UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 18, 2025 

ANTARES PRIVATE CREDIT FUND 

(Exact name of Registrant as specified in its charter)

Registrant’s telephone number, including area code: 312 638-4000 

N/A

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

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:

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 x

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 1.01. Entry into a Material Definitive Agreement.

On March 18, 2025, Antares Private Credit Fund (the “Company”) entered into that certain First Amendment to Loan and Servicing Agreement (the “Amendment”), among the Company, as servicer, APCF Funding SPV LLC (“Credit SPV”), a wholly-owned subsidiary of the Company, as borrower, Morgan Stanley Senior Funding, Inc., as administrative agent (the “Agent”), and Morgan Stanley Bank, N.A., as lender, amending that certain Loan Facility, dated November 6, 2024 among the Company, Credit SPV, the Agent, U.S. Bank Trust Company, National Association, as collateral agent (“Collateral Agent”), U.S. Bank National Association, as collateral custodian “Collateral Custodian”) and account bank (“Account Bank”), and the lender party thereto (as amended by the Amendment, the “Loan Facility”). Capitalized terms used but not defined herein shall have the meanings set forth in the Loan Facility.

The Amendment provides for, among other things, an increase in the aggregate commitments of the lenders under the Loan Facility from $500.0 million to $1.0 billion, as well as certain changes to the concentration limits.

The description above is only a summary of the material provisions of the Amendment and is qualified in its entirety by reference to a copy of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 2.03. Creation of Direct Financial Obligation

The information included under Item 1.01 above regarding the Facility and the Agreement is incorporated by reference into this Item 2.03.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)            On March 20, 2025, Venugopal Rathi notified the Board of Trustees (the “Board”) of the Company of his resignation as the Company’s Chief Financial Officer. Mr. Rathi’s resignation was effective as of the close of business on March 20, 2025.

On March 21, 2025, the Board appointed Monica Kelsey as Chief Financial Officer of the Company effective as of the close of business on March 21, 2025.

Ms. Kelsey is Chief Financial Officer of the Company. Ms. Kelsey also serves as Chief Financial Officer of Antares Capital and is a member of the Antares Capital Executive Committee. She is responsible for Antares’ Finance function. Prior to joining Antares in 2022, Ms. Kelsey was managing director and chief financial officer at Madison Capital Funding LLC, a company with whom she held various positions between 2022 and 2004. Previously, she was executive director, head of global finance at UBS Global Asset Management. Ms. Kelsey began her career with the audit firm of PricewaterhouseCoopers. Ms. Kelsey earned a B.S. in Accounting/Computer Information Systems from Murray State University and an MBA from Northwestern University Kellogg Graduate School of Management. She has more than 31 years of industry experience.

Ms. Kelsey has no family relationships with any current director, executive officer, or person nominated to become a director or executive officer of the Company, and there are no transactions or proposed transactions to which the Company is a party, or intended to be a party, in which Ms. Kelsey has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

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.