Carlyle Private Equity Fund Reports $1,000 Assets, Pre-Operations

TL;DR

**Carlyle's new private equity fund is a blank slate with $1,000 in cash, signaling its official launch post-quarter-end, so don't expect any immediate returns.**

AI Summary

Carlyle Private Equity Partners Fund, L.P. (CPEP) filed its 10-Q for the quarter ended September 30, 2025, reporting total assets of $1,000, consisting entirely of cash and cash equivalents, and total net assets of $1,000. The fund had not yet commenced investment operations or generated any revenues as of September 30, 2025. Its investment objective is to achieve medium-to-long-term capital appreciation through a diversified private equity portfolio, emphasizing U.S., European, and Asian corporate buyout strategies, and secondary investments via Carlyle AlpInvest. The fund plans to invest 80% to 90% of its NAV in Direct Investments, Secondary Investments, and Primary Commitments, with up to 10% to 20% in Liquid Investments. The Initial Closing, where CPEP first accepted third-party investors and began investment operations, occurred on October 1, 2025. The General Partner, CPEP GP, LLC, is entitled to a 12.5% incentive allocation, subject to a 5% annual hurdle rate, while the Investment Advisor, Carlyle Investment Management L.L.C., will receive a management fee of 1.25% per annum of NAV, with waivers and reduced rates for Anchor and Early Investor Units.

Why It Matters

This filing provides an early look into Carlyle Private Equity Partners Fund, L.P., a new private equity vehicle aiming to tap into Carlyle's global platform. For investors, it outlines the fee structure, including a 12.5% incentive allocation for the General Partner and a 1.25% management fee, which are critical for assessing potential returns. The fund's focus on U.S., European, and Asian buyouts, alongside secondary investments, positions it within a competitive landscape dominated by established private equity players, making its future performance a bellwether for Carlyle's broader strategy. Employees of Carlyle and its affiliates, who can invest in Class C and Class CG Units without a Management Fee or Incentive Allocation, also benefit from this structure.

Risk Assessment

Risk Level: low — The risk level is low because as of September 30, 2025, Carlyle Private Equity Partners Fund, L.P. had not commenced investment operations and held only $1,000 in cash and cash equivalents. There are no active investments, liabilities, or generated revenues, meaning no investment-specific risks have materialized yet.

Analyst Insight

Investors should monitor future filings for Carlyle Private Equity Partners Fund, L.P. to assess its actual investment performance and portfolio diversification once operations commence. Given the fund's pre-operational status, this filing serves as a foundational document rather than an indicator of current investment health; consider it a 'watch list' item for future growth.

Financial Highlights

debt To Equity

0.0

revenue

$0

operating Margin

N/A

total Assets

$1,000

total Debt

$0

net Income

$0

eps

N/A

gross Margin

N/A

cash Position

$1,000

revenue Growth

N/A

Key Numbers

• $1,000 — Total Assets (Represents cash and cash equivalents, indicating pre-operational status as of September 30, 2025.)
• $1,000 — Total Net Assets (Matches total assets, reflecting no liabilities and pre-operational status.)
• 12.5% — Incentive Allocation (Percentage of total return allocated to the General Partner, subject to a 5% hurdle rate.)
• 1.25% — Management Fee (Annual fee rate for the Investment Advisor, calculated on NAV, with specific waivers for Anchor and Early Investor Units.)
• 80%-90% — Investment Allocation (Target allocation of NAV to Direct Investments, Secondary Investments, and Primary Commitments.)
• 10%-20% — Liquid Investments Allocation (Target allocation of NAV to liquid securities.)
• 40 — Class C units outstanding (Units issued and outstanding as of September 30, 2025, held by Other Carlyle Accounts.)
• September 30, 2025 — Quarter End Date (Date as of which the fund had not commenced investment operations.)
• October 1, 2025 — Initial Closing Date (Date when the fund first accepted third-party investors and began investment operations.)
• 5% — Annual Hurdle Rate (Required return for the Incentive Allocation to be paid to the General Partner.)

Key Players & Entities

• Carlyle Private Equity Partners Fund, L.P. (company) — Registrant and private fund
• CPEP GP, LLC (company) — General Partner of the Fund
• Carlyle Investment Management L.L.C. (company) — Investment Advisor of the Fund
• The Carlyle Group Inc. (company) — Parent company of the General Partner and Investment Advisor
• AlpInvest Private Equity Investment Management, LLC (company) — Provider of Secondary Investments for CPEP
• $1,000 (dollar_amount) — Total assets and total net assets as of September 30, 2025
• 12.5% (dollar_amount) — Incentive Allocation rate for the General Partner
• 5% (dollar_amount) — Annual hurdle rate for the Incentive Allocation
• 1.25% (dollar_amount) — Per annum Management Fee rate for the Investment Advisor
• October 1, 2025 (date) — Date of Initial Closing and commencement of investment operations

FAQ

Risk Factors

• Pre-Operational Status and Lack of Diversification [high — financial]: As of September 30, 2025, the Fund's total assets were $1,000, entirely in cash and cash equivalents, with no investment operations commenced. The Initial Closing occurred on October 1, 2025, indicating a very nascent stage. This lack of deployed capital and operational history presents a significant risk as the fund has not yet demonstrated its ability to execute its investment strategy or generate returns.
• Management Fee and Incentive Allocation Structure [medium — financial]: The Fund is subject to a 1.25% annual management fee on NAV and a 12.5% incentive allocation on profits above a 5% hurdle rate. While waivers exist for certain early investors, these fees can significantly impact net returns to investors, especially in the early stages of investment deployment and performance realization.
• Exemption from 1940 Act Registration [medium — regulatory]: CPEP is exempt from registration under the Investment Company Act of 1940, as amended, pursuant to Section 3(c)(7). This exemption is based on the assumption that all investors are 'qualified purchasers'. Any change in investor status or regulatory interpretation could impact the fund's structure and operations.

Industry Context

The private equity industry is characterized by its focus on long-term capital appreciation through direct investments in private companies. Key strategies include buyouts, growth capital, and venture capital. The industry relies heavily on skilled management teams, access to capital, and robust due diligence processes. Competition is intense, with numerous firms vying for attractive deal flow and limited partner capital.

Regulatory Implications

Carlyle Private Equity Partners Fund, L.P. operates under an exemption from registration as an investment company under Section 3(c)(7) of the 1940 Act. This exemption requires that all investors be 'qualified purchasers.' Compliance with this status is critical, as any failure to meet these requirements could lead to significant regulatory scrutiny and operational disruption.

What Investors Should Do

1. Review the Fund's investment strategy and target allocations carefully.
2. Assess the impact of management fees and incentive allocations.
3. Confirm your status as a 'qualified purchaser'.
4. Monitor the Initial Closing date and subsequent investment activity.

Key Dates

• 2025-02-11: Fund Inception — Marks the legal formation date of Carlyle Private Equity Partners Fund, L.P.
• 2025-09-30: Quarter End Date — Financial statements as of this date show the fund in a pre-operational state with $1,000 in cash and no investment operations commenced.
• 2025-10-01: Initial Closing Date — The date when the fund first accepted third-party investors and officially began investment operations, moving from a pre-operational to an operational phase.

Glossary

1940 Act

The Investment Company Act of 1940, a U.S. federal law that regulates the organization of companies, including mutual funds, face-amount certificate companies, and closed-end companies, and imposes certain restrictions on their activities. (CPEP is exempt from registration under this act via Section 3(c)(7), which is a key aspect of its regulatory status.)

Qualified Purchasers

Individuals or entities that meet specific high net worth or investment thresholds, as defined by securities regulations, allowing them to invest in certain private funds exempt from registration. (CPEP's exemption under Section 3(c)(7) of the 1940 Act relies on its investors meeting the 'qualified purchaser' definition.)

NAV

Net Asset Value, which represents the total value of a fund's assets minus its liabilities. It is often used to determine the per-share market value of a fund. (The management fee is calculated as a percentage of NAV, and the investment allocation targets are also based on NAV.)

Incentive Allocation

A performance-based fee paid to the general partner or investment manager, typically calculated as a percentage of the profits generated by the fund above a certain threshold (hurdle rate). (CPEP's General Partner is entitled to a 12.5% incentive allocation, subject to a 5% annual hurdle rate.)

Hurdle Rate

The minimum rate of return that an investment must achieve before the investment manager is entitled to performance fees or incentive allocations. (CPEP's incentive allocation is subject to a 5% annual hurdle rate, meaning profits must exceed this level before the 12.5% allocation is triggered.)

Direct Investments

Investments made directly into companies or other private assets, as opposed to indirect investments through other funds or publicly traded securities. (This is a core strategy for CPEP, with 80%-90% of NAV targeted for such investments.)

Secondary Investments

The purchase of existing limited partner interests in private equity funds or portfolios of direct investments from existing investors, rather than investing directly in new fund offerings. (Carlyle AlpInvest will provide access to secondary investments, which are part of CPEP's target allocation.)

Primary Commitments

Commitments made by an investor to a private equity fund at its initial closing or during its fundraising period, representing a future capital contribution to be drawn down by the fund over time. (This is a key component of CPEP's investment strategy, with 80%-90% of NAV targeted for these and other direct/secondary investments.)

Year-Over-Year Comparison

As this is the initial 10-Q filing for Carlyle Private Equity Partners Fund, L.P. as of September 30, 2025, there is no prior year filing to compare against. The financial statements reflect a pre-operational status with $1,000 in cash and no investment activities or revenues. Key events such as the fund's inception on February 11, 2025, and the Initial Closing on October 1, 2025, mark the transition from formation to active investment operations.

Filing Documents

• cpep-20250930.htm (10-Q) — 573KB
• cpep_3q2025x311exhibit.htm (EX-31.1) — 32KB
• cpep_3q2025x312exhibit.htm (EX-31.2) — 32KB
• cpep_3q2025x321exhibit.htm (EX-32.1) — 15KB
• cpep_3q2025x322exhibit.htm (EX-32.2) — 15KB
• cpep-20250930_g1.gif (GRAPHIC) — 0KB
• 0002065337-25-000017.txt ( ) — 2620KB
• cpep-20250930.xsd (EX-101.SCH) — 22KB
• cpep-20250930_cal.xml (EX-101.CAL) — 4KB
• cpep-20250930_def.xml (EX-101.DEF) — 108KB
• cpep-20250930_lab.xml (EX-101.LAB) — 250KB
• cpep-20250930_pre.xml (EX-101.PRE) — 178KB
• cpep-20250930_htm.xml (XML) — 321KB

Financial Statements

Financial Statements 1 Notes to Financial Statement (unaudited) ........................................................................................................ 2 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations .......................... 8 Item 3. Quantitative and Qualitative Disclosures About Market Risk ......................................................................... 11 Item 4. Controls and Procedures ................................................................................................................................... 11 Part II. Other Information Item 1. Legal Proceedings ............................................................................................................................................ 13 Item 1A. Risk Factors ...................................................................................................................................................... 13 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds ......................................................................... 13 Item 3. Defaults Upon Senior Securities ...................................................................................................................... 13 Item 4. Mine Safety Disclosures ................................................................................................................................... 13 Item 5. Other Information ............................................................................................................................................. 13 Item 6. Exhibits ............................................................................................................................................................. 14 Signatures ......................................................................................................................................................... 15 Table of Contents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements related to our expectations, estimates, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions and statements that are not historical facts, including our expectations regarding our future operations, business plans, business and investment strategies and portfolio management and the performance of our investments . You can identify these forward-looking statements by the use of words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates," or the negative version of these words or other comparable words. Such forward-looking could cause actual outcomes or results to differ materially from those indicated in these statements including, but not limited to, those described in this Quarterly Report on Form 10-Q and under the section entitled " Risk Factors " in Amendment No. 2 to our Registration Statement on Form 10, filed with the U.S. Securities and Exchange Commission ("SEC") on August 6, 2025, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this Quarterly Report on Form 10-Q and in our other periodic filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statements, whethe

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements. CARLYLE PRIVATE EQUITY PARTNERS FUND, L.P. September 30, 2025 Assets (unaudited) Cash and cash equivalents $ 1,000 Total assets $ 1,000 Liabilities Total liabilities $ — Commitments and contingencies Net Assets Class A units, unlimited units authorized, no units issued and outstanding — Class S units, unlimited units authorized, no units issued and outstanding — Class D units, unlimited units authorized, no units issued and outstanding — Class I units, unlimited units authorized, no units issued and outstanding — Class A-A units, unlimited units authorized, no units issued and outstanding — Class A-S units, unlimited units authorized, no units issued and outstanding — Class A-D units, unlimited units authorized, no units issued and outstanding — Class A-I units, unlimited units authorized, no units issued and outstanding — Class E-A units, unlimited units authorized, no units issued and outstanding — Class E-S units, unlimited units authorized, no units issued and outstanding — Class E-D units, unlimited units authorized, no units issued and outstanding — Class E-I units, unlimited units authorized, no units issued and outstanding — Class C units, unlimited units authorized, 40 units issued and outstanding 1,000 Class CG units, unlimited units authorized, no units issued and outstanding — Total net assets 1,000 Total liabilities and net assets $ 1,000 See accompanying notes to this financial statement . 2 Table of Contents CARLYLE PRIVATE EQUITY PARTNERS FUND, L.P. NOTES TO THE FINANCIAL STATEMENT (unaudited) 1. ORGANIZATION Carlyle Private Equity Partners Fund, L.P. (" CPEP " or the "Fund"), a Delaware limited partnership formed on February 11, 2025 ("Inception"), is a private fund exempt from registration pursuant to Section 3(c)(7) of the Investment Company Act of 1940, as amended (the "1940 Act

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