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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
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| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2026
OR
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| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 000-56760
Brookfield Private Equity Fund LP
(Exact Name of Registrant as Specified in Its Charter)
| | | | | | | | | | | | | | |
| Delaware | | | | 39-2276289 |
| (State or Other Jurisdiction of Incorporation or Organization) | | | | (IRS Employer Identification No.) |
225 Liberty Street New York, New York | | | | 10281 |
| (Address of principal executive offices) | | | | (Zip Code) |
(855) 777-8001
(Registrant’s telephone number, including area code)
Former Address
(250 Vesey Street, New York, New York)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| None. | | None. | | None. |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | |
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
| Non-accelerated filer | ☒ | Smaller reporting company | ☐ |
| | Emerging growth company | ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of July 31, 2026, the registrant had the following limited partnership units outstanding: 0 Units of Class D, 3,466,577 Units of Class I, 2,127,477 Units of Class S, 25,877 Units of Class B-2 and 24,743,423 Units of Class B-1.
TABLE OF CONTENTS
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PART I. | | |
Item 1. | | |
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Item 2. | | |
Item 3. | | |
Item 4. | | |
PART II. | | |
Item 1. | | |
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EXPLANATORY NOTE
Unless the context otherwise requires, references in this Quarterly Report on Form 10-Q to:
•the term “Aggregator” refers to BPEF US Aggregator (ON) LP, an Ontario limited partnership (including any successor vehicle or vehicles used to aggregate the holdings of the Fund and any Parallel Fund);
•the term “BPE” refers to the Fund, the Feeder, any Parallel Funds, and, as the context so requires, any Intermediate Entities;
•the term “BPE Lux” means Brookfield Private Equity Fund (SICAV), a sub-fund of Brookfield Oaktree Wealth Solutions Alternative Funds S.A. SICAV-UCI Part II, a Luxembourg multi-compartment investment company with variable capital (société d’investissement à capital variable) available to eligible investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, Asia and certain other non-U.S. jurisdictions, together with its related entities;
•the term “BPE Program Participants” means (i) the Fund, (ii) BPE Lux, (iii) any other Brookfield Account that (1) invests alongside the Fund and/or BPE Lux and (2) is designated as a BPE Program Participant by Brookfield in its sole discretion, and (iv) in the case of each person described in the immediately preceding clauses (i) through (iii), any of their respective intermediate entities and other related entities;
•the term “Brookfield” refers to Brookfield Asset Management Ltd., a corporation organized under the laws of British Columbia, Canada, Brookfield Corporation, a corporation organized under the laws of Ontario, Canada, and Brookfield Wealth Solutions Ltd., a corporation organized under the laws of Bermuda and each of their respective affiliates;
•the term “Brookfield Accounts” means the Brookfield Funds, together with Brookfield;
•the term “Brookfield Funds” refers to public and private investment vehicles and programs that Brookfield currently manages and participates in, and may in the future manage and participate in, including co-investment vehicles, sidecar vehicles, separate accounts, region-specific vehicles, strategy-specific vehicles, sector-specific vehicles and proprietary vehicles and, in the case of each of the aforementioned fund vehicles, each entity formed as a parallel fund, executive fund, companion vehicle, feeder vehicle, co-investment vehicle or alternative investment vehicle thereof;
•the term “Brookfield Investors” means Brookfield or its subsidiaries, affiliated entities and related parties;
•the term “Dealer-Manager” means Brookfield Private Wealth LLC (f/ka Brookfield Oaktree Wealth Solutions LLC), the Dealer-Manager for the Fund;
•the term “Feeder” refers to Brookfield Private Equity TE Feeder Fund LP, a Delaware limited partnership;
•the terms “Fund,” “we,” “us,” and “our” refer to Brookfield Private Equity Fund LP, a Delaware limited partnership and its consolidated subsidiaries including the Aggregator;
•the term “General Partner” refers to Brookfield Private Equity Fund GP LLC, a Delaware limited liability company;
•the term “Intermediate Entities” refers to intermediate entities (including corporations, limited liability companies or limited partnerships (including the Aggregator)) used to hold the Fund’s Investments, directly or indirectly, as determined by the General Partner;
•the term “Investment” includes any investment made by the Fund, including without limitation, direct private equity investments, investments in other funds or vehicles acquired in primary or secondary transactions, and investments in debt or other securities or assets;
•the term “Investor Units” refers to the Class D Units, the Class I Units and the Class S Units;
•the term “Manager” refers to Brookfield Asset Management Private Institutional Capital Adviser (Private Equity), L.P., a limited partnership formed under the laws of the Province of Manitoba;
•the term “NAV” refers to net asset value of Units as determined in accordance with the calculation policies of the Fund, as updated from time to time;
•the term “Parallel Funds” refers to one or more parallel vehicles established by, or at the direction of, Brookfield, to facilitate investment by certain investors, including to accommodate legal, tax, accounting, regulatory, compliance or certain other operational requirements, to generally invest alongside the Fund (as determined in the Manager’s discretion), but excluding BPE Lux; and
•the term “Unitholders” refers to holders of our limited partnership units (the “Units”). There are three classes of Units available to Fund investors that are not Brookfield Investors: Class D (“Class D” or the “Class D Units”), Class I (“Class I” or the “Class I Units”) and Class S (“Class S” or the “Class S Units”). Class B-1 (“Class B-1” or the “Class B-1 Units”) and Class B-2 (“Class B-2” or the “Class B-2 Units”) and together with Class D, Class I, and Class S, each a “Class” are held only by Brookfield, certain of its affiliates, related parties and employees and the Fund’s employees, officers and directors, and other persons as determined by the General Partner in its sole discretion and are not being offered to other investors. “Brookfield Units” include Class B-1 Units, Class B-2 Units and any other class or series of Units designated by the General Partner as Brookfield Units.
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q may contain forward-looking statements, which involve certain known and unknown risks and uncertainties. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies and portfolio management and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “seeks,” “anticipates,” “will,” “should,” “could,” “may,” “designed to,” “foreseeable future,” “believe,” “scheduled” and similar expressions. The Fund’s actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. Potential investors should not rely on these statements as if they were fact.
Although the Fund believes that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of any projection or forward-looking statement in this Quarterly Report on Form 10-Q should not be regarded as a representation by the Fund that its plans and objectives will be achieved. These risks and uncertainties include those described or identified elsewhere in this Quarterly Report on Form 10-Q and in “Item 1A. Risk Factors” in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the period ended December 31, 2025 filed on March 27, 2026 with the U.S. Securities and Exchange Commission (the “SEC”), as such factors may be updated from time to time in our filings with the SEC, which are accessible on the SEC’s website at www.sec.gov or on our website at https://privatewealth.brookfield.com/fund/bpe. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this Quarterly Report on Form 10-Q and in our other filings and should not be regarded as a representation by us that our plans and objectives will be achieved. These projections and forward-looking statements apply only as of the date of this Quarterly Report on Form 10-Q. The Fund assumes no duty and does not undertake to update the forward-looking statements, except as required by applicable law. Our actual results may differ significantly from any results expressed or implied by these forward-looking statements.
References herein to “expertise” or any party being an “expert” are based solely on the belief of Brookfield, are intended only to indicate proficiency as compared to an average person and in no way limit any exculpation provisions or alter any standard of care applicable to Brookfield. Additionally, any awards, honors, or other references or rankings referred to herein with respect to Brookfield or any investment professional are provided solely for informational purposes and are not intended to be, nor should they be construed or relied upon as, any indication of future performance or other future activity. Any such awards, honors, or other references or rankings may have been based on subjective criteria and may have been based on a limited universe of participants, and there are other awards, honors, or other references or rankings given to others and not received by Brookfield and/or any investment professional of Brookfield. In addition, unless the context otherwise requires, the words “include,” “includes,” “including” and other words of similar import are meant to be illustrative rather than restrictive.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Brookfield Private Equity Fund LP
Condensed Consolidated Statements of Assets and Liabilities (Unaudited)
(Dollars in thousands except Units)
| | | | | | | | | | | | |
| | June 30, 2026 | | December 31, 2025 |
| Assets | | | | |
Investments at Fair Value (Cost $928,937 as of June 30, 2026; $769,520 as of December 31, 2025) | | $ | 974,377 | | | $ | 779,427 | |
| Cash | | 102 | | | 17,534 | |
| Derivative Assets at Fair Value | | 2,463 | | | 1,070 | |
| Due from Affiliates | | 2,164 | | | 1,704 | |
| | | | |
| Dividend Receivable | | 707 | | | — | |
| Interest Receivable | | 29 | | | 55 | |
| | | | |
| | | | |
| Total Assets | | $ | 979,842 | | | $ | 799,790 | |
| | | | |
| Liabilities | | | | |
| | | | |
| Due to Affiliates | | $ | 10,066 | | | $ | 6,728 | |
| | | | |
| | | | |
| Promissory Notes Payable | | 96,485 | | | — | |
Credit Facility Payable | | 38,337 | | | — | |
| Class B-1 Redemptions Payable to Affiliates | | 16,959 | | | 54,576 | |
| | | | |
| Class B-1 Redemption Discount Payable | | 2,084 | | | 2,541 | |
| Performance Participation Allocation Payable | | 1,212 | | | 20 | |
| Servicing Fees Payable | | 666 | | | 172 | |
| | | | |
| Income Tax Payable | | 353 | | | — | |
| Deferred Tax Liabilities, Net | | 21,489 | | | 16,596 | |
| Total Liabilities | | $ | 187,651 | | | $ | 80,633 | |
| | | | |
| Commitments and Contingencies (Note 7) | | | | |
| | | | |
| Net Assets | | | | |
| | | | |
Limited Partnership Unit - Class I Units, unlimited Units authorized (3,122,677 Units issued and outstanding as of June 30, 2026; 291,600 Units issued and outstanding as of December 31, 2025) | | $ | 84,357 | | | $ | 7,346 | |
Limited Partnership Unit - Class S Units, unlimited Units authorized (1,848,503 Units issued and outstanding as of June 30, 2026; 398,100 Units issued and outstanding as of December 31, 2025) | | 49,044 | | | 9,859 | |
Limited Partnership Unit - Class B-1 Units, unlimited Units authorized (24,743,423 Units issued and outstanding as of June 30, 2026; 28,478,474 Units issued and outstanding as of December 31, 2025) | | 658,157 | | | 701,659 | |
Limited Partnership Unit - Class B-2 Units, unlimited Units authorized (23,162 Units issued and outstanding as of June 30, 2026; 11,600 Units issued and outstanding as of December 31, 2025) | | 633 | | | 293 | |
| Total Net Assets | | $ | 792,191 | | | $ | 719,157 | |
| Total Liabilities and Net Assets | | $ | 979,842 | | | $ | 799,790 | |
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Statements of Operations (Unaudited)
(Dollars in thousands)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Three Months Ended June 30, 2026 | | | Six Months Ended June 30, 2026 | | May 21, 2025 (Inception) to June 30, 2025 |
| | | | | | | | | | | | |
| Income | | | | | | | | | | | | |
| Investment Income | | | | | | | $ | 707 | | | | $ | 869 | | | $ | — | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| Other Income | | | | | | | 322 | | | | 837 | | | — | |
| Total Income | | | | | | | 1,029 | | | | 1,706 | | | — | |
| Expenses | | | | | | | | | | | | |
| Interest Expense | | | | | | | 1,379 | | | | 1,433 | | | — | |
| Professional Fees | | | | | | | 1,370 | | | | 2,695 | | | — | |
| Performance Participation Allocation | | | | | | | 580 | | | | 1,192 | | | — | |
| Management Fees | | | | | | | 401 | | | | 647 | | | — | |
| | | | | | | | | | | | |
| Directors' Fees | | | | | | | 120 | | | | 240 | | | — | |
| | | | | | | | | | | | |
| Administration Fees | | | | | | | 62 | | | | 121 | | | — | |
| Other Expenses | | | | | | | 4 | | | | 76 | | | — | |
| | | | | | | | | | | | |
| Organizational Expenses | | | | | | | — | | | | 212 | | | — | |
| Total Expenses | | | | | | | $ | 3,916 | | | | $ | 6,616 | | | $ | — | |
| Management Fees Waived | | | | | | | (401) | | | | (647) | | | — | |
| Expense Support | | | | | | | (100) | | | | (458) | | | — | |
| Net Expenses | | | | | | | $ | 3,415 | | | | $ | 5,511 | | | $ | — | |
| Net Investment Income (Loss) Before Income Tax Expense | | | | | | | (2,386) | | | | (3,805) | | | — | |
| Income Tax Expense | | | | | | | (1,272) | | | | (1,112) | | | — | |
| Net Investment Income (Loss) | | | | | | | $ | (3,658) | | | | $ | (4,917) | | | $ | — | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| Net Change in Unrealized Gains (Losses): | | | | | | | | | | | | |
| Net Change in Unrealized Gain (Loss) on Investments | | | | | | | 20,667 | | | | 35,533 | | | — | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | | | | | | (197) | | | | 1,393 | | | — | |
| Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments | | | | | | | 20,470 | | | | 36,926 | | | — | |
| | | | | | | | | | | | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | | | | | | | $ | 16,812 | | | | $ | 32,009 | | | $ | — | |
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Statements of Changes in Net Assets (Unaudited)
(Dollars in thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Class I Units | | Class S Units | | Class D Units | | Class B-1 Units | | Class B-2 Units | | Total Net Assets(i) |
| Net Assets at March 31, 2026 | $ | 71,437 | | | $ | 38,594 | | | $ | — | | | $ | 669,881 | | | $ | 491 | | | $ | 780,403 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Operations | | | | | | | | | | | |
| Net Investment Income (Loss) | $ | (661) | | | $ | (388) | | | $ | — | | | $ | (2,605) | | | $ | (4) | | | $ | (3,658) | |
| | | | | | | | | | | |
| Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments | 2,017 | | | 1,186 | | | — | | | 17,253 | | | 14 | | | 20,470 | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 1,356 | | | 798 | | | — | | | 14,648 | | | 10 | | | 16,812 | |
| | | | | | | | | | | |
| Capital Unit Transactions | | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Proceeds from Units Issued | 10,760 | | | 9,345 | | | — | | | — | | | 125 | | | 20,230 | |
| Accrued Servicing Fees | — | | | (166) | | | — | | | — | | | — | | | (166) | |
| Contributions for Units Issued | 10,760 | | | 9,179 | | | — | | | — | | | 125 | | | 20,064 | |
Capital Contribution on Purchase of Investment from Affiliate | 578 | | | 341 | | | — | | | 5,387 | | | 5 | | | 6,311 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Redemption of Units | — | | | — | | | — | | | (33,728) | | | — | | | (33,728) | |
| Allocation of Redemption Discount | 226 | | | 132 | | | — | | | 1,969 | | | 2 | | | 2,329 | |
| Net Assets at June 30, 2026 | $ | 84,357 | | | $ | 49,044 | | | $ | — | | | $ | 658,157 | | | $ | 633 | | | $ | 792,191 | |
(i) Includes $0.1 attributable to General Partner interest.
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Class I Units | | Class S Units | | Class D Units | | Class B-1 Units | | Class B-2 Units | | Total Net Assets(i) |
| Net Assets at May 21, 2025 (Inception) | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Capital Unit Transactions | | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Capital Contribution from General Partner | — | | | — | | | — | | | — | | | — | | | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Net Assets at June 30, 2025 | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
(i) Includes $0.1 attributable to General Partner interest.
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Statements of Changes in Net Assets (Unaudited)
(Dollars in thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Class I Units | | Class S Units | | Class D Units | | Class B-1 Units | | Class B-2 Units | | Total Net Assets(i) |
| Net Assets at December 31, 2025 | $ | 7,346 | | | $ | 9,859 | | | $ | — | | | $ | 701,659 | | | $ | 293 | | | $ | 719,157 | |
| Operations | | | | | | | | | | | |
| Net Investment Income (Loss) | $ | (1,094) | | | $ | (631) | | | $ | — | | | $ | (3,188) | | | $ | (4) | | | $ | (4,917) | |
| Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments | 2,956 | | | 1,727 | | | — | | | 32,220 | | | 23 | | | 36,926 | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 1,862 | | | 1,096 | | | — | | | 29,032 | | | 19 | | | 32,009 | |
| Capital Unit Transactions | | | | | | | | | | | |
| Proceeds from Units Issued | 72,551 | | | 37,284 | | | — | | | — | | | 300 | | | 110,135 | |
| Accrued Servicing Fees | — | | | (660) | | | — | | | — | | | — | | | (660) | |
| Contributions for Units Issued | 72,551 | | | 36,624 | | | — | | | — | | | 300 | | | 109,475 | |
| Capital Contributions on Purchases of Investments from Affiliates | 2,320 | | | 1,298 | | | — | | | 22,364 | | | 17 | | | 25,999 | |
| Deferred Tax Liability on Purchase of Investment from Affiliate | (366) | | | (201) | | | — | | | (3,565) | | | (2) | | | (4,134) | |
| Redemption of Units | — | | | — | | | — | | | (99,049) | | | — | | | (99,049) | |
| Allocation of Redemption Discount | 644 | | | 368 | | | — | | | 7,716 | | | 6 | | | 8,734 | |
| Net Assets at June 30, 2026 | $ | 84,357 | | | $ | 49,044 | | | $ | — | | | $ | 658,157 | | | $ | 633 | | | $ | 792,191 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
(i) Includes $0.1 attributable to General Partner interest.
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Class I Units | | Class S Units | | Class D Units | | Class B-1 Units | | Class B-2 Units | | Total Net Assets(i) |
| Net Assets at May 21, 2025 (Inception) | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Capital Unit Transactions | | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Capital Contribution from General Partner | — | | | — | | | — | | | — | | | — | | | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Net Assets at June 30, 2025 | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
(i) Includes $0.1 attributable to General Partner interest.
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Dollars in thousands)
| | | | | | | | | | | | | | |
| | | | |
| | | | Six Months Ended June 30, 2026 | | May 21, 2025 (Inception) to June 30, 2025 |
| Operating Activities | | | | | | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | | | | $ | 32,009 | | | $ | — | |
| Adjustments to Reconcile Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities: | | | | | | |
| Interest Expense | | | | 1,433 | | | — | |
| Net Change in Unrealized (Gain) Loss on Investments | | | | (35,533) | | | — | |
| Net Change in Unrealized (Gain) Loss on Derivative Instruments | | | | (1,393) | | | — | |
| Purchases of Investments | | | | (42,603) | | | — | |
| | | | | | |
| Changes in Operating Assets and Liabilities: | | | | | | |
| Decrease (Increase) in Interest Receivable | | | | 26 | | | — | |
| Decrease (Increase) in Due from Affiliates | | | | (460) | | | — | |
| | | | | | |
| | | | | | |
| Decrease (Increase) in Dividend Receivable | | | | (707) | | | — | |
| Increase (Decrease) in Income Tax Payable | | | | 353 | | | — | |
| Increase (Decrease) in Deferred Tax Liabilities, Net | | | | 759 | | | — | |
| Increase (Decrease) in Due to Affiliates | | | | 3,172 | | | — | |
| | | | | | |
| | | | | | |
| Increase (Decrease) in Performance Participation Allocation Payable | | | | 1,192 | | | — | |
| Net Cash (Used in) Provided by Operating Activities | | | | $ | (41,752) | | | $ | — | |
| | | | | | |
| Financing Activities | | | | | | |
| Proceeds from Issuance of Units | | | | 110,135 | | | — | |
| Proceeds from Promissory Note Payable | | | | 5,000 | | | — | |
| Proceeds from Credit Facility Payable | | | | 37,574 | | | — | |
| | | | | | |
| | | | | | |
| | | | | | |
| Payments of Class B-1 Redemptions to Affiliates | | | | (128,389) | | | — | |
| Net Cash (Used in) Provided by Financing Activities | | | | $ | 24,320 | | | $ | — | |
| | | | | | |
| Cash | | | | | | |
| Net Increase (Decrease) in Cash During the Period | | | | (17,432) | | | — | |
| Cash, Beginning of Period | | | | 17,534 | | | — | |
| Cash, End of Period | | | | $ | 102 | | | $ | — | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| Supplemental Disclosure of Non-Cash Financing Activities: | | | | | | |
| Accrued Servicing Fees | | | | $ | (660) | | | $ | — | |
| Class B-1 Redemptions Payable to Affiliates and Class B-1 Redemption Discount Payable | | | | (90,315) | | | — | |
| Promissory Notes Payable | | | | (90,816) | | | — | |
| Capital Contributions on Purchases of Investments from Affiliates | | | | (25,999) | | | — | |
| Deferred Tax Liability on Purchase of Investment from Affiliate | | | | (4,134) | | | — | |
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Schedule of Investments as of June 30, 2026 (Unaudited)
(Dollars in thousands)
| | | | | | | | | | | | | | | | | | |
| Name of Investments | | | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets (v) | | |
| Portfolio Companies (i) | | | | | | | | | | |
| Business Services | | | | | | | | | | |
Nielsen (112,548 preferred shares) | | | | North America | | $ | 180,082 | | | 22.7 | % | | |
Scientific Games Holdings LP (91,631,532 common shares) | | | | North America | | 156,968 | | | 19.8 | % | | |
CDK Global II LLC (8,080,598 common shares (Class A)) | | | | North America | | 121,284 | | | 15.3 | % | | |
Brand Industrial Holdings Inc. (730,626 common shares) | | | | North America | | 53,502 | | | 6.8 | % | | |
Cherry Parent, LLC (25,000,000 preferred shares (Class A)) | | | | North America | | 50,055 | | | 6.3 | % | | |
| Other Investments in Portfolio Companies (ii) | | | | North America | | 48,492 | | | 6.1 | % | | |
| Other Investments in Portfolio Companies (ii) | | | | Europe | | 37,129 | | | 4.7 | % | | |
| Other Investments in Portfolio Companies (ii) | | | | Rest of World | | 36,564 | | | 4.6 | % | | |
| Total Business Services | | | | | | 684,076 | | | | | |
| Industrials | | | | | | | | | | |
DexKo Global Inc. (882 common shares) | | | | North America | | 142,419 | | | 18.0 | % | | |
Cupa Finance, S.L (1,078,271 common shares, 36,627,151 preferred shares) | | | | Europe | | 54,672 | | | 6.9 | % | | |
| Other Investments in Portfolio Companies (ii) | | | | Europe | | 4,937 | | | 0.6 | % | | |
| Total Industrials | | | | | | 202,028 | | | | | |
Total Portfolio Companies (Cost: North America: $715,923, Europe: $100,731, Rest of World: $29,366) (iii) | | | | | | $ | 886,104 | | | | | |
| Private Debt | | | | | | | | | | |
Spring Education Group Inc. (Outstanding Principal of $73,246) (iv) | | | | North America | | 88,273 | | | 11.1 | % | | |
Total Private Debt (Cost: North America: $82,917) (iii) | | | | | | $ | 88,273 | | | | | |
| Total Investments | | | | | | $ | 974,377 | | | | | |
| Cash | | | | | | | | | | |
| Cash | | | | | | 102 | | | — | % | | |
| Total Cash | | | | | | $ | 102 | | | | | |
| Derivative Instruments | | | | | | | | | | |
| Foreign Currency Contracts | | | | | | 2,463 | | | 0.3 | % | | |
| Total Derivative Instruments | | | | | | $ | 2,463 | | | | | |
| Total Investments, Cash and Derivative Instruments | | | | | | $ | 976,942 | | | 123.3 | % | | |
| Liabilities in Excess of Other Assets | | | | | | (184,751) | | | (23.3) | % | | |
| Net Assets | | | | | | $ | 792,191 | | | 100.0 | % | | |
(i) Portfolio Companies are equity interests, held indirectly through investments in intermediate entities, and include different forms of interests and rights and obligations that represent ownership in an entity or the right to acquire or dispose of ownership in an entity, including but not limited to (1) common equity, (2) preferred equity, (3) warrants and (4) other equity-linked securities.
(ii) There were no single investments included in this category that exceeded 5% of Net Assets.
(iii) Fair value at transfer; actual cost may differ depending on the fair value and applicable discount at the time of redemption of Class B-1 units.
(iv) Private Debt investments include different forms of interests that represent a creditor relationship with an investee, including but not limited to direct lending debt investments.
(v) Fair Value as a Percentage of Net Assets may not add due to rounding.
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Condensed Consolidated Schedule of Investments as of December 31, 2025
(Dollars in thousands)
| | | | | | | | | | | | | | | | |
| Name of Investments | | | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets (v) (vi) |
| Portfolio Companies (i) | | | | | | | | |
| Business Services | | | | | | | | |
Scientific Games Holdings LP (91,631,532 common shares) | | | | North America | | $ | 156,932 | | | 21.8 | % |
Nielsen (112,548 preferred shares) | | | | North America | | 143,423 | | | 19.9 | % |
CDK Global II LLC (8,080,598 common shares (Class A)) | | | | North America | | 134,448 | | | 18.7 | % |
Brand Industrial Holdings Inc. (730,626 common shares) | | | | North America | | 53,497 | | | 7.4 | % |
Lightspeed Holdings US, LLC (2,085,576 common shares) (v) | | | | North America | | 37,195 | | | 5.2 | % |
| Other Investments in Portfolio Companies (ii) | | | | Rest of World | | 33,607 | | | 4.7 | % |
| Other Investments in Portfolio Companies (ii) | | | | North America | | 2,043 | | | 0.3 | % |
| Total Business Services | | | | | | 561,145 | | | |
| Industrials | | | | | | | | |
DexKo Global Inc. (882 common shares) | | | | North America | | 142,162 | | | 19.8 | % |
Cupa Finance, S.L (1,075,152 common shares, 36,627,151 preferred shares) | | | | Europe | | 56,364 | | | 7.8 | % |
| Total Industrials | | | | | | 198,526 | | | |
Total Portfolio Companies (Cost: North America: $664,208, Europe: $58,129, Rest of World: $29,366) (iii) | | | | | | $ | 759,671 | | | |
| Private Debt | | | | | | | | |
| Other Investments in Private Debt (ii)(iv) | | | | North America | | 19,756 | | | 2.7 | % |
Total Private Debt (Cost: North America: $17,817) (iii) | | | | | | $ | 19,756 | | | |
| Total Investments | | | | | | $ | 779,427 | | | |
| Cash | | | | | | | | |
| Cash | | | | | | 17,534 | | | 2.4 | % |
| Total Cash | | | | | | $ | 17,534 | | | |
| Derivative Instruments | | | | | | | | |
| Foreign Currency Contracts | | | | | | 1,070 | | | 0.1 | % |
| Total Derivative Instruments | | | | | | $ | 1,070 | | | |
| Total Investments, Cash and Derivative Instruments | | | | | | $ | 798,031 | | | 111.0 | % |
| Liabilities in Excess of Other Assets | | | | | | (78,874) | | | (11.0) | % |
| Net Assets | | | | | | $ | 719,157 | | | 100.0 | % |
(i) Portfolio Companies are equity interests, held indirectly through investments in intermediate entities, and include different forms of interests and rights and obligations that represent ownership in an entity or the right to acquire or dispose of ownership in an entity, including but not limited to (1) common equity, (2) preferred equity, (3) warrants and (4) other equity-linked securities.
(ii) There were no single investments included in this category that exceeded 5% of Net Assets.
(iii) Fair value at transfer; actual cost may differ depending on the fair value and applicable discount at the time of redemption of Class B-1 units.
(iv) Private Debt investments include different forms of interests that represent a creditor relationship with an investee, including but not limited to direct lending debt investments.
(v) Certain comparative figures have been updated to conform to the Fund's current period's presentation.
(vi) Fair Value as a Percentage of Net Assets may not add due to rounding.
See accompanying notes to the Condensed Consolidated Financial Statements.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
Notes to Consolidated Financial Statements (Unaudited)
1. Organization
Brookfield Private Equity Fund LP, a Delaware limited partnership, formed on May 21, 2025 (together with its consolidated subsidiaries, the "Fund"), is a private fund exempt from registration under Section 3(c)(7) of the U.S. Investment Company Act of 1940, as amended (the “1940 Act”). The Fund is governed by a limited partnership agreement signed on May 21, 2025, as amended and restated on August 21, 2025 (the “Partnership Agreement”). The Fund conducts a continuous private offering of its limited partnership units (“Units”) in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act). The Fund has filed a registration statement under Section 12(g) of the U.S. Securities Exchange Act of 1934, as amended.
The Fund's investment objective is to seek to generate long-term capital appreciation. The Fund is expected to primarily invest alongside public and private investment vehicles that are managed by, or in the future may be managed by, Brookfield Asset Management Ltd., a corporation organized under the laws of British Columbia, Canada ("BAM"), Brookfield Corporation, a corporation organized under the laws of Ontario, Canada ("Brookfield Corporation"), Brookfield Wealth Solutions Ltd., a corporation organized under the laws of Bermuda ("BWS" and together with BAM, Brookfield Corporation and each of their respective affiliates, "Brookfield") and/or through its own stand-alone investments across Brookfield’s private equity strategies, including controlled, non-controlled and structured investments. The Fund may also invest in loans, bonds, evidence of indebtedness, debt securities (including convertible debt), public equities or other types of debt or debt-like instruments. The Fund will generally seek to invest 80-85% of its total assets in direct and secondary private equity investments and primary commitments in investment funds and 15-20% of its total assets in a public securities portfolio.
The Fund has been structured as a perpetual vehicle, with monthly, fully funded subscriptions and quarterly redemptions. The Fund commenced investment operations and activities on July 3 and 4, 2025 with certain initial investments (“Seed Investments”) being contributed by Brookfield in exchange for Class B-1 Units, which were issued on September 29, 2025. On December 1, 2025, the Fund accepted its first subscriptions from third-party investors.
Brookfield Private Equity TE Feeder Fund LP (the “Feeder”), a Delaware limited partnership, is expected to invest all or substantially all of its assets in one or more entities treated as a corporation for U.S. federal income tax purposes (a “Corporation”) which, in turn, intend to invest in all or substantially all of their assets in the Fund. The Feeder was established for certain investors with particular tax characteristics, such as tax‐exempt investors and certain non‐U.S. investors.
The Fund invests all or substantially all of its assets through its investment in BPEF US Aggregator (ON) LP (together with its consolidated subsidiaries, collectively referred to as the “Aggregator”). The Aggregator has the same investment objectives as the Fund and has been set up to aggregate all or substantially all of the Fund’s investments. As a consolidated controlled subsidiary of the Fund, the Aggregator’s results are included in the condensed consolidated financial statements of the Fund.
The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of Brookfield, to facilitate investment by certain investors, including to accommodate legal, tax, accounting, regulatory, compliance or certain other operational requirements, to generally invest alongside the Fund, but excluding Brookfield Private Equity Fund (SICAV) (“BPE Lux”). Parallel Funds may be established to accommodate legal, tax, accounting, regulatory, compliance, structuring or other operational requirements of certain investors. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of the Fund or the Feeder. The Fund, the Feeder, the Aggregator and any Parallel Funds collectively form “BPE.” BPE and BPE Lux collectively form the “BPE Fund Program,” but are operated as distinct investment structures.
Brookfield Private Equity Fund GP LLC, a Delaware limited liability company, is the general partner (the “General Partner”) of the Fund. The General Partner is responsible for the management and control of the business of the Fund. The investment manager of the Fund is Brookfield Asset Management Private Institutional
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
Capital Adviser (Private Equity), L.P. (the “Manager”), a limited partnership formed under the laws of the Province of Manitoba. The Manager is registered with the United States Securities and Exchange Commission as an investment adviser under the U.S. Investment Advisers Act of 1940, as amended from time to time. The Manager is responsible for initiating, structuring and negotiating the Fund’s investments. Both the General Partner and Manager are subsidiaries of BAM.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying condensed consolidated financial statements of the Fund have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Fund is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946, Financial Services‐Investment Companies (“ASC 946”). Accordingly, investments are measured at fair value in the Condensed Consolidated Statements of Assets and Liabilities, with changes in fair value recognized as Net Change in Unrealized Gain (Loss) on Investments and Net Realized Gain (Loss) on Investments in the Condensed Consolidated Statements of Operations. The condensed consolidated financial statements, including these notes, are unaudited and exclude some of the disclosures required in audited consolidated financial statements. Management believes it has made all necessary adjustments (consisting of only normal recurring items) to present a fair statement of its financial position so that the condensed consolidated financial statements are presented fairly. The condensed consolidated financial statements should be read in conjunction with the audited financial statements of Brookfield Private Equity Fund LP included in our Annual Report on Form 10-K for the period ended December 31, 2025 filed with the Securities and Exchange Commission ("SEC").
Use of Estimates
The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, creditworthiness of our portfolio companies, and any other parameters used in determining these estimates could cause actual results to differ materially. Such estimates include those used in the valuation of the Fund’s investments and financial instruments and the measurement of deferred tax balances. Actual results could differ from those estimates.
Principles of Consolidation
In accordance with ASC 946, the Fund, as an investment company, generally does not consolidate subsidiaries unless it holds a controlling financial interest in another investment company or in an operating company whose sole business is to provide services to the Fund. A controlling financial interest is defined as (a) the power to direct the activities of the investment company that most significantly impact the Fund’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the investment company. In instances where the Fund wholly owns another investment company, this would constitute a controlling interest, and consolidation would be appropriate. For non‐wholly owned interests in investment companies, the Fund assesses the nature of the investment structure and considers its interests in and governance rights over the investment company to determine whether it holds a controlling financial interest. This analysis requires significant judgment.
The Fund has determined that it holds a controlling financial interest in the Aggregator, because: (a) the General Partner acts solely on behalf of the Fund in carrying out its duties, and (b) the Fund absorbs substantially all of the Aggregator’s economic variability. The Aggregator is considered an investment company under GAAP and is therefore consolidated by the Fund. The Aggregator holds a number of wholly owned subsidiaries that are also considered investment companies under ASC 946. These subsidiaries are also consolidated by the Fund. At each reporting date, the Fund evaluates whether it continues to hold a controlling
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
financial interest in the Aggregator or any other entities within the Fund structure and assesses the implications for consolidation. All significant intercompany balances and transactions have been eliminated in consolidation.
Fair Value of Investments and Financial Instruments
ASC Topic 820, Fair Value Measurement (“ASC 820”), establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment, and the state of the marketplace. Investments with readily available, actively quoted prices, or for which fair value can be measured from actively quoted prices, generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Investments measured and reported at fair value are classified and disclosed in one of the following categories:
•Level I ‐ Unadjusted quoted prices in active markets for identical investments as of the reporting date.
•Level II ‐ Pricing inputs other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies.
•Level III ‐ Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair value for these investments is determined using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, valuations for comparable companies, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant judgment.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The General Partner’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.
Investments at Fair Value
The Fund measures its investments at fair value in accordance with ASC 820. Fair value is the amount that would be received to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. In the absence of observable market prices, the Fund’s investments are measured using valuation methodologies applied on a consistent basis as described below. Additional information regarding these investments is provided in Note 3. “Investments and Fair Value Measurements”.
The Fund determines the fair value of its investments using the best information available under the circumstances, incorporating its own assumptions, including those market participants would likely use. This process involves a significant degree of judgment and considers both internal and external factors, including appropriate risk adjustments for non-performance and liquidity. Additional considerations include macroeconomic and industry conditions, potential transactions, external indications of value, investment performance, outlook, and related cash flow activity. In the absence of observable market prices, the Fund may use multiple valuation techniques and, where no external indication of value exists, may apply equal weighting across approaches. The selection and weighing of valuation methods may vary depending on specific facts and circumstances and shall be subject to change from time to time depending on the applicable asset. The values estimated by the Fund may differ significantly from values that would have been used had a readily available market for the investments existed and the differences could be material to the condensed consolidated financial statements.
The income approach is generally the Fund’s primary valuation approach for its private investments. Most commonly under the income approach, the discounted cash flow method is used, whereby the fair value of an investment is estimated based on the present value of the cash flows from the investment using reasonable
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
assumptions and estimations of expected future cash flows and the appropriate risk-adjusted discount rate that captures the risk inherent to the investment. Investments may also be valued at their acquisition price for a period of time after an acquisition as the best measure of fair value in the absence of any conditions or circumstances that would indicate otherwise.
In determining the fair value of portfolio companies under this approach, the Fund makes assumptions over a projection period regarding unobservable inputs such as revenues, operating income, capital expenditures, income taxes, working capital needs and the terminal value and exit multiple of the investee company, among other assumptions. The Fund discounts those projected cash flows by deriving a discount rate based on a capital structure similar to that of a market participant using observable inputs such as the rate of return available in the market on an investment free of default risk, an equity risk premium to reflect the additional risk of a market portfolio of equity instruments over risk‐free instruments, beta as a measure of risk based on share price correlation to the market, and equity and debt‐to‐capital ratios of companies deemed comparable to the portfolio company.
The Fund may also use one or more secondary approaches (e.g., comparable market transactions, performance multiples, net asset valuations, guideline public companies, and external valuation indications) to assess the reasonableness of the conclusion from the primary approach.
Investments in debt securities that are not listed on an exchange are valued by the Fund after considering among other factors, external pricing sources, recent trading activity or market transactions of similar securities adjusted for security specific factors such as structure priority and interest and yield risks.
Publicly traded investments in active markets are reported at the market closing price, less a discount, as appropriate, as determined by the Fund to reflect restrictions on disposition where such restrictions are an attribute of the investment.
Convertible preferred investments may be valued using an option pricing model based on the specific terms of the security, including but not limited to, the publicly traded share price of the common shares or units in active markets as of the reporting date, preferred-in-kind dividend rate, relative yield and other adjustments to the common shares or units, as well as restrictions related to timing of conversion, as applicable, or actual trades of the convertible preferred investment.
Cash and Cash Equivalents
Cash represents cash held in banks. Cash equivalents represent short‐term, highly liquid investments with original maturities of three months or less. Interest income earned from cash held in operating accounts is reported as Other Income in the Condensed Consolidated Statements of Operations.
Foreign Currency
Assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the reporting date. 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’s investments may be denominated in foreign currencies and thus, are subject to foreign currency exchange rate fluctuations. Adjustments arising from foreign currency transactions and translation of assets and liabilities denominated in foreign currencies are reflected in the Condensed Consolidated Statements of Operations.
The Fund does not separately report the effect of changes in foreign exchange rates on investments from changes in the fair values of those investments. Accordingly, such effects are included in Net Realized Gain (Loss) on Investments and Net Change in Unrealized Gain (Loss) on Investments in the Condensed Consolidated Statements of Operations.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
Segment Reporting
The Fund operates through a single reportable segment. The chief operating decision maker (the “CODM”) is the Fund’s Chief Executive Officer. The CODM assesses the performance of, allocates resources and makes operating decisions for the Fund primarily based on the Fund’s Net Increase (Decrease) in Net Assets Resulting from Operations. Reportable segment assets are reflected on the accompanying Condensed Consolidated Statements of Assets and Liabilities as Total Assets and reportable segment significant expenses reviewed by the CODM are listed on the accompanying Condensed Consolidated Statements of Operations.
Net Realized and Unrealized Gain (Loss) on Investments
The Fund recognizes Net Realized Gain (Loss) on Investments when transacted by the Fund. Without regard to unrealized gains or losses previously recognized, Net Realized Gain (Loss) on Investments are measured as the difference between the net proceeds from the sale, repayment or disposal of an asset and the adjusted cost basis of the asset.
Net Change in Unrealized Gain (Loss) on Investments is the change in fair value of the Fund's underlying investments during the reporting period, including any reversal of previously recorded unrealized gains or losses when gains or losses are realized.
Derivative Instruments
The Fund recognizes derivative instruments as assets or liabilities at fair value in its Condensed Consolidated Statements of Assets and Liabilities as Derivative Assets at Fair Value or Derivative Liabilities at Fair Value. Derivative instruments are valued based on contractual cash flows and observable inputs generally comprising of yield curves and foreign currency rates.
Unrealized gains and losses are presented in Net Change in Unrealized Gain (Loss) on Derivative Instruments on the Condensed Consolidated Statements of Operations. When a derivative instrument is settled through either delivery or offset by entering into another derivative instrument contract, the Fund recognizes realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed.
As of June 30, 2026, the Fund had not designated any derivative instruments as fair value, cash flow or net investment hedges for accounting purposes. Further information on derivative instruments can be found within Note 4. “Derivative Instruments”.
Income Recognition
Income is recognized and recorded as earned. To date, the Fund has earned Interest Income on cash held in operating accounts and dividends from portfolio companies.
Organizational, Offering and Other Fund Expenses
Prior to the first anniversary of December 1, 2025, (the "Initial Offering Date”), Organizational Expenses, offering expenses and certain other fund expenses, including Directors' Fees, Professional Fees, and Administration Fees, may be funded by the Manager in its sole discretion. The Fund may reimburse the Manager for these advanced expenses ratably over the sixty (60) months following the first anniversary of the Initial Offering Date and the Manager, in its sole discretion, may voluntarily waive such reimbursement. After the first anniversary of the Initial Offering Date, organizational and certain other fund expenses will be recorded as incurred. To the extent these expenses are funded by the Manager, a payable to the Manager is recognized as Due to Affiliates on the Condensed Consolidated Statements of Assets and Liabilities.
Expense Support
For the period of eighteen months following the Initial Offering Date, the Manager has agreed to forgo an amount of its monthly Management Fee to offset specified expenses and/or pay, absorb, or advance certain
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
expenses of the Fund, such that the annual expenses borne by the Fund (excluding Management Fees, servicing fees, Performance Participation Allocation (as defined in Note 6. “Related Party Transactions”), taxes, and other excluded items) do not exceed 0.70% of the Fund's net assets annualized as of the end of each calendar month. The Fund has agreed to carry forward the amount of any foregone management fee and expenses paid, absorbed or reimbursed by the Manager, for repayment to the Manager when and if requested by the Manager, but only if and to the extent that such expenses do not exceed 0.70% of the Fund's net assets annualized as of the end of each calendar month. The amount of expenses the Manager has absorbed pursuant to this arrangement is reported as Expense Support on the Condensed Consolidated Statements of Operations and Due from Affiliates on the Condensed Consolidated Statements of Assets and Liabilities. Refer to Note 6. “Related Party Transactions” for more information.
Management Fees Waived
The Manager has agreed to waive the Management Fees (as defined in Note 6. “Related Party Transactions”) for a period of twelve months from the Initial Offering Date. The waived Management Fees are reported in Management Fees Waived on the Condensed Consolidated Statements of Operations. Refer to Note 6. “Related Party Transactions” for more information.
Servicing Fees
Pursuant to the Dealer-Manager Agreement (the "Dealer-Manager Agreement") dated October 28, 2025 and entered into between the Fund and Brookfield Private Wealth LLC (formerly known as Brookfield Oaktree Wealth Solutions LLC prior to January 1, 2026) a broker-dealer (the “Dealer-Manager” or "BPW"), the Fund will pay the Dealer-Manager servicing fees equal to 0.85% of the NAV per annum for the Class S Units, and 0.25% of the NAV per annum for the Class D Units, in each case, accrued and payable monthly. No servicing fees are payable for the Class I Units or the Brookfield Units. In calculating the Servicing Fees, the Fund will use the NAV of the Units before giving effect to any accruals for Management Fees, redemptions, if any, for that month and distributions payable on such Units. The Dealer-Manager anticipates that all or a portion of the servicing fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.
The Fund accrues the cost of the servicing fees for the estimated life of the Units upon issuance of Class S Units and Class D Units directly in the Condensed Consolidated Statements of Changes in Net Assets. The calculation of the estimated servicing fees to be paid in future periods includes the use of significant estimates, including the determination of the total estimated life of the Units and their market expectations. The corresponding payable is recognized as Servicing Fees Payable on the Condensed Consolidated Statements of Assets and Liabilities. Refer to Note 6. "Related Party Transactions” for more information.
Performance Participation Allocation
The Performance Participation Allocation is measured annually, paid quarterly, and expensed as incurred through monthly accruals. The related Performance Participation Allocation Payable is recognized on the Condensed Consolidated Statements of Assets and Liabilities. For more information, refer to Note 6. "Related Party Transactions."
Redemption of Class B-1 Units
Class B-1 Units received by Brookfield Investors in connection with Seed Investments are subject to redemption terms pursuant to the monthly redemption arrangement for Class B-1 Units. Under the monthly redemption arrangement, as of the last calendar day of each month, the Fund may redeem Class B-1 Units from Brookfield Investors in an amount determined by the General Partner in its sole discretion. For 18 months following the Initial Offering Date, the Class B-1 Units are redeemed at the lesser of (i) NAV per Class B-1 Unit and (ii) the current value of the remaining Seed Investments less a blended discount divided by the number of Class B-1 Units outstanding. On the first day of the calendar month following the redemption of Class B-1 Units, holders of all current Units of the Fund accrete a portion of the discount based on their proportionate holdings. The allocation of redemption discount among Classes of Units has been recognized as Allocation of Redemption Discount in the Condensed Consolidated Statements of Changes in Net Assets. The redemption
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
discount relating to redemptions taking place on June 30, 2026 that will be allocated to Unitholders on July 1, 2026 has been recognized on the Condensed Consolidated Statements of Assets and Liabilities as Class B-1 Redemption Discount Payable. Refer to Note 5. "Net Assets" for more information.
Total redemptions of Class B-1 Units that remain unpaid to Brookfield Investors are recognized as Class B-1 Redemptions Payable to Affiliates on the Condensed Consolidated Statements of Assets and Liabilities.
Income Taxes
The Fund is treated as a partnership for U.S. federal income tax purposes. As a partnership, the Fund is generally not directly subject to U.S. federal or state income taxes. Instead, each partner is individually responsible for reporting their share of the Fund’s taxable income or loss on their respective income tax returns. It is possible, however, that the Fund may be considered a publicly traded partnership and not meet the qualifying exception in certain years. In such a scenario, the Fund would be treated as a publicly traded partnership taxed as a corporation, rather than as a partnership. The investors in the Fund would be treated as shareholders in a corporation, and the Fund would become a taxable corporation for U.S. federal, state and/or local income tax purposes. The Fund would be required to pay income tax at corporate rates on its net taxable income.
The Fund also operates, in part, through subsidiaries that are treated as corporations for U.S. and non-U.S. tax purposes and are therefore subject to U.S. federal, state, and/or local income taxes at the subsidiary level, including entities that function as corporate blockers. As a result, tax provisions and deferred tax balances have been recognized based on the tax attributes of each of the entities within the Fund. Refer to Note 8. "Income Taxes” for more information.
Deferred Taxes
Under GAAP, the asset and liability method of accounting for income taxes is applied. Deferred tax assets and liabilities are recognized for temporary differences between the financial statement carrying amounts and tax basis of assets and liabilities, as well as for net operating loss and capital loss carryforwards. These are measured using enacted tax rates expected to apply in the periods when the temporary differences are expected to be recovered or settled. A valuation allowance is recognized when it is more likely than not that some portion or all of the deferred tax assets will not be realized. The realizability of deferred tax assets is assessed based on all positive and negative evidence, including the amount and character of future taxable income. Refer to Note 8. "Income Taxes” for more information.
Uncertain Tax Positions
The Fund recognizes tax benefits from uncertain tax positions when it is more likely than not that the position will be sustained upon examination by the relevant taxing authority, based solely on its technical merits. If this threshold is met, the recognized benefit is measured as the largest amount of tax benefit that is greater than 50% likely to be realized upon ultimate settlement. Tax positions are reassessed each reporting period as new information becomes available. The Fund’s policy is to record interest and penalties, if applicable, as a component of the Income Tax Expense on the Condensed Consolidated Statements of Operations. Refer to Note 8. "Income Taxes” for more information.
Recent Accounting Pronouncements
In December 2025, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2025-11, Interim Reporting, which is intended to improve the navigability of the guidance in ASC 270, Interim Reporting. The ASU specifies when an entity is subject to ASC 270, and addresses the form and content of financial statements and interim disclosure requirements. The ASU clarifies that an entity must disclose events since the end of the last annual reporting period that have had a material impact. The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027 and early adoption is permitted. The Fund did not early adopt ASU 2025-11 and is currently evaluating the impact on its condensed consolidated financial statements.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
3. Investments and Fair Value Measurements
During the six months ended June 30, 2026, the Fund acquired an incremental interest in one existing investment and interests in three additional portfolio companies, increasing the total number of Investments to twelve (nine investments as of December 31, 2025). The following table summarizes the valuation of the Fund’s investments by the fair value hierarchy levels as of June 30, 2026 and December 31, 2025:
| | | | | | | | | | | | | | | | | | | |
| June 30, 2026 |
| Level I | | Level II | | Level III | | Total Fair Value | | |
| Portfolio Companies | $ | — | | | $ | — | | | $ | 886,104 | | | $ | 886,104 | | | |
| Private Debt Investments | — | | | — | | | 88,273 | | | 88,273 | | | |
| Derivative Assets | — | | | 2,463 | | | — | | | 2,463 | | | |
| Cash | 102 | | | — | | | — | | | 102 | | | |
| Total | $ | 102 | | | $ | 2,463 | | | $ | 974,377 | | | $ | 976,942 | | | |
| | | | | | | | | | | | | | | | | | | |
| December 31, 2025 |
| Level I | | Level II | | Level III | | Total Fair Value | | |
| Portfolio Companies | $ | — | | | $ | — | | | $ | 759,671 | | | $ | 759,671 | | | |
| Private Debt Investments | — | | | — | | | 19,756 | | | 19,756 | | | |
| Derivative Assets | — | | | 1,070 | | | — | | | 1,070 | | | |
| Cash | 17,534 | | | — | | | — | | | 17,534 | | | |
| Total | $ | 17,534 | | | $ | 1,070 | | | $ | 779,427 | | | $ | 798,031 | | | |
The following tables present changes in the fair value of investments for which Level III inputs were used to determine the fair value for the three and six months ended June 30, 2026. No investments were held during the period from May 21, 2025 (Inception) to June 30, 2025:
| | | | | | | | |
| Level III Financial Assets at Fair Value |
| Three Months Ended June 30, 2026 |
| Portfolio Companies | Debt Investments |
| Balance as of April 1, 2026 | $ | 856,177 | | $ | 20,557 | |
| Purchase of Investments | 11,278 | | 59,387 | |
| | |
| Capital Contribution on Purchase of Investment from Affiliate | 598 | | 5,713 | |
| | |
| Net Change in Unrealized Gain (Loss) on Investments | 18,051 | | 2,616 | |
| Balance, as of June 30, 2026 | $ | 886,104 | | $ | 88,273 | |
| | | | | | | | |
| Level III Financial Assets at Fair Value |
| Six Months Ended June 30, 2026 |
| Portfolio Companies | Debt Investments |
| Balance as of January 1, 2026 | $ | 759,671 | | $ | 19,756 | |
| Purchase of Investments | 74,031 | | 59,387 | |
| | |
| Capital Contribution on Purchase of Investment from Affiliate | 20,286 | | 5,713 | |
| | |
| Net Change in Unrealized Gain (Loss) on Investments | 32,116 | | 3,417 | |
| Balance, as of June 30, 2026 | $ | 886,104 | | $ | 88,273 | |
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
The following summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of June 30, 2026:
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Quantitative Information about Level III Fair Value Measurements |
| Fair Value | | Valuation Techniques | | Unobservable Inputs | | Ranges | | Weighted- Average | | Impact to Valuation from an increase in input |
| | | | | | | | | | | |
| Portfolio Companies | $ | 886,104 | | | Discounted Cash Flows | | WACC(i) | | 10.3% - 18.7% | | 11.8% | | Decrease |
| . | | | | | Terminal Multiple | | 8.7x - 18.0x | | 11.5x | | Increase |
| | | Hypothetical Liquidation Approach | | EBITDA Multiple | | 7.7x - 7.7x | | 7.7x | | Increase |
| | | Transaction Pricing | | N/A | | N/A | | N/A | | N/A |
| Private Debt Investments | $ | 88,273 | | | Cost Plus Accrued Interest | | N/A | | N/A | | N/A | | N/A |
| Total Investments | $ | 974,377 | | | | | | | | | | | |
(i) Weighted-Average Cost of Capital.
The following summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of December 31, 2025:
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Quantitative Information about Level III Fair Value Measurements |
| Fair Value | | Valuation Techniques | | Unobservable Inputs | | Ranges | | Weighted- Average | | Impact to Valuation from an increase in input |
| | | | | | | | | | | |
| Portfolio Companies | $ | 759,671 | | | Discounted Cash Flows | | WACC(i) | | 10.2% - 18.7% | | 11.8% | | Decrease |
| . | | | | | Terminal Multiple | | 8.7x - 18.0x | | 11.6x | | Increase |
| Private Debt Investments | $ | 19,756 | | | Cost Plus Accrued Interest | | N/A | | N/A | | N/A | | N/A |
| Total Investments | $ | 779,427 | | | | | | | | | | | |
(i) Weighted-Average Cost of Capital.
4. Derivative Instruments
In the normal course of business, the Fund enters into derivative instruments to achieve certain risk management objectives. These instruments primarily include forward currency contracts. A foreign currency forward contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at a future date. The Fund utilizes forward currency contracts to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated investments or to facilitate settlement of foreign currency denominated transactions. Foreign currency forward contracts involve elements of market risk in excess of the amounts reflected on the Condensed Consolidated Statements of Assets and Liabilities.
As a result of the use of derivative contracts, the Fund is exposed to the risk that counterparties will fail to fulfill their contractual obligations and the risk of an unfavorable change in the foreign exchange rate underlying the foreign currency forward contract. To mitigate counterparty risk, the Fund enters into contracts with certain major financial institutions, all of which have investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments. The use of forward currency contracts does not eliminate fluctuations in the price of the underlying investments recognized by the Fund.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
The table below summarizes the aggregate notional amount and fair value of the derivative instruments. The notional amount represents the absolute value of the foreign exchange contracts (in thousands):
| | | | | | | | | | | | | | | | | | |
| | June 30, 2026 | | December 31, 2025 |
| | Fair Value | | Notional | | Fair Value | | Notional |
| Derivative Assets | | | | | | | | |
| Foreign Currency Forward Contracts (EUR) | | $ | 2,728 | | | € | 63,006 | | | $ | 1,070 | | | € | 63,006 | |
| Foreign Currency Forward Contracts (GBP) | | (265) | | | £ | 36,826 | | | — | | | £ | — | |
| | $ | 2,463 | | | | | $ | 1,070 | | | |
5. Net Assets
Partners’ Capital
At the direction of the General Partner, the Fund has the authority to issue an unlimited number of Units of each Unit Class (as defined below).
As of June 30, 2026 and December 31, 2025, the Fund offered three classes of limited partnership units to third-party investors (“Investor Units”): Class D (“Class D” or the “Class D Units”), Class I (“Class I” or the “Class I Units”) and Class S (“Class S” or the “Class S Units”). In addition, the Fund has authorized the issuance of Class B-1 (“Class B-1” or the “Class B-1 Units”) and Class B-2 (“Class B-2” or the “Class B-2 Units”) and together with Class D, Class I, and Class S, each a “Class” or a "Unit Class". "Brookfield Units" include Class B-1 Units, Class B-2 Units and any other class or series of Units designated by the General Partner as Brookfield Units. The key differences among each Unit Class relate to the ongoing servicing fees and Performance Participation Allocation.
Unit issuances related to monthly subscriptions are effective the first calendar day of each month. There were no transactions in the Fund's Units from May 21, 2025 (Inception) to June 30, 2025. The following tables present transactions in the Fund’s Units for the three and six months ended June 30, 2026:
| | | | | | | | | | | | | | | | | | | | |
| Class I Units | Class S Units | Class D Units | Class B-1 Units | Class B-2 Units | Total |
| Units Outstanding as of March 31, 2026 | 2,719,860 | | 1,496,510 | | — | 25,966,907 | | 18,469 | | 30,201,746 | |
| Units Issued | 402,817 | | 351,993 | | — | — | | 4,693 | | 759,503 | |
| Units Redeemed | — | | — | | — | (1,223,484) | | — | | (1,223,484) | |
| Units Outstanding as of June 30, 2026 | 3,122,677 | | 1,848,503 | | — | 24,743,423 | | 23,162 | | 29,737,765 | |
| | | | | | | | | | | | | | | | | | | | |
| Class I Units | Class S Units | Class D Units | Class B-1 Units | Class B-2 Units | Total |
| Units Outstanding as of December 31, 2025 | 291,600 | | 398,100 | | — | 28,478,474 | | 11,600 | | 29,179,774 | |
| Units Issued | 2,831,077 | | 1,450,403 | | — | — | | 11,562 | | 4,293,042 | |
| Units Redeemed | — | | — | | — | (3,735,051) | | — | | (3,735,051) | |
| Units Outstanding as of June 30, 2026 | 3,122,677 | | 1,848,503 | | — | 24,743,423 | | 23,162 | | 29,737,765 | |
The purchase price per Unit of each Class will be equal to the transactional net asset value (“Transactional NAV”) per Unit for such Class as of the last calendar day of the immediately preceding month, aside from the initial offering purchase price, equal to $25.00 per Unit for each Class. The Transactional NAV per Unit for each Class is determined by dividing the total assets of the Fund attributable to such Class, less the
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
value of any liabilities of such Class, accrued expenses and adjusted for any fees applicable to certain classes of Units, by the total number of outstanding Units of such Class. Investor Units and Class B-2 Units are eligible for redemption under the Fund’s Redemption Program, which generally allows up to 5% of all outstanding units to be redeemed each quarter, whereas Class B-1 Units are subject to a separate redemption arrangement that includes a discount per unit at the discretion of the General Partner. At the end of each month, the Fund allocates its Net Investment Income (Loss) and Net Change in Unrealized Gain (Loss) on Investments across each Unit Class based on their relative ownership share in the Fund as of the first calendar day of that month.
Under the Fund LPA, investors are not admitted as limited partners and Units are not deemed issued until the applicable subscription date, which is generally the first day of each month following acceptance of the completed subscription documents. Subscription proceeds received in advance do not result in the issuance of Units and no capital accounts are established until the subscription date. Accordingly, subscription proceeds received in advance are recognized as a payable in the financial statements until the Units are issued.
Redemption of Investor Units and Class B-2 Units
At the sole discretion of the General Partner and in accordance with the Partnership Agreement the Fund has implemented a redemption program (“Redemption Program”) to allow for redemptions of Investor Units and the Class B-2 Units, on a quarterly basis, up to 5% of the Fund's aggregate net asset value attributable to all Classes of Units outstanding. The General Partner may, in its discretion and in accordance with the Partnership Agreement, cause the Fund to exceed the 5% quarterly redemption limitation in any calendar quarter. The General Partner may amend or suspend the Redemption Program if in its reasonable judgment it deems such actions to be in the Fund’s best interest, including but not limited to tax, regulatory or other structuring reasons.
The Redemption Program for Investor Units commenced on January 1, 2026, i.e. during the first full quarter following the Initial Offering Date. Any redemption requests for Units that have not been outstanding for at least two (2) years will be subject to an early redemption fee equal to 5% of the Transactional NAV of the Units being redeemed (calculated as of the redemption date) for the benefit of the Fund and therefore indirectly its Unitholders. The two-year holding period is measured from the original subscription date to the first day of the month immediately following the redemption date.
There were no redemption requests for Investor Units and Class B-2 Units during the six months ended June 30, 2026.
Redemption of Class B-1 Units
As of June 30, 2026, the Fund had 24,743,423 Class B-1 Units outstanding and subject to redemption (December 31, 2025 - 28,478,474 Class B-1 Units). As of the last calendar day of each month, the Fund may redeem Class B-1 Units from the Brookfield Investors in an amount determined by the General Partner in its sole discretion.
During the three months ended June 30, 2026, 1,223,484 Class B-1 Units were redeemed at an aggregate value of $33.7 million. As the Class B-1 Units were redeemed at a blended discount to NAV in excess of 6%, a total redemption discount of $2.3 million was allocated and attributed to Unitholders. This amount consists of $0.8 million of Class B-1 Unit redemptions on March 31, 2026, allocated on April 1, 2026, and $1.5 million of Class B-1 Unit redemptions from April 2026 through May 2026. An additional $2.1 million of Class B-1 redemptions on June 30, 2026 will be allocated to Unitholders on July 1, 2026.
During the six months ended June 30, 2026, 3,735,051 Class B-1 Units were redeemed at an aggregate value of $99.1 million. As the Class B-1 Units were redeemed at a blended discount to NAV in excess of 6%, a total redemption discount of $8.7 million was allocated and attributed to Unitholders. This amount consists of $2.5 million of Class B-1 Unit redemptions on December 31, 2025, allocated on January 1, 2026, and $6.2 million of Class B-1 Unit redemptions from January 2026 through May 2026. An additional $2.1 million of Class B-1 Unit redemptions on June 30, 2026 will be allocated to Unitholders on July 1, 2026.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
During the three and six months ended June 30, 2026, the Fund made redemption payments to Brookfield Investors totaling $58.2 million and $128.4 million, respectively. As of June 30, 2026, remaining Class B-1 Redemptions Payable to Affiliates were $17.0 million.
The redemption price per Class B-1 Unit for redemptions from Brookfield Investors for the first 18-month period after the Initial Offering Date of December 1, 2025, is the lesser of (1) the then-current Transactional NAV per Class B-1 Unit and (2) the amount determined by dividing (A) the then-current fair value of the remaining Seed Investments determined in accordance with the Fund’s valuation policy less an agreed upon blended discount determined as a product of individualized rates associated with each of the Seed Investments, by (B) the total number of outstanding Class B-1 Units, in each case as of the last calendar day of the applicable month. After the first 18-month period, Class B-1 Units will be redeemed at the Transactional NAV. Any benefit resulting from the redemption proceeds being less than the Transactional NAV of the Class B-1 Units at the time of redemption will be retained by the Fund and the holders of all classes of Units, and may be applied for any purpose permitted under the Fund’s governing agreements.
6. Related Party Transactions
Partnership Agreement
Pursuant to a limited partnership agreement with the General Partner, dated May 21, 2025, as amended and restated on August 21, 2025, overall responsibility for the Fund’s oversight rests with the General Partner, subject to certain oversight rights held by the Board of Directors. The General Partner has delegated certain responsibilities to the Manager.
Performance Participation Allocation
A subsidiary of BAM, BPEF Splitter Performance LP, or any other entity(ies) so designated by it (the “Special Unitholder”), will be allocated and paid as a distribution, an incentive allocation (the “Performance Participation Allocation”) equal to 12.5% of the total return subject to a 5.0% annual hurdle amount and a high water mark with 100% catch-up. The Performance Participation Allocation is measured annually, paid quarterly, and accrued monthly (subject to pro-rating for partial periods). Pursuant to the Designation Agreement dated November 7, 2025, BPEF Splitter Performance LP designated such rights to BPEF Splitter Performance US LP.
The Special Unitholder may elect to receive the Performance Participation Allocation in cash, Class B-2 Units and/or shares or interests of intermediate entities. If the Performance Participation Allocation is paid in Class B-2 Units, such Class B-2 Units may be redeemed at the Special Unitholder’s request and will not be subject to certain limitations. Brookfield Units do not bear a Performance Participation Allocation.
For the three and six months ended June 30, 2026, the Fund accrued Performance Participation Allocation of $0.6 million and $1.2 million, respectively. As of June 30, 2026, this amount was recognized as Performance Participation Allocation Payable on the Condensed Consolidated Statements of Assets and Liabilities.
Investment Management Agreement, Management Fee
On August 21, 2025, the Fund entered into an investment management agreement (the “Investment Management Agreement”) with the Manager. The Manager provides investment management services to the Fund, including identifying, structuring, and monitoring investments, arranging financing, and coordinating third-party services, during the terms of the Fund.
In consideration for its investment management services, the Manager is entitled to receive a management fee (the “Management Fees”) payable by the Fund directly or indirectly through an intermediate entity. The Management Fees are calculated monthly and paid monthly in arrears, commencing after the Initial Offering Date.
With respect to each Class of Investor Units, the Management Fees are waived for the first twelve months beginning on December 1, 2025, which is the Initial Offering Date, and thereafter are equal to an annualized 1.25% of the NAV of such Class per annum. For purposes of calculating the Management Fees, the NAV of
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
each relevant Class of Units will be calculated, before giving effect to any accruals for the Management Fees, the servicing fees and the Performance Participation Allocation, Unit redemptions for that month, any distributions and without taking into account any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which the Fund indirectly invests in a portfolio company, as determined in the good faith judgment of the Manager. Brookfield Units do not bear Management Fees.
The Manager may elect to receive the Management Fees in cash, Class B-2 Units and/or shares or interests of intermediate entities. If the Management Fees are paid in Class B-2 Units, such Units may be redeemed by the Fund at NAV at the Manager’s request and will not be subject to certain limitations.
For the three and six months ended June 30, 2026, the Fund accrued Management Fees of $0.4 million, and $0.6 million, respectively, which were fully waived by the Manager.
Servicing Fees
The Fund entered into the Dealer-Manager Agreement on October 28, 2025 with Brookfield Private Wealth LLC, a broker-dealer that is an indirect wholly owned subsidiary of Brookfield Corporation, in which the Dealer-Manager agrees to manage the Fund’s relationships with third-party brokers and financial advisors engaged by the Dealer-Manager to participate in the distribution of Units. In exchange for its services the Dealer-Manager will receive certain servicing fees. Class S Units will incur servicing fees equal to 0.85% of the NAV and Class D Units will incur servicing fees equal to 0.25% of the NAV, both accrued per annum and payable monthly. No servicing fees will be payable with respect to Class I Units or Brookfield Units.
The Fund accrues the cost of servicing fees for the total estimated life of the Units as an offering cost at the time Class S and Class D Units are sold. As such, during the three and six months ended June 30, 2026, the Fund accrued $0.2 million and $0.7 million, respectively, in servicing fees in relation to Class S Units issued during the period. There were no Class D Units issued during the three and six months ended June 30, 2026, and, as a result, nil servicing fees were accrued for such units. The Fund was charged a total of $0.1 million and $0.2 million in servicing fees related to Class S Units during the three and six months ended June 30, 2026, respectively, and Servicing Fees Payable as of June 30, 2026 were $0.7 million ($0.2 million as of December 31, 2025).
Expense Support
For the period of eighteen months following the Initial Offering Date of December 1, 2025, the Manager has agreed to forgo an amount of its Management Fees and/or pay, absorb or reimburse certain expenses of the Fund, to the extent necessary so that the total expenses borne by the Fund (excluding servicing fees, Management Fees, Performance Participation Allocation, taxes, and other excluded items) do not exceed 0.70% of the Fund's net assets annualized as of the end of each calendar month.
For the three and six months ended June 30, 2026, the Fund incurred $1.6 million and $3.3 million, respectively, in expenses subject to the Expense Support agreement. For the three and six months ended June 30, 2026, expenses incurred for the fiscal year to date in excess of 0.70% of the Fund's transactional NAV were $0.1 million and $0.5 million, respectively, which have been absorbed by the Manager and recorded as Expense Support on the Condensed Consolidated Statements of Operations.
As of June 30, 2026, the Fund recorded $2.2 million Due from Affiliates related to advances made by the Manager on behalf of the Fund. This comprises $0.5 million in relation to expenses which were absorbed by the Manager for the six months ended June 30, 2026, and $1.7 million in relation to expenses which had previously been absorbed by the Manager as at December 31, 2025. The amounts are subject to possible future recoupment.
Due to Affiliates is comprised of cash advances made by the Manager, on behalf of the Fund for the payment of the Fund’s Organizational Expenses and certain other fund expenses to date. The Manager has agreed, at its discretion, to advance all or a portion of the Organizational Expenses and certain other fund expenses to be borne by the Fund. These amounts may be reimbursed by the Fund over a 60-month period beginning 12 months from the Initial Offering Date, and are non‐interest bearing.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
For the three and six months ended June 30, 2026, the Fund accrued Organizational Expenses of nil and $0.2 million, respectively, Professional Fees of $1.4 million and $2.7 million, respectively, and Directors' Fees and other expenses of $0.1 million and $0.2 million, respectively, in Due to Affiliates, representing the amounts paid by the Manager on behalf of the Fund.
Administration Fees
The Fund entered into an Administration Agreement with BOWS Administrator LLC effective as of December 1, 2025 to provide certain administrative services in connection with the management of the Fund's operations, under which the Fund pays an administration fee (the “Administration Fees”). A rate of 0.03% on the Fund's net asset value will be charged when the Fund's net asset value is equal to or exceeds $500 million. When the Fund's net asset value is less than $500 million, a flat fee of $0.2 million will be charged, with fees accrued monthly, and paid quarterly. For the three and six months ended June 30, 2026, the Fund accrued $0.1 million and $0.1 million, respectively, in Due to Affiliates for Administration Fees.
Acquisition of Investments and Capital Contribution
During the three months ended June 30, 2026, the Fund acquired one new investment and an incremental interest in an existing investment totaling $77.0 million. The additional interest in the existing portfolio company was acquired from a Brookfield affiliate at a discount, in which a $6.3 million non-cash capital contribution was recorded as a capital unit transaction, allocated to the Fund's Unitholders.
During the six months ended June 30, 2026, the Fund acquired a total of three new investments and one additional interest in an existing portfolio company totaling $159.4 million. Two of the investments acquired during the period were acquired at a discount to fair value from Brookfield affiliates, in which a total of $26.0 million in non-cash capital contributions were recorded as capital unit transactions, allocated to the Fund's Unitholders.
Promissory Notes Payable
In the three and six months ended June 30, 2026, the Fund entered into three promissory notes payable with Brookfield affiliates, for $95.8 million to finance investment acquisitions. One note for $25.2 million is non-interest-bearing, payable on demand, and may be prepaid in whole or in part at any time without notice, penalty or bonus. The carrying amount outstanding for the note as of June 30, 2026 was $25.2 million and approximated its fair value. The other two notes bear interest at adjusted term Secured Overnight Financing Rate ("SOFR") plus a spread per annum and are payable on demand. Interest on outstanding borrowings accrues and is paid-in-kind. As of June 30, 2026, the Fund had $71.3 million outstanding on these notes, including $0.7 million of interest paid-in-kind. As of June 30, 2026, the effective interest rates on these notes were equal to the stated interest rate and the carrying amounts outstanding approximated their fair value.
Credit Facility Payable
On March 3, 2026, the Fund and the Feeder entered into a two-year unsecured, revolving credit agreement (the "Credit Facility") as guarantors with Brookfield Private Equity Group Manager Holdings LP ("BPEG Manager Holdings LP" or the "Lender"), as lender. An aggregate total principal amount of up to $500.0 million is available to be borrowed from the Lender between the Credit Facility and a corresponding credit facility entered into by BPE Lux and its related entities. The Fund must maintain a loan to value ratio of not more than 50%. The Credit Facility is uncommitted and structurally subordinated to additional future facilities or debt arrangements entered into by the Fund. Under the Credit Facility, borrowings bear interest at adjusted term Secured Overnight Financing Rate (“SOFR”) plus a spread of 3.65% per annum. Interest on outstanding borrowings accrues and is paid-in-kind.
As of June 30, 2026, the Fund had $38.3 million outstanding under the Credit Facility that was drawn for the acquisition of a new investment in March 2026 and accounted for as Credit Facility Payable. As of June 30,
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
2026, the effective interest rate on borrowings outstanding was equal to the stated interest rate. The carrying amount outstanding under the Credit Facility as of June 30, 2026 approximates its fair value and this facility is classified as Level III within the fair value hierarchy. The Credit Facility matures on March 3, 2028, unless there is an earlier termination or an acceleration following an event of default. The Credit Facility has no mandatory repayments over its term, however, the Fund may voluntarily repay any loans upon notice to BPEG Manager Holdings LP without a premium or penalty, subject to certain conditions. Under the terms of the Credit Facility, the Fund is subject to customary affirmative and negative covenants.
7. Commitments and Contingencies
The Fund may from time to time make capital commitments to investment funds managed by Brookfield or third-party managers. As of June 30, 2026 and December 31, 2025, the Fund had no material unfunded commitments related to future investments.
The Fund may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of June 30, 2026 and December 31, 2025, the Fund was not subject to any material litigation nor was the Fund aware of any material litigation threatened against it.
In the normal course of business, the Fund may enter into contracts that contain a variety of indemnification arrangements. The Fund’s exposure under these arrangements, if any, cannot be quantified. However, the Fund has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of June 30, 2026 and December 31, 2025.
8. Income Taxes
The Fund is treated as a partnership for income tax purposes and is not subject to income tax. As a pass-through entity, each partner or member therein is responsible for income taxes related to income or loss based on their respective share of an entity’s income and expenses. In addition, the Fund operates, in part, through subsidiaries that are treated as corporations for U.S. and non-U.S. tax purposes and therefore may be subject to U.S. federal, state and/or local income taxes at the subsidiary level from ongoing operations or in a monetization event.
As of June 30, 2026, the Fund has recognized Deferred Tax Liabilities, Net of $21.5 million ($16.6 million
as of December 31, 2025), consisting of $23.7 million ($17.7 million as of December 31, 2025) of deferred tax liabilities related to temporary differences between the financial statement carrying amounts and the tax bases of assets, net of deferred tax assets of $2.2 million ($1.1 million as of December 31, 2025) relating to federal and state net operating losses. The Fund recognized deferred tax liabilities of $4.1 million in connection with the acquisition of an investment from an affiliate in March 2026, which was recorded as a capital unit transaction in the Condensed Consolidated Statements of Changes in Net Assets. For the three and six months ended June 30, 2026, the Fund recognized the remaining increase in Deferred Tax Liabilities, Net, of $1.0 million and $0.8 million, respectively, within Income Tax Expense on the Condensed Consolidated Statements of Operations as a result of changes in the underlying fair values of the related investments.
For the three and six months ended June 30, 2026, the Fund incurred current taxes of $0.4 million and $0.4 million, respectively, in relation to an investment acquired during the period. Other than the above noted investments, the Fund's effective federal statutory rate was 0.0%.
As of June 30, 2026 and December 31, 2025, the Fund has not identified any uncertain tax positions that require recognition or disclosure. The Fund files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Fund is subject to examination by U.S. federal, state, local and foreign tax authorities. Although the outcome of tax audits is always uncertain, the Fund does not believe the outcome of any future audit will have a material adverse effect on the Fund’s condensed consolidated financial statements.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
9. Financial Highlights
The following are the financial highlights of the Fund attributed to each Class of Units for the six months ended June 30, 2026. There were no Units of the Fund outstanding from May 21, 2025 (Inception) to June 30, 2025.
| | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, 2026 (e) |
| Class I Units | Class S Units | Class D Units | Class B-1 Units | Class B-2 Units |
| Per Unit Data | | | | | |
| Net Asset Value per Unit, Beginning of Period (January 1, 2026) | $ | 25.19 | | $ | 24.76 | | $ | — | | $ | 24.64 | | $ | 25.22 | |
| Net Investment Income (Loss) | (0.43) | | (0.44) | | — | | (0.12) | | (0.12) | |
| Net Change in Unrealized Gain (Loss) on Investments and Derivative Instruments (a) | 1.27 | | 1.76 | | — | | 1.08 | | 1.24 | |
| Net Increase in Net Assets Resulting from Investment Operations | 0.84 | | 1.33 | | — | | 0.95 | | 1.11 | |
| Allocation of Capital Contributions on Purchases of Investments from Affiliates | 0.84 | | 0.84 | | — | | 0.85 | | 0.85 | |
| Allocation of Deferred Tax Liability on Purchase of Investment from Affiliate | (0.13) | | (0.13) | | — | | (0.13) | | (0.13) | |
| | | | | |
| | | | | |
| Allocation of Discount on Redemption | 0.28 | | 0.28 | | — | | 0.28 | | 0.28 | |
| Net Increase in Net Assets Resulting from Capital Activity | 0.99 | | 0.99 | | — | | 1.00 | | 1.00 | |
| Servicing Fees | — | | (0.55) | | — | | — | | — | |
| Net Increase (Decrease) in Net Assets | 1.82 | | 1.77 | | — | | 1.96 | | 2.11 | |
| Net Asset Value per Unit, End of Period (June 30, 2026) | $ | 27.01 | | $ | 26.53 | | $ | — | | $ | 26.60 | | $ | 27.33 | |
| | | | | |
| | | | | |
| Units Outstanding at End of Period | 3,122,677 | 1,848,503 | — | 24,743,423 | 23,162 |
| Total Return Based on Net Asset Value (b)(c) | 7.24 | % | 7.16 | % | — | % | 7.95 | % | 8.36 | % |
| | | | | |
| Ratios to Weighted-Average Net Assets (b) | | | | | |
| Total Expenses (d) | 1.24 | % | 1.25 | % | — | % | 0.61 | % | 0.62 | % |
| Management Fees Waived | (0.61) | % | (0.61) | % | — | % | — | % | — | % |
| Expense Support | (0.07) | % | (0.07) | % | — | % | (0.06) | % | (0.06) | % |
| Performance Participation Allocation | 1.13 | % | 1.13 | % | — | % | — | % | — | % |
| Total Expenses after Management Fees Waived and Expense Support | 1.69 | % | 1.69 | % | — | % | 0.55 | % | 0.56 | % |
| Net Investment Income (Loss) | (1.63) | % | (1.64) | % | — | % | (0.47) | % | (0.51) | % |
(a) The amount shown for a Unit outstanding throughout the period may not agree to the net change in Unrealized Gains (Losses) on Investments and Derivative Instruments for the period because of the timing of issuance of Units in relation to fluctuating market values for the portfolio.
(b) Percentages are not annualized.
(c) Total return is calculated for each Unit class as the change in the net asset value per each Unit class during the period, plus any distributions per Unit declared in the period, and assumes any distributions are reinvested in accordance with the Fund’s distribution reinvestment plan. Total return does not include upfront transaction fees, if any. Total return calculated on the Transactional NAV (see Performance Summary Section of “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations”) for the same period was 8.3% for Class I, 7.8% for Class S, and 9.5% for each of Class B-1 and B-2.
(d) Total expenses ratio does not include the impact of tax expenses.
(e) Amounts may not add due to rounding.
Brookfield Private Equity Fund LP
Notes to Condensed Consolidated Financial Statements (Unaudited)
(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)
10. Subsequent Events
We evaluated the impact of all subsequent events through August 13, 2026, which is the date that these condensed consolidated financial statements were available to be issued, and have determined that there were no subsequent events requiring adjustment to or disclosure in the consolidated financial statements.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes appearing elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements, which relate to future events or the future performance or financial condition and involves numerous risks and uncertainties, including, but not limited to, those set forth in “Item 1A. Risk Factors” in this Quarterly Report on Form 10-Q. This discussion should be read in conjunction with the “Forward-Looking Statements” in this Quarterly Report on Form 10-Q. Actual results could differ materially from those implied or expressed in any forward-looking statements of Brookfield Private Equity Fund LP included within this Quarterly Report on Form 10-Q.
In this Quarterly Report on Form 10-Q, references to the "Fund," "BPE," "we," "us" or "our" refer to Brookfield Private Equity Fund LP and its consolidated subsidiaries including the Aggregator, unless we specifically state otherwise or the context indicates otherwise.
Overview
The Fund is a Delaware limited partnership formed on May 21, 2025, and is a private fund exempt from registration under Section 3(c)(7) of the U.S. Investment Company Act of 1940, as amended (the "1940 Act"). The Fund was established to provide access to Brookfield’s global private equity platform, which seeks to invest in high-quality businesses where it expects to utilize an operationally focused approach to seek to enhance performance and cash flows.
The Fund conducts a continuous private offering of its limited partnership units (“Units”) in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the "Securities Act"), to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act). The Fund has filed a registration statement under Section 12(g) of the U.S. Securities Exchange Act of 1934, as amended.
The Fund will generally seek to invest 80-85% of its total assets in investments in companies and private assets (“Direct Investments"), secondary market purchases of existing investments in other Brookfield Accounts or funds managed by third-party managers (“Secondary Investments") and capital commitments to investment funds managed by Brookfield or third-party managers (“Primary Commitments") and 15-20% of its total assets in a public securities portfolio. While the Fund is not limited by geography or sector, the Fund expects to primarily invest in North America and Europe, with a focus on industrials and business services. Investments may be made alongside other Brookfield Accounts, including co-investment vehicles, strategy-specific funds, and proprietary structures, and the Fund may also pursue stand-alone investments of such companies. Initially, subscriptions received will primarily be used for monthly redemptions of Class B-1 Units and not used to make public securities investments.
Recent Developments
As of June 30, 2026, BPE’s portfolio consists of twelve closed Investments with an aggregate fair value of $974 million, and two signed commitments with a combined value of $13 million. The Fund continues to benefit from strong performance of its structured investments as well as the ongoing execution of Brookfield's value creation initiatives to optimize performance, profitability and cash flows.
The current environment, shaped by geopolitical uncertainty and AI-driven technological change, is creating opportunities for investors with scale, access to capital and deep operating capabilities. We believe that long-term success in this environment will depend less on market timing and more on the ability to execute cycle-agnostic investment strategies focused on improving businesses. Given Brookfield's scale, differentiated sourcing capabilities, and deep operating expertise, we believe BPE is well positioned to capitalize on these opportunities by acquiring resilient businesses with significant potential for value creation through operational improvements.
BPE continues to maintain a robust pipeline of attractive investment opportunities. We remain focused on building a diversified portfolio of high-quality, essential businesses with meaningful operating leverage, positioning the portfolio to deliver long-term value for investors.
Performance Summary
Since the initial offering date on December 1, 2025, and for the six-month period ended June 30, 2026, the Fund has delivered positive performance across all classes as follows:
| | | | | | | | | |
| | June 30, 2026 (i) |
| Class | | Year To Date Total Return | Inception to Date Total Return (ii) |
| Class I Units | | 8.3 | % | 9.2 | % |
| Class S Units | | 7.8 | % | 8.6 | % |
| Class D Units | | — | % | — | % |
| Class B-1 Units | | 9.5 | % | 11.2 | % |
| Class B-2 Units | | 9.5 | % | 10.5 | % |
i) Returns shown are not annualized and reflect the percent change in the Transactional NAV per unit from the beginning of the applicable period of the applicable Class, plus the amount of any distribution per unit declared in the period, for which there were none as of June 30, 2026. Returns shown are reflective of each unit class and not of an individual investor. The Fund believes total return is a useful measure of overall investment performance of our Units.
ii) Inception to Date Total Return for Class B-1 Units is from the date of transfer of the Seed Investments in July 2025, with Class B-1 Units issued for the transfer on September 29, 2025. Class B-1 Units are held by Brookfield Investors (as defined below).
Investment Portfolio
As of June 30, 2026, the Fund’s portfolio is comprised of twelve investments: one investment newly acquired during the three-month period ended June 30, 2026, two investments newly acquired during the three-month period ended March 31, 2026, and nine investments (the "Seed Investments") transferred to the Fund on July 3rd and 4th, 2025. As of June 30, 2026, the Fund's portfolio has an aggregate fair value of $974 million. Two new investments were signed as of June 30, 2026 and closed in July 2026. Investments representing more than 5% of the Fund's net asset value are comprised of:
| | | | | |
| Investment | Description |
| Brand Industrial Holdings Inc. | Provider of scaffolding and work access services |
| CDK Global II LLC | Technology and software services provider to automotive dealerships |
| Cherry Parent, LLC | Provider of commercial coating, painting and industrial flooring services |
| Cupa Finance, S.L | Vertically integrated provider of slate roofing tiles |
| DexKo Global Inc. | Manufacturer of engineered components for trailers and towable equipment |
| |
| |
| |
| Nielsen | Audience measurement and analytics |
| Scientific Games Holdings LP | Services and technology provider to global lottery operators |
| |
| Spring Education Group Inc. | Operator of private schools offering early childhood and K-12 education |
The charts below present the diversification of the Fund’s composition of investments by geography, sector and investment type based on the fair value of the investments as of June 30, 2026. Business services includes technology services and infrastructure services.
Results of Operations
The Fund’s investment activity began in July 2025 with the transfer of the Seed Investments from Brookfield Investors and the first third-party investor subscriptions were received on December 1, 2025. Our key financial measures and the results of operations are discussed below:
Investment Income and Gain (Loss) on Investments and Derivative Instruments
The Fund generates income primarily from investments, including dividends, distributions and capital appreciation on Investments. To a lesser extent, we also plan to generate revenue in the form of interest and dividend income from our investments in a public securities portfolio or cash held in operating cash accounts, which may be used to generate income, facilitate capital deployment and provide a potential source of liquidity.
For the three and six months ended June 30, 2026, the Fund recognized $20.5 million and $36.9 million, respectively, in Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments. This was primarily driven by unrealized gains on investments for the three and six months ended June 30, 2026 of $20.7 million and $35.5 million, respectively, with unrealized gains (losses) on derivative contracts for the three and six months ended June 30, 2026 being $(0.2) million and $1.4 million, respectively.
For the three and six months ended June 30, 2026, the Fund did not dispose of any investments and, consequently, did not recognize any realized gains or losses. For the three and six months ended June 30, 2026, the Fund earned distribution income of $0.7 million and $0.9 million, representing dividends received from portfolio companies. For the three and six months ended June 30, 2026, the Fund earned interest income of $0.3 million and $0.8 million, respectively, from subscriptions received in the period that were held in cash operating accounts.
Expenses
For the three and six months ended June 30, 2026, the Fund incurred total expenses of $3.9 million and $6.6 million, respectively. Expenses for the three and six months ended June 30, 2026 were comprised of
Interest Expense of $1.4 million and $1.4 million, respectively, Professional Fees of $1.4 million and $2.7 million, respectively, Performance Participation Allocation (as defined in Note 6, "Related Party Transactions" in the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q) of $0.6 million and $1.2 million, respectively, Organizational Expenses of nil and $0.2 million, respectively, Directors' Fees of $0.1 million and $0.2 million, respectively, and Administration Fees of $0.1 million and $0.1 million, respectively, paid to a Brookfield affiliate, BOWS Administrator LLC. Professional Fees for the three and six months ended June 30, 2026 were primarily comprised of audit, tax compliance, legal costs, regulatory filing fees, expenses incurred, charged or specifically attributed or allocated by the General Partner or the Investment Manager in performing administrative and/or accounting services for BPE, and fund administration fees.
The Manager has agreed to waive the Management Fees (as defined in Note 6. “Related Party Transactions" in the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q) for a period of twelve months from the Initial Offering Date. During the three and six months ended June 30, 2026, the Fund accrued Management Fees totaling $0.4 million and $0.6 million, respectively. These fees were fully waived by the Manager and are presented as Management Fees Waived in the Condensed Consolidated Statements of Operations.
The Manager has agreed, at its discretion, to advance all or a portion of the Organizational Expenses and/or other fund expenses to be borne by the Fund through the first anniversary of the Initial Offering Date (the date on which the Fund first accepts third-party investors). The Fund may reimburse the Manager for all such advanced expenses ratably over the sixty months following the first anniversary of the Initial Offering Date. During the three and six months ended June 30, 2026, the Manager agreed to absorb $0.1 million and $0.5 million of expenses it had advanced on behalf of the Fund, respectively, such that the total expenses borne by the Fund (excluding servicing fees, Management Fees, Performance Participation Allocation, taxes, interest expense, and other excluded items) did not exceed 0.70% of the Fund's net assets annualized as of the end of each calendar month. As of June 30, 2026, the Fund recorded $2.2 million ($1.7 million as of December 31, 2025) in Due from Affiliates for expenses absorbed by the Manager, which are subject to possible future recoupment, and $10.1 million ($6.7 million as of December 31, 2025) in Due to Affiliates for expenses paid by the Manager on behalf of the Fund.
Provision (Benefit) for Taxes
For the three and six months ended June 30, 2026, the Fund incurred a provision for taxes of $1.3 million and $1.1 million, respectively, primarily attributable to deferred income taxes.
As of June 30, 2026, the Fund recognized $21.5 million ($16.6 million as of December 31, 2025) in Deferred Tax Liabilities, Net in connection with certain intermediate entities which the General Partner reasonably expects will not be realized upon divestment of the underlying investment. As such, they are not reflected in the Transactional NAV. The Fund recognized $4.1 million of these Deferred Tax Liabilities, Net as a capital unit transaction resulting from a purchase of an investment from an affiliate in March 2026. The Fund recognized the remaining change in Deferred Tax Liabilities, Net for the three and six months ended June 30, 2026 of $1.0 million and $0.8 million, respectively, within Income Tax Expense on the Condensed Consolidated Statements of Operations.
Net Increase (Decrease) in Net Assets
For the three months ended June 30, 2026, the Fund reported a net increase in net assets resulting from investment operations of $16.8 million, primarily driven by $20.5 million of net unrealized appreciation on investments and derivative instruments and total income of $1.0 million. These were offset by $1.4 million in fund expenses (net of expense support), $1.4 million of interest expense, $0.6 million of performance participation allocation, and $1.3 million of Income Tax Expense during the period.
For the six months ended June 30, 2026, the Fund reported a net increase in net assets resulting from investment operations of $32.0 million, primarily driven by $36.9 million of net unrealized appreciation on investments and derivative instruments and total income of $1.7 million. These were offset by $2.9 million in fund expenses (net of expense support), $1.4 million of interest expense, $1.2 million of performance participation allocation, and $1.1 million of Income Tax Expense during the period.
For the three months ended June 30, 2026, the increase in net assets from capital unit transactions was primarily attributable to subscriptions from investors of $20.2 million, a $6.3 million capital contribution related to the acquisition of an incremental interest in an existing investment from a Brookfield affiliate and $2.3 million of redemption discount allocated to the remaining Unitholders. Redemptions of $33.7 million Class B-1 Units were effected during the three months ended June 30, 2026.
For the six months ended June 30, 2026, the increase in net assets from capital unit transactions was primarily attributable to subscriptions from investors of $110.1 million, $26.0 million in capital contributions related to the acquisition of one new investment and an incremental interest in an existing investment from a Brookfield affiliate and $8.7 million of redemption discount allocated to the remaining Unitholders. Redemptions of $99.1 million of Class B-1 Units were effected during the six months ended June 30, 2026.
Based on the net asset values of the Seed Investments at each month end from January 2026 through June 30, 2026, the blended discount applied in connection with the redemptions was greater than 6% in every case. For additional information, refer to Note 5 "Net Assets - Redemption of Class B-1 Units" in the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
Financial Condition, Liquidity and Capital Resources
The Fund generates cash primarily from (i) the net proceeds of our continuous Private Offering, (ii) cash flows from our operations, (iii) any financing arrangements we may enter into in the future and (iv) any future offerings of our equity or debt securities.
Our primary use of cash will be for (i) making Investments, (ii) the cost of operations (including the Management Fee, Performance Participation Allocation and other fund expenses), (iii) debt service of any borrowings, (iv) periodic redemptions of Brookfield Units and Investor Units (see Note 5 "Net Assets” in the condensed consolidated financial statements in this Quarterly Report on Form 10-Q), and (v) cash distributions, if any, to the holders of our Units.
To provide additional sources of capital, the Fund secured a new financing arrangement in March 2026. The Fund entered into a two-year revolving credit facility with a subsidiary of BAM, at a rate of an adjusted term SOFR + 3.65%, for an amount of up to $500.0 million, available to be borrowed from the Lender between the Credit Facility and a corresponding credit facility entered into by BPE Lux and its related entities. A draw was made to acquire an investment at the end of March 2026 for $37.5 million. Two interest bearing promissory notes and one non-interest bearing promissory note were also issued in favour of affiliates for the acquisition of Investments in March and April 2026, totaling $96.5 million. See Note 6. "Related Party Transactions - Promissory Notes Payable" in the condensed consolidated financial statements in “Part I. Item 1. Financial Statements” in this Quarterly Report on Form 10-Q for further details.
The Fund also holds foreign currency forward contracts to hedge against foreign exchange risk associated with non-U.S. dollar denominated investments. As of June 30, 2026, the Fund recognized derivative assets with a fair value of $2.5 million ($1.1 million as of December 31, 2025).
The Fund is expected to have sufficient liquidity available for investing activities, to conduct operations in the near term, and satisfy third-party redemptions if received, due to the cash on hand, the new credit facility in place with unused capacity and the continuous offering of Units. This determination is based in part on our expectations for the timing of funding future investment purchases, the timing and amount of future proceeds from sales of our Units and the use of existing and future financing arrangements.
Cash Flows
As of June 30, 2026, the Fund had $0.1 million ($17.5 million as of December 31, 2025) in Cash. During the six months ended June 30, 2026, Net Cash (Used in) Provided by Operating Activities was $(41.8) million, primarily due to the acquisition of investments. Net Cash (Used in) Provided by Financing Activities was $24.3 million, which reflects proceeds from the issuance of Units, net of amounts utilized towards the redemption of B-1 Units to Brookfield Investors. Financing activities also reflect proceeds obtained from the Promissory Notes Payable utilized to fund new investments.
Contractual Obligations and Commitments
For contractual obligations and commitments extending beyond June 30, 2026, refer to Note 7 "Commitments and Contingencies” in the condensed consolidated financial statements in “Part I. Item 1. Financial Statements” in this Quarterly Report on Form 10-Q.
Transactional Net Asset Value
The Net Asset Value for each Class of Units for purposes of the subscription and redemption of Units, which is referred to as “Transactional NAV” (but not for financial reporting purposes) is determined, in accordance with the Fund's valuation policy by dividing the month end total assets of the Fund (i.e., the value of Investments, including Direct Investments, Secondary Investments, Primary Commitments and Public Securities Portfolio, plus cash or other assets, including interest and distributions accrued but not yet received) attributable to such Class, less the value of any liabilities (including accrued expenses, accrued/allocated management fee, Performance Participation Allocation (as defined herein) or servicing fees applicable to certain Classes, or distributions) of such Class, by the total number of outstanding Units of such Class. It is expected that Classes of Units will have a different Transactional NAV per unit as a result of different servicing fees and other fees charged to different Classes.
Organizational Expenses, offering expenses and/or fund expenses advanced on the Fund’s behalf by the Manager will be recognized as a reduction to the Fund’s Transactional NAV ratably over 60 months beginning on December 1, 2026 (one year after the Initial Offering Date), and Unitholder servicing fees, as applicable, are recognized as a reduction to the Fund’s Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to the Fund’s Transactional NAV if the General Partner reasonably expects such liabilities will not be realized upon divestment of the underlying investment.
Subject to certain conditions, Class B‑1 Units may be redeemed on the last day of each calendar month at a blended discount during the 18‑month period following the Initial Offering Date, with the benefit of such discount applied ratably to all Unit Classes at the beginning of the following month. Accordingly, for purposes of the Fund's Transactional NAV, redemptions of Class B-1 Units and the associated discount on June 30, 2026 are not reflected in the Transactional NAV as of June 30, 2026, and will be recognized on July 1, 2026.
The following table provides the details of the major components of the Fund's Transactional NAV as of June 30, 2026:
| | | | | | | | |
| Components of Transactional NAV | | June 30, 2026 (a) |
Investments at Fair Value | | $ | 974,377 | |
| Cash and Cash Equivalents | | 102 | |
| Derivative Assets at Fair Value | | 2,463 | |
| Interest Receivable | | 29 | |
| Other Assets | | 147 | |
| Dividend Receivable | | 707 | |
| Servicing Fees Payable (b) | | (166) | |
| Promissory Notes Payable | | (95,816) | |
| Credit Facility Payable | | (37,574) | |
| Performance Participation Allocation Payable | | (1,212) | |
| | |
| Transactional NAV | | $ | 843,057 | |
(a) Dollars in thousands.
(b) Servicing fees are recognized as a reduction to Transactional NAV on a monthly basis as such fees are accrued. For GAAP NAV purposes, the Fund’s cost of unitholder servicing fees are accrued, as applicable, for the estimated life of the Units as an offering cost at the time Class S and Class D Units are issued. No Class D Units have been issued to third parties as of June 30, 2026.
The Transactional NAV and Transactional NAV per Unit for each Class of the Fund as of June 30, 2026 were as follows:
| | | | | | | | | | | | | | | | | | | | |
| June 30, 2026 |
| Class I Units | Class S Units | Class D Units | Class B-1 Units | Class B-2 Units | Total |
| Transactional NAV (a) | $ | 85,207 | | $ | 50,193 | | $ | — | | $ | 707,017 | | $ | 640 | | $ | 843,057 | |
| Number of Outstanding Units | 3,122,677 | | 1,848,503 | | — | | 25,428,308 | | 23,162 | | 30,422,650 | |
| Transactional NAV per Unit | $ | 27.29 | | $ | 27.15 | | $ | — | | $ | 27.80 | | $ | 27.62 | | |
(a) Dollars in thousands.
Reconciliation of GAAP NAV to Transactional NAV
The following table reconciles the Fund’s GAAP NAV to the Fund’s Transactional NAV as of June 30, 2026:
| | | | | | |
| | June 30, 2026 (a) |
| GAAP NAV | | $ | 792,191 | |
| Adjustments: | | |
| Organizational Expenses and/or Fund expenses (b) | | 9,834 | |
| Servicing Fees Payable (c) | | 500 | |
| Class B-1 Redemption Discount Payable (d) | | 2,084 | |
| Deferred Tax Liabilities, Net of certain taxable intermediate entities (e) | | 21,489 | |
| Redemption of Class B-1 Units (d) | | 16,959 | |
| Transactional NAV | | $ | 843,057 | |
(a) Dollars in thousands.
(b) Represents an adjustment to reflect the recognition of organizational, offering, and certain other fund expenses ratably over the 60-month reimbursement period following the first anniversary of the Initial Offering Date, net of expenses absorbed by the Manager.
(c) Represents an adjustment to reflect servicing fees for Class S Units accrued for the estimated life of the Units, net of servicing fees incurred during the six months ended June 30, 2026.
(d) Represents Class B-1 Unit redemptions as of June 30, 2026 and the associated discount on June 30, 2026 not reflected in the Transactional NAV as of June 30, 2026 which will be reflected in the July Transactional NAV.
(e) Represents an adjustment to exclude tax liabilities of certain intermediate entities that the General Partner reasonably expects will not be realized upon divestment of the underlying investment.
Critical Accounting Estimates
The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") involves significant judgments and assumptions and requires estimates and matters that are inherently uncertain. These judgments require 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 the reported amounts of increases and decreases in net assets from operations during the reporting periods.
With different estimates or assumptions, materially different amounts could be reported in our condensed consolidated financial statements. The following is a summary of our significant accounting policies that we believe are the most affected by our judgments, estimates and assumptions.
Fair Value Measurements
The Fund takes appropriate measures to fairly and equitably value its investments in accordance with the valuation procedures and policies adopted by the Fund (the “Valuation Policy”) for financial reporting purposes in accordance with GAAP, including ASC Topic 820, Fair Value Measurements and Disclosure (“ASC 820”),
issued by the Financial Accounting Standards Board. ASC 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
Oversight Process on Fair Value
Due to the importance of fair value throughout the Fund's condensed consolidated financial statements and the significant judgment required to be applied in arriving at those fair values, the Fund’s valuation process includes monthly positive assurance reviews and annual comprehensive reviews conducted by a qualified independent valuation advisor. The Fund maintains procedures for monitoring significant events that may affect fair value. All valuation policies and procedures are subject to periodic review and update by the General Partner and the BPE oversight group to ensure ongoing reliability and compliance with industry standards.
Non-Marketable Securities—Direct Investments
There is no single standard for determining fair values of holdings that do not have a readily available market price and, in many cases, such fair values may be best expressed as a range of fair values from which a single estimate may be derived in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each Direct Investment while employing a valuation process that is consistently followed. Determinations of fair value involve subjective judgments and estimates.
The General Partner will generally select a primary valuation approach (usually the income / Discounted Cash Flow (“DCF”) approach) and then use one or more secondary approaches (e.g., guideline public companies, precedent M&A transactions, external valuation indications) to assess the reasonableness of the conclusion from the primary approach. The DCF analysis takes the present value of projected cash flows of the business including the terminal cash flow. The General Partner also considers other factors including macroeconomic and industry conditions, potential transactions and external indications of value, performance, outlook and any cash flow activity related to the investment.
Because assets are valued as of a specified valuation date, events occurring after the valuation date will not be reflected in the valuations. To the extent information indicating a condition that existed at the valuation date becomes available subsequent to the valuation date and before financial information is publicly released, it will be evaluated to determine whether it would have a material impact requiring adjustment of the final valuation.
Servicing Fees
Pursuant to the Dealer-Manager Agreement entered into between the Fund, the Feeder and the Dealer-Manager, the Fund pays the Dealer-Manager a servicing fee in the amount of (a) 0.85% per annum of the aggregate NAV for the Class S Units and (b) 0.25% per annum of the aggregate NAV for the Class D Units, in each case payable monthly. No servicing fees will be payable with respect to Class I Units or Brookfield Units. The servicing fee will be payable to the Dealer-Manager, but the Dealer-Manager anticipates that all or a portion of the servicing fee will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries. Any amounts allocated in accordance with the foregoing sentence will compensate such participating brokers or other financial intermediaries for reporting, administrative and other services provided to a Unitholder by such participating brokers or other financial intermediaries, as applicable.
The Fund accrues the cost of the servicing fees for the estimated life of its Units as an offering cost at the time it sells Class S Units and Class D Units. The calculation of the estimated amount of servicing fees to be paid in future periods includes significant estimates including the estimated life of the Units held by a Unitholder and judgments including market expectations. Servicing Fees Payable as of June 30, 2026 are $0.7 million ($0.2 million as of December 31, 2025).
Principles of Consolidation
The Fund and BPEF US Aggregator (ON) LP (“Aggregator”) are investment companies under ASC Topic 946, Financial Services‐Investment Companies ("ASC 946"). The Fund does not consolidate an investment in a company other than a controlled investment company subsidiary or a controlled operating company whose business consists of providing services to them. Accordingly, the Fund consolidates the results of its wholly owned investment company subsidiary, the Aggregator. All intercompany balances and transactions have been eliminated in consolidation. There is inherent judgment in how to apply ASC Topic 810, Consolidation (“ASC
810”), to instances where an investment company invests in another investment company as generally investment companies do not consolidate their investments and rather report them at fair value.
Recent Accounting Pronouncements
See Note 2 "Summary of Significant Accounting Policies” in the condensed consolidated financial statements in “Part I. Item 1. Financial Statements" in this Quarterly Report on Form 10-Q.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The Fund is subject to financial market risks, including changes in fair values, foreign exchange, and interest rates. The Fund plans to invest primarily in Investments. Many of our Investments will not have a readily available market price, and we will value these Investments at fair value as determined in good faith pursuant to procedures adopted by, and under the oversight of, the Board in accordance with the Fund’s Valuation Policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make.
Fair Value Risk
The Fund plans to invest primarily in portfolio companies. Many of our investments will not have a readily available market price, and we will value these investments at fair value as determined in good faith pursuant to procedures adopted by, and under the oversight of, the Board in accordance with the Fund’s Valuation Policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make.
The Fund holds investments, all of which are reported at fair value. Determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio company while employing a consistently applied valuation process for the types of investments made by the Fund. Based on the fair value of the portfolio companies and private debt investments as of June 30, 2026, the Fund estimates that a 10% decline in the fair value of such investments would result in a decline in the Net Change in Unrealized Gain (Loss) on Investments of $97.4 million.
Exchange Rate Risks
The Fund holds investments that are denominated in non-U.S. currencies that may be affected by movements in the rate of exchange between the U.S. dollar and non-U.S. dollar currencies. The Fund manages exposures to investments in foreign currencies by hedging such risks. As of June 30, 2026, the Fund held foreign currency contracts to hedge a change in exchange rates against the U.S. dollar. We estimate that as of June 30, 2026, a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar would result in a decline in the Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments of $0.1 million.
Interest Rate Risks
The Fund has indirect exposure to interest rate risks through portfolio holdings in private debt investments and direct exposure through fund level promissory notes payable and the Fund level credit facility. Interest rate changes may therefore affect the amount of our interest payments, future earnings and cash flows. In the event interest rates rise, the assumed cost of capital for portfolio companies would likely increase under the discounted cash flow analysis, which could negatively impact such investment valuations. These impacts could be substantial depending upon the magnitude of the change in interest rates and the length of time such rates remain elevated and may, in certain cases, offset positive increases in fair value changes on other investments. Further, increases in interest rates may over time result in lower valuations of certain debt investments whose interest rates are not variable that impact the Net Change in Unrealized Gain (Loss) on Investments. Interest expense incurred on borrowings at the fund level under the fund credit facility and promissory notes could also be impacted and increase/decrease accordingly.
As of June 30, 2026, the Fund has not entered into any derivative instruments or other arrangements to hedge an increase in interest rates. A one percentage point increase in interest rates would result in a decline of $0.2 million in Net Assets.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain “disclosure controls and procedures” (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (as amended, the “Exchange Act”)) that are designed to ensure that the information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and such information is accumulated and communicated to management, including the Chief Executive Officer (principal executive officer) and the Treasurer (principal financial officer), as appropriate, to allow timely decisions regarding required disclosure. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objectives.
Our management, including our Chief Executive Officer and Treasurer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Treasurer have concluded that as of the end of the period covered by this report, our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Treasurer, as appropriate, to allow timely decisions regarding required disclosure.
Management’s Report on Internal Control Over Financial Reporting
This quarterly report does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of the Fund’s registered public accounting firm due to a transition period established by rules of the SEC.
Changes in Internal Control over Financial Reporting
No changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) occurred during the period covered by this report, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Fund is not currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceedings threatened against us. From time to time, the Fund may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. The Fund may also be subject to regulatory proceedings.
Item 1A. Risk Factors
For information regarding the risk factors that could affect the Fund’s business, see the information under “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the period ended December 31, 2025, filed with the SEC on March 27, 2026. There have been no material changes to the risk factors previously disclosed in the Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
All sales of unregistered securities during the three months ended June 30, 2026 were previously disclosed.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
(a) Disclosure in lieu of reporting on a Current Report on Form 8-K.
None.
(b) Material changes to the procedures by which security holders may recommend nominees to the board of directors.
None.
(c) Insider Trading Arrangements and Policies.
During the three months ended June 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated, or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).
Item 6. Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this Quarterly Report on Form 10-Q.
1. Financial Statements:
See Item 1 above.
2. Financial Statement Schedules:
Schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are not applicable, and therefore have been omitted.
3. Exhibits:
| | | | | |
| |
Exhibit Number | Exhibit Description |
| 3.1 | |
| 3.2 | |
31.1* | |
31.2* | |
32.1** | |
32.2** | |
101.INS* | XBRL Instance Document |
101.SCH* | XBRL Taxonomy Extension Schema Document |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB* | XBRL Taxonomy Extension Label Linkbase Document |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document |
104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
__________* Filed herewith.
** Furnished herewith.
The agreements and other documents filed as exhibits to this Quarterly Report on Form 10-Q are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and Unitholders should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | | | | |
| | Brookfield Private Equity Fund LP |
| | | | |
Date: August 13, 2026 | | By: | | /s/ David Nowak |
| | | | David Nowak |
| | | | Chief Executive Officer and President |
| | | | (Principal Executive Officer) |
| | | | | | | | | | | | | | |
| | Brookfield Private Equity Fund LP |
| | | | |
Date: August 13, 2026 | | By: | | /s/ Casey Tushaus |
| | | | Casey Tushaus |
| | | | Treasurer |
| | | | (Principal Financial Officer and Principal Accounting Officer) |