v3.26.1
Organization
6 Months Ended
Jun. 30, 2026
Organization  
Organization

Note 1. Organization

Andalusian Credit Company, LLC, a Delaware limited liability company (collectively with its consolidated subsidiaries, the “Company”), was formed on October 17, 2022 (“inception”). The Company is structured as an externally managed, closed-end management investment company. The Company has elected to be treated as a business development company (“BDC”) under the U.S. Investment Company Act of 1940, as amended (the “1940 Act”). In addition, the Company intends to elect to be treated as a regulated investment company (a “RIC”) for U.S. federal income tax purposes under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) for the tax period ended December 31, 2025 and intends to maintain its qualification as a RIC annually thereafter. For periods prior to the effectiveness of the RIC election, the Company expects to be taxed as a corporation for U.S. federal income tax purposes. The Company commenced operations contemporaneously with the initial drawdown from investors in the Private Offering (as defined below) which occurred on November 14, 2023 (the “Initial Closing Date”).

The Company is externally managed by Andalusian Credit Partners, LLC (“ACP,” in such capacity, the “Adviser”), a Delaware limited liability company that is registered with the U.S. Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. ACP also serves as the Company’s administrator (in such capacity, the “Administrator”) pursuant to the Administration Agreement (the “Administration Agreement”).

The Company’s investment objective is to generate current income and capital appreciation by investing primarily in senior secured loans with a first lien on collateral, including “unitranche” loans, which are loans that combine the characteristics of both first lien and second lien debt, and to a lesser extent second lien, subordinated loans, and equity securities of U.S. middle-market companies. The Company generally considers middle-market companies to consist of companies with between $10 million and $100 million of annual earnings before interest, taxes, depreciation and amortization (“EBITDA”), although the Company may from time to time invest in larger or smaller companies. Although the Company invests primarily in middle-market companies domiciled in the United States, the Company also may from time to time invest, to a lesser extent, in companies domiciled outside of the United States (subject to compliance with BDC requirements to invest at least 70% of the Company’s assets in qualified United States companies). To achieve the Company’s investment objective, the Company leverages the experience, talent and extensive network of relationships of Andalusian Credit Partners, LLC’s investment personnel to source and evaluate opportunities.

The Company is conducting, on a continuous basis, a private offering (the “Private Offering”) of its limited liability company interests, par value $0.001 per share (“Shares”), to accredited investors, as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on exemptions from the registration requirements of the Securities Act. Shares will be offered for subscription continuously throughout an initial closing period and may be offered from time to time thereafter pursuant to the terms set forth in the Company’s confidential private placement memorandum, as may be amended, amended and restated, and/or supplemented from time to time (the “Memorandum”). Each investor in the Private Offering will make a capital commitment (a “Capital Commitment”) to purchase Shares of the Company pursuant to a subscription agreement entered into with the Company (the “Subscription Agreement”)

In 2025 the Company established wholly owned subsidiaries, Andalusian Credit Finance, LLC, ACC Financing SPV I, LLC, and ACC Financing SPV II, LLC, each a Delaware limited liability company, to hold investments in certain portfolio companies. The subsidiaries are consolidated for financial reporting purposes in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). From time to time the Company may form wholly owned subsidiaries to facilitate the normal course of business.