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