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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001011438-24-000504 0001362558 XXXXXXXX LIVE 5 Common Shares of Beneficial Interest, par value $0.001 per share 06/17/2025 false 0002011498 000000000 AGL Private Credit Income Fund 535 Madison Avenue, 24th Floor New York NY 10022 Turner Herbert 971 2 4150000 211 Corniche PO Box 3600 Abu Dhabi C0 00000 0001362558 Abu Dhabi Investment Authority OO C0 722686.18 0 13801429.17 0 13801429.17 N 93.6 OO Abu Dhabi Investment Authority (ADIA) is a public institution established in 1976 by the Government of the Emirate of Abu Dhabi (the Government) as an independent investment institution. ADIA is wholly owned and subject to constitutional supervision by the Government. ADIA has an independent legal identity with full capacity to act in fulfilling its statutory mandate and objectives. 0001790748 Platinum International Investment Holdings RSC Limited OO C0 722686.18 0 13801429.17 0 13801429.17 N 93.6 CO 0001790749 Platinum Falcon B 2018 RSC Limited OO C0 722686.18 0 13801429.17 0 13801429.17 N 93.6 CO 0002042774 Platinum Bird C 2024 RSC Limited WC C0 722686.18 0 13801429.17 0 13801429.17 N 93.6 CO Common Shares of Beneficial Interest, par value $0.001 per share AGL Private Credit Income Fund 535 Madison Avenue, 24th Floor New York NY 10022 The following constitutes Amendment No. 5 ("Amendment No. 5") to the Schedule 13D filed with the Securities and Exchange Commission ("SEC") by Abu Dhabi Investment Authority ("ADIA"), Platinum Investment Holdings RSC Limited ("Platinum Holdings"), Platinum Falcon B 2018 RSC Limited ("Platinum Falcon") and Platinum Bird C 2024 RSC Limited ("Platinum Bird", and together with Platinum Falcon, Platinum Holdings and ADIA, the "Reporting Persons") on October 28, 2024, as amended by Amendment No. 1 filed on November 26, 2024, Amendment No. 2 filed on December 17, 2024, Amendment No. 3 filed on January 2, 2025, and Amendment No. 4 filed on March 31, 2025. This Amendment No. 5 amends and supplements the Schedule 13D as specifically set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D, as amended. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. This Schedule 13D is being filed by (i) ADIA, (ii) Platinum Holdings, (iii) Platinum Falcon, and (iv) Platinum Bird. Platinum Falcon is the sole owner of Platinum Bird. Platinum Holdings is the sole owner of Platinum Falcon and ADIA is the sole owner of Platinum Holdings. The board of directors of ADIA does not involve itself in ADIA's investment and operational decisions, for which the Managing Director of ADIA is responsible under law. The Investment Committee of ADIA assists the Managing Director with investment decisions. Set forth on Exhibit 99.1 hereto are the names and other required information regarding the Managing Director and the members of the Investment Committee of ADIA (collectively, the "ADIA Scheduled Persons"); the names and other required information regarding the executive officers and the members of the board of directors of Platinum Holdings (the "Platinum Holdings Scheduled Persons"); the names and other required information regarding the executive officers and the members of the board of directors of Platinum Falcon (the "Platinum Falcon Scheduled Persons"); and the names and other required information regarding the executive officers and the members of the board of directors of Platinum Bird (the "Platinum Bird Scheduled Persons", and together with the Platinum Falcon Scheduled Persons, the Platinum Holdings Scheduled Persons and the ADIA Scheduled Persons, the "Scheduled Persons"). Except as disclosed herein, none of the Scheduled Persons beneficially owns any securities of the Issuer. The principal business address of ADIA is 211 Corniche, PO Box 3600, Abu Dhabi, United Arab Emirates. The principal business address of Platinum Holdings is Level 26, Al Khatem Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates. The principal business address of Platinum Falcon is Level 26, Al Khatem Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates. The principal business address of Platinum Bird is Level 26, Al Khatem Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates. ADIA was established in 1976 to invest funds on behalf of the Government of the Emirate of Abu Dhabi (the "Government"), to make available the necessary financial resources to secure and maintain the future welfare of the Emirate of Abu Dhabi. ADIA carries out its investment program independently and without reference to the Government or other entities that also invest on the Government's behalf. Platinum Holdings is wholly owned by ADIA and wholly owns Platinum Falcon, whose principal business is the investing of funds made available to Platinum Falcon by ADIA. Platinum Falcon wholly owns Platinum Bird, whose principal business is the investing of funds made available to Platinum Bird by ADIA. None of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any of the Scheduled Persons, have been, during the last five years, convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). None of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any of the Scheduled Persons, have been, during the last five years, 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. The citizenship with respect to a natural person or state of organization with respect to an entity, as applicable, of the Reporting Persons is as follows: (i) ADIA - Abu Dhabi, United Arab Emirates, (ii) Platinum Holdings - Abu Dhabi Global Market, Abu Dhabi, United Arab Emirates, (iii) Platinum Falcon - Abu Dhabi Global Market, Abu Dhabi, United Arab Emirates, and (iv) Platinum Bird - Abu Dhabi Global Market, Abu Dhabi, United Arab Emirates. Item 3 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: The information in Item 4 is incorporated herein by reference. The Common Shares of the Issuer were purchased by Platinum Bird with the working capital of Platinum Bird. Item 4 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: On June 3, 2025, the Issuer delivered a Drawdown Notice to Platinum Bird to purchase Common Shares in an aggregate amount equal to $93,584,760 (the "Sixth Purchase Amount"). Platinum Bird paid the Sixth Purchase Amount to the Issuer to purchase 3,741,893.64 Common Shares at a per share purchase price of $25.01, with such number of shares and purchase price being determined by the Issuer on June 17, 2025. Each of ADIA, Platinum Holdings, Platinum Falcon and Platinum Bird may be deemed to beneficially own 13,801,429.17 Common Shares of the Issuer, which represents approximately 93.6% of the Common Shares outstanding, based on 14,748,697.5 Common Shares outstanding as of June 17, 2025, based on information received from the Issuer. The Common Shares reported herein are directly held and beneficially owned by Platinum Bird. Platinum Falcon, the sole owner of Platinum Bird, may be deemed to beneficially own the Common Shares directly held by Platinum Bird. Platinum Holdings, the sole owner of Platinum Falcon, may be deemed to beneficially own the Common Shares directly held by Platinum Bird. ADIA, the sole owner of Platinum Holdings, may be deemed the beneficial owner of the Common Shares directly held by Platinum Bird. Items 7 through 10 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Each of the Reporting Persons may be deemed to have sole voting power over 722,686.1775 Common Shares and sole dispositive power over 13,801,429.17 Common Shares. The information in Item 4 regarding voting power over the Common Shares reported herein under the Voting Trust Agreement and the termination provisions of the Voting Trust Agreement are incorporated herein by reference. The information in Items 3 and 4 are incorporated herein by reference. Except as disclosed in this Schedule 13D, as amended, there have been no transactions by the Reporting Persons or the Scheduled Persons in the securities of the Issuer during the past sixty days. The disclosure regarding the relationship between the Reporting Persons in Item 2(c) of this Schedule 13D is incorporated by reference herein. Not applicable. Item 6 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: The information in Item 4 is incorporated herein by reference. 99.1 Information Regarding Scheduled Persons. Abu Dhabi Investment Authority /s/ Hamad Shahwan AlDhaheri Hamad Shahwan AlDhaheri/ Authorized Signatory 06/20/2025 /s/ Saif Surour AlMashghouni Saif Surour AlMashghouni/Authorized Signatory 06/20/2025 Platinum International Investment Holdings RSC Limited /s/ Ahmed Salem Abdulla AlNeyadi Ahmed Salem Abdulla AlNeyadi/Authorized Signatory 06/20/2025 /s/ Mubarak Awad Qanazel AlAmeri Mubarak Awad Qanazel AlAmeri/Authorized Signatory 06/20/2025 Platinum Falcon B 2018 RSC Limited /s/ Ahmed Salem Abdulla AlNeyadi Ahmed Salem Abdulla AlNeyadi/Authorized Signatory 06/20/2025 /s/ Mubarak Awad Qanazel AlAmeri Mubarak Awad Qanazel AlAmeri/Authorized Signatory 06/20/2025 Platinum Bird C 2024 RSC Limited /s/ Ahmed Salem Abdulla AlNeyadi Ahmed Salem Abdulla AlNeyadi/Authorized Signatory 06/20/2025 /s/ Mubarak Awad Qanazel AlAmeri Mubarak Awad Qanazel AlAmeri/Authorized Signatory 06/20/2025