TPG Private Equity Opportunities Files 8-K

TL;DR

TPG Private Equity Opportunities entered into a material agreement and has new financial obligations.

AI Summary

On August 26, 2025, TPG Private Equity Opportunities, L.P. entered into a material definitive agreement. The filing also notes the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement of the registrant, and unregistered sales of equity securities. Specific details regarding the agreement, financial obligations, and equity sales were not provided in the initial filing.

Why It Matters

This 8-K filing indicates significant corporate actions by TPG Private Equity Opportunities, L.P., including new agreements and financial obligations, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing indicates new material agreements and financial obligations, which inherently carry some level of risk and require further investigation into the specifics.

Key Players & Entities

• TPG Private Equity Opportunities, L.P. (company) — Registrant
• August 26, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $250.0 million — e of Credit") up to a maximum amount of $250.0 million with TPG Operating Group II, L.P. (the
• $89.0 million — offering for aggregate consideration of $89.0 million. The following table details the Units
• $255,313 — strant Investments at Fair Value (Cost $255,313) $ 275,149 $ (1,507) $ 273,642 Investm
• $17,118 — ated Investee Funds at Fair Value (Cost $17,118) 27,544 (151) 27,393 Cash and Cash Equ

Filing Documents

• tpop-20250826.htm (8-K) — 74KB
• t-popxexhibit101.htm (EX-10.1) — 139KB
• 0002050260-25-000079.txt ( ) — 358KB
• tpop-20250826.xsd (EX-101.SCH) — 2KB
• tpop-20250826_lab.xml (EX-101.LAB) — 20KB
• tpop-20250826_pre.xml (EX-101.PRE) — 12KB
• tpop-20250826_htm.xml (XML) — 3KB

01 - Entry into a Material Definitive Agreement

Item 1.01 - Entry into a Material Definitive Agreement. The information discussed under Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01. Item2.03 - Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On August 26, 2025, a subsidiary of TPG Private Equity Opportunities, L.P., a Delaware limited partnership (the "Fund" or "T-POP"), as well as any additional borrower entities that may be added and removed from time to time (the "Borrowers"), entered into an unsecured, uncommitted line of credit (the "Line of Credit") up to a maximum amount of $250.0 million with TPG Operating Group II, L.P. (the "Lender"), an affiliate of the Fund's general partner. The line of credit expires on August 26, 2026, subject to six-month extension options requiring the Lender's approval (the "Line Availability End Date"). The interest rate on the unpaid principal amount of each loan made to the Borrower is the then-current rate offered by a third-party lender or, if no such rate is available, SOFR applicable to such loan plus 3.50%. Each advance under the Line of Credit is repayable on the earliest of (1) the 180th day following the earlier of (A) the Lender's demand and (B) the Line Availability End Date, and (2) the scheduled date of repayment for each loan, which date shall not be later than 364 days following the borrowing of such loan, unless the Lender otherwise consents. To the extent the Borrowers have not repaid all loans and other obligations under the line of credit after a repayment event has occurred, the Borrowers shall use commercially reasonable efforts to apply excess available cash proceeds to the repayment of such loans and other obligations; provided that the Borrowers will be permitted to (w) make payments to fulfill any repurchase requests pursuant to the Fund's share redemption program on the terms substantially consistent with those described in the Fund's

02 - Unregistered Sales of Equity Securities

Item 3.02 - Unregistered Sales of Equity Securities. On August 1, 2025, the Fund sold unregistered limited partnership units (the "Units") of the Fund as part of its continuous private offering for aggregate consideration of $89.0 million. The following table details the Units sold: Class Number of Units Sold Aggregate Consideration Class R-I 1,660,508 $ 44,480,688 Class R-D 37,342 $ 1,000,000 Class R-S 1,628,345 $ 43,556,591 The offer and sale of the Units were made as part of the Fund's continuous private offering and were exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and Regulation D thereunder. Units were sold to third-party investors, including through TPG Private Equity Opportunities (TE), L.P. ("Feeder TE"), a Delaware limited partnership, for certain investors with particular tax characteristics, such as tax-exempt investors and non-U.S. investors, and that invests all or substantially all of its assets indirectly in the Fund's Class R-I Units. Feeder TE issued to third party investors 796,750 of Class R-S_TE and 207,171 of Class R-I_TE, which are included in the Class R-I Units presented in the table above.

01 - Other Events

Item 8.01 - Other Events. Transactional Net Asset Value The Fund calculates the transactional net asset value ("Transactional NAV") for purposes of establishing the price at which transactions in the respective Units are made. A description of the Fund's valuation process was included under "Calculation of Net Asset Value" within Item 9. Market Price of and Dividends on the Registrant's Common Equity and Related Limited Partner Matters of the Fund's Amendment No. 1 to the Registration Statement on Form 10, filed with the Securities and Exchange Commission on February 19, 2025. Transactional NAV is based on the month-end values of the Fund's investments and other assets and the deduction of any respective liabilities, including certain fees and expenses, in all cases as determined in accordance with the valuation policy that has been approved by the Fund's board of directors. Organizational and offering expenses advanced on the Fund's behalf by its investment manager will be recognized as a reduction to Transactional NAV ratably over 60 months beginning in June 2026, and servicing fees, as applicable, are recognized as a reduction to Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to Transactional NAV if the Fund's general partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment. Transactional NAV per Unit may differ from the Fund's net asset value as determined in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The following table provides a breakdown of the major components of the Fund's Transactional Net Asset Value as of July 31, 2025 ($ in thousands): Components of T-POP's Transactional Net Asset Value Consolidated Net Asset Value Less: Non-Controlling Interests (b) Registrant Investments at Fair Value (Cost $255,313) $ 275,149 $ (1,507) $ 273,642 Investments in Af

01 - Financial Statements and Exhibits

Item 9.01 - Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Uncommitte d Unsecured Line of Credit , dated as of August 26 , 2025 , between T-POP Finance Holdings , LLC and TPG Oper ating Group II, L.P. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TPG Private Equity Opportunities, L.P. Dated: August 27, 2025 By: /s/ Matt White Name: Matt White Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR