STRUCTURED CREDIT PARTNERS JV, LLC

12 Months Ended

Dec. 31, 2025

5. STRUCTURED CREDIT PARTNERS JV, LLC

On December 23, 2025, the Company and CGBD, an affiliated BDC of the Company, together with Sixth Street (collectively, the “SCP Members”), entered into an amended and restated limited liability company agreement, as amended from time to time, to co-manage Structured Credit Partners, a Delaware limited liability company that is not consolidated in the Company’s consolidated financial statements. Structured Credit Partners will primarily invest in broadly syndicated loans and will be co-managed by Carlyle and Sixth Street. The broadly syndicated loans will be financed by financing subsidiaries that include warehouses and collateralized loan obligations. It is the intention of the SCP Members that Structured Credit Partners’ capital be allocated over time approximately equally among financing subsidiaries managed by affiliates of the Company and affiliates of Sixth Street.

Structured Credit Partners is managed by eight board members, with each SCP Member having equal representation. Establishing a quorum for Structured Credit Partners’ board of managers requires at least four members to be present, including at least one representative appointed by each SCP Member, and actions of the board generally require unanimous approval of all members present at a meeting at which a quorum is established. The SCP Members hold equal voting interests through non-economic Class A membership interests, and economic interests are held through Class B and Class C membership interests, with economic ownership determined based on funded capital contributions and capital commitments. Capital contributions are made pursuant to board-approved capital calls, and no SCP Member is required to fund capital in excess of its capital commitment. In accordance with their respective economic interests, the SCP Members indirectly bear their allocable share of all expenses and other obligations of Structured Credit Partners.

Together with the other SCP Members, the Company co-invests through Structured Credit Partners. Investment opportunities for Structured Credit Partners are sourced primarily by affiliates of the SCP Members. Portfolio and investment decisions with respect to Structured Credit Partners must be unanimously approved by a quorum of Structured Credit Partners’ investment committee consisting of an equal number of representatives appointed by the Carlyle-affiliated SCP Members and the Sixth Street-affiliated SCP Members. Therefore, because the Company does not own more than 25% of the voting interests of Structured Credit Partners, the Company does not believe that it has control over Structured Credit Partners for accounting purposes or for purposes of the Investment Company Act.

Structured Credit Partners entered into an administration agreement with Carlyle Global Credit Administration L.L.C., the administrative agent of Structured Credit Partners, pursuant to which the administrative agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Structured Credit Partners with board approval, and is reimbursed by Structured Credit Partners for its costs, expenses, and allocable overhead incurred in performing its obligations thereunder. Economic interests are based on funded capital contributions and capital commitments through Class B and Class C membership as follows:



	Class B Capital Commitment		Class C Capital Commitment
Carlyle Secured Lending, Inc.	$	135,000	$	15,000
Carlyle Credit Solutions, Inc.	$	15,000	$	135,000
Sixth Street Lending Partners	$	50,000	$	50,000
Sixth Street Specialty Lending, Inc.	$	100,000	$	100,000

As of December 31, 2025, Structured Credit Partners had not commenced operations, and no capital had been contributed to the joint venture.