| Item 1. | |
| (a) | Name of issuer:
MidCap Apollo Institutional Private Lending |
| (b) | Address of issuer's principal executive offices:
9 West 57th Street, New York, New York, 10019 |
| Item 2. | |
| (a) | Name of person filing:
(i) Mubadala Investment Company PJSC, (ii) Mamoura Diversified Global Holding PJSC, and (iii) MIC Capital Management 85 RSC Ltd (collectively, the "Reporting Persons"). |
| (b) | Address or principal business office or, if none, residence:
(i) For Mubadala Investment Company PJSC: Al Mamoura A, Al Muroor Street, Abu Dhabi, United Arab Emirates;
(ii) For Mamoura Diversified Global Holding PJSC: Al Mamoura A, Al Muroor Street, Abu Dhabi, United Arab Emirates; and
(iii) For MIC Capital Management 85 RSC Ltd: 2462ResCowork01, 24th Floor, Al Sila Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates. |
| (c) | Citizenship:
(i) Mubadala Investment Company PJSC is incorporated in The Emirate of Abu Dhabi, United Arab Emirates; (ii) Mamoura Diversified Global Holding PJSC is incorporated in The Emirate of Abu Dhabi, United Arab Emirates; and (iii) MIC Capital Management 85 RSC Ltd is incorporated in the Abu Dhabi Global Market, United Arab Emirates. |
| (d) | Title of class of securities:
Common Shares of Beneficial Interest, par value $0.001 per share |
| (e) | CUSIP No.:
000000000 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have beneficially owned 13,788,414 common shares of beneficial interest, par value $0.001 per share ("Common Shares"), of MidCap Apollo Institutional Private Lending (the "Issuer"). Such Common Shares were directly held by MIC Capital Management 85 RSC Ltd ("85 RSC"). 85 RSC is a wholly owned subsidiary of Mamoura Diversified Global Holding PJSC, which is a wholly owned subsidiary of Mubadala Investment Company PJSC. Due to their relationship with 85 RSC, Mamoura Diversified Global Holding PJSC and Mubadala Investment Company PJSC may have been deemed to have indirectly beneficially owned the Common Shares of the Issuer that were held directly by 85 RSC. |
| (b) | Percent of class:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have beneficially owned approximately 95.3% of the Common Shares of the Issuer outstanding. Such percentage is based on 14,474,953 Common Shares outstanding as of September 30, 2024, based on information disclosed in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 13, 2024. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have had sole power to vote or to direct the vote of 0 Common Shares.
|
| | (ii) Shared power to vote or to direct the vote:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have had shared power to vote or to direct the vote of 13,788,414 Common Shares.
|
| | (iii) Sole power to dispose or to direct the disposition of:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have had sole power to dispose or to direct the disposition of 0 Common Shares.
|
| | (iv) Shared power to dispose or to direct the disposition of:
As of September 30, 2024, each of the Reporting Persons may have been deemed to have had shared power to dispose or to direct the disposition of 13,788,414 Common Shares.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(d)