0001209191-23-018207.txt : 20230313
0001209191-23-018207.hdr.sgml : 20230313
20230313164311
ACCESSION NUMBER: 0001209191-23-018207
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230309
FILED AS OF DATE: 20230313
DATE AS OF CHANGE: 20230313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: First Eagle Investment Management, LLC
CENTRAL INDEX KEY: 0001325447
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34410
FILM NUMBER: 23727858
BUSINESS ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10105
BUSINESS PHONE: 212-698-3300
MAIL ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10105
FORMER NAME:
FORMER CONFORMED NAME: Arnhold & S. Bleichroeder Advisers, LLC
DATE OF NAME CHANGE: 20050429
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: First Eagle Holdings, Inc.
CENTRAL INDEX KEY: 0001637141
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34410
FILM NUMBER: 23727857
BUSINESS ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10105
BUSINESS PHONE: 212-698-3300
MAIL ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
CITY: NEW YORK
STATE: NY
ZIP: 10105
FORMER NAME:
FORMER CONFORMED NAME: Arnhold & S. Bleichroeder Holdings, Inc.
DATE OF NAME CHANGE: 20150319
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: First Eagle Alternative Capital BDC, Inc.
CENTRAL INDEX KEY: 0001464963
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1250
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: (800) 450-4424
MAIL ADDRESS:
STREET 1: 500 BOYLSTON STREET
STREET 2: SUITE 1250
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER COMPANY:
FORMER CONFORMED NAME: THL Credit, Inc.
DATE OF NAME CHANGE: 20090527
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2023-03-09
1
0001464963
First Eagle Alternative Capital BDC, Inc.
FCRD
0001325447
First Eagle Investment Management, LLC
1345 AVENUE OF THE AMERICAS
48TH FLOOR
NEW YORK
NY
10105
0
0
1
0
0001637141
First Eagle Holdings, Inc.
1345 AVENUE OF THE AMERICAS
48TH FLOOR
NEW YORK
NY
10105
0
0
1
0
Common Stock
2023-03-09
4
D
0
3745320
D
0
D
Common Stock
2023-03-09
4
D
0
1259102
D
0
I
See footnote
On March 9, 2023, pursuant to an Agreement and Plan of Merger dated as of October 3, 2022 (the "Merger Agreement"), First Eagle Alternative Capital BDC, Inc., Crescent Capital BDC, Inc. ("CCAP"), Echelon Acquisition Sub, Inc., Echelon Acquisition Sub LLC and Crescent Cap Advisors, LLC ("CCAP Advisor") effected a merger pursuant to which CCAP acquired all of the outstanding shares of FCRDs common stock in a multi-step stock and cash transaction (the "Mergers"). Pursuant to the Merger Agreement, upon completion of the Mergers, each issued and outstanding share of FCRD common stock was converted into the right to receive a pro rata portion, subject to FCRD stockholder elections and the adjustment mechanisms set forth in the Merger Agreement with respect to the CCAP Consideration (as defined below), of (1) approximately $8.6 million in cash payable by CCAP, (2) 6,174,383 validly issued, fully paid and
continued from footnote 1: non-assessable shares of CCAPs common stock, par value $0.001 per share (together, the "CCAP Consideration") and (3) $35 million in cash payable by CCAP Advisor.
Shares held directly by First Eagle Alternative Credit, LLC ("FEAC"), which is the investment adviser to the Issuer. First Eagle Investment Management, LLC ("FEIM") is the sole and managing member of FEAC. First Eagle Holdings, Inc. ("FEH") is the managing member of FEIM. FEH may be deemed to have voting and investment power with respect to all of the shares held by FEIM and FEAC. FEIM may be deemed to have voting and investment power with respect to all shares held by FEAC. FEH disclaims beneficial ownership of the shares held by FEIM and FEAC, except to the extent of any pecuniary interests therein. FEIM disclaims beneficial ownership of the shares held by FEAC except to the extent of any pecuniary interests therein.
Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities of the Issuer owned by other members of the Section 13(d) group, except to the extent of any pecuniary interests therein, and this report shall not be deemed an admission that it is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
FIRST EAGLE INVESTMENT MANAGEMENT, LLC, By: /s/ David O'Connor, Senior Vice President
2023-03-13
FIRST EAGLE HOLDINGS, INC., By: /s/ David O'Connor, General Counsel and Secretary
2023-03-13