North Haven Private Income Fund LLC Files 8-K
| Field | Detail |
|---|---|
| Company | North Haven Private Income Fund LLC |
| Form Type | 8-K |
| Filed Date | Aug 25, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $23.6 m, $18.77, $0.1250, $7,687.2 m, $100.0 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: unregistered-sales, equity-securities, regulation-fd
TL;DR
North Haven Private Income Fund LLC filed an 8-K for unregistered equity sales on Aug 21.
AI Summary
North Haven Private Income Fund LLC, formerly Morgan Stanley Private Income Fund LLC, filed an 8-K on August 25, 2025, reporting unregistered sales of equity securities and a Regulation FD disclosure. The filing pertains to events on August 21, 2025. The company is incorporated in Delaware and its principal executive offices are located at 1585 Broadway, New York, NY.
Why It Matters
This filing indicates potential unregistered sales of equity securities, which could impact the fund's ownership structure and regulatory compliance.
Risk Assessment
Risk Level: medium — Unregistered sales of equity securities can sometimes indicate regulatory scrutiny or unusual financing activities.
Key Players & Entities
- North Haven Private Income Fund LLC (company) — Registrant
- Morgan Stanley Private Income Fund LLC (company) — Former company name
- August 21, 2025 (date) — Date of earliest event reported
- August 25, 2025 (date) — Filing date
- 1585 Broadway, New York, NY (location) — Principal executive offices
FAQ
What specific type of equity securities were sold unregistered?
The filing does not specify the exact type of equity securities sold unregistered, only that it falls under 'Unregistered Sales of Equity Securities'.
What is the reason for the unregistered sale of equity securities?
The filing does not provide a reason for the unregistered sale of equity securities.
When was the company formerly known as Morgan Stanley Private Income Fund LLC?
The company was formerly known as Morgan Stanley Private Income Fund LLC until March 15, 2021, when its name changed.
What is the primary business of North Haven Private Income Fund LLC?
The filing does not explicitly state the primary business, but the name suggests it is involved in private income investments.
What is the significance of the Regulation FD Disclosure mentioned in the filing?
A Regulation FD Disclosure indicates that the company is making public disclosures to prevent selective disclosure of material nonpublic information.
Filing Stats: 978 words · 4 min read · ~3 pages · Grade level 9.2 · Accepted 2025-08-25 16:20:15
Key Financial Figures
- $23.6 m — gregate offering price of approximately $23.6 million, reflecting a purchase price of $
- $18.77 — million, reflecting a purchase price of $18.77 per unit (with the final number of Unit
- $0.1250 — unitholders of record in the amount of $0.1250 per unit. The distribution will be paya
- $7,687.2 m — an aggregate par value of approximately $7,687.2 million, wh ich consisted of approximatel
- $100.0 m — investment commitments of approximately $100.0 million, approximately 100.0% of which we
- $3,527.8 million — value is estimated to be approximately $3,527.8 million. As of July 31, 2025, the Company had a
- $3,144.3 million — 31, 2025, the Company had approximately $3,144.3 million of debt outstanding (at principal). Thi
Filing Documents
- pif-20250821.htm (8-K) — 70KB
- 0001851322-25-000073.txt ( ) — 180KB
- pif-20250821.xsd (EX-101.SCH) — 2KB
- pif-20250821_lab.xml (EX-101.LAB) — 20KB
- pif-20250821_pre.xml (EX-101.PRE) — 12KB
- pif-20250821_htm.xml (XML) — 3KB
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. As of August 1, 2025, North Haven Private Income Fund LLC ("we", the "Company" or the "Fund"), sold approximately 1,254,942 of the Company's Class S units (the "Units") for an aggregate offering price of approximately $23.6 million, reflecting a purchase price of $18.77 per unit (with the final number of Units being determined on August 21, 2025). The sale of Units was made pursuant to subscription agreements entered into by the Company and its unitholders. The issuance of the Units is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) thereof and Regulation D thereunder. The Company relied, in part, upon representations from the unitholders in the subscription agreements that each unitholder was an accredited investor as defined in Regulation D under the Securities Act.
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On August 25, 2025, the Company disclosed the below information. Distribution: On August 21, 2025, the Fund declared a distribution to unitholders of record in the amount of $0.1250 per unit. The distribution will be payable on or around September 3, 2025 to unitholders of record as of August 31, 2025. Company's Portfolio: As of July 31, 2025, the Company had investments in 320 portfolio companies across 44 industries with an aggregate par value of approximately $7,687.2 million, wh ich consisted of approximately 98.6% first lien debt investments, approximately 0.5% second lien debt investments a nd approximately 0.9% other securities, based on par value or, in the case of equity investments, cost. As of July 31, 2025, approximately 99.9% of the debt investments, based on par value, in the Company's portfolio were at floating rates. As of July 31, 2025, approximately 92.5% of the Company's total investment commitments were in private senior secured loans and equity investments and approximately 7.5% were in broadly syndicated loans, which the Company primarily uses for cash management purposes. During the period from July 1, 2025 through July 31, 2025, the Company had new investment commitments of approximately $100.0 million, approximately 100.0% of which were private senior secured loans. The table below describes investments by industry composition based on par value or, in the case of equity investments, cost as of July 31, 2025: Industry Par or Cost ($ in millions) % of Total Software $ 1,700.4 22.1 % Insurance Services 734.7 9.6 Commercial Services & Supplies 671.4 8.7 IT Services 432.2 5.6 Health Care Providers & Services 419.0 5.5 Professional Services 411.0 5.4 Diversified Consumer Services 407.4 5.3 Financial Services 307.2 4.0 Electronic Equipment, Instruments & Components 290.5 3.8 Automobiles 204.8 2.7 Other 2,108.6 27.3 Total $ 7,687.2 100.0 % The table below shows the Company's ten largest p