UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(AMENDMENT NO. )*
TCW Star Direct Lending LLC
(Name of Issuer)
Common Limited Liability Company Units
(Title of Class of Securities)
0001916608
(Issuers CIK Number)
(CUSIP Number)
Nippon Life Global Investors Americas, Inc.
101 Park Avenue, 33rd Floor,
New York, NY 10178
Attention: Compliance Department
With a copy to:
David S. Bakst, Esq.
Mayer Brown LLP
1221 Avenue of the Americas,
New York, NY 10020
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 15, 2022
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
1. | NAMES OF REPORTING PERSONS
NLGI US Private Debt Fund II | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | (a) ☐ (b) ☒ | ||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (See Instructions) WC | |||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ☐ | ||
6. | Citizenship or Place of Organization
Cayman Islands | |||
Number of Shares Beneficially Owned by |
7. | Sole Voting Power -0- | ||
8. | Shared Voting Power 3,753,190 * | |||
9. | Sole Dispositive Power -0- | |||
10. | Shared Dispositive Power 3,753,190 * | |||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person
3,753,190 * | |||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) |
☐ | ||
13. | Percent of Class Represented by Amount in Row (11)
99.999% * | |||
14. | Type of Reporting Person (See Instructions)
OO |
* See Item 5 hereof
1. | NAMES OF REPORTING PERSONS
Nippon Life Global Investors Americas, Inc. | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | (a) ☐ (b) ☒ | ||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (See Instructions) Not Applicable | |||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ☐ |
6. |
Citizenship or Place of Organization
New York | |||
Number of Shares Beneficially Owned by |
7. | Sole Voting Power -0- | ||
8. | Shared Voting Power 3,753,190 * | |||
9. | Sole Dispositive Power -0- | |||
10. | Shared Dispositive Power 3,753,190 * | |||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person
3,753,190 * | |||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) |
☐ | ||
13. | Percent of Class Represented by Amount in Row (11)
99.999% * | |||
14. | Type of Reporting Person (See Instructions)
IA |
* See Item 5 hereof
1. | NAMES OF REPORTING PERSONS
Nippon Life Insurance Company | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | (a) ☐ (b) ☒ | ||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (See Instructions) Not Applicable | |||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ☐ | ||
6. | Citizenship or Place of Organization
Japan | |||
Number of Shares Beneficially Owned by |
7. | Sole Voting Power -0- | ||
8. | Shared Voting Power 3,753,190 * | |||
9. | Sole Dispositive Power -0- | |||
10. | Shared Dispositive Power 3,753,190 * |
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,753,190 * | |||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) |
☐ | ||
13. | Percent of Class Represented by Amount in Row (11)
99.999% * | |||
14. | Type of Reporting Person (See Instructions)
OO (Non-US Life Insurance Company) |
* See Item 5 hereof
1. | NAMES OF REPORTING PERSONS
Taiju Life Insurance Company Limited | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | (a) ☐ (b) ☒ | ||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (See Instructions) WC | |||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | ☐ | ||
6. | Citizenship or Place of Organization
Japan | |||
Number of Shares Beneficially Owned by |
7. | Sole Voting Power -0- | ||
8. | Shared Voting Power 3,753,190 * | |||
9. | Sole Dispositive Power -0- | |||
10. | Shared Dispositive Power 3,753,190 * | |||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person
3,753,190 * | |||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) |
☐ | ||
13. | Percent of Class Represented by Amount in Row (11)
99.999% * | |||
14. | Type of Reporting Person (See Instructions)
OO (Non-US Life Insurance Company) |
* See Item 5 hereof
SCHEDULE 13D
ITEM 1. Security | and Issuer. |
Title and class of equity securities: Common Limited Liability Company Units
Name and address of the principal executive offices of the issuer:
TCW Star Direct Lending LLC
200 Clarendon Street, 51st Floor
Boston, MA 02116
ITEM 2. Identity | and Background. |
(a) | Name of Person Filing |
NLGI US Private Debt Fund II
Nippon Life Global Investors Americas, Inc.
Nippon Life Insurance Company
Taiju Life Insurance Company Limited
(b) | Address of Principal Business Office or, if none, Residence |
NLGI US Private Debt Fund II
c/o MUFG Fund Services (Cayman) Limited
MUFG House, 227 Elgin Ave
P.O. Box 609
Grand Cayman, KY1-1107
Cayman Islands
Nippon Life Global Investors Americas, Inc.
101 Park Avenue, 33rd Floor,
New York, NY 10178
Nippon Life Insurance Company
1-6-6 Marunouchi
Chiyoda-Ku, Tokyo 100-8288
Taiju Life Insurance Company Limited
1-1-20 Aomi
Koto City, Tokyo 135-0064, Japan
(c) | Occupation or Employment |
NLGI US Private Debt Fund II is in the primary business of making investments.
Nippon Life Global Investors Americas, Inc. is in the primary business of being an investment advisor.
Nippon Life Insurance Company is in the primary business of providing insurance.
Taiju Life Insurance Company Limited is in the primary business of providing insurance.
Schedule 1 sets forth the executive officers and directors of Nippon Life Global Investors Americas, Inc., Nippon Life Insurance Company and Taiju Life Insurance Company Limited, and their respective business address and citizenship. |
(d) (e) | During the last five years, neither NLGI US Private Debt Fund II (the Fund), Nippon Life Global Investors Americas, Inc. (NLGIA), Nippon Life Insurance Company (Nippon), nor Taiju Life Insurance Company Limited (Taiju and, together with the Fund, NLGIA and Nippon each, a Reporting Person) nor, to any Reporting Persons knowledge, any executive officer or director listed on Schedule 1 (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
(f) | Citizenship |
NLGI US Private Debt Fund II Cayman Islands Unit Trust
Nippon Life Global Investors Americas, Inc. New York corporation
Nippon Life Insurance Company Japanese mutual life insurance company
Taiju Life Insurance Company Limited Japanese life insurance company
ITEM 3. Source | and Amount of Funds or Other Consideration. |
The total amount of funds used by the Fund to purchase the 3,753,190 Common Units (the Common Units) of TCW Star Direct Lending LLC (the Issuer) reported herein will be $375,319,000.00, which is the amount required to satisfy capital calls made by the Issuer with respect to the Common Units. With respect to capital calls made by the Issuer with respect to the Common Units, the Fund from time to time uses a subscription line of credit to fund such capital calls. The outstanding amounts with respect to the line of credit will be repaid promptly, by the Fund making a capital call to the holders of units of the Fund. Accordingly, all of such funds will be directly or indirectly derived from capital contributions to the Fund.
ITEM 4. Purpose | of Transaction. |
The Fund acquired the Common Units for investment purposes.
The Reporting Persons may determine from time to time in the future, based on their evaluation of the business of the Issuer and other factors, acquire or sell the Common Units, subject to the transfer restrictions of Issuer in the governing documents of the Issuer.
Except as stated in response to this Item 4, the Reporting Persons have no current plans or proposals with respect to the Issuer or its securities of the types enumerated in paragraphs (a) through (j) of this Item 4 of form Schedule 13D.
ITEM 5. Interest | in Securities of the Issuer. |
The Fund directly owns 3,753,190 Common Units (the Subject Units). NLGIA serves as the investment manager of the Fund, and by virtue of its role as the investment manager, may be deemed to share voting and dispositive power over the Subject Units and thereby may be deemed to be a beneficial owner of the Subject Units. Taiju owns 6.5% of the equity interest of the Fund and thereby may be deemed to be the indirect beneficial owner of the Subject Units. Nippon owns 100% of the equity interest of NLGIA, 93.5% of the Fund, and 82.6% of the equity interest of Taiju, and by virtue of its ownership of NLGIA and Taiju, may be deemed to share voting and dispositive power over the Subject Units and thereby may be deemed to be a beneficial owner of the Subject Units.
The percentages used herein are calculated based upon 3,753,200 Common Units issued and outstanding as of September 15, 2022, as confirmed by the Issuer.
(a) | Amount Beneficially Owned and Percentage of Class |
NLGI US Private Debt Fund II - 3,753,190 Common Units; 99.999%
Nippon Life Global Investors Americas, Inc. - 3,753,190 Common Units; 99.999%
Nippon Life Insurance Company - 3,753,190 Common Units; 99.999%
Taiju Life Insurance Company Limited - 3,753,190 Common Units; 99.999%
(b) | Number of shares as to which such person has: |
(i) | Sole power to vote or to direct the vote |
- |
(ii) | Shared power to vote or to direct the vote |
NLGI US Private Debt Fund II - 3,753,190 Common Units
Nippon Life Global Investors Americas, Inc. - 3,753,190 Common Units
Nippon Life Insurance Company - 3,753,190 Common Units
Taiju Life Insurance Company Limited - 3,753,190 Common Units
(iii) | Sole power to dispose or to direct the disposition of |
- |
(iv) | Shared power to dispose or to direct the disposition of |
NLGI US Private Debt Fund II - 3,753,190 Common Units
Nippon Life Global Investors Americas, Inc. - 3,753,190 Common Units
Nippon Life Insurance Company - 3,753,190 Common Units
Taiju Life Insurance Company Limited - 3,753,190 Common Units
(c) | In the past sixty days, pursuant to a subscription agreement, dated as of September 15, 2022, between the Fund and the Issuer, the Fund agreed to purchase 3,753,190 Common Units of the Issuer at $100.00 per share for a total purchase price of $375,319,000.00. |
(d) | Not applicable. |
(e) | Not applicable. |
ITEM 6. Contracts, | Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
Items 3 and 4 are incorporated by reference. By acquiring Common Units through entry into subscription agreements with the Issuer, the Fund became a party to the limited liability company agreement of the Issuer (the LLC Agreement). The LLC Agreement is by and among those persons who have entered into subscription agreements with the Issuer for the purchase of Common Units in the Issuer as members, or who are subsequently admitted to the Issuer as holders of Common Units. The LLC Agreement sets forth the terms pursuant to which the Issuer will be operated and the rights and obligations of its members, including, but not limited to, the transfer and voting of Common Units. The foregoing description of the LLC Agreement in this Item 6 is qualified in its entirety by reference to the full text of the LLC Agreement included as Exhibit 99.2 and incorporated herein by reference.
ITEM 7. Material | to be Filed as Exhibits. |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
Date: September 23, 2022 |
NLGI US PRIVATE DEBT FUND II | ||
By: MUFG FUND SERVICES (CAYMAN) LIMITED acting solely in its capacity as trustee of the NLGI US Private Debt Fund II | ||
By: | /s/ Carla Drysdale | |
Its: | Authorized Signatory | |
By: | /s/ Anneka Bavalia | |
Its: | Authorized Signatory | |
NIPPON LIFE GLOBAL INVESTORS AMERICAS, INC. | ||
By: | /s/ Masato Nakamura | |
Its: | Executive Vice President and Chief Compliance Officer | |
NIPPON LIFE INSURANCE COMPANY | ||
By: | /s/ Hironao Kunita | |
Its: | General Manager | |
TAIJU LIFE INSURANCE COMPANY LIMITED | ||
By: | /s/ Etsuo Suzuki | |
Its: | Chief Portfolio Manager |
Schedule 1
The following are each of the executive officers and directors of NLGIA and their respective addresses, occupation and citizenship as of September 23, 2022:
Name | Business Address | Title | Principal Occupation | Citizenship | ||||
Shinichi Okamoto | 101 Park Ave., 33rd Floor, New York, NY 10178 | Director | Executive Officer & Regional CEO for the Americas and Europe, Nippon Life | Japanese Citizen | ||||
Hiroyuki Ichikawa | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan |
Director | General Manager, Finance and Investment Planning Department, Nippon Life | Japanese Citizen | ||||
Akira Shibata | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan |
Director | General Manager, Global Business Planning Department, Nippon Life | Japanese Citizen | ||||
Yasuyuki Suzuki | 101 Park Ave., 33rd Floor, New York, NY 10178 | Director | President and CEO of Nippon Life Americas, Inc. | Japanese Citizen | ||||
Daisuke Ishida | 101 Park Ave., 33rd Floor, New York, NY 10178 | Director, President and Chief Executive Officer | President and CEO of NLGIA | Japanese Citizen | ||||
Yoshinori Kamiya | 3250 Ash St Palo Alto, CA 94306 | Managing Director | Head of Silicon Valley Office, NLGIA | Japanese Citizen | ||||
Masafumi Irisawa | 101 Park Ave., 33rd Floor, New York, NY 10178 | Senior Executive Vice President | Head of Alternative Investment, NLGIA | Japanese Citizen | ||||
Yasuhisa Tsurumi | 101 Park Ave., 33rd Floor, New York, NY 10178 | Executive Vice President | Head of Equity Investment, NLGIA | Japanese Citizen | ||||
Masato Nakamura | 101 Park Ave., 33rd Floor, New York, NY 10178 | Executive Vice President and Chief Compliance Officer | Head of Back Office and Compliance, NLGIA | Japanese Citizen | ||||
Atsushi Kimura | 101 Park Ave., 33rd Floor, New York, NY 10178 | Senior Executive Vice President and Chief Administrative Officer | Head of Administration, NLGIA | Japanese Citizen | ||||
Kazuhiro Endo | 101 Park Ave., 33rd Floor, New York, NY 10178 | Senior Vice President | Head of Fixed Income Investment, NLGIA | Japanese Citizen | ||||
Satoshi Mitarai | 101 Park Ave., 33rd Floor, New York, NY 10178 | Senior Vice President | Head of Private Equity Investment, NLGIA | Japanese Citizen | ||||
Yosuke Kimura | 101 Park Ave., 33rd Floor, New York, NY 10178 | Senior Vice President | Head of Real Estate and Infrastructure Investment, NLGIA | Japanese Citizen |
The following are each of the executive officers and directors of Nippon and their respective addresses, occupation and citizenship as of September 23, 2022:
Name | Business Address | Title | Principal Occupation | Citizenship | ||||
Yoshinobu Tsutsui | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Chairman | Chairman | Japanese Citizen | ||||
Hiroshi Shimizu | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | President | President | Japanese Citizen | ||||
Takeshi Furuichi | 3-5-12, Imabashi, Chuo-ku, Osaka 541-8501, Japan | Vice Chairman | Auditing Department | Japanese Citizen | ||||
Kazuo Kobayashi | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Executive Vice President | Metropolitan Area Headquarters, Tokai Regional Headquarters, Kinki Regional Headquarters, Sales Representatives Training Dept., Sales Representatives Operations Management Dept., General Insurance Planning & Operation Dept., Service Network Development Dept., Corporate & Worksite Marketing Dept. | Japanese Citizen | ||||
Akito Arima | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director | Outside Director | Japanese Citizen | ||||
Shin Ushijima | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director | Outside Director | Japanese Citizen | ||||
Kazuo Imai | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director | Outside Director | Japanese Citizen | ||||
Satoshi Miura | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director | Outside Director | Japanese Citizen | ||||
Makoto Yagi | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director | Outside Director | Japanese Citizen | ||||
Masaru Nakamura | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Senior Managing Executive Officer | Credit Dept., Securities Operations Dept., Secretarial Dept., Public Affairs Dept., Affiliated Business Dept., Human Resource Planning Dept., Human Resource Development Dept., Personnel Dept., General Affairs Dept., Health Management Dept. | Japanese Citizen | ||||
Takeshi Yabe | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Senior Managing Executive Officer | System Planning Dept., Individual Insurance System Dept. | Japanese Citizen | ||||
Tomiji Akabayashi | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Senior Managing Executive Officer | 1st to 3rd Corporate Marketing Dept., Head Office East Japan Corporate Marketing Dept., Head Office Tokai Corporate Marketing Dept., Head Office Osaka Corporate Marketing Dept., Head Office Kyushu Corporate Marketing Dept., Corporate Marketing Planning Dept., Group Annuities Dept., Corporate Sales Promotion Dept., Group Marketing Information Center | Japanese Citizen |
Name | Business Address | Title | Principal Occupation | Citizenship | ||||
Yosuke Matsunaga | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Finance & Investment Planning Dept. | Japanese Citizen | ||||
Yuji Mikasa | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Corporate Planning Dept., Public & Investor Relations Dept., Planning and Research Dept., Head Office Public Affairs Dept., Actuarial Dept. | Japanese Citizen | ||||
Yutaka Ideguchi | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Global Business Planning Dept., Global Insurance Business Dept., Overseas Representative Office | Japanese Citizen | ||||
Yashushi Hasegawa | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Finance Planning & Management Dept., Structured Finance Dept., 1st to 3rd Corporate Finance Dept., Metropolitan Area Corporate Finance Dept., Corporate Finance Dept., Tokai Area Corporate Finance Dept., Osaka Corporate Finance Dept., Kyushu Area Corporate Finance Dept., Real Estate Investment Dept. | Japanese Citizen | ||||
Nobuyuki Souda | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Agency Marketing Headquarters, Financial Institution Relations Headquarters, Agency Operations Dept., Financial Institution Relations Dept. | Japanese Citizen | ||||
Nobuto Fujimoto | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Managing Executive Officer | Olympic & Paralympic Games Promotion Dept., CSR Promotion Office, Legal Office, Compliance Dept., Risk Management Dept. | Japanese Citizen | ||||
Satoshi Asahi | 3-5-12, Imabashi, Chuo-ku, Osaka 541-8501, Japan | Director and Managing Executive Officer | Customer Service Headquarters | Japanese Citizen | ||||
Satoshi Tanaka | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Executive Officer | CRM Planning Dept., Product Planning Dept., Marketing Planning Dept., Channel Development Dept., Sales Representatives Human Resource Dept. | Japanese Citizen | ||||
Kazuhide Toda | 1-6-6, Marunouchi, Chiyoda-ku, Tokyo 100-8288, Japan | Director and Executive Officer | Treasury & Capital Markets Dept., Equity Investment Dept., International Investment Dept., Foreign Equity & Alternative Investment Dept., Credit Investment Dept., Separate Account Investment Dept. | Japanese Citizen |
The following are each of the executive officers and directors of Taiju and their respective addresses, occupation and citizenship as of September 23, 2022:
Name | Business Address | Title | Principal Occupation | Citizenship | ||||
Toshiya Yoshimura | 2-1-1, Otemachi, Chiyoda-ku, Tokyo, 100-8123, Japan | President | Representative Director | Japanese Citizen | ||||
Exhibit 99.1
AGREEMENT OF JOINT FILING
OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO
SCHEDULE 13D
(TCW Star Direct Lending LLC)
Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the Schedule 13D) with respect to the Common Limited Liability Company Units of TCW Star Direct Lending LLC which may be deemed necessary, pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any future amendments to the Schedule 13D, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness or accuracy of information concerning any other party unless such party knows or has reason to believe that such information is inaccurate.
It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the Statement on the Schedule 13D, and any future amendments to the Schedule 13D, filed on behalf of each of the parties hereto.
This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of September 23, 2022.
NLGI US PRIVATE DEBT FUND II | ||
By: MUFG FUND SERVICES (CAYMAN) LIMITED acting solely in its capacity as trustee of the NLGI US Private Debt Fund II | ||
By: | /s/ Carla Drysdale | |
Its: | Authorized Signatory | |
By: | /s/ Anneka Bavalia | |
Its: | Authorized Signatory | |
NIPPON LIFE GLOBAL INVESTORS AMERICAS, INC. | ||
By: | /s/ Masato Nakamura | |
Its: | Executive Vice President and Chief Compliance Officer | |
NIPPON LIFE INSURANCE COMPANY | ||
By: | /s/ Hironao Kunita | |
Its: | General Manager | |
TAIJU LIFE INSURANCE COMPANY LIMITED | ||
By: | /s/ Etsuo Suzuki | |
Its: | Chief Portfolio Manager |