0001911066FALSE00019110662024-10-302024-10-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): October 30, 2024
 
Nuveen Churchill Private Capital Income Fund
(Exact name of registrant as specified in its charter)
 

Delaware 000-56412 88-6187397
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
         
375 Park Avenue, 9th Floor, New York, NY
 10152
(Address of Principal Executive Offices) (Zip Code)
  
Registrant’s telephone number, including area code: (212) 478-9200
 
Not Applicable
(Former name or former address, if changed since last report.)
 
 
 
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:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 N/A N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 8.01    Other Events.

Net Asset Value

In accordance with Nuveen Churchill Private Capital Income Fund’s (the “Fund”) valuation policy, the Fund intends to sell its shares on the first business day of each month at an offering price that it believes reflects the net asset value (“NAV”) per share at the end of the preceding month. The table below sets forth the public offering prices for the Fund’s Class I, Class S, and Class D shares of beneficial interest, which was approximately equal to their respective NAV per share.

NAV as of
September 30, 2024
Class I shares
$24.75
Class S shares
$24.70
Class D shares
$24.74

As of September 30, 2024, the Fund’s aggregate NAV was approximately $776.6 million, the fair value of its investment portfolio was $1.1 billion, and it had $348.5 million in secured borrowings outstanding.

As of September 30, 2024, the Fund's Class I, Class S, and Class D shares of beneficial interest generated the following returns:

Inception date1-Month3-MonthYear to Date
1-Year 3
Since Inception 2
Class I Shares3/30/20220.81%2.69%8.27%12.16%11.12%
Class S Shares10/2/20230.74%2.48%7.56%11.02%11.02%
Class D Shares10/2/20230.79%2.63%8.03%11.84%11.84%

Distributions

On October 28, 2024, the Fund’s board of trustees (the “Board”) declared regular distributions for each class of its shares of beneficial interests in the amount per share set forth below. The regular distributions are payable to shareholders of record as of October 31, 2024 and the payment date is on November 26, 2024.

Gross
Regular Distribution
Shareholder Servicing
Fee
Net Regular
Distribution
Class I shares
$0.200$—$0.200
Class S shares
$0.200$0.017$0.183
Class D shares
$0.200$0.005$0.195

Portfolio Update

As of September 30, 2024, the Fund had debt investments and equity investments in 237 portfolio companies with an aggregate of $1.1 billion (at cost) in investments and an average position size of 0.42%.1 As of September 30, 2024, the Fund’s investments consisted of 89.84% first-lien debt investments, 4.32% second-lien debt investments, 4.30% mezzanine debt investments, and 1.54% equity investments (at fair value). As of September 30, 2024, on a fair value basis, 92.32% of the Fund’s debt investments bear interest at a floating rate and 7.68% of the Fund’s debt investments bear a fixed rate. As of September 30, 2024, the weighted average yield on the debt and income producing investments at fair value was 10.11%.2

As of September 30, 2024, our portfolio companies had a weighted average reported EBITDA (including all private debt investments and excluding quoted assets) of $82.5 million. Including all quoted assets as of September 30, 2024, our portfolio companies had a weighted average reported EBITDA of $295.9 million. EBITDA amounts are derived from the most recently available portfolio company financial statements and are weighted based on the fair market value of each respective investment as of its most recent valuation.
1 Average position size is calculated as a percentage of the total fair value of the Fund's investment portfolio.
2 The weighted average yield of the Fund's debt and income producing securities is not the same as a return on investment for the Fund's shareholders, but rather relates to the Fund's investment portfolio and is calculated before the payment of all of the Fund's and its subsidiary’s fees and expenses. The weighted average yield was computed using the effective interest rates as of each respective date, including accretion of original issue discount, but excluding investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.
3 Class S and Class D shares were first issued and sold in October 2023.



The industry composition of the Fund’s portfolio as a percentage of fair value as of September 30, 2024 was as follows:

Industry
September 30, 2024
Aerospace & Defense1.46 %
Automotive1.44 %
Banking, Finance, Insurance, Real Estate4.29 %
Beverage, Food & Tobacco6.85 %
Capital Equipment7.23 %
Chemicals, Plastics & Rubber2.32 %
Construction & Building6.61 %
Consumer Goods: Durable1.93 %
Consumer Goods: Non-durable3.63 %
Containers, Packaging & Glass1.54 %
Diversified Conglomerate Service0.16 %
Energy: Electricity1.97 %
Energy: Oil & Gas0.87 %
Environmental Industries3.90 %
Healthcare & Pharmaceuticals9.94 %
High Tech Industries9.82 %
Hotel, Gaming & Leisure0.33 %
Media: Advertising, Printing & Publishing0.89 %
Media: Broadcasting & Subscription0.53 %
Media: Diversified & Production0.46 %
Metals and Mining0.24 %
Retail0.02 %
Services: Business16.19 %
Services: Consumer4.42 %
Sovereign & Public Finance0.59 %
Telecommunications2.72 %
Transportation: Cargo3.06 %
Transportation: Consumer1.48 %
Utilities: Electric2.17 %
Utilities: Water0.69 %
Wholesale2.25 %
Total
100.00 %













The Fund's top ten portfolio companies as of September 30, 2024 were as follows:

Portfolio CompanyIndustry% of Fair Value of Investments
KencoTransportation: Cargo1.94%
Motion & Control EnterprisesCapital Equipment1.79%
Insulation Technology GroupEnergy: Electricity1.77%
Soliant Holdings LLCServices: Business1.65%
Gannett FlemingConstruction & Building1.64%
Diligent CorporationHigh Tech Industries1.58%
Sapphire Telecom IncTelecommunications1.52%
CRCI Holdings IncUtilities: Electric1.36%
AmerCareRoyalBeverage, Food & Tobacco1.28%
Vessco IICapital Equipment1.28%

Past performance is not necessarily indicative of future performance, and there can be no assurance that the Fund will achieve comparable investment results, or that any targeted returns will be met.

The information presented above is based on the determination of Churchill PCIF Advisor LLC, in its capacity as the Board's valuation designee (the “Valuation Designee”), as of September 30, 2024 and remains subject to the review and oversight by the Board to determine that the Valuation Designee selected and consistently applied the appropriate valuation methodologies in connection with the Valuation Designee's determination of the fair value of the Fund's portfolio securities. Consequently, the data set forth in the Fund’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024 may differ from this information, and any such differences may be material. In addition, the information presented above does not include all of the information regarding our financial condition and results of operations that may be important to investors. As a result, investors are cautioned not to place undue reliance on the information presented above. Neither PricewaterhouseCoopers LLP, the Fund’s independent registered public accounting firm, nor any other independent accountants, have audited, reviewed, compiled or performed procedures with respect to the financial data contained herein. Accordingly, PricewaterhouseCoopers LLP does not express an opinion or any form of assurance with respect thereto and assumes no responsibility for, and disclaims any association with, this information.

Teachers Insurance and Annuity Association of America, the ultimate parent company of the Fund's investment adviser, may, from time to time, sell a portion of its Class I shares of beneficial interest in the Fund to unaffiliated investors in reliance upon an exemption from registration under the Securities Act of 1933, amended.



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 hereunto duly authorized.
 
 Nuveen Churchill Private Capital Income Fund
   
Date: October 30, 2024By:/s/ Kenneth J. Kencel
  
Kenneth J. Kencel
Chief Executive Officer and President