser, or any entity controlling, controlled by or under common control with the adviser that provides ongoing services to the Registrant, to the extent that the services may be determined to have an impact on the operations or financial reporting of the Registrant. Services are reviewed on an engagement by engagement basis by the Audit Committee.

 

(2)With respect to the services described in paragraphs (b) through (d) of this Item 4, no amount was approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)During the audit of Registrant’s financial statements for the most recent fiscal year, less than 50 percent of the hours expended on the principal accountant’s engagement were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

 

(g)The aggregate non-audit fees billed by the Registrant’s accountant for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant:

 

For Fiscal Years Ended March 31, 2026 and March 31, 2025

2026- $65,000

2025- $21,600

 

(h)The Registrant’s audit committee has considered whether the provision of non-audit services to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Registrant, that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the principal accountant’s independence.

 

(i)Not applicable.

 

(j)Not applicable.

 

 

Item 5. Audit Committee of Listed Registrants. Not Applicable.

 

Item 6. Investments.

 

(a)The schedule of investments is included as part of the Report to Shareholders filed under Item 1(a) of this report.

 

(b)Not applicable.

 

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

 

(a)       Not Applicable

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

 

Not applicable

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

 

Not applicable

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

 

Not applicable

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

 

Included as part of the Report to Shareholders filed under Item 1(a) of this report.

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

(a)       Investments in the Direct Loan Interests do not typically convey traditional voting rights, and the occurrence of corporate governance or other consent or voting matters for this type of investment is substantially less than that encountered in connection with registered equity securities. On occasion, however, the Fund may receive notices or proposals from the Direct Loan Interests seeking the consent of or voting by holders (“proxies”). The Fund has delegated any voting of proxies in respect of portfolio holdings to the Adviser to vote the proxies in accordance with the Adviser’s proxy voting guidelines and procedures. In general, the Adviser believes that voting proxies in accordance with the policies described below will be in the best interests of the Fund.

 

(b)       The Adviser will generally vote to support management recommendations relating to routine matters, such as the election of board members (where no corporate governance issues are implicated) or the selection of independent auditors. The Adviser will generally vote in favor of management or investor proposals that the Adviser believes will maintain or strengthen the shared interests of investors and management, increase value for investors and maintain or increase the rights of investors. On non-routine matters, the Adviser will generally vote in favor of management proposals for mergers or reorganizations and investor rights plans, so long as it believes such proposals are in the best economic interests of the Fund. In exercising its voting discretion, the Adviser will seek to avoid any direct or indirect conflict of interest presented by the voting decision. If any substantive aspect or foreseeable result of the matter to be voted on presents an actual or potential conflict of interest involving the Adviser, the Adviser will make written disclosure of the conflict to the Independent Trustees indicating how the Adviser proposes to vote on the matter and its reasons for doing so.

 

(c)       To avoid potential adverse regulatory consequences, the Fund may need to hold its interest in an Investment Vehicle (as defined in the prospectus) in non-voting form or limit its voting rights to less than 5%. This limitation on voting rights is intended to ensure that an Investment Vehicle is not deemed an “affiliated person” of the Fund for purposes of the 1940 Act, which may potentially impose limits on transactions with the Investment Vehicles both by the Fund and other clients of the Adviser.

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

 

As of March 31, 2026, the personnel of the Advisers who have primary responsibility for management of the Fund are Nicholas Veronis, David Shyu and Sam Williams.

 

Nicholas Veronis

 

Nicholas is a Co-Founder and one of the Managing Partners of iCapital Network, Inc., where he is Head of Portfolio Management. He spent 11 years at Veronis Suhler Stevenson (VSS), a middle market private equity firm where he was a Managing Director responsible for originating and structuring investment opportunities. At VSS, he specialized in the business information services sector and helped spearhead the firm’s investment strategy in the financial software and data sector, including its investment in Ipreo. Nicholas was previously an operating advisor to Atlas Advisors, an independent investment bank based in New York. He began his career as a financial journalist for The Boston Business Journal, was a reporter for The Star-Ledger, and a Senior Associate in the New Media Division of Newhouse Newspapers. He holds a BA in economics from Trinity College and FINRA Series 7, 79, and 63 licenses.

 

 

David Shyu

 

David Shyu is a Co-Portfolio Manager of the Fund. Prior to iCapital, Mr. Shyu was a Director of Newbury Partners, responsible for the origination, valuation, execution and monitoring of secondary investments and co-investments. Prior to Newbury, Mr. Shyu was an Associate in the Secondary Group at Auda Private Equity. Previously, Mr. Shyu worked as an analyst at Goldman Sachs. Mr. Shyu graduated cum laude from Princeton University with a BSE in Operations Research and Financial Engineering.

 

Sam Williams

 

Mr. Williams is a Co-Portfolio Manager of the Fund.  Prior to joining iCapital, Sam was a Director on the private credit investment team at Kayne Anderson Capital Advisors, an asset management firm with approximately $35 billion of assets under management. Sam has served on the boards of directors of several companies in his capacity as an investor.  Sam graduated magna cum laude from the University of Pennsylvania with a BS in Economics and received an MBA from the Wharton School of Business. 

 

(a)(2)

 

Other Accounts Managed by the Portfolio Managers

 

Because the portfolio managers may manage assets for other investment companies, pooled investment vehicles, and/or other accounts (including institutional clients, pension plans and certain high net worth individuals), there may be an incentive to favor one client over another resulting in conflicts of interest. For instance, the Adviser may receive fees from certain accounts that are higher than the fee it receives from the Fund, or it may receive a performance-based fee on certain accounts. In those instances, the portfolio managers may have an incentive to favor the higher and/or performance-based fee accounts over the Fund. In addition, a conflict of interest could exist to the extent the Adviser has proprietary investments in certain accounts, where portfolio managers have personal investments in certain accounts or when certain accounts are investment options in the Adviser’s employee benefits and/or deferred compensation plans. The portfolio manager may have an incentive to favor these accounts over others. If the Adviser manages accounts that engage in short sales of securities of the type in which the Fund invests, the Adviser could be seen as harming the performance of the Fund for the benefit of the accounts engaging in short sales if the short sales cause the market value of the securities to fall. The Adviser has adopted trade allocation and other policies and procedures that it believes are reasonably designed to address these and other conflicts of interest.

 

The following table shows information regarding accounts (other than the Fund) managed by each named portfolio manager as of March 31, 2026:

 

        Total Assets in
      Number of Accounts Subject
      Accounts Subject to a Performance-
    Total Assets in to a Performance- Based Advisory
  Number of Accounts Based Advisory Fee
Nicholas Veronis Accounts ($million) Fee ($million)
Registered Investment Companies 3 1,938 0 0
Other Pooled Investment Vehicles 0 0 0 0
Other Accounts 0 0 0 0
         
David Shyu Number of
Accounts
Total Assets in
Accounts
($million)
Number of
Accounts Subject
to a Performance-
Based Advisory
Fee
Total Assets in
Accounts Subject
to a Performance-
Based Advisory
Fee
($million)
Registered Investment Companies 1 1,209 0 0
Other Pooled Investment Vehicles 0 0 0 0
Other Accounts 0 0 0 0
         
Sam Williams Number of
Accounts
Total Assets in
Accounts
($million)
Number of
Accounts Subject
to a Performance-
Based Advisory
Fee
Total Assets in
Accounts Subject
to a Performance-
Based Advisory
Fee
($million)
Registered Investment Companies 0 0 0 0
Other Pooled Investment Vehicles 0 0 0 0
Other Accounts 0 0 0 0

 

 

(a)(3) As of March 31, 2026, the compensation of each portfolio manager is typically comprised of (i) a fixed annual salary, (ii) a discretionary bonus determined by reference to personal performance, as well as the performance of iCapital, Inc., and iDirect Private Credit Advisors, LLC, (iii) a 401K matching plan, and (iv) one or more option grants pursuant to the iCapital option plan, as amended, which typically vest over a four year period, Such amounts are payable by iCapital, Inc. (or a subsidiary of iCapital, Inc.) and not by the Adviser or Fund. iCapital implements annually, a formalized performance evaluation for all employees that includes goal setting, 360 feedback, mid-year evaluations and final year-end assessments carried out by management.

 

(a)(4)

 

As of March 31, 2026, Nick Veronis had $500,001-$1,000,000 in beneficial ownership of the Fund.

 

As of March 31, 2026, David Shyu had no beneficial ownership of the Fund.

 

As of March 31, 2026 Sam Williams has no beneficial ownership of the Fund.

 

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

None

 

Item 15. Submission of Matters to a Vote of Security Holders.

 

None

 

Item 16. Controls and Procedures

 

(a) The registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.

 

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a)       Not applicable

 

(b)       Not applicable

 

 

Item 19. Exhibits.

 

(a)(1) Code of Ethics filed herewith

 

(a)(2) Not applicable

 

(a)(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto.

 

(a)(4) Not applicable

 

(a)(5) Disclosure regarding change in registrant’s independent registered public accountant is attached hereto.

 

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) iDirect Private Credit Fund  
   
By (Signature and Title)  
/s/ Nicholas Veronis  
Nicholas Veronis, President/Principal Executive Officer  
   
Date  06/09/2026  
     

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)  
/s/ Nicholas Veronis  
Nicholas Veronis, President/Principal Executive Officer  
   
Date  06/09/2026  
     
By (Signature and Title)  
/s/ Indira Mahadeo  
Indira Mahadeo, Treasurer/Principal Financial Officer  
   
Date  06/09/2026  

 


ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

senior-sox_coe.htm

ex99-cert.htm

ex99-a5.htm

ex99-906cert.htm