Phillip Street Middle Market sells ~1.86M common units for $37.5M in private placement

Phillip Street BDC LLC

Sold 1,860,119.048 common units at aggregate offering price of $37.5 million; closed December 22, 2025.
Offering exempt under Section 4(a)(2) of Securities Act and Regulation D/S; purchasers were accredited investors or non-U.S. persons.
Investors funded drawdowns per subscription agreements with minimum ten business days' prior notice.
No general solicitation or advertising used; units acquired for investment, not resale.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Phillip Street BDC LLC issued 1,860,119.048 common units of unit to accredited investors or non-U.S. persons in accordance with Regulation S for $37.5 million aggregate.

Security: unit
Shares: 1,860,119.048 common units
Purchaser: accredited investors or non-U.S. persons in accordance with Regulation S
Consideration: $37.5 million aggregate

Exact text from the filing

On December 8, 2025, Phillip Street Middle Market Lending Fund LLC (the “Company”) delivered a capital drawdown notice to investors relating to the sale of 1,860,119.048 common units of the Company’s limited liability company interests (the “Common Units”) for an aggregate offering price of $37.5 million. The sale closed on December 22, 2025.

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Source: SEC EDGAR

accession 0001193125-25-337134

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