UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 27, 2024
T. Rowe Price OHA Select Private Credit Fund
(Exact name of Registrant as Specified in Its Charter)
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DELAWARE
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814-01561
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88-6521578
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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1 Vanderbilt Avenue,
16th Floor
New York, NY
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10017
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (212) 326-1500
N/A
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
| Item 7.01. |
Regulation FD Disclosure.
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On February 27, 2024, the Company declared a regular distribution of $0.20 and a variable supplemental
distribution of $0.03 per Class I common share, for total distributions of $0.23 per Class I common share, which are payable on or about March 28, 2024 to Class I common
shareholders of record as of February 29, 2024. The Company has adopted a distribution reinvestment plan that provides for the reinvestment of cash distributions. These distributions will be paid in cash or reinvested in Class I shares of the
Company for shareholders participating in the Company’s distribution reinvestment plan.
Net Asset Value
The net asset value (“NAV”) per share for Class I common shares of the Company as of January 31, 2024, as determined in accordance with the Company’s
valuation policy, is $28.12.
As of January 31, 2024, the Company’s aggregate NAV was $752.2 million, the fair value of its investment portfolio was $1,167.9 million and it had
principal debt outstanding of $558.6 million, resulting in a debt-to-equity ratio of approximately 0.74 times.
Status of Offering
The Company is currently publicly offering on a continuous basis up to $2.5 billion in common shares (the “Offering”). The following table lists the
approximate common shares issued and total consideration for the Offering and in connection with private placements of common shares as of the date of this filing (through the February 1, 2024 subscription date). The Company intends to continue
selling common shares in the Offering on a monthly basis. The table below does not include common shares sold through the Company’s distribution reinvestment plan.
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Common Shares Issued
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Total
Consideration
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Class I Shares
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28,098,612
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$
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761,368,554
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, T. Rowe Price OHA Select Private Credit Fund has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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T. Rowe Price OHA Select Private Credit Fund
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Date: February 29, 2024
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By:
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/s/ Gerard Waldt
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Name:
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Gerard Waldt
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Title:
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Chief Financial Officer
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