Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Bain Capital Private Credit (Name of Issuer) |
Common Shares of Beneficial Interest, $0.01 par value per share (Title of Class of Securities) |
000000000 (CUSIP Number) |
Bain Capital DCB Investments, 200 Clarendon Street, Boston, MA, 02116 617-516-2000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
02/28/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 000000000 |
| 1 |
Name of reporting person
Bain Capital DCB Investments, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,987,598.36 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
23.5 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Shares of Beneficial Interest, $0.01 par value per share |
| (b) | Name of Issuer:
Bain Capital Private Credit |
| (c) | Address of Issuer's Principal Executive Offices:
200 Clarendon Street, Boston,
MASSACHUSETTS
, 02116. |
| Item 2. | Identity and Background |
| (a) | Enter Reporting Person Name* |
| Item 3. | Source and Amount of Funds or Other Consideration |
On February 28, 2025, t
he Reporting Person subscribed for $13,000,000 of Common Shares, at a per share price equivalent to the net asset value of the Issuer on February 28, 2025. Due to the timing of Bain Capital Private Credit's calculation of its net asset value ("NAV"), the actual number of shares purchased and the actual purchase price per share cannot be determined at the time of this filing. The number of shares acquired disclosed herein is based on Bain Capital Private Credit's NAV as of January 31, 2025, which was $25.6108. An amendment will be filed to disclose the final number of shares purchased, purchase price per share, and total amount of securities beneficially owned following the definitive calculation of the applicable NAV per share. The source of funds was the Reporting Person's working capital. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | 3,987,598.36 Common Shares, representing approximately 23.5% of the outstanding Common Shares. The information included in Item 3 is incorporated by reference herein. |
| (b) | Based on information receieved by the Reporting Person from the Issuer, there are 16,952,003 Common Shares outstanding as of March 1, 2025. The information included in Item 3 is incorporated by reference herein. |
| (c) | Execept as reported in the Statement, neither the Reporting Person, DCB GP nor any of the indivuduals listed on Schedule I has effected any transactions in the Common Shares during the past sixty (60) days. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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