Beneficient Closes \$8.75 Million Transaction with Quartus AI Fund LP: Key Details for Investors

Overview

Beneficient (NASDAQ: BENF), a technology-enabled platform specializing in exit opportunities and primary capital solutions for holders of alternative assets, has announced the closure of an \$8.75 million primary capital commitment in Quartus AI Fund LP. The Fund is managed by Quartus Capital Partners LLC, a New York-based investment firm focused on growth-stage AI and technology ventures.

Key Points of the Transaction

• Transaction Structure: Beneficient provided approximately \$8.75 million in stated value of its Resettable Convertible Preferred Stock to the Fund, in exchange for an interest in Quartus AI Fund LP. This preferred stock is convertible into Class A common stock at the holder’s election, subject to transaction terms and shareholder approval.
• Strategic Objective: This deal is part of Beneficient’s ongoing GP Primary Commitment Program, which is designed to deliver primary capital to qualifying private investment funds, supporting their fundraising efforts and deploying capital immediately into Beneficient’s equity.
• Financial Impact: Beneficient will immediately participate in an unrealized gain of approximately \$1.2 million, reflecting its pro rata interest in the appreciation of the Fund’s current portfolio. The company’s ExAlt loan portfolio collateral is also expected to increase by about \$9.77 million in alternative asset interests.
• Balance Sheet Enhancement: The transaction is anticipated to add around \$9.77 million of tangible book value attributable to Beneficient’s stockholders.
• Quartus AI Fund: The fund invests in growth-stage Vertical AI companies addressing critical problems in high-value sectors and has outperformed benchmarks, ranking in the top quartile of Cambridge Associates Benchmark Indices over the past two-plus years. In 2024, Quartus Capital Partners was named “Best Performing US Emerging Manager” by Private Equity Wire.
• Other Investors: The Fund’s investor base includes endowments, foundations, RIAs, multifamily offices, and single-family offices, with a current portfolio of nine AI investments (eight U.S.-based).

Shareholder and Price-Sensitive Information

• Shareholder Approval Required: The conversion of preferred stock into Class A common stock is subject to a shareholder vote. The company will file a proxy statement with the SEC and urges shareholders to review all materials when available, as these may contain information likely to affect shareholder value.
• Financial Reconciliation: Pro forma figures as of December 31, 2025, show that the transaction moves Beneficient’s tangible book value attributable to public company stockholders from \$0 to \$9.77 million, a significant balance sheet improvement.
• Potential Share Price Impact: The tangible book value increase and improved collateral base could be price-sensitive, particularly as the company’s market capitalization as of April 7, 2026, was approximately \$54.5 million. Investors should monitor both the transaction’s progress and the upcoming shareholder vote.
• Regulatory Oversight: Beneficient’s subsidiary operates under the Kansas TEFFI Act and is regulated by the State Bank Commissioner, adding credibility and regulatory oversight to its operations.
• Forward-Looking Statements: The company notes that forward-looking statements related to the transaction are subject to risks and uncertainties. Actual results may differ due to various factors, including risks outlined in the latest 10-K and 10-Q filings.
• Offering Limitations: The securities involved in this transaction have not been registered under the Securities Act of 1933 and cannot be sold in the U.S. absent registration or an applicable exemption.

Management Commentary

“We are pleased to partner with Quartus AI Fund LP and welcome Quartus Capital Partners LLC to our GP Primary Commitment Program. We believe Quartus is an exceptional firm at the forefront of vertical AI investing, and this transaction reflects our continued commitment to closing transactions that drive shareholder value and enhance the value of the collateral backing our ExAlt loan portfolio.” – James Silk, Interim CEO of Beneficient

Action Items for Investors

• Review SEC Filings: Investors are strongly encouraged to read the forthcoming proxy statement and related documents once filed, as these will contain crucial details about the transaction and its implications for shareholders.
• Monitor Shareholder Vote: The approval of preferred share conversion is a key event that could impact Beneficient’s capital structure and share value.

Contact Information

For further information, investors can contact:
Matt Kreps: [email protected] | 214-597-8200
Michael Wetherington: [email protected] | 214-284-1199
Investor Relations: [email protected]

More details available at www.trustben.com

Disclaimer

Disclaimer: This article contains forward-looking statements based on current management expectations and assumptions. Actual results may differ materially due to various risks and uncertainties. This does not constitute an offer to sell or a solicitation of an offer to buy any securities. Investors should review official SEC filings and consult their financial advisor before making investment decisions.

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