Overland Advantage

Item 1.01 Entry into a Material Definitive Agreement. On July 2, 2026, Overland Advantage (the “Company”) entered into an amendment (the “Fourth Amendment”) to that certain Loan and Servicing Agreement (the “Revolving Credit Facility”), dated February 22, 2024 (the “Closing Date”), and as most recently amended on February 21, 2025, by and among Overland Financing MS, LLC, a wholly owned subsidiary of the Company, as borrower (the “Borrower”), the Company, as transferor and as servicer, Morgan Stanley Senior Funding, Inc., as administrative agent, each of the lenders from time to time party thereto, and Wilmington Trust, National Association, as collateral agent, account bank and collateral custodian. Among other things, the Fourth Amendment extended the end of the revolving period, or the period during which the lenders have committed to make advances to the Borrower, from February 22, 2027 to July 2, 2028, and extended the stated maturity of the Revolving Credit Facility from February 22, 2029 to July 2, 2030. The Fourth Amendment also removed exceptions to certain eligibility criteria and concentration limits for Recurring Revenue Loans (as such term is defined in the Revolving Credit Facility), limiting the Borrower’s ability to invest in Recurring Revenue Loans as Eligible Loans (as such term is defined in the Revolving Credit Facility). The Fourth Amendment reduced the per annum interest rate that applies during the revolving period from the applicable benchmark (which is currently the forward-looking term rate based on SOFR for a tenor of three (3) months) plus 2.35% to the applicable benchmark plus 1.95% (exclusive, in each case, of additional fees), and also reduced the per annum interest rate that applies following the end of the revolving period from the applicable benchmark plus 2.85% to the applicable benchmark plus 2.45% (exclusive, in each case, of additional fees). The Fourth Amendment also reduced the unused fee from 0.50% of unused commitments per annum to 0.40% of unused commitments per annum (exclusive, in each case, of additional fees). In addition, the Fourth Amendment revised a financial covenant applicable to the Company that required the Company to have, as of each quarter end, liquidity in excess of the greater of $25 million and 7.5% of the total indebtedness of the Borrower. As amended by the Fourth Amendment, the financial covenant requires the Company to have, as of each quarter end, liquidity in excess of the greater of $30 million and 7.5% of the total indebtedness of the Borrower. The Fourth Amendment also increased the concentration limitation for Second Lien Loans and FLLO Loans (as each such term is defined in the Revolving Credit Facility) from 15.0% of the Concentration Denominator (as such term is defined in the Revolving Credit Facility) to 25.0% of the Concentration Denominator. Except as modified by the Fourth Amendment, the Revolving Credit Facility remains in full force and effect. The foregoing description of the Fourth Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Fourth Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.