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BCPL BC Partners Lending

Filed: 11 Feb 21, 5:04pm
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Global Atlantic Financial Group Ltd

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2021
3. Issuer Name and Ticker or Trading Symbol
BC Partners Lending Corp [ BCPL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 402,516.387 I See footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Global Atlantic Financial Group Ltd

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
1. Name and Address of Reporting Person*
COMMONWEALTH ANNUITY & LIFE INSURANCE Co

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Global Atlantic (Fin) Co

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Global Atlantic Financial Ltd

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Global Atlantic Financial Group LLC

(Last) (First) (Middle)
C/O GLOBAL ATLANTIC FINANCIAL COMPANY
4 WORLD TRADE CENTER, 150 GREENWICH ST.

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
Explanation of Responses:
1. The securities reported herein are held by Forethought Life Insurance Company ("Forethought"). Commonwealth Annuity and Life Insurance Company ("Commonwealth") is the sole owner of Forethought. Global Atlantic (Fin) Company ("Global Fin") is the sole owner of Commonwealth. Global Atlantic Financial Limited ("GAFL") is the sole owner of Global Fin. Global Atlantic Financial Group Limited ("Group Limited") is the sole owner of GAFL. The Global Atlantic Financial Group LLC ("GA LLC") is the sole shareholder of Group Limited.
2. KKR Magnolia Holdings LLC ("Magnolia") is the sole voting member of GA LLC. KKR Group Assets Holdings L.P. ("KKR Group Assets") is the sole member of Magnolia. KKR Group Asset GP LLC (KKR Assets GP") is the general partner of KKR Group Assets. KKR Group Partnership is the sole member of KKR Assets GP. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
3. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Remarks:
This Form 3 is being filed in connection with the acquisition by KKR & Co. Inc. and certain of its affiliates ("KKR") of Global Atlantic Financial Group, a retirement and life insurance company ("Global Atlantic"), on February 1, 2021. In connection with that acquisition, for purposes of Section 16 of the Exchange Act, KKR may be deemed to have become the beneficial owner of the securities beneficially owned by Global Atlantic and its subsidiaries, including those owned by Forethought Life Insurance Company, including the securities of the Issuer. Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 3.
GLOBAL ATLANTIC FINANCIAL GROUP LIMITED, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: VP, Assistant GC and Assistant Secretary 02/11/2021
COMMONWEALTH ANNUITY AND LIFE INSURANCE COMPANY, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP, Associate GC and Secretary 02/11/2021
GLOBAL ATLANTIC (FIN) COMPANY, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP and Assistant Secretary 02/11/2021
GLOBAL ATLANTIC FINANCIAL LIMITED, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: Vice President and Assistant Secretary 02/11/2021
THE GLOBAL ATLANTIC FINANCIAL GROUP LLC, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP, Associate GC and Secretary 02/11/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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