Bain Capital Private Credit Prices $350M of Notes at 7.60%, Up From 6.25%
Bain Capital Private Credit, a nontraded business development company advised by an affiliate of Bain Capital Credit, closed a $350 million offering of 7.60% senior unsecured notes due 2031 on Oct. 8. It is the fund’s first notes deal sold to institutional buyers under Rule 144A, following an earlier round of notes placed directly with purchasers in 2025. The issue more than doubles the fund’s senior unsecured notes outstanding, to $625 million.
The notes were priced Oct. 1 and sold in a private placement through initial purchasers led by BNP Paribas Securities Corp., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc., and SMBC Nikko Securities America Inc., for resale to qualified institutional buyers and certain non-U.S. investors. They mature Oct. 8, 2031, and pay interest semiannually beginning April 8, 2027. The fund can redeem the notes before Sept. 8, 2031, at par plus a make-whole premium, and at par after that date. It agreed to offer registered exchange notes within 365 days of issuance.
Kroll Bond Rating Agency assigned the notes a BBB rating with a stable outlook on Oct. 2. KBRA said the rating reflects the fund’s ties to Bain Capital Credit’s $68 billion platform, a portfolio concentrated in first-lien loans to core middle-market companies, and the absence of near-term unsecured maturities, offset by illiquid assets, a short operating history, and rapid portfolio growth.
Alongside the notes, the fund entered into a $350 million interest rate swap that matures with them. The fund receives the 7.60% fixed rate and pays the three-month Secured Overnight Financing Rate plus 2.8515%, which it said aligns its borrowing costs with an investment portfolio that consists predominantly of floating-rate loans.
The fund said it expects to use the proceeds for general corporate purposes and to repay debt, including borrowings under some of its revolving credit facilities.
Coupon Steps Up From 2025 Notes
The 7.60% coupon is 135 basis points above the 6.25% the fund pays on $165 million of senior notes due November 2030, and 168 basis points above the 5.92% on $110 million of notes due November 2028. Both tranches were issued Nov. 24, 2025, under a master note purchase agreement and are also hedged with interest rate swaps.
The deal comes a day after AltsWire reported that Vista Credit Strategic Lending Corp. agreed to sell $150 million of notes at 7.75%, 190 basis points above the coupon on notes of the same maturity it sold a year earlier.
KBRA said senior unsecured debt made up about 22% of the fund’s total debt as of June 30 and is expected to increase with this issuance. The fund’s asset coverage ratio was 191.2% at June 30, down from 216.9% at the end of 2025. Business development companies generally must maintain at least 200% asset coverage, or 150% if they have adopted the lower threshold permitted since 2018.
Balance Sheet and Financing
As of Aug. 31, the fund reported aggregate net asset value of $1.15 billion and an investment portfolio with a fair value of $2.38 billion across 173 companies in 29 industries. Principal debt outstanding was $1.35 billion, for a debt-to-equity ratio of about 1.17x, or about 1.09x net of cash and unsettled trades. NAV was $25.98 per Class I share.
First-lien senior secured loans made up 86% of the portfolio at fair value, and 93% of the debt portfolio carried floating rates, according to the fund.
The notes cap a year of financing moves. In May, the fund added $50 million to its Goldman Sachs-led revolver, bringing it to $250 million. At the end of June, it raised its JPMorgan Chase-administered facility to $400 million and cut its margin to 2.1%. On July 14, it amended its Sumitomo Mitsui Banking Corp.-led revolving credit facility to $750 million, with an accordion feature allowing it to grow to $1 billion.
Redemption demand at the fund remains light. Its most recent tender offer, which launched in August and expired Aug. 31, drew requests for 91,231 shares, or 0.21% of shares outstanding as of June 30. The prior quarter’s tender drew about 1.27%. The fund said it received about $16.7 million in additional subscriptions after June 30.
In April, the fund, a perpetual-life BDC that offers quarterly tenders for up to 5% of shares, registered to raise up to $3 billion. It is externally managed by BCPC Advisors LP, a subsidiary of Bain Capital Credit.
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