Subsequent Events

3 Months Ended

Mar. 31, 2024

Unregistered Sales of Equity Securities

On April 1, 2024, the Company sold the following Investor Shares of the Company (with the final number of shares determined on April 21, 2024) to third party investors for cash:


Class	Number of Shares Sold	Consideration, net
Class U Shares	4,098,499	$	111,364
Class R Shares	2,783,551	$	75,689
Class R-D Shares	178,941	$	4,864
Class R-S Shares	11,588	$	316

Distribution Reinvestment Plan

On April 24, 2024, pursuant to the DRIP, the Company issued approximately 79 Class I Shares, approximately 228,561 Class U Shares, approximately 4,504 Class R-D Shares, approximately 164,514 Class R Shares, approximately 4 Class D Shares, approximately 220 Class R-S Shares and approximately 21 Class F Shares, for aggregate consideration of $10,813 from the reinvestment in shares of the Company for shareholders participating in the DRIP.

Share Repurchases

The Company has a share repurchase plan, whereby on a quarterly basis, Shareholders may request that the Company repurchase all or any portion of their Shares. The aggregate NAV of total repurchases of Class S Shares, Class D Shares, Class U Shares, Class I Shares, Class R-D Shares, Class R-S Shares, Class R Shares and Class F Shares, if any, will be limited to no more that 5.0% of the NAV per calendar quarter (measured using the average aggregate NAV attributable to Shareholders as of the end of the immediately preceding calendar quarter).

On May 6, 2024, the Company received requests for the repurchase of approximately $1,662 of the Company’s Shares.

The following table summarizes the Shares repurchased on May 6, 2024:


Class	Repurchase Price per Share		Number of Shares Repurchased	Gross Consideration		5% Early Repurchase Fee		Net Consideration
Class U Shares	$	27.17	41,794	$	1,136	$	(50)	$	1,086
Class R Shares	$	27.19	19,357	526		(26)		500
Total			61,151	$	1,662	$	(76)	$	1,586

Revolving Credit Agreement

On April 3, 2024, certain indirect subsidiaries (collectively, the “Borrowers”) of the Company entered into a revolving credit agreement (the “Agreement”) with Mizuho Bank, Ltd., as joint lead arranger, administrative agent, and collateral agent, KKR Capital Markets LLC, an indirect subsidiary of KKR & Co. Inc. and affiliate of the Company, as joint lead arranger, and the lenders party thereto. On April 3, 2024, the Company remitted a payment of $750 to KKR Capital Markets LLC for arranger fees related to the Agreement.

Under the Agreement, the lenders have agreed to make credit available to the Borrowers in an aggregate initial principal amount of up to $150,000, with an uncommitted accordion feature that would allow the Borrowers to increase the commitment to up to $1,000,000 in the aggregate. The Agreement matures on April 2, 2027, unless there is an earlier termination or an acceleration following an event of default.

Advances under the Agreement denominated in U.S. dollars will bear interest, at the relevant Borrower’s option, at (i) a reference rate plus a spread of 2.25% or (ii) daily or term Secured Overnight Financing Rate (SOFR) plus a spread of 3.25%. Advances under the Agreement denominated in currencies other than U.S. dollars will bear interest at certain local rates consistent with market standards plus a spread of 3.25%.

Under the terms of the Agreement, the Company is subject to customary affirmative and negative covenants.