v3.26.1
Related Party Transactions
6 Months Ended
Jun. 30, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

5. Related Party Transactions

Partnership Agreement

CVC-PEF has entered into a limited partnership agreement with the General Partner dated September 4, 2025, as amended and restated on January 30, 2026, and as further amended and restated on April 1, 2026 (the “Partnership Agreement”). Overall responsibility for CVC-PEF’s oversight rests with the General Partner, subject to certain oversight rights held by the Board. The General Partner will delegate CVC-PEF’s portfolio management function to the Investment Adviser.

Incentive Allocation

Capital Investors Founders Group Limited, an affiliate of CVC, or such other person as the General Partner may designate (collectively, the “Recipient”), will be entitled to receive an incentive allocation or distribution (the “Incentive Allocation”) by the Fund (directly or indirectly through an Intermediate Entity) equal to 15% of the total return, subject to a 5% annual hurdle amount and a high-water mark with a 100% catch-up except with respect to the Class C Units and any other Class that is not subject to the Incentive Allocation. Such allocation will be measured and allocated or paid annually and accrue monthly (subject to prorating for partial periods). The Recipient may elect to receive the Incentive Allocation in cash or in Class C Units of the Fund, any aggregator vehicles that may be formed to hold the investments of the Fund and/or any Parallel Funds (each, an “Aggregator”) or any Parallel Funds, and/or shares, interests or units (as applicable) of Intermediate Entities.

For the three months ended June 30, 2026, CVC-PEF recorded $2.7 million of Incentive Allocation expense. As of June 30, 2026, $2.7 million was accrued and payable to the Recipient.

Investment Advisory Agreement

CVC-PEF has entered into an investment advisory agreement with the Investment Adviser (the “Investment Advisory Agreement”) dated April 1, 2026.

Management Fee

In consideration for its services, CVC-PEF will pay the Investment Adviser or its designated recipient a management fee (the “Management Fee”), payable monthly in arrears and calculated with respect to each Class before giving effect to any accruals for the Incentive Allocation, the Management Fee for that month, the Servicing Fee (as defined in Note 6. “Net Assets”) for that month, redemptions (and pending redemptions) for that month, any distributions for that month and without taking into account accrued and unpaid taxes of any Intermediate Entity (including corporations) through which CVC-PEF indirectly invests in an investment (or any comparable entities of other CVC Funds in which CVC-PEF directly or indirectly participates) or taxes paid by any such entity during the applicable month.

The Management Fee attributable to each Class is as follows (See Note 6. “Net Assets” for a description of CVC-PEF's Classes):

Class S Units, Class D Units and Class I Units (“Standard Units”) — Equal to 1.25% of CVC-PEF’s NAV per annum,
Class R-S Units, Class R-D Units and Class R-I Units (“Anchor Units”) — Equal to 1.00% of CVC-PEF’s NAV per annum from the Initial Closing Date to the three-year anniversary of the Initial Closing Date and is equal to 1.25% of CVC-PEF’s NAV per annum thereafter,
Class C Units — No Management Fee charged, and
Class G Units — Equal to 1.00% of CVC-PEF’s NAV per annum.

The Investment Adviser in its sole discretion may elect to waive all or a portion of the Management Fee and has agreed to waive all of the Management Fee attributable to it in respect of the Anchor Units and Class G Units until the one-year anniversary of the Initial Closing Date. For the three months ended June 30, 2026, the amount of Management Fee waived was $0.3 million.

The Investment Adviser may elect to receive the Management Fee attributable to it in cash, Class C Units of the Fund, the Aggregators or any Parallel Fund and/or shares, interests or Units (as applicable) of Intermediate Entities. If the Management Fee is paid in Units, such Units may be redeemed by the Fund at NAV at the Investment Adviser’s request and will not be subject to the Redemption Limitation or the Early Redemption Deduction (each as defined in Note 6. “Net Assets”). The Investment Adviser may separately elect for the Management Fee attributable to it to be paid (in whole or in part) to one of its affiliates, including but without limitation in satisfaction of Management Fee amounts owed to such affiliate in connection with services provided by such affiliate to CVC-PEF and/or any Intermediate Entity.

Expense Support

In accordance with the Investment Advisory Agreement, the Investment Adviser has agreed to limit the amount of Specified Expenses (as defined below) borne by the Fund during the one-year period beginning on the Initial Closing Date and ending on the one-year anniversary thereof (the “Expense Support Period”) to the amount stated in the Investment Advisory Agreement, on an annualized basis, of the Fund’s Transactional NAV as of the end of each calendar month (such limit, the “Expense Limitation” and such payment by the Investment Adviser, the “Expense Support”). The Expense Support Period may be renewed by the Investment Adviser in its sole discretion. To the extent that, as of the end of a given calendar month during the Expense Support Period, the Specified Expenses (annualized) exceed the Expense Limitation calculated as of the end of such calendar month, the Investment Adviser will pay, absorb or reimburse the Fund the amount of such excess or forgo its Management Fee in the amount of such excess (the “Expense Limitation Payment”). After the Expense Support Period ends (including, for the avoidance of doubt, any renewal thereof) and upon the request of the Investment Adviser, the Fund shall be obligated to reimburse the Investment Adviser the amount of any Expense Limitation Payments (the “Expense Limitation Reimbursement”) at any time during a period of five (5) years from when the final Expense Support Period ends, but only to the extent that such Expense Limitation Reimbursement, together with any Specified Expenses borne by the Fund, does not exceed the Expense Limitation, calculated as of the end of each calendar month on an annualized basis, or such lower expense limitation as may be in effect for the relevant portions of the Expense Support Period. The Investment Adviser, in its sole discretion, may waive its right to reimbursement for any Expense Support. The Investment Adviser may elect to receive the Expense Support Reimbursement in cash, Class C Units and/or shares, units or interests of any Aggregator.

“Specified Expenses” means all expenses incurred in the business of the Fund, including, among other things, organizational and offering expenses (to the extent such organizational and offering expenses have been reimbursed by the Fund pursuant to the Investment Advisory Agreement), professional fees, and fees and expenses of the Fund’s administrator, custodian and transfer agent, with the exception of (i) the Management Fee; (ii) the Incentive Allocation; (iii) the Servicing Fee (as defined in Note 6. “Net Assets”); (iv) transaction-related costs, including, without limitation, costs related to unconsummated transactions and hedging and other derivatives transactions; (v) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Fund); (vi) taxes; (vii) portfolio company expenses, joint-venture level expenses or Intermediate Entity expenses; (viii) ordinary corporate operating expenses (including costs and expenses related to hiring, retaining, and compensating officers of the Fund); (ix) certain insurance costs; and (x) extraordinary expenses (as determined in the sole discretion of the Investment Adviser).

As of June 30, 2026, the Investment Adviser has agreed to reimburse $5.6 million of Specified Expenses to CVC-PEF, of which $2.8 million relates to organizational expenses recognized as Organizational Expenses on the Consolidated Statements of Operations and $2.1 million relates to offering costs that are capitalized as deferred expenses and amortized over 12 months, which is reported as Deferred Offering Costs on the Consolidated Statement of Assets and Liabilities and Offering Expenses on the Consolidated Statements of Operations.

Feeder TE

CVC-PE Global Private Equity Fund (TE), LP, a Delaware limited partnership (the “Feeder TE”) is a feeder vehicle for CVC-PEF. The Feeder TE was established to allow certain investors with particular tax characteristics, such as U.S. tax-exempt investors and non-U.S. investors. The Feeder TE invests all of its investable assets in the Fund indirectly through one or more entities, each treated as a corporation for U.S. federal income tax purposes. Investors in the Feeder TE will indirectly bear a portion of the Management Fee and Incentive Allocation paid by CVC-PEF, but such expenses will not be duplicated at the Feeder TE level.

CVC-PES Lux

CVC-PEF will invest alongside CVC Private Equity Strategies Funds S.A. SICAV, including its sub-funds, aggregators and parallel entities (“CVC-PES Lux”), a Luxembourg investment company available to investors primarily domiciled within the European Economic Area, the United Kingdom, Switzerland, Hong Kong, Singapore and certain other jurisdictions. While CVC-PEF and CVC-PES Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, CVC-PES Lux is not a Parallel Fund, and CVC-PEF and CVC-PES Lux will be operated as distinct investment structures.

Forward Sale Agreement

On April 22, 2026, CVC-PEF executed a Deed of Adherence to that certain Warehousing Forward Sale Agreement (the “Forward Sale Agreement”) by and between CVC WHC GP Limited, CVC WHC One L.P., and CVC WHC Two L.P. (each, an affiliate of CVC and together, the “Warehouse Entities”), dated as of January 30, 2026. To support the development of CVC-PEF, the Warehouse Entities have, and will continue to, warehouse investments on behalf of CVC-PEF (the “Warehouse Investments”). The Warehouse Entities have agreed to subsequently transfer to CVC-PEF, and CVC-PEF has agreed to acquire from the Warehouse Entities, such Warehouse Investments at a price as agreed to between the parties, subject to certain conditions, including that CVC-PEF has sufficient capital to acquire such Warehouse Investments, with such Warehouse Investments generally acquired at a price that approximates the Warehouse Entities' cost basis. The Investment Adviser will determine the selection, timing, and amount of Warehouse Investments that will be acquired by CVC-PEF from the Warehoused Entities. CVC-PEF also bears its proportionate share of fees, costs and expenses in connection with any Warehouse Investments.

During the three months ended June 30, 2026, CVC-PEF acquired $26.1 million of Warehouse Investments from the Warehouse Entities. As of June 30, 2026, CVC-PEF has an outstanding payment obligation of $11.7 million for Warehouse Investments purchased under the Forward Sale Agreement. In accordance with the Forward Sale Agreement, the remaining Warehouse Investments held by the Warehouse Entities on behalf of CVC-PEF are recorded in Investments and Securities Purchased Payable on the Consolidated Statement of Assets and Liabilities.

Affiliates

The General Partner, Investment Adviser, Feeder TE, CVC-PES Lux and the Warehouse Entities are affiliates of CVC-PEF.

Other Transactions

Other Expenses on the Consolidated Statement of Operations includes $0.5 million of expenses that are charged or specifically attributed or allocated by the General Partner or Investment Adviser to provide in-house services to CVC-PEF pursuant to the Partnership Agreement.