Calculation of Filing Fee Tables
FORM TO-I
(Form Type)
Barings Private Credit Corporation
(Name of Issuer)
Barings Private Credit Corporation
(Name of Person(s) Filing Statement)
Table 1: Transaction Valuation
| | | | | | | | | | | | | | | | | |
| | Transaction Valuation | | Fee Rate | Amount of Filing Fee | |
| Fees to Be Paid | $81,799,794.08 | (1) | 0.0001476 | $12,073.65 | (2) |
| Fees Previously Paid | $0.0 | | | $0.0 | |
| Total Transaction Valuation | $81,799,794.08 | (1) | | | |
| Total Fees Due for Filing | | | | $12,073.65 | (2) |
| Total Fees Previously Paid | | | | $0.0 | |
| Total Fee Offsets | | | | $14,139.31 | (3) |
| Net Fee Due | | | | $(2,065.66) | (2)(3) |
(1) Calculated as the aggregate maximum purchase price for shares of common stock, par value $0.001 per share (“Shares”), of Barings Private Credit Corporation (the “Company”), based upon the net asset value per Share as of April 30, 2024 of $20.92. This amount is based upon the offer to purchase up to 3,910,124 Shares.
(2) Calculated at $147.60 per $1,000,000.00 of the Transaction Valuation in accordance with Rule 0-11 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as modified by Fee Rate Advisory No. 1 for Fiscal Year 2024.
(3) An aggregate fee of $5,017.21 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on September 1, 2022 (the “September 2022 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the September 2022 Schedule TO-I filed on October 3, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the $5,017.21 filing fee paid in connection with the September 2022 Schedule TO-I was used to offset the filing fee due in connection with the filing of the Schedule TO-I by the Company (File No. 005-92837) on September 1, 2023 (the “September 2023 Schedule TO-I”). More specifically, $4,211.20 from the filing fee paid in connection with the September 2022 Schedule TO-I was used to offset the final transaction fee due from the September 2023 Schedule TO-I filing, and $806.01 from the September 2022 Schedule TO-I filing remained available to offset future filings. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the remaining $806.01 filing fee paid in connection with the September 2022 Schedule TO-I was also used to offset the filing fee due in connection with the filing of the Schedule TO-I by the Company (File No. 005-92837) on December 1, 2023 (the “December 2023 Schedule TO-I”). More specifically, $45.27 from the filing fee paid in connection with the September 2022 Schedule TO-I was used to offset the final transaction fee due from the December 2023 Schedule TO-I filing. Pursuant to Rule 0-11(a)(2) under the Exchange Act, the remaining $760.74 from the September 2022 Schedule TO-I was used to partially offset the filing fee due in connection with the filing of the Schedule TO-I by the Company (File No. 005-92837) on March 1, 2024 (the “March 2024 Schedule TO-I”).
An aggregate fee of $5,961.94 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on December 1, 2022 (the “December 2022 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the December 2022 Schedule TO-I filed on January 4, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the $5,961.94 paid in connection with the December 2022 Schedule TO-I was used to offset the remaining filing fee due in connection with the March 2024 Schedule TO-I. More specifically, $3,999.65 from the filing fee paid in connection with the December 2022 Schedule TO-I was used to offset the final transaction fee due from the March
2024 Schedule TO-I filing, and $1,962.29 from the December 2022 Schedule TO-I filing fee remains available to offset a portion of the filing fee due in connection with this Schedule TO-I.
An aggregate fee of $6,013.25 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on March 1, 2023 (the “March 2023 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the March 2023 Schedule TO-I filed on April 25, 2023 was $1.10, as $10,014.45 of Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the remaining $6,012.15 filing fee paid in connection with the March 2023 Schedule TO-I is being used to offset a portion of the filing fee in connection with this Schedule TO-I.
An aggregate fee of $6,164.87 was paid with the filing of the Schedule TO-I by the Company (File No. 005-92837) on June 1, 2023 (the “June 2023 Schedule TO-I”). The final transaction fee due pursuant to the final amendment to the June 2023 Schedule TO-I filed on July 5, 2023 was $0, as no Shares were tendered in connection with the related tender offer. Pursuant to Rule 0-11(a)(2) under the Exchange Act, a portion of the $6,164.87 filing fee paid in connection with the June 2023 Schedule TO-I is being used to offset a portion of the filing fee in connection with this Schedule TO-I.
Table 2: Fee Offset Claims and Sources
| | | | | | | | | | | | | | | | | | | | | | | |
| Registrant or Filer Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Fee Paid with Fee Offset Source |
| Fee Offset Claims | | SC TO-I | 005-92837 | December 1, 2022 | | $1,962.29 | |
| Fee Offset Sources | Barings Private Credit Corporation | SC TO-I | 005-92837 | | December 1, 2022 | | $1,962.29 |
| Fee Offset Claims | | SC TO-I | 005-92837 | March 1, 2023 | | $6,012.15 | |
| Fee Offset Sources | Barings Private Credit Corporation | SC TO-I | 005-92837 | | March 1, 2023 | | $6,012.15 |
| Fee Offset Claims | | SC TO-I | 005-92837 | June 1, 2023 | | $6,164.87 | |
| Fee Offset Sources | Barings Private Credit Corporation | SC TO-I | 005-92837 | | June 1, 2023 | | $6,164.87 |
