Bain Capital Credit, LP, a Delaware limited partnership wholly owned by Bain Capital, LP
(“Bain Capital”), and its subsidiaries provide investment advisory services across a diverse range
of credit strategies. Collectively, Bain Capital Credit, LP and its subsidiaries are referred to as
“Bain Capital Credit.”
1
Bain Capital Credit provides investment advisory services to pooled investment vehicles and
single limited partner partnerships that are exempt from registration under the Investment
Company Act of 1940 (the “1940 Act”) and whose securities are not registered under the
Securities Act of 1933 (the “Securities Act” and such investment vehicles and partnerships are
referred to as “Bain Capital Credit Partnerships”). Bain Capital Credit also provides collateral
management services to entities structured as collateralized loan obligations (“CLOs”) and
investment management services to clients in separately managed accounts (“Separate Account
Clients”), which may be structured in various forms. Additionally, Bain Capital Credit provides
advisory or sub-advisory services to a registered investment company and business development
companies (“1940 Act Funds”).
2 The Bain Capital Credit Partnerships, the CLOs and the 1940
Act Funds are collectively referred to as “Bain Capital Credit Funds.” The Bain Capital Credit
Funds and Separate Account Clients are referred to collectively as “Bain Capital Credit Clients.”
Bain Capital Credit’s investment advisory activities include providing investment advice to Bain
Capital Credit Clients that have four main strategies: bank loan and multi-sector credit, structured
credit, private credit (including mezzanine & junior capital and global direct lending), and special
situations investing. As the investment manager, investment adviser or sub-adviser to each Bain
Capital Credit Client, Bain Capital Credit (along with, in the case of each Bain Capital Credit
Partnership, the general partner (“General Partner”)
3 of such Bain Capital Credit Partnership),
identifies investment opportunities for, and participates in the acquisition, management,
monitoring and disposition of investments of, each Bain Capital Credit Client.
Bain Capital Credit generally uses fundamental credit analysis to identify attractive investment
opportunities and seeks strong risk adjusted returns, primarily in credit products and fixed-
income investments. Bain Capital Credit provides investment advice regarding investments in
performing and distressed bank loans, high yield bonds, investment grade bonds, mortgages,
non-performing loans, mezzanine & junior capital, structured products, credit based securities,
swap transactions (including total rate of return swaps and credit default swaps), derivative
instruments, equities, short sales, currency hedging transactions, securities lending arrangements,
repurchase agreements, investments as a limited partner in partnerships, and other assets. Bain
Capital Credit Clients can use leverage directly and/or indirectly. Use of leverage will increase
the volatility of levered investments.
1 References to Bain Capital Credit include the Special Situations business unit.
2 The 1940 Act Funds carry additional regulatory obligations and restrictions. These restrictions may not apply to other Bain
Capital Credit Clients.
3 References to General Partner in relation to carried interest for purposes of this document include any Special Limited Partner
for applicable Bain Capital Credit Funds.
Bain Capital Credit provides investment advisory services to each Bain Capital Credit Client
pursuant to separate advisory, investment management, or collateral management agreements
(each, an “Advisory Agreement”) or separate sub-advisory agreements (each, a “Sub-Advisory
Agreement”).
Bain Capital Credit provides investment advisory services to each of the Bain Capital Credit
Partnerships pursuant to the Advisory Agreements. Investment advice is provided by Bain
Capital Credit directly to Bain Capital Credit Partnerships, subject to the direction and control
of the affiliated General Partner of such Bain Capital Credit Partnership and not individually to
investors in the Bain Capital Credit Partnerships. Any restrictions on investments in certain types
of securities are established by the General Partner of the applicable Bain Capital Credit
Partnership, and set forth in the documentation received by each limited partner prior to
investment in such Bain Capital Credit Partnership. Once invested in a Bain Capital Credit
Partnership, investors generally cannot impose restrictions on the types of securities in which
such Bain Capital Credit Partnership may invest.
Bain Capital Credit provides investment management services to each Separate Account Client
in accordance with the terms and
conditions of the Advisory Agreement. The terms of these
documents, including any restrictions on investments in certain types of securities, are generally
established at the time of the formation of the applicable separate account and are the result of
negotiations with the applicable Separate Account Client. The Advisory Agreement of a Separate
Account Client may be changed by such Separate Account Client only to the extent permitted
by the applicable Advisory Agreement.
Bain Capital Credit provides collateral management services to each CLO in accordance with
the terms and conditions of the applicable collateral management agreement, indenture, and other
related documents of each such CLO. The terms of the Advisory Agreements and other related
documents of each CLO were generally established at the time of the formation of the applicable
CLO and are the result of negotiations with certain potential investors in the applicable CLO.
With respect to the 1940 Act Funds, Bain Capital Credit provides investment advisory services
in accordance with the relevant 1940 Act Fund’s investment policies and restrictions, as stated in
such 1940 Act Fund’s then-current prospectus, statement of additional information, and/or other
public filings.
Bain Capital Credit has advisory subsidiaries based in the United States and other countries,
including:
o BCSF Advisors, LP and BCPC Advisors, LP, Delaware limited partnerships and SEC
registered investment advisers, which provide advisory and sub-advisory services to
registered investment companies, including business development companies;
o Bain Capital Credit U.S. CLO Manager, LLC, a Delaware limited liability company and
relying advisor to Bain Capital Credit, LP, which provides investment advisory services
to investment vehicles, primarily CLOs;
o Bain Capital Credit CLO Advisors, LP, a Delaware limited partnership and relying
advisor to Bain Capital Credit, LP, which provides investment advisory services to
CLOs;
o Bain Capital Credit U.S. CLO Manager II, LP, a Delaware limited partnership and
relying advisor to Bain Capital Credit, LP, which provides investment advisory services
to CLOs;
o Bain Capital Credit, Ltd., a UK-based and FCA registered firm, which provides
collateral management services to CLOs;
o Bain Capital Investments (Ireland) Limited, based in Dublin, a Central Bank of Ireland
authorized firm and an Alternative Investment Fund Manager (“AIFM”);
o Bain Capital Credit (Australia), Pty. Ltd., an Australian Securities and Investments
Commission licensed firm, which provides consulting advice to Bain Capital Credit;
o Bain Capital Credit (Asia), Limited, a Hong Kong-based and Securities & Futures
Commission licensed firm, which provides consulting advice to Bain Capital Credit;
and
o Bain Capital (Singapore) PTE Ltd, a Monetary Authority of Singapore licensed firm,
which provides consulting advice to Bain Capital Credit.
4
In addition, Bain Capital Credit is affiliated with Bain Capital Investments (Europe), Ltd., a FCA
registered firm and an AIFM.
5
Bain Capital Credit also has other affiliated entities, including asset servicers based in Europe
and Asia, joint ventures based in Asia, and certain vehicles that will engage in proprietary trades
and/or other activities for its benefit.
Bain Capital Credit, LP provides consulting services to Bain Capital Credit, Ltd., in connection
with the latter’s role as collateral manager to certain CLOs. In certain limited circumstances,
Bain Capital Credit acts as agent for such facilities. Bain Capital Credit, LP also provides
portfolio management services to Bain Capital Investments (Europe), Ltd., and Bain Capital
Investments (Ireland), Ltd. in connection with their roles as an AIFM. In addition, Bain Capital
Credit, LP provides certain resources and services to other subsidiaries, including BCSF
Advisors, LP, BCPC Advisors, LP, and Bain Capital Credit CLO Advisors, LP. Lastly, Bain
Capital Credit U.S. CLO Manager, LLC, and Bain Capital Credit U.S. CLO Manager II, LP
delegate directly or indirectly activities related to the business of acting as a collateral manager
or sponsor of CLOs to Bain Capital Credit, LP and/or Bain Capital Credit, Ltd.
4 This list does not represent all of Bain Capital Credit’s subsidiaries or affiliates.
5 For purposes of this Form ADV, references to Bain Capital Credit subsidiaries should be read to include Bain Capital
Investments (Europe), Ltd.
Bain Capital Credit has been in business since 1997. Bain Capital Credit has advisory offices
located in Boston, New York, Chicago, London, Melbourne, Sydney, Dublin, Madrid, Hong
Kong, Guangzhou, Seoul, Singapore, Mumbai, Lisbon, and Tokyo. As of January 1, 2024, Bain
Capital Credit and its subsidiaries manage approximately $66,510,350,624 client assets, which
are predominantly managed on a discretionary basis.
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