Nuveen Churchill Private Capital Income Fund
04/29/2024 | Press release | Distributed by Public on 04/29/2024 15:25
Material Agreement - Form 8-K
Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, Churchill Asset Management LLC, the Fund's investment adviser (the "Adviser") previously agreed to waive 100% of the management fee and the incentive fee based on income payable by Nuveen Churchill Private Capital Income Fund (the "Fund") to the Adviser under the investment advisory agreement, dated as of March 31, 2022, by and between the Fund and the Adviser (as amended on August 3, 2022, January 10, 2023, and August 3, 2023, the "Advisory Agreement") until June 1, 2024, the expiry of the twelve months from the date in which the Fund satisfied the minimum offering requirement for its continuous registered offering and the Fund's board of trustees authorized the release of proceeds from escrow.
On April 29, 2024, Fund entered into a management and incentive fee waiver agreement (the "Fee Waiver Agreement") with Adviser, pursuant to which the Adviser has agreed to extend the term of the initial fee waiver, and (a) waive 50% of the management fee payable to the Adviser and (b) waive 100% of the incentive fee based on income payable to the Adviser for the period beginning June 1, 2024 until December 31, 2024. For the avoidance of doubt, the Fee Waiver Agreement does not amend the calculation of the management fee or the incentive fee based on income as set forth in the Advisory Agreement. Other than the waiver contemplated by the Fee Waiver Agreement, the terms of the Advisory Agreement will remain in full force and effect.
The foregoing description is only a summary of the material provisions of the Fee Waiver Agreement and is qualified in its entirety by reference to a copy of the Fee Waiver Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.