Item 1. Financial Statements
Item 1. Financial Statements.
Blackstone Secured Lending Fund
Condensed Consolidated Statements of Assets and Liabilities
(in thousands, except share and per share amounts)
(Unaudited)
June 30, 2024 December 31, 2023
ASSETS
Investments at fair value
Non-controlled/non-affiliated investments (cost of $ 11,305,057 and $ 9,934,158 at June 30, 2024 and December 31, 2023, respectively)
$ 11,263,389 $ 9,862,650
Non-controlled/affiliated investments (cost of $ 25,412 and $ 1 at June 30, 2024 and December 31, 2023, respectively)
30,408 5,790
Total investments at fair value (cost of $ 11,330,469 and $ 9,934,159 at June 30, 2024 and December 31, 2023, respectively)
11,293,797 9,868,440
Cash and cash equivalents 291,292 154,857
Interest receivable from non-controlled/non-affiliated investments 113,744 93,576
Interest receivable from non-controlled/affiliated investments 137 —
Receivable from broker 1,770 —
Deferred financing costs 13,048 16,450
Receivable for investments sold 52,692 1,295
Receivable for shares sold 1,896 —
Derivative assets at fair value (Note 6) 2,015 —
Total assets $ 11,770,391 $ 10,134,618
LIABILITIES
Debt (net of unamortized debt issuance costs of $ 28,887 and $ 25,953 at June 30, 2024 and December 31, 2023, respectively)
$ 6,084,261 $ 4,911,930
Payable for investments purchased 6,373 8,566
Due to affiliates 8,478 8,925
Management fees payable (Note 3) 28,094 23,034
Income based incentive fees payable (Note 3) 37,380 34,373
Capital gains incentive fees payable (Note 3) 6,256 —
Interest payable 44,337 39,880
Distribution payable (Note 9) 152,706 143,052
Accrued expenses and other liabilities 7,933 12,817
Total liabilities 6,375,818 5,182,577
Commitments and contingencies (Note 8)
NET ASSETS
Common Shares, $ 0.001 par value (unlimited shares authorized; 198,381,800 and 185,782,408 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively)
198 186
Additional paid in capital 5,064,855 4,701,827
Distributable earnings (loss) 329,520 250,028
Total net assets 5,394,573 4,952,041
Total liabilities and net assets $ 11,770,391 $ 10,134,618
NET ASSET VALUE PER SHARE $ 27.19 $ 26.66
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Statements of Operations
(in thousands, except share and per share amounts)
(Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Investment income:
From non-controlled/non-affiliated investments:
Interest income $ 302,691 $ 273,914 $ 585,955 $ 528,135
Payment-in-kind interest income 22,876 11,275 43,338 21,116
Dividend income 189 159 189 159
Fee income 1,171 5,017 1,405 5,893
From non-controlled/affiliated investments:
Interest income 137 — 137 —
Total investment income 327,064 290,365 631,024 555,303
Expenses:
Interest expense 78,841 66,148 145,560 132,876
Management fees (Note 3) 28,094 24,276 54,134 48,972
Income based incentive fees (Note 3) 37,380 34,493 73,225 64,886
Capital gains incentive fees (Note 3) 3,122 ( 3,949 ) 6,256 ( 5,506 )
Professional fees 1,069 1,019 2,020 2,207
Board of Trustees’ fees 289 236 511 461
Administrative service expenses (Note 3) 765 675 1,442 1,054
Other general and administrative 985 2,000 2,159 3,605
Total expenses before excise tax 150,545 124,898 285,307 248,555
Management fees waived (Note 3) — ( 6,069 ) — ( 12,243 )
Incentive fees waived (Note 3) — ( 4,928 ) — ( 9,270 )
Net expenses before excise tax 150,545 113,901 285,307 227,042
Net investment income before excise tax 176,519 176,464 345,717 328,261
Excise tax expense 3,421 4,979 6,771 7,601
Net investment income after excise tax 173,098 171,485 338,946 320,660
Realized and unrealized gain (loss):
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments 22,066 ( 28,456 ) 33,540 ( 35,218 )
Non-controlled/affiliated investments ( 1,105 ) ( 8,814 ) ( 793 ) ( 13,455 )
Translation of assets and liabilities in foreign currencies 124 ( 223 ) 103 ( 3,364 )
Net change in unrealized appreciation (depreciation) 21,085 ( 37,493 ) 32,850 ( 52,037 )
Net realized gain (loss):
Non-controlled/non-affiliated investments 195 ( 8,020 ) 623 ( 11,506 )
Non-controlled/affiliated investments — 7,207 — 7,207
Foreign currency transactions 1,808 11,671 7,522 19,324
Net realized gain (loss) 2,003 10,858 8,145 15,025
Net realized and change in unrealized gain (loss) 23,088 ( 26,635 ) 40,995 ( 37,012 )
Net increase (decrease) in net assets resulting from operations $ 196,186 $ 144,850 $ 379,941 $ 283,648
Net investment income per share (basic and diluted) $ 0.89 $ 1.06 $ 1.76 $ 1.99
Earnings (loss) per share (basic and diluted) $ 1.01 $ 0.90 $ 1.98 $ 1.76
Weighted average shares outstanding (basic and diluted) 193,908,352 161,079,263 192,254,100 160,792,160
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Statements of Changes in Net Assets
(in thousands)
(Unaudited)
Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets
Balance, March 31, 2024 $ 192 $ 4,869,433 $ 286,040 $ 5,155,665
Issuance of common shares, net of offering and underwriting costs 6 190,129 — 190,135
Reinvestment of dividends (1)
— 5,293 — 5,293
Net investment income — — 173,098 173,098
Net realized gain (loss) — — 2,003 2,003
Net change in unrealized appreciation (depreciation) — — 21,085 21,085
Dividends declared and payable from net investment income — — ( 152,706 ) ( 152,706 )
Balance, June 30, 2024 $ 198 $ 5,064,855 $ 329,520 $ 5,394,573
Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets
Balance, December 31, 2023 $ 186 $ 4,701,827 $ 250,028 $ 4,952,041
Issuance of common shares, net of offering and underwriting costs 12 352,121 — 352,133
Reinvestment of dividends (1)
— 10,907 — 10,907
Net investment income — — 338,946 338,946
Net realized gain (loss) — — 8,145 8,145
Net change in unrealized appreciation (depreciation) — — 32,850 32,850
Dividends declared and payable from net investment income — — ( 300,449 ) ( 300,449 )
Balance, June 30, 2024 $ 198 $ 5,064,855 $ 329,520 $ 5,394,573
(1) The par amount of the shares is less than 1,000 and rounds to zero.
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Statements of Changes in Net Assets
(in thousands)
(Unaudited)
Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets
Balance, March 31, 2023 $ 162 $ 4,038,243 $ 152,091 $ 4,190,496
Issuance of common shares, net of offering and underwriting costs 3 124,930 — 124,933
Common shares sold, not yet issued (1)
— 336 — 336
Reinvestment of dividends (1)
— 5,439 — 5,439
Net investment income — — 171,485 171,485
Net realized gain (loss) — — 10,858 10,858
Net change in unrealized appreciation (depreciation) — — ( 37,493 ) ( 37,493 )
Dividends declared and payable from net investment income — — ( 115,783 ) ( 115,783 )
Balance, June 30, 2023 $ 165 $ 4,168,948 $ 181,158 $ 4,350,271
Par Amount Additional Paid in Capital Distributable Earnings (Loss) Total Net Assets
Balance, December 31, 2022 $ 160 $ 4,033,113 $ 125,693 $ 4,158,966
Issuance of common shares, net of offering and underwriting costs 3 124,930 — 124,933
Common shares sold, not yet issued (1)
— 336 — 336
Reinvestment of dividends 2 10,569 — 10,571
Net investment income — — 320,660 320,660
Net realized gain (loss) — — 15,025 15,025
Net change in unrealized appreciation (depreciation) — — ( 52,037 ) ( 52,037 )
Dividends declared and payable from net investment income — — ( 228,183 ) ( 228,183 )
Balance, June 30, 2023 $ 165 $ 4,168,948 $ 181,158 $ 4,350,271
(1) The par amount of the shares is less than 1,000 and rounds to zero.
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Statements of Changes in Cash Flows
(in thousands)
(Unaudited)
Six Months Ended June 30,
2024 2023
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations $ 379,941 $ 283,648
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net change in unrealized (appreciation) depreciation on investments ( 32,747 ) 48,673
Net change in unrealized (appreciation) depreciation on translation of assets and liabilities in foreign currencies ( 103 ) 3,364
Net realized (gain) loss on investments ( 623 ) 4,299
Payment-in-kind interest capitalized ( 42,693 ) ( 24,198 )
Net accretion of discount and amortization of premium ( 20,333 ) ( 30,190 )
Amortization of deferred financing costs 3,403 2,459
Amortization of original issue discount and debt issuance costs 4,321 5,127
Purchases of investments ( 1,609,750 ) ( 219,153 )
Proceeds from sale of investments and principal repayments 276,090 573,828
Changes in operating assets and liabilities:
Interest receivable from non-controlled/non-affiliated investments ( 20,168 ) 23,031
Interest receivable from non-controlled/affiliated investments ( 137 ) —
Receivable for investments sold ( 51,397 ) 3,936
Receivable from broker ( 1,770 ) —
Payable for investments purchased ( 2,193 ) ( 745 )
Due to affiliates ( 447 ) 1,475
Management fee payable 5,060 ( 388 )
Income based incentive fee payable 3,007 4,792
Capital gains incentive fee payable 6,256 ( 5,506 )
Interest payable 4,457 ( 8 )
Accrued expenses and other liabilities ( 4,884 ) 2,698
Net cash provided by (used in) operating activities ( 1,104,710 ) 677,142
Cash flows from financing activities:
Borrowings on debt 1,665,849 474,000
Repayments on debt ( 494,000 ) ( 1,068,360 )
Deferred financing costs paid — ( 5,149 )
Debt issuance costs paid ( 1,070 ) —
Dividends paid in cash ( 279,888 ) ( 198,713 )
Proceeds from issuance of Common Shares, net of offering and underwriting costs 350,237 124,933
Net cash provided by (used in) financing activities 1,241,128 ( 673,289 )
Net increase (decrease) in cash and cash equivalents 136,418 3,853
Effect of foreign exchange rate changes on cash and cash equivalents 17 12,258
Cash and cash equivalents, beginning of period 154,857 131,272
Cash and cash equivalents, end of period $ 291,292 $ 147,383
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Statements of Changes in Cash Flows
(in thousands)
(Unaudited)
Six Months Ended June 30,
2024 2023
Supplemental information and non-cash activities:
Interest paid during the period $ 133,658 $ 126,014
Distribution payable 152,706 115,783
Reinvestment of distributions during the period 10,907 10,571
Accrued but unpaid debt issuance costs 500 —
Receivable for shares sold 1,896 336
Excise taxes paid 11,430 5,245
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt
First Lien Debt - non-controlled/non-affiliated
Aerospace & Defense
Aevex Holdings, LLC (4)(5)(11) SOFR + 6.00 % 11.44 % 3/18/2026 $ 47,548 $ 47,115 $ 47,548 0.88 %
Corfin Holdings, Inc. (4)(10) SOFR + 6.00 % 11.42 % 12/31/2027 265,625 263,401 265,625 4.92
Frontgrade Technologies Holdings, Inc. (4)(5)(7)(10) SOFR + 5.00 % 10.33 % 1/9/2030 2,358 2,295 2,358 0.04
Linquest Corp. (4)(5)(10) SOFR + 5.75 % 11.18 % 7/28/2028 9,688 9,576 9,688 0.18
MAG DS Corp. (11) SOFR + 5.50 % 10.90 % 4/1/2027 80,001 76,787 77,601 1.44
Magneto Components BuyCo, LLC (4)(7)(10) SOFR + 6.00 % 11.34 % 12/5/2030 33,243 32,279 33,160 0.61
Maverick Acquisition, Inc. (4)(11) SOFR + 6.25 % 11.58 % 6/1/2027 18,504 18,321 14,525 0.27
TCFI AEVEX, LLC (4)(11) SOFR + 6.00 % 11.44 % 3/18/2026 109,659 109,012 109,659 2.03
558,786 560,164 10.37
Air Freight & Logistics
AGI-CFI Holdings, Inc. (4)(10) SOFR + 5.75 % 11.26 % 6/11/2027 94,929 93,957 92,318 1.71
ENV Bidco AB (4)(5)(6)(10) SOFR + 5.75 % 11.08 % 7/19/2029 1,006 988 1,006 0.02
ENV Bidco AB (4)(5)(6)(7)(8) E + 5.75 % 9.47 % 7/19/2029 EUR 1,122 950 1,198 0.02
Livingston International, Inc. (4)(6)(10) SOFR + 5.50 % 10.93 % 4/30/2027 125,376 124,001 120,988 2.24
Mode Purchaser, Inc. (4)(11) SOFR + 6.25 % 11.72 % 12/9/2026 139,345 138,374 139,345 2.58
Mode Purchaser, Inc. (4)(5)(11) SOFR + 6.25 % 11.72 % 2/5/2029 3,978 3,925 3,978 0.07
RoadOne Inc (4)(5)(7)(11) SOFR + 6.25 % 11.59 % 12/30/2028 1,093 1,063 1,066 0.02
RWL Holdings, LLC (4)(10) SOFR + 5.75 % 11.23 % 12/31/2028 30,170 29,784 28,133 0.52
SEKO Global Logistics Network, LLC (4)(5)(11) SOFR + 5.00 % 10.48 % 12/30/2026 6,250 6,209 4,625 0.09
SEKO Global Logistics Network, LLC (4)(5)(7)(11) SOFR + 5.00 % 10.47 % 12/30/2026 359 356 201 0.00
SEKO Global Logistics Network, LLC (4)(5)(11) E + 5.00 % 8.72 % 12/30/2026 EUR 1,821 2,094 1,443 0.03
401,701 394,301 7.30
Auto Components
Dellner Couplers Group AB (5)(6)(8) E + 5.50 % 9.22 % 6/18/2029 EUR 1,000 1,059 1,068 0.02
Building Products
Fencing Supply Group Acquisition, LLC (4)(5)(11) SOFR + 6.00 % 11.44 % 2/26/2027 53,288 52,923 52,489 0.97
Jacuzzi Brands, LLC (4)(5)(10) SOFR + 6.00 % 11.33 % 2/25/2027 11,318 11,242 10,385 0.19
Jacuzzi Brands, LLC (4)(11) SOFR + 6.00 % 11.33 % 2/25/2027 77,867 77,420 71,443 1.32
L&S Mechanical Acquisition, LLC (4)(5)(10) SOFR + 6.25 % 11.55 % 9/1/2027 12,167 12,040 12,167 0.23
Lindstrom, LLC (4)(11) SOFR + 6.25 % 11.68 % 5/1/2026 120,640 120,345 119,434 2.21
Windows Acquisition Holdings, Inc. (4)(5)(11) SOFR + 6.50 % 11.98 % 12/29/2026 49,857 49,443 48,362 0.90
323,413 314,280 5.82
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Chemicals
DCG Acquisition Corp (4)(5)(7)(10) SOFR + 4.75 % 10.08 % 6/13/2031 $ 35,505 $ 35,064 $ 35,061 0.65 %
Formulations Parent Corp. (4)(7)(10) SOFR + 5.75 % 11.07 % 11/15/2030 8,550 8,369 8,550 0.16
43,433 43,611 0.81
Commercial Services & Supplies
Bazaarvoice, Inc. (4)(7)(8) SOFR + 5.25 % 10.54 % 5/7/2028 225,015 225,015 225,015 4.17
Bazaarvoice, Inc. (4)(8) SOFR + 5.25 % 10.54 % 5/7/2028 15,168 15,168 15,168 0.28
CFS Brands, LLC (4)(7)(11) SOFR + 6.00 % 11.34 % 10/2/2030 118,163 115,619 118,042 2.19
FusionSite Midco, LLC (4)(7)(11) SOFR + 5.75 % 11.35 % 11/17/2029 25,851 25,273 25,401 0.47
FusionSite Midco, LLC (4)(5)(7)(11) SOFR + 5.75 % 11.36 % 11/17/2029 9,953 9,745 9,791 0.18
Iris Buyer, LLC (4)(7)(11) SOFR + 6.25 % 11.59 % 10/2/2030 27,993 27,202 27,875 0.52
Java Buyer, Inc. (4)(10) SOFR + 5.75 % 11.19 % 12/15/2027 4,016 3,970 4,016 0.07
Java Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.17 % 12/15/2027 1,466 1,435 1,454 0.03
Java Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.20 % 12/15/2027 2,817 2,768 2,794 0.05
JSS Holdings, Inc. (4)(10) SOFR + 5.25 % 10.70 % 12/17/2030 286,421 284,298 286,421 5.31
Knowledge Pro Buyer, Inc. (4)(7)(10) SOFR + 5.00 % 10.44 % 12/10/2027 6,937 6,836 6,901 0.13
KPSKY Acquisition, Inc. (4)(10)(18) SOFR + 5.60 % 11.03 % 10/19/2028 20,112 19,865 19,408 0.36
KPSKY Acquisition, Inc. (4)(5)(10)(18) SOFR + 5.50 % 10.90 % 10/19/2028 2,316 2,288 2,235 0.04
Onex Baltimore Buyer, Inc. (4)(10)(18) SOFR + 5.50 % 10.95 % 12/1/2027 10,804 10,679 10,804 0.20
Onex Baltimore Buyer, Inc. (4)(5)(7)(10)(18) SOFR + 5.00 % 10.45 % 12/1/2027 9,561 9,395 9,561 0.18
Pye-Barker Fire & Safety LLC (4)(5)(10) SOFR + 4.50 % 9.85 % 5/24/2031 4,461 4,461 4,461 0.08
Pye-Barker Fire & Safety LLC (4)(5)(7)(10) SOFR + 4.50 % 9.84 % 5/24/2031 5,301 5,274 5,274 0.10
The Hiller Companies LLC (4)(7)(10) SOFR + 5.00 % 10.34 % 6/20/2030 8,234 8,141 8,140 0.15
The Hiller Companies LLC (4)(5)(7)(10) SOFR + 5.00 % 10.34 % 6/20/2030 48 33 33 0.00
Veregy Consolidated, Inc. (11) SOFR + 6.00 % 11.59 % 11/2/2027 20,547 20,275 20,611 0.38
797,740 803,405 14.89
Construction & Engineering
ASP Endeavor Acquisition, LLC (4)(5)(9) SOFR + 6.50 % 12.08 % 5/3/2027 13,556 13,427 12,403 0.23
Consor Intermediate II LLC (4)(5)(7)(10) SOFR + 4.75 % 10.08 % 5/10/2031 4,402 4,329 4,328 0.08
COP Home Services TopCo IV, Inc. (4)(5)(7)(11) SOFR + 6.00 % 11.43 % 12/31/2027 37,520 36,511 37,351 0.69
54,267 54,082 1.00
Containers & Packaging
Ascend Buyer, LLC (4)(10) SOFR + 5.75 % 11.23 % 9/30/2028 20,565 20,297 20,565 0.38
Ascend Buyer, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.23 % 9/30/2027 647 626 647 0.01
20,923 21,212 0.39
Distributors
BP Purchaser, LLC (4)(10) SOFR + 5.50 % 11.11 % 12/10/2028 7,221 7,130 6,716 0.12
BradyIFS Holdings, LLC (4)(7)(11) SOFR + 6.00 % 11.33 % 10/31/2029 91,128 89,371 91,128 1.69
BradyIFS Holdings, LLC (4)(5)(7)(11) SOFR + 6.00 % 11.30 % 10/31/2029 6,235 6,090 6,134 0.11
Bution Holdco 2, Inc. (4)(11) SOFR + 6.25 % 11.68 % 10/17/2025 69,518 69,217 69,518 1.29
Genuine Cable Group, LLC (4)(10) SOFR + 5.75 % 11.25 % 11/2/2026 167,360 165,924 161,921 3.00
Marcone Yellowstone Buyer, Inc. (4)(5)(10) SOFR + 6.25 % 11.73 % 6/23/2028 4,875 4,815 4,558 0.08
Marcone Yellowstone Buyer, Inc. (4)(5)(10) SOFR + 6.50 % 11.98 % 6/23/2028 1,558 1,525 1,473 0.03
Marcone Yellowstone Buyer, Inc. (4)(5)(10) SOFR + 6.25 % 11.73 % 6/23/2028 1,570 1,558 1,468 0.03
NDC Acquisition Corp. (4)(7)(11) SOFR + 5.50 % 10.93 % 3/9/2027 13,354 13,147 13,354 0.25
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Distributors (continued)
PT Intermediate Holdings III LLC (4)(7)(10) SOFR + 5.00 % 10.33 % (incl. 1.75 % PIK)
4/9/2030 $ 60,376 $ 60,226 $ 60,219 1.12 %
Tailwind Colony Holding Corporation (4)(11) SOFR + 6.50 % 11.93 % 5/13/2026 47,801 47,609 47,442 0.88
Unified Door & Hardware Group, LLC (4)(11) SOFR + 5.75 % 11.18 % 6/30/2025 93,265 92,849 93,265 1.73
Unified Door & Hardware Group, LLC (4)(5)(11) SOFR + 5.75 % 11.18 % 6/30/2025 4,578 4,500 4,578 0.08
563,961 561,774 10.41
Diversified Consumer Services
BPPH2 Limited (4)(5)(6)(8) S + 6.87 % 12.07 % 3/2/2028 GBP 26,300 35,861 33,246 0.62
Cambium Learning Group, Inc. (4)(7)(10) SOFR + 5.50 % 10.92 % 7/20/2028 287,664 285,999 287,664 5.33
Charger Debt Merger Sub, LLC (4)(5)(7)(10) SOFR + 5.00 % 10.35 % 5/31/2031 11,957 11,824 11,822 0.22
Charger Debt Merger Sub, LLC (4)(5)(7)(10) SOFR + 5.00 % 10.34 % 5/31/2031 172 139 138 0.00
DTA Intermediate II Ltd. (4)(7)(11) SOFR + 5.50 % 10.84 % 3/27/2030 42,969 41,942 42,432 0.79
DTA Intermediate II Ltd. (4)(5)(7)(11) SOFR + 5.50 % 10.79 % 3/27/2030 3,231 3,015 3,037 0.06
Endeavor Schools Holdings LLC (4)(11) SOFR + 6.25 % 11.58 % 7/18/2029 22,017 21,554 21,521 0.40
Endeavor Schools Holdings LLC (4)(5)(7)(11) SOFR + 6.25 % 11.57 % 7/18/2029 4,059 3,913 3,911 0.07
Essential Services Holding Corp (4)(5)(7)(10) SOFR + 5.00 % 10.33 % 6/17/2031 11,717 11,575 11,574 0.21
Go Car Wash Management Corp. (4)(11) SOFR + 6.25 % 11.69 % 12/31/2026 22,389 22,150 22,221 0.41
437,972 437,566 8.11
Diversified Financial Services
Barbri Holdings, Inc. (4)(10) SOFR + 5.75 % 11.19 % 4/28/2028 61,724 60,993 61,415 1.14
More Cowbell II, LLC (4)(7)(10) SOFR + 6.00 % 11.09 % 9/1/2030 7,977 7,791 7,966 0.15
More Cowbell II, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.33 % 9/1/2029 488 463 488 0.01
RFS Opco LLC (4)(9) SOFR + 5.00 % 10.33 % 4/4/2031 9,524 9,432 9,429 0.17
SelectQuote, Inc. (4)(10) SOFR + 9.50 % 14.94 % (incl. 3.00 % PIK)
5/15/2025 72,725 72,599 65,453 1.21
151,278 144,751 2.68
Diversified Telecommunication Services
Point Broadband Acquisition, LLC (4)(7)(11) SOFR + 5.50 % 10.81 % 10/1/2028 124,139 122,254 123,684 2.29
Electric Utilities
Qualus Power Services Corp. (4)(11) SOFR + 5.25 % 10.60 % 3/26/2027 32,946 32,585 32,781 0.61
Qualus Power Services Corp. (4)(7)(11) SOFR + 5.25 % 10.60 % 3/26/2027 34,677 33,409 33,660 0.62
65,994 66,441 1.23
Electrical Equipment
Emergency Power Holdings, LLC (4)(5)(7)(11) SOFR + 5.50 % 10.93 % 8/17/2028 47,853 47,241 47,708 0.88
Electronic Equipment, Instruments & Components
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.44 % 12/23/2026 77,743 77,101 71,135 1.32
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.40 % 12/23/2026 23,334 23,183 21,351 0.40
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.42 % 12/23/2026 6,295 6,264 5,760 0.11
Phoenix 1 Buyer Corp. (4)(7)(8) SOFR + 5.50 % 10.83 % 11/20/2030 25,818 25,535 25,818 0.48
132,083 124,064 2.31
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Energy Equipment & Services
ISQ Hawkeye Holdco, Inc. (4)(5)(7)(10) SOFR + 6.00 % 11.38 % 8/17/2029 $ 958 $ 940 $ 955 0.02 %
ISQ Hawkeye Holdco, Inc. (4)(5)(7)(10) P + 5.00 % 13.50 % 8/17/2028 27 26 27 0.00
LPW Group Holdings, Inc. (4)(5)(7)(11) SOFR + 6.00 % 11.35 % 3/15/2031 26,863 26,092 26,379 0.49
27,058 27,361 0.51
Health Care Equipment & Supplies
Bamboo US BidCo LLC (4)(5)(7)(11) SOFR + 6.75 % 12.08 % (incl. 3.38 % PIK)
9/30/2030 708 685 707 0.01
Bamboo US BidCo LLC (4)(5)(11) E + 6.75 % 10.62 % (incl. 3.38 % PIK)
9/30/2030 EUR 350 360 375 0.01
CPI Buyer, LLC (4)(7)(10) SOFR + 5.50 % 11.11 % 11/1/2028 30,901 30,501 30,141 0.56
CPI Buyer, LLC (4)(5)(7)(10) SOFR + 5.50 % 10.83 % 11/1/2028 544 529 522 0.01
GCX Corporation Buyer, LLC (4)(5)(10) SOFR + 5.50 % 10.95 % 9/13/2027 21,395 21,167 21,074 0.39
GCX Corporation Buyer, LLC (4)(5)(10) SOFR + 5.50 % 10.98 % 9/13/2027 5,418 5,367 5,336 0.10
Zeus, LLC (4)(7)(10) SOFR + 5.50 % 10.83 % 2/28/2031 24,551 24,119 24,376 0.45
82,728 82,531 1.53
Health Care Providers & Services
123Dentist, Inc. (4)(5)(6)(7)(10) CA + 5.50 % 10.27 % 8/10/2029 CAD 2,128 1,637 1,777 0.03
ACI Group Holdings, Inc. (4)(5)(7)(10) SOFR + 5.50 % 10.94 % 8/2/2028 119,614 117,995 119,405 2.21
ACI Group Holdings, Inc. (4)(5)(7)(10) SOFR + 5.50 % 10.94 % 8/2/2027 2,892 2,773 2,892 0.05
ADCS Clinics Intermediate Holdings, LLC (4)(11) SOFR + 6.25 % 11.66 % 5/7/2027 6,814 6,749 6,814 0.13
ADCS Clinics Intermediate Holdings, LLC (4)(5)(11) SOFR + 6.25 % 11.61 % 5/7/2027 1,633 1,620 1,633 0.03
ADCS Clinics Intermediate Holdings, LLC (4)(5)(7)(11) SOFR + 6.25 % 11.65 % 5/7/2026 149 139 149 0.00
Amerivet Partners Management, Inc. (4)(5)(7)(10) SOFR + 5.25 % 10.73 % 2/25/2028 5,572 5,491 5,572 0.10
Canadian Hospital Specialties Ltd. (4)(5)(6)(11) C + 4.50 % 9.47 % 4/14/2028 CAD 29,477 23,370 21,008 0.39
Canadian Hospital Specialties Ltd. (4)(5)(6)(10) C + 4.50 % 9.47 % 4/15/2027 CAD 3,600 2,854 2,566 0.05
CCBlue Bidco, Inc. (4)(5)(10) SOFR + 6.50 % 11.94 % PIK
12/21/2028 11,287 11,152 9,791 0.18
Continental Buyer Inc (4)(5)(7)(10) SOFR + 5.25 % 10.58 % 4/2/2031 18,460 18,101 18,088 0.34
DCA Investment Holdings, LLC (4)(10) SOFR + 6.41 % 11.74 % 4/3/2028 32,688 32,474 32,688 0.61
DCA Investment Holdings, LLC (4)(5)(10) SOFR + 6.50 % 11.83 % 4/3/2028 990 979 990 0.02
Epoch Acquisition, Inc. (4)(11) SOFR + 6.00 % 11.43 % 10/4/2026 23,927 23,848 23,927 0.44
Inception Fertility Ventures LLC (4)(7)(10) SOFR + 5.50 % 10.82 % 4/29/2030 44,782 44,582 44,575 0.83
Jayhawk Buyer, LLC (4)(11) SOFR + 5.00 % 10.44 % 10/15/2026 152,886 151,488 145,242 2.69
Kwol Acquisition, Inc. (4)(5)(10) SOFR + 6.25 % 11.51 % 12/6/2029 6,587 6,437 6,587 0.12
Kwol Acquisition, Inc. (4)(5)(7)(10) SOFR + 6.25 % 11.60 % 12/6/2029 224 204 224 0.00
12
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Health Care Providers & Services (continued)
MB2 Dental Solutions, LLC (4)(7)(10) SOFR + 6.00 % 11.33 % 2/13/2031 $ 23,672 $ 23,407 $ 23,642 0.44 %
Navigator Acquiror, Inc. (4)(7)(9) SOFR + 5.50 % 10.94 % 7/16/2027 242,432 241,279 220,613 4.09
Odyssey Holding Company, LLC (4)(11)(18) SOFR + 5.75 % 11.13 % 11/16/2026 13,403 13,358 13,403 0.25
Odyssey Holding Company, LLC (4)(5)(11) SOFR + 5.75 % 11.14 % 11/16/2026 5,270 5,242 5,270 0.10
PPV Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.10 % 8/31/2029 1,987 1,963 1,987 0.04
PPV Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.35 % 8/31/2029 39 39 39 0.00
Smile Doctors, LLC (4)(7)(10) SOFR + 5.90 % 11.35 % 12/23/2028 10,802 10,628 10,555 0.20
Smile Doctors, LLC (4)(5)(7)(10) SOFR + 5.90 % 11.35 % 12/23/2028 996 953 957 0.02
Snoopy Bidco, Inc. (4)(10) SOFR + 6.75 % 12.36 % PIK
6/1/2028 334,436 330,670 325,239 6.03
SpecialtyCare, Inc. (4)(5)(11) SOFR + 5.75 % 11.31 % 6/18/2028 11,920 11,717 11,681 0.22
SpecialtyCare, Inc. (4)(5)(7)(8) SOFR + 4.00 % 9.44 % 6/18/2028 434 421 434 0.01
SpecialtyCare, Inc. (4)(5)(11) SOFR + 5.75 % 11.33 % 6/18/2028 103 102 101 0.00
Stepping Stones Healthcare Services, LLC (4)(7)(10) SOFR + 5.00 % 10.33 % 1/2/2029 2,712 2,671 2,691 0.05
The Fertility Partners, Inc. (4)(5)(6)(10) SOFR + 5.75 % 11.21 % 3/16/2028 5,185 5,125 4,926 0.09
The Fertility Partners, Inc. (4)(5)(6)(7)(10) C + 5.75 % 10.75 % 3/16/2028 CAD 4,913 3,016 3,399 0.06
The GI Alliance Management, LLC (4)(5)(7)(11) SOFR + 5.50 % 11.00 % 9/15/2028 4,045 3,532 3,585 0.07
The GI Alliance Management, LLC (4)(5)(11) SOFR + 5.50 % 10.98 % 9/15/2028 450 446 450 0.01
The GI Alliance Management, LLC (4)(5)(11) SOFR + 5.50 % 10.99 % 9/15/2028 874 855 874 0.02
UMP Holdings, LLC (4)(5)(10) SOFR + 5.75 % 11.07 % 7/15/2028 1,090 1,075 1,084 0.02
UMP Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.08 % 7/15/2028 1,494 1,471 1,482 0.03
Unified Physician Management, LLC (4)(5)(7)(9) SOFR + 5.25 % 10.59 % 6/18/2029 2,092 2,011 2,007 0.04
US Oral Surgery Management Holdco, LLC (4)(10) SOFR + 5.25 % 10.65 % 11/20/2028 37,021 36,663 37,021 0.69
US Oral Surgery Management Holdco, LLC (4)(5)(7)(10) SOFR + 5.25 % 10.65 % 11/20/2028 13,624 13,488 13,624 0.25
US Oral Surgery Management Holdco, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.43 % 11/20/2028 10,167 9,629 9,604 0.18
US Oral Surgery Management Holdco, LLC (4)(5)(10) SOFR + 6.50 % 11.93 % 11/20/2028 2,076 2,076 2,076 0.04
WHCG Purchaser III, Inc. (4)(5)(10)(17) SOFR + 5.75 % 11.34 % 6/22/2028 43,087 42,624 28,007 0.52
WHCG Purchaser III, Inc. (4)(5)(7)(10)(17) SOFR + 5.75 % 11.34 % 6/22/2026 6,706 6,653 4,353 0.08
1,223,007 1,173,032 21.77
13
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Health Care Technology
Caerus US 1, Inc. (4)(5)(6)(10) SOFR + 5.00 % 10.33 % 5/25/2029 $ 9,837 $ 9,699 $ 9,837 0.18 %
Caerus US 1, Inc. (4)(5)(6)(7)(10) SOFR + 5.00 % 10.33 % 5/25/2029 2,851 2,803 2,851 0.05
Caerus US 1, Inc. (4)(5)(6)(7)(10) SOFR + 5.00 % 10.33 % 5/25/2029 141 138 138 0.00
Caerus US 1, Inc. (4)(6)(8) SOFR + 5.00 % 10.33 % 5/25/2029 50,000 50,000 50,000 0.93
Caerus US 1, Inc. (4)(5)(6)(7)(10) SOFR + 5.00 % 10.35 % 5/25/2029 257 239 257 0.00
Color Intermediate LLC (4)(5)(10) SOFR + 5.50 % 10.93 % 10/4/2029 20,059 19,679 20,059 0.37
Edifecs, Inc. (4)(10) SOFR + 5.75 % 11.08 % (incl. 2.35 % PIK)
9/21/2026 13,501 13,378 13,501 0.25
Edifecs, Inc. (4)(11) SOFR + 5.75 % 11.08 % (incl. 2.35 % PIK)
9/21/2026 217,779 215,769 217,779 4.04
GI Ranger Intermediate, LLC (4)(7)(10) SOFR + 6.00 % 11.48 % 10/29/2028 16,385 16,185 16,385 0.30
Healthcomp Holding Company, LLC (4)(10) SOFR + 6.25 % 11.57 % (incl. 3.00 % PIK)
11/8/2029 99,754 98,877 99,255 1.84
Neptune Holdings, Inc. (4)(7)(11) SOFR + 5.75 % 11.04 % 8/31/2030 6,965 6,792 6,965 0.13
NMC Crimson Holdings, Inc. (4)(10) SOFR + 6.09 % 11.54 % 3/1/2028 71,173 70,055 71,173 1.32
NMC Crimson Holdings, Inc. (4)(5)(10) SOFR + 6.09 % 11.56 % 3/1/2028 14,758 14,624 14,758 0.27
Project Ruby Ultimate Parent Corp. (10) SOFR + 3.25 % 8.71 % 3/10/2028 8,332 8,310 8,354 0.15
Rocky MRA Acquisition Corp (4)(5)(9) SOFR + 5.75 % 11.15 % 4/1/2028 9,301 9,197 9,301 0.17
535,745 540,613 10.00
Insurance
Alera Group, Inc. (4)(10) SOFR + 5.25 % 10.59 % 10/2/2028 3,647 3,625 3,647 0.07
Alera Group, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.09 % 10/2/2028 210 205 210 0.00
Amerilife Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.08 % 8/31/2029 2,667 2,620 2,664 0.05
CFCo LLC (Benefytt Technologies, Inc.) (4)(5)(8)(17)(18) 0.00 % 0.00 % 9/13/2038 9,566 1,397 0 0.00
Daylight Beta Parent LLC (Benefytt Technologies, Inc.) (4)(5)(8)(17) 10.00 % 10.00 % PIK
9/12/2033 5,503 5,557 1,506 0.03
Foundation Risk Partners Corp. (4)(7)(10) SOFR + 5.25 % 10.58 % 10/29/2030 15,904 15,697 15,819 0.29
Foundation Risk Partners Corp. (4)(5)(7)(10) SOFR + 5.25 % 10.58 % 10/29/2030 3,132 3,044 3,063 0.06
Galway Borrower, LLC (4)(5)(7)(10) SOFR + 5.25 % 10.68 % 9/29/2028 12,184 11,863 11,920 0.22
Galway Borrower, LLC (4)(5)(7)(10) SOFR + 5.25 % 10.69 % 9/29/2028 1,202 1,116 1,202 0.02
Gimlet Bidco GmbH (4)(6)(8) E + 5.75 % 9.64 % 4/23/2031 EUR 30,620 31,823 31,973 0.59
Gimlet Bidco GmbH (4)(6)(7)(8) E + 5.75 % 9.64 % 4/23/2031 EUR 2,268 2,233 2,232 0.04
High Street Buyer, Inc. (4)(5)(7)(10) SOFR + 5.25 % 10.58 % 4/14/2028 66,873 65,850 66,470 1.23
Integrity Marketing Acquisition, LLC (4)(7)(11) SOFR + 6.05 % 11.50 % 8/27/2026 138,729 137,863 138,729 2.57
Integrity Marketing Acquisition, LLC (4)(5)(10) SOFR + 6.02 % 11.37 % 8/27/2026 1,871 1,852 1,871 0.03
Integrity Marketing Acquisition, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.35 % 8/27/2026 6,482 6,392 6,390 0.12
Integrity Marketing Acquisition, LLC (4)(5)(10) SOFR + 6.03 % 11.48 % 8/27/2026 4,018 3,990 4,018 0.07
14
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Insurance (continued)
Paisley Bidco Ltd (4)(5)(6)(7)(8) S + 5.25 % 10.45 % 4/18/2031 GBP 5,204 $ 6,401 $ 6,409 0.12 %
Paisley Bidco Ltd (4)(5)(6)(8) E + 5.25 % 9.12 % 4/18/2031 EUR 3,420 3,627 3,608 0.07
PGIS Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 5.00 % 10.48 % 10/16/2028 $ 4,567 4,521 4,558 0.08
PGIS Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.09 % 10/16/2028 1,318 1,280 1,269 0.02
SG Acquisition Inc (4)(7)(10) SOFR + 5.00 % 10.30 % 4/3/2030 136,345 135,279 136,345 2.53
Shelf Bidco Ltd (4)(5)(6)(10)(18) SOFR + 6.34 % 12.01 % 1/3/2030 5,053 4,933 5,053 0.09
Tennessee Bidco Limited (4)(5)(6)(8) E + 7.00 % 10.87 % (incl. 2.50 % PIK)
8/3/2028 EUR 1,858 1,950 1,990 0.04
Tennessee Bidco Limited (4)(5)(6)(8) SOFR + 7.10 % 12.37 % (incl. 2.50 % PIK)
7/9/2028 55,420 54,479 55,420 1.03
Tennessee Bidco Limited (4)(5)(6)(8) SOFR + 7.10 % 12.37 % (incl. 2.50 % PIK)
8/3/2028 16,520 16,363 16,520 0.31
Tennessee Bidco Limited (4)(5)(6)(8) S + 7.28 % 12.46 % (incl. 2.50 % PIK)
7/9/2028 GBP 44,437 60,504 56,173 1.04
World Insurance Associates, LLC (4)(7)(11) SOFR + 6.00 % 11.33 % 4/3/2028 38,017 36,929 37,546 0.70
621,393 616,605 11.42
Internet & Direct Marketing Retail
Identity Digital Inc (4)(11) SOFR + 5.25 % 10.78 % 12/29/2027 317,534 314,363 317,534 5.89
IT Services
AI Altius Bidco, Inc. (4)(5)(8) 9.75 % 9.75 % PIK
12/21/2029 1,013 998 1,008 0.02
AI Altius Bidco, Inc. (4)(5)(10) SOFR + 4.75 % 10.03 % 12/21/2028 982 976 982 0.02
AI Altius Bidco, Inc. (4)(7)(10) SOFR + 4.75 % 10.03 % 12/21/2028 6,550 6,467 6,550 0.12
Allium Buyer LLC (4)(5)(7)(11) SOFR + 6.75 % 12.08 % 5/2/2030 1,588 1,542 1,588 0.03
Infostretch Corporation (4)(5)(10) SOFR + 5.75 % 11.23 % 4/1/2028 4,900 4,839 4,545 0.08
Inovalon Holdings, Inc. (4)(10) SOFR + 6.25 % 11.84 % (incl. 2.75 % PIK)
11/24/2028 110,766 109,140 110,766 2.05
Inovalon Holdings, Inc. (4)(5)(10) SOFR + 6.25 % 11.84 % (incl. 2.75 % PIK)
11/24/2028 8,061 7,953 8,061 0.15
KEN Bidco Ltd (4)(5)(6)(10) S + 6.00 % 11.31 % 8/3/2028 GBP 9,281 11,310 11,585 0.21
Monterey Financing, S.à r.l. (4)(5)(6)(8) ST + 6.00 % 9.72 % 9/28/2029 SEK 2,090 185 196 0.00
Monterey Financing, S.à r.l. (4)(5)(6)(7)(9) E + 6.00 % 9.65 % 9/28/2029 EUR 952 789 1,008 0.02
Monterey Financing, S.à r.l. (4)(5)(6)(8) CI + 6.00 % 9.60 % 9/28/2029 DKK 4,819 621 687 0.01
Monterey Financing, S.à r.l. (4)(5)(6)(9) N + 6.00 % 10.63 % 9/28/2029 NOK 5,149 464 479 0.01
15
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
IT Services (continued)
Park Place Technologies, LLC (4)(7)(10) SOFR + 5.25 % 10.59 % 3/25/2031 $ 118,091 $ 116,841 $ 117,349 2.18 %
Razor Holdco, LLC (4)(10) SOFR + 5.75 % 11.18 % 10/25/2027 36,781 36,375 36,781 0.68
Red River Technology, LLC (4)(11) SOFR + 6.00 % 11.54 % 5/26/2027 79,558 78,885 79,558 1.47
Redwood Services Group, LLC (4)(5)(10) SOFR + 6.25 % 11.69 % 6/15/2029 4,665 4,576 4,665 0.09
Redwood Services Group, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.19 % 6/15/2028 5,457 4,165 4,730 0.09
Turing Holdco, Inc. (4)(5)(6)(8) SOFR + 6.00 % 11.42 % (incl. 2.50 % PIK)
9/28/2028 8,765 8,526 8,655 0.16
Turing Holdco, Inc. (4)(5)(6)(7)(8) SOFR + 6.10 % 11.41 % (incl. 2.50 % PIK)
10/16/2028 4,362 4,286 4,307 0.08
Turing Holdco, Inc. (4)(5)(6)(8) E + 6.00 % 9.82 % (incl. 2.50 % PIK)
9/28/2028 EUR 11,302 12,821 11,952 0.22
Turing Holdco, Inc. (4)(5)(6)(8) E + 6.00 % 9.89 % (incl. 2.50 % PIK)
8/3/2028 EUR 4,301 4,843 4,548 0.08
Turing Holdco, Inc. (4)(5)(6)(10) SOFR + 6.00 % 11.00 % 8/3/2028 20,759 20,158 20,499 0.38
Turing Holdco, Inc. (4)(5)(6)(7)(10) S + 6.00 % 11.32 % 8/3/2028 GBP 15,602 22,463 19,476 0.36
459,223 459,975 8.51
Machinery
MHE Intermediate Holdings, LLC (4)(5)(7)(11) SOFR + 6.00 % 11.48 % 7/21/2027 2,461 2,433 2,461 0.05
MHE Intermediate Holdings, LLC (4)(5)(11) SOFR + 6.25 % 11.73 % 7/21/2027 118 116 118 0.00
MHE Intermediate Holdings, LLC (4)(5)(11) SOFR + 6.50 % 11.98 % 7/21/2027 118 117 118 0.00
2,666 2,697 0.05
Marine
Armada Parent, Inc. (4)(7)(10) SOFR + 5.75 % 11.20 % 10/29/2027 25,603 25,289 25,317 0.47
Kattegat Project Bidco AB (4)(5)(6)(8) SOFR + 6.00 % 11.33 % 4/7/2031 2,605 2,542 2,539 0.05
Kattegat Project Bidco AB (4)(5)(6)(7)(8) E + 6.00 % 9.72 % 4/7/2031 EUR 29,819 31,461 31,049 0.58
59,292 58,905 1.10
Media
Bimini Group Purchaser Inc (4)(5)(7)(10) SOFR + 5.25 % 10.60 % 4/26/2031 51,168 50,578 50,562 0.94
Bimini Group Purchaser Inc (4)(5)(7)(10) SOFR + 5.25 % 10.60 % 4/26/2031 2,103 2,055 2,054 0.04
Trader Corp. (4)(5)(6)(7)(10) C + 6.75 % 11.74 % 12/22/2029 CAD 9,875 6,996 9,385 0.17
Trader Corp. (4)(5)(6)(10) CA + 5.50 % 10.28 % 12/21/2029 CAD 14,371 10,398 10,505 0.19
70,027 72,506 1.34
16
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Oil, Gas & Consumable Fuels
Eagle Midstream Canada Finance, Inc. (4)(6)(10) SOFR + 6.25 % 11.57 % 8/15/2028 $ 65,109 $ 64,436 $ 65,103 1.21 %
KKR Alberta Midstream Finance, Inc. (4)(6)(10) SOFR + 6.25 % 11.57 % 8/15/2028 35,421 35,053 35,417 0.66
99,489 100,520 1.87
Paper & Forest Products
Profile Products, LLC (4)(10) SOFR + 5.50 % 10.93 % 11/12/2027 7,254 7,183 7,091 0.13
Profile Products, LLC (4)(5)(7)(10) P + 4.50 % 13.00 % 11/12/2027 134 128 122 0.00
Profile Products, LLC (4)(5)(7)(10) P + 4.75 % 13.25 % 11/12/2027 20 20 12 0.00
7,331 7,225 0.13
Pharmaceuticals
Dechra Pharmaceuticals Holdings Ltd (4)(5)(6)(7)(8) E + 6.25 % 10.18 % 1/24/2031 EUR 1,028 1,125 1,098 0.02
Dechra Pharmaceuticals Holdings Ltd (4)(5)(6)(7)(10) SOFR + 6.25 % 11.43 % 1/24/2031 1,035 1,008 1,032 0.02
Doc Generici (Diocle S.p.A.) (4)(5)(6)(7)(8) E + 6.50 % 10.21 % 10/27/2028 EUR 1,758 1,014 1,869 0.03
Eden Acquisitionco Ltd (4)(6)(7)(10) SOFR + 6.25 % 11.51 % 11/18/2030 20,388 23,646 19,781 0.37
Gusto Sing Bidco Pte Ltd (4)(5)(6)(7)(10) BB + 6.50 % 10.90 % 10/30/2028 AUD 1,000 641 651 0.01
27,434 24,431 0.45
Professional Services
ALKU, LLC (4)(5)(10) SOFR + 6.25 % 11.59 % 5/23/2029 794 778 794 0.01
ALKU, LLC (4)(10) SOFR + 5.50 % 10.84 % 5/23/2029 26,595 26,100 26,263 0.49
Apex Companies, LLC (4)(5)(11) SOFR + 6.25 % 11.58 % 1/31/2028 1,605 1,573 1,605 0.03
Apex Companies, LLC (4)(5)(7)(11) SOFR + 5.75 % 11.09 % 3/15/2026 320 309 310 0.01
Apex Companies, LLC (4)(5)(11) SOFR + 6.25 % 11.59 % 1/31/2028 369 365 369 0.01
Baker Tilly Advisory Group LP (4)(5)(7)(10) SOFR + 5.00 % 10.33 % 6/3/2031 44,802 43,925 43,915 0.81
CFGI Holdings, LLC (4)(7)(10) SOFR + 4.50 % 9.84 % 11/2/2027 6,925 6,836 6,904 0.13
Cisive Holdings Corp (4)(7)(11) SOFR + 5.75 % 11.18 % 12/8/2028 8,443 8,324 8,337 0.15
Clearview Buyer, Inc. (4)(5)(7)(10) SOFR + 5.35 % 10.68 % 8/26/2027 7,322 7,217 7,286 0.14
Cumming Group, Inc. (4)(7)(11) SOFR + 5.25 % 10.59 % 5/26/2027 79,653 78,913 79,653 1.48
Cumming Group, Inc. (4)(5)(7)(11) SOFR + 5.25 % 10.59 % 11/16/2027 11,537 11,335 11,477 0.21
G&A Partners Holding Company II, LLC (4)(7)(9) SOFR + 5.50 % 10.85 % 3/1/2031 31,430 30,673 30,879 0.57
Guidehouse, Inc. (4)(10) SOFR + 5.75 % 11.09 % (incl. 2.00 % PIK)
12/16/2030 309,363 307,212 309,363 5.73
IG Investments Holdings, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.43 % 9/22/2028 46,024 45,421 46,024 0.85
IG Investments Holdings, LLC (4)(5)(10) SOFR + 6.00 % 11.33 % 9/22/2028 442 438 442 0.01
Kaufman Hall & Associates, LLC (4)(10) SOFR + 5.25 % 10.69 % 12/14/2028 23,959 23,654 23,959 0.44
Legacy Intermediate, LLC (4)(5)(10) SOFR + 5.75 % 11.25 % 2/25/2028 6,732 6,651 6,732 0.12
Legacy Intermediate, LLC (4)(5)(9) SOFR + 5.75 % 11.24 % 2/25/2028 1,297 1,273 1,297 0.02
Mercury Bidco Globe Limited (4)(5)(6)(7)(8) S + 6.25 % 11.45 % 1/31/2031 GBP 47,583 59,170 59,980 1.11
MPG Parent Holdings, LLC (4)(7)(11) SOFR + 5.25 % 10.58 % 1/8/2030 10,927 10,676 10,927 0.20
Oxford Global Resources Inc (4)(5)(7)(11) SOFR + 6.00 % 11.50 % 8/17/2027 18,994 18,765 18,994 0.35
Oxford Global Resources Inc (4)(5)(11) SOFR + 6.00 % 11.47 % 8/17/2027 2,924 2,902 2,924 0.05
Oxford Global Resources Inc (4)(5)(9) SOFR + 6.00 % 11.33 % 6/6/2030 2,228 2,184 2,228 0.04
Pavion Corp. (4)(6)(10) SOFR + 5.75 % 11.08 % 10/30/2030 77,180 75,784 77,180 1.43
17
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Professional Services (continued)
Pavion Corp. (4)(5)(6)(7)(10) SOFR + 5.75 % 11.08 % 10/30/2030 $ 15,666 $ 15,404 $ 15,484 0.29 %
Petrus Buyer Inc (4)(5)(7)(10) SOFR + 5.25 % 10.68 % 10/17/2029 1,881 1,825 1,872 0.03
STV Group, Inc. (4)(7)(10) SOFR + 5.00 % 10.33 % 3/20/2031 24,356 23,822 24,165 0.45
STV Group, Inc. (4)(5)(7)(10) P + 4.00 % 12.50 % 3/20/2030 349 255 324 0.01
Thevelia US, LLC (5)(6)(9) SOFR + 4.00 % 9.48 % 6/18/2029 1,289 1,279 1,301 0.02
Titan Investment Company, Inc. (4)(5)(8) SOFR + 5.75 % 11.23 % 3/20/2027 41,379 40,502 39,517 0.73
Trinity Air Consultants Holdings Corp. (4)(7)(10) SOFR + 5.25 % 10.66 % 6/29/2028 62,160 61,368 62,042 1.15
Trinity Air Consultants Holdings Corp. (4)(5)(7)(10) SOFR + 5.25 % 10.62 % 6/29/2028 23,497 23,304 23,259 0.43
Trinity Partners Holdings, LLC (4)(7)(10) SOFR + 5.50 % 10.98 % 12/21/2028 4,882 4,812 4,868 0.09
West Monroe Partners, LLC (4)(10) SOFR + 5.50 % 11.10 % 11/8/2028 14,671 14,496 14,414 0.27
West Monroe Partners, LLC (4)(5)(7)(10) SOFR + 5.50 % 11.11 % 11/8/2027 289 289 284 0.01
957,834 965,372 17.87
Real Estate Management & Development
Castle Management Borrower, LLC (4)(7)(11) SOFR + 5.50 % 10.83 % 11/3/2029 24,092 23,729 24,092 0.45
Neptune BidCo (4)(5)(6)(7)(8) E + 5.25 % 9.12 % 4/2/2031 EUR 5,608 5,904 5,863 0.11
Progress Residential PM Holdings, LLC (4)(7)(10) SOFR + 5.50 % 10.94 % 8/8/2030 67,900 67,181 67,900 1.26
Progress Residential PM Holdings, LLC (4)(5)(7)(10) SOFR + 5.50 % 10.94 % 8/8/2030 833 820 833 0.02
97,634 98,688 1.84
Software
Anaplan, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.08 % 6/21/2029 1,804 1,776 1,804 0.03
Anaplan, Inc. (4)(10) SOFR + 5.75 % 11.08 % 6/21/2029 19,227 19,040 19,227 0.36
Azurite Intermediate Holdings Inc. (4)(7)(10) SOFR + 6.50 % 11.84 % 3/19/2031 27,702 27,178 27,510 0.51
Bayshore Intermediate #2 LP (4)(5)(10) SOFR + 5.75 % 11.05 % 10/1/2028 12,198 12,138 12,137 0.22
BlueCat Networks USA, Inc. (4)(5)(10) SOFR + 6.00 % 11.33 % (incl. 2.00 % PIK)
8/8/2028 1,962 1,935 1,952 0.04
BlueCat Networks USA, Inc. (4)(5)(10) SOFR + 6.00 % 11.30 % (incl. 2.00 % PIK)
8/8/2028 345 341 343 0.01
BlueCat Networks USA, Inc. (4)(5)(7)(10) SOFR + 6.00 % 11.33 % (incl. 2.00 % PIK)
8/8/2028 65 62 61 0.00
Bluefin Holding, LLC (4)(5)(7)(11) SOFR + 7.25 % 12.59 % 9/12/2029 22,756 22,215 22,631 0.42
Brave Parent Holdings, Inc. (4)(7)(10) SOFR + 5.00 % 10.33 % 11/28/2030 68,130 67,433 68,076 1.26
Community Brands ParentCo, LLC (4)(5)(7)(10) SOFR + 5.50 % 10.94 % 2/24/2028 4,888 4,824 4,888 0.09
Confine Visual Bidco (4)(6)(10) SOFR + 5.75 % 11.06 % 2/23/2029 16,247 15,934 13,729 0.25
Connatix Buyer, Inc. (4)(5)(7)(10) SOFR + 5.50 % 11.11 % 7/14/2027 21,478 21,205 20,401 0.38
18
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Software (continued)
Coupa Software Inc. (4)(5)(6)(7)(10) SOFR + 5.50 % 10.83 % 2/27/2030 $ 1,836 $ 1,795 $ 1,834 0.03 %
Crewline Buyer, Inc. (4)(6)(7)(11) SOFR + 6.75 % 12.08 % 11/8/2030 59,936 58,435 59,771 1.11
Denali Bidco Ltd (4)(5)(6)(7)(10) S + 5.75 % 10.95 % 8/29/2030 GBP 4,022 4,912 5,055 0.09
Denali Bidco Ltd (4)(5)(6)(8) E + 5.75 % 9.47 % 8/29/2030 EUR 2,798 2,947 2,961 0.05
Denali Bidco Ltd (4)(5)(6)(8) E + 5.50 % 9.22 % 8/29/2030 EUR 263 275 276 0.01
Diligent Corp (4)(10) SOFR + 5.00 % 10.34 % 8/2/2030 49,683 49,489 49,683 0.92
Diligent Corp (4)(10) SOFR + 5.00 % 10.34 % 8/2/2030 8,517 8,484 8,517 0.16
Discovery Education, Inc. (4)(5)(11) SOFR + 5.75 % 11.09 % 4/9/2029 3,705 3,667 3,418 0.06
Discovery Education, Inc. (4)(10) SOFR + 5.75 % 11.18 % 4/9/2029 35,882 35,485 33,101 0.61
Elements Finco Ltd (4)(5)(6)(8) SOFR + 4.75 % 10.09 % 4/30/2031 5,046 5,024 4,995 0.09
Elements Finco Ltd (4)(5)(6)(7)(8) S + 5.00 % 10.20 % 4/29/2031 GBP 19,368 23,918 24,183 0.45
Elements Finco Ltd (4)(5)(6)(8) SOFR + 4.75 % 10.09 % 4/29/2031 6,063 5,993 6,002 0.11
Episerver, Inc. (4)(5)(7)(11) SOFR + 5.25 % 10.73 % 4/9/2026 9,496 9,433 9,381 0.17
Experity, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.18 % 2/24/2028 14,790 14,605 14,790 0.27
Gigamon Inc. (4)(11) SOFR + 5.75 % 11.22 % 3/9/2029 7,289 7,191 7,289 0.14
Gigamon Inc. (4)(5)(7)(11) SOFR + 5.75 % 11.20 % 3/9/2029 175 172 175 0.00
GovernmentJobs.com, Inc. (4)(7)(10) SOFR + 5.50 % 10.95 % 12/1/2028 5,143 5,141 5,143 0.10
GovernmentJobs.com, Inc. (4)(5)(7)(10) SOFR + 5.50 % 10.93 % 12/1/2028 118 113 105 0.00
Granicus, Inc. (4)(5)(7)(10) SOFR + 5.75 % 8.82 % (incl. 2.25 % PIK)
1/17/2031 17,431 17,236 17,418 0.32
Graphpad Software LLC (4)(7)(10) SOFR + 4.75 % 10.08 % 6/28/2031 24,145 23,902 23,983 0.44
GS Acquisitionco Inc (4)(5)(7)(9) SOFR + 5.25 % 10.58 % 5/25/2028 426 407 406 0.01
GS Acquisitionco Inc (4)(5)(7)(10) SOFR + 5.25 % 10.58 % 5/25/2028 267 257 257 0.00
Homecare Software Solutions LLC (4)(5)(10) SOFR + 5.00 % 10.33 % 6/14/2031 14,641 14,496 14,495 0.27
Homecare Software Solutions LLC (4)(5)(7)(10) SOFR + 5.00 % 10.34 % 6/14/2031 669 643 639 0.01
Icefall Parent, Inc. (4)(7)(11) SOFR + 6.50 % 11.83 % 1/25/2030 32,592 31,929 32,235 0.60
IQN Holding Corp (4)(5)(7)(10) SOFR + 5.25 % 10.60 % 5/2/2029 4,986 4,950 4,986 0.09
IRI Group Holdings Inc (4)(10) SOFR + 5.50 % 10.85 % (incl. 2.00 % PIK)
12/1/2028 197,857 195,124 197,857 3.67
IRI Group Holdings Inc (4)(5)(7)(10) SOFR + 5.00 % 10.34 % 12/1/2027 8,998 8,806 8,998 0.17
JS Parent Inc (4)(5)(7)(10) SOFR + 5.00 % 10.32 % 4/24/2031 35,666 35,476 35,471 0.66
LD Lower Holdings, Inc. (4)(5)(11) SOFR + 6.50 % 11.93 % 2/8/2026 91,183 90,596 90,499 1.68
Lightbox Intermediate, LP (4)(5)(8) SOFR + 5.00 % 10.46 % 5/9/2026 1,960 1,937 1,877 0.03
Magnesium BorrowerCo, Inc. (4)(5)(7)(10) SOFR + 5.25 % 10.59 % 5/18/2029 5,329 5,240 5,317 0.10
Magnesium BorrowerCo, Inc. (4)(5)(10) S + 5.25 % 10.45 % 5/18/2029 GBP 3,391 4,161 4,287 0.08
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 3.75 % 9.23 % 7/31/2028 8,483 8,408 7,846 0.15
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 6.25 % 11.73 % 6/9/2030 6,930 6,753 6,930 0.13
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(7)(8) SOFR + 3.75 % 9.24 % 7/31/2026 676 671 586 0.01
19
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Software (continued)
Medallia, Inc. (4)(10) SOFR + 6.50 % 11.93 % (incl. 4.00 % PIK)
10/29/2028 $ 373,657 $ 369,663 $ 366,184 6.79 %
Monk Holding Co. (4)(10)(18) SOFR + 5.70 % 11.13 % 12/1/2027 4,779 4,714 4,779 0.09
Monk Holding Co. (4)(5)(7)(10) SOFR + 5.50 % 10.93 % 12/1/2027 289 281 273 0.01
MRI Software, LLC (11) SOFR + 5.50 % 10.93 % 2/10/2027 57,590 57,552 57,016 1.06
MRI Software, LLC (4)(5)(7)(11) SOFR + 5.75 % 11.08 % 2/10/2027 7,444 7,217 7,104 0.13
NAVEX TopCo, Inc. (4)(7)(10) SOFR + 5.50 % 10.83 % 11/9/2030 61,150 59,945 61,150 1.13
Nintex Topco Limited (4)(6)(10) SOFR + 6.00 % 11.46 % (incl. 1.50 % PIK)
11/13/2028 33,946 33,526 32,928 0.61
Noble Midco 3 Ltd (4)(5)(6)(7)(10) SOFR + 5.00 % 10.32 % 6/24/2031 16,792 16,581 16,579 0.31
Oranje Holdco Inc (4)(5)(7)(11) SOFR + 7.50 % 12.83 % 2/1/2029 2,000 1,957 2,000 0.04
Oranje Holdco Inc (4)(5)(11) SOFR + 7.25 % 12.59 % 2/1/2029 33,969 33,291 33,969 0.63
PDI TA Holdings, Inc. (4)(6)(7)(10) SOFR + 5.25 % 10.58 % 2/3/2031 33,500 32,974 33,034 0.61
PDI TA Holdings, Inc. (4)(5)(6)(7)(10) SOFR + 5.25 % 10.60 % 2/3/2031 4,013 3,894 3,886 0.07
Rally Buyer, Inc. (4)(5)(10) SOFR + 5.75 % 11.09 % (incl. 1.75 % PIK)
7/19/2028 882 870 869 0.02
Rally Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.07 % 7/19/2028 44 42 42 0.00
Recorded Future Inc (4)(5)(7)(10) SOFR + 5.75 % 11.08 % 6/28/2030 22,872 22,490 22,566 0.42
Relativity ODA, LLC (4)(7)(11) SOFR + 6.00 % 11.44 % 5/12/2027 19,337 19,111 19,337 0.36
Scorpio BidCo SAS (4)(5)(6)(7)(8) E + 5.75 % 9.60 % 4/30/2031 EUR 22,826 24,639 23,861 0.44
Spitfire Parent, Inc. (4)(11) SOFR + 5.50 % 10.94 % 3/11/2027 78,218 77,619 78,218 1.45
Spitfire Parent, Inc. (4)(5)(11) E + 5.50 % 9.15 % 3/11/2027 EUR 10,185 12,187 10,908 0.20
Stamps.com, Inc. (4)(10) SOFR + 5.75 % 11.18 % 10/5/2028 283,747 280,291 278,782 5.17
Triple Lift, Inc. (4)(10) SOFR + 5.75 % 11.24 % 5/5/2028 61,343 60,647 57,662 1.07
Triple Lift, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.21 % 5/5/2028 2,951 2,866 2,489 0.05
WPEngine, Inc. (4)(7)(10) SOFR + 6.50 % 11.82 % 8/14/2029 66,667 64,790 66,467 1.23
Zendesk Inc (4)(5)(7)(10) SOFR + 6.25 % 11.60 % 11/22/2028 1,623 1,595 1,614 0.03
2,070,894 2,065,242 38.28
Specialty Retail
CustomInk, LLC (4)(11)(18) SOFR + 6.18 % 11.61 % 5/3/2026 163,594 162,787 163,594 3.03
Technology Hardware, Storage & Peripherals
Lytx, Inc. (4)(11) SOFR + 5.00 % 10.43 % 2/28/2028 84,454 83,826 84,454 1.57
Trading Companies & Distributors
Porcelain Acquisition Corp. (4)(11) SOFR + 6.00 % 11.43 % 4/1/2027 54,324 53,577 52,422 0.97
Red Fox CD Acquisition Corp (4)(11) SOFR + 6.00 % 11.33 % 3/4/2030 78,466 76,760 78,074 1.45
130,337 130,496 2.42
Transportation Infrastructure
Capstone Logistics, LLC (4)(11) SOFR + 4.75 % 10.19 % 11/12/2027 5,473 5,452 5,473 0.10
Channelside AcquisitionCo, Inc. (4)(5)(7)(10) SOFR + 4.75 % 10.09 % 5/15/2031 19,803 19,571 19,797 0.37
Channelside AcquisitionCo, Inc. (4)(5)(7)(10) SOFR + 4.75 % 10.09 % 5/15/2029 847 815 847 0.02
20
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Transportation Infrastructure (continued)
Frontline Road Safety, LLC (4)(10) SOFR + 5.75 % 11.42 % 5/3/2027 $ 99,852 $ 98,850 $ 99,852 1.85 %
Frontline Road Safety, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.33 % 5/3/2027 4,397 4,261 4,260 0.08
Helix TS, LLC (4)(5)(10) SOFR + 6.25 % 11.73 % 8/4/2027 20,972 20,756 20,553 0.38
Helix TS, LLC (4)(10) SOFR + 6.25 % 11.70 % 8/4/2027 25,367 25,061 24,860 0.46
Italian Motorway Holdings S.à r.l (4)(5)(6)(8) E + 5.25 % 9.09 % 4/28/2029 EUR 78,810 81,466 84,401 1.56
Roadsafe Holdings, Inc. (4)(11) SOFR + 5.75 % 11.14 % 10/19/2027 33,318 32,944 32,319 0.60
Roadsafe Holdings, Inc. (4)(5)(11) SOFR + 5.75 % 11.15 %
10/19/2027 20,487 20,286 19,872 0.37
Roadsafe Holdings, Inc. (4)(5)(11) SOFR + 5.75 % 11.15 % 10/19/2027 4,180 4,131 4,055 0.08
Safety Borrower Holdings LP (4)(5)(11) SOFR + 5.25 % 10.81 % 9/1/2027 5,297 5,273 5,297 0.10
Safety Borrower Holdings LP (4)(5)(7)(11) P + 4.25 % 12.75 % 9/1/2027 131 129 127 0.00
Sam Holding Co, Inc. (4)(11) SOFR + 5.75 % 11.20 % 9/24/2027 36,955 36,561 36,955 0.69
Sam Holding Co, Inc. (4)(11) SOFR + 5.75 % 11.19 % 9/24/2027 27,336 27,081 27,336 0.51
Sam Holding Co, Inc. (4)(5)(7)(11) SOFR + 5.75 % 11.15 % 9/24/2027 4,936 4,816 4,836 0.09
Sam Holding Co, Inc. (4)(5)(7)(11) P + 5.00 % 13.50 % 3/24/2027 2,300 2,240 2,300 0.04
TRP Infrastructure Services, LLC (4)(11) SOFR + 5.50 % 10.98 % 7/9/2027 38,687 38,298 35,205 0.65
427,991 428,345 7.95
Total First Lien Debt - non-controlled/non-affiliated 11,183,164 11,118,237 206.04
First Lien Debt - non-controlled/affiliated
Professional Services
Material Holdings, LLC (4)(5)(10)(16) SOFR + 6.00 % 11.35 % 8/19/2027 20,644 20,442 20,644 0.38
Material Holdings, LLC (4)(5)(7)(10)(16) SOFR + 6.00 % 11.35 % 8/19/2027 5,021 4,969 3,037 0.06
25,411 23,681 0.44
Total First Lien Debt - non-controlled/affiliated 25,411 23,681 0.44
Total First Lien Debt 11,208,575 11,141,918 206.48
21
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Second Lien Debt
Second Lien Debt - non-controlled/non-affiliated
Health Care Providers & Services
Canadian Hospital Specialties Ltd. (4)(5)(6)(8) 8.75 % 8.75 % 4/15/2029 CAD 10,533 $ 8,305 $ 6,718 0.12 %
Jayhawk Buyer, LLC (4)(11) SOFR + 8.75 % 14.18 % 10/15/2027 $ 5,183 5,130 4,924 0.09
13,435 11,642 0.21
Industrial Conglomerates
Victory Buyer, LLC (4)(9) SOFR + 7.00 % 12.60 % 11/19/2029 9,619 9,553 9,138 0.17
IT Services
Inovalon Holdings, Inc. (4)(5)(10) SOFR + 10.50 % 16.09 % PIK
11/24/2033 12,975 12,759 12,975 0.24
Professional Services
Thevelia US, LLC (4)(5)(6)(9) SOFR + 6.75 % 12.21 % 6/17/2030 4,920 4,810 4,920 0.09
Software
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 6.50 % 11.98 % 7/30/2029 3,550 3,519 3,310 0.06
Total Second Lien Debt - non-controlled/non-affiliated 44,076 41,985 0.77
Total Second Lien Debt 44,076 41,985 0.77
Unsecured Debt
Unsecured Debt- non-controlled/non-affiliated
Health Care Technology
Healthcomp Holding Company, LLC (4)(5)(8) 13.75 % 13.75 % PIK
11/8/2031 10,805 10,523 10,643 0.20
IT Services
PPT Holdings III, LLC (4)(5)(8) 12.75 % 12.75 % PIK
3/27/2034 1,664 1,625 1,635 0.03
Total Unsecured Debt - non-controlled/non-affiliated 12,148 12,278 0.23
Total Unsecured Debt 12,148 12,278 0.23
22
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Equity
Equity - non-controlled/non-affiliated
Aerospace & Defense
Micross Topco, Inc. - Common Equity (4) 4,767 $ 4,767 $ 5,786 0.11 %
Air Freight & Logistics
AGI Group Holdings LP - A2 Units (4) 902 902 591 0.01
Mode Holdings, L.P. - Class A-2 Common Units (4) 5,486,923 5,487 7,627 0.14
6,389 8,218 0.15
Commercial Services & Supplies
GTCR Investors LP - A-1 Units (4) 417,006 417 417 0.01
Distributors
Box Co-Invest Blocker, LLC - (BP Alpha Holdings, L.P.) - Class A Units (4) 702,305 702 197 0.00
Box Co-Invest Blocker, LLC - (BP Alpha Holdings, L.P.) - Class C Units (4) 85,315 83 97 0.00
EIS Acquisition Holdings, LP - Class A Common Units (4) 6,292 3,350 11,215 0.21
4,135 11,509 0.21
Diversified Consumer Services
Cambium Holdings, LLC - Senior Preferred Interests (4) 11.50 % 12,511,857 12,314 17,037 0.32
DTA LP - Class A Units (4) 2,171,032 2,169 2,171 0.04
14,483 19,208 0.36
Diversified Financial Services
THL Fund IX Investors (Plymouth II), LP - LP Interests (4) 248,786 249 302 0.01
Diversified Telecommunication Services
Point Broadband Holdings, LLC - Class A Units (4) 6,930 5,877 6,241 0.12
Point Broadband Holdings, LLC - Class B Units (4) 369,255 1,053 1,322 0.02
Point Broadband Holdings, LLC - Class Additional A Units (4) 1,489 1,263 1,341 0.02
Point Broadband Holdings, LLC - Class Additional B Units (4) 79,358 226 284 0.01
8,419 9,188 0.17
Health Care Equipment & Supplies
GCX Corporation Group Holdings, L.P. - Class A-2 Units (4) 539 539 318 0.01
Health Care Providers & Services
AVE Holdings I Corp. - Series A-1 Preferred Shares (4) 625,944 607 651 0.01
Jayhawk Holdings, LP - A-1 Common Units (4) 2,201 392 131 0.00
Jayhawk Holdings, LP - A-2 Common Units (4) 1,185 211 70 0.00
1,210 852 0.01
23
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Equity - non-controlled/non-affiliated (continued)
Health Care Technology
Caerus Midco 2 S.à r.l. - Additional Vehicle Units (4)(6) 11,710 $ 12 $ 1 0.00 %
Caerus Midco 2 S.à r.l. - Vehicle Units (4)(6) 58,458 58 54 0.00
Healthcomp Holding Company, LLC - Preferred Interest (4) 6.00 % 9,850 985 985 0.02
1,055 1,040 0.02
Insurance
CFCo LLC (Benefytt Technologies, Inc.) - Class B Units (4) 14,907,400 0 0 0.00
Shelf Holdco Ltd - Common Equity (4)(6) 50,000 50 160 0.00
50 160 0.00
IT Services
NC Ocala Co-Invest Beta, L.P. - LP Interest (4) 2,854,133 2,854 3,368 0.06
Professional Services
OHCP V TC COI, LP. - LP Interest (4) 3,500,000 3,500 7,210 0.13
Tricor Horizon - LP Interest (4)(6) 385,781 386 409 0.01
Trinity Air Consultants Holdings Corp - Common Units (4) 2,583 3 5 0.00
3,889 7,624 0.14
Software
Connatix Parent, LLC - Class L Common Units (4) 42,045 462 181 0.00
Descartes Holdings, Inc - Class A Units (4) 49,139 213 35 0.00
Expedition Holdco, LLC - Class A Units (4) 90 57 46 0.00
Expedition Holdco, LLC - Class B Units (4) 90,000 33 12 0.00
Lobos Parent, Inc. - Series A Preferred Shares (4) 10.50 % 1,545 1,506 1,900 0.04
Mandolin Technology Holdings, Inc. - Series A Preferred Shares (4) 3,550,000 3,444 3,825 0.07
Mimecast Limited - LP Interests (4) 667,850 668 708 0.01
TPG IX Newark CI, L.P. - LP Interests (4)(6) 1,965,727 1,966 1,966 0.04
Zoro - Common Equity (4) 2,073 21 21 0.00
Zoro - Series A Preferred Shares (4) 12.50 % 373 362 456 0.01
8,732 9,150 0.17
Specialty Retail
CustomInk, LLC - Series A Preferred Units (4) 384,520 5,200 7,844 0.15
24
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Equity - non-controlled/non-affiliated (continued)
Transportation Infrastructure
Frontline Road Safety Investments, LLC - Class A Common Units (4) 27,536 $ 2,909 $ 5,440 0.10 %
Ncp Helix Holdings, LLC. - Preferred Shares (4) 369 372 465 0.01
3,281 5,905 0.11
Total Equity - non-controlled/non-affiliated 65,669 90,889 1.69
Equity - non-controlled/affiliated
Insurance
Blackstone Donegal Holdings LP - LP Interests (Westland Insurance Group LTD) (4)(6)(16) 1 6,727 0.12
Professional Services
Material+ Holding Company, LLC - Class C Units (4)(16) 5,898 0 0 0.00
Total Equity - non-controlled/affiliated 1 6,727 0.12
Total Equity 65,670 97,616 1.81
Total Investments - non-controlled/non-affiliated 11,305,057 11,263,389 208.73
Total Investments - non-controlled/affiliated 25,412 30,408 0.56
Total Investment Portfolio 11,330,469 11,293,797 209.29
Cash and Cash Equivalents
Other Cash and Cash Equivalents 291,292 291,292 5.40
Total Portfolio Investments, Cash and Cash Equivalents $ 11,621,761 $ 11,585,089 214.69 %
(1) Unless otherwise indicated, all 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. As of June 30, 2024, the Company had investments denominated in Canadian Dollars (CAD), Euros (EUR), British Pounds (GBP), Danish Krone (DKK), Swedish Krona (SEK), Norwegian Krone (NOK), and Australian Dollars (AUD). 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 (in thousands) is presented for debt investments, while the number of shares or units (in whole amounts) 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 Canadian Dollar Offered Rate (“CDOR” or “C”), Sterling Overnight Interbank Average Rate (“SONIA” or “S”), Euro Interbank Offer Rate (“Euribor” or “E”), Secured Overnight Financing Rate (“SOFR”), Stockholm Interbank Offered Rate (“STIBOR” or “ST”), Copenhagen Interbank Offered Rate (“CIBOR” or “CI”), Norwegian Interbank Offered Rate (“NIBOR” or “N”), Australian Bank Bill Swap Bid Rate (“BBSY” or “BB”), Canadian Overnight Repo Rate Average (“CORRA” or “CA”) 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 June 30, 2024. Variable rate loans typically include an interest reference rate floor feature. As of June 30, 2024, 92.5 % of the debt portfolio at fair value had an interest rate floor above zero. Rates on equity instruments represents contractual dividend rates on certain preferred equity positions.
(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 (“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 (see Note 2), pursuant to the Company’s valuation policy.
25
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
(5) These 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. Any other debt investments listed above are pledged to financing facilities and are not available to satisfy the creditors of the Company.
(6) The investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, 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 June 30, 2024, non-qualifying assets represented 11.7 % of total assets as calculated in accordance with regulatory requirements.
(7) Position or portion thereof is an unfunded 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 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 Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
123Dentist, Inc. Delayed Draw Term Loan 8/10/2029 $ 55 $ —
ACI Group Holdings, Inc. Revolver 8/2/2027 8,675 —
ACI Group Holdings, Inc. Delayed Draw Term Loan 8/2/2024 9,631 —
ADCS Clinics Intermediate Holdings, LLC Revolver 5/7/2026 1,152 —
AI Altius Bidco, Inc. Delayed Draw Term Loan 12/21/2028 500 —
Alera Group, Inc. Delayed Draw Term Loan 11/17/2025 1,080 —
Allium Buyer LLC Revolver 5/2/2029 249 —
American Restoration Holdings, LLC Term Loan 7/24/2030 4,544 —
American Restoration Holdings, LLC Delayed Draw Term Loan 1/24/2025 1,309 —
American Restoration Holdings, LLC Delayed Draw Term Loan 7/24/2026 3,538 —
American Restoration Holdings, LLC Revolver 7/24/2030 1,309 —
Amerilife Holdings, LLC Delayed Draw Term Loan 10/20/2026 38 —
Amerilife Holdings, LLC Revolver 8/31/2028 243 —
Amerilife Holdings, LLC Delayed Draw Term Loan 6/17/2026 662 ( 3 )
Amerivet Partners Management, Inc. Revolver 2/25/2028 589 —
Anaplan, Inc. Revolver 6/21/2028 161 —
Apex Companies, LLC Delayed Draw Term Loan 3/15/2026 419 —
Armada Parent, Inc. Revolver 10/29/2027 3,000 ( 30 )
Ascend Buyer, LLC Revolver 9/30/2027 1,293 —
Azurite Intermediate Holdings Inc. Delayed Draw Term Loan 3/30/2026 9,234 —
Azurite Intermediate Holdings Inc. Revolver 3/19/2031 4,104 —
Baker Tilly Advisory Group LP Revolver 6/3/2030 9,856 ( 148 )
Baker Tilly Advisory Group LP Delayed Draw Term Loan 6/3/2026 8,960 ( 67 )
Bamboo US BidCo LLC Delayed Draw Term Loan 9/30/2030 86 —
Bamboo US BidCo LLC Revolver 9/28/2029 142 —
Bazaarvoice, Inc. Revolver 5/7/2026 28,662 —
Bimini Group Purchaser Inc Delayed Draw Term Loan 4/26/2026 18,925 ( 95 )
Bimini Group Purchaser Inc Revolver 4/26/2031 2,804 —
BlueCat Networks USA, Inc. Delayed Draw Term Loan 8/8/2024 276 —
Bluefin Holding, LLC Revolver 9/12/2029 2,244 ( 11 )
BPPH2 Limited Term Loan 3/16/2028 10,596 —
BradyIFS Holdings, LLC Revolver 10/31/2029 7,758 —
BradyIFS Holdings, LLC Delayed Draw Term Loan 10/31/2025 3,831 —
Brave Parent Holdings, Inc. Delayed Draw Term Loan 5/28/2025 3,058 —
Brave Parent Holdings, Inc. Revolver 11/28/2030 3,641 —
Caerus US 1, Inc. Delayed Draw Term Loan 5/25/2029 836 —
Caerus US 1, Inc. Revolver 5/25/2029 1,030 —
Caerus US 1, Inc. Delayed Draw Term Loan 5/25/2029 178 —
26
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Cambium Learning Group, Inc. Revolver 7/20/2028 $ 43,592 $ —
Castle Management Borrower, LLC Revolver 11/3/2029 2,042 —
CFGI Holdings, LLC Revolver 11/2/2027 1,050 ( 21 )
CFS Brands, LLC Delayed Draw Term Loan 10/2/2030 12,118 ( 121 )
CFS Brands, LLC Revolver 10/2/2030 18,177 —
Channelside Acquisitionco Inc Delayed Draw Term Loan 4/28/2025 1,980 ( 6 )
Channelside Acquisitionco Inc Delayed Draw Term Loan 4/28/2025 19 —
Channelside Acquisitionco Inc Revolver 5/15/2029 2,330 —
Charger Debt Merger Sub, LLC Revolver 5/31/2030 1,522 ( 15 )
Charger Debt Merger Sub, LLC Delayed Draw Term Loan 5/31/2026 6,350 —
Cisive Holdings Corp Revolver 12/8/2027 1,111 ( 22 )
Clearview Buyer, Inc. Revolver 2/26/2027 898 —
Clearview Buyer, Inc. Delayed Draw Term Loan 8/26/2024 3,668 —
Community Brands ParentCo, LLC Revolver 2/24/2028 345 —
Connatix Buyer, Inc. Revolver 7/14/2027 5,431 ( 217 )
Consor Intermediate II LLC Delayed Draw Term Loan 5/10/2026 4,002 ( 20 )
Consor Intermediate II LLC Revolver 5/10/2031 1,067 ( 11 )
Continental Buyer Inc Revolver 4/2/2031 2,715 ( 41 )
Continental Buyer Inc Delayed Draw Term Loan 4/2/2026 7,239 ( 54 )
COP Home Services TopCo IV, Inc. Revolver 12/31/2025 3,509 ( 38 )
COP Home Services TopCo IV, Inc. Delayed Draw Term Loan 12/30/2027 8,730 ( 131 )
Coupa Software Inc. Delayed Draw Term Loan 8/27/2025 164 ( 2 )
Coupa Software Inc. Revolver 2/27/2029 126 —
CPI Buyer, LLC Delayed Draw Term Loan 11/23/2025 2,047 —
CPI Buyer, LLC Revolver 11/1/2026 3,214 ( 64 )
Crewline Buyer, Inc. Revolver 11/8/2030 6,438 ( 16 )
Cumming Group, Inc. Revolver 11/16/2027 12,695 —
Cumming Group, Inc. Delayed Draw Term Loan 5/21/2025 6,128 —
DCG Acquisition Corp Revolver 6/13/2031 5,937 ( 59 )
DCG Acquisition Corp Delayed Draw Term Loan 6/13/2026 5,937 —
Dechra Pharmaceuticals Holdings Ltd Delayed Draw Term Loan 1/24/2026 260 ( 3 )
Dechra Pharmaceuticals Holdings Ltd Delayed Draw Term Loan 1/24/2026 218 ( 3 )
Denali Bidco Ltd Delayed Draw Term Loan 4/17/2026 300 ( 3 )
Doc Generici (Diocle S.p.A.) Delayed Draw Term Loan 10/26/2024 1,682 ( 13 )
DTA Intermediate II Ltd. Delayed Draw Term Loan 3/27/2026 16,154 —
DTA Intermediate II Ltd. Revolver 3/27/2030 10,769 ( 108 )
Eden Acquisitionco Ltd Delayed Draw Term Loan 11/17/2025 43,368 ( 607 )
Elements Finco Ltd Delayed Draw Term Loan 4/30/2027 10,851 ( 55 )
Emergency Power Holdings, LLC Delayed Draw Term Loan 8/17/2024 14,586 ( 146 )
Endeavor Schools Holdings LLC Delayed Draw Term Loan 7/18/2029 5,776 —
ENV Bidco AB Delayed Draw Term Loan 7/19/2029 433 ( 3 )
Episerver, Inc. Revolver 4/9/2026 2,064 ( 21 )
Essential Services Holding Corp Delayed Draw Term Loan 6/17/2026 2,297 ( 11 )
Essential Services Holding Corp Revolver 6/17/2030 1,436 ( 14 )
Everbridge Holdings LLC Term Loan 7/2/2031 22,111 —
Everbridge Holdings LLC Delayed Draw Term Loan 7/2/2026 5,542 —
Everbridge Holdings LLC Revolver 7/2/2031 2,211 —
Experity, Inc. Revolver 2/24/2028 1,495 —
Fern Bidco Ltd Term Loan 7/1/2031 25,170 —
Fern Bidco Ltd Delayed Draw Term Loan 7/1/2027 12,713 —
27
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Formulations Parent Corp. Revolver 11/15/2029 $ 1,429 $ —
Foundation Risk Partners Corp. Revolver 10/29/2029 4,101 ( 62 )
Foundation Risk Partners Corp. Delayed Draw Term Loan 10/29/2025 3,783 —
Foundation Risk Partners Corp. Delayed Draw Term Loan 5/21/2026 4,582 ( 23 )
Frontgrade Technologies Holdings, Inc. Revolver 1/9/2028 516 —
Frontline Road Safety, LLC Delayed Draw Term Loan 6/15/2025 6,598 —
FusionSite Midco, LLC Delayed Draw Term Loan 11/17/2024 1,200 —
FusionSite Midco, LLC Revolver 11/17/2029 2,791 ( 63 )
G&A Partners Holding Company II, LLC Delayed Draw Term Loan 3/1/2026 11,967 —
G&A Partners Holding Company II, LLC Revolver 3/1/2030 3,288 ( 41 )
Galway Borrower, LLC Revolver 9/30/2027 7,558 —
Galway Borrower, LLC Delayed Draw Term Loan 2/7/2026 52,753 ( 264 )
Gannett Fleming, Inc Term Loan 8/5/2030 61,435 —
Gannett Fleming, Inc Revolver 8/5/2030 6,144 —
GI Ranger Intermediate, LLC Revolver 10/29/2027 1,200 —
Gigamon Inc. Revolver 3/11/2028 262 —
Gimlet Bidco GmbH Delayed Draw Term Loan 4/23/2027 10,924 —
GovernmentJobs.com, Inc. Revolver 12/2/2027 559 —
GovernmentJobs.com, Inc. Delayed Draw Term Loan 12/2/2024 2,086 —
Granicus, Inc. Revolver 1/17/2031 2,409 —
Granicus, Inc. Delayed Draw Term Loan 1/17/2031 2,583 ( 13 )
Graphpad Software LLC Revolver 6/28/2031 2,264 ( 11 )
Graphpad Software LLC Delayed Draw Term Loan 6/28/2026 6,036 ( 30 )
GS Acquisitionco Inc Delayed Draw Term Loan 3/26/2026 7,573 —
GS Acquisitionco Inc Revolver 5/25/2028 1,733 —
Gusto Sing Bidco Pte Ltd Delayed Draw Term Loan 10/28/2028 101 ( 3 )
High Street Buyer, Inc. Revolver 4/16/2027 2,254 ( 45 )
High Street Buyer, Inc. Delayed Draw Term Loan 4/16/2028 14,941 —
High Street Buyer, Inc. Delayed Draw Term Loan 2/4/2025 20,953 ( 210 )
Homecare Software Solutions LLC Delayed Draw Term Loan 6/14/2026 4,769 —
Homecare Software Solutions LLC Revolver 6/14/2031 2,092 —
Icefall Parent, Inc. Revolver 1/17/2030 3,104 ( 31 )
IG Investments Holdings, LLC Revolver 9/22/2027 4,416 —
Inception Fertility Ventures LLC Revolver 4/29/2030 2,098 ( 42 )
Inception Fertility Ventures LLC Delayed Draw Term Loan 4/29/2026 10,488 —
Integrity Marketing Acquisition, LLC Revolver 8/27/2026 1,381 —
Integrity Marketing Acquisition, LLC Delayed Draw Term Loan 8/27/2025 11,844 —
IQN Holding Corp Revolver 5/2/2028 522 —
IRI Group Holdings Inc Revolver 12/1/2027 4,803 —
Iris Buyer, LLC Revolver 10/2/2029 3,850 ( 101 )
Iris Buyer, LLC Delayed Draw Term Loan 10/2/2030 1,249 —
ISQ Hawkeye Holdco, Inc. Revolver 8/17/2028 63 —
ISQ Hawkeye Holdco, Inc. Delayed Draw Term Loan 8/17/2024 26 —
Java Buyer, Inc. Delayed Draw Term Loan 11/9/2025 174 —
Java Buyer, Inc. Delayed Draw Term Loan 6/26/2026 2,449 —
Java Buyer, Inc. Revolver 12/15/2027 367 ( 4 )
Java Buyer, Inc. Revolver 12/15/2027 735 ( 7 )
JS Parent Inc Revolver 4/24/2031 3,452 ( 17 )
Kattegat Project Bidco AB Delayed Draw Term Loan 10/5/2026 7,030 ( 87 )
Kona Intermediate, LLC Term Loan 7/23/2031 1,034 —
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Kona Intermediate, LLC Delayed Draw Term Loan 7/23/2025 $ 306 $ —
Kona Intermediate, LLC Delayed Draw Term Loan 7/23/2026 306 —
Kona Intermediate, LLC Revolver 7/23/2031 122 —
Knowledge Pro Buyer, Inc. Revolver 12/10/2027 372 —
Knowledge Pro Buyer, Inc. Delayed Draw Term Loan 12/8/2025 2,188 —
Kwol Acquisition, Inc. Revolver 12/6/2029 672 —
LPW Group Holdings, Inc. Revolver 3/15/2030 5,373 ( 81 )
Magic Bidco Inc Term Loan 7/1/2030 19,656 —
Magic Bidco Inc Delayed Draw Term Loan 7/1/2026 7,858 —
Magic Bidco Inc Revolver 7/1/2030 3,621 —
Magnesium BorrowerCo, Inc. Delayed Draw Term Loan 5/18/2029 328 —
Magneto Components BuyCo, LLC Revolver 12/5/2029 5,508 —
Magneto Components BuyCo, LLC Delayed Draw Term Loan 6/5/2025 6,610 ( 83 )
Mandolin Technology Intermediate Holdings, Inc. Revolver 7/30/2026 524 —
Material Holdings, LLC Revolver 8/17/2027 353 ( 42 )
MB2 Dental Solutions, LLC Delayed Draw Term Loan 8/12/2025 4,952 ( 16 )
MB2 Dental Solutions, LLC Delayed Draw Term Loan 8/12/2025 8,164 —
MB2 Dental Solutions, LLC Revolver 2/13/2031 1,078 —
Mercury Bidco Globe Limited Delayed Draw Term Loan 1/31/2026 14,933 —
MHE Intermediate Holdings, LLC Revolver 7/21/2027 268 —
Monk Holding Co. Delayed Draw Term Loan 12/1/2024 917 —
Monterey Financing, S.à r.l. Delayed Draw Term Loan 9/30/2024 283 —
More Cowbell II, LLC Delayed Draw Term Loan 9/1/2030 916 ( 11 )
More Cowbell II, LLC Revolver 9/1/2029 645 —
MPG Parent Holdings, LLC Delayed Draw Term Loan 1/8/2026 2,679 —
MPG Parent Holdings, LLC Revolver 1/8/2030 1,339 —
MRI Software, LLC Revolver 2/10/2026 7,361 ( 239 )
MRI Software, LLC Delayed Draw Term Loan 2/10/2027 32,794 —
NAVEX TopCo, Inc. Revolver 11/9/2028 5,394 —
Navigator Acquiror, Inc. Delayed Draw Term Loan 1/16/2025 16,497 —
NDC Acquisition Corp. Revolver 3/9/2027 3,425 —
Neptune BidCo Delayed Draw Term Loan 4/2/2031 3,008 —
Neptune Holdings, Inc. Revolver 8/14/2030 933 —
Noble Midco 3 Ltd Delayed Draw Term Loan 6/10/2027 3,875 —
Noble Midco 3 Ltd Revolver 6/10/2030 2,583 ( 26 )
Onex Baltimore Buyer, Inc. Delayed Draw Term Loan 1/21/2025 4,472 —
Oranje Holdco Inc Revolver 2/1/2029 250 —
Oxford Global Resources Inc Revolver 8/17/2027 2,961 —
Paisley Bidco Ltd Delayed Draw Term Loan 4/18/2027 4,689 ( 71 )
Park Place Technologies, LLC Delayed Draw Term Loan 9/1/2025 18,198 ( 91 )
Park Place Technologies, LLC Revolver 3/25/2030 12,101 —
Pavion Corp. Delayed Draw Term Loan 10/30/2025 2,559 —
PDI TA Holdings, Inc. Delayed Draw Term Loan 2/1/2026 8,687 —
PDI TA Holdings, Inc. Revolver 2/3/2031 3,800 ( 48 )
Petrus Buyer Inc Delayed Draw Term Loan 10/17/2025 595 ( 9 )
Petrus Buyer Inc Revolver 10/17/2029 272 —
PGIS Intermediate Holdings, LLC Delayed Draw Term Loan 10/16/2028 2,990 —
PGIS Intermediate Holdings, LLC Revolver 10/16/2028 469 ( 9 )
Phoenix 1 Buyer Corp. Revolver 11/20/2029 5,009 —
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Point Broadband Acquisition, LLC Delayed Draw Term Loan 5/29/2026 $ 36,397 $ ( 455 )
PPV Intermediate Holdings, LLC Delayed Draw Term Loan 8/31/2029 39 —
PPV Intermediate Holdings, LLC Revolver 8/31/2029 159 —
Profile Products, LLC Revolver 11/12/2027 353 —
Profile Products, LLC Revolver 11/12/2027 386 —
Progress Residential PM Holdings, LLC Delayed Draw Term Loan 8/8/2024 16,623 —
Progress Residential PM Holdings, LLC Delayed Draw Term Loan 8/8/2024 333 —
PT Intermediate Holdings III LLC Delayed Draw Term Loan 4/4/2026 4,855 ( 6 )
Pye-Barker Fire & Safety LLC Delayed Draw Term Loan 9/25/2025 8,516 —
Qualus Power Services Corp. Delayed Draw Term Loan 1/26/2025 934 —
Qualus Power Services Corp. Delayed Draw Term Loan 5/9/2026 83,209 —
Rally Buyer, Inc. Revolver 7/19/2028 66 —
Recorded Future Inc Delayed Draw Term Loan 6/28/2026 5,304 ( 53 )
Recorded Future Inc Revolver 6/28/2030 2,486 ( 25 )
Redwood Services Group, LLC Delayed Draw Term Loan 8/15/2025 73,181 —
Relativity ODA, LLC Revolver 5/12/2027 2,966 —
RoadOne Inc Revolver 12/30/2028 275 —
Safety Borrower Holdings LP Revolver 9/1/2027 242 —
Sam Holding Co, Inc. Revolver 3/24/2027 3,700 —
Sam Holding Co, Inc. Delayed Draw Term Loan 9/19/2024 5,050 —
Scorpio BidCo SAS Delayed Draw Term Loan 4/3/2026 4,386 ( 95 )
SEKO Global Logistics Network, LLC Revolver 12/30/2026 252 —
SG Acquisition Inc Revolver 4/3/2030 8,301 —
Skopima Consilio Parent LLC Revolver 5/14/2026 4,200 ( 27 )
Smile Doctors, LLC Delayed Draw Term Loan 12/23/2028 1,609 —
Smile Doctors, LLC Revolver 12/23/2027 1,233 ( 31 )
SpecialtyCare, Inc. Revolver 6/18/2026 614 —
Stepping Stones Healthcare Services, LLC Revolver 12/30/2026 371 ( 2 )
Stepping Stones Healthcare Services, LLC Delayed Draw Term Loan 4/24/2026 745 —
Spectrum Safety Solution Purchaser, LLC Equity 7/1/2031 5,287 —
Spectrum Safety Solution Purchaser, LLC Term Loan 7/1/2031 75,721 —
Spectrum Safety Solution Purchaser, LLC Delayed Draw Term Loan 7/1/2026 16,005 —
Spectrum Safety Solution Purchaser, LLC Revolver 7/1/2030 15,885 —
STV Group, Inc. Delayed Draw Term Loan 3/20/2026 6,976 ( 70 )
STV Group, Inc. Revolver 3/20/2031 4,535 —
Tennessee Bidco Limited Term Loan 7/1/2031 16,778 —
Tennessee Bidco Limited Delayed Draw Term Loan 7/1/2026 33,860 —
The Fertility Partners, Inc. Revolver 9/16/2027 1,060 ( 13 )
The GI Alliance Management, LLC Delayed Draw Term Loan 3/1/2026 46,071 ( 461 )
The Hiller Companies LLC Delayed Draw Term Loan 6/20/2026 2,267 —
The Hiller Companies LLC Revolver 6/20/2030 1,384 —
Trader Corp. Revolver 12/22/2028 727 —
Trinity Air Consultants Holdings Corp. Delayed Draw Term Loan 12/31/2024 325 —
Trinity Air Consultants Holdings Corp. Revolver 6/29/2028 7,269 —
Trinity Air Consultants Holdings Corp. Delayed Draw Term Loan 12/31/2024 9,572 —
Trinity Partners Holdings, LLC Delayed Draw Term Loan 6/20/2025 1,277 —
Triple Lift, Inc. Revolver 5/6/2028 4,747 —
Turing Holdco, Inc. Delayed Draw Term Loan 8/3/2028 28,019 —
Turing Holdco, Inc. Delayed Draw Term Loan 8/3/2028 20,901 —
UMP Holdings, LLC Delayed Draw Term Loan 7/13/2024 440 —
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
Investments Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Unified Physician Management, LLC Revolver 6/18/2029 $ 241 $ —
Unified Physician Management, LLC Delayed Draw Term Loan 3/25/2026 22,616 —
US Oral Surgery Management Holdco, LLC Delayed Draw Term Loan 12/31/2024 39,833 —
US Oral Surgery Management Holdco, LLC Revolver 11/18/2027 3,735 —
West Monroe Partners, LLC Revolver 11/9/2027 1,155 —
WHCG Purchaser III, Inc. Revolver 6/22/2026 17 —
World Insurance Associates, LLC Delayed Draw Term Loan 4/3/2028 47,025 ( 470 )
World Insurance Associates, LLC Revolver 4/3/2028 2,939 —
WPEngine, Inc. Revolver 8/14/2029 6,667 ( 200 )
Zendesk Inc Revolver 11/3/2028 169 ( 3 )
Zendesk Inc Delayed Draw Term Loan 11/22/2028 361 ( 5 )
Zeus, LLC Revolver 2/8/2030 3,426 ( 17 )
Zeus, LLC Delayed Draw Term Loan 2/27/2026 4,568 ( 34 )
$ 1,746,190 $ ( 5,926 )
(8) There are no interest rate floors on these investments.
(9) The interest rate floor on these investments as of June 30, 2024 was 0.50 % .
(10) The interest rate floor on these investments as of June 30, 2024 was 0.75 %.
(11) The interest rate floor on these investments as of June 30, 2024 was 1.00 % .
(12) The interest rate floor on these investments as of June 30, 2024 was 1.25 %.
(13) The interest rate floor on these investments as of June 30, 2024 was 1.50 %.
(14) The interest rate floor on these investments as of June 30, 2024 was 2.00 %.
(15) For unsettled positions the interest rate does not include the base rate.
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
June 30, 2024
(in thousands)
(Unaudited)
(16) Under 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. 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 June 30, 2024, the Company’s non-controlled/affiliated investments were as follows:
Fair Value as of December 31, 2023
Gross Additions Gross Reductions Net Change in Unrealized Gains (Losses)
Net Realized Gain (Loss) Fair Value as of June 30, 2024
Dividend and Interest Income
Non-controlled/Affiliated Investments
Blackstone Donegal Holdings LP $ 5,790 $ — $ — $ 937 $ — $ 6,727 $ —
Material Holdings, LLC — 20,443 — 201 — 20,644 110
Material Holdings, LLC — 4,968 — ( 1,931 ) — 3,037 27
Material+ Holding Company, LLC — — — — — — —
Total $ 5,790 $ 25,411 $ — $ ( 793 ) $ — $ 30,408 $ 137
(17) Loan, or a portion of loan as noted, was on non-accrual status as of June 30, 2024. As of June 30, 2024, $ 23.5 million of the cost and $ 15.4 million of fair value of WHCG Purchaser III, Inc. is considered to be on non-accrual status.
(18) These loans are “last-out” portions of loans. The “last-out” portion of the Company's loan investment generally earns a higher interest rate than the “first-out” portion, and in exchange the “first-out” portion would generally receive priority with respect to payment principal, interest and any other amounts due thereunder over the “last-out” portion.
The accompanying notes are an integral part of these condensed consolidated financial statements.
ADDITIONAL INFORMATION
Interest Rate Swaps
Counterparty Hedged Instrument Company Receives Company Pays Maturity Date Notional Amount Fair Market Value Upfront Payments / Receipts Change in Unrealized Appreciation (Depreciation) (1)
Sumitomo Mitsui Banking Corporation November 2027 Notes 5.88 % SOFR + 1.38 % 11/15/2027 $ 400,000 $ 2,015 $ — $ 2,015
Total Interest Rate Swaps $ 2,015 $ — $ 2,015
(1) For interest rates swaps designated in qualifying hedge relationships, the change in fair value is recorded in Interest expense in the Condensed Consolidated Statements of Operations.
The accompanying notes are an integral part of these condensed consolidated financial statements.
32
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt
First Lien Debt - non-controlled/non-affiliated
Aerospace & Defense
Corfin Holdings, Inc. (4)(10) SOFR + 6.00 % 11.46 % 12/27/2027 $ 198,259 $ 196,240 $ 192,311 3.88 %
Corfin Holdings, Inc. (4)(11) SOFR + 6.00 % 11.46 % 2/5/2026 68,557 67,944 66,500 1.34
Frontgrade Technologies Holdings, Inc. (4)(5)(7)(10) SOFR + 6.75 % 12.10 % 1/9/2030 2,370 2,300 2,370 0.05
Linquest Corp. (4)(5)(10) SOFR + 5.75 % 11.23 % 7/28/2028 9,738 9,611 9,592 0.19
MAG DS Corp. (11) SOFR + 5.50 % 10.95 % 4/1/2027 80,440 76,623 77,290 1.56
Magneto Components BuyCo, LLC (4)(6)(7)(10) SOFR + 6.00 % 11.36 % 12/5/2030 33,326 32,284 32,273 0.65
Maverick Acquisition, Inc. (4)(11) SOFR + 6.25 % 11.60 % 6/1/2027 18,599 18,383 13,763 0.28
TCFI AEVEX, LLC (4)(11) SOFR + 6.00 % 11.46 % 3/18/2026 110,230 109,390 110,230 2.23
512,775 504,329 10.18
Air Freight & Logistics
AGI-CFI Holdings, Inc. (4)(10) SOFR + 5.75 % 11.25 % 6/11/2027 76,971 76,054 74,470 1.50
AGI-CFI Holdings, Inc. (4)(10) SOFR + 5.75 % 11.18 % 6/11/2027 18,446 18,221 17,847 0.36
ENV Bidco AB (4)(6)(10) SOFR + 5.75 % 11.10 % 7/19/2029 1,006 986 1,001 0.02
ENV Bidco AB (4)(5)(6)(7)(8) E + 5.75 % 9.68 % 7/19/2029 EUR 1,122 948 1,079 0.02
Livingston International, Inc. (4)(6)(10) SOFR + 5.50 % 10.95 % 4/30/2027 127,544 125,771 120,848 2.44
Mode Purchaser, Inc. (4)(11) SOFR + 6.25 % 11.77 % 12/9/2026 143,110 141,909 143,110 2.89
Mode Purchaser, Inc. (4)(11) SOFR + 6.25 % 11.77 % 2/5/2029 4,085 4,026 4,085 0.08
Redwood Services Group, LLC (4)(7)(10) SOFR + 6.25 % 11.70 % 6/15/2029 4,492 4,395 4,430 0.09
RoadOne Inc (4)(5)(7)(11) SOFR + 6.25 % 11.72 % 12/30/2028 1,098 1,062 1,075 0.02
RWL Holdings, LLC (4)(10) SOFR + 5.75 % 11.25 % 12/31/2028 30,323 29,893 28,656 0.58
SEKO Global Logistics Network, LLC (4)(5)(11) SOFR + 5.00 % 10.72 % 12/30/2026 5,475 5,431 5,365 0.11
SEKO Global Logistics Network, LLC (4)(5)(7)(11) P + 4.00 % 12.50 % 12/30/2026 180 175 167 0.00
SEKO Global Logistics Network, LLC (4)(5)(11) SOFR + 5.00 % 10.66 % 12/30/2026 791 785 775 0.02
SEKO Global Logistics Network, LLC (4)(5)(11) E + 5.00 % 8.89 % 12/30/2026 EUR 1,835 2,107 1,985 0.04
411,763 404,893 8.17
Building Products
Fencing Supply Group Acquisition, LLC (4)(7)(11) SOFR + 6.00 % 11.64 % 2/26/2027 53,563 53,115 52,735 1.06
Jacuzzi Brands, LLC (4)(10) SOFR + 6.00 % 11.35 % 2/25/2025 11,318 11,272 10,215 0.21
Jacuzzi Brands, LLC (4)(11) SOFR + 6.00 % 11.35 % 2/25/2025 77,867 77,592 70,275 1.42
L&S Mechanical Acquisition, LLC (4)(5)(10) SOFR + 6.25 % 11.70 % 9/1/2027 12,571 12,419 12,006 0.24
Lindstrom, LLC (4)(11) SOFR + 6.25 % 11.69 % 4/7/2025 121,136 120,647 119,016 2.40
Windows Acquisition Holdings, Inc. (4)(5)(11) SOFR + 6.50 % 12.00 % 12/29/2026 49,997 49,498 49,997 1.01
324,543 314,244 6.34
Chemicals
Formulations Parent Corp. (4)(6)(7)(10) SOFR + 5.75 % 11.13 % 11/15/2030 8,571 8,375 8,386 0.17
33
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Commercial Services & Supplies
Bazaarvoice, Inc. (4)(7)(8) SOFR + 5.75 % 11.18 % 5/7/2028 $ 226,169 $ 226,169 $ 226,169 4.57 %
Bazaarvoice, Inc. (4)(8) SOFR + 5.75 % 11.15 % 5/7/2028 15,244 15,244 15,244 0.31
CFS Brands, LLC (4)(6)(7)(11) SOFR + 6.00 % 11.34 % 10/2/2030 118,756 115,999 115,897 2.34
FusionSite Midco, LLC (4)(7)(11) SOFR + 5.75 % 11.36 % 11/17/2029 25,981 25,347 25,334 0.51
FusionSite Midco, LLC (4)(7)(11) SOFR + 5.75 % 11.39 % 11/17/2024 2,357 2,224 2,231 0.05
Iris Buyer, LLC (4)(7)(11) SOFR + 6.25 % 11.60 % 10/2/2030 26,242 25,409 25,377 0.51
Java Buyer, Inc. (4)(7)(10) SOFR + 5.75 % 11.23 % 12/15/2027 5,936 5,852 5,919 0.12
Java Buyer, Inc. (4)(7)(10) SOFR + 5.75 % 11.12 % 11/9/2029 366 347 353 0.01
JSS Holdings, Inc. (4)(10) SOFR + 6.00 % 11.47 % 12/18/2028 283,010 280,622 283,010 5.72
JSS Holdings, Inc. (4)(10) SOFR + 6.00 % 11.47 % 12/17/2028 4,888 4,835 4,888 0.10
Knowledge Pro Buyer, Inc. (4)(7)(10) SOFR + 5.75 % 11.21 % 12/10/2027 6,111 5,998 6,078 0.12
KPSKY Acquisition, Inc. (4)(10)(18) SOFR + 5.35 % 10.73 % 10/19/2028 20,216 19,938 20,014 0.40
KPSKY Acquisition, Inc. (4)(10) SOFR + 5.25 % 10.76 % 10/19/2028 2,328 2,297 2,305 0.05
Onex Baltimore Buyer, Inc. (4)(10)(18) SOFR + 6.00 % 10.96 % 12/1/2027 10,804 10,661 10,804 0.22
Onex Baltimore Buyer, Inc. (4)(7)(10) SOFR + 5.50 % 10.96 % 12/1/2027 9,173 8,986 9,091 0.18
Veregy Consolidated, Inc. (11) SOFR + 6.00 % 11.64 % 11/2/2027 20,641 20,327 18,680 0.38
770,255 771,394 15.59
Construction & Engineering
ASP Endeavor Acquisition, LLC (4)(5)(9) SOFR + 6.50 % 12.13 % 5/3/2027 13,626 13,474 12,467 0.25
COP Home Services TopCo IV, Inc. (4)(5)(7)(11) SOFR + 6.00 % 11.48 % 12/31/2027 37,710 36,552 37,541 0.76
50,026 50,008 1.01
Containers & Packaging
Ascend Buyer, LLC (4)(10) SOFR + 6.25 % 11.90 % 10/2/2028 18,695 18,442 18,415 0.37
Ascend Buyer, LLC (4)(10) SOFR + 6.25 % 11.90 % 9/30/2028 1,975 1,928 1,945 0.04
Ascend Buyer, LLC (4)(7)(10) SOFR + 6.25 % 11.71 % 10/2/2028 647 622 624 0.01
20,992 20,984 0.42
Distributors
BP Purchaser, LLC (4)(10) SOFR + 5.50 % 11.14 % 12/10/2028 7,258 7,156 6,968 0.14
BradyIFS Holdings, LLC (4)(7)(11) SOFR + 6.00 % 11.38 % 10/31/2029 91,586 89,656 89,599 1.81
BradyIFS Holdings, LLC (4)(7)(11) SOFR + 6.00 % 11.37 % 10/31/2025 2,473 2,351 2,372 0.05
Bution Holdco 2, Inc. (4)(11) SOFR + 6.25 % 11.73 % 10/17/2025 70,143 69,723 70,143 1.42
Dana Kepner Company, LLC (4)(11) SOFR + 6.00 % 11.52 % 12/29/2026 49,700 49,204 49,700 1.00
Genuine Cable Group, LLC (4)(10) SOFR + 5.50 % 10.96 % 11/2/2026 168,219 166,461 164,014 3.31
Marcone Yellowstone Buyer, Inc. (4)(5)(10) SOFR + 6.25 % 11.75 % 6/23/2028 4,900 4,832 4,606 0.09
Marcone Yellowstone Buyer, Inc. (4)(5)(7)(10) SOFR + 6.50 % 12.00 % 6/23/2028 1,566 1,521 1,471 0.03
Marcone Yellowstone Buyer, Inc. (4)(5)(10) SOFR + 6.25 % 11.77 % 6/23/2028 1,578 1,564 1,483 0.03
NDC Acquisition Corp. (4)(11) SOFR + 5.50 % 10.95 % 3/9/2027 13,423 13,227 13,288 0.27
NDC Acquisition Corp. (4)(7)(11) SOFR + 5.50 % 10.98 % 3/9/2027 514 464 480 0.01
Tailwind Colony Holding Corporation (4)(11) SOFR + 6.50 % 11.98 % 5/13/2026 5,695 5,554 5,581 0.11
Tailwind Colony Holding Corporation (4)(11) SOFR + 6.50 % 11.98 % 11/13/2024 42,312 42,179 41,465 0.84
Unified Door & Hardware Group, LLC (4)(11) SOFR + 5.75 % 11.20 % 6/30/2025 94,373 93,742 92,486 1.87
547,634 543,656 10.98
34
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Diversified Consumer Services
BPPH2 Limited (4)(5)(6)(8) S + 6.75 % 11.56 % 3/2/2028
GBP 26,300 $ 35,785 $ 33,272 0.67 %
Cambium Learning Group, Inc. (4)(7)(10) SOFR + 5.50 % 11.02 % 7/20/2028 $ 289,143 287,264 289,143 5.84
Endeavor Schools Holdings LLC (4)(11) SOFR + 6.25 % 11.65 % 7/18/2029 22,128 21,617 21,796 0.44
Endeavor Schools Holdings LLC (4)(7)(11) SOFR + 6.25 % 11.64 % 7/18/2029 4,073 3,912 3,944 0.08
Go Car Wash Management Corp. (4)(11) SOFR + 6.25 % 11.71 % 12/31/2026 22,503 22,215 21,941 0.44
Groundworks, LLC (4)(5)(7)(11) SOFR + 6.50 % 11.90 % 3/14/2030 804 784 802 0.02
371,577 370,898 7.49
Diversified Financial Services
Barbri Holdings, Inc. (4)(10) SOFR + 5.75 % 11.21 % 4/28/2028 58,939 58,189 58,055 1.17
More Cowbell II, LLC (4)(7)(10) SOFR + 6.00 % 11.73 % 9/1/2030 7,997 7,796 7,866 0.16
More Cowbell II, LLC (4)(7)(10) SOFR + 6.00 % 11.73 % 9/1/2029 209 182 192 0.00
SelectQuote, Inc. (4)(5)(10) SOFR + 9.50 % 14.96 % (incl. 3.00 % PIK)
11/5/2024 73,931 73,610 66,538 1.34
139,777 132,651 2.67
Diversified Telecommunication Services
Point Broadband Acquisition, LLC (4)(11) SOFR + 6.00 % 11.51 % 10/1/2028 85,486 84,036 85,486 1.73
Point Broadband Acquisition, LLC (4)(11) SOFR + 6.00 % 11.46 % 10/1/2028 38,969 38,308 38,969 0.79
122,344 124,455 2.52
Electric Utilities
Qualus Power Services Corp. (4)(11) SOFR + 4.75 % 10.24 % 3/26/2027 33,122 32,692 31,962 0.65
Qualus Power Services Corp. (4)(7)(11) SOFR + 5.75 % 11.14 % 3/26/2027 32,042 31,372 31,515 0.64
64,064 63,477 1.29
Electrical Equipment
Emergency Power Holdings, LLC (4)(5)(7)(11) SOFR + 5.50 % 10.95 % 8/17/2028 46,229 45,525 46,064 0.93
Shoals Holdings, LLC (4)(11) SOFR + 5.75 % 11.28 % 11/25/2026 61,350 60,596 61,350 1.24
106,121 107,414 2.17
Electronic Equipment, Instruments & Components
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.46 % 12/23/2026 78,146 77,371 70,722 1.43
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.49 % 12/23/2026 6,327 6,290 5,726 0.12
Albireo Energy, LLC (4)(5)(11) SOFR + 6.00 % 11.52 % 12/23/2026 23,455 23,272 21,227 0.43
CPI Intermediate Holdings Inc (4)(5)(7)(10) SOFR + 5.50 % 10.87 % 10/8/2029 4,004 3,926 3,924 0.08
Phoenix 1 Buyer Corp. (4)(7)(8) SOFR + 5.50 % 10.87 % 11/20/2030 25,882 25,577 25,573 0.52
136,436 127,172 2.58
Energy Equipment & Services
Abaco Energy Technologies, LLC (4)(13) SOFR + 7.00 % 12.46 % 10/4/2024 17,563 17,485 17,563 0.35
ISQ Hawkeye Holdco, Inc. (4)(7)(10) SOFR + 6.00 % 11.38 % 8/17/2029 938 917 934 0.02
Tetra Technologies, Inc. (4)(6)(11) SOFR + 6.25 % 11.71 % 9/10/2025 17,790 17,756 17,790 0.36
36,158 36,287 0.73
Ground Transportation
Quality Distribution LLC (4)(7)(11) SOFR + 6.75 % 12.11 % 6/30/2028 680 653 681 0.01
Quality Distribution LLC (4)(5)(7)(11) SOFR + 6.38 % 11.83 % 7/1/2028 18,355 18,083 18,220 0.37
18,736 18,901 0.38
35
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Health Care Equipment & Supplies
Bamboo US BidCo LLC (4)(5)(6)(7)(11) SOFR + 6.00 % 11.38 % 9/30/2030 $ 687 $ 662 $ 667 0.01 %
Bamboo US BidCo LLC (4)(5)(6)(11) E + 6.00 % 9.95 % 9/30/2030 EUR 346 355 373 0.01
CPI Buyer, LLC (4)(7)(10) SOFR + 5.50 % 11.15 % 11/1/2028 31,059 30,607 30,063 0.61
GCX Corporation Buyer, LLC (4)(5)(10) SOFR + 5.50 % 11.00 % 9/13/2028 21,505 21,240 21,182 0.43
GCX Corporation Buyer, LLC (4)(5)(10) SOFR + 5.50 % 11.02 % 9/13/2028 5,445 5,387 5,363 0.11
58,251 57,648 1.17
Health Care Providers & Services
123Dentist, Inc. (4)(5)(6)(7)(10) C + 5.50 % 10.94 % 8/10/2029 CAD 1,935 1,423 1,389 0.03
ACI Group Holdings, Inc. (4)(5)(7)(10) SOFR + 5.50 % 10.96 % 8/2/2028 115,646 113,844 114,347 2.31
ACI Group Holdings, Inc. (4)(5)(7)(10) SOFR + 5.50 % 10.96 % 8/2/2027 1,735 1,597 1,619 0.03
ADCS Clinics Intermediate Holdings, LLC (4)(11) SOFR + 6.25 % 11.79 % 5/7/2027 6,849 6,772 6,849 0.14
ADCS Clinics Intermediate Holdings, LLC (4)(7)(11) SOFR + 6.25 % 11.53 % 5/7/2027 1,641 1,614 1,615 0.03
Amerivet Partners Management, Inc. (4)(5)(7)(10) SOFR + 5.50 % 11.00 % 2/25/2028 1,341 1,307 1,341 0.03
Amerivet Partners Management, Inc. (4)(5)(10) SOFR + 5.35 % 11.00 % 2/25/2028 4,259 4,201 4,259 0.09
Canadian Hospital Specialties Ltd. (4)(5)(6)(11) C + 4.50 % 9.93 % 4/14/2028 CAD 29,628 23,468 25,356 0.51
Canadian Hospital Specialties Ltd. (4)(5)(6)(10) C + 4.50 % 9.93 % 4/15/2027 CAD 3,600 2,851 2,683 0.05
CCBlue Bidco, Inc. (4)(10) SOFR + 6.25 % 11.70 % (incl. 2.75 % PIK)
12/21/2028 10,643 10,492 9,046 0.18
DCA Investment Holdings, LLC (4)(10) SOFR + 6.41 % 11.75 % 4/3/2028 32,866 32,623 32,620 0.66
DCA Investment Holdings, LLC (4)(10) SOFR + 6.50 % 11.85 % 4/3/2028 995 983 990 0.02
Epoch Acquisition, Inc. (4)(11) SOFR + 6.00 % 11.55 % 10/4/2026 24,054 23,952 23,934 0.48
Jayhawk Buyer, LLC (4)(11) SOFR + 5.00 % 10.45 % 10/15/2026 153,682 151,942 146,766 2.96
Kwol Acquisition, Inc. (4)(6)(7)(10) SOFR + 6.25 % 11.43 % 12/6/2029 6,872 6,687 6,685 0.13
Navigator Acquiror, Inc. (4)(7)(9) SOFR + 5.50 % 10.96 % 7/16/2027 235,327 234,002 218,854 4.42
Odyssey Holding Company, LLC (4)(11) SOFR + 5.75 % 11.13 % 11/16/2025 17,037 16,951 17,037 0.34
Odyssey Holding Company, LLC (4)(11) SOFR + 5.75 % 11.14 % 11/16/2025 1,635 1,623 1,635 0.03
PPV Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.14 % 8/31/2029 1,987 1,960 1,971 0.04
Smile Doctors, LLC (4)(7)(10) SOFR + 5.90 % 11.30 % 12/23/2028 10,858 10,630 10,571 0.21
Snoopy Bidco, Inc. (4)(7)(10) SOFR + 6.75 % 12.65 % PIK
6/1/2028 313,944 309,682 302,719 6.11
SpecialtyCare, Inc. (4)(5)(7)(11) SOFR + 5.75 % 11.41 % 6/18/2028 12,054 11,813 11,592 0.23
SpecialtyCare, Inc. (4)(5)(7)(8) SOFR + 4.00 % 9.46 % 6/18/2028 182 167 146 0.00
Stepping Stones Healthcare Services, LLC (4)(7)(10) SOFR + 5.75 % 11.20 % 1/2/2029 2,721 2,678 2,626 0.05
The Fertility Partners, Inc. (4)(5)(6)(10) SOFR + 5.75 % 11.36 % 3/16/2028 5,199 5,130 4,913 0.10
The Fertility Partners, Inc. (4)(5)(6)(10) C + 5.75 % 11.24 % 3/16/2028 CAD 4,925 3,810 3,512 0.07
The Fertility Partners, Inc. (4)(5)(6)(7)(10) C + 5.75 % 11.25 % 9/16/2027 CAD 313 142 121 0.00
The GI Alliance Management, LLC (4)(5)(11) SOFR + 6.25 % 11.78 % 9/15/2028 4,942 4,826 4,942 0.10
UMP Holdings, LLC (4)(5)(10) SOFR + 5.75 % 11.15 % 7/15/2028 1,095 1,079 1,068 0.02
UMP Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.13 % 7/15/2028 1,505 1,479 1,463 0.03
Unified Physician Management, LLC (4)(5)(7)(9) SOFR + 5.25 % 10.61 % 6/18/2029 2,102 2,102 2,102 0.04
36
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Health Care Providers & Services (continued)
US Oral Surgery Management Holdco, LLC (4)(10) SOFR + 6.00 % 11.47 % 11/18/2027 $ 31,780 $ 31,369 $ 31,065 0.63 %
US Oral Surgery Management Holdco, LLC (4)(7)(11) SOFR + 6.00 % 11.45 % 11/18/2027 16,674 15,958 15,734 0.32
WHCG Purchaser III, Inc. (4)(5)(10) SOFR + 5.75 % 11.36 % 6/22/2028 43,309 42,785 26,419 0.53
WHCG Purchaser III, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.36 % 6/22/2026 6,706 6,640 4,084 0.08
1,088,582 1,042,073 21.00
Health Care Technology
Caerus US 1, Inc. (4)(6)(10) SOFR + 5.50 % 10.85 % 5/25/2029 9,887 9,735 9,788 0.20
Caerus US 1, Inc. (4)(6)(7)(10) SOFR + 5.75 % 11.10 % 5/25/2029 3,163 3,106 3,163 0.06
Caerus US 1, Inc. (4)(6)(7)(10) SOFR + 5.75 % 11.21 % 5/25/2029 809 789 791 0.02
Color Intermediate LLC (4)(5)(10) SOFR + 5.50 % 10.95 % 10/4/2029 20,160 19,742 20,160 0.41
Edifecs, Inc. (4)(10) SOFR + 5.75 % 11.10 % 9/21/2026 13,447 13,296 13,447 0.27
Edifecs, Inc. (4)(11) SOFR + 5.75 % 11.10 % 9/21/2026 216,910 214,450 216,910 4.38
GI Ranger Intermediate, LLC (4)(7)(10) SOFR + 5.75 % 11.25 % 10/29/2028 15,726 15,515 15,726 0.32
GI Ranger Intermediate, LLC (4)(7)(10) SOFR + 5.75 % 11.25 % 10/29/2027 720 705 720 0.01
Healthcomp Holding Company, LLC (4)(10) SOFR + 5.75 % 11.12 % 11/8/2029 98,500 97,540 97,515 1.97
Neptune Holdings, Inc. (4)(7)(11) SOFR + 6.00 % 11.50 % 8/31/2030 7,000 6,811 6,841 0.14
NMC Crimson Holdings, Inc. (4)(10) SOFR + 6.09 % 11.64 % 3/1/2028 71,173 69,903 71,173 1.44
NMC Crimson Holdings, Inc. (4)(7)(10) SOFR + 6.09 % 11.63 % 3/1/2028 14,758 14,579 14,719 0.30
Project Ruby Ultimate Parent Corp. (10) SOFR + 3.25 % 8.72 % 3/10/2028 8,375 8,178 8,201 0.17
RPBLS Midco, LLC (4)(5)(10) SOFR + 5.75 % 11.25 % 4/1/2028 7,388 7,283 7,388 0.15
RPBLS Midco, LLC (4)(5)(9) SOFR + 5.75 % 11.25 % 4/1/2028 1,961 1,947 1,961 0.04
483,579 488,503 9.88
Insurance
Alera Group, Inc. (4)(7)(10) SOFR + 6.00 % 11.46 % 10/2/2028 3,666 3,635 3,659 0.07
Amerilife Holdings LLC (4)(5)(7)(10) SOFR + 5.75 % 11.14 % 8/31/2029 2,154 2,110 2,145 0.04
CFCo LLC (Benefytt Technologies, Inc.) (4)(8)(17)(18) 0.00 % 0.00 % 9/13/2038 9,566 1,397 68 0.00
Daylight Beta Parent LLC (Benefytt Technologies, Inc.) (4)(8) 10.00 % 10.00 % PIK
9/12/2033 5,419 5,475 5,419 0.11
Foundation Risk Partners Corp. (4)(7)(10) SOFR + 6.00 % 11.45 % 10/29/2028 15,985 15,729 15,880 0.32
Galway Borrower, LLC (4)(5)(7)(10) SOFR + 5.25 % 10.70 % 9/29/2028 12,247 12,131 12,032 0.24
High Street Buyer, Inc. (4)(5)(10) SOFR + 5.75 % 11.25 % 4/14/2028 52,366 51,711 52,366 1.06
High Street Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.25 % 4/16/2028 11,285 11,028 11,146 0.23
Integrity Marketing Acquisition, LLC (4)(5)(7)(10) SOFR + 6.05 % 11.54 % 8/27/2025 139,430 138,357 138,022 2.79
Integrity Marketing Acquisition, LLC (4)(5)(10) SOFR + 6.02 % 11.41 % 8/27/2025 1,880 1,856 1,862 0.04
37
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Insurance (continued)
Integrity Marketing Acquisition, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.39 % 8/27/2025 $ 1,281 $ 1,194 $ 1,098 0.02 %
Integrity Marketing Acquisition, LLC (4)(5)(10) SOFR + 6.03 % 11.52 % 8/27/2025 4,039 4,006 3,998 0.08
PGIS Intermediate Holdings, LLC (4)(5)(10) SOFR + 5.50 % 10.93 % 10/16/2028 4,591 4,546 4,522 0.09
PGIS Intermediate Holdings, LLC (4)(5)(7)(10) SOFR + 5.75 % 11.10 % 10/16/2028 302 252 249 0.01
SG Acquisition, Inc. (4)(9) SOFR + 5.50 % 10.98 % 1/27/2027 104,974 104,154 103,662 2.09
Shelf Bidco Ltd (4)(5)(6)(10)(18) SOFR + 6.34 % 11.72 % 1/3/2030 5,079 4,947 5,053 0.10
Tennessee Bidco Limited (4)(5)(6)(8) E + 7.00 % 10.97 % (incl. 2.50 % PIK)
8/3/2028 EUR 1,835 1,912 2,010 0.04
Tennessee Bidco Limited (4)(5)(6)(8) SOFR + 7.10 % 12.53 % (incl. 2.50 % PIK)
7/9/2028 54,713 53,656 54,303 1.10
Tennessee Bidco Limited (4)(5)(6)(8) SOFR + 7.10 % 12.43 % (incl. 2.50 % PIK)
8/3/2028 16,298 16,122 16,176 0.33
Tennessee Bidco Limited (4)(5)(6)(8) S + 7.28 % 12.21 % (incl. 2.50 % PIK)
7/9/2028 GBP 43,764 59,538 55,366 1.12
World Insurance Associates, LLC (4)(7)(11) SOFR + 6.00 % 11.42 % 4/3/2028 38,208 36,970 36,914 0.75
530,726 525,950 10.63
Internet & Direct Marketing Retail
Donuts, Inc. (4)(11) SOFR + 6.00 % 11.59 % 12/29/2026 319,179 315,538 319,179 6.45
IT Services
AI Altius Bidco, Inc. (4)(5)(8) 9.75 % 9.75 % PIK
12/21/2029 965 948 960 0.02
AI Altius Bidco, Inc. (4)(7)(10) SOFR + 5.18 % 10.43 % 12/21/2028 6,612 6,522 6,612 0.13
Infostretch Corporation (4)(5)(10) SOFR + 5.75 % 11.25 % 4/1/2028 4,925 4,855 4,408 0.09
Inovalon Holdings, Inc. (4)(7)(10) SOFR + 6.25 % 11.72 % (incl. 2.75 % PIK)
11/24/2028 109,741 107,835 109,329 2.21
Monterey Financing, S.A.R.L (4)(5)(6)(8) ST + 6.00 % 10.04 % 9/28/2029 SEK 2,090 184 206 0.00
Monterey Financing, S.A.R.L (4)(5)(6)(8) E + 6.00 % 9.93 % 9/28/2029 EUR 658 625 721 0.01
Monterey Financing, S.A.R.L (4)(5)(6)(7)(8) E + 6.00 % 9.97 % 9/28/2029 EUR 295 161 220 0.00
Monterey Financing, S.A.R.L (4)(5)(6)(8) CI + 6.00 % 9.89 % 9/28/2029 DKK 4,819 620 708 0.01
Monterey Financing, S.A.R.L (4)(5)(6)(9) N + 6.00 % 10.71 % 9/28/2029 NOK 5,149 463 503 0.01
Razor Holdco, LLC (4)(10) SOFR + 5.75 % 11.23 % 10/25/2027 36,970 36,500 36,693 0.74
38
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
IT Services (continued)
Red River Technology, LLC (4)(11) SOFR + 6.00 % 11.54 % 5/26/2027 $ 79,967 $ 79,175 $ 79,967 1.61 %
S&P Global Engineering Solutions (4)(5)(7)(11) SOFR + 7.00 % 12.38 % 5/2/2030 1,596 1,546 1,596 0.03
Turing Holdco, Inc. (4)(5)(6)(8) SOFR + 6.00 % 11.40 % (incl. 2.50 % PIK)
9/28/2028 8,655 8,388 8,546 0.17
Turing Holdco, Inc. (4)(5)(6)(7)(8) SOFR + 6.00 % 11.40 % (incl. 2.50 % PIK)
10/16/2028 4,307 4,222 3,992 0.08
Turing Holdco, Inc. (4)(6)(8) E + 6.00 % 10.12 % (incl. 2.50 % PIK)
9/28/2028 EUR 11,159 12,643 12,165 0.25
Turing Holdco, Inc. (4)(6)(8) E + 6.00 % 9.97 % (incl. 2.50 % PIK)
8/3/2028 EUR 4,271 4,796 4,509 0.09
269,483 271,135 5.45
Machinery
MHE Intermediate Holdings, LLC (4)(5)(7)(11) SOFR + 6.00 % 11.53 % 7/21/2027 2,559 2,525 2,559 0.05
MHE Intermediate Holdings, LLC (4)(5)(11) SOFR + 6.25 % 11.78 % 7/21/2027 249 244 249 0.01
2,769 2,808 0.06
Marine
Armada Parent, Inc. (4)(7)(10) SOFR + 5.75 % 11.24 % 10/29/2027 25,734 25,360 25,435 0.51
Media
Trader Corp. (4)(5)(6)(7)(10) C + 6.75 % 12.19 % 12/22/2029 CAD 9,925 6,915 7,300 0.15
snip
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Oil, Gas & Consumable Fuels
Eagle Midstream Canada Finance, Inc. (4)(6)(10) SOFR + 6.25 % 11.63 % 8/15/2028 $ 65,109 $ 64,357 $ 65,109 1.31 %
KKR Alberta Midsteam Finance Inc (4)(6)(10) SOFR + 6.25 % 11.63 % 8/15/2028 35,421 35,012 35,421 0.72
99,369 100,530 2.03
Paper & Forest Products
Profile Products, LLC (4)(10) SOFR + 5.50 % 10.99 % 11/12/2027 1,229 1,213 1,189 0.02
Profile Products, LLC (4)(7)(10) SOFR + 5.50 % 10.95 % 11/12/2027 6,083 6,002 5,857 0.12
7,215 7,046 0.14
Pharmaceuticals
Doc Generici (Diocle S.p.A.) (4)(5)(6)(7)(8) E + 6.50 % 10.42 % 10/27/2028 EUR 1,758 1,006 1,349 0.03
Ergomed Plc (4)(6)(7)(10) SOFR + 6.25 % 11.60 % 11/18/2030 20,388 20,000 21,260 0.43
21,006 22,609 0.46
Professional Services
ALKU, LLC (4)(5)(10) SOFR + 6.25 % 11.61 % 5/23/2029 798 780 796 0.02
Apex Companies, LLC (4)(5)(7)(11) SOFR + 6.25 % 11.63 % 1/31/2028 1,605 1,565 1,600 0.03
CFGI Holdings, LLC (4)(7)(10) SOFR + 5.00 % 10.46 % 11/2/2027 6,963 6,861 6,942 0.14
Clearview Buyer, Inc. (4)(5)(7)(10) SOFR + 5.35 % 10.70 % 8/26/2027 9,147 9,002 8,909 0.18
Cumming Group, Inc. (4)(7)(11) SOFR + 5.75 % 11.11 % 5/26/2027 80,061 79,273 78,670 1.59
Cumming Group, Inc. (4)(7)(11) SOFR + 5.75 % 11.11 % 11/16/2027 9,653 9,443 9,448 0.19
Guidehouse, Inc. (4)(10) SOFR + 5.75 % 11.11 % (incl. 2.00 % PIK)
10/16/2028 307,012 304,883 303,558 6.13
HIG Orca Acquisition Holdings, Inc. (4)(5)(7)(11) SOFR + 6.00 % 11.54 % 8/17/2027 19,091 18,825 19,091 0.39
HIG Orca Acquisition Holdings, Inc. (4)(5)(7)(11) SOFR + 6.00 % 11.50 % 8/17/2027 2,939 2,884 2,877 0.06
IG Investments Holdings, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.48 % 9/22/2028 46,261 45,600 46,011 0.93
Kaufman Hall & Associates, LLC (4)(10) SOFR + 5.25 % 10.71 % 12/14/2028 24,082 23,741 24,082 0.49
Legacy Intermediate, LLC (4)(10) SOFR + 5.75 % 11.29 % 2/25/2028 6,766 6,674 6,766 0.14
Material Holdings, LLC (4)(5)(7)(10) SOFR + 6.00 % 11.45 % 8/19/2027 24,456 24,161 22,431 0.45
Minotaur Acquisition, Inc. (5)(8) SOFR + 4.75 % 10.21 % 3/27/2026 1,964 1,928 1,967 0.04
Pavion Corp. (4)(6)(7)(10) SOFR + 5.75 % 11.14 % 10/30/2030 82,156 80,193 80,138 1.62
Petrus Buyer Inc (4)(5)(7)(10) SOFR + 6.50 % 11.99 % 10/17/2029 1,890 1,829 1,882 0.04
Sherlock Buyer Corp. (4)(7)(10) SOFR + 5.75 % 11.20 % 12/8/2028 8,487 8,333 8,267 0.17
Thevelia US, LLC (5)(6)(9) SOFR + 4.00 % 9.50 % 6/18/2029 1,296 1,285 1,299 0.03
Titan Investment Company, Inc. (4)(5)(8) SOFR + 5.75 % 11.28 % 3/20/2027 41,488 40,447 39,206 0.79
Trinity Air Consultants Holdings Corp. (4)(7)(10) SOFR + 5.75 % 11.29 % 6/29/2027 55,925 55,007 55,812 1.13
Trinity Air Consultants Holdings Corp. (4)(7)(10) SOFR + 5.75 % 11.03 % 6/29/2027 22,620 22,394 22,390 0.45
Trinity Partners Holdings, LLC (4)(7)(10) SOFR + 5.50 % 11.03 % 12/21/2028 4,756 4,678 4,742 0.10
West Monroe Partners, LLC (4)(10) SOFR + 5.25 % 10.72 % 11/8/2028 14,746 14,550 14,377 0.29
West Monroe Partners, LLC (4)(7)(10) SOFR + 5.25 % 10.72 % 11/8/2027 289 289 281 0.01
764,625 761,542 15.41
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Real Estate Management & Development
Castle Management Borrower, LLC (4)(7)(11) SOFR + 5.50 % 10.84 % 11/3/2029 $ 23,333 $ 22,935 $ 22,940 0.46 %
Progress Residential PM Holdings, LLC (4)(7)(10) SOFR + 5.50 % 10.96 % 2/16/2028 67,900 67,076 67,900 1.37
Progress Residential PM Holdings, LLC (4)(7)(10) SOFR + 5.50 % 10.96 % 7/25/2029 833 818 833 0.02
90,829 91,673 1.85
Software
Anaplan, Inc. (4)(5)(7)(10) SOFR + 6.50 % 11.85 % 6/21/2029 1,804 1,773 1,794 0.04
Beeline, LLC (4)(5)(7)(10) SOFR + 5.25 % 10.64 % 5/2/2029 4,942 4,900 4,939 0.10
BlueCat Networks USA, Inc. (4)(5)(10) SOFR + 6.00 % 11.38 % (incl. 2.00 % PIK)
8/8/2028 1,952 1,921 1,913 0.04
BlueCat Networks USA, Inc. (4)(5)(10) SOFR + 6.00 % 11.42 % (incl. 2.00 % PIK)
8/8/2028 343 338 336 0.01
BlueCat Networks USA, Inc. (4)(5)(7)(10) SOFR + 6.00 % 11.35 % (incl. 2.00 % PIK)
8/8/2028 65 61 61 0.00
Bluefin Holding, LLC (4)(5)(6)(7)(11) SOFR + 7.25 % 12.72 % 9/12/2029 22,756 22,163 22,381 0.45
Brave Parent Holdings, Inc. (4)(7)(10) SOFR + 5.00 % 10.36 % 11/28/2030 64,078 63,356 63,346 1.28
Circana Group, L.P. (4)(10) SOFR + 5.75 % 11.21 % 12/1/2028 120,332 118,430 120,332 2.43
Circana Group, L.P. (4)(10) SOFR + 6.25 % 11.61 % (incl. 2.75 % PIK)
12/1/2028 77,153 76,001 77,153 1.56
Circana Group, L.P. (4)(7)(10) SOFR + 5.75 % 11.11 % 12/1/2027 2,484 2,264 2,484 0.05
Community Brands ParentCo, LLC (4)(5)(7)(10) SOFR + 5.50 % 10.96 % 2/24/2028 4,913 4,835 4,893 0.10
Confine Visual Bidco (4)(6)(7)(10) SOFR + 6.50 % 11.81 % (incl. 3.00 % PIK)
2/23/2029 16,163 15,813 13,936 0.28
Connatix Buyer, Inc. (4)(5)(7)(10) SOFR + 5.50 % 11.14 % 7/14/2027 21,591 21,273 19,362 0.39
Coupa Software Inc. (4)(5)(6)(7)(10) SOFR + 7.50 % 12.86 % 2/27/2030 1,836 1,791 1,819 0.04
Crewline Buyer, Inc. (4)(6)(7)(11) SOFR + 6.75 % 12.10 % 11/8/2030 59,936 58,317 58,282 1.18
Denali Bidco Ltd (4)(5)(6)(7)(10) S + 6.00 % 11.19 % 8/29/2030 GBP 4,022 4,900 2,783 0.06
Denali Bidco Ltd (4)(5)(6)(8) E + 6.00 % 9.84 % 8/29/2030 EUR 1,166 1,226 1,268 0.03
Diligent Corporation (4)(11) SOFR + 5.75 % 11.28 % 8/4/2025 58,350 58,051 58,350 1.18
Discovery Education, Inc. (4)(11) SOFR + 5.75 % 11.14 % 10/3/2030 3,724 3,683 3,575 0.07
Discovery Education, Inc. (4)(7)(10) SOFR + 5.75 % 11.23 % 4/9/2029 33,090 32,649 31,648 0.64
Episerver, Inc. (4)(5)(7)(11) SOFR + 5.25 % 10.75 % 4/9/2026 9,545 9,464 9,081 0.18
Experity, Inc. (4)(7)(10) SOFR + 5.75 % 11.20 % 2/24/2028 14,828 14,618 14,664 0.30
GI Consilio Parent, LLC (4)(5)(7)(8) S + 3.75 % 8.94 % 5/14/2026 GBP 442 564 554 0.01
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Software (continued)
Gigamon Inc. (4)(7)(10) SOFR + 5.75 % 11.30 % 3/9/2029 $ 7,327 $ 7,215 $ 7,308 0.15 %
GovernmentJobs.com, Inc. (4)(7)(10) SOFR + 5.50 % 10.96 % 12/1/2028 5,169 5,160 5,156 0.10
GraphPAD Software, LLC (4)(11) SOFR + 5.50 % 11.22 % 4/27/2027 13,518 13,435 13,518 0.27
GraphPAD Software, LLC (4)(11) SOFR + 5.50 % 11.19 % 4/27/2027 12,797 12,691 12,797 0.26
GraphPAD Software, LLC (4)(11) SOFR + 5.50 % 11.13 % 4/27/2027 6,429 6,389 6,429 0.13
GraphPAD Software, LLC (4)(7)(11) P + 5.00 % 13.50 % 4/27/2027 1,062 1,044 1,030 0.02
LD Lower Holdings, Inc. (4)(11) SOFR + 6.50 % 11.95 % 2/8/2026 91,518 90,747 90,602 1.83
Lightbox Intermediate, LP (4)(5)(8) SOFR + 5.00 % 10.61 % 5/9/2026 1,970 1,941 1,886 0.04
Magnesium BorrowerCo, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.21 % 5/18/2029 5,215 5,117 5,203 0.11
Magnesium BorrowerCo, Inc. (4)(10) S + 5.75 % 10.94 % 5/18/2029 GBP 3,408 4,174 4,345 0.09
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 3.75 % 9.25 % 7/31/2028 8,526 8,442 7,887 0.16
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 6.25 % 11.75 % 6/9/2030 6,965 6,773 6,965 0.14
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(7)(8) SOFR + 3.75 % 9.25 % 7/31/2026 284 277 194 0.00
Medallia, Inc. (4)(10) SOFR + 6.00 % 11.45 % (incl. 4.00 % PIK)
10/29/2028 364,077 359,655 356,796 7.21
Medallia, Inc. (4)(10) SOFR + 6.50 % 11.95 % (incl. 4.00 % PIK)
10/29/2028 2,136 2,105 2,094 0.04
Monk Holding Co. (4)(10)(18) SOFR + 5.70 % 10.96 % 12/1/2027 4,804 4,728 4,804 0.10
Monk Holding Co. (4)(7)(10) SOFR + 5.50 % 10.96 % 12/1/2027 189 179 175 0.00
MRI Software, LLC (5)(7)(11) SOFR + 5.50 % 10.95 % 2/10/2027 51,697 51,310 50,422 1.02
NAVEX TopCo, Inc. (4)(7)(10) SOFR + 5.75 % 11.11 % 11/9/2030 61,303 59,997 59,969 1.21
Nintex Topco Limited (4)(6)(10) SOFR + 6.00 % 11.50 % 11/13/2028 33,866 33,395 32,511 0.66
Oranje Holdco Inc (4)(5)(7)(11) SOFR + 7.75 % 13.13 % 2/1/2029 2,000 1,952 2,000 0.04
Rally Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.12 % 7/19/2028 840 827 824 0.02
Rally Buyer, Inc. (4)(5)(7)(10) SOFR + 5.75 % 11.11 % 7/19/2028 44 42 42 0.00
Relativity ODA, LLC (4)(7)(11) SOFR + 6.50 % 11.96 % 5/12/2027 21,458 21,159 21,087 0.43
Spitfire Parent, Inc. (4)(11) SOFR + 5.50 % 10.96 % 3/11/2027 78,620 77,907 78,620 1.59
Spitfire Parent, Inc. (4)(11) E + 5.50 % 9.34 % 3/11/2027 EUR 10,238 12,231 12,128 0.24
Stamps.com, Inc. (4)(10) SOFR + 5.75 % 11.23 % 10/5/2028 285,199 281,318 278,069 5.62
Triple Lift, Inc. (4)(10) SOFR + 5.75 % 11.27 % 5/5/2028 61,658 60,869 59,500 1.20
Triple Lift, Inc. (4)(7)(10) SOFR + 5.75 % 11.31 % 5/5/2028 2,951 2,855 2,681 0.05
WPEngine, Inc. (4)(7)(10) SOFR + 6.50 % 11.87 % 8/14/2029 66,667 64,607 65,133 1.32
Zendesk Inc (4)(5)(7)(10) SOFR + 6.25 % 11.61 % (incl. 3.25 % PIK)
11/30/2028 1,623 1,592 1,614 0.03
1,718,524 1,706,743 34.50
Specialty Retail
CustomInk, LLC (4)(11)(18) SOFR + 6.18 % 11.49 % 5/3/2026 163,594 162,568 163,594 3.30
Technology Hardware, Storage & Peripherals
Lytx, Inc. (4)(11) SOFR + 6.75 % 12.21 % 2/28/2028 84,454 83,740 84,454 1.71
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
First Lien Debt - non-controlled/non-affiliated (continued)
Trading Companies & Distributors
Porcelain Acquisition Corp. (4)(11) SOFR + 6.00 % 11.49 % 4/1/2027 $ 54,603 $ 53,487 $ 52,267 1.06 %
Transportation Infrastructure
Capstone Logistics, LLC (4)(11) SOFR + 4.75 % 10.21 % 11/12/2027 5,501 5,477 5,501 0.11
Frontline Road Safety, LLC (4)(7)(10) SOFR + 5.75 % 11.55 % 5/3/2027 89,111 88,010 87,637 1.77
Frontline Road Safety, LLC (4)(10) SOFR + 5.75 % 11.39 % 5/3/2027 10,996 10,780 10,831 0.22
Helix TS, LLC (4)(10) SOFR + 6.25 % 11.78 % 8/4/2027 45,584 44,987 44,672 0.90
Helix TS, LLC (4)(7)(10) SOFR + 6.25 % 11.75 % 8/4/2027 993 979 973 0.02
Italian Motorway Holdings S.à.r.l (4)(5)(6)(8) E + 5.25 % 9.35 % 4/28/2029 EUR 78,810 81,314 86,349 1.74
Roadsafe Holdings, Inc. (4)(11) SOFR + 5.75 % 11.22 % 10/19/2027 29,443 29,099 28,339 0.57
Roadsafe Holdings, Inc. (4)(11) SOFR + 5.75 % 11.26 % 10/19/2027 20,592 20,360 19,820 0.40
Roadsafe Holdings, Inc. (4)(11) SOFR + 5.75 % 11.29 % 1/31/2029 4,198 4,136 4,040 0.08
Safety Borrower Holdings LP (4)(5)(11) SOFR + 5.25 % 10.90 % 9/1/2027 5,032 5,007 5,032 0.10
Safety Borrower Holdings LP (4)(5)(7)(11) P + 4.25 % 12.75 % 9/1/2027 280 277 276 0.01
Sam Holding Co, Inc. (4)(7)(11) SOFR + 6.00 % 11.49 % 9/24/2027 37,845 37,218 37,206 0.75
Sam Holding Co, Inc. (4)(11) SOFR + 6.00 % 11.50 % 9/24/2027 11,522 11,522 11,378 0.23
Sam Holding Co, Inc. (4)(11) SOFR + 6.00 % 11.57 % 9/24/2027 15,960 15,663 15,761 0.32
TRP Infrastructure Services, LLC (4)(11) SOFR + 5.50 % 11.03 % 7/9/2027 38,887 38,431 34,608 0.70
393,260 392,423 7.92
Total First Lien Debt - non-controlled/non-affiliated 9,817,402 9,722,061 196.37
Total First Lien Debt 9,817,402 9,722,061 196.37
43
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Second Lien Debt
Second Lien Debt - non-controlled/non-affiliated
Health Care Providers & Services
Canadian Hospital Specialties Ltd. (4)(5)(6)(8) 8.75 % 8.75 % 4/15/2029 CAD 10,533 $ 8,296 $ 7,075 0.14 %
Jayhawk Buyer, LLC (4)(11) SOFR + 8.75 % 14.23 % 10/15/2027 $ 5,183 5,122 4,950 0.10
13,418 12,025 0.24
Industrial Conglomerates
Victory Buyer, LLC (4)(9) SOFR + 7.00 % 12.64 % 11/1/2029 9,619 9,547 8,970 0.18
IT Services
Inovalon Holdings, Inc. (4)(10) SOFR + 10.50 % 15.97 % (incl. 15.97 % PIK)
11/24/2033 12,294 12,065 12,293 0.25
Professional Services
Thevelia US, LLC (4)(5)(6)(9) SOFR + 6.75 % 12.25 % 6/17/2030 4,920 4,801 4,908 0.10
Software
Mandolin Technology Intermediate Holdings, Inc. (4)(5)(9) SOFR + 6.50 % 12.00 % 7/30/2029 3,550 3,516 3,319 0.07
Total Second Lien Debt - non-controlled/non-affiliated 43,347 41,515 0.84
Total Second Lien Debt 43,347 41,515 0.84
44
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Unsecured Debt- non-controlled/non-affiliated
Health Care Technology
Healthcomp Holding Company, LLC (4)(8) 13.75 % 13.75 % PIK
11/8/2031 $ 10,231 $ 9,930 $ 9,924 0.20 %
Total Unsecured Debt - non-controlled/non-affiliated 9,930 9,924 0.20
Equity
Equity - non-controlled/non-affiliated
Aerospace & Defense
Micross Topco, Inc. (4) 4,767 4,767 4,699 0.09
Air Freight & Logistics
AGI Group Holdings LP - A2 Units (4) 902 902 507 0.01
Mode Holdings, L.P. - Class A-2 Common Units (4) 5,486,923 5,487 9,822 0.20
6,389 10,329 0.21
Commercial Services & Supplies
GTCR Investors LP - A-1 Units (4) 417,006 417 417 0.01
Distributors
Box Co-Invest Blocker, LLC - Class A Units (4) 702,305 702 358 0.01
Box Co-Invest Blocker, LLC - Class C Units (4) 85,315 83 92 0.00
EIS Acquisition Holdings, LP - Class A Common Units (4) 6,292 3,350 13,455 0.27
4,135 13,905 0.28
Diversified Consumer Services
Cambium Holdings, LLC - Senior Preferred Interests (4) 11.50 % 12,511,857 12,315 15,955 0.32
Diversified Financial Services
THL Fund IX Investors (Plymouth II), LP (4) 248,786 249 249 0.01
Diversified Telecommunication Services
Point Broadband Holdings, LLC - Class A Units (4) 6,930 5,877 7,049 0.14
Point Broadband Holdings, LLC - Class B Units (4) 369,255 1,053 2,492 0.05
Point Broadband Holdings, LLC - Class Additional A Units (4) 1,489 1,263 1,515 0.03
Point Broadband Holdings, LLC - Class Additional B Units (4) 79,358 226 536 0.01
8,419 11,592 0.23
Health Care Equipment & Supplies
GCX Corporation Group Holdings, L.P. - Class A-2 Units (4) 539 539 302 0.01
Health Care Providers & Services
AVE Holdings I Corp. (4) 625,944 607 596 0.01
Jayhawk Holdings, LP - A-1 Common Units (4) 2,201 392 172 0.00
Jayhawk Holdings, LP - A-2 Common Units (4) 1,185 211 93 0.00
1,210 861 0.01
45
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Equity - non-controlled/non-affiliated (continued)
Health Care Technology
Caerus Midco 2 S.À. R.L - Additional Vehicle Units (4)(6) 11,710 $ 12 $ 1 0.00 %
Caerus Midco 2 S.À. R.L - Vehicle Units (4)(6) 58,458 58 54 0.00
Healthcomp Holding Company, LLC - Preferred Interest (4) 6.00 % 9,850 985 985 0.02
1,055 1,040 0.02
Insurance
CFCo LLC (Benefytt Technologies, Inc.) - Class B Units (4) 14,907,400 — — 0.00
Shelf Holdco Ltd Common Equity (4)(6) 50,000 50 88 0.00
50 88 0.00
IT Services
NC Ocala Co-Invest Beta, L.P. - LP Interest (4) 2,854,133 2,854 3,054 0.06
Professional Services
OHCP V TC COI, LP. - LP Interest (4) 3,500,000 3,500 6,055 0.12
Tricor Horizon, LP (4)(6) 385,781 386 386 0.01
3,886 6,441 0.13
Software
Connatix Parent, LLC - Class L Common Units (4) 42,045 462 117 0.00
Descartes Holdings, Inc (4) 49,139 213 102 0.00
Expedition Holdco, LLC - Class A Units (4) 90 57 40 0.00
Expedition Holdco, LLC - Class B Units (4) 90,000 33 11 0.00
Lobos Parent, Inc. - Series A Preferred Shares (4) 10.50 % 1,545 1,506 1,819 0.04
Mandolin Technology Holdings, Inc. - Series A Preferred Shares (4) 3,550,000 3,444 3,568 0.07
Mimecast Limited (4) 651,175 651 674 0.01
TPG IX Newark CI, L.P. - LP Interests (4)(6) 1,965,727 1,965 1,965 0.04
Zoro Common Equity (4) 2,073 21 21 0.00
Zoro Series A Preferred Shares (4) 12.50 % 373 361 418 0.01
8,713 8,735 0.17
Specialty Retail
CustomInk, LLC - Series A Preferred Units (4) 384,520 5,200 7,171 0.14
46
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments (1)
Footnotes Reference Rate and Spread (2)
Interest Rate (2)(15)
Maturity Date Par Amount/Units (1)
Cost (3)
Fair Value % of Net Assets
Equity - non-controlled/non-affiliated (continued)
Transportation Infrastructure
Frontline Road Safety Investments, LLC - Class A Common Units (4) 27,536 $ 2,909 $ 3,776 0.08 %
Ncp Helix Holdings, LLC. - Preferred Shares (4) 369 372 536 0.01
3,281 4,312 0.09
Total Equity - non-controlled/non-affiliated 63,479 89,150 1.78
Equity - non-controlled/affiliated
Insurance
Blackstone Donegal Holdings LP - LP Interests (Westland Insurance Group LTD) (4)(6)(16) 1 5,790 0.12
Total Equity - non-controlled/affiliated 1 5,790 0.12
Total Equity 63,480 94,940 1.90
Total Investments - non-controlled/non-affiliated 9,934,158 9,862,650 199.19
Total Investments - non-controlled/affiliated 1 5,790 0.12
Total Investment Portfolio 9,934,159 9,868,440 199.31
Cash and Cash Equivalents
State Street Institutional U.S. Government Money Market Fund 19,961 19,961 0.40
Other Cash and Cash Equivalents 134,896 134,896 2.72
Total Portfolio Investments, Cash and Cash Equivalents $ 10,089,016 $ 10,023,297 202.43 %
(1) Unless otherwise indicated, all 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. As of December 31, 2023, the Company had investments denominated in Canadian Dollars (CAD), Euros (EUR), British Pounds (GBP), Danish Krone (DKK), Swedish Krona (SEK), and Norwegian Krone (NOK). 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 (in thousands) is presented for debt investments, while the number of shares or units (in whole amounts) 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 Canadian Dollar Offered Rate (“CDOR” or “C”), Sterling Overnight Interbank Average Rate (“SONIA” or “S”), Euro Interbank Offer Rate (“Euribor” or “E”), Secured Overnight Financing Rate (“SOFR”), Stockholm Interbank Offered Rate (“STIBOR” or “ST”), Copenhagen Interbank Offered Rate (“CIBOR” or “CI”), Norwegian Interbank Offered Rate (“NIBOR” or “N”), 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, 2023. Variable rate loans typically include an interest reference rate floor feature. As of December 31, 2023, 93.7 % of the debt portfolio at fair value had an interest rate floor above zero. Rates on equity instruments represents contractual dividend rates on certain preferred equity positions.
(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 (“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 (see Note 2), pursuant to the Company’s valuation policy.
(5) These 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. Any other debt investments listed above are pledged to financing facilities and are not available to satisfy the creditors of the Company.
(6) The investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, 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, 2023, non-qualifying assets represented 11.0 % of total assets as calculated in accordance with regulatory requirements.
47
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
(7) Position or portion thereof is an unfunded 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 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
123Dentist, Inc. Delayed Draw Term Loan 8/10/2029 $ 276 $ ( 68 )
ACI Group Holdings, Inc. Revolver 8/2/2027 9,832 —
ACI Group Holdings, Inc. Delayed Draw Term Loan 8/2/2024 14,182 —
ADCS Clinics Intermediate Holdings, LLC Revolver 5/7/2026 1,301 ( 26 )
AI Altius Bidco, Inc. Delayed Draw Term Loan 12/20/2028 158 —
Alera Group, Inc. Delayed Draw Term Loan 11/17/2025 1,291 ( 6 )
Amerilife Holdings LLC Revolver 8/31/2028 243 —
Amerilife Holdings LLC Delayed Draw Term Loan 8/31/2029 75 —
Amerilife Holdings LLC Delayed Draw Term Loan 10/20/2026 488 ( 5 )
Amerivet Partners Management, Inc. Revolver 2/25/2028 589 —
Anaplan, Inc. Revolver 6/21/2028 161 ( 1 )
Apex Companies, LLC Delayed Draw Term Loan 1/31/2028 369 ( 5 )
Armada Parent, Inc. Delayed Draw Term Loan 2/15/2024 1,250 —
Armada Parent, Inc. Revolver 10/29/2027 3,000 ( 30 )
Ascend Buyer, LLC Revolver 9/30/2027 1,293 —
Bamboo US BidCo LLC Delayed Draw Term Loan 9/30/2030 99 —
Bamboo US BidCo LLC Revolver 9/28/2029 142 ( 3 )
Bazaarvoice, Inc. Revolver 5/7/2026 28,662 —
Beeline, LLC Revolver 5/2/2028 591 —
Beeline, LLC Delayed Draw Term Loan 5/2/2029 514 ( 3 )
BlueCat Networks USA, Inc. Delayed Draw Term Loan 8/8/2028 277 —
Bluefin Holding, LLC Revolver 9/12/2029 2,244 ( 34 )
BradyIFS Holdings, LLC Revolver 10/31/2029 7,758 ( 155 )
BradyIFS Holdings, LLC Delayed Draw Term Loan 10/31/2025 7,613 —
Brave Parent Holdings, Inc. Delayed Draw Term Loan 5/28/2025 7,282 ( 55 )
Brave Parent Holdings, Inc. Revolver 11/28/2030 3,641 ( 36 )
Caerus US 1, Inc. Delayed Draw Term Loan 5/25/2029 836 —
Caerus US 1, Inc. Revolver 5/25/2029 322 —
Caerus US 1, Inc. Delayed Draw Term Loan 5/25/2029 178 —
Cambium Learning Group, Inc. Revolver 7/20/2028 43,592 —
Castle Management Borrower, LLC Revolver 11/3/2029 2,917 ( 44 )
CFGI Holdings, LLC Revolver 11/2/2027 1,050 ( 21 )
CFS Brands, LLC Revolver 10/2/2030 18,177 ( 364 )
CFS Brands, LLC Delayed Draw Term Loan 10/2/2030 12,118 —
Circana Group, L.P. Revolver 12/1/2027 11,316 —
Clearview Buyer, Inc. Revolver 2/26/2027 898 ( 18 )
Clearview Buyer, Inc. Delayed Draw Term Loan 8/26/2024 3,668 —
Community Brands ParentCo, LLC Delayed Draw Term Loan 2/24/2024 588 ( 6 )
Community Brands ParentCo, LLC Revolver 2/24/2028 345 ( 1 )
Confine Visual Bidco Delayed Draw Term Loan 3/11/2024 3,043 —
Connatix Buyer, Inc. Revolver 7/14/2027 5,431 ( 448 )
COP Home Services TopCo IV, Inc. Revolver 12/31/2025 3,509 ( 38 )
COP Home Services TopCo IV, Inc. Delayed Draw Term Loan 12/30/2027 8,730 ( 131 )
48
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliated Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Coupa Software Inc. Delayed Draw Term Loan 8/27/2024 $ 164 $ ( 2 )
Coupa Software Inc. Revolver 2/27/2029 126 ( 1 )
CPI Buyer, LLC Revolver 11/1/2026 3,214 ( 64 )
CPI Intermediate Holdings Inc Delayed Draw Term Loan 10/8/2029 966 ( 10 )
Crewline Buyer, Inc. Revolver 11/8/2030 6,438 ( 156 )
Cumming Group, Inc. Revolver 11/16/2027 12,695 ( 190 )
Cumming Group, Inc. Delayed Draw Term Loan 5/21/2025 8,063 ( 60 )
Denali Bidco Ltd Delayed Draw Term Loan 8/29/2030 1,761 ( 3 )
Discovery Education, Inc. Revolver 4/9/2029 2,960 ( 118 )
Doc Generici (Diocle S.p.A.) Delayed Draw Term Loan 10/26/2024 1,682 ( 591 )
Emergency Power Holdings, LLC Delayed Draw Term Loan 8/17/2024 16,456 ( 165 )
Endeavor Schools Holdings LLC Delayed Draw Term Loan 7/18/2029 5,776 —
ENV Bidco AB Delayed Draw Term Loan 7/19/2029 433 ( 153 )
Episerver, Inc. Revolver 4/9/2026 2,064 ( 83 )
Ergomed Plc Delayed Draw Term Loan 11/17/2025 46,934 —
Experity, Inc. Revolver 2/24/2028 1,495 ( 15 )
Fencing Supply Group Acquisition, LLC Delayed Draw Term Loan 2/29/2024 1,910 ( 24 )
Fencing Supply Group Acquisition, LLC Delayed Draw Term Loan 2/26/2027 1,637 —
Formulations Parent Corp. Revolver 11/15/2029 1,429 ( 26 )
Foundation Risk Partners Corp. Revolver 10/29/2027 2,382 ( 36 )
Foundation Risk Partners Corp. Delayed Draw Term Loan 10/29/2025 6,920 ( 69 )
Freya Bidco Limited Term Loan 10/31/2030 1,009 —
Freya Bidco Limited Delayed Draw Term Loan 10/31/2030 257 —
Freya Bidco Limited Term Loan 10/31/2030 1,107 —
Freya Bidco Limited Delayed Draw Term Loan 10/31/2030 257 —
Frontgrade Technologies Holdings, Inc. Revolver 1/9/2028 516 —
Frontline Road Safety, LLC Delayed Draw Term Loan 6/15/2025 10,996 ( 137 )
FusionSite Midco, LLC Delayed Draw Term Loan 11/17/2024 8,800 —
FusionSite Midco, LLC Revolver 11/17/2029 2,791 ( 63 )
Galway Borrower, LLC Revolver 9/30/2027 2,120 ( 32 )
GI Consilio Parent, LLC Revolver 5/14/2026 561 —
GI Ranger Intermediate, LLC Revolver 10/29/2027 480 —
GI Ranger Intermediate, LLC Delayed Draw Term Loan 10/30/2028 3,040 —
Gigamon Inc. Revolver 3/11/2028 437 ( 1 )
GovernmentJobs.com, Inc. Revolver 11/30/2027 677 ( 14 )
GraphPAD Software, LLC Revolver 4/27/2027 1,062 —
Groundworks, LLC Delayed Draw Term Loan 9/13/2025 37 —
Groundworks, LLC Revolver 3/14/2029 42 ( 1 )
HIG Orca Acquisition Holdings, Inc. Revolver 8/17/2027 2,961 —
HIG Orca Acquisition Holdings, Inc. Delayed Draw Term Loan 8/17/2027 3,241 —
High Street Buyer, Inc. Revolver 4/16/2027 2,254 ( 45 )
High Street Buyer, Inc. Delayed Draw Term Loan 4/16/2028 9,396 —
Icefall Parent Inc Term Loan 1/25/2030 31,940 —
Icefall Parent Inc Revolver 1/25/2030 3,042 —
IG Investments Holdings, LLC Revolver 9/22/2027 3,583 ( 18 )
Inova Pharmaceutical Term Loan 10/30/2028 661 —
Inova Pharmaceutical Delayed Draw Term Loan 10/30/2028 102 —
Inovalon Holdings, Inc. Delayed Draw Term Loan 6/24/2024 11,060 ( 138 )
Integrity Marketing Acquisition, LLC Revolver 8/27/2025 1,381 ( 14 )
Integrity Marketing Acquisition, LLC Delayed Draw Term Loan 8/27/2025 17,064 —
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliated Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Iris Buyer, LLC Revolver 10/2/2029 $ 3,673 $ ( 101 )
Iris Buyer, LLC Delayed Draw Term Loan 10/2/2030 3,318 —
ISQ Hawkeye Holdco, Inc. Revolver 8/17/2028 91 —
ISQ Hawkeye Holdco, Inc. Delayed Draw Term Loan 8/17/2029 51 —
Java Buyer, Inc. Delayed Draw Term Loan 4/1/2024 930 —
Java Buyer, Inc. Delayed Draw Term Loan 11/9/2025 1,276 —
Knowledge Pro Buyer, Inc. Revolver 12/10/2027 784 —
Knowledge Pro Buyer, Inc. Delayed Draw Term Loan 12/8/2025 2,633 —
Kwol Acquisition, Inc. Revolver 12/6/2029 628 —
Magnesium BorrowerCo, Inc. Delayed Draw Term Loan 5/18/2029 485 ( 12 )
Magneto Components BuyCo, LLC Revolver 12/5/2029 5,508 ( 138 )
Magneto Components BuyCo, LLC Delayed Draw Term Loan 6/5/2025 6,610 —
Mandolin Technology Intermediate Holdings, Inc. Revolver 7/30/2026 916 —
Marcone Yellowstone Buyer, Inc. Delayed Draw Term Loan 6/23/2028 342 ( 17 )
Material Holdings, LLC Revolver 8/17/2027 848 —
Mercury Bidco Globe Limited Term Loan 1/31/2031 59,287 —
Mercury Bidco Globe Limited Delayed Draw Term Loan 1/31/2026 14,992 —
MHE Intermediate Holdings, LLC Revolver 7/21/2027 268 —
Monk Holding Co. Delayed Draw Term Loan 12/1/2024 830 —
Monterey Financing, S.A.R.L Delayed Draw Term Loan 9/19/2029 283 —
More Cowbell II, LLC Delayed Draw Term Loan 9/1/2030 871 ( 11 )
More Cowbell II, LLC Revolver 9/1/2029 968 —
MPG Parent Holdings LLC Term Loan 1/8/2030 10,763 —
MPG Parent Holdings LLC Revolver 1/8/2030 1,313 —
MPG Parent Holdings LLC Delayed Draw Term Loan 1/8/2026 2,679 —
MRI Software, LLC Revolver 2/10/2026 1,516 ( 28 )
MRI Software, LLC Revolver 2/10/2027 1,822 ( 3 )
MRI Software, LLC Delayed Draw Term Loan 2/10/2027 40,238 ( 201 )
MRI Software, LLC Revolver 2/10/2027 4,024 ( 40 )
MRI Software, LLC Revolver 2/10/2026 3,086 ( 34 )
NAVEX TopCo, Inc. Revolver 11/9/2028 5,394 ( 108 )
Navigator Acquiror, Inc. Delayed Draw Term Loan 1/16/2025 24,746 —
NDC Acquisition Corp. Revolver 3/9/2027 2,911 —
Neptune Holdings, Inc. Revolver 8/14/2030 933 ( 19 )
NMC Crimson Holdings, Inc. Delayed Draw Term Loan 1/1/2024 2,617 —
Onex Baltimore Buyer, Inc. Delayed Draw Term Loan 5/27/2024 177 —
Onex Baltimore Buyer, Inc. Delayed Draw Term Loan 1/21/2025 4,729 —
Oranje Holdco Inc Revolver 2/1/2029 250 —
Pavion Corp. Revolver 10/30/2030 9,565 —
Pavion Corp. Delayed Draw Term Loan 10/30/2025 18,279 ( 183 )
Petrus Buyer Inc Delayed Draw Term Loan 10/17/2029 595 ( 9 )
Petrus Buyer Inc Revolver 10/17/2029 272 —
PGIS Intermediate Holdings, LLC Delayed Draw Term Loan 10/16/2028 4,007 —
PGIS Intermediate Holdings, LLC Revolver 10/16/2028 469 ( 9 )
Phoenix 1 Buyer Corp. Revolver 11/20/2029 5,009 ( 50 )
PPV Intermediate Holdings, LLC Revolver 8/31/2029 159 ( 1 )
PPV Intermediate Holdings, LLC Delayed Draw Term Loan 8/31/2029 78 —
Profile Products, LLC Revolver 11/12/2027 520 ( 17 )
Profile Products, LLC Revolver 11/12/2027 353 —
Progress Residential PM Holdings, LLC Delayed Draw Term Loan 4/26/2024 16,623 —
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliated Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value
Progress Residential PM Holdings, LLC Delayed Draw Term Loan 7/25/2029 $ 333 $ —
Pye-Barker Fire & Safety LLC Delayed Draw Term Loan 11/26/2027 18,278 ( 183 )
Quality Distribution LLC Revolver 4/3/2028 94 ( 3 )
Quality Distribution LLC Delayed Draw Term Loan 10/3/2024 25 —
Quality Distribution LLC Delayed Draw Term Loan 10/24/2025 1,931 ( 10 )
Quality Distribution LLC Revolver 7/1/2026 3,000 ( 135 )
Qualus Power Services Corp. Delayed Draw Term Loan 1/26/2025 3,737 —
Rally Buyer, Inc. Revolver 7/19/2028 66 —
Rally Buyer, Inc. Delayed Draw Term Loan 7/19/2028 75 —
Redwood Services Group, LLC Delayed Draw Term Loan 6/15/2029 53 —
Redwood Services Group, LLC Delayed Draw Term Loan 6/15/2029 139 —
Relativity ODA, LLC Revolver 5/12/2027 3,292 ( 49 )
RoadOne Inc Revolver 12/30/2028 275 —
RoadOne Inc Delayed Draw Term Loan 12/30/2028 163 —
S&P Global Engineering Solutions Revolver 5/2/2029 249 —
Safety Borrower Holdings LP Revolver 9/1/2027 93 —
Sam Holding Co, Inc. Revolver 3/24/2027 6,000 ( 75 )
Sam Holding Co, Inc. Delayed Draw Term Loan 9/24/2027 9,300 —
SEKO Global Logistics Network, LLC Revolver 12/30/2026 432 —
Sherlock Buyer Corp. Delayed Draw Term Loan 12/8/2028 2,794 ( 28 )
Sherlock Buyer Corp. Revolver 12/8/2027 1,111 ( 22 )
Smile Doctors, LLC Delayed Draw Term Loan 12/23/2028 2,607 ( 39 )
Smile Doctors, LLC Revolver 12/23/2027 1,233 ( 31 )
Snoopy Bidco, Inc. Delayed Draw Term Loan 5/6/2024 15,786 ( 237 )
SpecialtyCare, Inc. Revolver 6/18/2026 865 —
SpecialtyCare, Inc. Delayed Draw Term Loan 6/19/2028 1,155 —
Stepping Stones Healthcare Services, LLC Delayed Draw Term Loan 1/2/2024 155 —
Stepping Stones Healthcare Services, LLC Revolver 12/30/2026 371 ( 13 )
The Fertility Partners, Inc. Revolver 9/16/2027 127 —
Trader Corp. Revolver 12/22/2028 830 ( 190 )
Trinity Air Consultants Holdings Corp. Delayed Draw Term Loan 6/29/2027 402 —
Trinity Air Consultants Holdings Corp. Revolver 6/29/2027 6,881 —
Trinity Air Consultants Holdings Corp. Delayed Draw Term Loan 6/30/2026 11,274 ( 113 )
Trinity Partners Holdings, LLC Delayed Draw Term Loan 6/20/2025 1,433 ( 14 )
Triple Lift, Inc. Revolver 5/6/2028 4,747 —
Turing Holdco, Inc. Delayed Draw Term Loan 8/3/2028 31,468 —
Turing Holdco, Inc. Delayed Draw Term Loan 8/3/2028 20,901 —
UMP Holdings, LLC Delayed Draw Term Loan 7/15/2028 440 —
Unified Physician Management, LLC Revolver 6/18/2029 241 —
US Oral Surgery Management Holdco, LLC Delayed Draw Term Loan 8/16/2029 46,867 —
US Oral Surgery Management Holdco, LLC Revolver 11/18/2027 3,233 ( 73 )
West Monroe Partners, LLC Revolver 11/9/2027 1,155 —
WHCG Purchaser III, Inc. Revolver 6/22/2026 17 —
World Insurance Associates, LLC Delayed Draw Term Loan 4/3/2028 47,025 ( 470 )
World Insurance Associates, LLC Revolver 4/3/2028 2,939 ( 59 )
WPEngine, Inc. Revolver 8/14/2029 6,667 ( 200 )
Zendesk Inc Revolver 11/3/2028 169 ( 3 )
Zendesk Inc Delayed Draw Term Loan 11/22/2028 361 ( 5 )
Total unfunded commitments $ 985,936 $ ( 6,660 )
51
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Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
(8) There are no interest rate floors on these investments.
(9) The interest rate floor on these investments as of December 31, 2023 was 0.50 %.
(10) The interest rate floor on these investments as of December 31, 2023 was 0.75 %.
(11) The interest rate floor on these investments as of December 31, 2023 was 1.00 %.
(12) The interest rate floor on these investments as of December 31, 2023 was 1.25 %.
(13) The interest rate floor on these investments as of December 31, 2023 was 1.50 %.
(14) The interest rate floor on these investments as of December 31, 2023 was 2.00 %.
(15) For unsettled positions the interest rate does not include the base rate.
(16) Under 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, 2023, 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, 2023, the Company’s non-controlled/affiliated investments were as follows:
Fair Value as of December 31, 2022
Gross Additions Gross Reductions Net Change in Unrealized Gains (Losses)
Net Realized Gain (Loss) Fair Value as of December 31, 2023
Dividend and Interest Income
Non-controlled/Affiliated Investments
Blackstone Donegal Holdings LP $ 56,584 $ — $ ( 44,921 ) $ ( 14,156 ) $ 8,283 $ 5,790 $ —
Total $ 56,584 $ — $ ( 44,921 ) $ ( 14,156 ) $ 8,283 $ 5,790 $ —
(17) Loan was on non-accrual status as of December 31, 2023.
(18) These loans are “last-out” portions of loans. The “last-out” portion of the Company's loan investment generally earns a higher interest rate than the “first-out” portion, and in exchange the “first-out” portion would generally receive priority with respect to payment principal, interest and any other amounts due thereunder over the “last-out” portion.
The accompanying notes are an integral part of these condensed consolidated financial statements.
52
Table of Contents
Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, 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 management 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 (together with the rules and regulations promulgated thereunder, the “1940 Act” ). In addition, the Company has elected to be treated for U.S. federal income tax purposes, and intends to qualify annually, as a regulated investment company (a “RIC” ), under Subchapter M of the Internal Revenue Code of 1986, as amended (together with the rules and regulations promulgated thereunder, the “Code” ).
The Company is externally managed by Blackstone Credit BDC Advisors LLC (the “Adviser” ) an affiliate of Blackstone Alternative Credit Advisors LP (the “Administrator” and, collectively with its affiliates in the credit, asset-based finance, and insurance asset management business unit of Blackstone Inc. ( “Blackstone” ), “Blackstone Credit & Insurance,” or “BXCI” ). The Administrator provides certain administrative and other services necessary for the Company to operate pursuant to an administration agreement (the “Administration Agreement” ). References herein to information about Blackstone Credit & Insurance from December 31, 2023 or prior refers solely to the Adviser and Blackstone Alternative Credit Advisors LP, collectively with their credit-focused affiliates within Blackstone Credit & Insurance.
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 objectives 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 commenced its loan origination and investment activities on November 20, 2018.
On October 28, 2021, the Company priced its initial public offering ( “IPO” ), and the Company's common shares of beneficial interest ( “Common Shares” ) began trading on the New York Stock Exchange ( “NYSE” ). See “ Note 9. Net Assets ” for further details.
Note 2. Significant Accounting Policies
Basis of Presentation
The condensed consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States ( “GAAP” ). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification ( “ASC” ) Topic 946, “ Financial Services – Investment Companies ” ( “ASC 946” ) issued by the Financial Accounting Standards Board ( “FASB” ).
The interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 6 and Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with GAAP are omitted. In the opinion of management, all adjustments considered necessary for the fair presentation of the condensed 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, 2024.
All intercompany balances and transactions have been eliminated.
Certain prior period information has been reclassified to conform to the current period presentation.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with 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 condensed 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 condensed consolidated financial statements. Actual results may ultimately differ from those estimates.
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.
The Company consolidated the results of the Company’s wholly-owned subsidiaries which are considered to be investment companies. As of June 30, 2024 and December 31, 2023, 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” ), BGSL Investments LLC ( “BGSL Investments” ), BXSL Associates GP (Lux) S.à r.l, BXSL Direct Lending (Lux) SCSp, BXSL C-1 LLC, and BXSL C-2 Funding LLC.
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 a trade date basis.
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, and is recorded within Net realized gain (loss) on the Condensed Consolidated Statements of Operations.
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, and is recorded within Net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations.
Valuation of Investments
The Company is required to report its investments, including those for which current market values are not readily available, at fair value.
The Company values its investments in accordance with 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, and Rule 2a-5 under the 1940 Act.
Under ASC 820, fair value is based on observable market prices or parameters or derived from such prices or parameters when such quotations are readily available. In accordance with Rule 2a-5 under the 1940 Act, fair value means the value of a portfolio investment for which market quotations are not readily available. A market quotation is “readily available” only when it is a quoted price (unadjusted) in active markets for identical instruments that a fund can access at the measurement date, provided that such a quotation is not considered to be readily available if it is not reliable.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Where prices or inputs are not available or, in the judgment of the Board, with assistance of the Adviser, the Audit Committee and independent valuation firm(s), determine to be not reliable, valuation techniques based on the facts and circumstances of the particular investment will be utilized. 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. In the absence of observable, reliable market prices, the Company values its investments using various valuation methodologies applied on a consistent basis.
An enterprise value ( “EV” ) analysis is generally 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. 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.
If debt investments are credit-impaired, which occurs when there is insufficient coverage under the enterprise value analysis through the respective investment’s position in the capital structure, the Adviser generally 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 generally uses a market interest rate yield analysis to determine fair value. 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.
ASC 820 prioritizes the use of observable market prices derived from such prices. 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.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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 Board’s assessment, with the assistance of the Adviser, the Audit Committee and independent valuation firm(s), 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.
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.
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, and these differences could be material. 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. See “ Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations—Critical Accounting Estimates. ”
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.
Derivative Instruments
The Company recognizes all derivative instruments as assets or liabilities at fair value in its condensed consolidated financial statements. Derivative contracts entered into by the Company are not designated in hedge accounting relationships and all changes in fair value are recognized 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.
The Company designated certain interest rate swaps as the hedging instrument in a qualifying fair value hedge accounting relationship, and therefore the change in fair value of the hedging instrument and hedged item are recorded in Interest expense and recognized as components of Interest expense in the Condensed Consolidated Statements of Operations. The change in fair value of the interest rate swap is offset by a change in the carrying value of the fixed rate debt.
Forward Purchase Agreement
Forward purchase agreements are recognized at fair value through current period gains or losses on the date on which the contract is entered into and are subsequently re-measured at fair value. All forward purchase agreements are carried as assets when fair value is positive and as liabilities when fair value is negative. A forward purchase agreement is derecognized when the obligation specified in the contract is discharged, canceled or expired.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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 Condensed 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 six months ended June 30, 2024, the Company recorded $ 0.4 million and $ 2.3 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 six months ended June 30, 2023, the Company recorded $ 13.0 million and $ 13.4 million, respectively, in non-recurring interest income.
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 Condensed 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 payment-in-kind interest income. To satisfy the Company ’ s annual RIC distribution requirements, this non-cash source of income must be included in determining the amounts to be paid out to shareholders in the form of dividends, even though the Company has not yet collected cash.
Dividend Income
Dividend income on preferred equity securities is recorded on an 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.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Non-Accrual Income
Loans are generally placed on non-accrual status when there is reasonable doubt whether 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.
For further information regarding the non-accrual status of investments refer to “ Note 4. Investments ”.
Organization Expenses and Offering Expenses
The Company records 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 a shelf registration statement will be expensed as incurred.
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. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Condensed Consolidated 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 condensed consolidated financial statements of the Company.
The Company evaluates tax positions taken or expected to be taken in the course of preparing its condensed 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 taxation as a RIC, 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 certain 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 its 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.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
For the three and six months ended June 30, 2024, the Company incurred $ 3.4 million and $ 6.8 million, respectively, of U.S. federal excise tax. For the three and six months ended June 30, 2023, the Company incurred $ 5.0 million and $ 7.6 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 November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” ( “ASU 2023-07” ). ASU 2023-07 enhances the disclosures required for reportable segments on an annual and interim basis. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023, for interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” ( “ASU 2023-09” ). ASU 2023-09 requires additional disaggregated disclosures on the entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. The Company does not expect the adoption of ASU 2023-09 to have a material impact 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 Company entered into an amended and restated 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 became subject to a twelve-quarter lookback quarterly hurdle rate of 1.50 % as opposed to a single quarter measurement and became subject to an Incentive Fee Cap (as defined below) based on the Company’s Cumulative Net Return (as defined below). The amendment to the Investment Advisory Agreement does 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. 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 Investment Advisory Agreement was most recently renewed and approved by the Board, including a majority of the Independent Trustees, on May 1, 2024 for a one-year period ending on May 31, 2025.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The Adviser implemented a waiver effective from the consummation of the IPO to extend the Company’s pre-IPO 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 remained 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 did not increase during the Waiver Period. Amounts waived by the Adviser are not subject to recoupment by the Adviser. The Waiver Period ended on October 28, 2023.
Base Management Fees
Starting from the consummation of the IPO, the management fee pursuant to the Investment Advisory Agreement is 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 GAAP, excluding undrawn commitments but including assets purchased with borrowed amounts. The management fee was calculated for the quarter ended December 31, 2021, and the quarter ended December 31, 2023, at a weighted rate calculated based on the fee rates applicable before and after the consummation of the IPO and the expiration of the Waiver Period based on the number of days in the calendar quarter before and after the consummation of the IPO and the expiration of the Waiver Period.
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 had in place prior to the IPO for a period of time following the consummation 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 six months ended June 30, 2024, base management fees were $ 28.1 million and $ 54.1 million, respectively. For the three and six months ended June 30, 2023, base management fees were $ 24.3 million and $ 49.0 million, respectively, of which $ 6.1 million and $ 12.2 million, respectively, were waived. The Waiver Period ended on October 28, 2023.
As of June 30, 2024 and December 31, 2023, $ 28.1 million and $ 23.0 million, respectively, was payable to the Adviser relating to management fees.
Incentive Fees
The incentive fees consist 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 fees:
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 Returns as defined in the Investment Advisory Agreement. Pre-Incentive Fee Net Investment Income Returns 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 Returns 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. Shareholders may be charged a fee on an income amount that is higher than the income they may ultimately receive.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediately preceding quarter, is compared to a “hurdle rate” of return of 1.5 % per quarter ( 6.0 % annualized).
Pursuant to the Investment Advisory Agreement, the Company is required to pay an income based incentive fee of 17.5 % ( 15 % prior to the consummation of the IPO), with a 1.5 % hurdle and 100 % catch-up. However, the Adviser implemented a voluntary waiver with respect to the income based incentive fee during the Waiver Period. The Adviser voluntarily waived its right to receive an income based incentive fee above 15 % during the Waiver Period and amounts waived by the Adviser were not subject to recoupment by the Adviser.
The Company pays the 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 and the eleven preceding calendar quarters (such period, the “Trailing Twelve Quarters” ).
The hurdle amount for the income based incentive fee is 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 ( “DRIP” ) 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 1.82 % ( 7.27 % annualized) ( 1.76 % ( 7.06 % annualized) during 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.
• The Adviser will be paid 17.5 % ( 15 % during 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) 17.5 % ( 15 % prior to the end of 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.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
“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. As the consummation of the IPO occurred 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 was 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 include the incentive fee cap and 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:
Starting from the completion of the IPO, the second part of the incentive fee, a capital gains incentive fee, is 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 GAAP.
Prior to the IPO, the second part of the incentive fee, a capital gains incentive fee, was 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 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 six months ended June 30, 2024, the Company accrued income based incentive fees of $ 37.4 million and $ 73.2 million, respectively. For the three and six months ended June 30, 2023, the Company accrued income based incentive fees of $ 34.5 million and $ 64.9 million, respectively, of which $ 4.9 million and $ 9.3 million, respectively, were waived. The Waiver Period ended on October 28, 2023.
As of June 30, 2024 and December 31, 2023, $ 37.4 million and $ 34.4 million, respectively, was payable to the Adviser for income based incentive fees.
For the three and six months ended June 30, 2024, the Company accrued capital gains incentive fees of $ 3.1 million and $ 6.3 million, respectively. For the three and six months ended June 30, 2023, the Company reversed previously accrued capital gains incentive fee of $( 3.9 ) million and $( 5.5 ) million, respectively.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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. 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. The Administration Agreement was most recently renewed and approved by the Board, including a majority of the Independent Trustees, on May 1, 2024, for a one-year period.
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, operations and other non-investment professionals (including information technology 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 six months ended June 30, 2024 and 2023.
For the three and six months ended June 30, 2024, the Company incurred $ 0.8 million and $ 1.4 million, respectively, in expenses under the Administration Agreement, which were recorded in Administrative service expenses in the Company’s Condensed Consolidated Statements of Operations. For the three and six months ended June 30, 2023, the Company incurred $ 0.7 million and $ 1.1 million, respectively, in expenses under the Administration Agreement, which were recorded in Administrative service expenses in the Company’s Condensed Consolidated Statements of Operations.
As of June 30, 2024 and December 31, 2023, $ 0.9 million and $ 1.1 million, respectively, was unpaid and included in Due to affiliates in the Condensed 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 pursuant to which the Adviser was able to elect to pay certain expenses of the Company on the Company’s behalf (each, an “Expense Payment” ), provided that no portion of the payment was used to pay any interest of the Company. Any Expense Payment that the Adviser committed to pay was to 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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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Pursuant to the Expense Support Agreement, following any calendar quarter in which Available Operating Funds (as defined below) exceeded the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar quarter (the “Excess Operating Funds” ), the Company was required to 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 were reimbursed. Any payments required to be made by the Company to the Adviser are 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).
The Expense Support Agreement terminated by its own terms on October 28, 2021. The Company’s obligation to make Reimbursement Payments survived the termination of the Expense Support Agreement and may be made for a period of up to three years, in accordance with the terms of the Expense Support Agreement. The Company’s obligation to make a Reimbursement Payment becomes a liability of the Company on the last business day of the applicable calendar quarter. As of June 30, 2024 and 2023, there were no amounts subject to the Reimbursement Payment obligation.
As of June 30, 2024 and 2023, there were no unreimbursed Expense Payments remaining. For the three and six months ended June 30, 2024 and 2023, the Adviser made no Expense Payments and the Company made no Reimbursement Payments related to Expense Payments by the Adviser.
Note 4. Investments
The composition of the Company’s investment portfolio at cost and fair value was as follows:
June 30, 2024 December 31, 2023
Cost Fair Value % of Total
Investments at
Fair Value Cost Fair Value % of Total
Investments at
Fair Value
First lien debt $ 11,208,575 $ 11,141,918 98.6 % $ 9,817,402 $ 9,722,061 98.5 %
Second lien debt 44,076 41,985 0.4 43,347 41,515 0.4
Unsecured debt 12,148 12,278 0.1 9,930 9,924 0.1
Equity 65,670 97,616 0.9 63,480 94,940 1.0
Total $ 11,330,469 $ 11,293,797 100.0 % $ 9,934,159 $ 9,868,440 100.0 %
The industry composition of investments at fair value was as follows:
June 30, 2024 December 31, 2023
Aerospace & Defense 5.0 % 5.2 %
Air Freight & Logistics 3.6 4.2
Auto Components (1)
0.0 —
Building Products 2.8 3.2
Chemicals 0.4 0.1
Commercial Services & Supplies 7.1 7.8
Construction & Engineering 0.5 0.5
Containers & Packaging 0.2 0.2
Distributors 5.1 5.7
Diversified Consumer Services 4.0 3.9
Diversified Financial Services 1.3 1.4
Diversified Telecommunication Services 1.2 1.4
Electrical Equipment 0.4 1.1
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
June 30, 2024 December 31, 2023
Electronic Equipment, Instruments & Components 1.1 % 1.3 %
Electric Utilities 0.6 0.6
Energy Equipment & Services 0.2 0.4
Ground Transportation — 0.2
Health Care Equipment & Supplies 0.7 0.6
Health Care Providers & Services 10.5 10.7
Health Care Technology 4.9 5.1
Industrial Conglomerates 0.1 0.1
Insurance 5.5 5.4
Internet & Direct Marketing Retail 2.8 3.2
IT Services 4.3 2.9
Machinery (1)(2)
0.0 0.0
Marine 0.5 0.3
Media 0.6 0.1
Oil, Gas & Consumable Fuels 0.9 1.0
Paper & Forest Products 0.1 0.1
Pharmaceuticals 0.2 0.2
Professional Services 8.9 7.8
Real Estate Management & Development 0.9 0.9
Software 18.4 17.4
Specialty Retail 1.5 1.7
Technology Hardware, Storage & Peripherals 0.7 0.8
Trading Companies & Distributors 1.2 0.5
Transportation Infrastructure 3.8 4.0
Total 100.0 % 100.0 %
(1) Amount rounds to less than 0.1% as of June 30, 2024
(2) Amount rounds to less than 0.1% as of December 31, 2023.
The geographic composition of investments at cost and fair value was as follows:
June 30, 2024
Cost Fair Value % of Total
Investments at
Fair Value Fair Value
as % of Net
Assets
United States $ 10,439,866 $ 10,411,725 92.2 % 193.0 %
Canada 283,618 287,155 2.5 5.3
Bermuda/Cayman Islands 436 569 0.0 0.0
Europe 605,908 593,697 5.3 11.0
Asia 641 651 0.0 0.0
Total $ 11,330,469 $ 11,293,797 100.0 % 209.3 %
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
December 31, 2023
Cost Fair Value % of Total Investments at Fair Value Fair Value
as % of Net
Assets
United States $ 9,381,707 $ 9,317,684 94.4 % 188.2 %
Canada 275,579 278,103 2.8 5.6
Bermuda/Cayman Islands 436 473 0.0 0.0
Europe 276,437 272,180 2.8 5.5
Total $ 9,934,159 $ 9,868,440 100.0 % 199.3 %
As of June 30, 2024 and December 31, 2023, two borrowers (across four loans) and one borrower ( two loans) in the portfolio were on non-accrual status, respectively.
As of June 30, 2024 and December 31, 2023, on a fair value basis, 99.8 % and 99.9 %, respectively, of our performing debt investments bore interest at a floating rate and 0.2 % and 0.1 %, respectively, of our performing debt investments bore interest at a fixed rate.
Note 5. Fair Value Measurements
The following tables present the fair value hierarchy of financial instruments:
June 30, 2024
Level 1 Level 2 Level 3 Total
First lien debt $ — $ 165,951 $ 10,975,967 $ 11,141,918
Second lien debt — — 41,985 41,985
Unsecured debt — — 12,278 12,278
Equity — — 97,616 97,616
Total $ — $ 165,951 $ 11,127,846 $ 11,293,797
December 31, 2023
Level 1 Level 2 Level 3 Total
First lien debt $ — $ 157,858 $ 9,564,203 $ 9,722,061
Second lien debt — — 41,515 41,515
Unsecured debt — — 9,924 9,924
Equity — — 94,940 94,940
Total $ — $ 157,858 $ 9,710,582 $ 9,868,440
Within Investments at fair value, substantially all Equity investments are illiquid and privately negotiated in nature and are subject to contractual sale constraints or other restrictions pursuant to their respective governing or similar agreements.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The following tables present changes in the fair value of financial instruments for which Level 3 inputs were used to determine the fair value:
Three Months Ended June 30, 2024
First Lien
Debt Second Lien
Debt Unsecured Debt Equity Total Investments
Fair value, beginning of period $ 10,178,311 $ 41,515 $ 11,859 $ 98,680 $ 10,330,365
Purchases of investments 906,014 501 413 3 906,931
Proceeds from principal repayments and sales of investments ( 87,920 ) — — — ( 87,920 )
Accretion of discount/(amortization of premium) 9,227 23 11 — 9,261
Net realized gain (loss) 195 — — — 195
Net change in unrealized appreciation (depreciation) 21,574 ( 54 ) ( 5 ) ( 1,067 ) 20,448
Transfers into Level 3 (1)
— — — — —
Transfers out of Level 3 (1)
( 51,434 ) — — — ( 51,434 )
Fair value, end of period $ 10,975,967 $ 41,985 $ 12,278 $ 97,616 $ 11,127,846
Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of June 30, 2024 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations
$ 21,185 $ ( 54 ) $ ( 5 ) $ ( 1,067 ) $ 20,059
Six Months Ended June 30, 2024
First Lien
Debt Second Lien
Debt Unsecured Debt Equity Total Investments
Fair value, beginning of period $ 9,564,203 $ 41,515 $ 9,924 $ 94,940 $ 9,710,582
Purchases of investments 1,639,580 681 2,198 2,190 1,644,649
Proceeds from principal repayments and sales of investments ( 272,398 ) — — — ( 272,398 )
Accretion of discount/(amortization of premium) 18,538 48 20 — 18,606
Net realized gain (loss) 623 — — — 623
Net change in unrealized appreciation (depreciation) 26,223 ( 259 ) 136 486 26,586
Transfers into Level 3 (1)
— — — — —
Transfers out of Level 3 (1)
( 802 ) — — — ( 802 )
Fair value, end of period $ 10,975,967 $ 41,985 $ 12,278 $ 97,616 $ 11,127,846
Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of June 30, 2024 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations
$ 28,769 $ ( 259 ) $ 130 $ 486 $ 29,126
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Three Months Ended June 30, 2023
First Lien
Debt Second Lien
Debt Equity Total Investments
Fair value, beginning of period $ 9,225,290 $ 46,678 $ 154,521 $ 9,426,489
Purchases of investments 129,728 425 — 130,153
Proceeds from principal repayments and sales of investments ( 414,400 ) ( 7,351 ) ( 43,850 ) ( 465,601 )
Accretion of discount/(amortization of premium) 20,635 35 — 20,670
Net realized gain (loss) ( 7,972 ) ( 49 ) 7,212 ( 809 )
Net change in unrealized appreciation (depreciation) ( 18,512 ) 348 ( 7,716 ) ( 25,880 )
Transfers into Level 3 (1)
— — — —
Transfers out of Level 3 (1)
— — — —
Fair value, end of period $ 8,934,769 $ 40,086 $ 110,167 $ 9,085,022
Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of June 30, 2023 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations
$ ( 13,715 ) $ 205 $ ( 7,716 ) $ ( 21,226 )
Six Months Ended June 30, 2023
First Lien
Debt Second Lien
Debt Equity Total Investments
Fair value, beginning of period $ 9,275,511 $ 46,336 $ 150,949 $ 9,472,796
Purchases of investments 242,609 836 — 243,445
Proceeds from principal repayments and sales of investments ( 483,996 ) ( 7,350 ) ( 43,849 ) ( 535,195 )
Accretion of discount/(amortization of premium) 28,945 70 — 29,015
Net realized gain (loss) ( 7,925 ) ( 49 ) 7,212 ( 762 )
Net change in unrealized appreciation (depreciation) ( 33,374 ) 243 ( 4,145 ) ( 37,276 )
Transfers into Level 3 (1)
4,938 — — 4,938
Transfers out of Level 3 (1)
( 91,939 ) — — ( 91,939 )
Fair value, end of period $ 8,934,769 $ 40,086 $ 110,167 $ 9,085,022
Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of June 30, 2023 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations
$ ( 33,078 ) $ 31 $ ( 4,145 ) $ ( 37,192 )
(1) For the three and six months ended June 30, 2024 and 2023, transfers into or out of Level 3 were primarily due to decreased or increased price transparency.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. These tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.
June 30, 2024
Range
Fair Value Valuation Technique Unobservable Input Low High Weighted Average (1)
Investments in first lien debt $ 10,892,028 Yield Analysis Discount Rate 7.83 % 30.50 % 10.31 %
76,835 Asset Recoverability Market Multiple 8.00 x 11.50 x 10.02 x
7,104 Market Quotations Broker quoted price 99.75 99.75 99.75
10,975,967
Investments in second lien debt 41,985 Yield Analysis Discount Rate 9.63 % 15.28 % 13.01 %
Investments in unsecured debt 12,278 Yield Analysis Discount Rate 12.87 % 13.96 % 13.82 %
Investments in equity 63,574 Market Approach Performance Multiple 6.44 x 30.00 x 12.18 x
27,210 Option Pricing Model Expected Volatility 32.00 % 55.00 % 44.10 %
6,832 Yield Analysis Discount Rate 11.88 % 17.94 % 14.43 %
97,616
Total $ 11,127,846
December 31, 2023
Range
Fair Value Valuation Technique Unobservable Input Low High Weighted Average (1)
Investments in first lien debt $ 9,533,700 Yield Analysis Discount Rate 7.68 % 30.89 % 10.31 %
30,503 Asset Recoverability Market Multiple 10.50 x 10.50 x 10.50 x
9,564,203
Investments in second lien debt 41,515 Yield Analysis Discount Rate 10.18 % 14.38 % 12.69 %
Investments in unsecured debt 9,924 Yield Analysis Discount Rate 14.90 % 14.90 % 14.90 %
Investments in equity 60,007 Market Approach Performance Multiple 6.40 x 30.00 x 11.47 x
28,531 Option Pricing Model Expected Volatility 32.00 % 55.00 % 42.86 %
6,402 Yield Analysis Discount Rate 10.75 % 17.92 % 14.17 %
94,940
Total $ 9,710,582
(1) Weighted averages are calculated based on fair value of investments.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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.
Financial Instruments Not Carried at Fair Value
Debt
The fair value of the Company’s SPV Financing Facilities (as defined in Note 7) and Revolving Credit Facility (as defined in Note 7), as of June 30, 2024 and December 31, 2023, approximates their carrying value as the credit facilities have variable interest based on selected short-term rates. These financial instruments would be categorized as Level 3 within the hierarchy.
The following table presents the fair value measurements of the Company's Unsecured Notes (as defined in Note 7) had they been accounted for at fair value. These financial instruments would be categorized as Level 3 within the hierarchy as of June 30, 2024 and December 31, 2023.
June 30, 2024 December 31, 2023
Fair Value Fair Value
2026 Notes $ 768,048 $ 763,085
New 2026 Notes 648,214 643,814
2027 Notes 587,191 583,633
2028 Notes 570,187 561,129
November 2027 Notes 397,260 —
Total $ 2,970,900 $ 2,551,661
Other
As of June 30, 2024 and December 31, 2023, the carrying amounts of the Company’s other assets and liabilities approximate fair value. These financial instruments would be categorized as Level 3 within the hierarchy.
Note 6. Derivatives
The Company enters into derivative financial instruments in the normal course of business to achieve certain risk management objectives, including managing its interest rate risk exposures.
The fair value of interest rate derivative contracts are included within Derivative assets at fair value and Derivative liabilities at fair value, respectively, in the Condensed Consolidated Statements of Assets and Liabilities.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The following table presents the aggregate notional amount and fair value hierarchy of the Company’s derivative financial instruments as of June 30, 2024:
June 30, 2024
Level 1 Level 2 Level 3 Total Fair Value Notional
Derivative Assets
Interest rate swaps $ — $ 2,015 $ — $ 2,015 $ 400,000
Total Derivative assets at fair value $ — $ 2,015 $ — $ 2,015 $ 400,000
Cash collateral received $ —
Derivative Liabilities
Interest rate swaps $ — $ — $ — $ — $ —
Total Derivative liabilities at fair value $ — $ — $ — $ — $ —
Cash collateral posted $ 1,770
In the table above:
• The fair value of derivative assets and derivative liabilities is presented on a gross basis.
• The notional amount represents the absolute value amount of all outstanding derivative contracts.
• All interest rate swaps are designated in fair value hedge relationships.
The Company held no derivative financial instruments as of December 31, 2023.
Hedging
The Company designated certain interest rate swaps as the hedging instrument in a qualifying fair value hedge accounting relationship.
The table below presents the impact to the Condensed Consolidated Statements of Operations from derivative assets and liabilities designated in a qualifying hedge accounting relationship for the three and six month periods ended June 30, 2024 and June 30, 2023, respectively.
For derivative instruments designated in qualifying hedge relationships, the change in fair value of the hedging instrument and hedged item are recorded in Interest expense and recognized as components of Interest expense in the Condensed Consolidated Statements of Operations.
For the Three months ended June 30, For the Six months ended June 30,
2024 2023 2024 2023
Interest rate swaps $ 2,015 $ — $ 2,015 $ —
Hedged items ( 1,432 ) — ( 1,432 ) —
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The table below presents the carrying value of unsecured borrowings as of June 30, 2024 and December 31, 2023 that are designated in a qualifying hedging relationship and the related cumulative hedging adjustment (increase/(decrease)) from current and prior hedging relationships included in such carrying values:
June 30, 2024 December 31, 2023
Description Carrying Value Cumulative Hedging Adjustments Carrying Value Cumulative Hedging Adjustments
Unsecured notes $ 394,417 $ 1,432 $ — $ —
Note 7. 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. On September 25, 2018, the Company’s sole initial shareholder approved the adoption of this 150% threshold pursuant to Section 61(a)(2) of the 1940 Act. As of June 30, 2024 and December 31, 2023, the Company’s asset coverage was 188.3 % and 200.3 %, respectively.
SPV Financing Facilities
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 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 June 30, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of each of the SPV Financing Facilities.
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 and restated on December 16, 2021, and amended effective as of September 16, 2022, November 15, 2023 and December 18, 2023, 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.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Advances under the Jackson Hole Funding Facility bear interest at a per annum rate equal to the benchmark in effect for the currency of the applicable advances (which is the three-month Term SOFR for dollar advances), plus the applicable margin of 2.375 % per annum for certain foreign currency advances to 2.525 % per annum for dollar advances. Jackson Hole Funding pays a commitment fee of 0.48 % per annum on the average daily unused amount of the financing commitments until November 28, 2025. Jackson Hole Funding also pays to JPM an administrative agency fee, in addition to certain other fees, each as agreed between Jackson Hole Funding and JPM.
The maximum commitment amount of the Jackson Hole Funding Facility as of June 30, 2024 was $ 500.0 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 $ 900.0 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 28, 2025 and the Jackson Hole Funding Facility is scheduled to mature on May 17, 2027.
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, April 13, 2020, October 5, 2021, February 28, 2022, May 19, 2022, November 1, 2023 and January 17, 2024, 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 ( “Wells Fargo” ) 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 Term SOFR (or other base rate) in effect, plus an applicable margin of 1.70 %, 2.05 % or 2.30 % per annum, as applicable, depending on the nature of the advances being requested under the facility. Breckenridge Funding pays 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, 2024, in addition to certain other fees as agreed between Breckenridge Funding and BNP.
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 expires on December 21, 2024 and the Breckenridge Funding Facility is scheduled to mature on December 21, 2026.
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, September 30, 2021, amended and restated on June 29, 2022, amended on March 30, 2023, amended on June 25, 2024 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 serves as collateral administrator and the Company serves as manager under the Big Sky Funding Facility.
Advances under the Big Sky Funding Facility bear interest at a per annum rate equal to the one-month Term SOFR in effect, plus the applicable margin of (a) until September 25, 2024, 1.80 % per annum, and (b) from and after September 25, 2024, a range between 2.10 % and 2.45 % per annum depending on the nature of the collateral securing the advances. Big Sky Funding is required to utilize a minimum percentage of 80 % of the financing commitments. Unused amounts below such minimum utilization amount accrue a fee at a rate of 1.60 % per annum. In addition, Big Sky Funding pays 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.
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. The period during which Big Sky Funding may make borrowings under the Big Sky Funding Facility expires on March 30, 2026 and the Big Sky Funding Facility is scheduled to mature on September 30, 2026.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Revolving Credit Facility
On June 15, 2020, the Company entered into a senior secured revolving credit facility (which was most recently amended on June 12, 2024, and as further amended from time to time, the “Revolving Credit Facility” ) with Citibank, N.A. ( “Citi” ) serving as administrative agent and collateral agent.
The Revolving Credit Facility provides for borrowings in U.S. dollars and certain agreed upon foreign currencies. Borrowings under the Revolving Credit Facility are subject to compliance with a borrowing base. A portion of the Revolving Credit Facility consists of funded term loans in the aggregate principal amount of $ 385.0 million and 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 $ 175.0 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 28, 2027 (other than with respect to the foreign currency commitments of certain lenders in the amount of $ 200.0 million, which expire on June 28, 2026) and all amounts outstanding under the Revolving Credit Facility must be repaid by June 28, 2028 (other than with respect to the foreign currency commitments of certain lenders in the amount of $ 200.0 million, which mature on June 28, 2027) 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 adjusted Term SOFR 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 all other loans, the applicable benchmark 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.
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 June 30, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of the Revolving Credit Facility.
On August 6, 2024, the Revolving Credit Facility was amended. See “ Note 12. Subsequent Events” for further detail on the amendment.
Unsecured Notes
The Company issued unsecured notes, as further described below: 2026 Notes, New 2026 Notes, 2027 Notes, 2028 Notes and November 2027 Notes (each as defined below) which are collectively referred to herein as the “Unsecured Notes” .
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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 (as defined below) 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 indenture governing the Unsecured Notes (the “Unsecured Notes Indentures” ).
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 June 30, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of each of the Unsecured Notes.
2026 Notes
On October 23, 2020 and December 1, 2020, the Company issued $ 500.0 million aggregate principal amount and $ 300.0 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 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.
New 2026 Notes
On March 16, 2021 and April 27, 2021, the Company issued $ 400.0 million aggregate principal amount and $ 300.0 million aggregate principal amount, respectively, of 2.750 % notes due 2026 (the “New 2026 Notes” ) pursuant to a supplemental indenture, dated as of March 16, 2021 (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 New 2026 Notes 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 $ 650.0 million aggregate principal amount of 2.125 % notes due 2027 (the “2027 Notes” ) pursuant to a supplemental indenture, dated as of July 23, 2021 (and together with the Base Indenture, the “2027 Notes Indenture” ), to the Base Indenture between the Company and the Trustee.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
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 2027 Notes 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 $ 650.0 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.
November 2027 Notes
On May 20, 2024, the Company issued $ 400.0 million in aggregate principal amount of its 5.875 % notes due 2027 (the “November 2027 Notes” ) pursuant to a supplemental indenture, dated as of May 20, 2024 (and together with the Base Indenture, the “November 2027 Notes Indenture” ), to the Base Indenture between the Company and the Trustee.
The November 2027 Notes will mature on November 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 November 2027 Notes Indenture. The November 2027 Notes bear interest at a rate of 5.875 % per year payable semi-annually on May 15 and November 15 of each year, commencing on November 15, 2024. The November 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 November 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.
In connection with the November 2027 Notes, the Company entered into an interest rate swap to more closely align the interest rates of the Company’s liabilities with the investment portfolio, which consists of predominately floating rate loans. The Company designated this interest rate swap and the November 2027 Notes in a qualifying hedge accounting relationship.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The Company’s outstanding debt obligations were as follows:
June 30, 2024
Aggregate
Principal
Committed Outstanding
Principal Carrying
Value Unamortized Debt Issuance Costs Unused
Portion (1)
Amount
Available (2)
Jackson Hole Funding Facility (3)
$ 500,000 $ 399,874 $ 399,874 $ — $ 100,126 $ 100,126
Breckenridge Funding Facility 1,025,000 768,350 768,350 — 256,650 256,650
Big Sky Funding Facility 500,000 400,000 400,000 — 100,000 100,000
Revolving Credit Facility (4)
1,775,000 1,343,492 1,343,492 — 431,508 431,508
2026 Notes 800,000 800,000 797,236 2,764 — —
New 2026 Notes 700,000 700,000 696,088 3,912 — —
2027 Notes 650,000 650,000 642,782 7,218 — —
2028 Notes
650,000 650,000 642,022 7,978 — —
November 2027 Notes (5)
400,000 400,000 394,417 7,015 — —
Total $ 7,000,000 $ 6,111,716 $ 6,084,261 $ 28,887 $ 888,284 $ 888,284
(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 (USD) or certain other permitted currencies. As of June 30, 2024, the Company had no borrowings denominated in currencies other than USD.
(4) Under the Revolving Credit Facility, the Company may borrow in U.S. dollars or certain other permitted currencies. As of June 30, 2024, the Company had non-USD borrowings denominated in the following currencies:
• Canadian Dollars (CAD) 12.0 million
• Euros (EUR) 191.1 million
• British Pounds (GBP) 185.1 million
• Australian Dollar (AUD) 1.0 million
(5) Carrying value is inclusive of adjustment for the change in fair value of effective hedge relationship.
December 31, 2023
Aggregate
Principal
Committed Outstanding
Principal Carrying
Value Unamortized Debt Issuance Costs Unused
Portion (1)
Amount
Available (2)
Jackson Hole Funding Facility (3)
$ 500,000 $ 233,019 $ 233,019 $ — $ 266,981 $ 266,981
Breckenridge Funding Facility 1,025,000 741,700 741,700 — 283,300 283,300
Big Sky Funding Facility 500,000 480,906 480,906 — 19,094 19,094
Revolving Credit Facility (4)
1,775,000 682,258 682,258 — 1,092,742 1,092,662
2026 Notes 800,000 800,000 796,343 3,657 — —
New 2026 Notes 700,000 700,000 695,206 4,794 — —
2027 Notes 650,000 650,000 641,412 8,588 — —
2028 Notes 650,000 650,000 641,086 8,914 — —
Total $ 6,600,000 $ 4,937,883 $ 4,911,930 $ 25,953 $ 1,662,117 $ 1,662,037
(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 (USD) or certain other permitted currencies. As of December 31, 2023, the Company had no borrowings denominated in currencies other than USD.
(4) Under the Revolving Credit Facility, the Company may borrow in USD or certain other permitted currencies. As of December 31, 2023, the Company had non-USD borrowings denominated in the following currencies:
• Canadian Dollars (CAD) 1.0 million
• Euros (EUR) 94.4 million
• British Pounds (GBP) 66.9 million
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
As of June 30, 2024 and December 31, 2023, $ 43.5 million and $ 38.7 million, respectively, of interest expense and $ 0.8 million and $ 1.2 million, respectively, of unused commitment fees were included in interest payable. For the three and six months ended June 30, 2024, the weighted average interest rate (including unused fees and accretion of net discounts on unsecured debt) on all borrowings outstanding was 5.26 % and 5.18 %, respectively. For the three and six months ended June 30, 2023, the weighted average interest rate (including unused fees and accretion of net discounts on unsecured debt) on all borrowings outstanding was 4.84 % and 4.80 %, respectively.
For the three and six months ended June 30, 2024, the weighted average all-in cost of debt (including unused fees, accretion of net discounts on unsecured debt, amortization of deferred financing costs) was 5.38 % and 5.31 %, respectively. For the three and six months ended June 30, 2023, the weighted average all-in cost of debt (including unused fees, accretion of net discounts on unsecured debt, and amortization of deferred financing costs) was 4.96 % and 4.91 %, respectively.
For the three and six months ended June 30, 2024, the average principal debt outstanding was $ 5,798.8 million and $ 5,422.5 million, respectively. For the three and six months ended June 30, 2023, the average principal debt outstanding was $ 5,377.6 million and $ 5,497.8 million, respectively.
The components of interest expense were as follows:
Three months ended June 30, Six months ended June 30,
2024 2023 2024 2023
Borrowing interest expense $ 74,511 $ 61,128 $ 135,676 $ 123,253
Facility unused fees 927 1,108 2,743 2,037
Amortization of deferred financing costs 1,705 1,334 3,403 2,459
Amortization of original issue discount and debt issuance costs 2,281 2,578 4,321 5,127
Gain (loss) from interest rate swaps accounted for as hedges and the related hedged items:
Interest rate swaps ( 2,015 ) — ( 2,015 ) —
Hedged items 1,432 — 1,432 —
Total Interest Expense $ 78,841 $ 66,148 $ 145,560 $ 132,876
Cash paid for interest expense $ 61,034 $ 37,501 $ 133,658 $ 126,014
Note 8. Commitments and Contingencies
Portfolio Company Commitments
The Company’s investment portfolio contains 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 June 30, 2024 and December 31, 2023, the Company had unfunded commitments, including delayed draw term loans and revolvers, with an aggregate amount of $ 1,746.2 million and $ 985.9 million, respectively.
Additionally, from time to time, the Adviser and its affiliates may commit to an investment on behalf of the investment vehicles it manages, including the Company. Certain terms of these investments are not finalized at the time of the commitment and each respective investment vehicle’s allocation may change prior to the date of funding. In this regard, as of June 30, 2024 and December 31, 2023, the Company estimates that $ 260.6 million and $ 221.3 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 June 30, 2024 and December 31, 2023, management is not aware of any material pending legal proceedings.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Note 9. Net Assets
Shares Issued
The Company has the authority to issue an unlimited number of Common Shares at $ 0.001 per share par value.
On October 28, 2021, the Company priced its IPO, issuing 9,180,000 of its Common Shares at a public offering price of $ 26.15 per share. Net of underwriting fees, the Company received 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 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.
On August 14, 2023, the Company completed a follow-on offering under its shelf registration statement, issuing 6,500,000 of its Common Shares at a price to the underwriters of $ 26.78 per share. Net of underwriting fees, the Company received cash proceeds, before offering expenses, of $ 174.1 million. On August 18, 2023, the underwriters exercised, in full, their option to purchase an additional 975,000 shares of Common Shares, which resulted in cash proceeds, before offering expenses, of $ 26.1 million. The Company incurred offering expenses of $ 0.4 million in connection with the follow-on offering.
As of June 30, 2024, the Company is party to six separate equity distribution agreements with sales agents ( “Equity Distribution Agreements” ), pursuant to which the Company may sell, from time to time, up to an aggregate sales price of $ 500.0 million of its Common Shares. Sales of Common Shares made pursuant to the Equity Distribution Agreements may be made in negotiated transactions or transactions that are deemed to be “at-the-market” offerings as defined in Rule 415(a)(5) under the Securities Act of 1933, as amended. Actual sales depend on a variety of factors including market conditions, the trading price of the Company’s Common Shares, the Company’s capital needs, and the Company’s determination of the appropriate sources of funding to meet such needs. As of June 30, 2024, Common Shares with an aggregate sales price of $ 309.0 million remained available for issuance under the Equity Distribution Agreements.
The following table summarizes the total Common Shares issued and proceeds received, for the three months ended June 30, 2024, through the “at-the-market” offering program (dollars in thousands except share and per share amounts):
Issuances of Common Shares Number of Common Shares Issued Gross Proceeds Placement Fees/Offering Expenses Net Proceeds (2)
Average Share Price (1)
“At-the-market” Offering 6,333,768 $ 190,966 $ 831 $ 190,135 $ 30.02
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
(2) The Company received $ 1.9 million of proceeds subsequent to June 30, 2024 on July 1, 2024. The amount was recorded as Receivable for shares sold in the Condensed Consolidated Statement of Assets and Liabilities.
The following table summarizes the total Common Shares issued and proceeds received, for the six months ended June 30, 2024, through the “at-the-market” offering program (dollars in thousands except share and per share amounts):
Issuances of Common Shares Number of Common Shares Issued Gross Proceeds Placement Fees/Offering Expenses Net Proceeds (2)
Average Share Price (1)
“At-the-market” Offering 12,219,314 $ 353,693 $ 1,535 $ 352,158 $ 28.82
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
(2) The Company received $ 1.9 million of proceeds subsequent to June 30, 2024 on July 1, 2024. The amount was recorded as Receivable for shares sold in the Condensed Consolidated Statement of Assets and Liabilities.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
The following table summarizes the total Common Shares issued and proceeds received, for the three and six months ended June 30, 2023, through the “at-the-market” offering program (dollars in thousands except share and per share amounts). No Common Shares were issued through the “at-the-market” offering program during the three months ended March 31, 2023.
Issuances of Common Shares Number of Common Shares Issued Gross Proceeds Placement Fees/Offering Expenses Net Proceeds (2)
Average Share Price (1)
“At-the-market” Offering 4,632,768 $ 125,339 $ 68 $ 125,271 $ 27.04
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
(2) The Company received $ 0.3 million of proceeds subsequent to June 30, 2023 on July 5, 2023. The amount was recorded as Receivable for shares sold in the Condensed Consolidated Statement of Assets and Liabilities.
Distributions
The following table summarizes the Company’s distributions declared and payable for the six months ended June 30, 2024 (dollars in thousands except per share amounts):
Date Declared Record Date Payment Date Per Share Amount Total Amount
February 28, 2024 March 31, 2024 April 26, 2024 $ 0.7700 $ 147,743
May 8, 2024 June 30, 2024 July 26, 2024 0.7700 152,706
Total distributions $ 1.5400 $ 300,449
The following table summarizes the Company’s distributions declared and payable for the six months ended June 30, 2023 (dollars in thousands except per share amounts):
Date Declared Record Date Payment Date Per Share Amount Total Amount
February 27, 2023 March 31, 2023 April 27, 2023 $ 0.7000 $ 112,400
May 10, 2023 June 30, 2023 July 27, 2023 0.7000 115,783
Total distributions $ 1.4000 $ 228,183
Dividend Reinvestment
The Company has adopted the 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. Starting from the consummation of the IPO, the number of shares to be issued to a shareholder is 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 NAV per share, the Company will issue shares at the greater of (i) the most recently computed NAV 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 NAV per share). For example, if the most recently computed NAV 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 NAV 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 NAV 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.
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.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Pursuant to our dividend reinvestment plan, the following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company’s DRIP during the six months ended June 30, 2024 (dollars in thousands except share amounts):
Payment Date DRIP Shares Value DRIP Shares Issued
January 26, 2024 $ 5,614 206,465
April 26, 2024 $ 5,293 173,614
Total distributions $ 10,907 380,079
The following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company's DRIP during the six months ended June 30, 2023 (dollars in thousands except share amounts):
Payment Date DRIP Shares Value DRIP Shares Issued
January 31, 2023 $ 5,132 208,510
April 27, 2023 $ 5,439 213,130
Total distributions $ 10,571 421,640
Share Repurchase Plan
In February 2023, the Board approved a share repurchase plan, under which the Company was authorized to repurchase up to $ 250 million in the aggregate of its outstanding Common Shares in the open market at prices below the Company’s NAV per share for a one-year term, in accordance with the guidelines specified in Rule 10b-18 of the Exchange Act (the “10b-18 Plan” ). The 10b-18 Plan was not renewed and terminated by its terms on February 22, 2024.
For the three and six months ended June 30, 2024 and 2023, the Company did no t repurchase any of its shares under the 10b-18 Plan.
Note 10. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Net increase (decrease) in net assets resulting from operations $ 196,186 $ 144,850 $ 379,941 $ 283,648
Weighted average shares outstanding (basic and diluted) 193,908,352 161,079,263 192,254,100 160,792,160
Earnings (loss) per common share (basic and diluted) $ 1.01 $ 0.90 $ 1.98 $ 1.76
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Note 11. Financial Highlights and Senior Securities
The following are the financial highlights for the six months ended June 30, 2024 and 2023:
Six Months Ended June 30,
2024 2023
Per Share Data (1) :
Net asset value, beginning of period $ 26.66 $ 25.93
Net investment income
1.76 1.99
Net change in unrealized and realized gain (loss)
0.21 ( 0.22 )
Net increase (decrease) in net assets resulting from operations 1.97 1.77
Distributions declared (2)
( 1.54 ) ( 1.40 )
Net increase (decrease) in net assets from capital share transactions 0.10 —
Total increase (decrease) in net assets 0.53 0.37
Net asset value, end of period $ 27.19 $ 26.30
Shares outstanding, end of period 198,381,800 165,417,269
Total return based on NAV (3)
7.3 % 6.9 %
Total return based on market value (4)
16.8 % 29.1 %
Ratios:
Ratio of net expenses to average net assets (5)
11.1 % 11.5 %
Ratio of net investment income to average net assets (5)
12.9 % 14.6 %
Portfolio turnover rate 2.6 % 2.3 %
Supplemental Data:
Net assets, end of period $ 5,394,573 $ 4,350,271
Asset coverage ratio 188.3 % 186.9 %
(1) The per share data was derived by using the weighted average shares outstanding during the period.
(2) The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 9).
(3) Total return 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.
(4) Total return based on market value is calculated as the change in market value per share during the respective periods, taking into account distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(5) Amounts are annualized except for expense support amounts relating to organizational costs and management fee and income based incentive fee waivers by the Adviser (refer to Note 3). For the six months ended June 30, 2024 and 2023, the ratio of total operating expenses to average net assets was 11.1 % and 12.0 %, respectively, on an annualized basis, excluding the effect of expense support/(recoupment) and management fee and income based incentive fee waivers by the Adviser which represented 0.0 % and ( 0.5 )%, respectively, of average net assets. The Waiver Period ended on October 28, 2023.
The following is information about the Company’s senior securities as of the dates indicated in the below table:
Class and Period Total Amount Outstanding Exclusive of Treasury Securities (1)
Asset Coverage per Unit (2)
Involuntary Liquidating Preference per Unit (3)
Average Market Value per Unit (4)
Subscription Facility (5)
June 30, 2024 $ — $ — — N/A
December 31, 2023 — — — N/A
December 31, 2022 — — — N/A
December 31, 2021 — — — N/A
December 31, 2020 — — — N/A
December 31, 2019 119,752 2,151 — N/A
December 31, 2018 — — — N/A
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period Total Amount Outstanding Exclusive of Treasury Securities (1)
Asset Coverage per Unit (2)
Involuntary Liquidating Preference per Unit (3)
Average Market Value per Unit (4)
Jackson Hole Funding Facility
June 30, 2024 $ 399,874 $ 1,883 — N/A
December 31, 2023 233,019 2,003 — N/A
December 31, 2022 360,019 1,748 — N/A
December 31, 2021 361,007 1,802 — N/A
December 31, 2020 362,316 2,300 — N/A
December 31, 2019 514,151 2,151 — N/A
December 31, 2018 120,000 2,278 — N/A
Breckenridge Funding Facility
June 30, 2024 768,350 1,883 — N/A
December 31, 2023 741,700 2,003 — N/A
December 31, 2022 825,000 1,748 — N/A
December 31, 2021 568,680 1,802 — N/A
December 31, 2020 569,000 2,300 — N/A
December 31, 2019 820,311 2,151 — N/A
December 31, 2018 65,000 2,278 — N/A
Big Sky Funding facility
June 30, 2024 400,000 1,883 — N/A
December 31, 2023 480,906 2,003 — N/A
December 31, 2022 499,606 1,748 — N/A
December 31, 2021 499,606 1,802 — N/A
December 31, 2020 200,346 2,300 — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
Revolving Credit Facility
June 30, 2024 1,343,492 1,883 — N/A
December 31, 2023 682,258 2,003 — N/A
December 31, 2022 678,378 1,748 — N/A
December 31, 2021 915,035 1,802 — N/A
December 31, 2020 182,901 2,300 — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
2023 Notes (6)
June 30, 2024 — — — N/A
December 31, 2023 — — — N/A
December 31, 2022 400,000 1,748 — N/A
December 31, 2021 400,000 1,802 — N/A
December 31, 2020 400,000 2,300 — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period Total Amount Outstanding Exclusive of Treasury Securities (1)
Asset Coverage per Unit (2)
Involuntary Liquidating Preference per Unit (3)
Average Market Value per Unit (4)
2026 Notes
June 30, 2024 $ 800,000 $ 1,883 — N/A
December 31, 2023 800,000 2,003 — N/A
December 31, 2022 800,000 1,748 — N/A
December 31, 2021 800,000 1,802 — N/A
December 31, 2020 800,000 2,300 — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
New 2026 Notes
June 30, 2024 700,000 1,883 — N/A
December 31, 2023 700,000 2,003 — N/A
December 31, 2022 700,000 1,748 — N/A
December 31, 2021 700,000 1,802 — N/A
December 31, 2020 — — — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
2027 Notes
June 30, 2024 650,000 1,883 — N/A
December 31, 2023 650,000 2,003 — N/A
December 31, 2022 650,000 1,748 — N/A
December 31, 2021 650,000 1,802 — N/A
December 31, 2020 — — — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
2028 Notes
June 30, 2024 650,000 1,883 — N/A
December 31, 2023 650,000 2,003 — N/A
December 31, 2022 650,000 1,748 — N/A
December 31, 2021 650,000 1,802 — N/A
December 31, 2020 — — — N/A
December 31, 2019 — — — N/A
December 31, 2018 — — — N/A
November 2027 Notes
June 30, 2024 400,000 1,883 — N/A
(1) Total amount of each class of senior securities outstanding at the end of the period presented.
(2) Asset coverage per unit is the ratio of the carrying value of our total assets, less all liabilities excluding indebtedness represented by senior securities in this table, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness and is calculated on a consolidated basis.
(3) The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it. The “-” in this column indicates information that the SEC expressly does not require to be disclosed for certain types of senior securities.
(4) Not applicable because the senior securities are not registered for public trading.
(5) The Subscription Facility was terminated on November 3, 2020.
(6) The 2023 Notes matured on July 14, 2023 and were paid off consistent with the terms of the 2023 Notes Indenture.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Note 12. Subsequent Events
The Company’s management evaluated subsequent events through the date of issuance of the condensed 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 condensed consolidated financial statements as of June 30, 2024, except as discussed below.
On August 7, 2024, the Board declared a distribution of $ 0.77 per share to shareholders of record as of September 30, 2024, which is payable on or about October 25, 2024.
Revolving Credit Facility Amendment
On August 6, 2024, the Company entered into an amendment (the “Revolver Amendment”) to the Revolving Credit Facility, which will become effective on or around August 12, 2024, subject to the satisfaction of certain conditions including the making of specified payments, among the Company, as borrower, each of the lenders from time to time party thereto and Citibank, N.A., as administrative agent. The Revolver Amendment provides for, among other things, (a) increasing the aggregate committed principal from $ 1.775 billion to $ 2.075 billion, which is comprised of (i) revolving commitments in an aggregate amount of $ 1.6865 billion and (ii) funded term loans in an aggregate principal amount of $ 388.5 million, (b) an extension of the period during which the Company may make borrowings on the Revolving Credit Facility from June 2027 to August 2028 (other than with respect to the revolving commitments of certain lenders in the amount of $ 200.0 million, which expire on June 28, 2026), (c) an extension of the scheduled maturity date of the Revolving Credit Facility from June 2028 to August 2029 (other than with respect to the revolving commitments of certain lenders in the amount of $ 200.0 million, which mature on June 28, 2027), (d) resetting the minimum shareholders’ equity test, (e) adding a step down of the interest for the borrowings under the Revolving Credit Facility (other than with respect to borrowings of certain lenders with revolving commitments in the amount of $ 200.0 million) to (i) for loans for which the Company elects the base rate option, the alternate base rate plus (A) if the gross borrowing base is equal to or greater than 2.0 times the combined revolving debt amount, 0.525 %, (B) if the gross borrowing base is less than 2.0 times and is equal to or greater than 1.6 times the combined revolving debt amount, 0.650 % or (C) if the gross borrowing base is less than 1.6 times the combined revolving debt amount, 0.775 %, and (ii) for all other loans, the applicable benchmark rate for the related Interest Period for such Borrowing plus (A) if the gross borrowing base is equal to or greater than 2.0 times the combined revolving debt amount, 1.525 %, (B) if the gross borrowing base is less than 2.0 times and is equal to or greater than 1.6 times the combined revolving debt amount, 1.650 % or (C) if the gross borrowing base is less than 1.6 times the combined revolving debt amount, 1.775 % and (f) decreasing the unused fee for the revolving commitments (other than with respect to the revolving commitments of certain lenders in the amount of $ 200.0 million) from 0.375 % to 0.325 %.
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