Correspondence 0001193125-25-140064 from First Eagle Private Credit Fund (CIK 0001890107)
First Eagle Private Credit Fund (CIK 0001890107)
Date: June 12, 2025 · CIK: 0001890107 · Accession: 0001193125-25-140064
AI Filing Summary & Sentiment
File numbers found in text: 814-01642
Letter
VIA EDGAR Securities and Exchange Commission Division of Investment Management Washington, D.C. 20549 Re: First Eagle Private Credit Fund (CIK No. 0001890107) Preliminary Proxy Statement on Schedule 14A Filed on May 30, 2025 (File No. 814-01642) (the “Proxy Statement”)
Dear Ms. Choo:
On behalf of First Eagle Private Credit Fund (the “Company”), we are submitting this letter to respond to a comment received from the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) regarding the Proxy Statement. The Staff’s comment was conveyed to the Company telephonically on May 5, 2025. Below is the Staff’s comment and the Company’s response thereto. The response is based on information provided by First Eagle Investment Management, LLC and First Eagle Alternative Credit, LLC (the “Advisers”) for the specific purpose of responding to the Staff’s comment. Defined terms used below have the same meanings as in the Proxy Statement.
1. Comment: Please supplementally confirm that the conditions of Section 15(f) of the 1940 Act will be met with respect to the Transaction or supplementally explain why the Advisers are not relying on Section 15(f) of the 1940 Act.
Response: The Advisers confirm that the conditions of Section 15(f) of the 1940 Act will be met with respect to the Transaction.
Should the Staff have any questions concerning the above, please call the undersigned at (202) 962-7036.
Very truly yours,
/s/ Christopher P. Healey
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CORRESP 1 filename1.htm CORRESP Davis Polk & Wardwell LLP 1050 17th Street, NW Washington, D.C. 20036 davispolk.com June 12, 2025 VIA EDGAR Ms. Yoon Choo Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, D.C. 20549 Re: First Eagle Private Credit Fund (CIK No. 0001890107) Preliminary Proxy Statement on Schedule 14A Filed on May 30, 2025 (File No. 814-01642) (the “Proxy Statement”) Dear Ms. Choo: On behalf of First Eagle Private Credit Fund (the “Company”), we are submitting this letter to respond to a comment received from the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) regarding the Proxy Statement. The Staff’s comment was conveyed to the Company telephonically on May 5, 2025. Below is the Staff’s comment and the Company’s response thereto. The response is based on information provided by First Eagle Investment Management, LLC and First Eagle Alternative Credit, LLC (the “Advisers”) for the specific purpose of responding to the Staff’s comment. Defined terms used below have the same meanings as in the Proxy Statement. 1. Comment: Please supplementally confirm that the conditions of Section 15(f) of the 1940 Act will be met with respect to the Transaction or supplementally explain why the Advisers are not relying on Section 15(f) of the 1940 Act. Response: The Advisers confirm that the conditions of Section 15(f) of the 1940 Act will be met with respect to the Transaction. Should the Staff have any questions concerning the above, please call the undersigned at (202) 962-7036. Very truly yours, /s/ Christopher P. Healey Christopher P. Healey cc: David P. O’Connor, First Eagle Private Credit Fund Sabrina Rusnak-Carlson, First Eagle Private Credit Fund