UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. | Entry into a Material Definitive Agreement. |
On November 26, 2024, Manulife Private Credit Fund SPV, LLC, a wholly owned subsidiary of Manulife Private Credit Fund (the “Fund”), entered into a First Amendment to Loan and Security Agreement (the “Amendment”), as borrower (the “Borrower”), with the Fund, as the parent and portfolio manager, The Bank of New York Mellon Trust Company, National Association (“BNY Mellon”), as collateral agent, collateral administrator and securities intermediary, and JPMorgan Chase Bank, National Association (“JPMorgan”), as administrative agent, amending that certain Loan and Security Agreement, dated as of March 26, 2024, by and among the Borrower, the Fund, BNY Mellon, JPMorgan and the lenders party thereto that provides a secured credit facility of up to $150 million with an initial reinvestment period ending March 26, 2027 and an initial final maturity date of March 26, 2029 (as amended, the “JPM Funding Facility”).
The Amendment provides for a decrease in the interest rate on borrowings under the JPM Funding Facility from an applicable margin of 2.70% to 2.30%, in each case over Term Secured Overnight Funds Rate or a Base Rate. In addition, the Amendment extended the maturity of the JPM Funding Facility to November 26, 2029, reset the reinvestment period and reset the call protection. The Fund and the Borrower, as applicable, have made customary representations and warranties in the Amendment. The other terms of the JPM Funding Facility remain materially unchanged.
Borrowings under the JPM Funding Facility are subject to leverage restrictions contained in the Investment Company Act of 1940, as amended.
Terms used in the foregoing paragraphs and not defined herein have the meanings set forth in the JPM Funding Facility and the Amendment. The descriptions above are only a summary of the material provisions of the JPM Funding Facility and the Amendment, and are qualified in their entirety by reference to a copy of the JPM Funding Facility, which was filed as Exhibit 10.1 to the report on Form 8-K filed on March 27, 2024 and incorporated by reference herein, and by reference to a copy of the Amendment, which is filed as Exhibit 10 to this current report on Form 8-K and incorporated by reference herein.
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
* | Certain schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Registration S-K. The exhibit’s table of contents includes a brief description of the subject matter of all of its schedules and exhibits, including the omitted schedules and exhibits. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the SEC upon request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 27, 2024 | MANULIFE PRIVATE CREDIT FUND | |||||
By: | /s/ Betsy Anne Seel | |||||
Name: | Betsy Anne Seel | |||||
Title: | Assistant Secretary |