KBRA Affirms the Rating Assigned to a Capital Call Facility for Main Capital VIII Coöperatief U.A.
29 Oct 2025 | London
KBRA UK (KBRA) affirms the rating assigned to a €150 million revolving credit facility (the "Facility") for Main Capital VIII Coöperatief U.A (the “Fund”). The Outlook is Stable. The rating was requested by Main Capital Partners B.V (the "Firm" or "Main Capital"). On 30 October 2024, KBRA assigned an A- rating to the Facility on an unpublished basis, which was then converted to published on 24 February 2025.
The Facility is a €150 million bilateral, revolving subscription facility provided by ABN AMRO Bank N.V. (the “Lender”). The purpose of the Facility is for financing investments, for the payment of fees, costs and expenses (including interest payments relating to the Facility). The Facility is due to mature in May 2026, with two one-year extension options at Lender discretion. The Lender benefits from a market standard security package consisting of security over: (i) the investors’ uncalled capital commitments, the rights to issue capital calls and receive proceeds of the capital contributions and (ii) the collateral accounts into which such capital contributions are required to be made. Following an enforcement event, the Agent has enforcement rights including the right to accelerate the Facility, prevent withdrawals from the collateral accounts and to issue a capital call directly to the investors for the purpose of repaying all amounts due under the Facility.
The rating action reflects the stable credit quality of the investor base and the stable performance of the Fund. The Fund held its final close in March 2024, raising in aggregate of €1,933.0 million from 189 LPs. The credit quality and the diversification of the investor base remains in line with issuance. As of October 2025, the Fund has called approximately 30.0% of investor commitments, compared to no capital called at rating issuance. Further, the Fund has invested in four additional assets as of June 2025. KBRA views the combination of these factors as continued incentive for investors to continue to meet future capital calls for repayment.
The Fund is managed by Main Capital. Founded in 2003 and based in the Hague, the Netherlands, the Firm invests in companies operating in the software, information technology and related sectors. As of October 2025, the Firm has approximately €6.5 billion of assets under management and more than 25,000 companies in its network. The Manager’s primary focus is on small- to medium-sized enterprise (B2B) software and SaaS-companies in Northwestern Europe, specifically, Benelux, DACH and the Nordics.
Key Credit Considerations
Investment fund ratings are based on quantitative and qualitative factors. The five key quantitative determinants are as follows:
- In the Asset Quality determinant, KBRA generally measures the quality of the collateral based on a weighted average scoring. For Subscription Facilities (“Sublines”), this includes an assessment using a matrix-based approach that reflects the creditworthiness of the Fund’s Limited Partner (“LP”) base.
- The Asset Coverage determinant measures the relative sufficiency of the pledged collateral value to repay the principal amount of the rated debt. For Sublines, this includes an evaluation of the covenants included in the Facility linked to uncalled committed capital (“UCC”) and net asset value (“NAV”) of the Fund, and/or advance rates applied to the UCC.
- The Liquidity determinant reflects KBRA’s assessment of the relative price discount that the underlying collateral may incur if the assets are subject to conversion into cash in order to meet scheduled or accelerated debt service requirements. Under the Liquidity determinant, KBRA considers three factors (type, complexity and price discovery / transparency) and scores these factors individually on a scale of zero to two, with two being the most liquid.
- In the Duration determinant, KBRA examines the tenor profile of the pledged collateral relative to the rated debt, and the associated vulnerability to changes in price of collateral over time.
- When appropriate, KBRA will perform a cash flow analysis in order to test the transaction’s ability to meet its rated interest and principal payment obligations under various economic, financial, and market scenarios. This is not applicable to Subscription Facilities, as LP capital calls typically occur on a non-periodic basis and the primary source of repayment for Sublines is the Fund’s UCC so once a capital call is issued, the LP is typically required to meet the capital call within a short window. Therefore, repayment capacity is analysed in the context of the prior rating determinants.
The above quantitative determinants produce a quantitative rating outcome. In addition to the above quantitative determinants, KBRA’s analysis considers a variety of qualitative factors, which can lead to upward or downward adjustments in the final rating outcome and these are assessed in the context of: (i) Manager Review; (ii) Legal Review, and (iii) Other Factors including alignment of interests, incentives to fund future capital calls and diversification within the LP base.
Rating Sensitivities
It should be noted that many aspects, including but not limited to, the rating sensitivities listed below, macroeconomic factors, market conditions, competitive landscape, and a fund manager’s investment acumen can impact the performance of the fund and influence KBRA’s rating decisions. If performance of the transaction differs meaningfully from the expected levels, KBRA may consider making a rating change.
Decline in LP Credit Quality
A decline in the credit quality of the Fund’s LPs as a result of: (i) deterioration in the credit quality of underlying LPs; (ii) transfer of interests to LPs of lower credit quality characteristics; (iii) inclusion of LPs with weak credit quality characteristics; and (iv) weaker than expected LP diversification, may result in negative rating changes.
Improvement in LP Credit Quality
An overall higher credit quality of the Fund’s LPs as a result of: (i) improvement in the credit quality of underlying LPs; (ii) transfer of interests to LPs with better credit characteristics; (iii) inclusion of LPs with strong credit quality characteristics; and (iv) stronger than expected LP diversification, may result in positive rating changes.
Underperformance of Fund Assets or Investments
A decrease in the Fund’s NAV due to underperformance of the Fund’s underlying assets or investments may jeopardise debt repayment as the deterioration of the Fund may, for example, elicit hesitation of the Fund’s LPs to fund their respective capital calls regardless of their contractual obligations to do so and the underlying LPs’ security and protections to the Lender.
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