EX-FILING FEES 2 bpcc-septembersctoxi_axex1.htm EX-FILING FEES Document
Exhibit 107
Calculation of Filing Fee Tables

FORM TO-I
(Form Type)

Barings Private Credit Corporation
(Name of Issuer)

Barings Private Credit Corporation
(Name of Person(s) Filing Statement)

Table 1: Transaction Valuation

 Transaction ValuationFee RateAmount of Filing Fee
Fees to Be Paid$61,456,478.50(1)0.0001102$6,772.51(2)
Fees Previously Paid$0.0 $0.0
Total Transaction Valuation$61,456,478.50(1) 
Total Fees Due for Filing  $6,772.51(2)
Total Fees Previously Paid  $0.0
Total Fee Offsets  $23,156.19(3)
Net Fee Due  $(16,383.68)(2)(3)

(1) Calculated as the aggregate maximum purchase price for shares of common stock, par value $0.001 per share (“Shares”), of Barings Private Credit Corporation (the “Company”), based upon the net asset value per Share as of July 31, 2023 of $20.75. This amount is based upon the offer to purchase up to 2,961,758 Shares.

(2) Calculated at $110.20 per $1,000,000.00 of the Transaction Valuation in accordance with Rule 0-11 under the Securities Exchange Act of 1934, as amended, as modified by Fee Rate Advisory No. 1 for Fiscal Year 2023.

(3) An aggregate fee of $5,017.21 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on September 1, 2022 (the “September 2022 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the September 2022 Schedule TO-I filed on October 3, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, the full $5,017.21 filing fee paid in connection with the September 2022 Schedule TO-I is being used to offset a portion of the filing fee in connection with this Schedule TO-I.

An aggregate fee of $5,961.95 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on December 1, 2022 (the “December 2022 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the December 2022 Schedule TO-I filed on January 4, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the $5,961.95 filing fee paid in connection with the December 2022 Schedule TO-I is being used to offset a portion of the filing fee in connection with this SC TO-I.

An aggregate fee of $6,013.25 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on March 1, 2023 (the “March 2023 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the March 2023 Schedule TO-I filed on April 25, 2023 was $1.10, as $10,014.45 of Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the remaining $6,012.15 filing fee paid in connection with the March 2023 Schedule TO-I is being used to offset a portion of the filing fee in connection with this SC TO-I.

An aggregate fee of $6,164.88 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on June 1, 2023 (the “June 2023 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the June 2023 Schedule TO-I filed on July 5, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the $6,164.88 filing fee paid in



connection with the June 2023 Schedule TO-I is being used to offset a portion of the filing fee in connection with this SC TO-I.

Table 2: Fee Offset Claims and Sources

Registrant or Filer NameForm or Filing TypeFile NumberInitial Filing DateFiling DateFee Offset ClaimedFee Paid with Fee Offset Source
Fee Offset ClaimsSC TO-I005-92837September 1, 2022$5,017.21
Fee Offset SourcesBarings Private Credit CorporationSC TO-I005-92837September 1, 2022$5,017.21
Fee Offset ClaimsSC TO-I005-92837December 1, 2022$5,961.95
Fee Offset SourcesBarings Private Credit CorporationSC TO-I005-92837December 1, 2022$5,961.95
Fee Offset ClaimsSC TO-I005-92837March 1, 2023$6,012.15
Fee Offset SourcesBarings Private Credit CorporationSC TO-I005-92837March 1, 2023$6,012.15
Fee Offset ClaimsSC TO-I005-92837June 1, 2023$6,164.88
Fee Offset SourcesBarings Private Credit CorporationSC TO-I005-92837June 1, 2023$6,164.88