HPS Corporate Lending Fund

11/27/2024 | Press release | Distributed by Public on 11/27/2024 12:26

Material Agreement Form 8 K

Item 1.01.

Entry into a Material Definitive Agreement.

Second Amended and Restated Investment Advisory Agreement

On November 27, 2024, HPS Corporate Lending Fund (the "Fund") entered into a Second Amended and Restated Investment Advisory Agreement (the "Second Amended and Restated Investment Advisory Agreement") with HPS Advisors, LLC, the Fund's investment adviser (the "Adviser"). The Second Amended and Restated Investment Advisory Agreement amends and restates the Amended and Restated Investment Advisory Agreement dated as of June 30, 2023, by and between the Fund and the Adviser (the "Amended and Restated Investment Advisory Agreement") in response to comments issued by certain state securities regulators in connection with their review of the Fund's continuous offering of common shares of beneficial interest (the "Offering"). The terms of the Second Amended and Restated Investment Advisory Agreement are unchanged from those of the Amended and Restated Investment Advisory Agreement, under which the Adviser has provided investment advisory services to the Fund, except to, among other things, update certain indemnification and exculpation provisions as applied to the Adviser and HPS Investment Partners, LLC as the Fund's administrator (the "Administrator") and clarify certain provisions with respect to expenses to be borne by the Adviser.

Third Amended and Restated Administration Agreement

On November 27, 2024, the Fund entered into a Third Amended and Restated Administration Agreement (the "Third Amended and Restated Administration Agreement") with the Administrator. The Third Amended and Restated Administration Agreement amends and restates the Second Amended and Restated Administration Agreement, dated as of June 30, 2023, by and between the Fund and the Administrator (the "Second Amended and Restated Administration Agreement") in response to comments issued by certain state securities regulators in connection with their review of the Offering. The terms and conditions of the Third Amended and Restated Administration Agreement are unchanged from those of the Second Amended and Restated Administration Agreement, under which the Administrator has provided administrative services to the Company, except to, among other things, update certain indemnification and exculpation provisions as applied to the Administrator and clarify certain provisions with respect to expenses to be borne by the Administrator.

The descriptions above are only summaries of material updates to the Second Amended and Restated Investment Advisory Agreement and the Third Amended and Restated Administration Agreement and are qualified in their entirety by reference to a copy of the Second Amended and Restated Investment Advisory Agreement and the Third Amended and Restated Administration Agreement, which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-Kand incorporated by reference herein.