Line of Credit |
9 Months Ended |
|---|---|
Sep. 30, 2026 | |
| Line of Credit Facility [Abstract] | |
| Line of Credit | 6. Line of Credit On March 31, 2026, VistaOne DE SPV, L.P., a Delaware limited partnership which is a subsidiary of the Fund (the “Borrower”), entered into a revolving credit agreement (the “Credit Agreement”) pursuant to which the Lenders (as defined below) agreed to provide loans with aggregate initial commitments of up to $181,250 consisting of (i) Tranche A commitments in an aggregate principal amount of $145,000 and (ii) Tranche B commitments in an aggregate principal amount of $36,250. The Tranche A commitments are committed, while the Tranche B commitments are uncommitted and loans thereunder may be made by the Lenders in their sole and absolute discretion, in each case, subject to customary conditions. The maximum aggregate Tranche A commitments under the Credit Agreement are $200,000 and the maximum aggregate Tranche B commitments are $50,000 and may be increased by up to an additional $250,000 in the aggregate, subject to certain conditions. The aggregate commitments under the Credit Agreement are subject to reallocation with a parallel credit facility entered into concurrently by an affiliate borrower that co-invests alongside the Fund in substantially similar portfolio investments, subject to consent of the borrowers under both facilities and the applicable administrative agents, as well as certain other conditions being met. The Credit Agreement and the parallel credit facility are independent, non-recourse obligations of their respective borrowers. A default or event of default under the parallel credit facility does not constitute or give rise to a default or event of default under the Credit Agreement, and the collateral pledged to secure the Credit Agreement does not cross-collateralize the obligations under the parallel credit facility. The Borrower may not incur new Tranche A or Tranche B loans in excess of the applicable loan to value ratio (which may be between 10% and 15%) and must maintain a loan to value ratio of not more than 20% (or 25% under certain circumstances), where “value” equals the sum of the net asset values of eligible investments (as defined in the Credit Agreement), adjusted for certain concentration limits and including certain other items specified therein. The Borrower is also required to maintain a liquidity sleeve ratio, calculated as the ratio of the net asset value of certain qualifying liquid assets held indirectly by the Fund to the Fund’s total assets under management, below a specified threshold. If the liquidity sleeve ratio exceeds such threshold, the Borrower is required to apply available cash in its collateral accounts to repay outstanding borrowings until the ratio is brought back into compliance. The parties to the Credit Agreement include the Borrower, with VistaOne DE SPV GP, LLC, a Delaware limited liability company, as general partner of the Borrower, Goldman Sachs Bank USA, as administrative agent and calculation agent (in such capacity, the “Administrative Agent”) and as a lender (together with certain other lenders from time to time party thereto (collectively, the “Lenders”)) and The Bank of New York Mellon, as collateral agent (the “Collateral Agent”). The Credit Agreement matures on March 31, 2029, subject to two one-year extension options requiring the consent of the Administrative Agent and the Lenders and the satisfaction of certain customary conditions. Borrowings under the Credit Agreement bear interest at a rate equal to the (i) three-month term Secured Overnight Financing Rate (“SOFR”) plus a spread from 3.00% to 3.30% per annum based on the number of unique eligible investments held indirectly by the Borrower (the “Applicable Margin”), or (ii) Base Rate (as defined in the Credit Agreement) plus the Applicable Margin reduced by 1.00%. The Borrower is required to pay a commitment fee on the average daily unused amount of the Tranche A commitments at a rate of 0.65% per annum, payable quarterly in arrears. The Borrower may use the proceeds of loans for any purpose permitted by the Constituent Documents (as defined in the Credit Agreement) of the Fund and the Borrower, including to (i) fund the equity portion of the purchase price of Portfolio Investments (as defined in the Credit Agreement), (ii) fund Distributions (as defined in the Credit Agreement), and (iii) pay fees, costs and expenses incurred in connection with any of the foregoing or the transactions contemplated by the Credit Agreement. The Borrower’s obligations under the Credit Agreement are secured by, among other assets of the Borrower, the Borrower’s cash, deposit and securities accounts, economic and beneficial interest in, and right to receive Distributions (as defined in the Credit Agreement) in respect of the Portfolio Investments, and Proceeds (as defined in the Credit Agreement) of the foregoing. The Collateral Agent holds such security interests for the benefit of the Lenders and other secured parties. The Fund has also provided a limited guaranty covering certain specified obligations of the Borrower, including those arising from fraud, willful misconduct, misappropriation, voluntary bankruptcy and certain other specified events as set forth in the Credit Agreement.
The Credit Agreement contains customary representations and warranties, events of default, cash sweep events, and affirmative and negative covenants. Under the Credit Agreement, the Borrower will bear customary expenses for a credit facility of this size and type, including closing fees, arrangement fees, administration fees, and unused fees. As of September 30, 2026, the Fund incurred $3,496 of costs associated with entry into the Credit Agreement. These costs have been capitalized over the initial term of the Credit Agreement within Deferred Financing Costs on the Consolidated Statements of Assets and Liabilities. As of September 30, 2026, total remaining unamortized deferred financing costs for the Credit Agreement were $2,816. As of September 30, 2026, the Fund had $40,000 outstanding under the Credit Agreement. As of September 30, 2026, the effective interest rate on borrowings outstanding was 7.2%. During the three and nine months ended September 30, 2026, the Fund incurred interest expense of $1,007 and $2,449, respectively under the Credit Agreement. |