P10 announced it has entered into a definitive agreement to acquire Stellus Capital Management, a U.S. direct lender focused on senior secured loans to sponsor-backed lower-middle market companies, in a deal that would add roughly $3.8 billion of assets under management to P10’s platform.
Under the agreement, Stellus will continue to be led by its current partners, who will retain control of day-to-day operations, including investment decisions and investment committee processes. P10 framed the acquisition as an expansion of its private credit capabilities and a continuation of its strategy of partnering with specialized investment managers serving the middle and lower-middle market.
Stellus is headquartered in Houston and has offices in Charlotte and the Washington, D.C. area. The firm reported approximately $3.8 billion in assets under management, including $2.6 billion in fee-paying AUM, and said more than 70% of its fee-related revenue comes from permanent capital vehicles. Stellus also said its senior team has invested together for more than 20 years and has deployed more than $10.3 billion across more than 375 companies.
Financially, P10 agreed to acquire 100% of Stellus’ equity interests and 100% of its fee-related earnings, excluding any existing private fund carried interest or performance fees. The initial purchase price is $250 million, split evenly between $125 million in cash and $125 million in units of P10 Intermediate Holdings, LLC, which can be exchanged for P10 common stock after applicable restrictive periods. P10 said it expects to fund the cash portion using a mix of cash on hand and draws on its revolving credit facility. The deal also includes potential earnout payments of up to $60 million tied to fee-related revenue in 2027 and 2029.
The deal is expected to close in mid-2026, subject to business development company shareholder approvals and other customary closing conditions. P10 said that in the first full year after closing, the acquisition is expected to be modestly accretive to adjusted net investment income per share and to fee-related earnings margin, assuming no synergies.
The announcement follows P10’s previously disclosed plan to rebrand as Ridgepost Capital, Inc., effective February 11, 2026, when its shares are expected to trade under a new ticker symbol.
Support: Kirkland & Ellis and Troutman Pepper Locke are serving as legal advisors to P10. Goldman Sachs is acting as exclusive financial advisor to the transaction, and Eversheds Sutherland and Winston & Strawn are serving as legal advisors to Stellus.
KEY QUOTES:
“This acquisition is a continuation of P10’s long-term strategy to partner with leading specialized investment managers operating in the middle and lower-middle market and adds a best-in-class direct lending franchise to our platform.”
“Stellus Managing Partner Robert Ladd and his team have built a firm with a strong history of growth, proven track record of vehicle launches and robust credit and investment performance across economic cycles. Further, Stellus’ sponsor borrower base is a natural fit within P10’s middle and lower-middle market GP sponsor ecosystem, creating the potential for new opportunities across the firm. With our shared philosophy of investment excellence, client outcomes, and long-term value creation, we look forward to Stellus joining our leading alternatives platform.”
Luke Sarsfield, Chairman And Chief Executive Officer, P10, Inc.
“Luke and the P10 team have established a highly scaled and diversified private markets platform with a clear focus on the middle and lower-middle markets, and we see strong alignment in our respective approaches. This transaction will enhance our ability to develop additional strategies and investment vehicles that meet the evolving needs of global investors seeking access to opportunities in our markets and those of sponsors and borrowers seeking a reliable, thoughtful lending partner. We look forward to working closely with the P10 team to support disciplined growth and long-term value creation for our clients.”
Robert Ladd, Managing Partner, Stellus Capital Management
