SEC filing record
Primary Source · SEC.gov

Breakwall Energy Credit Partners Fund, L.P.

Fund Vehicle2026 vintage506(c), 3(c)
Latest signalStalledForm D/A · 2026-10-293 events: 2 new form d filer, 1 stalledLast filing 2026-10-29

Raised

Pre-open

Investors

—

Min Invest

None stated

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AltStreet Analysis

·

Generated from EDGAR primary sources

Breakwall Energy Credit Partners Fund, L.P. is a Delaware-organized pooled investment fund focused on energy credit, managed via general partner BECP GP, L.P. and advised by Breakwall Investment Advisor LLC. This is an amended Form D filed 2026-10-29 claiming both Rule 506(c) and Section 3(c) exemptions, with total amount sold, investor count, and minimum investment all undisclosed, consistent with a pre-open or early-stage capital raise.

This filing represents a private energy credit fund structured as a pooled investment vehicle under the dual 506(c)/3(c) exemption pattern common to institutional private funds seeking both securities and investment company exemptions. No minimum investment or raise total is disclosed, which is typical for funds still in formation or early marketing stages rather than indicative of offering terms.

Data Flags

generalAmendment filing reports no change in total amount sold (still pre-open/not disclosed), suggesting an administrative update rather than a capital-raising milestone.
exemptionFiling claims both 506(c) and 3(c) exemptions simultaneously, a standard combination for private pooled investment funds combining securities and Investment Company Act exemptions.

Critical Disclosures

What the filings and the regulators have said about this entity that a reader should know first. Each line links to its source. The history, the same event across other issuers, and alerts are in the terminal.

Offering stalled · Form D · last filing October 29, 2026

Latest filing: first sale yet to occur

Timeline
Each line is a fact as filed. The history behind it, the same event across other issuers, and an alert on the next one:Open in the terminal Watch this issuer

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0002024316
Entity NameBreakwall Energy Credit Partners Fund, L.P.
ExemptionRule 506(c), Section 3(c), Section 3(c)(7)
What the exemption meansRule 506(c) of Regulation D: the issuer may advertise the offering publicly, but every purchaser must be a verified accredited investor. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Partnership
Jurisdiction of OrganizationDelaware
Year Organized2024
Issuer Address921 Port Washington Blvd. Suite 8, Port Washington, NY 11050
Phone(516) 363-2004
Industry / Fund TypePooled Investment Fund · Private Equity Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypePooled Investment Fund
First Sale DateNot yet occurred (as filed)
Filing DateOctober 29, 2026
Accession Number0002024316-26-000001
Total Offering AmountIndefinite
Total Amount Sold$0 (no sales yet)
Total Investors0 (no sales yet)
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationIntended to last more than one year
Sales Commissions$0 (to New End Associates Limited)
Finders' Fees$0
Proceeds to Related Persons$0
Revenue RangeDecline to Disclose
State (Issuer Address)NY
Amendment Count3 filings on record
Signed ByJamie Brodsky, Managing Partner, Co-CEO of the Upper General Partner

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

In the Terminal

Filing events

3

latest Oct 29, 2026

Critical / warning

0 / 0

1 watch · 2 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

2

pre_sale

Latest event Stalled · Oct 29, 2026

SEC.gov
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Investor

  • 3 filing events with values and deltas, latest 2026-10-29, and alerts on the next one
  • 2 offering timelines: velocity, share raised, first-sale lag, stalled flags

Pro

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Adviser of Record (Form ADV)

Breakwall Investment Advisor LLC

CRD 328990 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a other private fund

Auditor named on Form ADV: Grant Thornton LLP · PCAOB-registered per the adviser

From the adviser's Form ADV as loaded from the SEC bulk data, joined on this issuer's Form D file number. Fund-level figures and the adviser's full fund roster are in the terminal.

Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Item 3 changed on the Form D filed 2026-10-29: 0 related persons added and 1 removed against the filing of 2025-10-27; 5 now listed. The names are in the Terminal feed.

n/a BECP GP, L.P.

Executive Officer · Port Washington, NY

n/a Breakwall Investment Advisor LLC

Promoter · Port Washington, NY

Christopher Abbate

Executive Officer · Port Washington, NY

Jamie Brodsky

Executive Officer · Port Washington, NY

Daniel Flannery

Executive Officer · Port Washington, NY

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

New End Associates Limited

Associated broker-dealer: None · London, X0 and outside the United States

Questions About Breakwall Energy Credit Partners Fund, L.P.

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is Breakwall Energy Credit Partners Fund, L.P.?

Breakwall Energy Credit Partners Fund, L.P. is a Delaware limited partnership organized in 2024 that filed a Form D with the SEC on October 29, 2026 as a private equity fund. The filing claims Rule 506(c), Section 3(c), Section 3(c)(7) for an offering of pooled investment fund interests.

Is Breakwall Energy Credit Partners Fund, L.P. legit?

AltStreet does not rate legitimacy; it reports the public record. Breakwall Energy Credit Partners Fund, L.P. filed a Form D with the SEC on October 29, 2026 claiming Rule 506(c), Section 3(c), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. No sales had been reported as of that notice. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is Breakwall Energy Credit Partners Fund, L.P. registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that Breakwall Energy Credit Partners Fund, L.P. claimed Rule 506(c), Section 3(c), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has Breakwall Energy Credit Partners Fund, L.P. raised?

Breakwall Energy Credit Partners Fund, L.P. reported that the first sale had not yet occurred as of the Form D filed October 29, 2026, so no amount sold or investor count is on file. The total offering amount is listed as indefinite.

Who can invest in Breakwall Energy Credit Partners Fund, L.P.?

The offering relies on Rule 506(c), so the issuer may advertise it but may sell only to investors it has verified as accredited. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated.

What is the minimum investment in Breakwall Energy Credit Partners Fund, L.P.?

The Form D lists the minimum investment as $0, which means the issuer did not state a minimum on the form. The offering documents, not the Form D, set the actual subscription terms.

Who is selling Breakwall Energy Credit Partners Fund, L.P. and how are they paid?

The Form D names New End Associates Limited, associated with None as the recipient of sales compensation. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind Breakwall Energy Credit Partners Fund, L.P.?

The Form D lists 5 related persons: BECP GP, L.P., executive officer (General Partner of the Issuer (the "General Partner")); Breakwall Investment Advisor LLC, promoter (Investment Adviser of the Issuer); Christopher Abbate, executive officer (Managing Partner, Co-CEO of Breakwall GP LLC, the general partner of the General Partner (the "Upper General Partner")); Jamie Brodsky, executive officer (Managing Partner, Co-CEO of the Upper General Partner); Daniel Flannery, executive officer (Managing Partner, President of the Upper General Partner). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Breakwall Energy Credit Partners Fund, L.P. located?

The issuer's address on its SEC filings is 921 Port Washington Blvd. Suite 8, Port Washington, NY 11050. Its phone number of record is 516-363-2004. It is organized under the laws of Delaware.

How long is the Breakwall Energy Credit Partners Fund, L.P. offering open?

The issuer indicated that the offering is intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open; 1 amendment is on record for this CIK.

How large is Breakwall Energy Credit Partners Fund, L.P.?

The issuer declined to disclose its revenue range on the Form D, which the form permits.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.