PX: 8-K/A · acquisition merger
Ridgepost Capital filed this Form 8-K/A to amend Item 9.01 of its June 22, 2026 current report, adding the required financial statements for Stellus Capital Management, which a Ridgepost subsidiary acquired on June 22, 2026, along with unaudited pro forma financial information. Stellus delivered full-year 2025 revenue of $38.3 million and net income of $21.1 million, and posted first-quarter 2026 revenue of $8.6 million with net income of $3.6 million, per financial statements audited by KPMG LLP. The amendment details acquisition economics: total purchase consideration of $230.9 million, comprising $129.8 million of cash at fair value (a stated closing price of $125.0 million), $94.5 million of equity in the form of 11,191,149 Ridgepost LLC units and 579,096 Class A shares, and $6.6 million of contingent consideration, with up to $60.0 million of additional earnout tied to Stellus fee-related revenue for 2027 and 2029. The cash portion was funded in part by a $139.0 million revolver draw, and preliminary purchase accounting records $178.4 million of intangibles and $55.3 million of goodwill. On a pro forma basis, fiscal 2025 revenue rises to $335.6 million from $297.3 million standalone and net income attributable to Ridgepost rises to $21.3 million from $19.5 million, with basic EPS of $0.19 versus $0.18; however, first-quarter 2026 pro forma EPS of $0.06 trails the standalone $0.08 due to intangible amortization and interest expense on the revolver draw.
PX: 10-Q · periodic report
Ridgepost Capital (NYSE: RPC, formerly P10 Holdings) reported Q2 2026 revenue of $80.9 million, up 11.3% year over year, with net income attributable to the company more than doubling to $7.3 million from $3.4 million and diluted EPS of $0.06 versus $0.03. First-half operating cash flow jumped to $41.4 million from $8.7 million. The quarter was defined by the June 22, 2026 completion of the $230.9 million acquisition of Stellus Capital Management, a Houston-based direct lender focused on senior-secured loans to sponsor-backed lower-middle-market companies. Consideration comprised $129.8 million in cash, $94.5 million in equity (11,191,149 Ridgepost LLC units plus 579,096 Class A shares), and $6.6 million of contingent consideration, adding $55.1 million of provisional goodwill and $178.4 million of intangibles. The balance sheet reflects an aggressive, debt-funded M&A posture: total assets grew to $1.15 billion with $612.4 million of goodwill, and the company borrowed $161.0 million against $44.1 million of repayments in the first half. Cash stood at $36.6 million, and $15.0 million remains under the $157.0 million share repurchase authorization. A key open risk is an August 2025 contract dispute between a subsidiary and its former placement agent, now headed to mediation as of July 2026; the company cannot yet estimate a possible loss and has recorded no liability, while also carrying $19.0 million of accrued revenue-share put liabilities and a $9.5 million guarantee for Clifford GP.
PX: 8-K · earnings release
Ridgepost Capital (NYSE: RPC) reported second quarter 2026 results with fee-related revenue of $80.9 million, up 11% year over year, fee-related earnings of $38.8 million at a 48% margin, and adjusted net income of $28.5 million, up 6%. Fully diluted ANI per share came in at $0.24 versus $0.23 in Q2 2025. Fee-paying AUM grew 19% year over year to $34.3 billion and total AUM surpassed $50 billion, with roughly $1.1 billion of quarterly fundraising and deployment offset by $417 million of stepdowns and expirations. The company also completed its acquisition of lower-middle-market direct lender Stellus Capital Management on June 22. The board declared a quarterly cash dividend of $0.04 per share on Class A and Class B stock, payable September 18, 2026 to holders of record August 31. Quarter-end debt stood at $474 million against roughly $37 million of cash after a $120 million net revolver drawdown tied to the Stellus deal, and no shares were repurchased, leaving about $15 million on the buyback authorization.
PX: 8-K · proxy statement
Ridgepost Capital, Inc. held its 2026 Annual Meeting of Stockholders on June 18, 2026, resulting in the election of Tracey Benford, David M. McCoy, and Robert B. Stewart, Jr. to serve until the 2029 annual meeting. David M. McCoy received the highest number of votes at 333,550,533, while Robert B. Stewart, Jr. received the highest number of withheld votes at 20,173,955. Stockholders approved an advisory resolution endorsing named executive officer compensation for 2025, with 341,480,219 votes in favor. Voters also decided to hold future advisory votes on executive compensation annually rather than every two or three years. The meeting also ratified the appointment of KPMG LLP as the company's independent registered public accounting firm for the 2026 fiscal year, receiving 357,958,968 votes in favor.
PX: 8-K · acquisition merger
Ridgepost Capital has completed its acquisition of Stellus Capital Management, a direct lender with approximately $4 billion in assets under management. The total consideration at closing consisted of $125 million in cash, 11,191,149 exchangeable Class A membership units, and 579,096 shares of Class A Common Stock. To fund the transaction, Ridgepost drew $139 million from its revolving credit facility, which was recently increased by $20 million to a total of $195 million. The acquisition also includes an earnout provision of up to $60 million payable in 2028 and 2030 based on Stellus's financial performance in fiscal years 2027 and 2029. Stellus will continue to operate under its current management team, led by Managing Partner Robert Ladd. Ridgepost CEO Luke Sarsfield stated that the acquisition enhances the company's private credit capabilities and creates growth opportunities within the lower-middle market ecosystem.
