TPG Private Equity Opportunities LP

11/13/2025 | Press release | Distributed by Public on 11/13/2025 15:46

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations.
In this Quarterly Report on Form 10-Q, or this "report," we refer to TPG Private Equity Opportunities, L.P. and its consolidated subsidiaries as "we," "us," the "Fund," "T-POP," or "our," unless we specifically state otherwise or the context indicates otherwise. We refer to our investment adviser, T-POP Management Company, LLC, as the "Management Company" and we refer to the direct parent company of the Management Company, TPG Solutions Advisors, LLC., as "Solutions Advisors."
Overview
TPG Private Equity Opportunities, L.P. ("T-POP") is a Delaware limited partnership formed on August 30, 2024 as a private fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the "1940 Act"). T-POP is an investment fund established by TPG Inc. ("TPG") with an investment objective to generate investment returns by providing its Limited Partners with broad exposure to investments across the private equity strategies of TPG. Structured as a perpetual-life vehicle, the Fund accepts fully funded subscriptions monthly and aims to provide investors with a liquidity option by means of a quarterly redemption program.
T-POP was established by TPG to provide eligible investors with access to TPG's private equity franchise through a single investment. T-POP seeks to construct an attractive and diversified portfolio of private equity assets primarily by making direct co-investments in transactions executed by TPG's private equity strategies and, to a lesser extent, primary fund commitments to such strategies. TPG's private equity strategies that T-POP may invest in currently include TPG Capital, TPG Healthcare Partners, TPG Asia, TPG Emerging Companies Asia, TPG Growth, TPG Tech Adjacencies, TPG Life Sciences Innovations, The Rise Funds, TPG Rise Climate, TPG GP Solutions, and TPG NewQuest. Percentage allocations across the private equity strategies will vary over time, and the Management Company may determine not to invest in one or more of such strategies in its sole discretion.
By leveraging the investment capabilities of TPG, T-POP aims to provide investors a pure play private equity alternative that benefits from TPG's business building capabilities and strategic orientation towards attractive, growing sectors, and thereby serve as a core private equity allocation within its investors' portfolios.
We invest primarily in privately negotiated, equity-oriented investments ("Private Equity Investments"), leveraging the talent and investment capabilities of TPG's private equity platform (the "PE Platform") to create an attractive portfolio of alternative investments diversified across geographies and sectors. Our General Partner and our Management Company are affiliates of TPG and are collectively referred to as the "Sponsor."
Our investment strategy includes investments in (i) Buyout transactions, which are large-scale investments, where TPG typically takes a control position in private companies, including carve-outs of business units from large corporations; (ii) Growth transactions where we acquire control or significant minority investments in growth-oriented private middle-market companies; and (iii) General Partner (GP)-led secondaries where we primarily invest in single asset continuation vehicles, alongside GPs using these investments as a means of holding what we believe to be their best assets for longer, with the GP typically rolling a substantial majority of its economics. T-POP may also pursue primary commitments to, and/or secondary market purchases of existing investments in, certain investment funds managed by TPG and third-party managers, as well as other investments that the General Partner determines are suitable for T-POP in its sole discretion. Over time, TPG expects that T-POP's investment portfolio will include a broad pool of private equity assets that will be diversified across sector, geography, industry, market capitalization, and transaction type. T-POP will also generally seek to invest up to 20% of its net asset value in debt and other securities, including but not limited to, debt instruments, cash and money market funds, which may be used to provide a potential source of liquidity, generate current income and facilitate capital deployment (collectively, "Debt and Other Securities", and together with Private Equity Investments, "Investments"). Proceeds generated by the realization of Investments are intended primarily to be redeployed into additional transactions, which is expected to drive significant compounding of asset value over time.
Recent Developments
Line of Credit
On August 26, 2025, a subsidiary of the Fund, entered into an unsecured, uncommitted Line of Credit to provide for up to a maximum aggregate principal amount of $250.0 million with TPG Operating Group II, L.P., an affiliate of the Company. See "Note 5 - Line of Credit" within the "Notes to Condensed Consolidated Financial Statements" for additional information.
Investment Portfolio Composition
For the three months ended September 30, 2025, T-POP closed in the following new portfolio companies and investee funds:
Company Description
Hospitality Solutions Hotel reservation booking and management software
OpenAI Provider of AI large language models with consumer and enterprise use cases
Anthropic Provider of AI large language models with consumer and enterprise use cases
Novotech Clinical research organization and scientific advisory company
xAI Developer of advanced artificial intelligence technology and systems
Anovo Fully integrated specialty pharmacy for orphan drugs
Aurora Energy Research Provider of data and analytics for the global power market
LogicMonitor(a)
IT infrastructure monitoring solutions serving enterprise customers and managed service providers
DirecTV Provider of satellite and streaming video television services
_______________
(a)Investments in unaffiliated investee funds are presented on a look-through basis to the underlying portfolio company.
During the same period, T-POP acquired $114.5 million ofadditional Warehoused Investments.
The charts below present the diversification of T-POP's portfolio companies by strategy, sector and geography based on the fair value of our Private Equity Investments as of September 30, 2025. T-POP's investments into funds managed by TPG are presented on a look-through basis to underlying portfolio companies.
_______________
•% of fair value may not add due to rounding.
•% of fair value represents T-POP's sum of Investments at Fair Value and Affiliated Investee Funds.
•Geography is generally based on the region where each investment is headquartered.
As of September 30, 2025, T-POP's top 10 Private Equity Investments, based on fair value, were:
Company Strategy Geography Sector
Surescripts Buyout N. America Healthcare
Hospitality Solutions Buyout N. America Technology
Novotech Buyout Asia & Australia Healthcare
Creative Planning Buyout N. America Business Services
DirecTV Buyout N. America Technology
Aurora Energy Research Buyout Europe Energy Transition
Intersect Power Growth N. America Energy Transition
Earnix GP-Led Secondaries N. America Technology
Aareon Buyout Europe Technology
Heritage Golf GP-Led Secondaries N. America Consumer
_______________
•Investments in unaffiliated and affiliated investee funds are presented on a look-through basis to the underlying portfolio company.
Performance Summary
The total returns by each class of Investor Units are as follows:
September 30, 2025
Unit Class Inception To Date Total Return
Class R-I Units
12.13 %
Class R-S Units
11.81 %
Class R-D Units
6.45 %
_______________
•Inception to date return is from June 02, 2025 for Class R-I and Class R-S. The inception to date return for Class R-D is from July 01, 2025.
•Returns shown reflect the percent change in the Transactional NAV per unit from the beginning of the applicable period, plus the amount of any distribution per unit declared in the period. Returns shown are reflective of each unit class and not of an individual investor. The Fund believes total return is a useful measure of overall investment performance of our Units.
Business Environment
T-POP is generally reliant on TPG to source and execute private equity transactions. TPG's business and private equity assets in general are impacted by changes in global economic conditions and regulatory or other governmental policies or actions which can materially affect the values of funds managed by TPG, as well as our ability to source attractive investments and deploy the capital that we have raised. However, we believe our disciplined investment philosophy across our diversified investment platforms and our shared investment themes focusing on attractive and resilient sectors of the global economy has historically contributed to the stability of our performance throughout market cycles.
In the third quarter, major asset classes maintained the momentum from the second quarter, with global equities, bonds, and treasuries all showing strength. Equities benefited from strong corporate earnings and resilient market sentiment, while bonds and treasuries were supported by favorable conditions stemming from monetary easing. In the United States, economic indicators painted a mixed picture: inflation remained just above the Federal Reserve's 2.0% target, suggesting ongoing but controlled price pressures, and employment data revealed signs of weakness, including slower job growth and rising concerns about unemployment. Overall, the quarter was marked by solid returns across markets, but persistent inflation and employment challenges signaled some underlying uncertainty in the US economy.
Equities delivered a strong performance in the third quarter, fueled by robust corporate earnings and powerful thematic trends like artificial intelligence and data center spend. The S&P 500, Dow Jones Industrial Average, and Nasdaq Composite posted gains of 7.8%, 5.2% and 11.2%, respectively. Technology led sector returns with an 11.5% increase, followed by consumer discretionary at 10.5% and communications at 9.4%. In contrast, consumer staples declined by 2.5%, while real estate and materials saw only modest gains of 2.5% and 2.6%, respectively. Global equity markets were also positive, as the MSCI Europe, MSCI Asia Pacific, and MSCI World indices rose by 3.2%, 8.5% and 7.0%, respectively. Market volatility remained subdued, with the VIX Index ending the quarter at 16.28.
Economic indicators in the third quarter showed a mixed picture. Inflation remained stable, with the Consumer Price Index at 2.7% in July and 2.9% in August. Core inflation, which excludes volatile items such as food and energy, was 3.1% for both months. Employment data revealed signs of weakness, with only 73,000 jobs added in July and 22,000 in August. There were also large downward revisions to June payrolls, resulting in a negative payroll number for the month, marking the first time this has happened since December 2020.
The Federal Reserve reduced interest rates by 25 basis points at its September meeting, setting the new target range at 4.00% to 4.25%. This was the first rate cut since the December 2024 meeting. The Board of Governors of the Federal Reserve System (the "Fed") has adopted a more dovish tone, suggesting that additional rate cuts could occur at the remaining meetings this year, influenced by stable inflation and signs of weakness in the job market.
The US treasury yield curve steepened in the third quarter, largely due to a rally at the front end of the curve. Following the rate cut, yields across treasuries declined quarter over quarter. Yields on one to five-year treasuries fell by about 10 basis points, while the longer maturities declined by roughly five basis points. Treasury yields continue to move lower from the relative highs seen in recent years.
Key Financial Measures
Our key financial and operating measures are discussed below:
Revenues
T-POP generates income primarily from investments in portfolio companies, affiliated or unaffiliated funds, and debt and other securities, which may consist of dividend income and interest income.
Dividend Income.Dividend income may consistprimarily of (i) dividend income from portfolio companies and (ii) dividend income from investments in money market funds. Dividend income from our portfolio companies is recorded on the ex-dividend date, or, in the absence of a formal declaration of a record date, on the date when cash is received from the relevant portfolio company, but excludes any portion of distributions that are treated as a return of capital. Each distribution received from a portfolio company is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. Dividend income from money market funds with financial institutions is recorded on an accrual basis to the extent that the Fund expects to collect such amounts. For the three and nine months ended September 30, 2025, dividend income consists of income from money market funds.
Interest Income.Interest Income consists primarily of income from debt and other securities. T-POP invests in debt and other securities to generate income and facilitate capital deployment.
Expenses
Organizational and Offering Expenses.Organizational and offering expenses are costs incurred in connection with the formation of the Fund and the offering of limited partnership units to potential investors. Prior to the anniversary of the Initial Closing, organization and offering expenses are paid by the Management Company. After T-POP accepted third party investors and commenced investment operations, costs associated with the organization of T-POP were expensed. Costs associated with the offering of Class S, Class R-S, Class D, Class R-D, Class I, Class R-I and Class F units of T-POP
are capitalized as deferred expense and included as an asset on the Statements of Assets and Liabilities and amortized over a twelve-month period from June 2, 2025.
Performance Participation Allocation.Performance participation allocation represents the portion of expense recognized in the period relating to amounts that the General Partner is entitled to receive, contingent upon the achievement of specified performance metrics as further defined in the accompanying Notes to the Condensed Consolidated Financial Statements.
Maintenance Fee. Maintenance fee pertains to the expense recognized in consideration of the Management Company's operational services rendered for T-POP as further defined in the accompanying Notes to the Condensed Consolidated Financial Statements.
Other Expenses. Other expenses include costs primarily related to fund administration and professional services including legal and audit fees.
Realized Gain (Loss) and Net Change in Unrealized Gain (Loss) on Investments and Derivative Contracts
Realized gains or losses are measured as the difference between the net proceeds from the sale, repayment, or disposal of an asset and the adjusted cost basis of the asset, without regard to unrealized gains or losses previously recognized. Net change in unrealized gains or losses reflects the change in investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses, when gains or losses are realized.
Results of Operations
From inception through June 02, 2025, we had not commenced our principal operations and were focused on our formation and preparation for fundraising and the commencement of investment operations. We commenced principal operations on June 02, 2025.
Three Months Ended September 30, 2025
The results of operations for the three month period ended September 30, 2025 are discussed below:
For the three month periodended September 30, 2025, T-POP's net increase in net assets resulting from operations of $35.6 millionwas attributable to $46.5 millionin net unrealized gain on investments and derivative contracts, partially offset by$10.4 millionin net investment loss.
Revenues
For the three month periodended September 30, 2025, T-POP recognized dividend income of $1.9 million from investments in money market funds.
Expenses
For the three month periodended September 30, 2025, T-POP incurred $12.3 million in total expenses which consisted of organization expenses of $0.4 million associated with the commencement of operations, performance participation allocation of $5.6 million, professional fees of $5.1 million, and other expenses of $0.8 million which is primarily related to audit and administration fees.
Net Investment Income (Loss)
For the three month periodended September 30, 2025, T-POP's net investment loss was $10.4 millionwhich was attributable to $12.3 millionof expenses partially offset by $1.9 million of dividend income from money market funds.
Provision for Income Taxes
For the three month periodended September 30, 2025, T-POP recognized $0.5 millionin net deferred tax expense in connection with subsidiaries that may be treated as corporations for U.S. and non-U.S. tax purposes and therefore may be subject to U.S. federal, state and/or local income taxes.
Unrealized Gain (Loss) on Investments and Derivative Contracts
For the three month periodended September 30, 2025, T-POP recognized $46.5 millionof unrealized gain on investments and derivative contracts mainly driven by a $46.6 millionappreciation in the fair value of investments and investments in affiliated investee funds. The unrealized gain on investments and investments in affiliate funds was offset by $0.1 million of unrealized loss on derivative contracts.
Nine Months Ended September 30, 2025
The results of operations for the nine month period ended September 30, 2025 are discussed below:
For the nine month periodended September 30, 2025, T-POP's net increase in net assets resulting from operations of $46.4 million was mainly attributable to $66.3 millionin net unrealized gain on investments and derivative contracts, partially offset by $18.8 millionin net investment loss.
Revenues
For the nine month period ended September 30, 2025, T-POP recognized dividend income of $2.5 million from investments in money market funds.
Expenses
For the nine month periodended September 30, 2025, T-POP incurred $21.4 million in total expenses which consisted of organization expenses of $7.0 million associated with the commencement of operations, performance participation allocation of $7.2 million, professional fees of $5.5 million, and other expenses of $1.1 million which primarily related to audit and administration fees.
Net Investment Income (Loss)
For the nine month periodended September 30, 2025, T-POP's net investment loss was $18.8 millionwhich was attributable to $21.4 million of expenses partially offset by $2.5 millionof dividend income from money market funds.
Provision for Income Taxes
For the nine month periodended September 30, 2025, T-POP recognized $1.1 millionin net deferred tax expense in connection with subsidiaries that may be treated as corporations for U.S. and non-U.S. tax purposes and therefore may be subject to U.S. federal, state and/or local income taxes.
Unrealized Gain (Loss) on Investments and Derivative Contracts
For the nine month periodended September 30, 2025, T-POP recognized $66.3 millionof unrealized gain on investments and derivative contracts mainly driven by a $67.1 millionappreciation in the fair value of investments and investments in affiliated investee funds. The unrealized gain on investments and investments in affiliated funds was offset by $0.8 millionof unrealized loss on derivative contracts.
Financial Condition, Liquidity and Capital Resources
Since June 2, 2025, T-POP accepted $619.6 million of total subscriptions from its monthly closes in its continuous private offerings. Subsequently, T-POP purchased investments in portfolio companies and unaffiliated investee funds for $469.3 million and investments in affiliated investee funds for $57.2 million with the remainder of the subscriptions received placed in money market funds. As of September 30, 2025, T-POPhad total assets of $710.6 million, which primarily consisted of $593.7 million of total investments and investments in affiliated investee funds at fair value and $115.4 million of cash and cash equivalents.
As of September 30, 2025, T-POP had total liabilities of $51.6 million. Total liabilities primarily consist of a payable for investments purchased of $20.3 million, organizational and offering costs payable of $8.1 million, servicing fees payable of $6.7 million, accrued performance participation allocation of $7.2 million, and deferred tax liability of $1.1 million.
Furthermore, T-POP holds foreign currency forward contracts with counterparties to hedge against portfolio positions with each instrument's primary risk exposure being exchange rates against the U.S. dollar. As of September 30, 2025, T-POP recognized $0.8 millionin Net Unrealized Depreciation on Foreign Currency Forward Contracts.
Net Cash Flows
The Fund generates cash primarily from (i) the net proceeds of its continuous private offering, (ii) cash flows from its operations, (iii) any financing arrangements the Fund may enter into in the future and (iv) any future offerings of its equity or debt securities.
The Fund's primary uses of cash are for (i) Investments, (ii) the cost of operations (including the Management Fee, Maintenance Fee and Performance Participation Allocation), (iii) debt service of any borrowings, (iv) periodic repurchases, including under the Redemption Program (as described herein), and (v) cash distributions (if any) to the holders of its Units to the extent declared by the General Partner.
As of September 30, 2025, T-POP had $115.4 million in cash equivalents. For the nine month period ended September 30, 2025, the net cash used in operating activities was $403.7 million, primarily related to the purchase of $406.9 millionin investments, and the net cash provided by financing activities was $519.1 millionwhich related to proceeds from issuance of units.
Leverage
As ofSeptember 30, 2025, debt financing available to the Fund consisted of the Line of Credit (as defined in Note 5. "Line of Credit Agreement" in the "Notes to the Condensed Consolidated Financial Statements"). No amounts were outstanding under the Line of Credit as ofSeptember 30, 2025.
The Fund may utilize leverage, incur indebtedness and provide other credit support for any purpose, including to fund all or a portion of the capital necessary for an Investment.
The Fund generally does not intend to incur indebtedness for borrowed money that would cause the Leverage Ratio (as defined below) to be in excess of 30% (the "Leverage Guideline"). Any indebtedness incurred at the investment level will be excluded in the calculation of the Leverage Guideline.
"Leverage Ratio" means, on any date of incurrence of any indebtedness for borrowed money, the quotient obtained by dividing (i) Aggregate Net Leverage (as defined below) by (ii) the aggregate month-end values of the Fund's Investments, plus the value of any other assets (such as cash on hand), as determined in accordance with the Fund's Valuation Policy (as defined below).
"Aggregate Net Leverage" means (i) the aggregate amount of recourse indebtedness for borrowed money (e.g., bank debt) of the Fund minus (ii) cash and cash equivalents of the Fund minus, without duplication, (iii) cash used in connection with funding a deposit in advance of the closing of an investment and working capital advances.
For purposes of determining Aggregate Net Leverage, the General Partner shall use the principal amount of borrowings, and not the valuations of the Fund's borrowings, and may, in its sole discretion, determine which securities and other instruments are deemed to be cash equivalents. The Fund's assets or any part thereof, including any accounts of the Fund, may be pledged in connection with any credit facilities or indebtedness. For the avoidance of doubt, the Leverage Guideline does not apply to guarantees of indebtedness, 'bad boy' guarantees, preferred financing arrangements, margin loans or other related liabilities that are not recourse indebtedness for borrowed money and accordingly, our leverage may exceed the Leverage Guideline if these transactions were included.
Transactional Net Asset Value ("Transactional NAV")
The Fund calculates the transactional net asset value ("Transactional NAV") for purposes of establishing the price at which transactions in the respective Units are made. A description of the Fund's valuation process was included under "Calculation of Net Asset Value" within Item 9. Market Price of and Dividends on the Registrant's Common Equity and Related Limited Partner Matters of the Fund's Amendment No. 1 to the Registration Statement on Form 10, filed with the Securities and Exchange Commission on February 19, 2025. Transactional NAV is based on the month-end values of the Fund's investments and other assets and the deduction of any respective liabilities, including certain fees and expenses, in all cases as determined in accordance with the valuation policy that has been approved by the Fund's board of directors. Organizational and offering expenses advanced on the Fund's behalf by its investment manager are recognized as a reduction to Transactional NAV ratably over 60 months beginning in June 2026, and servicing fees, as applicable, are recognized as a reduction to Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to Transactional NAV if the Fund's general partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment. Transactional NAV per Unit may differ from the Fund's net asset value as determined in accordance with accounting principles generally accepted in the United States of America.
The following table provides a breakdown of the major components of the Fund's Transactional Net Asset Value as of September 30, 2025 ($ in thousands):
Components of T-POP's Transactional Net Asset Value Consolidated Net Asset Value
Less: Non-Controlling Interests(b)
Registrant
Investments at Fair Value (Cost $469,330)
$ 523,291 $ (2,054) $ 521,237
Investments in Affiliated Investee Funds at Fair Value (Cost $57,239)
70,360 (276) 70,084
Cash and Cash Equivalents 115,393 (453) 114,940
Other Assets 887 (3) 884
Accrued Performance Participation Allocation (7,200) 23 (7,177)
Deferred Tax Liabilities (1,076) 4 (1,072)
Other Liabilities (28,573) 112 (28,461)
Servicing Fees Payable (a)
(166) - (166)
Transactional Net Asset Value $ 672,916 $ (2,647) $ 670,269
_______________
(a)Servicing Fees Payable only apply to Class R-S and Class R-D Units. For purposes of T-POP's Transactional NAV, the fees are recognized as a reduction of T-POP's Transactional NAV on a monthly basis. For purposes of calculating net asset value in accordance with GAAP, the Fund accrues the cost of the servicing fees, as applicable, for the estimated life of the units as an offering cost at the time the Fund sells Class R-S and Class R-D Units.
(b)Non-Controlling Interests relate to the Parallel Investment Entities' interest in the Aggregator.
The following table provides a breakdown of the Fund's Transactional Net Asset Value per Unit by class as of September 30, 2025:
September 30, 2025
Class Transactional NAV per Unit Number of Units Transactional NAV
($ in thousands)
Class R-I (a)
$ 28.03 14,464,734 $ 405,494
Class R-S $ 27.95 8,315,857 232,447
Class R-D $ 28.01 170,356 4,772
Class F $ 28.47 967,776 27,556
Total 23,918,723 $ 670,269
_______________
(a)Transactional NAV per Unit for Class R-I does not reflect Feeder TE specific expenses and other net assets and liabilities. In addition, it does not reflect Class F_TE units which are not subject to management fees or performance participation allocations.
The following table reconciles GAAP Net Asset Value to the Registrant's Transactional Net Asset Value:
September 30, 2025
GAAP Net Asset Value $ 659,033
Adjustments
Organization and Offering Expenses (a)
7,378
Servicing Fees (b)
6,505
Non-Controlling Interests (c)
(2,647)
Transactional Net Asset Value $ 670,269
_______________
(a)Represents an adjustment for the recognition of organizational and offering expenses ratably over the 60‐month reimbursement period beginning June 1, 2026 including the Parallel Investment Entities' portion.
(b)Represents an adjustment to reflect servicing fees on Class R-S and Class R-D Units as they are accrued on a monthly basis.
(c)Non-Controlling Interests relate to the Parallel Investment Entities' interest in the Aggregator.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet financings or liabilities other than contractual commitments incurred in the normal course of our business.
Critical Accounting Estimates
The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. These judgments affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of income and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. The following is a summary of our significant accounting policies that we believe are the most affected by our judgments, estimates and assumptions.
Fair Value
The Fund's Investments are valued at fair value in a manner consistent with ASC 820. In general, ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). ASC 820 also sets a framework for measuring fair value and requires the inclusion in financial statements of certain disclosures about fair value measurements.
Fair Value of Investments or Instruments that are Exchange Traded
Securities that are exchange traded and for which a quoted market exists are valued at the closing price of such securities in the principal market in which the security trades, or in the absence of a principal market, in the most advantageous market on the valuation date. When a quoted price in an active market exists, no block discounts or control premiums are permitted regardless of the size of the public security held. In some cases, securities may include legal restrictions limiting their purchase and sale for a period of time, such as may be required under SEC Rule 144. A discount to a publicly traded price may be appropriate in those cases where a legal restriction is a characteristic of the security. The amount of the discount, if taken, shall be determined based on the time period that must pass before the restricted security becomes unrestricted or otherwise available for sale.
Fair Value of Investments or Instruments that are not Exchange Traded
In the absence of observable market prices, the Fund values its investments using valuation methodologies applied on a consistent basis. For some investments little market activity may exist. The Fund's determination of fair value is then based on the best information available and may incorporate management's own assumptions and involve a significant degree of judgment, taking into consideration a combination of internal and external factors. The Fund considers the Fund's recent purchase transaction value as a strong indicator of fair value and, as such, may continue to carry the investment at its transaction value for the first several reporting periods following the purchase of the investment, absent extraordinary factors. When the Fund determines the fair value, it updates the prior month-end valuation by incorporating latest available data, including values provided by external valuation firms, as well as any cash flow activity related to the investment during the month, updated quarterly financials, where applicable, and market movement.
The Fund's methodology for determining the fair values of investments in operating companies is a combination of the income approach, market approach, or both. When utilizing the income approach, the Fund generally uses the discounted cash flow method, which relies on the Fund making significant assumptions around projections of future earnings or cash flows, discount rates, capitalization rate, or exit multiple. When utilizing the market approach, the Fund relies upon valuations for comparable public companies, transactions or assets, and thus requires that the Fund uses discretion to identify comparable companies, transactions and assets.
In addition, the Fund may, but is not obligated to, monitor the Fund's Equity Investments on an ongoing basis for events that the Fund believes may have a material impact on the Fund's NAV as a whole. Material events may include investment-specific events or broader market-driven events that may impact more than one specific investment. Upon the occurrence of such a material event and provided that the Fund is aware that such event has occurred, the Fund may, but is not obligated to, provide an estimate of the change in value of the Equity Investment, based on the valuation procedures described herein. In general, the Fund expects that any adjustments to fair values will be calculated promptly after a determination that a material change has occurred and the financial effects of such change are quantifiable. However, rapidly changing market conditions or material events may not be immediately reflected in the monthly NAV.
Fair Value of Fund Investments
Investments in affiliated or unaffiliated investee funds ("Investee Funds") are generally valued using the reported net asset value ("NAV" or "Net Asset Value") of the Investee Funds as a practical expedient for fair value. The Fund may, as a practical expedient, estimate the fair value of an Investee Fund based on NAV if the reported NAV of the Investee Fund is calculated in a manner consistent with the measurement principles applied to investment companies and T-POP has internal processes to independently evaluate the fair value measurement process utilized by the underlying Investee Fund to calculate the Investee Fund's NAV, both of which are in accordance with ASC 946. Such internal processes include the evaluation of the Investee Fund's own process and related internal controls in place to estimate the fair value of its underlying investments that are included in the NAV calculation, performing ongoing operational due diligence, review of the Investee Fund's financial statements and ongoing monitoring of other relevant qualitative and quantitative factors. If T-POP determines, based on its own due diligence and investment monitoring procedures, that NAV does not represent fair value or if the investee fund is not an investment company, T-POP will estimate the fair value in good faith and in a manner that it reasonably chooses, in accordance with its valuation policies.
Debt and Other Securities
The fair values of certain debt positions are generally determined on the basis of prices between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices, market transactions in comparable investments and various relationships between investments. Specifically, for investments in distressed debt and corporate loans and bonds, the Fund generally determines fair value by comparing against similar investments. The Fund reviews and analyzes prices obtained from external pricing sources to evaluate their reliability and accuracy, and at times, exclude vendor prices and broker quotations that the Fund does not believe are representative of fair value. Certain financial instruments may not trade or prices are not readily available, or trade infrequently and, when they are traded, the price may be unobservable and, as a result, multiple external pricing sources may not be available. In such instances, the Fund may use an internal pricing model as either a corroborating or sole data point in determining the price. The Fund generally engages specialized third-party valuation service providers to assess and corroborate the valuation of a selection of the investments on a periodic basis.
Valuation Process
The Fund follows established procedures each month in conducting valuations of the Fund's investments. The rigor of its procedures is intended to ensure consistent application across investments of U.S. GAAP and its valuation policies. There are three key groups of the Fund professionals engaged in the valuation process. For example, the monthly, quarterly, and annual valuation processes are facilitated and managed by the Fund "Valuation Team" with significant participation from the respective investment-specific "Deal Team" and the Fund's "Global Valuation Committee" and the respective "Subcommittee" (collectively, the "Valuation Committees"). The following describes the responsibilities of the various parties involved in valuation determinations for Equity Investments:
•An investment-specific Deal Team which is charged generally with monitoring the relevant portfolio company, preparing the valuation analysis, making an initial valuation recommendation to the Fund's Valuation Team and amending the valuation based on the input from the other participants in the valuation process.
•The Fund Valuation Team, together with an external valuation firm, initiates and manages the valuation process by sending standardized valuation templates and/or valuation surveys to deal teams, review each proposed quarterly valuation for completeness and consistency across periods and the Fund's portfolio, providing feedback and analysis to the investment-specific Deal Team and the Valuation Committees where appropriate, and administer its valuation policy generally.
•The Valuation Committees reviews a majority of proposed Fund valuations, including the valuation methodology underlying each investment, suggest changes when warranted and give the final approval on all Fund valuations. Each subcommittee comprises senior product and TPG leadership. The valuations are aggregated and significant matters are presented for final approval by the Fund's global valuation committee, which comprises senior employees. The Valuation Committees also establish a valuation policy and help ensure its consistent application together with the valuation team.
The following describes the responsibilities of the various parties involved in valuation determinations for Debt and Other Securities:
•An investment-specific Deal Team which is charged generally with reviewing policy prices in order to determine if such price is consistent with information currently available to them in the marketplace, and providing an override price if applicable.
•The Fund's Valuation Team collects, reviews, and analyzes external pricing data before providing a "policy price" to the Deal Team. As part of its analysis, the Fund's Valuation Team establishes reasonable procedures for testing the reliability and accuracy of the external pricing data it receives. If applicable, the Valuation Team determines whether an override is appropriate, and the group has the authority to accept or reject an override.
•The Valuation Committees oversee the valuation process and reviews and approves any exceptions. Each Sub Committee comprises senior product and TPG leadership. The valuations are aggregated and significant matters are presented for final approval by the Fund's Global Valuation Committee, which comprises senior employees. The Valuation Committees also establish a valuation policy and help ensure its consistent application together with the Valuation Team.
The Fund also engages independent third parties to review its periodic valuations, as well as advise on valuation policy more generally. When making fair value determinations for assets that do not have a reliable, readily available market price, the Fund engages one or more independent valuation firms to perform certain procedures to assess if its fair value estimates are reasonable as of the relevant measurement date.
Servicing Fees
Pursuant to the Dealer Manager Agreement entered into between T-POP, the Feeder TE and TPG Capital BD, LLC (the "Dealer Manager"), T-POP or its affiliates will pay to the Dealer Manager a Servicing Fee in the amount of (a) 0.85% per annum of the aggregate NAV for the Class S Units and Class R-S Units as of the last day of each month and (b) 0.25% per annum of the aggregate NAV for the Class D Units and Class R-D Units as of the last day of each month, in each case, payable monthly. T-POP or its affiliates will not pay to the Dealer Manager a Servicing Fee in respect of the purchase of any Class I Units, Class R-I Units and Class F Units. In calculating the Servicing Fee, the T-POP will use its NAV before giving effect to any accruals for the Servicing Fee, repurchases for that month, if any, and distributions payable on the T-POP Units.
Under GAAP, T-POP accrues the cost of the Servicing Fees, as applicable, for the estimated life of the Units as an offering cost at the time we sell Class S Units, Class R-S Units, Class D Units, and Class R-D Units. Inherent in the calculation of the estimated amount of Servicing Fees to be paid in future periods are certain significant management judgments and estimates, including the estimated life of the Units at the time of a subscription. Servicing Fees Payable entails uncertainties as the calculation requires management to make assumptions and to apply judgment regarding a number of factors, including market conditions, the selling environment and historical trends. As of September 30, 2025, T-POP has accrued $6.7 million of Servicing Fees Payable to TPG Capital BD, LLC, related to the Class R-S and Class R-D Units sold.
Recent Accounting Pronouncements
There were no accounting pronouncements issued during the three months ended September 30, 2025 that are expected to have a material impact on our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
TPG Private Equity Opportunities LP published this content on November 13, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 13, 2025 at 21:46 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]