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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 26, 2023
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HPS CORPORATE LENDING FUND
(Exact name of Registrant as specified in Its Charter)
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| Delaware | | 814-01431 | | 84-6391045 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| |
40 West 57th Street, 33rd Floor New York, New York | | 10019 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 287-6767
Not Applicable
(Former name or former address, if changed since last report)
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Securities registered pursuant to Section 12(b) of the Act: None
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
December 2023 Distributions
On December 29, 2023, the Fund declared regular and variable supplemental distributions for each class of its common shares of beneficial interest (the “Shares”) in the amounts per share set forth below: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Gross Distribution | | Shareholder Servicing and/or Distribution Fee | | Net Distribution - Regular | | Variable Supplemental Distribution | | Net Distribution - Total |
| Class I Common Shares | $ | 0.1600 | | | $ | — | | | $ | 0.1600 | | | $ | 0.0550 | | | $ | 0.2150 | |
| Class D Common Shares | $ | 0.1600 | | | $ | 0.0053 | | | $ | 0.1547 | | | $ | 0.0550 | | | $ | 0.2097 | |
| Class F Common Shares | $ | 0.1600 | | | $ | 0.0107 | | | $ | 0.1493 | | | $ | 0.0550 | | | $ | 0.2043 | |
| Class S Common Shares | $ | 0.1600 | | | $ | 0.0182 | | | $ | 0.1418 | | | $ | 0.0550 | | | $ | 0.1968 | |
Additionally, on December 29, 2023, the Fund declared special distributions for each class of its Shares in the amount of $0.1500 per share.
The regular, variable supplemental and special distributions for each class of Shares are payable to shareholders of record as of December 31, 2023 and will be paid on or about January 31, 2024.
These distributions will be paid in cash or reinvested in additional Shares for shareholders participating in the Fund’s distribution reinvestment plan.
Item 8.01. Other Events.
Net Asset Value
The net asset value (“NAV”) per share for each class of the Fund as of November 30, 2023, as determined in accordance with the Fund’s valuation policy, is set forth below. | | | | | |
| | NAV per share as of November 30, 2023 |
| Class I Common Shares | $ | 25.15 | |
| Class D Common Shares | $ | 25.15 | |
| Class F Common Shares | $ | 25.15 | |
| Class S Common Shares | $ | 25.15 | |
As of November 30, 2023, the Fund’s aggregate NAV was $5,085.4 million, the fair value of its investment portfolio was $8,689.0 million and it had principal debt outstanding of $3,932.7 million, resulting in a debt-to-equity ratio of approximately 0.77 times.
Status of Offering
The Fund is currently publicly offering on a continuous basis up to $8.0 billion in Shares (the “Offering”). The following table lists the Shares and total consideration for the Offering as of the date of this filing (through the December 1, 2023 subscription date). The Fund intends to continue selling Shares in the Offering on a monthly basis.
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| | | Common Shares Issued | | Total Consideration (1) |
| Class I Common Shares | | 50,069,150 | | | $ | 1.2 | billion |
| Class D Common Shares | | 28,825,844 | | | 0.7 | billion |
| Class F Common Shares | | 127,131,599 | | | 3.1 | billion |
| Class S Common Shares | | 802,164 | | | — | billion |
| Total Offering* | | 206,828,757 | | | $ | 5.1 | billion |
*Amounts may not sum due to rounding.
(1) Total consideration for Class S Common Shares as of December 1, 2023 was approximately $20.2 million.
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.
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| | HPS CORPORATE LENDING FUND |
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Date: January 2, 2024 | By: | /s/ Robert Busch |
| Name: | Robert Busch |
| Title: | Chief Financial Officer and Principal Accounting Officer |