BXSL filing — read by section

Item 1. Financial Statements

Item 1. Financial Statements. 
 
 
 
 Blackstone Secured Lending Fund 
 Consolidated Statements of Assets and Liabilities 
 (in thousands, except share and per share amounts) 
 September 30, 2021 December 31, 2020 
 ASSETS (Unaudited) 
 Investments at fair value 
 Non-controlled/non-affiliated investments (cost of $8,098,713 and $5,575,482 at September 30, 2021 and December 31, 2020, respectively) 
 $ 8,195,938 $ 5,585,942 
 Non-controlled/affiliated investments (cost of $26,608 and $0 at September 30, 2021 and December 31, 2020, respectively) 
 27,109 — 
 Total investments at fair value (cost of $8,125,321 and $5,575,482 at September 30, 2021 and December 31, 2020, respectively) 
 8,223,047 5,585,942 
 Cash and cash equivalents 259,620 217,993 
 Interest receivable from non-controlled/non-affiliated investments 51,885 21,456 
 Deferred financing costs 9,251 6,933 
 Receivable for investments sold 277,584 114,537 
 Subscription receivable — 3,427 
 Other assets 331 578 
 Total assets $ 8,821,718 $ 5,950,866 
 LIABILITIES 
 Debt (net of unamortized debt issuance costs of $46,803 and $14,170 at September 30, 2021 and December 31, 2020, respectively) 
 $ 4,457,715 $ 2,500,393 
 Payable for investments purchased 74,728 48,582 
 Due to affiliates 7,264 5,546 
 Management fees payable 15,445 10,277 
 Income based incentive fee payable 16,983 15,262 
 Capital gains incentive fee payable 15,677 1,077 
 Interest payable 14,823 14,715 
 Distribution payable (Note 8) 74,049 86,638 
 Accrued expenses and other liabilities 2,583 567 
 Total liabilities 4,679,267 2,683,057 
 Commitments and contingencies (Note 7) 
 NET ASSETS 
 Common shares, $0.001 par value (unlimited shares authorized; 158,389,951 and 129,661,586 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively) 
 158 130 
 Additional paid in capital 3,974,783 3,232,562 
 Distributable earnings (loss) 167,510 35,117 
 Total net assets 4,142,451 3,267,809 
 Total liabilities and net assets $ 8,821,718 $ 5,950,866 
 NET ASSET VALUE PER SHARE $ 26.15 $ 25.20 

 The accompanying notes are an integral part of these consolidated financial statements. 
 2 

 
 Table of Contents 

 
 
 Blackstone Secured Lending Fund 
 Consolidated Statements of Operations 
 (in thousands, except share and per share amounts) 
 (Unaudited) 
 Three Months Ended September 30, Nine Months Ended September 30, 
 2021 2020 2021 2020 
 Investment income: 
 From non-controlled/non-affiliated investments: 
 Interest income $ 165,417 $ 90,303 $ 424,141 $ 246,388 
 Payment-in-kind interest income 1,000 1,282 3,279 6,525 
 Fee income 458 14 5,262 40 
 Total investment income 166,875 91,599 432,682 252,953 
 Expenses: 
 Interest expense 32,740 14,766 81,053 45,278 
 Management fees 15,445 8,606 40,394 22,597 
 Income based incentive fee 16,983 9,837 45,130 26,721 
 Capital gains incentive fee 2,430 — 14,600 (4,218) 
 Professional fees 939 462 2,179 1,322 
 Board of Trustees' fees 141 108 416 334 
 Administrative service expenses (Note 3) 500 547 1,623 1,638 
 Other general and administrative 1,670 1,104 4,215 2,572 
 Amortization of offering costs — 427 — 966 
 Total expenses 70,848 35,857 189,610 97,210 
 Recoupment of expense support (Note 3) — 400 — 1,200 
 Net expenses 70,848 36,257 189,610 98,410 
 Net investment income before excise tax 96,027 55,342 243,072 154,543 
 Excise tax expense 2,220 — 1,938 104 
 Net investment income after excise tax 93,807 55,342 241,134 154,439 
 Realized and unrealized gain (loss): 
 Net change in unrealized appreciation (depreciation): 
 Non-controlled/non-affiliated investments 18,035 120,893 92,124 (59,061) 
 Non-controlled/affiliated investments (7) — 501 — 
 Translation of assets and liabilities in foreign currencies 5 (2) (597) (1) 
 Net unrealized appreciation (depreciation) 18,033 120,891 92,028 (59,062) 
 Realized gain (loss): 
 Non-controlled/non-affiliated investments (1,808) 104 6,509 2,453 
 Foreign currency transactions (25) (5) (1,201) 19 
 Net realized gain (loss) (1,833) 99 5,308 2,472 
 Net realized and unrealized gain (loss) 16,200 120,990 97,336 (56,590) 
 Net increase (decrease) in net assets resulting from operations $ 110,007 $ 176,332 $ 338,470 $ 97,849 
 Net investment income per share (basic and diluted) $ 0.63 $ 0.55 $ 1.76 $ 1.70 
 Earnings (loss) per share (basic and diluted) $ 0.74 $ 1.75 $ 2.47 $ 1.08 
 Weighted average shares outstanding (basic and diluted) 147,932,846 101,030,065 137,294,502 90,696,327 
 Distributions declared per share $ 0.50 $ 0.50 $ 1.50 $ 1.50 

 The accompanying notes are an integral part of these consolidated financial statements. 
 3 

 
 Table of Contents 

 Blackstone Secured Lending Fund 
 Consolidated Statements of Changes in Net Assets 
 (in thousands) 
 (Unaudited) 
 Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets 
 Balance, June 30, 2021 $ 144 $ 3,609,406 $ 131,552 $ 3,741,102 
 Issuance of common shares 13 356,237 — 356,250 
 Reinvestment of dividends 1 9,140 — 9,141 
 Net investment income — — 93,807 93,807 
 Net realized gain (loss) — — (1,833) (1,833) 
 Net change in unrealized appreciation (depreciation) — — 18,033 18,033 
 Dividends declared from net investment income — — (74,049) (74,049) 
 Balance, September 30, 2021 $ 158 $ 3,974,783 $ 167,510 $ 4,142,451 

 
 Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets 
 Balance, December 31, 2020 $ 130 $ 3,232,562 $ 35,117 $ 3,267,809 
 Issuance of common shares 27 713,227 — 713,254 
 Reinvestment of dividends 1 28,994 — 28,995 
 Net investment income — — 241,134 241,134 
 Net realized gain (loss) — — 5,308 5,308 
 Net change in unrealized appreciation (depreciation) — — 92,028 92,028 
 Dividends declared from net investment income — — (206,077) (206,077) 
 Balance, September 30, 2021 $ 158 $ 3,974,783 $ 167,510 $ 4,142,451 

 
 
 
 
 The accompanying notes are an integral part of these consolidated financial statements. 
 4 

 Table of Contents 

 Blackstone Secured Lending Fund 
 Consolidated Statements of Changes in Net Assets 
 (in thousands) 
 (Unaudited) 
 
 Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets 
 Balance, June 30, 2020 $ 96 $ 2,407,906 $ (126,857) $ 2,281,145 
 Issuance of common shares 6 128,519 — 128,525 
 Reinvestment of dividends — 5,437 — 5,437 
 Net investment income — — 55,342 55,342 
 Net realized gain (loss) — — 99 99 
 Net change in unrealized appreciation (depreciation) — — 120,891 120,891 
 Dividends declared from net investment income — — (50,536) (50,536) 
 Balance, September 30, 2020 $ 102 $ 2,541,862 $ (1,061) $ 2,540,903 

 
 Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets 
 Balance, December 31, 2019 $ 64 $ 1,635,915 $ 37,138 $ 1,673,117 
 Issuance of common shares 38 893,384 — 893,422 
 Reinvestment of dividends — 12,563 — 12,563 
 Net investment income — — 154,439 154,439 
 Net realized gain (loss) — — 2,472 2,472 
 Net change in unrealized appreciation (depreciation) — — (59,062) (59,062) 
 Dividends declared from net investment income — — (136,048) (136,048) 
 Balance, September 30, 2020 $ 102 $ 2,541,862 $ (1,061) $ 2,540,903 

 
 
 The accompanying notes are an integral part of these consolidated financial statements. 
 5 

 
 Table of Contents 

 Blackstone Secured Lending Fund 
 Consolidated Statements of Cash Flows 
 (in thousands) 
 (Unaudited) 
 Nine Months Ended September 30, 
 2021 2020 
 Cash flows from operating activities: 
 Net increase (decrease) in net assets resulting from operations $ 338,470 $ 97,849 
 Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: 
 
 Net unrealized (appreciation) depreciation on investments (92,625) 59,061 
 Net unrealized (appreciation) depreciation on translation of assets and liabilities in foreign currencies 597 1 
 Net realized (gain) loss on investments (6,509) (2,453) 
 Payment-in-kind interest capitalized (3,139) (6,555) 
 Net accretion of discount and amortization of premium (47,969) (20,121) 
 Amortization of deferred financing costs 1,831 2,107 
 Amortization of debt issuance costs 586 64 
 Amortization of discount on unsecured bonds 3,876 393 
 Amortization of offering costs — 966 
 Purchases of investments (4,438,514) (2,499,754) 
 Proceeds from sale of investments and principal repayments 1,945,636 682,764 
 Changes in operating assets and liabilities: 
 Interest receivable (30,429) (8,184) 
 Receivable for investments sold (163,047) (16,521) 
 Other assets 247 301 
 Payable for investments purchased 26,146 45,674 
 Due to affiliates 1,279 994 
 Management fee payable 5,168 3,561 
 Income based incentive fee payable 1,721 3,492 
 Capital gains incentive fee payable 14,600 (4,218) 
 Interest payable 108 1,141 
 Accrued expenses and other liabilities 2,015 (228) 
 Net cash provided by (used in) operating activities (2,439,952) (1,659,666) 
 Cash flows from financing activities: 
 Borrowings of debt 4,365,875 1,905,855 
 Repayments of debt (2,406,427) (1,025,768) 
 Deferred financing costs paid (4,214) (6,699) 
 Debt issuance costs paid (1,276) (282) 
 Deferred offering costs paid — (256) 
 Dividends paid in cash (189,670) (100,769) 
 Proceeds from issuance of common shares 716,681 899,364 
 Net cash provided by (used in) financing activities 2,480,969 1,671,445 
 Net increase (decrease) in cash and cash equivalents 41,017 11,779 
 Effect of foreign exchange rate changes on cash and cash equivalents 610 — 
 Cash and cash equivalents, beginning of period 217,993 65,495 
 Cash and cash equivalents, end of period $ 259,620 $ 77,274 
 
 

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 Table of Contents 

 
 Blackstone Secured Lending Fund
Consolidated Statement of Cash Flows
(in thousands)
(Unaudited) 
 
 Supplemental information and non-cash activities: 
 Interest paid during the period $ 83,098 $ 41,084 
 Distribution payable $ 74,049 $ 50,536 
 Reinvestment of distributions during the period $ 28,994 $ 12,563 
 Non-cash deferred financing costs activity $ (64) $ (1,401) 
 Accrued but unpaid debt issuance costs $ 500 $ 618 
 Accrued but unpaid offering costs $ — $ 132 
 Excise taxes paid $ 131 $ 570 

 
 
 The accompanying notes are an integral part of these consolidated financial statements. 
 7 

 
 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 Investments - non-controlled/non-affiliated 
 First Lien Debt 
 Aerospace & Defense 
 Corfin Holdings, Inc. (4)(11) L + 6.00% 7.00% 2/5/2026 $ 272,064 $ 267,838 $ 271,383 6.55 % 
 Linquest Corp. (4)(5)(7)(10) L + 5.75% 6.50% 7/28/2028 17,500 17,110 17,100 0.41 
 MAG DS Corp. (4)(11) L + 5.50% 6.50% 4/1/2027 85,438 78,572 79,671 1.92 
 Maverick Acquisition, Inc. (4)(7)(11) L + 6.00% 7.00% 6/1/2027 21,000 20,521 20,493 0.49 
 TCFI AEVEX, LLC (4)(7)(11) L + 6.00% 7.00% 3/18/2026 112,829 110,798 111,380 2.69 
 494,839 500,027 12.06 
 Air Freight & Logistics 
 AGI-CFI Holdings, Inc. (4)(7)(10) L + 5.50% 6.25% 6/11/2027 94,920 93,048 93,021 2.25 
 Livingston International, Inc. (4)(6)(10) L + 5.50% 6.25% 4/30/2027 130,487 127,152 129,182 3.12 
 Mode Purchaser, Inc. (4)(11) L + 6.25% 7.25% 12/9/2026 175,650 173,047 173,894 4.20 
 Omni Intermediate Holdings, LLC - Revolving Term Loan (4)(5)(7)(11) L + 5.00% 6.00% 12/30/2025 368 356 368 0.01 
 Omni Intermediate Holdings, LLC (4)(5)(11) L + 5.00% 6.00% 12/30/2026 9,457 9,267 9,457 0.23 
 R1 Holdings, LLC (4)(7)(11) L + 6.00% 7.00% 1/2/2026 57,231 56,620 57,231 1.38 
 SEKO Global Logistics Network, LLC (4)(5)(11) L + 5.00% 6.00% 12/30/2026 € 1,863 2,126 2,126 0.05 
 SEKO Global Logistics Network, LLC (4)(5)(7)(11) L + 5.00% 6.00% 12/30/2026 5,330 5,247 5,319 0.13 
 466,863 470,598 11.37 
 Building Products 
 Fencing Supply Group Acquisition, LLC (4)(5)(11) L + 6.00% 7.00% 2/26/2027 52,896 51,970 52,367 1.26 
 Jacuzzi Brands, LLC (4)(11) L + 6.50% 7.50% 2/25/2025 94,817 93,791 94,817 2.29 
 L&S Mechanical Acquisition, LLC (4)(5)(7)(10) L + 5.75% 6.50% 9/1/2027 12,787 12,535 12,531 0.30 
 Latham Pool Products, Inc. (8) L + 6.00% 6.08% 6/18/2025 46,814 45,962 47,048 1.14 
 Lindstrom, LLC (4)(11) L + 6.25% 7.25% 4/7/2025 122,466 121,100 122,466 2.96 
 Windows Acquisition Holdings, Inc. (4)(5)(11) L + 6.50% 7.50% 12/29/2026 55,558 54,573 55,558 1.34 
 379,931 384,787 9.29 
 Chemicals 
 Polymer Additives, Inc. (8) L + 6.00% 6.13% 7/31/2025 24,239 23,442 23,645 0.57 
 USALCO, LLC (4)(7)(12) L + 7.25% 8.50% 6/1/2026 165,497 162,060 171,834 4.15 
 USALCO, LLC (4)(12) L + 6.50% 7.75% 6/1/2026 35,425 34,815 36,842 0.89 
 VDM Buyer, Inc. (4)(8) L + 6.75% 6.89% 4/22/2025 € 23,840 26,519 26,801 0.65 
 VDM Buyer, Inc. (4)(8) L + 6.75% 6.89% 4/22/2025 62,609 61,867 60,731 1.47 
 308,703 319,853 7.73 
 

 8 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Commercial Services & Supplies 
 Bazaarvoice, Inc. (4)(7)(8) L + 5.75% 5.83% 5/7/2028 248,111 248,111 248,111 5.99 
 JSS Holdings, Inc. (4)(11) L + 6.25% 7.25% 12/17/2027 289,541 285,709 290,264 7.01 
 Sciens Building Solutions, LLC (4)(7)(11) L + 5.75% 6.75% 5/21/2027 29,612 29,010 29,210 0.71 
 The Action Environmental Group, Inc. (4)(12) L + 6.00% 7.25% 1/16/2026 117,379 115,673 114,445 2.76 
 Veregy Consolidated, Inc. (11) L + 6.00% 7.00% 11/2/2027 21,152 20,640 21,258 0.51 
 699,143 703,288 16.98 
 Construction & Engineering 
 COP Home Services TopCo IV, Inc. (4)(5)(7)(11) L + 5.00% 6.00% 12/31/2027 22,163 21,552 21,924 0.53 
 Containers & Packaging 
 Ascend Buyer, LLC (4)(7)(10) L + 5.75% 6.50% 9/30/2028 19,077 18,657 18,657 0.45 
 Distributors 
 Bution Holdco 2, Inc. (4)(11) L + 6.25% 7.25% 10/17/2025 102,149 100,772 100,872 2.44 
 Dana Kepner Company, LLC (4)(7)(11) L + 6.25% 7.25% 12/29/2026 64,106 62,985 64,266 1.55 
 EIS Buyer, LLC (4)(13) L + 6.25% 7.75% 9/30/2025 120,565 118,717 118,455 2.86 
 NDC Acquisition Corp. (4)(11) L + 5.75% 6.75% 3/9/2027 13,733 13,355 13,596 0.33 
 NDC Acquisition Corp. (4)(5)(7)(11) - Revolving Term Loan L + 5.75% 6.75% 3/9/2027 728 642 694 0.02 
 Tailwind Colony Holding Corporation (4)(7)(11) L + 7.50% 8.50% 11/13/2024 35,668 35,392 34,954 0.84 
 Unified Door & Hardware Group, LLC (4)(11) L + 6.25% 7.25% 6/30/2025 95,580 94,071 95,580 2.31 
 425,934 428,417 10.35 
 Diversified Consumer Services 
 Cambium Learning Group, Inc. (4)(7)(10) L + 5.50% 6.25% 7/20/2028 436,950 432,705 432,581 10.44 
 Diversified Financial Services 
 Barbri Holdings, Inc. (4)(7)(10) L + 5.75% 6.50% 4/30/2028 61,845 60,683 61,381 1.48 
 SelectQuote, Inc. (4)(10) L + 5.00% 5.75% 11/5/2024 59,714 58,457 59,714 1.44 
 119,140 121,095 2.92 
 Electric Utilities 
 Qualus Power Services Corp. (4)(7)(11) L + 5.50% 6.50% 3/26/2027 25,760 24,911 25,214 0.61 
 Electrical Equipment 
 Emergency Power Holdings, LLC (4)(5)(7)(11) L + 5.50% 6.50% 8/17/2028 65,000 63,539 63,513 1.53 
 Radwell International, LLC (4)(6)(7)(10) L + 5.50% 6.25% 7/13/2027 119,854 119,367 119,403 2.88 
 Shoals Holdings, LLC (4)(11) L + 3.25% 4.25% 11/25/2026 84,573 82,726 84,996 2.05 
 265,632 267,912 6.46 
 Electronic Equipment, Instruments & Components 
 Albireo Energy, LLC (4)(5)(7)(11) L + 6.00% 7.00% 12/23/2026 110,431 108,298 109,541 2.64 
 

 9 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Energy Equipment & Services 
 Abaco Energy Technologies, LLC (4)(13) L + 8.00% (incl. 1.00% PIK) 9.50% 10/4/2024 49,457 48,570 47,602 1.15 
 Tetra Technologies, Inc. (4)(6)(11) L + 6.25% 7.25% 9/10/2025 19,208 19,123 19,112 0.46 
 67,693 66,714 1.61 
 Health Care Equipment & Supplies 
 GCX Corporation Buyer, LLC (4)(5)(7)(10) L + 5.50% 6.25% 9/13/2027 22,000 21,489 21,485 0.52 
 Mozart Borrower LP (9) L + 3.25% 3.75% 9/20/2028 10,000 9,950 9,950 0.24 
 31,439 31,435 0.76 
 Health Care Providers & Services 
 ACI Group Holdings, Inc. (4)(5)(7)(10) L + 5.50% 6.25% 8/2/2028 109,276 106,524 106,457 2.57 
 ADCS Clinics Intermediate Holdings, LLC (4)(7)(11) L + 6.25% 7.25% 5/7/2027 5,963 5,765 5,845 0.14 
 Canadian Hospital Specialties Ltd. (4)(5)(6)(7)(11) L + 4.50% 5.50% 4/14/2028 C$ 27,120 21,291 21,076 0.51 
 Cross Country Healthcare, Inc. (4)(10) L + 5.75% 6.50% 6/8/2027 29,676 29,113 29,082 0.70 
 DCA Investment Holdings, LLC (4)(7)(10) L + 6.25% 7.00% 3/12/2027 13,303 13,046 13,126 0.32 
 Epoch Acquisition, Inc. (4)(11) L + 6.75% 7.75% 10/4/2024 24,623 24,453 24,623 0.59 
 Healthcomp Holding Company, LLC (4)(5)(7)(11) L + 5.75% 6.75% 10/27/2026 77,219 75,368 76,960 1.86 
 Jayhawk Buyer, LLC (4)(7)(11) L + 5.00% 6.00% 10/15/2026 142,583 139,599 141,157 3.41 
 Navigator Acquiror, Inc. (4)(7)(9) L + 5.50% 6.00% 7/16/2027 201,924 199,976 199,905 4.83 
 Odyssey Holding Company, LLC (4)(11) L + 5.75% 6.75% 11/16/2025 17,989 17,810 17,989 0.43 
 Snoopy Bidco, Inc. (4)(7)(10) L + 6.00% 6.75% 6/1/2028 172,560 167,368 167,122 4.03 
 SpecialtyCare, Inc. (4)(5)(7)(11) L + 5.75% 6.75% 6/18/2028 12,225 11,826 11,930 0.29 
 The GI Alliance Management, LLC (4)(11) L + 6.25% 7.25% 11/4/2024 272,949 267,717 270,902 6.54 
 WHCG Purchaser III, Inc. (4)(5)(7)(10) L + 5.75% 6.50% 6/22/2028 45,257 44,050 43,998 1.06 
 1,123,906 1,130,172 27.28 
 Health Care Technology 
 Edifecs, Inc. (4)(11) L + 7.00% 8.00% 9/21/2026 221,956 217,357 228,614 5.52 
 Edifecs, Inc. (4)(10) L + 5.50% 6.25% 9/21/2026 5,836 5,721 5,719 0.14 
 NMC Crimson Holdings, Inc. (4)(7)(10) L + 6.00% 6.75% 3/1/2028 71,173 68,785 69,101 1.67 
 Project Ruby Ultimate Parent Corp. (10) L + 3.25% 4.00% 3/3/2028 8,569 8,529 8,569 0.21 
 300,392 312,003 7.54 
 

 10 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Insurance 
 Alera Group, Inc. (4)(6)(7)(10) L + 5.50% 6.25% 9/30/2028 2,920 2,887 2,887 0.07 
 Benefytt Technologies, Inc. (4)(7)(10) L + 6.00% 6.75% 8/12/2027 10,500 10,266 10,260 0.25 
 Galway Borrower, LLC (4)(5)(7)(10) L + 5.25% 6.00% 9/24/2028 8,853 7,787 7,787 0.19 
 High Street Buyer, Inc. (4)(5)(7)(10) L + 6.00% 6.75% 4/14/2028 27,375 26,568 26,260 0.63 
 Integrity Marketing Acquisition, LLC (4)(5)(7)(10) L + 5.50% 6.25% 8/27/2025 60,111 58,945 59,805 1.44 
 Integrity Marketing Acquisition, LLC (4)(5)(11) L + 5.75% 6.75% 8/27/2025 19,929 19,673 19,879 0.48 
 Jones Deslauriers Insurance Management, Inc. (5)(6)(7)(10) L + 4.25% 5.00% 3/28/2028 C$ 68,375 53,290 53,780 1.30 
 SG Acquisition, Inc. (4)(9) L + 5.00% 5.50% 1/27/2027 110,586 109,080 110,033 2.66 
 Tennessee Bidco Limited (4)(5)(6)(8) L + 7.00% 7.15% 8/3/2028 54,034 52,437 52,413 1.27 
 Tennessee Bidco Limited (4)(5)(6)(7)(8) L + 7.00% 7.05% 8/3/2028 £16,190 21,154 20,400 0.49 
 Westland Insurance Group LTD (4)(5)(6)(7)(11) L + 7.00% 8.00% 1/5/2027 42,483 39,095 40,890 0.99 
 Westland Insurance Group LTD (4)(5)(6)(7)(11) L + 7.00% 8.00% 1/5/2027 C$ 86,520 62,923 67,031 1.62 
 464,105 471,425 11.39 
 Interactive Media & Services 
 Bungie, Inc. (4)(11) L + 6.25% 7.25% 8/28/2024 47,200 46,788 47,200 1.14 
 Internet & Direct Marketing Retail 
 Donuts, Inc. (4)(11) L + 6.00% 7.00% 12/29/2026 326,583 320,874 324,950 7.84 
 IT Services 
 Red River Technology, LLC (4)(7)(11) L + 6.00% 7.00% 5/26/2027 100,800 99,139 99,036 2.39 
 Machinery 
 MHE Intermediate Holdings, LLC (4)(5)(7)(11) L + 5.75% 6.75% 7/21/2027 3,100 3,031 3,029 0.07 
 Oil, Gas & Consumable Fuels 
 Eagle Midstream Canada Finance, Inc. (4)(6)(13) L + 6.25% 7.75% 11/26/2024 150,862 149,435 150,862 3.64 
 Professional Services 
 ALKU, LLC (4)(10) L + 5.25% 6.00% 3/1/2028 79,768 78,998 78,971 1.91 
 ASP Endeavor Acquisition, LLC (4)(5)(9) L + 6.50% 7.00% 5/3/2027 23,940 23,494 23,701 0.57 
 BPPH2 Limited (4)(5)(6)(8) L + 6.75% 6.82% 3/2/2028 £ 25,500 34,366 34,383 0.83 
 Clearview Buyer, Inc. (4)(5)(7)(10) L + 5.25% 6.00% 8/26/2027 16,890 16,503 16,498 0.40 
 HIG Orca Acquisition Holdings, Inc. (4)(5)(7)(11) L + 6.00% 7.00% 6/30/2026 32,492 31,756 31,729 0.77 
 IG Investments Holdings, LLC (4)(5)(7)(10) L + 6.00% 6.75% 9/22/2028 46,000 45,008 45,008 1.09 
 Material Holdings, LLC (4)(5)(7)(10) L + 5.75% 6.50% 8/19/2027 27,201 26,633 26,622 0.64 
 Titan Investment Company, Inc. (4)(5)(8) L + 5.75% 5.88% 3/20/2027 42,580 40,329 42,793 1.03 
 Trinity Air Consultants Holdings Corp. (4)(7)(10) L + 5.25% 6.00% 6/29/2027 63,806 62,222 62,151 1.50 
 359,309 361,856 8.74 
 

 11 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Real Estate Management & Development 
 Cumming Group, Inc. (4)(7)(11) L + 6.00% 7.00% 5/26/2027 73,235 71,761 71,681 1.73 
 Progress Residential PM Holdings, LLC (4)(7)(10) L + 6.25% 7.00% 2/16/2028 70,324 68,690 69,620 1.68 
 140,451 141,301 3.41 
 Road & Rail 
 Gruden Acquisition, Inc. (4)(5)(7)(11) L + 5.50% 6.50% 7/1/2028 25,875 25,135 25,106 0.61 
 Software 
 AxiomSL Group, Inc. (4)(7)(11) L + 6.00% 7.00% 12/3/2027 42,652 41,735 41,676 1.01 
 Connatix Buyer, Inc. (4)(5)(7)(10) L + 6.00% 6.75% 7/14/2027 38,356 37,417 37,382 0.90 
 Diligent Corporation (4)(11) L + 5.75% 6.75% 8/4/2025 59,700 58,961 59,252 1.43 
 Episerver, Inc. (4)(5)(7)(11) L + 5.50% 6.50% 4/9/2026 9,766 9,601 9,589 0.23 
 Experity, Inc. (4)(5)(7)(10) L + 5.50% 6.25% 7/22/2027 8,527 8,344 8,338 0.20 
 GraphPAD Software, LLC - Revolving Term Loan (4)(7)(11) L + 6.00% 7.00% 4/27/2027 531 501 499 0.01 
 GraphPAD Software, LLC (4)(11) L + 5.50% 6.50% 4/27/2027 13,092 12,910 12,961 0.31 
 LD Lower Holdings, Inc. (4)(7)(11) L + 6.50% 7.50% 2/8/2026 89,340 87,618 88,404 2.13 
 Mandolin Technology Intermediate Holdings, Inc. (4)(5)(7)(9) L + 3.75% 4.25% 7/6/2028 8,700 8,561 8,558 0.21 
 MRI Software, LLC (5)(7)(11) L + 5.50% 6.50% 2/10/2026 27,359 27,178 27,340 0.66 
 Relativity ODA, LLC (4)(7)(11) L + 7.50% PIK 8.50% 5/12/2027 28,814 28,083 28,011 0.68 
 Relay Purchaser, LLC (4)(5)(7)(10) L + 6.00% 6.75% 8/30/2028 50,000 48,942 48,929 1.18 
 Spitfire Parent, Inc. (4)(5)(11) L + 5.50% 6.50% 3/11/2027 € 10,474 12,427 12,017 0.29 
 Spitfire Parent, Inc. (4)(7)(11) L + 5.50% 6.50% 3/11/2027 43,890 42,961 43,304 1.05 
 Triple Lift, Inc. (4)(7)(10) L + 5.75% 6.50% 5/6/2028 48,878 47,811 47,746 1.15 
 473,050 474,006 11.44 
 Specialty Retail 
 CustomInk, LLC (4)(11) L + 6.21% 7.21% 5/3/2026 133,125 131,418 131,461 3.17 
 Technology Hardware, Storage & Peripherals 
 Deliver Buyer, Inc. (11) L + 6.25% 7.25% 5/1/2024 49,500 48,491 49,732 1.20 
 Electronics For Imaging, Inc. (8) L + 5.00% 5.08% 7/23/2026 4,695 4,441 4,443 0.11 
 Lytx, Inc. (4)(7)(11) L + 6.50% 7.50% 2/28/2026 74,362 73,419 74,790 1.81 
 126,351 128,965 3.12 
 Trading Companies & Distributors 
 Porcelain Acquisition Corp. (4)(7)(11) L + 6.00% 7.00% 4/30/2027 47,676 45,758 45,700 1.10 
 The Cook & Boardman Group, LLC (11) L + 5.75% 6.75% 10/17/2025 49,847 49,475 49,390 1.19 
 95,233 95,090 2.29 
 

 12 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Transportation Infrastructure 
 Capstone Logistics, LLC (7)(11) L + 4.75% 5.75% 11/12/2027 5,419 5,379 5,445 0.13 
 Frontline Road Safety, LLC (4)(7)(10) L + 5.75% 6.50% 5/3/2027 91,299 89,599 89,473 2.16 
 Helix TS, LLC (4)(5)(7)(10) L + 5.75% 6.50% 8/4/2027 31,641 31,025 31,008 0.75 
 Roadsafe Holdings, Inc. (4)(7)(11) L + 5.75% 6.75% 10/19/2027 42,091 41,044 40,966 0.99 
 Safety Borrower Holdings LP (4)(5)(7)(11) L + 5.75% 6.75% 9/1/2027 4,195 4,145 4,145 0.10 
 Sam Holding Co, Inc. (4)(7)(11) L + 5.50% 6.50% 9/24/2027 38,000 37,020 37,019 0.89 
 Spireon, Inc. (4)(11) L + 6.50% 7.50% 10/4/2024 22,790 22,646 22,790 0.55 
 TRP Infrastructure Services, LLC (4)(7)(11) L + 5.50% 6.50% 7/9/2027 39,784 38,951 38,917 0.94 
 269,809 269,763 6.51 
 Total First Lien Debt $ 7,993,866 $ 8,068,267 194.78 % 
 Second Lien Debt 
 Construction & Engineering 
 COP Home Services TopCo IV, Inc. (4)(5)(11) L + 8.75% 9.75% 12/31/2028 $ 7,517 $ 7,364 $ 7,517 0.18 % 
 Health Care Providers & Services 
 Canadian Hospital Specialties Ltd. (4)(5)(6)(8) 8.75% 8.75% 4/15/2029 C$ 10,533 8,261 8,231 0.20 
 Jayhawk Buyer, LLC (4)(11) L + 8.75% 9.75% 10/15/2027 5,183 5,085 5,118 0.12 
 13,346 13,349 0.32 
 Insurance 
 Jones Deslauriers Insurance Management, Inc. (5)(6)(7)(9) L + 7.50% 8.00% 3/26/2029 C$ 25,495 19,745 20,271 0.49 
 Software 
 Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) L + 6.50% 7.00% 7/6/2029 3,150 3,104 3,103 0.07 
 Total Second Lien Debt $ 43,559 $ 44,240 1.06 % 
 Unsecured Debt 
 Communications Equipment 
 Plantronics, Inc. (5)(6)(8) 4.75% 4.75% 3/1/2029 $ 3,723 $ 3,723 $ 3,492 0.08 % 
 Total Unsecured Debt $ 3,723 $ 3,492 0.08 % 
 Warrants 
 Software 
 Mermaid EquityCo L.P. - Class B Units (4) 4,550,697 $ 865 $ 5,233 0.13 % 
 Total Warrants $ 865 $ 5,233 0.13 % 
 Equity 
 Aerospace & Defense 
 Corfin Holdco, Inc. - Common Stock (4) 2,137,866 $ 4,767 $ 5,131 0.12 % 
 

 13 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 Equity (continued) 
 Air Freight & Logistics 
 AGI Group Holdings LP - A2 Units (4) 902 902 902 0.02 
 Mode Holdings, L.P. - Class A-2 Common Units (4) 5,486,923 5,487 6,036 0.15 
 6,389 6,938 0.17 
 Distributors 
 EIS Acquisition Holdings, LP - Class A Common Units (4) 7,519 1,773 2,123 0.05 
 Diversified Consumer Services 
 Cambium Holdings, LLC - Senior Preferred Interests (4) 9,839 12,318 12,315 0.30 
 Health Care Equipment & Supplies 
 GCX Corporation Group Holdings, L.P. - Class A-2 Units (4) 500 500 500 0.01 
 Health Care Providers & Services 
 Jayhawk Holdings, LP - A-1 Common Units (4) 2,201 392 442 0.01 
 Jayhawk Holdings, LP - A-2 Common Units (4) 1,185 211 238 0.01 
 603 680 0.02 
 Professional Services 
 OHCP V TC COI, LP. - LP Interest (4) 3,500,000 3,500 3,500 0.08 
 Software 
 Connatix Parent, LLC - Class L Common Units (4) 42,045 462 462 0.01 
 Mandolin Technology Holdings, Inc.- Series A Preferred Shares (4) 3,150 3,058 3,056 0.07 
 Mermaid Equity Co. L.P. - Class A-2 Common Units (4) 14,849,355 14,849 31,184 0.75 
 18,369 34,702 0.83 
 Specialty Retail 
 CustomInk, LLC - Series A Preferred Units (4) 384,520 5,200 5,003 0.12 
 Transportation Infrastructure 
 Frontline Road Safety Investments, LLC - Class A Common Units (4) 27,536 2,909 3,442 0.08 % 
 Ncp Helix Holdings, LLC. - Preferred Shares (4) 369 372 372 0.01 % 
 3,281 3,814 0.09 
 Total Equity Investments $ 56,700 $ 74,706 1.79 % 
 Total Investments - non-controlled/non-affiliated $ 8,098,713 $ 8,195,938 197.84 % 
 
 

 14 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 Investments - non-controlled/affiliated 
 Equity 
 Insurance 
 Blackstone Donegal Holdings LP - LP Interests (Westland Insurance Group LTD) (4)(5)(6)(14) $ 26,608 $ 27,109 0.65 % 
 Total Equity $ 26,608 $ 27,109 0.65 % 
 Total Investments - non-controlled/affiliated $ 26,608 $ 27,109 0.65 % 
 Total Investment Portfolio $ 8,125,321 $ 8,223,047 198.49 % 
 Cash and Cash Equivalents 
 Other Cash and Cash Equivalents $ 259,620 $ 259,620 6.27 % 
 Total Cash and Cash Equivalents $ 259,620 $ 259,620 6.27 % 
 Total Portfolio Investments, Cash and Cash Equivalents $ 8,384,941 $ 8,482,667 204.76 % 

 
 
 (1) Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. The total par amount is presented for debt investments, while the number of shares or units owned is presented for equity investments. Each of the Company’s investments is pledged as collateral, under one or more of its credit facilities unless otherwise indicated. 
 (2) Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of September 30, 2021. As of September 30, 2021, the reference rates for our variable rate loans were the 30-day L at 0.08%, the 90-day L at 0.13% and the 180-day L at 0.16% and P at 3.25%. Variable rate loans typically include an interest reference rate floor feature, which is generally 1.00%. As of September 30, 2021, 93.0% of the portfolio at fair value had a base rate floor above zero. 
 (3) The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). 
 (4) These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Board of Trustees (the "Board") (see Note 2 and Note 5), pursuant to the Company’s valuation policy. 
 (5) These debt investments are not pledged as collateral under any of the Company's credit facilities. For other debt investments that are pledged to the Company's credit facilities, a single investment may be divided into parts that are individually pledged as collateral to separate credit facilities. 
 (6) The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2021, non-qualifying assets represented 12.6% of total assets as calculated in accordance with regulatory requirements. 
 (7) Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value results from unamortized fees, which are capitalized to the investment cost. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments (all commitments are first lien, unless otherwise noted): 
 
 Investments—non-controlled/non-affiliated Commitment Type Commitment
Expiration Date Unfunded
Commitment Fair
Value 
 First and Second Lien Debt 
 ACI Group Holdings, Inc. Delayed Draw Term Loan 8/2/2023 $ 40,224 $ — 
 ACI Group Holdings, Inc. Revolver 8/2/2027 11,567 (231) 
 ADCS Clinics Intermediate Holdings, LLC Delayed Draw Term Loan 5/7/2023 3,196 — 
 ADCS Clinics Intermediate Holdings, LLC Revolver 5/7/2027 1,301 (26) 
 AGI-CFI Holdings, Inc. Delayed Draw Term Loan 6/11/2023 22,700 — 
 Albireo Energy, LLC Delayed Draw Term Loan 6/23/2022 33,799 — 
 Alera Group, Inc. Delayed Draw Term Loan 9/30/2028 830 — 
 Ascend Buyer, LLC Revolver 9/30/2027 1,940 (39) 
 AxiomSL Group, Inc. Delayed Draw Term Loan 12/3/2027 2,949 (59) 
 AxiomSL Group, Inc. Revolver 12/3/2025 3,221 (64) 
 

 15 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments—non-controlled/non-affiliated Commitment Type Commitment
Expiration Date Unfunded
Commitment Fair
Value 
 First and Second Lien Debt (continued) 
 Barbri , Inc. Delayed Draw Term Loan 4/28/2023 18,834 — 
 Bazaarvoice, Inc. Delayed Draw Term Loan 11/7/2022 38,288 — 
 Bazaarvoice, Inc. Revolver 5/7/2026 28,662 — 
 Benefytt Technologies, Inc. Delayed Draw Term Loan 8/12/2023 2,985 (30) 
 Cambium Learning Group, Inc. Revolver 7/20/2028 43,592 — 
 Canadian Hospital Specialties Ltd. Delayed Draw Term Loan 4/14/2023 5,754 — 
 Canadian Hospital Specialties Ltd. Revolver 4/14/2027 2,877 — 
 Capstone Logistics, LLC Delayed Draw Term Loan 11/12/2027 547 — 
 Clearview Buyer, Inc. Delayed Draw Term Loan 8/26/2024 3,668 — 
 Clearview Buyer, Inc. Revolver 2/26/2027 898 (18) 
 Connatix Buyer, Inc. Delayed Draw Term Loan 7/14/2023 10,900 (109) 
 Connatix Buyer, Inc. Revolver 7/14/2027 4,888 — 
 COP Home Services TopCo IV, Inc. Revolver 12/31/2025 1,608 — 
 Cumming Group, Inc. Delayed Draw Term Loan 5/26/2027 2,209 — 
 Cumming Group, Inc. Revolver 5/26/2027 4,475 — 
 Dana Kepner Company, LLC Delayed Draw Term Loan 12/29/2021 26,920 — 
 DCA Investment Holdings, LLC Delayed Draw Term Loan 3/12/2023 5,142 — 
 Emergency Power Holdings, LLC Delayed Draw Term Loan 8/17/2023 18,700 — 
 Episerver, Inc. Revolver 4/9/2026 2,064 (31) 
 Experity, Inc. Revolver 7/22/2027 948 (19) 
 Frontline Road Safety, LLC - A Delayed Draw Term Loan 5/3/2027 3,419 — 
 Frontline Road Safety, LLC - B Delayed Draw Term Loan 5/3/2022 26,351 — 
 Galway Borrower, LLC Delayed Draw Term Loan 9/30/2023 50,886 (509) 
 Galway Borrower, LLC Revolver 9/30/2027 19,017 (380) 
 GCX Corporation Buyer, LLC Delayed Draw Term Loan 9/13/2023 7,500 — 
 GI Consilio Parent, LLC Revolver 5/14/2026 4,200 — 
 GraphPAD Software, LLC Revolver 4/27/2027 1,593 — 
 Gruden Acquisition, Inc. Delayed Draw Term Loan 7/1/2023 3,750 (47) 
 Gruden Acquisition, Inc. Revolver 7/1/2026 3,000 (75) 
 Healthcomp Holding Company, LLC Delayed Draw Term Loan 4/27/2022 20,754 (259) 
 Helix TS, LLC Delayed Draw Term Loan 8/3/2023 21,052 — 
 HIG Orca Acquisition Holdings, Inc. Delayed Draw Term Loan 8/17/2023 6,210 (62) 
 HIG Orca Acquisition Holdings, Inc. Revolver 8/17/2027 2,591 — 
 High Street Buyer, Inc. - B Delayed Draw Term Loan 4/16/2028 3,579 (451) 
 High Street Buyer, Inc. Revolver 4/16/2027 24,797 (45) 
 IG Investments Holdings, LLC Revolver 9/22/2027 3,583 (72) 
 Integrity Marketing Acquisition, LLC Delayed Draw Term Loan 8/27/2025 62,530 — 
 Jayhawk Buyer, LLC Delayed Draw Term Loan 10/15/2021 6,652 — 
 Jones Deslauriers Insurance Management, Inc. Delayed Draw Term Loan 3/28/2022 15,248 — 
 Jones Deslauriers Insurance Management, Inc. (2nd Lien) Delayed Draw Term Loan 3/28/2022 2,441 — 
 L&S Mechanical Acquisition, LLC Delayed Draw Term Loan 9/1/2022 4,088 — 
 LD Lower Holdings, Inc. Delayed Draw Term Loan 2/8/2023 19,979 — 
 Linquest Corp. Delayed Draw Term Loan 1/27/2023 4,975 (50) 
 Lytx, Inc. Delayed Draw Term Loan 2/28/2022 11,174 — 
 Mandolin Technology Intermediate Holdings, Inc. Revolver 7/30/2026 1,200 — 
 Material Holdings, LLC Delayed Draw Term Loan 8/19/2023 3,533 — 
 Material Holdings, LLC Revolver 8/17/2027 1,766 (35) 
 

 16 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 
 Investments—non-controlled/non-affiliated Commitment Type Commitment
Expiration Date Unfunded
Commitment Fair
Value 
 First and Second Lien Debt (continued) 
 Maverick Acquisition, Inc. Delayed Draw Term Loan 6/1/2023 8,715 (87) 
 MHE Intermediate Holdings, LLC Delayed Draw Term Loan 7/21/2023 382 — 
 MHE Intermediate Holdings, LLC Revolver 7/21/2027 268 (5) 
 MRI Software, LLC Delayed Draw Term Loan 1/31/2022 829 — 
 MRI Software, LLC Revolver 2/10/2026 1,516 — 
 Navigator Acquiror, Inc. Delayed Draw Term Loan 7/16/2023 65,988 — 
 NDC Acquisition Corp. Revolver 3/9/2027 2,697 — 
 NMC Crimson Holdings, Inc. Delayed Draw Term Loan 3/1/2023 31,400 (471) 
 Omni Intermediate Holdings, LLC Revolver 12/30/2025 188 — 
 Porcelain Acquisition Corp. Delayed Draw Term Loan 4/30/2022 22,627 (665) 
 Progress Residential PM Holdings, LLC Delayed Draw Term Loan 2/16/2022 16,623 — 
 Qualus Power Services Corp. Delayed Draw Term Loan 3/26/2023 12,359 — 
 R1 Holdings, LLC Delayed Draw Term Loan 4/19/2022 12,341 — 
 Radwell International, LLC Delayed Draw Term Loan 7/13/2023 9,740 — 
 Radwell International, LLC Revolver 7/13/2027 7,906 — 
 Red River Technology, LLC Delayed Draw Term Loan 5/26/2023 31,888 — 
 Relativity ODA, LLC Revolver 5/12/2027 3,292 (82) 
 Relay Purchaser, LLC Revolver 8/30/2026 7,143 (71) 
 Roadsafe Holdings, Inc. Delayed Draw Term Loan 10/19/2021 28,317 (283) 
 Safety Borrower Holdings LP Delayed Draw Term Loan 9/1/2022 932 — 
 Safety Borrower Holdings LP Revolver 9/1/2027 373 (4) 
 Sam Holding Co, Inc. Delayed Draw Term Loan 9/24/2023 34,000 — 
 Sam Holding Co, Inc. Revolver 3/24/2027 6,000 (120) 
 Sciens Building Solutions, LLC Delayed Draw Term Loan 6/1/2027 14,427 — 
 Sciens Building Solutions, LLC Revolver 6/1/2027 5,850 (73) 
 SEKO Global Logistics Network, LLC Delayed Draw Term Loan 12/30/2022 800 (11) 
 SEKO Global Logistics Network, LLC Revolver 12/30/2026 346 — 
 Snoopy Bidco, Inc. Delayed Draw Term Loan 6/1/2023 17,440 — 
 SpecialtyCare, Inc. Delayed Draw Term Loan 9/18/2021 1,260 — 
 SpecialtyCare, Inc. Revolver 6/18/2026 1,047 — 
 Spitfire Parent, Inc. Delayed Draw Term Loan 9/4/2022 14,755 (148) 
 Tailwind Colony Holding Corporation Delayed Draw Term Loan 2/10/2022 7,584 — 
 TCFI AEVEX, LLC Delayed Draw Term Loan 12/31/2021 1,579 — 
 TCFI AEVEX, LLC Delayed Draw Term Loan 12/31/2021 30,445 (304) 
 Tennessee Bidco Limited Delayed Draw Term Loan 8/3/2028 57,134 — 
 Trinity Air Consultants Holdings Corp. Delayed Draw Term Loan 6/29/2023 24,085 (241) 
 Trinity Air Consultants Holdings Corp. Revolver 6/29/2027 6,881 — 
 Triple Lift, Inc. Revolver 5/6/2028 7,698 (154) 
 TRP Infrastructure Services, LLC Delayed Draw Term Loan 1/9/2023 7,101 (71) 
 USALCO, LLC Delayed Draw Term Loan 6/1/2022 11,295 (282) 
 Westland Insurance Group LTD Delayed Draw Term Loan 7/5/2022 17,767 — 
 WHCG Purchaser III, Inc. Delayed Draw Term Loan 6/22/2023 21,890 (219) 
 WHCG Purchaser III, Inc. Revolver 6/22/2026 6,723 (134) 
 Total Unfunded Commitments $ 1,243,185 $ (6,036) 

 
 
 (8) There are no interest rate floors on these investments. 
 (9) The interest rate floor on these investments as of September 30, 2021 was 0.50%. 
 (10) The interest rate floor on these investments as of September 30, 2021 was 0.75%. 
 (11) The interest rate floor on these investments as of September 30, 2021 was 1.00%. 
 (12) The interest rate floor on these investments as of September 30, 2021 was 1.25%. 
 17 

 Table of Contents 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
September 30, 2021
(in thousands) 
(Unaudited) 

 (13) The interest rate floor on these investments as of September 30, 2021 was 1.50%. 
 (14) Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act” ), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of September 30, 2021, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of September 30, 2021, the Company’s non-controlled/affiliated investments were as follows: 
 
 
 
 Fair value
as of December 31, 2020 Gross Additions Gross Reductions Change in Unrealized Gains (Losses) Fair value
as of September 30, 2021 Dividend and Interest Income 
 Non-controlled/Affiliated Investments 
 Blackstone Donegal Holdings LP $ — $ 26,608 $ — $ 501 $ 27,109 $ — 
 Total $ — $ 26,608 $ — $ 501 $ 27,109 $ — 

 
 
 The accompanying notes are an integral part of these consolidated financial statements. 
 
 
 18 

 
 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments
December 31, 2020
(in thousands) 

 
 Investments—non-controlled/non-affiliated (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt 
 Aerospace & Defense 
 Corfin Holdings, Inc. (4)(9) L + 6.00% 7.00% 2/5/2026 $ 203,463 $ 200,008 $ 202,954 6.21 % 
 MAG DS Corp (9) L + 5.50% 6.50% 4/1/2027 87,607 79,610 83,884 2.57 
 TCFI AEVEX, LLC (4)(7)(9) L + 6.00% 7.00% 3/18/2026 102,020 100,089 100,868 3.09 
 379,707 387,706 11.87 
 Air Freight & Logistics 
 Livingston International Inc. (4)(6)(9) L + 5.75% 6.75% 4/30/2026 122,138 118,447 121,527 3.72 
 Mode Purchaser, Inc. (4)(9) L + 6.25% 7.25% 12/9/2026 176,988 173,986 171,235 5.24 
 Omni Intermediate Holdings, LLC (4)(5)(7)(9) L + 5.00% 6.00% 12/30/2026 5,000 4,875 4,875 0.15 
 Omni Intermediate Holdings, LLC - Revolving Term Loan (4)(5)(7)(9) L + 5.00% 6.00% 12/30/2025 42 28 28 — 
 R1 Holdings, LLC (4)(7)(9) L + 6.00% 7.06% 1/2/2026 57,669 56,856 57,093 1.75 
 354,192 354,758 10.86 
 Building Products 
 Jacuzzi Brands, LLC (4)(9) L + 6.50% 7.50% 2/25/2025 99,228 97,922 95,755 2.93 
 Latham Pool Products, Inc. (8) L + 6.00% 6.15% 6/18/2025 49,193 47,888 49,117 1.50 
 Lindstrom, LLC (4)(9) L + 6.25% 7.25% 4/7/2025 129,650 127,891 127,057 3.89 
 The Wolf Organization, LLC (4)(9) L + 6.50% 7.50% 9/3/2026 95,750 94,204 96,707 2.96 
 Windows Acquisition Holdings, Inc. (4)(5)(9) L + 6.50% 7.50% 12/29/2026 62,996 61,737 61,736 1.89 
 Windows Acquisition Holdings, Inc. - Revolving Term Loan (4)(5)(7)(9) L + 6.50% 7.50% 12/29/2025 4,620 4,620 4,620 0.14 
 434,262 434,992 13.31 
 Capital Markets 
 Advisor Group Holdings, Inc. (8) L + 5.00% 5.15% 7/31/2026 6,430 5,981 6,390 0.20 
 Chemicals 
 DCG Acquisition Corp. (4)(7)(9) L + 7.50% 8.50% 9/30/2026 39,800 38,886 39,402 1.21 
 LSF11 Skyscraper US Bidco 2, LLC (4)(6)(9) L + 5.50% 6.50% 9/29/2027 106,878 101,786 106,344 3.25 
 LSF11 Skyscraper Holdco S.à r.l, LLC (4)(6)(9) L + 5.50% 6.50% 9/29/2027 335 319 334 0.01 
 Polymer Additives, Inc. (8) L + 6.00% 6.21% 7/31/2025 29,452 28,400 24,726 0.76 
 USALCO, LLC (4)(7)(10) L + 7.25% 8.50% 6/1/2026 166,751 162,734 168,553 5.16 
 USALCO, LLC (4)(9) L + 6.50% 7.50% 6/1/2026 35,693 34,979 34,979 1.07 
 VDM Buyer, Inc. (4)(8) L + 6.75% 6.97% 4/22/2025 € 24,023 26,651 28,512 0.87 
 VDM Buyer, Inc. (4)(8) L + 6.75% 6.97% 4/22/2025 63,089 62,184 61,197 1.87 
 455,939 464,046 14.20 
 

 19 

 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments 
December 31, 2020
(in thousands) 

 
 Investments—non-controlled/non-affiliated (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Commercial Services & Supplies 
 Veregy Consolidated, Inc. (9) L + 6.00% 7.00% 11/3/2027 20,000 19,413 19,850 0.61 
 JSS Holdings, Inc. (4)(9) L + 6.25% 7.25% 12/17/2027 327,174 322,295 322,266 9.86 
 The Action Environmental Group, Inc. (4)(7)(10) L + 6.00% 7.25% 1/16/2026 118,275 116,101 113,544 3.47 
 457,809 455,660 13.94 
 Construction & Engineering 
 Brand Industrial Services, Inc. (9) L + 4.25% 5.25% 6/21/2024 7,884 7,317 7,706 0.24 
 COP Home Services TopCo IV, Inc. (4)(5)(7)(9) L + 5.00% 6.00% 12/31/2027 16,162 15,482 15,482 0.47 
 IEA Energy Services, LLC (8) L + 6.75% 7.00% 9/25/2024 30,517 29,556 30,466 0.93 
 52,355 53,654 1.64 
 Distributors 
 Bution Holdco 2, Inc. (4)(9) L + 6.25% 7.25% 10/17/2025 123,438 121,467 120,969 3.70 
 Dana Kepner Company, LLC (4)(7)(9) L + 6.25% 7.25% 12/29/2026 71,667 70,236 70,234 2.15 
 EIS Buyer, LLC (4)(11) L + 6.25% 7.75% 9/30/2025 81,984 80,687 79,524 2.43 
 Fastlane Parent Company, Inc. (8) L + 4.50% 4.65% 2/4/2026 12,481 12,285 12,450 0.38 
 PSS Industrial Group Corp. (11) L + 6.00% 7.50% 4/10/2025 56,162 53,161 39,875 1.22 
 SEKO Global Logistics Network, LLC (4)(5)(7)(9) L + 5.00% 6.00% 12/30/2026 4,700 4,609 4,608 0.14 
 Tailwind Colony Holding Corporation (4)(9) L + 7.50% 8.50% 11/13/2024 33,045 32,698 31,971 0.98 
 Unified Door & Hardware Group, LLC (4)(9) L + 6.25% 7.25% 6/30/2025 91,063 89,440 91,063 2.79 
 464,583 450,695 13.79 
 Diversified Financial Services 
 SelectQuote, Inc. (4)(9) L + 6.00% 7.00% 11/5/2024 59,714 58,153 60,311 1.85 
 Electrical Equipment 
 Shoals Holdings, LLC (4)(9) L + 3.25% 4.25% 11/25/2026 149,687 145,982 145,944 4.47 
 Electronic Equipment, Instruments & Components 
 Albireo Energy, LLC (4)(5)(7)(9) L + 6.00% 7.00% 12/23/2026 111,978 108,911 108,899 3.34 
 Convergeone Holdings, Inc. (8) L + 5.00% 5.15% 1/4/2026 14,617 14,187 13,849 0.42 
 123,098 122,748 3.76 
 Energy Equipment & Services 
 Abaco Energy Technologies, LLC (4)(11) L + 7.00% 8.50% 10/4/2024 58,246 56,934 53,877 1.65 
 Tetra Technologies, Inc. (4)(6)(9) L + 6.25% 7.25% 9/10/2025 23,296 23,174 21,666 0.66 
 80,108 75,543 2.31 
 Health Care Equipment & Supplies 
 Lifescan Global Corporation (8) L + 6.00% 6.23% 10/1/2024 5,797 5,633 5,537 0.17 
 Surgical Specialties Corp (US) Inc. (4)(6)(8) L + 5.00% 5.25% 5/7/2025 32,998 32,036 32,997 1.01 
 37,669 38,535 1.18 
 

 20 

 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments 
December 31, 2020
(in thousands) 

 
 Investments—non-controlled/non-affiliated (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Health Care Providers & Services 
 Epoch Acquisition, Inc. (4)(9) L + 6.75% 7.75% 10/4/2024 24,813 24,598 24,689 0.76 
 Healthcomp Holding Company, LLC (4)(5)(7)(9) L + 6.00% 7.00% 10/27/2026 87,300 84,901 84,827 2.60 
 Jayhawk Buyer, LLC (4)(7)(9) L + 5.75% 6.75% 10/15/2026 107,884 105,283 105,187 3.22 
 Monroe Capital Holdings, LLC (4)(7)(9) L + 6.75% 7.75% 9/8/2026 107,359 105,317 106,286 3.25 
 Odyssey Holding Company, LLC (4)(9) L + 5.75% 6.75% 11/16/2025 18,898 18,680 18,898 0.58 
 The GI Alliance Management, LLC (4)(7)(9) L + 6.25% 7.25% 11/4/2024 189,409 184,953 180,127 5.51 
 523,732 520,014 15.92 
 Health Care Technology 
 Edifecs, Inc. (4)(9) L + 7.50% 8.50% 9/21/2026 263,008 256,739 259,063 7.93 
 Project Ruby Ultimate Parent Corp (4)(9) L + 4.25% 5.25% 2/9/2024 30,000 29,550 30,075 0.92 
 286,289 289,138 8.85 
 Hotels, Restaurants & Leisure 
 Excel Fitness Holdings, Inc (9) L + 5.25% 6.25% 10/7/2025 46,588 44,918 42,939 1.31 
 Industrial Conglomerates 
 Tailwind Smith Cooper Intermediate Corporation (8) L + 5.00% 5.15% 5/28/2026 30,682 29,746 29,190 0.89 
 Insurance 
 Integrity Marketing Acquisition, LLC (4)(5)(7)(9) L + 6.25% 7.25% 8/27/2025 32,651 31,962 31,902 0.98 
 SG Acquisition, Inc. (4)(8) L + 5.75% 5.90% 1/27/2027 102,895 101,111 101,352 3.10 
 133,073 133,254 4.08 
 Interactive Media & Services 
 Bungie, Inc. (4)(9) L + 6.25% 7.25% 8/28/2024 47,200 46,683 47,200 1.44 
 Internet & Direct Marketing Retail 
 Shutterfly, Inc. (9) L + 6.00% 7.00% 9/25/2026 26,457 24,488 26,386 0.81 
 Donuts, Inc. (4)(7)(9) L + 6.00% 7.00% 12/29/2026 381,538 373,918 373,908 11.44 
 398,405 400,294 12.25 
 IT Services 
 Ahead Data Blue, LLC (9) L + 5.00% 6.00% 10/13/2027 13,207 12,180 13,025 0.40 
 Park Place Technologies, LLC (9) L + 5.00% 6.00% 11/10/2027 45,000 43,232 43,350 1.33 
 55,412 56,375 1.73 
 Machinery 
 Apex Tool Group, LLC (10) L + 5.25% 6.50% 8/1/2024 53,301 52,194 52,845 1.62 
 Oil, Gas & Consumable Fuels 
 Eagle Midstream Canada Finance, Inc (4)(6)(11) L + 6.25% 7.75% 11/26/2024 150,862 149,099 148,599 4.55 
 Paper & Forest Products 
 Pixelle Specialty Solutions, LLC (9) L + 6.50% 7.50% 10/31/2024 14,380 14,146 14,373 0.44 
 Personal Products 
 Paula's Choice Holdings, Inc. (4)(9) L + 6.25% 7.25% 11/17/2025 55,000 53,523 53,488 1.64 
 

 21 

 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments 
December 31, 2020
(in thousands) 

 
 Investments—non-controlled/non-affiliated (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 First Lien Debt (continued) 
 Professional Services 
 APFS Staffing Holdings, Inc. (8) L + 4.75% 4.90% 4/15/2026 18,201 17,922 17,916 0.55 
 GI Revelation Acquisition LLC (8) L + 5.00% 5.15% 4/16/2025 32,163 29,987 31,681 0.97 
 Minotaur Acquisition, Inc. (8) L + 5.00% 5.15% 3/27/2026 33,180 31,782 32,641 1.00 
 Titan Investment Company, Inc. (4)(5)(8) L + 5.75% 5.99% 3/20/2027 42,892 40,812 42,356 1.30 
 VT Topco, Inc. (8) L + 3.50% 3.65% 8/1/2025 4,866 4,562 4,811 0.15 
 125,065 129,405 3.97 
 Software 
 LD Intermediate Holdings, Inc. (4)(9) L + 5.88% 6.88% 12/9/2022 17,105 16,633 17,041 0.52 
 MRI Software, LLC (4)(5)(7)(9) L + 5.50% 6.50% 2/10/2026 22,329 22,081 22,220 0.68 
 PaySimple, Inc. (4)(7)(8) L + 5.50% 5.65% 8/23/2025 53,058 51,710 51,824 1.58 
 Vero Parent, Inc. (9) L + 6.00% 7.00% 8/16/2024 45,528 41,661 45,598 1.40 
 132,085 136,683 4.18 
 Specialty Retail 
 CustomInk, LLC (4)(9) L + 6.21% 7.21% 5/3/2026 133,125 131,139 130,130 3.98 
 Spencer Spirit Holdings, Inc. (8) L + 6.00% 6.15% 6/19/2026 45,037 42,941 44,896 1.38 
 174,080 175,026 5.36 
 Technology Hardware, Storage & Peripherals 
 Deliver Buyer, Inc. (4)(9) L + 6.25% 7.25% 5/1/2024 49,875 48,564 50,187 1.54 
 Electronics For Imaging, Inc. (8) L + 5.00% 5.15% 7/23/2026 34,650 32,723 29,788 0.90 
 Lytx, Inc. (4)(7)(9) L + 6.00% 7.00% 2/28/2026 69,313 68,327 69,146 2.12 
 149,614 149,121 4.56 
 Trading Companies & Distributors 
 The Cook & Boardman Group, LLC (9) L + 5.75% 6.75% 10/17/2025 50,233 49,859 48,035 1.47 
 Transportation Infrastructure 
 Capstone Logistics, LLC (5)(7)(9) L + 4.75% 5.75% 11/12/2027 3,053 3,020 3,094 0.09 
 Spireon, Inc. (4)(9) L + 6.50% 7.50% 10/4/2024 22,961 22,780 22,847 0.70 
 25,800 25,941 0.79 
 Total First Lien Debt $ 5,493,561 $ 5,502,899 168.40 % 
 Second Lien Debt 
 Construction & Engineering 
 COP Home Services TopCo IV, Inc. (4)(5)(9) L + 8.75% 9.75% 12/31/2028 $ 6,061 $ 5,925 $ 5,925 0.18 % 
 Health Care Technology 
 Project Ruby Ultimate Parent Corp (4)(5)(9) L + 8.25% 9.25% 2/10/2025 17,900 17,542 18,079 0.55 
 IT Services 
 WEB.COM Group, Inc. (8) L + 7.75% 7.90% 10/9/2026 15,098 14,485 14,488 0.45 
 Software 
 Epicor Software Corp. (5)(9) L + 7.75% 8.75% 7/31/2028 11,186 11,027 11,707 0.36 
 Total Second Lien Debt $ 48,979 $ 50,199 1.54 % 
 
 

 22 

 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments 
December 31, 2020
(in thousands) 

 
 Investments—non-controlled/non-affiliated (1) Reference Rate
and Spread Interest Rate (2) Maturity
Date Par
Amount/Units Cost (3) Fair
Value Percentage
of Net Assets 
 Warrants 
 Software 
 Mermaid EquityCo L.P. - Class B Units (4) 4,550,697 $ 865 $ 865 0.03 % 
 Total Warrants $ 865 $ 865 0.03 % 
 Equity 
 Aerospace & Defense 
 Corfin Holdco, Inc. - Common Stock (4) 2,137,866 $ 4,767 $ 4,767 0.15 % 
 Air Freight & Logistics 
 Mode Holdings, L.P. - Class A-2 Common Units (4) 5,486,923 5,487 5,487 0.17 
 Distributor 
 EIS Acquisition Holdings, LP - Class A Common Units (4) 7,519 1,773 1,873 0.06 
 Software 
 Mermaid EquityCo L.P. - Class A-2 Common Units (4) 
 14,849,355 14,850 14,849 0.45 
 Specialty Retail 
 CustomInk, LLC - Series A Preferred Units (4) 384,520 5,200 5,003 0.15 
 Total Equity Investments $ 32,077 $ 31,979 0.98 % 
 Total Investment Portfolio $ 5,575,482 $ 5,585,942 170.94 % 
 Cash and Cash Equivalents 
 State Street Institutional U.S. Government Money Market Fund $ 29,427 $ 29,427 0.90 % 
 Other Cash and Cash Equivalents 188,566 188,566 5.77 
 Total Cash and Cash Equivalents $ 217,993 $ 217,993 6.67 % 
 Total Portfolio Investments, Cash and Cash Equivalents $ 5,793,475 $ 5,803,935 177.61 % 

 (1) Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of December 31, 2020, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of December 31, 2020, the Company is not an “affiliated person” of any of its portfolio companies. The total par amount is presented for debt investments, while the number of shares or units owned is presented for equity investments. Each of the Company’s investments is pledged as collateral, under one or more of its credit facilities unless otherwise indicated. 
 (2) Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2020. As of December 31, 2020, the reference rates for our variable rate loans were the 30-day L at 0.14%, the 90-day L at 0.24% and the 180-day L at 0.26% and P at 3.25%. Variable rate loans typically include an interest reference rate floor feature, which is generally 1.00%. As of December 31, 2020, 88.0% of the debt portfolio at fair value had an interest rate floor above zero. 
 (3) The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). 
 (4) These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Board (see Note 2 and Note 5), pursuant to the Company’s valuation policy. 
 (5) These debt investments are not pledged as collateral under any of the Company's credit facilities. For other debt investments that are pledged to the Company's credit facilities, a single investment may be divided into parts that are individually pledged as collateral to separate credit facilities. 
 (6) The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2020, non-qualifying assets represented 9.7% of total assets as calculated in accordance with regulatory requirements. 
 23 

 Table of Contents 
 
 Blackstone Secured Lending Fund
Consolidated Schedule of Investments 
December 31, 2020
(in thousands) 

 (7) Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value results from unamortized fees, which are capitalized to the investment cost. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments: 
 
 Investments—non-controlled/non-affiliated Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value 
 First Lien Debt 
 Albireo Energy, LLC - Delayed Draw A Delayed Draw Term Loan 2/21/2021 $ 25,404 $ (254) 
 Albireo Energy, LLC - Delayed Draw B Delayed Draw Term Loan 6/23/2022 45,043 (450) 
 Albireo Energy, LLC Revolver 12/23/2026 9,009 (135) 
 Capstone Logistics, LLC Delayed Draw Term Loan 11/12/2027 547 — 
 COP Home Services TopCo IV, Inc. Delayed Draw Term Loan 12/31/2022 3,328 (92) 
 COP Home Services TopCo IV, Inc. Revolver 12/31/2025 1,941 (63) 
 Dana Kepner Company, LLC Delayed Draw Term Loan 12/29/2021 29,861 — 
 DCG Acquisition Corporation Delayed Draw Term Loan 6/30/2021 50,000 — 
 Donuts, Inc. Revolver 12/29/2026 10,598 — 
 Healthcomp Holding Company, LLC Delayed Draw Term Loan 4/27/2022 23,280 (291) 
 Integrity Marketing Acquisition, LLC Delayed Draw Term Loan 2/7/2022 17,267 — 
 Jayhawk Buyer, LLC Delayed Draw Term Loan 10/15/2021 25,173 — 
 Lytx, Inc. Delayed Draw Term Loan 2/28/2022 16,761 (168) 
 Monroe Capital Holdings, LLC Delayed Draw Term Loan 6/8/2022 22,269 — 
 MRI Software, LLC Delayed Draw Term Loan 1/31/2022 6,055 (15) 
 MRI Software, LLC Revolver 2/10/2026 1,516 (38) 
 Omni Intermediate Holdings, LLC Delayed Draw Term Loan 12/30/2021 3,250 — 
 Omni Intermediate Holdings, LLC Revolver 12/30/2025 514 — 
 PaySimple, Inc. Delayed Draw Term Loan 8/23/2025 8,652 — 
 R1 Holdings, LLC Delayed Draw Term Loan 1/2/2021 6,851 — 
 SEKO Global Logistics Network, LLC Delayed Draw Term Loan 12/30/2022 800 (12) 
 SEKO Global Logistics Network, LLC Revolver 12/30/2026 600 (9) 
 TCFI AEVEX, LLC Delayed Draw Term Loan 12/31/2021 13,158 (132) 
 The Action Environmental Group, Inc. Delayed Draw Term Loan 4/16/2021 7,992 — 
 The GI Alliance Management, LLC Delayed Draw Term Loan 5/3/2022 85,236 (852) 
 USALCO, LLC Delayed Draw Term Loan 6/1/2022 11,295 (282) 
 Windows Acquisition Holdings, Inc. Revolver 12/29/2025 5,880 — 
 Total First Lien Debt Unfunded Commitments $ 432,280 $ (2,793) 

 
 
 (8) There are no interest rate floors on these investments. 
 (9) The interest rate floor on these investments as of December 31, 2020 was 1.00%. 
 (10) The interest rate floor on these investments as of December 31, 2020 was 1.25%. 
 (11) The interest rate floor on these investments as of December 31, 2020 was 1.50%. 
 The accompanying notes are an integral part of these consolidated financial statements. 
 24 

 
 Table of Contents 

 Blackstone Secured Lending Fund 
 Notes to Consolidated Financial Statements 
 (Unaudited) 
 (in thousands, except per share data, percentages and as otherwise noted) 
 
 
 
 Note 1. Organization 
 Blackstone Secured Lending Fund (together with its consolidated subsidiaries, the “ Company ”), is a Delaware statutory trust formed on March 26, 2018, and structured as an externally managed, non-diversified closed-end investment company. On October 26, 2018, the Company elected to be regulated as a business development company (“ BDC ”) under the Investment Company Act of 1940, as amended (the “ 1940 Act ”). In addition, the Company elected to be treated for U.S. federal income tax purposes, as a regulated investment company (“ RIC ”), as defined under Subchapter M of the Internal Revenue Code of 1986, as amended (the “ Code ”). The Company also intends to continue to comply with the requirements prescribed by the Code in order to maintain tax treatment as a RIC. 
 The Company’s investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation. The Company seeks to achieve its investment objective primarily through originated loans and other securities, including syndicated loans, of private U.S. companies, typically in the form of first lien senior secured and unitranche loans (including first out/last out loans), and to a lesser extent, second lien, third lien, unsecured and subordinated loans and other debt and equity securities. 
 The Company is externally managed by Blackstone Credit BDC Advisors LLC (the “ Adviser ”). Blackstone Alternative Credit Advisors LP (the “ Administrator ” and, collectively with its affiliates in the credit-focused business of Blackstone Inc. (" Blackstone "), “ Blackstone Credit ,” which, for the avoidance of doubt, excludes Harvest Fund Advisors LLC and Blackstone Insurance Solutions) provides certain administrative and other services necessary for the Company to operate pursuant to an administration agreement (the “ Administration Agreement ”). Blackstone Credit is part of the credit-focused platform of Blackstone and is the primary part of its credit reporting segment. 
 The Company previously conducted a private offering (the “ Private Offering ”) of its common shares of beneficial interest (i) to accredited investors, as defined in Regulation D under the Securities Act of 1933, as amended (the “ 1933 Act ”), and (ii) in the case of shares sold outside the United States, to persons that are not “U.S. persons,” as defined in Regulation S under the 1933 Act, in reliance on exemptions from the registration requirements of the 1933 Act. At each closing of the Private Offering, each investor made a capital commitment (“ Capital Commitment ”) to purchase shares of the beneficial interest of the Company pursuant to a subscription agreement entered into with the Company. Investors were required to fund drawdowns to purchase the Company’s shares up to the amount of their Capital Commitments on as as-needed basis each time the Company delivered a notice to investors. 
 On October 31, 2018, the Company began its initial period of closing of capital commitments (" Initial Closing Period ") which ended on October 31, 2020. The Company commenced its loan origination and investment activities on November 20, 2018, the date of receipt of the initial drawdown from investors in the Private Offering (the " Initial Drawdown Date "). On September 8, 2021, the Company closed on its final outstanding Capital Commitments. 
 Effective on December 10, 2020, the Company changed its name from “Blackstone / GSO Secured Lending Fund" to “Blackstone Secured Lending Fund”. 
 On October 28, 2021, the Company closed its initial public offering (“ IPO ”), issuing 9,180,000 of its common shares of beneficial interest at a public offering price of $26.15 per share. Net of underwriting fees, the Company received net cash proceeds, before offering expenses, of $230.6 million. On November 4, 2021, the underwriters exercised their option to purchase an additional 1,377,000 shares of common shares, which resulted in net cash proceeds, before offering expenses, of $33.8 million. The Company’s common shares began trading on the NYSE under the symbol “BXSL” on October 28, 2021. 
 
 Note 2. Significant Accounting Policies 
 Basis of Presentation 
 The consolidated financial statements have been prepared on the accrual basis of accounting in accordance with U.S. GAAP. As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards 
 25 

 Table of Contents 

 Codification (“ ASC ”) Topic 946, Financial Services – Investment Companies (“ ASC 946 ”) issued by the Financial Accounting Standards Board (“ FASB ”). U.S. GAAP for an investment company requires investments to be recorded at fair value. 
 The interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 6 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments, consisting solely of normal recurring accruals considered necessary for the fair presentation of the consolidated financial statements for the interim period presented, have been included. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year ending December 31, 2021. All intercompany balances and transactions have been eliminated. 
 Certain prior period information has been reclassified to conform to the current period presentation. 
 Use of Estimates 
 The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Such amounts could differ from those estimates and such differences could be material. Assumptions and estimates regarding the valuation of investments involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the consolidated financial statements. 
 Consolidation 
 As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries. 
 
 
 As of September 30, 2021, the Company's consolidated subsidiaries were BGSL Jackson Hole Funding LLC (“ Jackson Hole Funding ”), BGSL Breckenridge Funding LLC (“ Breckenridge Funding ”), BGSL Big Sky Funding LLC (" Big Sky Funding ") and BGSL Investments LLC (" BGSL Investments "). 
 Cash and Cash Equivalents 
 Cash and cash equivalents consist of demand deposits and highly liquid investments, such as money market funds, with original maturities of three months or less. Cash and cash equivalents are carried at cost, which approximates fair value. The Company deposits its cash and cash equivalents with financial institutions and, at times, may exceed the Federal Deposit Insurance Corporation insured limit. 
 Investments 
 Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. 
 The Company is required to report its investments for which current market values are not readily available at fair value. The Company values its investments in accordance with FASB ASC 820, Fair Value Measurements (“ ASC 820 ”), which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. ASC 820 prioritizes the use of observable market prices derived from such prices over entity-specific inputs. Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material. See “– Note 5. Fair Value Measurements. ” 
 Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. The Company utilizes mid-market pricing (i.e., mid-point of average bid and ask prices) to value these investments. These market quotations are obtained from independent pricing services, if available; otherwise from at least two principal market makers or primary market dealers. To assess the continuing appropriateness of pricing sources and methodologies, the 
 26 

 Table of Contents 

 Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing services or brokers, and any differences are reviewed in accordance with the valuation procedures. The Adviser does not adjust the prices unless it has a reason to believe market quotations are not reflective of the fair value of an investment. Examples of events that would cause market quotations to not reflect fair value could include cases when a security trades infrequently or not at all, causing a quoted purchase or sale price to become stale, or in the event of a “fire sale” by a distressed seller. All price overrides require approval from the Board. 
 Where prices or inputs are not available or, in the judgment of the Board, not reliable, valuation techniques based on the facts and circumstances of the particular investment will be utilized. Securities that are not publicly traded or for which market prices are not readily available are valued at fair value as determined in good faith by the Board, based on, among other things, the input of the Adviser, the Audit Committee of the Board (the “ Audit Committee ”) and independent valuation firms engaged on the recommendation of the Adviser and at the direction of the Board. These valuation approaches involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity. 
 The Company’s Board undertakes a multi-step valuation process each quarter in connection with determining the fair value of the Company’s investments for which reliable market quotations are not readily available, or are available but deemed not reflective of the fair value of an investment, which includes, among other procedures, the following: 
 • The valuation process begins with each investment being preliminarily valued by the Adviser’s valuation team in conjunction with the Adviser’s investment professionals responsible for each portfolio investment; 
 • In addition, independent valuation firms engaged by the Board prepare quarter-end valuations of such investments except de minimis investments, as determined by the Adviser. The independent valuation firms provide a final range of values on such investments to the Board and the Adviser. The independent valuation firms also provide analyses to support their valuation methodology and calculations; 
 • The Adviser's Valuation Committee reviews each valuation recommendation to confirm they have been calculated in accordance with the valuation policy and compares such valuations to the independent valuation firms’ valuation ranges to ensure the Adviser’s valuations are reasonable; 
 • The Adviser's Valuation Committee makes valuation recommendations to the Audit Committee; 
 • The Audit Committee reviews the valuation recommendations made by the Adviser's Valuation Committee, including the independent valuation firms' quarterly valuations, and once approved, recommends them for approval by the Board; and 
 • The Board reviews the valuation recommendations of the Audit Committee and determines the fair value of each investment in the portfolio in good faith based on the input of the Audit Committee, the Adviser's Valuation Committee and, where applicable, the independent valuation firms and other external service providers. 
 
 
 Valuation of each of our investments will generally be made as described above as of the end of each fiscal quarter. In cases where the Company determines its net asset value ( "NAV" ) at times other than a quarter end, the Company updates the value of securities with market quotations to the most recent market quotation. For securities without market quotations, non-quarterly valuations will generally be the most recent quarterly valuation unless the Adviser determines that a significant observable change has occurred since the most recent quarter end with respect to the investment (which determination may be as a result of a material event at a portfolio company, material change in market spreads, secondary market transaction in the securities of an investment or otherwise). If the Adviser determines such a change has occurred with respect to one or more investments, the Adviser will determine whether to update the value for each relevant investment using a range of values from an independent valuation firm, where applicable, in accordance with the Company's valuation policy, pursuant to authority delegated by the Board. 
 As part of the valuation process, the Board takes into account relevant factors in determining the fair value of the Company's investments for which reliable market quotations are not readily available, many of which are loans, including and in combination, as relevant, of: (i) the estimated enterprise value of a portfolio company, (ii) the nature and realizable value of any collateral, (iii) the portfolio company’s ability to make payments based on its earnings and cash flow, (iv) the markets in which the portfolio company does business, (v) a comparison of the portfolio company’s securities to any similar publicly traded securities, and (vi) overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity or debt sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation. See “ —Note 5. Fair Value Measurements .” 
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 The Board has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of the Company’s portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Board may reasonably rely on that assistance. However, the Board is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy and a consistently applied valuation process. 
 Receivables/Payables From Investments Sold/Purchased 
 Receivables/payables from investments sold/purchased consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. As of September 30, 2021 and December 31, 2020, the Company had $277.6 million and $114.5 million, respectively, of receivables for investments sold. As of September 30, 2021 and December 31, 2020, the Company had $74.7 million and $48.6 million, respectively, of payables for investments purchased. 
 Derivative Instruments 
 The Company recognizes all derivative instruments as assets or liabilities at fair value in its consolidated financial statements. Derivative contracts entered into by the Company are not designated as hedging instruments, and as a result the Company presents changes in fair value through current period gains or losses. 
 In the normal course of business, the Company has commitments and risks resulting from its investment transactions, which may include those involving derivative instruments. Derivative instruments are measured in terms of the notional contract amount and derive their value based upon one or more underlying instruments. While the notional amount gives some indication of the Company’s derivative activity, it generally is not exchanged, but is only used as the basis on which interest and other payments are exchanged. Derivative instruments are subject to various risks similar to non-derivative instruments including market, credit, liquidity, and operational risks. The Company manages these risks on an aggregate basis as part of its risk management process. 
 Foreign Currency Transactions 
 
 
 Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates effective on the last business day of the period; and (ii) purchases and sales of investments, borrowings and repayments of such borrowings, income, and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates prevailing on the transaction dates. 
 
 
 The Company includes net changes in fair values on investments held resulting from foreign exchange rate fluctuations in translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations, if any. Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities. 
 
 
 Revenue Recognition 
 Interest Income 
 Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period. For the three and nine months ended September 30, 2021, the Company recorded $16.4 million and $41.0 million, respectively, in non-recurring interest income (e.g. prepayment premiums, accelerated accretion of upfront loan origination fees and unamortized discounts). For the three and nine months ended September 30, 2020, the Company recorded $7.5 million and $12.6 million, respectively, in non-recurring interest income. 
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 PIK Income 
 The Company has loans in its portfolio that contain payment-in-kind (“ PIK ”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in payment-in-kind interest income in the Consolidated Statements of Operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to shareholders in the form of dividends, even though the Company has not yet collected cash. For the three and nine months ended September 30, 2021, the Company recorded PIK income of $1.0 million and $3.3 million, respectively. For the three and nine months ended September 30, 2020, the Company recorded PIK income of $1.3 million and $6.5 million, respectively. 
 Dividend Income 
 Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. 
 Fee Income 
 The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment, syndication and other miscellaneous fees as well as fees for managerial assistance rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered. For the three and nine months ended September 30, 2021, the Company recorded fee income of $0.5 million and $5.3 million, respectively. For the three and nine months ended September 30, 2020, the Company recorded fee income of $0.0 million and $0.0 million, respectively. 
 Non-Accrual Income 
 Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. 
 Organization Expenses and Offering Expenses 
 Costs associated with the organization of the Company were expensed as incurred, subject to the limitations discussed below. These expenses consist primarily of legal fees and other costs of organizing the Company. 
 Costs associated with the Private Offering of the Company’s shares are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period from incurrence, subject to the limitation below. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s continuous Private Offering of its shares. Upon the expiration of the Initial Closing Period, the Company expensed the remaining deferred offering costs. The Company will record expenses related to public equity offerings as a reduction of capital upon completion of an offering of registered securities. The costs associated with any renewals of the Company’s shelf registration statement will be expensed as incurred. 
 For the three and nine months ended September 30, 2021, the Company did not accrue any organization costs or offering costs. For the three and nine months ended September 30, 2020, the Company accrued offering costs of $0.4 million and $1.0 million, respectively. 
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 Deferred Financing Costs and Debt Issuance Costs 
 Deferred financing and debt issuance costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. These expenses are deferred and amortized into interest expense over the life of the related debt instrument using the straight-line method. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Statements of Assets and Liabilities. Debt issuance costs related to any issuance of installment debt or notes are presented net against the outstanding debt balance of the related security. 
 Income Taxes 
 The Company has elected to be treated as a BDC under the 1940 Act. The Company also has elected to be treated as a RIC under the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Rather, any tax liability related to income earned and distributed by the Company would represent obligations of the Company’s investors and would not be reflected in the consolidated financial statements of the Company. 
 The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. 
 To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of the sum of (i) its “investment company taxable income” for that year (without regard to the deduction for dividends paid), which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses and (ii) its net tax-exempt income. 
 In addition, based on the excise tax distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner in each taxable year an amount at least equal to the sum of (i) 98% of its ordinary income for the calendar year, (ii) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (iii) any income realized, but not distributed, in prior years. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. 
 For the three and nine months ended September 30, 2021, the Company incurred $2.2 million and $1.9 million, respectively, of U.S. federal excise tax. For the three and nine months ended September 30, 2020, the Company incurred $0.0 million and $0.1 million, respectively, of U.S. federal excise tax. 
 Distributions 
 To the extent that the Company has taxable income available, the Company intends to make quarterly distributions to its shareholders. Distributions to shareholders are recorded on the record date. All distributions will be paid at the discretion of the Board and will depend on the Company's earnings, financial condition, maintenance of the Company's tax treatment as a RIC, compliance with applicable BDC regulations and such other factors as the Board may deem relevant from time to time. 
 Recent Accounting Pronouncements 
 In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate ( “LIBOR” ) or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848), which expanded the scope of Topic 848 to include derivative instruments impacted by discounting transition. ASU 2020-04 and ASU 2021-01 are effective for all entities through December 31, 2022. The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained 
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 through the end of the hedging relationship. The Company is currently evaluating the impact of the adoption of ASU 2020-04 and 2021-01 on its consolidated financial statements. 
 
 Note 3. Agreements and Related Party Transactions 
 Investment Advisory Agreement 
 On October 1, 2018, the Company entered into the original investment advisory agreement with the Adviser. The Adviser is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring the Company’s investments and monitoring its investments and portfolio companies on an ongoing basis. 
 On October 18, 2021, the Board determined to amend and restate the original investment advisory agreement (as amended and restated, the “Investment Advisory Agreement” ), pursuant to which the Adviser manages the Company on a day-to-day basis. The Investment Advisory Agreement is substantially the same as the prior investment advisory agreement except, following the IPO, the incentive fee on income will be subject to a twelve-quarter lookback quarterly hurdle rate of 1.50% as opposed to a single quarter measurement and will become subject to an Incentive Fee Cap (as defined below) based on the Company’s Net Cumulative Return (as defined below). The amendment to the Investment Advisory Agreement will not result in higher fees (on a cumulative basis) payable to the Adviser than the fees that would have otherwise been payable to the Adviser under the original investment advisory agreement. 
 
 
 The Company pays the Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee is borne by the shareholders. The initial term of the Investment Advisory Agreement was two years from October 1, 2018, and on May 6, 2020 and May 6, 2021, it was renewed and approved by the Board, including a majority of trustees who are not parties to the Investment Advisory Agreement or “interested persons” (as such term is defined in Section 2(a)(19) of the 1940 Act) (the “ Independent Trustees ”), for a one-year period. On October 18, 2021, the Board approved the amended and restated Investment Advisory Agreement for an initial term ending May 31, 2022. Unless earlier terminated, the Investment Advisory Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by the vote of the Board and by the vote of a majority of the Independent Trustees. 
 
 
 The Adviser has implemented a waiver effective upon consummation of the IPO to extend the Company’s current fee structure for a period of two years. With the waiver in place, instead of having the base management fee and each incentive fee increase to 1.00% and 17.5%, respectively, following the IPO, each such fee will remain at 0.75% and 15.0% for a period of two years following the IPO (the “ Waiver Period ”). As a result of the fee waiver, the pre-listing management fee and incentive fee rates paid by the Company to the Adviser will not increase during the Waiver Period. Amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 Base Management Fee 
 Upon completion of the IPO, the management fee pursuant to the Investment Advisory Agreement will be payable quarterly in arrears at an annual rate of 1.0% of the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters. For purposes of the Investment Advisory Agreement, gross assets means the Company’s total assets determined on a consolidated basis in accordance with U.S. GAAP, excluding undrawn commitments but including assets purchased with borrowed amounts. If the IPO occurs on a date other than the first day of a calendar quarter, the management fee will be calculated for such calendar quarter at a weighted rate calculated based on the fee rates applicable before and after the consummation of the IPO based on the number of days in such calendar quarter before and after the consummation of the IPO. 
 Prior to the consummation of the IPO, the management fee was 0.75% of the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters. In order to maintain the same management fee arrangement that the Company currently has in place for a period of time following the completion of the IPO, the Adviser voluntarily waived its right to receive the base management fee in excess of 0.75% of the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters during the Waiver Period. Amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 For the three and nine months ended September 30, 2021, base management fees were $15.4 million and $40.4 million, respectively. For the three and nine months ended September 30, 2020, base management fees were $8.6 million and 
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 $22.6 million, respectively. As of September 30, 2021 and December 31, 2020, $15.4 million and $10.3 million, respectively, was payable to the Adviser relating to management fees. 
 Incentive Fees 
 The incentive fee consists of two components that are determined independently of each other, with the result that one component may be payable even if the other is not. One component is based on income and the other component is based on capital gains, each as described below: 
 (i) Income based incentive fee: 
 The first part of the incentive fee, an income based incentive fee, is calculated and payable quarterly in arrears based on the Company’s pre-incentive fee net investment income as defined in the Investment Advisory Agreement. Pre-incentive fee net investment income means, as the context requires, either the dollar value of, or percentage rate of return on the value of the Company’s net assets at the end of the immediately preceding quarter from, interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses accrued for the quarter (including the management fee, expenses payable under the Administration Agreement, and any interest expense or fees on any credit facilities or outstanding debt and dividends paid on any issued and outstanding preferred shares, but excluding the incentive fee. Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero coupon securities)), accrued income that the Company has not yet received in cash. Pre-incentive fee net investment income excludes any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The Company excludes the impact of expense support payments and recoupments from pre-incentive fee net investment income. 
 Pursuant to the Investment Advisory Agreement, the Company is required to pay an income based incentive fee of 15% prior to the consummation of the IPO and 17.5% following the consummation of the IPO, with a 1.5% hurdle and 100% catch-up. However, the Adviser has implemented a voluntary waiver with respect to the income based incentive fee. The Adviser has voluntarily waived its right to receive an income based incentive fee above 15% during the Waiver Period and amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 
 
 Following the IPO, the Company will pay its Adviser an income based incentive fee based on its aggregate pre-incentive fee net investment income, as adjusted as described above, from the calendar quarter then ending (including the quarter in which the IPO is consummated) and the eleven preceding calendar quarters (including the quarters prior to the consummation of the IPO) (such period, the “ Trailing Twelve Quarters ”). 
 
 
 The hurdle amount for the income based incentive fee will be determined on a quarterly basis and is equal to 1.5% multiplied by the Company’s NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. The hurdle amount is calculated after making appropriate adjustments for issuances by the Company of common shares, including issuances pursuant to its dividend reinvestment plan and distributions that occurred during the relevant Trailing Twelve Quarters. The income based incentive fee for any partial period will be appropriately prorated. 
 
 
 For the income based incentive fee, the Company will pay the Adviser a quarterly incentive fee based on the amount by which (A) aggregate pre-incentive fee net investment income in respect of the relevant Trailing Twelve Quarters exceeds (B) the hurdle amount for such Trailing Twelve Quarters. The amount of the excess of (A) over (B) described in this paragraph for such Trailing Twelve Quarters is referred to as the “Excess Income Amount. 
 
 
 The income based incentive fee for each quarter will be determined as follows: 
 
 
 • No income based incentive fee is payable to the Adviser for any calendar quarter for which there is no Excess Income Amount. 
 
 
 • The Adviser will be paid 100% of the pre-incentive fee net investment income in respect of the Trailing Twelve Quarters, if any, that exceeds the hurdle amount for such Trailing Twelve Quarters, but is less than or equal to an amount, which we refer to as the “Catch-up Amount,” determined as the sum of 1.76% (7.06% annualized) prior to the end of the Waiver Period, or 1.82% (7.27% annualized) following the Waiver Period, multiplied by the Company’s NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters that is included in the calculation of the incentive fee based on income. 
 
 
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 • The Adviser will be paid 15% prior to the end of the Waiver Period, or 17.5% following the Waiver Period, of the pre-incentive fee net investment income in respect of the Trailing Twelve Quarters that exceeds the Catch-up Amount. 
 
 
 The amount of the income based incentive fee that will be paid to the Adviser for a particular quarter will equal the excess of (a) the income based incentive fee so calculated over (b) the aggregate income based incentive fee that was paid in respect of the first eleven calendar quarters included in the relevant Trailing Twelve Quarters subject to the Incentive Fee Cap as described below. 
 
 
 The income based incentive fee that will be paid to the Adviser for a particular quarter is subject to a cap (the “Incentive Fee Cap” ). The Incentive Fee Cap for any quarter is an amount equal to (a) 15% prior to the end of the Waiver Period, or 17.5% following the Waiver Period, of the Cumulative Net Return (as defined below) during the relevant Trailing Twelve Quarters minus (b) the aggregate income based incentive fee that was paid in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant Trailing Twelve Quarters. 
 
 
 “ Cumulative Net Return ” means (x) the pre-incentive fee net investment income in respect of the relevant Trailing Twelve Quarters minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant Trailing Twelve Quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no income based incentive fee to the Adviser for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is a positive value but is less than the income based incentive fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income based incentive fee to the Adviser equal to the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is equal to or greater than the income based incentive fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income based incentive fee to the Adviser equal to the incentive fee calculated as described above for such quarter without regard to the Incentive Fee Cap. 
 
 
 “ Net Capital Loss ” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period. 
 
 
 These calculations are prorated for any period of less than three months and adjusted for any share issuances or repurchases during the relevant quarter. If the consummation of the IPO occurs on a date other than the first day of a calendar quarter, the income based incentive fee with respect to the Company’s pre-incentive fee net investment income shall be calculated for such calendar quarter at a weighted rate calculated based on the fee rates applicable before and after the consummation of the IPO based on the number of days in such calendar quarter before and after the consummation of the IPO. In no event will the amendments to the income based incentive fee to include the three year income and total return lookback features allow the Adviser to receive greater cumulative income based incentive fees under the Investment Advisory Agreement than it would have under the prior investment advisory agreement. Amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 (ii) Capital gains based incentive fee: 
 Upon completion of the IPO, the second part of the incentive fee, a capital gains incentive fee, will be determined and payable in arrears as of the end of each calendar year in an amount equal to 17.5% of realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees as calculated in accordance with U.S. GAAP. 
 Prior to the IPO, the second part of the incentive fee, a capital gains incentive fee, will be determined and payable in arrears as of the end of each calendar year in an amount equal to 15.0% of realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees as calculated in accordance with U.S. GAAP. However, similar to the voluntary waivers referenced above, the Adviser voluntarily waived its right to receive a capital gains based incentive fee above 15% from the date of consummation of the IPO through the Waiver Period. The Company will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Adviser if the Company were to sell the relevant investment and realize a capital gain. Amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 For the three and nine months ended September 30, 2021, the Company accrued income based incentive fees of $17.0 million and $45.1 million, respectively. For the three and nine months ended September 30, 2020, the Company accrued 
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 income based incentive fees of $9.8 million and $26.7 million, respectively. As of September 30, 2021 and December 31, 2020, $17.0 million and $15.3 million, respectively, was payable to the Adviser for income based incentive fees. 
 For the three and nine months ended September 30, 2021, the Company accrued capital gains incentive fees of $2.4 million and $14.6 million, respectively. For the three and nine months ended September 30, 2020, the Company accrued capital gains incentive fees of $0.0 million and $(4.2) million, respectively. As of September 30, 2021 and December 31, 2020, the Company had accrued capital gains incentive fees of $15.7 million and $1.1 million, respectively, none of which was payable on such dates under the Investment Advisory Agreement. 
 Administration Agreement 
 On October 1, 2018, the Company entered into an Administration Agreement with the Administrator. Under the terms of the Administration Agreement, the Administrator provides, or oversees the performance of, administrative and compliance services, including, but not limited to, maintaining financial records, overseeing the calculation of NAV, compliance monitoring (including diligence and oversight of the Company’s other service providers), preparing reports to shareholders and reports filed with the United States Securities and Exchange Commission (“ SEC ”), preparing materials and coordinating meetings of the Company’s Board, managing the payment of expenses and the performance of administrative and professional services rendered by others and providing office space, equipment and office services. The Administrator may also offer to provide, on the Company’s behalf, managerial assistance to the Company’s portfolio companies. The initial term of the agreement was two years from October 1, 2018, and on May 6, 2020 and May 6, 2021 it was renewed and approved by the Board and a majority of the Independent Trustees for one-year periods. Unless earlier terminated, the Administration Agreement will renew automatically for successive annual periods, provided that such continuance is approved at least annually by (i) the vote of the Board or by a majority vote of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Trustees. 
 For providing these services, the Company will reimburse the Administrator for its costs, expenses and allocable portion of overhead (including rent, office equipment and utilities) and other expenses incurred by the Administrator in performing its administrative obligations under the Administration Agreement, including but not limited to: (i) the Company’s chief compliance officer, chief financial officer and their respective staffs; (ii) investor relations, legal, information technology, operations and other non-investment professionals at the Administrator that perform duties for the Company; and (iii) any internal audit group personnel of Blackstone or any of its affiliates . The Administrator has elected to forgo any reimbursement for rent and other occupancy costs for the three and nine months ended September 30, 2021 and 2020. 
 For the three and nine months ended September 30, 2021, the Company incurred $0.5 million and $1.6 million, respectively, in expenses under the Administration Agreement, which were recorded in administrative service expenses in the Company’s Consolidated Statements of Operations. For the three and nine months ended September 30, 2020, the Company incurred $0.5 million and $1.6 million, respectively, in expenses under the Administration Agreement, which were recorded in administrative service expenses in the Company’s Consolidated Statements of Operations. As of September 30, 2021 and December 31, 2020, $0.8 million and $1.1 million, respectively, was unpaid and included in "due to affiliates" in the Consolidated Statements of Assets and Liabilities. 
 Sub-Administration and Custody Agreement 
 On October 1, 2018, the Administrator entered into a sub-administration agreement (the “ Sub-Administration Agreement ”) with State Street Bank and Trust Company (the “ Sub-Administrator ”) under which the Sub-Administrator provides various accounting and administrative services to the Company. The Sub-Administrator also serves as the Company’s custodian (the “ Custodian ”). The initial term of the Sub-Administration Agreement is two years from the effective date and after expiration of the initial term and the Sub-Administration Agreement shall automatically renew for successive one-year periods, unless a written notice of non-renewal is delivered prior to 120 days prior to the expiration of the initial term or renewal term. 
 Expense Support and Conditional Reimbursement Agreement 
 On December 12, 2018, the Company entered into an Expense Support and Conditional Reimbursement Agreement (the “ Expense Support Agreement ”) with the Adviser. The Adviser may elect to pay certain expenses of the Company on the Company’s behalf (each, an “ Expense Payment ”), provided that no portion of the payment will be used to pay any interest of the Company. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment was made in writing, and/or offset against amounts due from the Company to the Adviser or its affiliates. 
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 Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar quarter (the amount of such excess being hereinafter referred to as “ Excess Operating Funds ”), the Company shall pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar quarter have been reimbursed. Any payments required to be made by the Company shall be referred to herein as a “ Reimbursement Payment .” Available Operating Funds means the sum of (i) the Company’s net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) the Company’s net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above). 
 No Reimbursement Payment for any calendar quarter shall be made if the annualized rate of regular cash distributions declared by the Company on record dates in the applicable calendar quarter of such Reimbursement Payment is less than the annualized rate of regular cash distributions declared by the Company on record dates in the calendar quarter in which the Expense Payment was committed to which such Reimbursement Payment relates. The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar quarter. 
 
 
 The following table presents a summary of Expense Payments and the related Reimbursement Payments since the Company's commencement of operations: 
 For the Quarters Ended Expense Payments by Adviser Reimbursement Payments to Adviser Unreimbursed Expense Payments 
 December 31, 2018 $ 1,696 $ (1,696) $ — 
 March 31, 2019 570 (570) — 
 Total $ 2,266 $ (2,266) $ — 

 As of September 30, 2021 there was no unreimbursed Expense Payments remaining. For the three and nine months ended September 30, 2020, the Company made Reimbursement Payments related to Expense Payments by the Adviser of $0.4 million and $1.2 million, respectively. 
 
 Note 4. Investments 
 The composition of the Company’s investment portfolio at cost and fair value was as follows: 
 September 30, 2021 December 31, 2020 
 Cost Fair Value % of Total
Investments at
Fair Value Cost Fair Value % of Total
Investments at
Fair Value 
 First lien debt $ 7,993,866 $ 8,068,267 98.12 % $ 5,493,561 $ 5,502,899 98.51 % 
 Second lien debt 43,559 44,240 0.54 48,979 50,199 0.90 
 Unsecured debt 3,723 3,492 0.04 — — — 
 Equity investments 84,173 107,048 1.30 32,942 32,844 0.59 
 Total $ 8,125,321 $ 8,223,047 100.00 % $ 5,575,482 $ 5,585,942 100.00 % 

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 The industry composition of investments at fair value was as follows: 
 
 September 30, 2021 December 31, 2020 
 Aerospace & Defense 6.14 % 7.03 % 
 Air Freight & Logistics 5.81 6.44 
 Building Products 4.68 7.79 
 Capital Markets — 0.11 
 Chemicals 3.89 8.31 
 Commercial Services & Supplies 8.55 8.16 
 Communications Equipment 0.04 — 
 Construction & Engineering 0.36 1.07 
 Containers & Packaging 0.23 — 
 Distributors 5.24 8.10 
 Diversified Consumer Services 5.41 — 
 Diversified Financial Services 1.47 1.08 
 Electrical Equipment 3.26 2.61 
 Electronic Equipment, Instruments & Components 1.33 2.19 
 Electric Utilities 0.31 — 
 Energy Equipment & Services 0.81 1.35 
 Health Care Equipment & Supplies 0.39 0.69 
 Health Care Providers & Services 13.91 9.31 
 Health Care Technology 3.79 5.50 
 Hotels, Restaurants & Leisure — 0.77 
 Industrial Conglomerates — 0.52 
 Insurance 6.31 2.39 
 Interactive Media & Services 0.57 0.84 
 Internet & Direct Marketing Retail 3.95 7.17 
 IT Services 1.20 1.27 
 Machinery 0.04 0.95 
 Oil, Gas & Consumable Fuels 1.83 2.66 
 Paper & Forest Products — 0.26 
 Personal Products — 0.96 
 Professional Services 4.44 2.32 
 Real Estate Management & Development 1.72 — 
 Road & Rail 0.31 — 
 Software 6.29 2.94 
 Specialty Retail 1.66 3.22 
 Technology Hardware, Storage & Peripherals 1.57 2.67 
 Trading Companies & Distributors 1.16 0.86 
 Transportation Infrastructure 3.33 0.46 
 Total 100.00 % 100.00 % 

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 The geographic composition of investments at cost and fair value was as follows: 
 September 30, 2021 
 Cost Fair Value % of Total
Investments at
Fair Value Fair Value
as % of Net
Assets 
 United States $ 7,622,078 $ 7,711,068 93.77 % 186.14 % 
 Canada 468,878 477,596 5.81 11.52 
 United Kingdom 34,365 34,383 0.42 0.83 
 Total $ 8,125,321 $ 8,223,047 100.00 % 198.49 % 

 
 
 
 December 31, 2020 
 Cost Fair Value % of Total Investments at Fair Value Fair Value as % of Net Assets 
 United States $ 5,205,832 $ 5,209,138 93.25 % 159.41 % 
 Canada 267,544 270,126 4.84 8.27 
 Germany 102,106 106,678 1.91 3.26 
 Total $ 5,575,482 $ 5,585,942 100.00 % 170.94 % 

 
 
 As of September 30, 2021 and December 31, 2020, no loans in the portfolio were on non-accrual status. 
 
 
 As of September 30, 2021 and December 31, 2020, on a fair value basis, approximately 99.9% and 100.0%, respectively, of our performing debt investments bore interest at a floating rate and approximately 0.1% and 0.0%, respectively, of our performing debt investments bore interest at a fixed rate. 
 
 Note 5. Fair Value Measurements 
 The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. 
 The fair value hierarchy under ASC 820 prioritizes the inputs to valuation methodology used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities. The three levels of the fair value hierarchy are as follows: 
 • Level 1: Inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets. 
 • Level 2: Inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities and certain over-the-counter derivatives where the fair value is based on observable inputs. 
 • Level 3: Inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include debt and equity investments in privately held entities, collateralized loan obligations (“ CLOs ”) and certain over-the-counter derivatives where the fair value is based on unobservable inputs. 
 In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the overall fair value measurement. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfer occurs. 
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 In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. 
 In the absence of independent, reliable market quotes, an enterprise value analysis is typically performed to determine the value of equity investments, control debt investments and non-control debt investments that are credit-impaired, and to determine if debt investments are credit impaired. Enterprise value (“ EV ”) means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time. When an investment is valued using an EV analysis, the EV of a portfolio company is first determined and allocated over the portfolio company’s securities in order of their preference relative to one another (i.e. “waterfall” allocation). 
 If debt investments are credit-impaired, which occurs when there is insufficient coverage under the EV analysis through the respective investment’s position in the capital structure, the Adviser uses the enterprise value “waterfall” approach or a recovery method (if a liquidation or restructuring is deemed likely) to determine fair value. For debt investments that are not determined to be credit-impaired, the Adviser uses a market interest rate yield analysis (discussed below) to determine fair value. 
 The Adviser will generally utilize approaches including the market approach, the income approach or both approaches, as appropriate, when calculating EV. The primary method for determining EV for non-control investments, and control investments without reliable projections, uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s earnings before interest, taxes, depreciation and amortization (“ EBITDA ”) or another key financial metric (e.g. such as revenues, cash flows or net income) (“ Performance Multiple ”). Performance Multiples are typically determined based upon a review of publicly traded comparable companies and market comparable transactions, if any. The second method for determining EV (and primary method for control investments with reliable projections) uses a discounted cash flow analysis whereby future expected cash flows and the anticipated terminal value of the portfolio company are discounted to determine a present value using estimated discount rates. The income approach is generally used when the Adviser has visibility into the long term projected cash flows of a portfolio company, which is more common with control investments. 
 Subsequently, for non-control debt investments that are not credit-impaired, and where there is an absence of available market quotations, fair value is determined using a yield analysis. To determine fair value using a yield analysis, the expected cash flows are projected based on the contractual terms of the debt security and discounted back to the measurement date based on a market yield. A market yield is determined based upon an assessment of current and expected market yields for similar investments and risk profiles. The Company considers the current contractual interest rate, the maturity and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the enterprise value of the portfolio company. As debt investments held by the Company are substantially illiquid with no active transaction market, the Company depends on primary market data, including newly funded transactions, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable. The fair value of loans with call protection is generally capped at par plus applicable prepayment premium in effect at the measurement date. 
 The following table presents the fair value hierarchy of financial instruments: 
 September 30, 2021 
 Level 1 Level 2 Level 3 Total 
 First lien debt $ — $ 300,599 $ 7,767,668 $ 8,068,267 
 Second lien debt — 20,271 23,969 44,240 
 Unsecured debt — 3,492 — 3,492 
 Equity investments — — 107,048 107,048 
 Total $ — $ 324,362 $ 7,898,685 $ 8,223,047 

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 December 31, 2020 
 Level 1 Level 2 Level 3 Total 
 First lien debt $ — $ 774,421 $ 4,728,478 $ 5,502,899 
 Second lien debt — 26,196 24,003 50,199 
 Equity investments — — 32,844 32,844 
 Total $ — $ 800,617 $ 4,785,325 $ 5,585,942 

 
 
 The following table presents changes in the fair value of financial instruments for which Level 3 inputs were used to determine the fair value: 
 Three Months Ended September 30, 2021 
 First Lien 
Debt Second Lien 
Debt Equity Investments Total Investments 
 Fair value, beginning of period $ 6,606,052 $ 40,199 $ 77,212 $ 6,723,463 
 Purchases of investments 1,727,691 4,550 17,266 1,749,507 
 Proceeds from principal repayments and sales of investments (542,193) — — (542,193) 
 Accretion of discount/amortization of premium 17,546 22 — 17,568 
 Net realized gain (loss) 899 — — 899 
 Net change in unrealized appreciation (depreciation) 3,123 (59) 12,570 15,634 
 Transfers into Level 3 (1) 
 85,533 — — 85,533 
 Transfers out of Level 3 (1) 
 (130,983) (20,743) — (151,726) 
 Fair value, end of period $ 7,767,668 $ 23,969 $ 107,048 $ 7,898,685 
 Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of September 30, 2021 
 $ 16,862 $ (59) $ 12,570 $ 29,373 

 
 Nine Months Ended September 30, 2021 
 First Lien 
Debt Second Lien 
Debt Equity Investments Total Investments 
 Fair value, beginning of period $ 4,728,478 $ 24,003 $ 32,844 $ 4,785,325 
 Purchases of investments 3,988,596 17,847 51,232 4,057,675 
 Proceeds from principal repayments and sales of investments (1,052,778) (17,900) — (1,070,678) 
 Accretion of discount/amortization of premium 35,285 401 — 35,686 
 Net realized gain (loss) 3,003 — — 3,003 
 Net change in unrealized appreciation (depreciation) 53,644 (382) 22,972 76,234 
 Transfers into Level 3 (1) 
 83,884 — — 83,884 
 Transfers out of Level 3 (1) 
 (72,444) — — (72,444) 
 Fair value, end of period $ 7,767,668 $ 23,969 $ 107,048 $ 7,898,685 
 Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of September 30, 2021 
 $ 64,060 $ 155 $ 22,972 $ 87,187 

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 Three Months Ended September 30, 2020 
 First Lien 
Debt Second Lien Debt Equity Investments Total Investments 
 Fair value, beginning of period $ 3,158,291 $ — $ 15,735 $ 3,174,026 
 Purchases of investments 592,892 — — 592,892 
 Proceeds from principal repayments and sales of investments (37,148) — — (37,148) 
 Accretion of discount/amortization of premium 3,690 — — 3,690 
 Net realized gain (loss) 52 — — 52 
 Net change in unrealized appreciation (depreciation) 77,040 — 1,771 78,811 
 Transfers into Level 3 (1) 
 7,079 — — 7,079 
 Transfers out of Level 3 (1) 
 (33,681) — — (33,681) 
 Fair value, end of period $ 3,768,215 $ — $ 17,506 $ 3,785,721 
 Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of September 30, 2020 
 $ 75,612 $ — $ 1,771 $ 77,383 

 
 Nine Months Ended September 30, 2020 
 First Lien 
Debt Second Lien Debt Equity Investments Total Investments 
 Fair value, beginning of period $ 2,241,393 $ — $ 13,920 $ 2,255,313 
 Purchases of investments 1,597,218 — 4,456 1,601,674 
 Proceeds from principal repayments and sales of investments (137,289) — (715) (138,004) 
 Accretion of discount/amortization of premium 11,514 — — 11,514 
 Net realized gain (loss) 53 — — 53 
 Net change in unrealized appreciation (depreciation) (34,220) — (155) (34,375) 
 Transfers into Level 3 (1) 
 148,271 — — 148,271 
 Transfers out of Level 3 (1) 
 (58,725) — — (58,725) 
 Fair value, end of period $ 3,768,215 $ — $ 17,506 $ 3,785,721 
 Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of September 30, 2020 
 $ (33,797) $ — $ (155) $ (33,952) 

 (1) For the three and nine months ended September 30, 2021 and 2020, transfers into or out of Level 3 were primarily due to decreased or increased price transparency, respectively. 
 
 
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 The following table presents quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value. 
 
 September 30, 2021 
 Range 
 Fair Value Valuation Technique Unobservable Input Low High Weighted Average (1) 
 
 Investments in first lien debt $ 7,565,520 Yield analysis Discount rate 4.53 % 9.91 % 7.35 % 
 202,148 Market quotations Broker quoted price 93.25 100.27 97.30 
 7,767,668 
 Investments in second lien debt 23,969 Yield analysis Discount rate 8.23 % 10.33 % 9.48 % 
 Investment in warrant 5,233 Option pricing model Expected volatility 25.00 % 25.00 % 25.00 % 
 Investments in equity 86,443 Market approach Performance multiple 7.00x 21.79x 12.15x 
 2,673 Option pricing model Expected volatility 65.00 % 65.00 % 65.00 % 
 12,699 Yield analysis Discount rate 11.51% 12.52% 12.28% 
 101,815 
 Total $ 7,898,685 

 
 December 31, 2020 
 Range 
 Fair Value Valuation Technique Unobservable Input Low High Weighted Average (1) 
 
 Investments in first lien debt $ 4,255,348 Yield analysis Discount rate 5.85 % 10.98 % 7.79 % 
 468,483 Market quotations Broker quoted price 98.00 100.63 99.05 
 4,647 Recent transaction Recent transaction 97.50 100.00 99.99 
 4,728,478 
 Investments in second lien debt 5,924 Yield analysis Discount rate 10.26 % 10.26 % 10.26 % 
 18,079 Market quotations Broker quoted price 101.00 101.00 101.00 
 24,003 
 Investments in warrant 865 Option pricing model Expected volatility 25.00 % 25.00 % 25.00 % 
 Investments in equity 31,979 Market approach Performance multiple 9.17x 13.25x 10.60x 
 Total $ 4,785,325 

 
 
 (1) Weighted averages are calculated based on fair value of investments. 
 The significant unobservable input used in the yield analysis is the discount rate based on comparable market yields. The significant unobservable input used for market quotations are broker quoted prices provided by independent pricing services. The significant unobservable input used under the market approach is the performance multiple. Significant increases in discount rates would result in a significantly lower fair value measurement. Significant decreases in quoted prices or performance multiples would result in a significantly lower fair value measurement. 
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 Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of the Company’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected in the valuations currently assigned. 
 Financial Instruments Not Carried at Fair Value 
 Debt 
 
 
 The fair value of the Company’s credit facilities, which would be categorized as Level 3 within the fair value hierarchy, as of September 30, 2021 and December 31, 2020, approximates their carrying value as the credit facilities have variable interest based on selected short term rates. 
 
 
 The fair value of the Company’s 2023 Notes, 2026 Notes, New 2026 Notes, 2027 Notes and 2028 Notes (as defined in Note 6), which would be categorized as Level 2 within the fair value hierarchy, as of September 30, 2021 was $417.9 million, $845.5 million, $715.1 million, $643.1 million and $646.1 million, respectively, based on vendor pricing received by the Company. As of December 31, 2020, the fair value of the Company’s 2023 Notes and 2026 Notes was $416.2 million and $823.2 million, respectively. 
 
 
 Other 
 
 
 The carrying amounts of the Company’s assets and liabilities, other than investments at fair value and the 2023 Notes, the 2026 Notes, the New 2026 Notes, the 2027 Notes and the 2028 Notes (as defined in Note 6), approximate fair value. These financial instruments are categorized as Level 3 within the hierarchy. 
 
 Note 6. Borrowings 
 In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of September 30, 2021 and December 31, 2020, the Company’s asset coverage was 192.0% and 230.0%, respectively. 
 The following wholly-owned subsidiaries of the Company have entered into secured financing facilities, as described below: Jackson Hole Funding, Breckenridge Funding and Big Sky Funding which are collectively referred to as the “SPVs” , and such secured financing facilities described below are collectively referred to as the “SPV Financing Facilities” . 
 
 
 The obligations of each SPV to the lenders under the applicable SPV Financing Facility are secured by a first priority security interest in all of the applicable SPV’s portfolio investments and cash. The obligations of each SPV under the applicable SPV Financing Facility are non-recourse to the Company, and the Company’s exposure to the credit facility is limited to the value of its investment in the applicable SPV. 
 
 
 In connection with the SPV Financing Facilities, the applicable SPV has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. Each SPV Financing Facility contains customary events of default for similar financing transactions, including if a change of control of the applicable SPV occurs. Upon the occurrence and during the continuation of an event of default, the lenders under the applicable SPV Financing Facility may declare the outstanding advances and all other obligations under the applicable SPV Financing Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that the applicable SPV obtain the consent of the lenders under the applicable SPV Financing Facility prior to entering into any sale or disposition with respect to portfolio investments. 
 As of September 30, 2021 and December 31, 2020, the Company was in compliance with all covenants and other requirements of the SPV Financing Facilities. 
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 Jackson Hole Funding Facility 
 On November 16, 2018, Jackson Hole Funding, the Company’s wholly-owned subsidiary that holds primarily originated loan investments, entered into a senior secured revolving credit facility (which was subsequently amended on February 6, 2019, September 20, 2019 and July 28, 2020 and as further amended from time to time, the “Jackson Hole Funding Facility” ) with JPMorgan Chase Bank, National Association ( “JPM” ). JPM serves as administrative agent, Citibank, N.A., serves as collateral agent and securities intermediary, Virtus Group, LP serves as collateral administrator and the Company serves as portfolio manager under the Jackson Hole Funding Facility. 
 Advances under the Jackson Hole Funding Facility bear interest at a per annum rate equal to the three-month LIBOR in effect, plus the applicable margin of 2.375% per annum. Effective January 16, 2019, Jackson Hole Funding pays a commitment fee of 0.60% per annum (or 0.375% per annum until March 20, 2020) on the average daily unused amount of the financing commitments until the third anniversary of the Jackson Hole Funding Facility. 
 The initial maximum commitment amount of the Jackson Hole Funding Facility was $300 million. Effective September 20, 2019, the maximum commitment amount of the Jackson Hole Funding Facility was increased to $600 million and effective July 28, 2020, the maximum commitment amount of the Jackson Hole Funding Facility was reduced to $400 million. The Jackson Hole Funding Facility has an accordion feature, subject to the satisfaction of various conditions, which could bring total commitments under the Jackson Hole Funding Facility to up to $900 million. Proceeds from borrowings under the Jackson Hole Funding Facility may be used to fund portfolio investments by Jackson Hole Funding and to make advances under delayed draw term loans where Jackson Hole Funding is a lender. The period during which Jackson Hole Funding may make borrowings under the Jackson Hole Funding Facility expires on November 16, 2021 and the Jackson Hole Funding Facility is scheduled to mature on May 16, 2023. 
 Breckenridge Funding Facility 
 
 
 On December 21, 2018, Breckenridge Funding, the Company’s wholly owned subsidiary that holds primarily syndicated loan investments, entered into a senior secured revolving credit facility (which was subsequently amended on June 11, 2019, August 2, 2019, September 27, 2019 and April 13, 2020, and as further amended from time to time, the “ Breckenridge Funding Facility ”) with BNP Paribas (“ BNP ”). BNP serves as administrative agent, Wells Fargo Bank, National Association serves as collateral agent and the Company serves as servicer under the Breckenridge Funding Facility. 
 
 
 Advances under the Breckenridge Funding Facility bear interest at a per annum rate equal to the three-month LIBOR (or other Base Rate) in effect, plus an applicable margin of 1.75%, 2.00% or 2.22% per annum, as applicable, depending on the nature of the advances being requested under the facility. Breckenridge Funding will pay a commitment fee of 0.70% per annum if the unused facility amount is greater than 50% or 0.35% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments until December 21, 2022, in addition to certain other fees as agreed between Breckenridge Funding and BNP. 
 
 
 The initial maximum commitment amount of the Breckenridge Funding Facility was $400 million. Effective June 11, 2019, the maximum commitment amount of the Breckenridge Funding Facility was increased to $575 million; effective September 27, 2019, the maximum commitment amount of the Breckenridge Funding Facility was increased to $875 million and on April 13, 2020, the maximum commitment amount of the Breckenridge Funding Facility was increased to $1,125 through April 13, 2021 and $825 million thereafter. Proceeds from borrowings under the Breckenridge Funding Facility may be used to fund portfolio investments by Breckenridge Funding and to make advances under delayed draw and revolving loans where Breckenridge Funding is a lender. The period during which Breckenridge Funding may make borrowings under the Breckenridge Funding Facility for the remaining commitment amounts expires on December 21, 2021 (or such later date as may be agreed by Breckenridge Funding, BNP, as administrative agent, and the lenders under the Breckenridge Funding Facility), except for $300 million of outstanding principal which expired on September 27, 2020. The Breckenridge Funding Facility is scheduled to mature on December 21, 2023. 
 Big Sky Funding Facility 
 On December 10, 2019, Big Sky Funding, the Company’s wholly-owned subsidiary, entered into a senior secured revolving credit facility (which was subsequently amended on December 30, 2020 and September 30, 2021, and as further amended from time to time, the (“ Big Sky Funding Facility ”) with Bank of America, N.A. (“ Bank of America ”). Bank of America serves as administrative agent, Wells Fargo Bank, N.A. serves as collateral administrator and the Company serves as manager under the Big Sky Funding Facility. 
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 Advances under the Big Sky Funding Facility bear interest at a per annum rate equal to the one-month or three-month London Interbank Offered Rate in effect, plus, before September 30, 2021 the applicable margin of 1.60% per annum, and after September 30, 2021, the applicable margin of 1.70% per annum. Big Sky Funding is required to utilize a minimum percentage of the financing commitments (the “ Minimum Utilization Amount ”), which amount increases in three-month intervals from 20% six months after the closing date of the Big Sky Funding Facility to 80% 15 months after the closing date of the Revolving Credit Facility and thereafter. Unused amounts below the Minimum Utilization Amount accrue a fee at a rate of 1.60% per annum. In addition, Big Sky Funding will pay an unused fee of 0.45% per annum on the daily unused amount of the financing commitments in excess of the Minimum Utilization Amount, commencing three months after the closing date of the Big Sky Funding Facility. 
 The initial maximum commitment amount of the Big Sky Funding Facility is $400 million. Effective May 14, 2020, Big Sky Funding exercised its accordion feature under the Big Sky Funding Facility, which increased the maximum commitment amount to $500 million. Effective December 30, 2020, the maximum commitment amount of the Big Sky Funding Facility was reduced to $400 million. Effective September 30, 2021, the maximum commitment amount of the Big Sky Funding Facility was increased to $500 million. Proceeds from borrowings under the Big Sky Funding Facility may be used to fund portfolio investments by Big Sky Funding and to make advances under revolving loans or delayed draw term loans where Big Sky Funding is a lender. All amounts outstanding under the Big Sky Funding Facility must be repaid by September 30, 2026. 
 Revolving Credit Facility 
 On June 15, 2020, the Company entered into a senior secured revolving credit facility (which was subsequently amended on June 29, 2020 and June 30, 2021 and as further amended from time to time, the “ Revolving Credit Facility ”) with Citibank, N.A. (“ Citi ”). Citi serves as administrative agent and collateral agent. 
 
 
 The Revolving Credit Facility provides for borrowings in U.S. dollars and certain agreed upon foreign currencies in an initial aggregate amount of up to $550 million. Effective June 29, 2020, the maximum commitment amount of the Revolving Credit Facility increased to $650 million. Effective November 3, 2020, the maximum commitment amount of the Revolving Credit Facility increased to $745 million. Effective June 30, 2021, the maximum commitment amount of the Revolving Credit Facility increased to $1,275 million. Effective August 4, 2021, the maximum commitment amount of the Revolving Credit Facility increased to $1,325 million. Borrowings under the Revolving Credit Facility are subject to compliance with a borrowing base. The Revolving Credit Facility has an accordion feature, subject to the satisfaction of various conditions, which could bring total commitments under the Revolving Credit Facility to up to $2,275 million. The Revolving Credit Facility provides for the issuance of letters of credit on behalf of the Company in an aggregate face amount not to exceed $100 million. Proceeds from the borrowings under the Revolving Credit Facility may be used for general corporate purposes of the Company and its subsidiaries in the ordinary course of business. Availability of the revolver under the Revolving Credit Facility will terminate on June 15, 2024 and all amounts outstanding under the Revolving Credit Facility must be repaid by June 15, 2025 pursuant to an amortization schedule. 
 
 
 Loans under the Revolving Credit Facility bear interest at a per annum rate equal to, (x) for loans for which the Company elects the base rate option, the “alternate base rate” (which is the greatest of (a) the prime rate as publicly announced by Citi, (b) the sum of (i) the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System plus (ii) 0.5%, and (c) one month LIBOR plus 1% per annum) plus (A) if the gross borrowing base is equal to or greater than 1.6 times the combined revolving debt amount, 0.75%, or (B) if the gross borrowing base is less than 1.6 times the combined revolving debt amount, 0.875%, and (y) for loans for which the Company elects the Eurocurrency option, the applicable LIBOR Rate for the related Interest Period for such Borrowing plus (A) if the gross borrowing base is equal to or greater than 1.6 times the combined revolving debt amount, 1.75%, or (B) if the gross borrowing base is less than 1.6 times the combined revolving debt amount, 1.875%. The Company will pay an unused fee of 0.375% per annum on the daily unused amount of the revolver commitments. The Company will pay letter of credit participation fees and a fronting fee on the average daily amount of any lender’s exposure with respect to any letters of credit issued under the Revolving Credit Facility. 
 
 
 The Company’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in substantially all of the Company’s assets. 
 
 
 In connection with the Revolving Credit Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. In addition, the Company must comply with the following financial covenants: (a) the Company must maintain a minimum shareholders’ equity, measured as of each fiscal quarter end; and (b) the Company must maintain at all times a 150% asset coverage ratio. 
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 The Revolving Credit Facility contains customary events of default for similar financing transactions. Upon the occurrence and during the continuation of an event of default, Citi may terminate the commitments and declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. 
 As of September 30, 2021, the Company was in compliance with all covenants and other requirements of the Revolving Credit Facility. 
 Unsecured Bonds 
 The Company issued unsecured notes, as further described below: 2023 Notes, 2026 Notes, New 2026 Notes, 2027 Notes and 2028 Notes which are collectively referred to as the “Unsecured Notes.” 
 The Unsecured Notes contain certain covenants, including covenants requiring the Company to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the Unsecured Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in each respective Unsecured Notes Indenture. 
 
 
 In addition, on the occurrence of a “change of control repurchase event,” as defined in each respective Unsecured Notes Indenture, the Company will generally be required to make an offer to purchase the outstanding Unsecured Notes at a price equal to 100% of the principal amount of such Unsecured Notes plus accrued and unpaid interest to the repurchase date. 
 
 
 As of September 30, 2021, the Company was in compliance with all covenants and other requirements of the Unsecured Notes. 
 2023 Notes 
 On July 15, 2020, the Company issued $400 million aggregate principal amount of 3.650% notes due 2023 (the “2023 Notes” ) pursuant to an indenture (the “Base Indenture” ) and a supplemental indenture, each dated as of July 15, 2020 (and together with the Base Indenture, the “2023 Notes Indenture” ), between the Company and U.S. Bank National Association (the “Trustee” ). 
 
 
 The 2023 Notes will mature on July 14, 2023 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the 2023 Notes Indenture. The 2023 Notes bear interest at a rate of 3.650% per year payable semi-annually on January 14 and July 14 of each year, commencing on January 14, 2021. The 2023 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2023 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities. 
 2026 Notes 
 On October 23, 2020 and December 1, 2020, the Company issued $500 million aggregate principal amount and $300 million aggregate principal amount, respectively, of 3.625% notes due 2026 (the “2026 Notes” ) pursuant to a supplemental indenture, dated as of October 23, 2020 (and together with the Base Indenture, the “2026 Notes Indenture” ), to the Base Indenture between the Company and the Trustee. 
 The 2026 Notes will mature on January 15, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the 2026 Notes Indenture. The 2026 Notes bear interest at a rate of 3.625% per year payable semi-annually on January 15 and July 15 of each year, commencing on July 15, 2021. The 2026 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company's existing and future indebtedness that is expressly subordinated in right of payment to the 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company's subsidiaries, financing vehicles or similar facilities. 
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 New 2026 Notes 
 On March 16, 2021 and April 27, 2021, the Company issued $400 million aggregate principal amount and $300 million aggregate principal amount, respectively, of 2.750% notes due 2026 (the “New 2026 Notes” ) pursuant to a supplemental indenture, dated as of July 15, 2020 (and together with the Base Indenture, the "New 2026 Notes Indenture" ), to the Base Indenture between the Company and the Trustee. 
 
 
 The New 2026 Notes will mature on September 16, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the Indenture. The New 2026 Notes bear interest at a rate of 2.750% per year payable semi-annually on March 16 and September 16 of each year, commencing on September 16, 2021. The New 2026 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the New 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities. 
 2027 Notes 
 On July 23, 2021, the Company issued $650 million aggregate principal amount of 2.125% notes due 2027 (the “ 2027 Notes ”) pursuant to a supplemental indenture, dated as of July 15, 2020 (and together with the Base Indenture, the "2027 Notes Indenture" ), to the Base Indenture between the Company and the Trustee. 
 The 2027 Notes will mature on February 15, 2027 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the Indenture. The 2027 Notes bear interest at a rate of 2.125% per year payable semi-annually on February 15 and August 15 of each year, commencing on February 15, 2022. The 2027 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2027 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities. 
 2028 Notes 
 On September 30, 2021, the Company issued $650 million in aggregate principal amount of its 2.850% notes due 2028 (the “2028 Notes” ) pursuant to a supplemental indenture, dated as of September 30, 2021 (and together with the Base Indenture, the “2028 Notes Indenture” ), to the Base Indenture between the Company and the Trustee. 
 The 2028 Notes will mature on September 30, 2028 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the 2028 Notes Indenture. The 2028 Notes bear interest at a rate of 2.850% per year payable semi-annually on March 30 and September 30 of each year, commencing on March 30, 2022. The 2028 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2028 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities. 
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 The Company’s outstanding debt obligations were as follows: 
 September 30, 2021 
 Aggregate
Principal
Committed Outstanding
Principal Carrying
Value Unused 
 Portion (1) 
 Amount 
 Available (2) 
 
 Jackson Hole Funding Facility (3) 
 $ 400,000 $ 361,584 $ 361,584 $ 38,416 $ 38,416 
 Breckenridge Funding Facility 825,000 295,780 295,780 529,220 529,220 
 Big Sky Funding Facility 500,000 320,506 320,506 179,494 179,494 
 Revolving Credit Facility (4) 
 1,325,000 326,648 326,648 998,352 998,352 
 2023 Notes (5) 
 400,000 400,000 396,160 — — 
 2026 Notes (5) 
 800,000 800,000 792,311 — — 
 New 2026 Notes (5) 
 700,000 700,000 691,220 — — 
 2027 Notes (5) 
 650,000 650,000 635,630 — — 
 2028 Notes (5) 
 650,000 650,000 637,876 — — 
 Total $ 6,250,000 $ 4,504,518 $ 4,457,715 $ 1,745,482 $ 1,745,482 

 
 December 31, 2020 
 Aggregate
Principal
Committed Outstanding
Principal Carrying
Value Unused 
 Portion (1) 
 Amount 
 Available (2) 
 
 Jackson Hole Funding Facility (3) 
 $ 400,000 $ 362,316 $ 362,316 $ 37,684 $ 37,684 
 Breckenridge Funding Facility 825,000 569,000 569,000 256,000 256,000 
 Big Sky Funding Facility 400,000 200,346 200,346 199,654 117,599 
 Revolving Credit Facility (4) 
 745,000 182,901 182,901 562,099 562,099 
 2023 Notes (5) 
 400,000 400,000 394,549 — — 
 2026 Notes (5) 
 800,000 800,000 791,281 — — 
 Total $ 3,570,000 $ 2,514,563 $ 2,500,393 $ 1,055,437 $ 973,382 

 (1) The unused portion is the amount upon which commitment fees, if any, are based. 
 (2) The amount available reflects any limitations related to each respective credit facility’s borrowing base. 
 (3) Under the Jackson Hole Funding Facility, the Company may borrow in U.S. dollars or certain other permitted currencies. As of September 30, 2021 and December 31, 2020, the Company had borrowings denominated in Euros (EUR) of 23.4 million and 23.5 million, respectively. 
 (4) Under the Revolving Credit Facility, the Company may borrow in U.S. dollars or certain other permitted currencies. As of September 30, 2021, the Company had borrowings denominated in Canadian Dollars (CAD), Euros (EUR) and British Pounds (GBP) of 239.2 million, 9.8 million and 38.5 million, respectively. As of December 31, 2020, the Company had borrowings denominated in Canadian Dollars (CAD) of 138.1 million. 
 (5) The carrying value of the Company's 2023 Notes, 2026 Notes, New 2026 Notes, 2027 Notes and 2028 Notes is presented net of unamortized debt issuance costs of $3.8 million, $7.7 million, $8.8 million, $14.4 million and $12.1 million, respectively, as of September 30, 2021. The carrying value of the Company's 2023 Notes and 2026 Notes is presented net of unamortized debt issuance costs of $5.5 million and $8.7 million, respectively, as of December 31, 2020. 
 As of September 30, 2021 and December 31, 2020, $14.2 million a nd $14.1 million, respectively, of interest expense and $0.6 million and $0.6 million, respectively, of unused com mitment fees were included in interest payable. For the three and nine months ended September 30, 2021, the weighted average interest rate on all borrowings outstanding was 2.83% and 2.92% (including unused fees and accretion of net discounts on unsecured debt), respectively, and the average principal debt outstanding was $4,487.3 million and $3,546.3 million, respectively. For the three and nine months ended September 30, 2020, the weighted average interest rate on all borrowings outstanding was 2.96% and 3.36% (including unused fees and accretion of net discounts on unsecured debt), respectively, and the average principal debt outstanding was $1,865.2 million and $1,711.7 million, respectively. 
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 The components of interest expense were as follows: 
 Three Months Ended September 30, Nine Months Ended September 30, 
 2021 2020 2021 2020 
 Borrowing interest expense $ 29,363 $ 12,054 $ 72,752 $ 40,372 
 Facility unused fees 611 1,337 2,005 2,342 
 Amortization of financing costs and debt issuance costs 1,020 982 2,420 2,171 
 Accretion of original issue discount 1,746 393 3,876 393 
 Total Interest Expense $ 32,740 $ 14,766 $ 81,053 $ 45,278 
 Cash paid for interest expense $ 50,386 $ 10,137 $ 83,097 $ 41,084 

 
 Note 7. Commitments and Contingencies 
 Portfolio Company Commitments 
 The Company’s investment portfolio may contain debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of September 30, 2021 and December 31, 2020, the Company had unfunded delayed draw term loans and revolvers in the aggregate principal amount of $1,243.2 million and $432.3 million, respectively. 
 Additionally, from time to time, the Adviser and its affiliates may commit to an investment on behalf of the funds it manages. Certain terms of these investments are not finalized at the time of the commitment and each respective fund's allocation may change prior to the date of funding. In this regard, as of September 30, 2021 and December 31, 2020, the Company estimates that $1,247.1 million and $0.0 million, respectively, of investments that were committed but not yet funded. 
 Other Commitments and Contingencies 
 From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. At September 30, 2021 and December 31, 2020, management is not aware of any pending or threatened material litigation. 
 
 Note 8. Net Assets 
 The Company has the authority to issue an unlimited number of shares at $0.001 per share par value. 
 Since commencement of operations on November 20, 2018, the Company entered into additional subscription agreements (the “ Subscription Agreements ”) with investors providing for the private placement of the Company’s shares. Under the terms of the Subscription Agreements, investors are required to fund drawdowns to purchase the Company’s shares up to the amount of their respective Capital Commitment on an as-needed basis each time the Company delivers a drawdown notice to its investors. As of September 8, 2021, all Capital Commitments in the amount of $3,926.3 million ($80.0 million from affiliates of the Adviser) had been drawn. 
 The following table summarizes the total shares issued and proceeds received related to the Company’s capital drawdowns delivered pursuant to the Subscription Agreements for the nine months ended September 30, 2021 (dollars in millions except share amounts): 
 
 Common Share Issuance Date Number of
Common
Shares Issued Aggregate
Offering Proceeds 
 June 8, 2021 13,869,637 $ 357.0 
 September 8, 2021 13,723,035 356.3 
 Total 27,592,672 $ 713.3 

 The following table summarizes the total shares issued and proceeds received related to the Company’s capital drawdowns delivered pursuant to the Subscription Agreements for the nine months ended September 30, 2020 (dollars in 
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 millions except share amounts): 
 Common Share Issuance Date Number of
Common
Shares Issued Aggregate
Offering Proceeds 
 January 30, 2020 16,864,983 $ 440.9 
 April 8, 2020 14,864,518 324.0 
 July 15, 2020 5,304,125 125.6 
 July 28, 2020 123,229 2.9 
 Total 37,156,855 $ 893.4 

 
 
 Distributions 
 The following table summarizes the Company’s distributions declared and payable for the nine months ended September 30, 2021 (dollars in thousands except per share amounts): 
 Date Declared Record Date Payment Date Per Share Amount Total Amount 
 February 24, 2021 March 31, 2021 May 14, 2021 $ 0.5000 $ 65,052 
 June 7, 2021 June 7, 2021 August 13, 2021 0.3736 48,734 
 June 7, 2021 June 30, 2021 August 13, 2021 0.1264 18,241 
 September 7, 2021 September 7, 2021 November 12, 2021 0.3750 54,250 
 September 7, 2021 September 30, 2021 November 12, 2021 0.1250 19,800 
 Total distributions $ 1.5000 $ 206,077 

 
 
 The following table summarizes the Company’s distributions declared and payable for the nine months ended September 30, 2020 (dollars in thousands except per share amounts): 
 Date Declared Record Date Payment Date Per Share Amount Total Amount 
 January 29, 2020 January 29, 2020 May 15, 2020 $ 0.1593 $ 10,241 
 February 26, 2020 March 31, 2020 May 15, 2020 0.3407 27,688 
 April 7, 2020 April 7, 2020 August 14, 2020 0.0385 3,129 
 June 29, 2020 June 30, 2020 August 14, 2020 0.4615 44,454 
 July 14, 2020 July 14, 2020 November 13, 2020 0.0761 7,330 
 July 27, 2020 July 27, 2020 November 13, 2020 0.0707 7,185 
 August 26, 2020 September 30, 2020 November 13, 2020 0.3532 36,021 
 Total distributions $ 1.5000 $ 136,048 

 
 
 Dividend Reinvestment 
 The Company has adopted a dividend reinvestment plan ("DRIP") , pursuant to which it reinvests all cash dividends declared by the Board on behalf of its shareholders who do not elect to receive their dividends in cash. As a result, if the Board and the Company declares, a cash dividend or other distribution, then the Company’s shareholders who have not opted out of its dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares as described below, rather than receiving the cash dividend or other distribution. Distributions on fractional shares will be credited to each participating shareholder’s account to three decimal places. A participating shareholder will receive an amount of shares equal to the amount of the distribution on that participant’s shares divided by the most recent quarter-end NAV per share that is available on the date such distribution was paid (unless the Board determines to use the NAV per share as of another time). Shareholders who receive distributions in the form of shares will generally be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions; however, since their cash distributions will be reinvested, those shareholders will not receive cash with which to pay any applicable taxes. The Company intends to use newly issued shares to implement the plan. Shares issued under the dividend reinvestment plan will not reduce outstanding Capital Commitments. 
 
 
 
 
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 The following table summarizes the amounts received and shares issued to shareholders who have not opted out of the Company's DRIP during the nine months ended September 30, 2021 (dollars in thousands except share amounts): 
 
 Payment Date DRIP Shares Value DRIP Shares Issued 
 January 29, 2021 $ 11,179 443,639 
 May 14, 2021 8,674 339,398 
 August 13, 2021 9,142 352,656 
 Total distributions $ 28,995 1,135,693 

 
 
 The following table summarizes the amounts received and shares issued to shareholders who have not opted out of the Company's DRIP during the nine months ended September 30, 2020 (dollars in thousands except share amounts): 
 
 Payment Date DRIP Shares Value DRIP Shares Issued 
 January 30, 2020 $ 2,882 112,302 
 May 15, 2020 4,244 194,694 
 August 14, 2020 5,437 229,591 
 Total distributions $ 12,563 536,587 

 
 
 
 Note 9. Earnings Per Share 
 The following table sets forth the computation of basic and diluted earnings per share: 
 Three Months Ended September 30, Nine Months Ended September 30, 
 2021 2020 2021 2020 
 Net increase (decrease) in net assets resulting from operations $ 110,007 $ 176,332 $ 338,470 $ 97,849 
 Weighted average shares outstanding (basic and diluted) 147,932,846 101,030,065 137,294,502 90,696,327 
 Earnings (loss) per common share (basic and diluted) $ 0.74 $ 1.75 $ 2.47 $ 1.08 

 
 
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 Note 10. Financial Highlights 
 The following are the financial highlights for the nine months ended September 30, 2021 and 2020: 
 Nine Months Ended September 30, 
 2021 2020 
 Per Share Data: 
 Net asset value, beginning of period $ 25.20 $ 26.02 
 Net investment income (1) 
 1.76 1.70 
 Net unrealized and realized gain (loss) (2) 
 0.69 (1.31) 
 Net increase (decrease) in net assets resulting from operations 2.45 0.39 
 Distributions declared (3) 
 (1.50) (1.50) 
 Total increase (decrease) in net assets 0.95 (1.11) 
 Net asset value, end of period $ 26.15 $ 24.91 
 Shares outstanding, end of period 158,389,951 101,983,184 
 Total return based on NAV (4) 
 9.90 % 1.99 % 
 Ratios: 
 Ratio of net expenses to average net assets (5) 
 7.17 % 6.09 % 
 Ratio of net investment income to average net assets (5) 
 9.03 % 9.54 % 
 Portfolio turnover rate 28.18 % 17.13 % 
 Supplemental Data: 
 Net assets, end of period $ 4,142,451 $ 2,540,903 
 Total capital commitments, end of period $ 3,926,295 $ 3,770,397 
 Ratios of total contributed capital to total committed capital, end of period 100.00 % 67.01 % 
 Asset coverage ratio 192.0 % 208.5 % 

 (1) The per share data was derived by using the weighted average shares outstanding during the period. 
 (2) For the nine months ended September 30, 2021 and 2020, the amount shown does not correspond with the aggregate amount for the period as it includes a $(0.02) and $(0.70) impact, respectively, from the effect of the timing of capital transactions. 
 (3) The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 8). 
 (4) Total return (not annualized) is calculated as the change in NAV per share during the period, plus distributions per share (assuming dividends and distributions are reinvested in accordance with the Company's dividend reinvestment plan) divided by the beginning NAV per share. Total return does not include sales load. 
 (5) Amounts are annualized except for expense support amounts relating to organizational costs. For the nine months ended September 30, 2021 and 2020, the ratio of total operating expenses to average net assets was 7.17% and 6.01%, respectively, on an annualized basis, excluding the effect of expense support/(recoupment) by the Adviser which represented 0.00% and (0.08%), respectively, of average net assets. 
 
 Note 11. Subsequent Events 
 The Company’s management evaluated subsequent events through the date of issuance of the consolidated financial statements. There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in, the consolidated financial statements as of September 30, 2021, except as discussed below and elsewhere in the notes to the consolidated financial statements. 
 
 
 IPO 
 On October 28, 2021, the Company closed its initial public offering (“ IPO ”), issuing 9,180,000 of its common shares of beneficial interest at a public offering price of $26.15 per share. Net of underwriting fees, the Company received net cash proceeds, before offering expenses, of $230.6 million. On November 4, 2021, the underwriters exercised their option to purchase an additional 1,377,000 shares of common shares, which resulted in net cash proceeds, before offering expenses, of $33.8 million. The Company’s common shares began trading on the NYSE under the symbol “BXSL” on October 28, 2021. 
 
 
 In connection with the listing of the Company’s common shares on the NYSE, the Board decided to eliminate any outstanding fractional common shares (the “ Fractional Shares ”), as permitted by Delaware law by rounding down the number of Fractional Shares held by each of our shareholders to the nearest whole share and paying each shareholder cash for such Fractional Shares. 
 
 
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 Investment Advisory Agreement 
 
 
 On October 18, 2021, the Company entered into an amended and restated investment advisory agreement with the Adviser, pursuant to which the Adviser manages the Company on a day-to-day basis. As discussed in Note 3, the Adviser entered into a new investment advisory agreement to include a three-year total return lookback feature on the income based incentive fee. Beginning with the first calendar quarter in which the IPO was consummated, this lookback feature provides that the Adviser’s income based incentive fee may be reduced if the Company’s portfolio experiences aggregate write-downs or net capital losses during the applicable Trailing Twelve Quarters. The Adviser also implemented a waiver effective upon consummation of the IPO to extend the Company’s current fee structure for a period of two years instead of the step up in fees that was scheduled to occur upon the IPO. With the waiver in place, instead of having the base management fee and each incentive fee increase to 1.00% and 17.5%, respectively, each such fee will remain at 0.75% and 15.0% for a period of two years following the IPO. As a result of the fee waiver, the pre-listing management fee and incentive fee rates paid by the Company to the Adviser will not increase during the Waiver Period. Amounts waived by the Adviser are not subject to recoupment by the Adviser. 
 
 
 Dividend Declarations 
 
 
 On October 18, 2021, the Board increased the Company’s quarterly distribution from $0.50 per share to $0.53 per share payable to shareholders of record on December 31, 2021, which will be paid on or around January 31, 2022. 
 
 
 On October 18, 2021, the Board also declared the following special distributions: 
 
 
 
 Record Date Payment Date Special Distribution Amount (per share) 
 
 January 18, 2022 
 May 13, 2022 $ 0.10 
 March 16, 2022 
 May 13, 2022 $ 0.15 
 May 16, 2022 
 August 12, 2022 $ 0.20 
 July 18, 2022 
 November 14, 2022 $ 0.20 

 
 
 Shareholder Transfer Restrictions 
 
 
 For shareholders who held common shares prior to the IPO, following, without the consent of the Adviser: 
 
 
 • prior to January 3, 2022, a shareholder is not permitted to transfer (whether by sale, gift, merger, by operation of law or otherwise), exchange, assign, pledge, hypothecate or otherwise dispose of or encumber any common share held by such shareholder prior to the IPO (and any DRIP shares received with respect to such common shares); 
 
 
 • prior to March 1, 2022, a shareholder is not permitted to transfer (whether by sale, gift, merger, by operation of law or otherwise), exchange, assign, pledge, hypothecate or otherwise dispose of or encumber 90% of the common shares held by such shareholder prior to the IPO (and any DRIP shares received with respect to such common shares); 
 
 
 • prior to May 1, 2022, a shareholder is not permitted to transfer (whether by sale, gift, merger, by operation of law or otherwise), exchange, assign, pledge, hypothecate or otherwise dispose of or encumber 75% of the common shares held by such shareholder prior to the IPO (and any DRIP shares received with respect to such common shares); and 
 
 
 • prior to July 1, 2022, a shareholder is not permitted to transfer (whether by sale, gift, merger, by operation of law or otherwise), exchange, assign, pledge, hypothecate or otherwise dispose of or encumber 50% of the common shares held by such shareholder prior to the date of the IPO (and any DRIP shares received with respect to such common shares). 
 
 
 This means that, as a result of these transfer restrictions, without the consent of the Adviser, a shareholder who owned 100 common shares on the date of the IPO could not sell any of such shares until January 3, 2022; prior to March 1, 2022, such shareholder could only sell up to 10 of such shares; prior to May 1, 2022, such shareholder could only sell up to 25 of such shares; prior to July 1, 2022, such shareholder could only sell up to 50 of such shares; and after July 1, 2022, such shareholder could sell all of such shares. Consent by the Adviser to waive any of the foregoing transfer restrictions is subject to the consent of the representatives on behalf of the underwriters in the IPO. In addition, the Company’s trustees have agreed for a period of 
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 180 days after the date of the IPO and the Company’s executive officers who are not trustees have agreed for a period of 180 days after the date of the IPO, not to transfer (whether by sale, gift, merger, by operation of law or otherwise) their common shares without the prior written consent of the representatives on behalf of the underwriters, subject to certain exceptions. 
 
 
 Share Repurchase Plan 
 
 
 On October 18, 2021, the Board approved a share repurchase plan (the “ Company 10b5-1 Plan ” ) to acquire up to the greater of $250 million and the net proceeds from the IPO in the aggregate of the Company’s common shares at prices below net asset value per share over a specified period, in accordance with the guidelines specified in Rule 10b-18 and Rule 10b5-1 of the Exchange Act. The Company put the 10b5-1 Plan in place because it believes that, in the current market conditions, if its common shares are trading below its then-current net asset value per share, it is in the best interest of the Company’s shareholders for the Company to reinvest in its portfolio. 
 
 
 The Company 10b5-1 Plan is intended to allow the Company to repurchase its common shares at times when it otherwise might be prevented from doing so under insider trading laws. The Company 10b5-1 Plan requires Morgan Stanley & Co. LLC, as the Company’s agent, to repurchase common shares on the Company’s behalf when the market price per share is below the most recently reported net asset value per share (including any updates, corrections or adjustments publicly announced by the Company to any previously announced net asset value per share). The most recently reported net asset value per share will also be adjusted on the record date of any special distributions declared. Under the Company 10b5-1 Plan, the agent will increase the volume of purchases made as the price of our common shares declines, subject to volume restrictions. The timing and amount of any share repurchases will depend on the terms and conditions of the Company 10b5-1 Plan, the market price of our common shares and trading volumes, and no assurance can be given that any particular amount of common shares will be repurchased. 
 
 
 The purchase of shares pursuant to the Company 10b5-1 Plan is intended to satisfy the conditions of Rule 10b5-1 and Rule 10b-18 under the Exchange Act, and will otherwise be subject to applicable law, including Regulation M, which may prohibit purchases under certain circumstances. 
 
 
 The Company 10b5-1 Plan will commence on the later of (i) 30 calendar days following the date of the IPO and (ii) four full calendar weeks following the completion of the offering and will terminate upon the earliest to occur of (i) 12-months (tolled for periods during which the Company 10b5-1 Plan is suspended), (ii) the end of the trading day on which the aggregate purchase price for all shares purchased under the Company 10b5-1 Plan equals the greater of $250 million and the net proceeds from the IPO and (iii) the occurrence of certain other events described in the Company 10b5-1 Plan. 
 
 
 Dividend Reinvestment 
 Following an IPO, if newly issued shares are used to implement the dividend reinvestment plan, the number of shares to be issued to a shareholder will be determined by dividing the total dollar amount of the cash dividend or distribution payable to a shareholder by the market price per common share at the close of regular trading on the NYSE on the payment date of a distribution, or if no sale is reported for such day, the average of the reported bid and ask prices. However, if the market price per share on the payment date of a cash dividend or distribution exceeds the most recently computed net asset value per share, the Company will issue shares at the greater of (i) the most recently computed net asset value per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeded the most recently computed net asset value per share). For example, if the most recently computed net asset value per share is $25.00 and the market price on the payment date of a cash dividend is $24.00 per share, the Company will issue shares at $24.00 per share. If the most recently computed net asset value per share is $25.00 and the market price on the payment date of a cash dividend is $27.00 per share, the Company will issue shares at $25.65 per share (95% of the current market price). If the most recently computed net asset value per share is $25.00 and the market price on the payment date of a cash dividend is $26.00 per share, the Company will issue shares at $25.00 per share. 
 
 
 Other 
 
 
 Effective October 18, 2021, the Board appointed Vikrant Sawhney to the Board. Mr. Sawhney’s appointment brings the total number of trustees on the Board to seven, four of whom are not “interested persons” of the Company as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended. 
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 Table of Contents
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.
Blackstone Secured Lending Fund 10-Q

Item 1. Financial Statements
