Carlyle Credit Solutions Files 8-K on Equity Sales

TL;DR

Carlyle Credit Solutions sold unregistered equity, filing an 8-K.

AI Summary

On October 27, 2025, Carlyle Credit Solutions, Inc. filed an 8-K report detailing unregistered sales of equity securities and other events. The filing also includes a Regulation FD Disclosure, indicating important information is being shared with the public. The company, formerly known as TCG BDC II, Inc., is incorporated in Maryland and headquartered in New York.

Why It Matters

This filing signals potential new equity issuance by Carlyle Credit Solutions, which could impact existing shareholders and the company's capital structure.

Risk Assessment

Risk Level: medium — Unregistered sales of equity can sometimes indicate a need for capital or potential dilution for existing shareholders.

Key Numbers

• 12 — Public Document Count (Indicates the number of documents included in the filing.)
• 20251027 — Conformed Period of Report (The reporting period for the 8-K filing.)

Key Players & Entities

• Carlyle Credit Solutions, Inc. (company) — Registrant
• TCG BDC II, Inc. (company) — Former company name
• October 27, 2025 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of incorporation
• New York (location) — Principal executive offices city

FAQ

Key Financial Figures

• $0.01 — f the Company's common stock, par value $0.01 per share (the "Common Stock"), with th
• $306.3 million — 27, 2025 for aggregate consideration of $306.3 million. Following this issuance of Common Stoc
• $0.16 — ard of Directors declared a dividend of $0.16 per share, which is payable on or about
• $19.03 — ith the Company's valuation policy, was $19.03. As of September 30, 2025, the Company'
• $1.5 billion — egate net asset value was approximately $1.5 billion. Status of Offering The Company is cu

Filing Documents

• cars-20251027.htm (8-K) — 33KB
• 0001702510-25-000129.txt ( ) — 143KB
• cars-20251027.xsd (EX-101.SCH) — 2KB
• cars-20251027_lab.xml (EX-101.LAB) — 20KB
• cars-20251027_pre.xml (EX-101.PRE) — 12KB
• cars-20251027_htm.xml (XML) — 3KB

02 – Unregistered Sales of Equity Securities

Item 3.02 – Unregistered Sales of Equity Securities. As of October 1, 2025, Carlyle Credit Solutions, Inc. (the "Company") issued and sold 16,097,173 shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), with the final number of shares being determined on October 27, 2025 for aggregate consideration of $306.3 million. Following this issuance of Common Stock, the total number of shares of Common Stock outstanding will be 93,500,257. The issuance and sale of the Common Stock is exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof and Regulation D and Regulation S thereunder. The issuance of Common Stock is being made pursuant to subscription agreements ("Subscription Agreement") entered into by the Company and its investors. Under the terms of the Subscription Agreement, investors fund their purchase of shares of Common Stock five business days prior to the first day of the calendar month in which the subscription is to be effective (unless waived by the Company's investment adviser). The net asset value per share applicable to the purchase of shares at a given effective date will be available generally within 20 business days after the effective date of the subscription; at that time, the number of shares based on that net asset value and the investor purchase will be determined and the shares will be issued as of the effective date of the purchase.

01 – Regulation FD Disclosure

Item 7.01 – Regulation FD Disclosure. On October 28, 2025, the Board of Directors declared a dividend of $0.16 per share, which is payable on or about November 25, 2025 to common stockholders of record as of October 31, 2025. These dividends will be paid in cash and may then be reinvested in shares of Common Stock at the election of the common stockholder pursuant to the Company's dividend reinvestment plan.

01 – Other Events

Item 8.01 – Other Events. Net Asset Value As of September 30, 2025, the Company's net asset value per share, determined in accordance with the Company's valuation policy, was $19.03. As of September 30, 2025, the Company's aggregate net asset value was approximately $1.5 billion. Status of Offering The Company is currently privately offering unregistered shares for investment on a continuous basis (the "New Continuous Offering"). Prior to January 21, 2022, the Company offered unregistered shares in exchange for capital commitments as a finite life private BDC (the "Initial Private Offering"). The following table lists the shares issued and total consideration for both the New Continuous Offering and Initial Private Offering as of the date of this filing. The table below does not include shares sold through the Company's distribution reinvestment plan. The Company intends to continue selling shares in the New Continuous Offering on a monthly basis. Common Stock Issued Total Consideration Initial Private Offering 60,238,425 $ 1.2 billion New Continuous Offering 53,135,313 $ 1.0 billion Total Offerings 113,373,738 $ 2.3 billion SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Carlyle Credit Solutions, Inc. By: /s/ Joshua Lefkowitz Name: Joshua Lefkowitz Title: Secretary Date: October 28, 2025

View Full Filing

View this 8-K filing on SEC EDGAR