TPG Operating Group II L.P. 6.950% Fixed-Rate Junior Subordina filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
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Item 1.01 Entry into a Material Definitive Agreement.
The information required by this Item 1.01 is included in Item 2.03 and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On May 1, 2025, TPG Operating Group II, L.P. (“TPG Operating Group II”), TPG Operating Group I, L.P. (“TPG Operating Group I”), TPG Holdings II Sub, L.P. (“Holdings II Sub”) and TPG Operating Group III, L.P. (“TPG Operating Group III”, and together with TPG Operating Group II, TPG Operating Group I and Holdings II Sub, the “Co-Borrowers”), each as co-borrowers, entered into an amended and restated revolving credit facility (the “Senior Unsecured Revolving Credit Facility”) with Bank of America, N.A. as administrative agent, and the lenders party thereto.
The Senior Unsecured Revolving Credit Facility amends and restates the existing revolving credit facility entered into on January 1, 2012 and as most recently amended and restated pursuant to the Sixth Amended and Restated Credit Agreement dated as of September 26, 2023. TPG Operating Group II and the other Co-Borrowers are indirect subsidiaries of TPG Inc. (the “Company”).
The Senior Unsecured Revolving Credit Facility, among other things, (i) extends the maturity date of the revolving credit facility from September 26, 2028 to May 1, 2030; (ii) increases the aggregate revolving commitments thereunder from $1.2 billion to $1.65 billion; (iii) increases the commitment increase cap thereunder from $1.5 billion to $2.0 billion; and (iv) increases the required minimum amount of fee generating assets under management thereunder. The commitment fee rates and the interest rate margins over SOFR applicable to the facility were reduced as shown under the “Applicable Rate” definition set forth in the Seventh Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) dated as of May 1, 2025, among the Co-Borrowers, Bank of America, N.A. as administrative agent and the lenders party thereto, attached to this report as Exhibit 10.1. The other material terms and conditions of the Senior Unsecured Revolving Credit Facility remain principally unchanged.
The Senior Unsecured Revolving Credit Facility contains customary representations, covenants and events of default. Financial covenants consist of a maximum leverage ratio and a requirement to keep a minimum amount of fee generating assets under management, each tested quarterly.
The preceding is a summary of terms of the Senior Unsecured Revolving Credit Facility and is qualified in its entirety by reference to the Amended and Restated Credit Agreement attached as Exhibit 10.1 to this report, which is incorporated herein by reference as though it was fully set forth herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| Seventh Amended and Restated Credit Agreement, dated as of May 1, 2025, among TPG Operating Group II, L.P., acting through its general partner, TPG Holdings II-A, LLC, the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent. | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURES
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 thereto duly authorized.
| TPG INC. | ||||||||
| By: | /s/ Jennifer L. Chu | |||||||
| Name: | Jennifer L. Chu | |||||||
| Title: | Chief Legal Officer and General Counsel | |||||||
Date: May 1, 2025