0001736035FALSE--12-312024Q10001736035ISQ Hawkeye Holdco, Inc., Delayed Draw Term Loan2023-12-31
Table of Contents


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 20192024
OR
☐
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                      
Commission File Number 814-01299

Picture1.jpg
Blackstone / GSO Secured Lending Fund
(Exact name of Registrant as specified in its Charter)

_______________________________________________________________________
Delaware82-7020632
Delaware82-7020632
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
345 Park Avenue, 31st Floor
New York, New York
10154
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (212) 503-2100
N/A
(Former name, former address and former fiscal year, if changed since last report)


Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange
on which registered
Common Shares of Beneficial Interest, $0.001 par value per shareBXSLNew York Stock Exchange
Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    YESYes  ☒   NONo  ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    YES  ☐   NOYes  ☒   No  ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitiondefinitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer☐☒Accelerated filer☐
Non-accelerated filer☒☐Smaller reporting company☐
Emerging growth company☒☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   YES  ☐   NO  ☒
Securities registered pursuant to Section 12(b)As of May 6, 2024, the Act: None
The number ofRegistrant had 192,439,047 common shares of Registrant’s beneficial interest (“Common Stock,Shares”), $0.001 par value per share, outstanding as of May 9, 2019 was 25,106,231.
outstanding.



Table of Contents
Page
PART I
Page
PART IFINANCIAL INFORMATION
Item 1.
Condensed Consolidated Statements of Assets and Liabilities as of March 31, 2019 (Unaudited) 2024 and December 31, 20182023(Unaudited)
23
Condensed Consolidated StatementStatements of Operations for the three months ended March 31, 20192024 and 2023 (Unaudited)
34
Condensed Consolidated StatementStatements of Changes in Net Assets for the three months ended March 31, 2024 and 2023 (Unaudited)
5
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 20192024 and 2023 (Unaudited)
46
Consolidated Statement of Cash Flows for the three months ended March 31, 2019 (Unaudited)
5
Condensed Consolidated Schedules of Investments as of March 31, 2019 (Unaudited) 2024 and December 31, 20182023(Unaudited)
68
Notes to Condensed Consolidated Financial Statements (Unaudited)
1248
Item 2.
3378
Item 3.
4488
Item 4.
4588
PART II
PART IIOTHER INFORMATION
Item 1.
4589
Item 1A.
4589
Item 2.
4589
Item 3.
4589
Item 4.
4589
Item 5.
Other Information
45
Item 6.
Exhibits
46
SignaturesItem 5.
89
Item 6.
90
Signatures


i
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about Blackstone / GSO Secured Lending Fund (together, with its consolidated subsidiaries, the “Company,” “we“we,” “us,” or “our” “our”), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:
•our future operating results;
•our business prospects and the prospects of the companies in which we may invest;
•the impact of the investments that we expect to make;
•our ability to raise sufficient capital and buy back shares to execute our investment strategy;
•general economic, logistical and political trends and other external factors, including inflation and recent supply chain disruptions and their impacts on our portfolio companies and on the industries in which we invest;
•the ability of our portfolio companies to achieve their objectives;
•our current and expected financing arrangementarrangements and investments;
•changes in the general interest rate environment;
•the adequacy of our cash resources, financing sources and working capital;
•the timing and amount of cash flows, distributions and dividends, if any, from our portfolio companies;
•our contractual arrangements and relationships with third parties;
•actual and potential conflicts of interest with the AdviserBlackstone Credit BDC Advisors LLC (the “Adviser”) or any of theirits affiliates;
•the dependence of our future success on the general economy and its effect on the industries in which we may invest;
•our use of financial leverage;leverage including the use of borrowed money to finance a portion of our investments and the availability of equity and debt capital on favorable terms or at all;
•our business prospects and the prospects of our portfolio companies, including our and their ability to effectively respond to the macroeconomic effects from adverse public health developments;
•the ability of GSO Asset Management LLC (the “Adviser”)the Adviser to source suitable investments for us and to monitor and administer our investments;
•the impact of future acquisitions and divestitures;
•the ability of the Adviser or its affiliates to attract and retain highly talented professionals;
•general price and volume fluctuations in the stock market;
•our ability to qualify for and maintain our qualification as a regulated investment company and as a business development company (“BDC”);
•the impact on our business of U.S. and international financial reform legislation, rules and regulations;
•the effect of changes to tax legislation and our tax position; and
•the tax status of the enterprises in which we may invest.
Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of aany projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. These risks and uncertainties include those described or identified in the section entitled “Risk Factors” in Part I, Item 1A of our annual reportAnnual Report on Form 10-K for the year ended December 31, 20182023 as updated by the Company's periodic filings with the United States Securities and Part II, Item 1A ofExchange Commission (the “SEC”). These projections and elsewhere in this Form 10-Q. These forward-looking statements apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements, except as required by applicable law. You are advised to consult any additional disclosures that we make directly to you or through reports that we have filed or in the future file with the SEC including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.
Because we are an investment company, the forward-looking statements and projections contained in this report are excluded from the safe harbor protection provided by Section 21E of the U.S. Securities Exchange Act of 1934, Act, as amended (the “1934 Act” “Exchange Act”).

1
Table of Contents

WEBSITE DISCLOSURE
We use our website (www.bxsl.com) as a channel of distribution of company information. The information we post through this channel may be deemed material. Accordingly, investors should monitor this channel, in addition to following our press releases, SEC filings and public conference calls, and webcasts. In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the “Contact Us” section of our website at http://ir.bxsl.com. The contents of our website and any alerts are not, however, a part of this report.
2
Table of Contents

PART I - FINANCIAL INFORMATION


Item 1. Financial Statements.

Blackstone / GSO Secured Lending Fund
Condensed Consolidated Statements of Assets and Liabilities
(in thousands, except share and per share amounts)
(Unaudited)
March 31, 2019 December 31, 2018 March 31, 2024December 31, 2023
ASSETS(Unaudited)  
Investments at fair value 
  
Non-controlled/non-affiliated investments (cost of $933,070 and $548,753 at March 31, 2019 and December 31, 2018, respectively)$935,196
 $545,325
Investments at fair value
Investments at fair value
Non-controlled/non-affiliated investments (cost of $10,496,752 and $9,934,158 at March 31, 2024 and December 31, 2023, respectively)
Non-controlled/non-affiliated investments (cost of $10,496,752 and $9,934,158 at March 31, 2024 and December 31, 2023, respectively)
Non-controlled/non-affiliated investments (cost of $10,496,752 and $9,934,158 at March 31, 2024 and December 31, 2023, respectively)
Non-controlled/affiliated investments (cost of $1 and $1 at March 31, 2024 and December 31, 2023, respectively)
Total investments at fair value (cost of $10,496,753 and $9,934,159 at March 31, 2024 and December 31, 2023, respectively)
Total investments at fair value (cost of $10,496,753 and $9,934,159 at March 31, 2024 and December 31, 2023, respectively)
Total investments at fair value (cost of $10,496,753 and $9,934,159 at March 31, 2024 and December 31, 2023, respectively)
Cash and cash equivalents20,636
 6,228
Interest receivable from non-controlled/non-affiliated investments3,615
 2,212
Deferred financing costs2,054
 2,270
Deferred offering costs744
 591
Receivable for investments21,192
 17,746
Subscription Receivable (Note 8)33,120
 —
Other assets247
 371
Receivable for investments sold
Total assets
Total assets
Total assets$1,016,804
 $574,743
LIABILITIES   
Debt$284,046
 $185,000
Debt (net of unamortized debt issuance costs of $23,913 and $25,953 at March 31, 2024 and December 31, 2023, respectively)
Debt (net of unamortized debt issuance costs of $23,913 and $25,953 at March 31, 2024 and December 31, 2023, respectively)
Debt (net of unamortized debt issuance costs of $23,913 and $25,953 at March 31, 2024 and December 31, 2023, respectively)
Payable for investments purchased82,455
 149,513
Due to affiliates2,550
 1,761
Management fees payable1,492
 309
Income based incentive fee payable1,143
 —
Capital gains incentive fee payable475
 —
Forward purchase liability at fair value (cost: $0 at March 31, 2019 and December 31, 2018) (Note 7)104
 222
Management fees payable (Note 3)
Income based incentive fees payable (Note 3)
Capital gains incentive fees payable (Note 3)
Interest payable
Distribution payable (Note 8)7,163
 —
Interest payable4,043
 918
Accrued expenses and other liabilities580
 655
Total liabilities384,051
 338,378
Commitments and contingencies (Note 7)   Commitments and contingencies (Note 7)
NET ASSETS   
Common shares, $0.001 par value (unlimited shares authorized; 25,106,231 and 9,621,319 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively)$25
 $10
Common Shares, $0.001 par value (unlimited shares authorized; 191,874,419 and 185,782,408 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)
Common Shares, $0.001 par value (unlimited shares authorized; 191,874,419 and 185,782,408 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)
Common Shares, $0.001 par value (unlimited shares authorized; 191,874,419 and 185,782,408 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)
Additional paid in capital628,813
 239,247
Distributable earnings (loss)3,915
 (2,892)
Total net assets632,753
 236,365
Total liabilities and net assets$1,016,804
 $574,743
NET ASSET VALUE PER SHARE$25.20
 $24.57
The accompanying notes are an integral part of these condensed consolidated financial statements.

3
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Blackstone / GSO Secured Lending Fund
Condensed Consolidated StatementStatements of Operations
(in thousands, except share and per share amounts)
(Unaudited)
Three Months Ended March 31,
20242023
Investment income:
From non-controlled/non-affiliated investments:
Interest income$283,264 $254,221 
Payment in-kind interest income20,462 9,841 
Fee income233 876 
Total investment income303,959 264,938 
Expenses:
Interest expense66,720 66,728 
Management fees (Note 3)26,040 24,696 
Income based incentive fees (Note 3)35,845 30,393 
Capital gains incentive fees (Note 3)3,134 (1,556)
Professional fees951 1,188 
Board of Trustees’ fees222 225 
Administrative service expenses (Note 3)677 378 
Other general and administrative1,174 1,605 
Total expenses before excise tax134,763 123,657 
Management fees waived (Note 3)— (6,174)
Incentive fees waived (Note 3)— (4,342)
Net expenses before excise tax134,763 113,141 
Net investment income before excise tax169,196 151,797 
Excise tax expense3,350 2,622 
Net investment income after excise tax165,846 149,175 
Realized and unrealized gain (loss):
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments11,475 (6,762)
Non-controlled/affiliated investments312 (4,641)
Translation of assets and liabilities in foreign currencies(21)(3,141)
Net change in unrealized appreciation (depreciation)11,766 (14,544)
Net realized gain (loss):
Non-controlled/non-affiliated investments428 (3,486)
Foreign currency transactions5,715 7,653 
Net realized gain (loss)6,143 4,167 
Net realized and change in unrealized gain (loss)17,909 (10,377)
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
Net investment income per share (basic and diluted)$0.87 $0.93 
Earnings (loss) per share (basic and diluted)$0.96 $0.86 
Weighted average shares outstanding (basic and diluted)190,599,849 160,501,868 
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
 Three Months Ended
March 31, 2019
Investment income: 
From non-controlled/non-affiliated investments: 
Interest income$15,226
Fee income13
Total investment income15,239
Expenses: 
Interest expense4,672
Management fees1,492
Income based incentive fee1,143
Capital gains incentive fee475
Professional fees233
Board of Trustees' fees123
Administrative service expenses (Note 3)426
Other general and administrative451
Amortization of offering costs222
Total expenses9,237
Expense support (Note 3)(570)
Net expenses8,667
Net investment income6,572
Realized and unrealized gain (loss): 
Net change in unrealized appreciation (depreciation): 
Non-controlled/non-affiliated investments5,553
Forward purchase obligation  (Note 7)118
Net unrealized appreciation (depreciation)5,671
Realized gain (loss): 
Non-controlled/non-affiliated investments1,726
Net realized gain (loss)1,726
Net realized and unrealized gain (loss)7,397
Net increase (decrease) in net assets resulting from operations$13,969
Net investment income per share (basic and diluted)$0.46
Earnings (loss) per share (basic and diluted)$0.98
Weighted average shares outstanding (basic and diluted)14,275,804
Distributions declared per share$0.50
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Statements of Changes in Net Assets
(in thousands)
(Unaudited)
Par AmountAdditional Paid in CapitalDistributable 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 costs6 161,992 — 161,998 
Reinvestment of dividends— 5,614 — 5,614 
Net investment income— — 165,846 165,846 
Net realized gain (loss)— — 6,143 6,143 
Net change in unrealized appreciation (depreciation)— — 11,766 11,766 
Dividends declared and payable from net investment income— — (147,743)(147,743)
Balance, March 31, 2024$192 $4,869,433 $286,040 $5,155,665 
Par AmountAdditional Paid in CapitalDistributable 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— — — — 
Reinvestment of dividends2 5,130 — 5,132 
Net investment income— — 149,175 149,175 
Net realized gain (loss)— — 4,167 4,167 
Net change in unrealized appreciation (depreciation)— — (14,544)(14,544)
Dividends declared and payable from net investment income— — (112,400)(112,400)
Balance, March 31, 2023$162 $4,038,243 $152,091 $4,190,496 
The accompanying notes are an integral part of these condensed consolidated financial statements.

5
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Blackstone / GSO Secured Lending Fund
Condensed Consolidated StatementStatements of Changes in Net AssetsCash Flows
(in thousands)
(Unaudited)

Three Months Ended March 31,
 20242023
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
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(11,787)11,403 
Net change in unrealized (appreciation) depreciation on translation of assets and liabilities in foreign currencies21 3,141 
Net realized (gain) loss on investments(428)3,486 
Payment-in-kind interest capitalized(19,977)(12,371)
Net accretion of discount and amortization of premium(9,706)(9,135)
Amortization of deferred financing costs1,698 1,125 
Amortization of original issue discount and debt issuance costs2,041 2,549 
Purchases of investments(719,149)(102,265)
Proceeds from sale of investments and principal repayments186,666 109,051 
Changes in operating assets and liabilities:
Interest receivable(9,883)20,334 
Receivable for investments sold1,281 22,602 
Payable for investments purchased10,756 (13,409)
Due to affiliates(169)2,991 
Management fee payable3,006 (73)
Income based incentive fee payable1,472 1,278 
Capital gains incentive fee payable3,134 (1,557)
Interest payable(9,776)(25,111)
Accrued expenses and other liabilities(8,485)3,027 
Net cash provided by (used in) operating activities(395,530)155,864 
Cash flows from financing activities:
Borrowings on debt363,790 84,000 
Repayments on debt— (176,658)
Deferred financing costs paid— (2,350)
Dividends paid in cash(137,439)(91,753)
Proceeds from issuance of Common Shares, net of offering and underwriting costs161,998 — 
Net cash provided by (used in) financing activities388,349 (186,761)
Net increase (decrease) in cash and cash equivalents(7,181)(30,897)
Effect of foreign exchange rate changes on cash and cash equivalents(20)2,650 
Cash and cash equivalents, beginning of period154,857 131,272 
Cash and cash equivalents, end of period$147,656 $103,025 
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)
 Three Months Ended
March 31, 2019
Operations: 
Net investment income$6,572
Net realized gain (loss)1,726
Net unrealized appreciation (depreciation)5,671
Net increase (decrease) in net assets resulting from operations13,969
Distributions to shareholders from: 
Net investment income(7,163)
Total distributions to shareholders(7,163)
Capital share transactions: 
Issuance of common shares389,582
Net increase (decrease) in net assets resulting from capital share transactions389,582
Net increase (decrease) in net assets396,388
Net Assets, beginning of period236,365
Net Assets, end of period$632,753
Three Months Ended March 31,
20242023
Supplemental information and non-cash activities:
Interest paid during the period$72,624 $88,513 
Distribution payable147,743 112,400 
Reinvestment of distributions during the period5,614 5,132 
Excise taxes paid11,430 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
March 31, 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
Corfin Holdings, Inc.(4)(10)SOFR +6.00%11.42%12/31/2027$266,125 $263,698 $260,802 5.06 %
Frontgrade Technologies Holdings, Inc.(4)(5)(7)(10)SOFR +6.75%12.06%1/9/20302,364 2,298 2,364 0.05 
Linquest Corp.(4)(5)(10)SOFR +5.75%11.16%7/28/20289,713 9,593 9,568 0.19 
MAG DS Corp.(11)SOFR +5.50%10.90%4/1/202780,221 76,706 77,012 1.49 
Magneto Components BuyCo, LLC(4)(7)(10)SOFR +6.00%11.33%12/5/203033,326 32,322 32,758 0.64 
Maverick Acquisition, Inc.(4)(11)SOFR +6.25%11.55%6/1/202718,551 18,352 13,728 0.27 
TCFI AEVEX, LLC(4)(11)SOFR +6.00%11.43%3/18/2026109,945 109,201 109,945 2.13 
512,170 506,177 9.83 
Air Freight & Logistics
AGI-CFI Holdings, Inc.(4)(10)SOFR +5.75%11.18%6/11/202795,173 94,116 92,080 1.79 
ENV Bidco AB(4)(6)(10)SOFR +5.75%11.06%7/19/20291,006 987 1,006 0.02 
ENV Bidco AB(4)(5)(6)(7)(8)E +5.75%9.65%7/19/2029EUR1,122 949 1,051 0.02 
Livingston International, Inc.(4)(6)(10)SOFR +5.50%10.91%4/30/2027125,703 124,185 119,103 2.31 
Mode Purchaser, Inc.(4)(11)SOFR +6.25%11.71%12/9/2026143,110 142,011 143,110 2.78 
Mode Purchaser, Inc.(4)(11)SOFR +6.25%11.71%2/5/20294,085 4,028 4,085 0.08 
Redwood Services Group, LLC(4)(10)SOFR +6.25%11.66%6/15/20294,676 4,583 4,664 0.09 
Redwood Services Group, LLC(4)(7)(10)SOFR +5.75%11.16%6/15/20285,457 4,748 4,730 0.09 
RoadOne Inc(4)(5)(7)(11)SOFR +6.25%11.56%12/30/20281,096 1,061 1,073 0.02 
RWL Holdings, LLC(4)(10)SOFR +5.75%11.21%12/31/202830,247 29,839 28,583 0.55 
SEKO Global Logistics Network, LLC(4)(5)(11)SOFR +5.00%10.46%12/30/20266,250 6,205 5,922 0.11 
SEKO Global Logistics Network, LLC(4)(5)(7)(11)P +4.00%12.50%12/30/2026332 328 301 0.01 
SEKO Global Logistics Network, LLC(4)(5)(11)E +5.00%8.90%12/30/2026EUR1,826 2,098 1,866 0.04 
415,138 407,574 7.91 
Building Products
Fencing Supply Group Acquisition, LLC(4)(11)SOFR +6.00%11.43%2/26/202753,425 53,023 52,891 1.03 
Jacuzzi Brands, LLC(4)(10)SOFR +6.00%11.31%2/25/202711,318 11,234 10,215 0.20 
Jacuzzi Brands, LLC(4)(11)SOFR +6.00%11.31%2/25/202777,867 77,378 70,275 1.36 
L&S Mechanical Acquisition, LLC(4)(5)(10)SOFR +6.25%11.57%9/1/202712,539 12,398 12,351 0.24 
Lindstrom, LLC(4)(11)SOFR +6.25%11.68%4/1/2026120,888 120,496 118,773 2.30 
Windows Acquisition Holdings, Inc.(4)(5)(11)SOFR +6.50%11.96%12/29/202649,997 49,540 49,747 0.96 
324,069 314,252 6.09 
Chemicals
Formulations Parent Corp.(4)(7)(10)SOFR +5.75%11.06%11/15/20308,571 8,382 8,521 0.17 
8
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Commercial Services & Supplies
Bazaarvoice, Inc.(4)(7)(8)SOFR +5.75%11.18%5/7/2028$225,592 $225,592 $225,592 4.38 %
Bazaarvoice, Inc.(4)(8)SOFR +5.75%11.15%5/7/202815,206 15,206 15,206 0.29 
CFS Brands, LLC(4)(6)(7)(11)SOFR +6.00%11.33%10/2/2030118,460 115,809 117,655 2.28 
FusionSite Midco, LLC(4)(7)(11)SOFR +5.75%11.32%11/17/202925,916 25,310 25,270 0.49 
FusionSite Midco, LLC(4)(7)(11)SOFR +5.75%11.32%11/17/20299,304 9,093 9,074 0.18 
Iris Buyer, LLC(4)(7)(11)SOFR +6.25%11.56%10/2/203028,064 27,239 27,735 0.54 
Java Buyer, Inc.(4)(10)SOFR +5.75%11.18%12/15/20274,026 3,977 4,026 0.08 
Java Buyer, Inc.(4)(7)(10)SOFR +5.75%11.16%11/9/2029365 347 353 0.01 
Java Buyer, Inc.(4)(7)(10)SOFR +5.75%11.19%12/15/20271,894 1,866 1,894 0.04 
JSS Holdings, Inc.(4)(10)SOFR +5.25%10.68%12/17/2030287,159 284,878 287,159 5.57 
Knowledge Pro Buyer, Inc.(4)(7)(10)SOFR +5.75%11.18%12/10/20276,684 6,576 6,648 0.13 
KPSKY Acquisition, Inc.(4)(10)(18)SOFR +5.35%10.66%10/19/202820,164 19,902 19,962 0.39 
KPSKY Acquisition, Inc.(4)(10)(18)SOFR +5.25%10.68%10/19/20282,322 2,293 2,299 0.04 
Onex Baltimore Buyer, Inc.(4)(10)(18)SOFR +5.50%10.34%12/1/202710,804 10,670 10,804 0.21 
Onex Baltimore Buyer, Inc.(4)(7)(10)(18)SOFR +5.00%10.34%12/1/20279,150 8,975 9,150 0.18 
Veregy Consolidated, Inc.(11)SOFR +6.00%11.57%11/2/202720,594 20,301 20,182 0.39 
778,034 783,009 15.20 
Construction & Engineering
ASP Endeavor Acquisition, LLC(4)(5)(9)SOFR +6.50%12.08%5/3/202713,591 13,451 12,435 0.24 
COP Home Services TopCo IV, Inc.(4)(5)(7)(11)SOFR +6.00%11.41%12/31/202737,615 36,531 37,446 0.73 
49,982 49,881 0.97 
Containers & Packaging
Ascend Buyer, LLC(4)(10)SOFR +6.40%11.86%9/30/202820,618 20,333 20,308 0.39 
Ascend Buyer, LLC(4)(7)(10)SOFR +6.25%11.68%9/30/2027647 624 614 0.01 
20,957 20,922 0.40 
Distributors
BP Purchaser, LLC(4)(10)SOFR +5.50%11.08%12/10/20287,240 7,143 6,950 0.13 
BradyIFS Holdings, LLC(4)(7)(11)SOFR +6.00%11.31%10/31/202991,357 89,514 90,366 1.75 
BradyIFS Holdings, LLC(4)(7)(11)SOFR +6.00%11.30%10/31/20292,467 2,350 2,366 0.05 
Bution Holdco 2, Inc.(4)(11)SOFR +6.25%11.66%10/17/202569,830 69,471 69,830 1.35 
Genuine Cable Group, LLC(4)(10)SOFR +5.75%11.18%11/2/2026167,790 166,193 162,337 3.15 
Marcone Yellowstone Buyer, Inc.(4)(5)(10)SOFR +6.25%11.75%6/23/20284,888 4,823 4,594 0.09 
Marcone Yellowstone Buyer, Inc.(4)(5)(7)(10)SOFR +6.50%11.95%6/23/20281,562 1,519 1,467 0.03 
Marcone Yellowstone Buyer, Inc.(4)(5)(10)SOFR +6.25%11.72%6/23/20281,574 1,561 1,479 0.03 
NDC Acquisition Corp.(4)(11)SOFR +5.50%10.90%3/9/202713,388 13,208 13,388 0.26 
NDC Acquisition Corp.(4)(7)(11)SOFR +5.50%10.87%3/9/2027514 468 514 0.01 
Tailwind Colony Holding Corporation(4)(11)SOFR +6.50%11.91%5/13/202647,938 47,693 47,338 0.92 
Unified Door & Hardware Group, LLC(4)(11)SOFR +5.75%11.15%6/30/202594,127 93,602 93,186 1.81 
497,545 493,815 9.58 
9
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Diversified Consumer Services
BPPH2 Limited(4)(5)(6)(8)S +6.87%12.06%3/2/2028GBP26,300 $35,823 $33,195 0.64 %
Cambium Learning Group, Inc.(4)(7)(10)SOFR +5.50%10.92%7/20/2028$288,404 286,632 288,404 5.59 
DTA Intermediate II Ltd.(4)(7)(11)SOFR +5.50%10.81%3/27/203046,308 45,071 45,069 0.87 
Endeavor Schools Holdings LLC(4)(11)SOFR +6.25%11.55%7/18/202922,072 21,585 21,741 0.42 
Endeavor Schools Holdings LLC(4)(7)(11)SOFR +6.25%11.56%7/18/20294,063 3,909 3,934 0.08 
Go Car Wash Management Corp.(4)(11)SOFR +6.25%11.68%12/31/202622,446 22,183 21,885 0.42 
415,203 414,228 8.02 
Diversified Financial Services
Barbri Holdings, Inc.(4)(10)SOFR +5.75%11.18%4/28/202861,882 61,160 60,447 1.17 
More Cowbell II, LLC(4)(7)(10)SOFR +6.00%11.09%9/1/20307,997 7,803 7,986 0.15 
More Cowbell II, LLC(4)(7)(10)SOFR +6.00%11.28%9/1/2029209 184 209 0.00 
SelectQuote, Inc.(4)(5)(10)SOFR +9.50%14.93% (incl. 3.00% PIK)2/15/202573,061 72,841 65,755 1.28 
141,988 134,397 2.60 
Diversified Telecommunication Services
Point Broadband Acquisition, LLC(4)(11)SOFR +6.00%11.43%10/1/2028124,139 122,143 124,139 2.41 
Electric Utilities
Qualus Power Services Corp.(4)(11)SOFR +4.75%10.19%3/26/202733,031 32,636 32,205 0.62 
Qualus Power Services Corp.(4)(7)(11)SOFR +5.75%11.09%3/26/202731,962 31,406 31,756 0.62 
64,042 63,961 1.24 
Electrical Equipment
Emergency Power Holdings, LLC(4)(5)(7)(11)SOFR +5.50%10.91%8/17/202847,976 47,325 47,830 0.93 
Electronic Equipment, Instruments & Components
Albireo Energy, LLC(4)(5)(11)SOFR +6.00%11.41%12/23/202677,945 77,236 70,540 1.37 
Albireo Energy, LLC(4)(5)(11)SOFR +6.00%11.41%12/23/202623,395 23,228 21,172 0.41 
Albireo Energy, LLC(4)(5)(11)SOFR +6.00%11.42%12/23/20266,311 6,277 5,711 0.11 
CPI Intermediate Holdings Inc(4)(5)(7)(10)SOFR +5.50%10.82%10/8/20293,993 3,919 3,914 0.08 
Phoenix 1 Buyer Corp.(4)(7)(8)SOFR +5.50%10.82%11/20/203025,882 25,588 25,882 0.50 
136,248 127,219 2.47 
Energy Equipment & Services
Abaco Energy Technologies, LLC(4)(13)SOFR +7.00%12.43%10/4/20248,125 8,102 8,125 0.16 
ISQ Hawkeye Holdco, Inc.(4)(7)(10)SOFR +6.00%11.38%8/17/2029935 917 932 0.02 
ISQ Hawkeye Holdco, Inc.(4)(7)(10)P +5.00%13.50%8/17/202845 44 45 0.00 
LPW Group Holdings, Inc.(4)(11)SOFR +6.00%11.35%3/15/203126,863 26,196 26,191 0.51 
LPW Group Holdings, Inc.(4)(7)(11)SOFR +6.00%11.33%3/15/20301,343 1,210 1,209 0.02 
36,469 36,502 0.71 
Ground Transportation
Quality Distribution LLC(4)(7)(11)SOFR +6.75%12.07%6/30/2028684 662 688 0.01 
Quality Distribution LLC(4)(5)(7)(11)P +5.75%14.25%6/30/2028859 824 859 0.02 
Quality Distribution LLC(4)(5)(11)SOFR +6.38%11.81%7/1/202818,308 18,087 18,308 0.36 
19,573 19,855 0.39 
10
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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 Equipment & Supplies
Bamboo US BidCo LLC(4)(5)(6)(7)(11)SOFR +6.75%12.06% (incl. 3.38% PIK)9/30/2030$697 $673 $685 0.01 %
Bamboo US BidCo LLC(4)(5)(6)(11)E +6.75%10.66% (incl. 3.38% PIK)9/30/2030EUR349 358 372 0.01 
CPI Buyer, LLC(4)(7)(10)SOFR +5.50%11.10%11/1/202830,980 30,554 30,063 0.58 
GCX Corporation Buyer, LLC(4)(5)(10)SOFR +5.50%10.96%9/13/202821,450 21,203 21,128 0.41 
GCX Corporation Buyer, LLC(4)(5)(10)SOFR +5.50%10.97%9/13/20285,431 5,377 5,350 0.10 
Zeus, LLC(4)(7)(10)SOFR +5.50%10.81%2/28/203124,551 24,103 24,097 0.47 
82,268 81,695 1.58 
Health Care Providers & Services
123Dentist, Inc.(4)(5)(6)(7)(10)C +5.50%10.79%8/10/2029CAD1,993 1,652 1,584 0.03 
ACI Group Holdings, Inc.(4)(5)(7)(10)SOFR +5.50%10.93%8/2/2028118,505 116,792 118,505 2.30 
ACI Group Holdings, Inc.(4)(5)(7)(10)SOFR +5.50%10.93%8/2/20271,735 1,606 1,735 0.03 
ADCS Clinics Intermediate Holdings, LLC(4)(11)SOFR +6.25%11.79%5/7/20276,831 6,761 6,831 0.13 
ADCS Clinics Intermediate Holdings, LLC(4)(11)SOFR +6.25%11.58%5/7/20271,637 1,623 1,637 0.03 
ADCS Clinics Intermediate Holdings, LLC(4)(7)(11)SOFR +6.25%11.50%5/7/2027353 342 353 0.01 
Amerivet Partners Management, Inc.(4)(5)(7)(10)SOFR +5.25%10.70%2/25/20285,586 5,499 5,586 0.11 
Canadian Hospital Specialties Ltd.(4)(5)(6)(11)C +4.50%9.80%4/14/2028CAD29,552 23,420 24,620 0.48 
Canadian Hospital Specialties Ltd.(4)(5)(6)(10)C +4.50%9.80%4/15/2027CAD3,600 2,852 2,598 0.05 
CCBlue Bidco, Inc.(4)(10)SOFR +6.50%11.91% PIK12/21/202811,022 10,880 9,369 0.18 
DCA Investment Holdings, LLC(4)(10)SOFR +6.41%11.71%4/3/202832,777 32,548 32,777 0.64 
DCA Investment Holdings, LLC(4)(10)SOFR +6.50%11.80%4/3/2028993 981 993 0.02 
Epoch Acquisition, Inc.(4)(11)SOFR +6.00%11.41%10/4/202623,991 23,900 23,871 0.46 
Jayhawk Buyer, LLC(4)(11)SOFR +5.00%10.41%10/15/2026153,279 151,725 145,615 2.82 
Kwol Acquisition, Inc.(4)(6)(7)(10)SOFR +6.25%11.43%12/6/20296,603 6,425 6,547 0.13 
MB2 Dental Solutions, LLC(4)(7)(10)SOFR +6.00%11.32%2/13/203123,337 23,072 23,060 0.45 
Navigator Acquiror, Inc.(4)(7)(9)SOFR +5.50%10.93%7/16/2027243,003 241,754 225,993 4.38 
Odyssey Holding Company, LLC(4)(11)(18)SOFR +5.75%11.13%11/16/202613,403 13,350 13,402 0.26 
Odyssey Holding Company, LLC(4)(11)SOFR +5.75%11.14%11/16/20265,270 5,237 5,270 0.10 
PPV Intermediate Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.09%8/31/20291,987 1,961 1,976 0.04 
Smile Doctors, LLC(4)(7)(10)SOFR +5.90%11.24%12/23/202810,830 10,647 10,582 0.21 
Smile Doctors, LLC(4)(7)(10)SOFR +5.90%11.34%12/23/2028544 506 504 0.01 
Snoopy Bidco, Inc.(4)(7)(10)SOFR +6.75%12.35% PIK6/1/2028323,986 319,975 314,029 6.09 
SpecialtyCare, Inc.(4)(5)(11)SOFR +5.75%11.34%6/18/202811,950 11,734 11,651 0.23 
SpecialtyCare, Inc.(4)(5)(7)(8)SOFR +4.00%9.33%6/18/2028224 210 198 0.00 
SpecialtyCare, Inc.(4)(5)(7)(11)SOFR +5.75%11.33%6/18/2028103 92 72 0.00 
11
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Stepping Stones Healthcare Services, LLC(4)(7)(10)SOFR +5.50%10.91%1/2/2029$2,719 $2,680 $2,673 0.05 %
The Fertility Partners, Inc.(4)(5)(6)(10)SOFR +5.75%11.19%3/16/20285,185 5,121 4,900 0.10 
The Fertility Partners, Inc.(4)(5)(6)(10)C +5.75%11.04%3/16/2028CAD4,925 3,813 3,436 0.07 
The Fertility Partners, Inc.(4)(5)(6)(7)(10)C +5.75%11.04%9/16/2027CAD313 142 115 0.00 
The GI Alliance Management, LLC(4)(5)(7)(11)SOFR +5.50%11.74%9/15/20284,056 3,511 3,595 0.07 
The GI Alliance Management, LLC(4)(11)SOFR +5.50%11.73%1/22/2030450 445 450 0.01 
The GI Alliance Management, LLC(4)(11)SOFR +5.50%11.72%9/15/2028874 854 874 0.02 
UMP Holdings, LLC(4)(5)(10)SOFR +5.75%11.07%7/15/20281,093 1,077 1,093 0.02 
UMP Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.06%7/15/20281,498 1,473 1,494 0.03 
Unified Physician Management, LLC(4)(5)(7)(9)SOFR +5.25%10.58%6/18/20292,097 2,012 2,012 0.04 
US Oral Surgery Management Holdco, LLC(4)(10)SOFR +6.00%11.43%11/18/202745,321 44,790 44,835 0.87 
US Oral Surgery Management Holdco, LLC(4)(7)(10)SOFR +6.00%11.39%11/18/20277,333 6,783 6,771 0.13 
WHCG Purchaser III, Inc.(4)(5)(10)SOFR +5.75%11.31%6/22/202843,309 42,815 26,419 0.51 
WHCG Purchaser III, Inc.(4)(5)(7)(10)SOFR +5.75%11.31%6/22/20266,706 6,647 4,084 0.08 
1,137,707 1,092,109 21.19 
Health Care Technology
Caerus US 1, Inc.(4)(6)(10)SOFR +5.50%10.81%5/25/20299,862 9,717 9,862 0.19 
Caerus US 1, Inc.(4)(6)(7)(10)SOFR +5.75%11.06%5/25/20292,858 2,788 2,858 0.06 
Caerus US 1, Inc.(4)(6)(7)(10)SOFR +5.75%11.06%5/25/2029142 138 138 0.00 
Caerus US 1, Inc.(4)(6)(8)SOFR +5.50%10.81%5/25/202950,000 50,000 50,000 0.97 
Color Intermediate LLC(4)(5)(10)SOFR +5.50%10.91%10/4/202920,109 19,711 20,109 0.39 
Edifecs, Inc.(4)(10)SOFR +5.75%11.06%9/21/202613,447 13,310 13,447 0.26 
Edifecs, Inc.(4)(11)SOFR +5.75%11.06%9/21/2026216,907 214,672 216,907 4.21 
GI Ranger Intermediate, LLC(4)(7)(10)SOFR +6.00%11.46%10/29/202816,427 16,215 16,427 0.32 
Healthcomp Holding Company, LLC(4)(10)SOFR +6.25%11.57% (incl. 3.00% PIK)11/8/202999,256 98,336 98,759 1.92 
Neptune Holdings, Inc.(4)(7)(11)SOFR +6.00%11.29%8/31/20306,983 6,641 6,800 0.13 
NMC Crimson Holdings, Inc.(4)(10)SOFR +6.09%11.57%3/1/202871,173 69,979 71,173 1.38 
NMC Crimson Holdings, Inc.(4)(10)SOFR +6.09%11.55%3/1/202814,758 14,615 14,758 0.29 
Project Ruby Ultimate Parent Corp.(10)SOFR +3.25%8.69%3/10/20288,353 8,330 8,355 0.16 
RPBLS Midco, LLC(4)(5)(9)SOFR +5.75%11.18%4/1/20289,324 9,213 9,324 0.18 
533,665 538,917 10.46 
Insurance
Alera Group, Inc.(4)(7)(10)SOFR +5.25%10.68%10/2/20283,721 3,692 3,708 0.07 
Amerilife Holdings LLC(4)(5)(7)(10)SOFR +5.75%11.08%8/31/20292,272 2,229 2,267 0.04 
CFCo LLC (Benefytt Technologies, Inc.)(4)(8)(17)(18)0.00%0.00%9/13/20389,566 1,397 0 0.00 
Daylight Beta Parent LLC (Benefytt Technologies, Inc.)(4)(8)(17)10.00%10.00% PIK9/12/20335,503 5,557 2,813 0.05 
12
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Foundation Risk Partners Corp.(4)(7)(10)SOFR +6.00%11.41%10/29/2028$15,944 $15,766 $15,908 0.31 %
Foundation Risk Partners Corp.(4)(7)(10)SOFR +5.50%10.91%10/29/20282,007 1,929 1,938 0.04 
Galway Borrower, LLC(4)(5)(7)(10)SOFR +5.25%10.65%9/29/202812,216 11,876 11,922 0.23 
Galway Borrower, LLC(4)(5)(7)(10)SOFR +5.25%10.66%9/29/20281,416 1,324 1,394 0.03 
High Street Buyer, Inc.(4)(5)(7)(10)SOFR +5.25%10.56%4/14/202852,232 51,407 52,022 1.01 
High Street Buyer, Inc.(4)(5)(7)(10)SOFR +5.25%10.56%4/16/202812,351 12,099 12,132 0.24 
Integrity Marketing Acquisition, LLC(4)(5)(7)(11)SOFR +6.05%11.49%8/27/2026139,080 138,111 138,377 2.68 
Integrity Marketing Acquisition, LLC(4)(5)(10)SOFR +6.02%11.36%8/27/20261,876 1,854 1,866 0.04 
Integrity Marketing Acquisition, LLC(4)(5)(7)(10)SOFR +6.00%11.34%8/27/20261,278 1,199 1,186 0.02 
Integrity Marketing Acquisition, LLC(4)(5)(10)SOFR +6.03%11.47%8/27/20264,028 3,997 4,008 0.08 
PGIS Intermediate Holdings, LLC(4)(5)(7)(10)SOFR +5.50%10.95%10/16/20284,579 4,530 4,570 0.09 
PGIS Intermediate Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.06%10/16/2028689 649 646 0.01 
SG Acquisition, Inc.(4)(9)SOFR +5.50%10.91%1/27/2027104,974 104,221 103,924 2.02 
Shelf Bidco Ltd(4)(5)(6)(10)(18)SOFR +6.34%11.65%1/3/20305,066 4,940 5,066 0.10 
Tennessee Bidco Limited(4)(5)(6)(8)E +7.00%10.87% (incl. 2.50% PIK)8/3/2028EUR1,858 1,944 1,990 0.04 
Tennessee Bidco Limited(4)(5)(6)(8)SOFR +7.10%12.18% (incl. 2.50% PIK)7/9/202855,420 54,421 55,004 1.07 
Tennessee Bidco Limited(4)(5)(6)(8)SOFR +7.10%12.28% (incl. 2.50% PIK)8/3/202816,354 16,187 16,231 0.31 
Tennessee Bidco Limited(4)(5)(6)(8)S +7.28%12.47% (incl. 2.50% PIK)7/9/2028GBP44,269 60,232 55,455 1.08 
World Insurance Associates, LLC(4)(7)(11)SOFR +6.00%11.31%4/3/202838,112 36,951 37,231 0.72 
536,512 529,658 10.28 
Internet & Direct Marketing Retail
Donuts, Inc.(4)(11)SOFR +6.00%11.53%12/29/2027318,356 314,951 318,356 6.17 
IT Services
AI Altius Bidco, Inc.(4)(5)(8)9.75%9.75% PIK12/21/2029965 949 960 0.02 
AI Altius Bidco, Inc.(4)(7)(10)SOFR +5.18%10.43%12/21/20286,612 6,527 6,612 0.13 
Infostretch Corporation(4)(5)(10)SOFR +5.75%11.21%4/1/20284,913 4,847 4,397 0.09 
Inovalon Holdings, Inc.(4)(10)SOFR +6.25%11.84% (incl. 2.75% PIK)11/24/2028110,001 108,284 109,726 2.13 
Inovalon Holdings, Inc.(4)(7)(10)SOFR +6.25%11.81% (incl. 2.75% PIK)11/24/20284,954 4,821 4,816 0.09 
13
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Monterey Financing, S.à r.l.(4)(5)(6)(8)ST +6.00%10.00%9/28/2029SEK2,090 $185 $194 0.00 %
Monterey Financing, S.à r.l.(4)(5)(6)(7)(9)E +6.00%9.84%9/28/2029EUR952 787 913 0.02 
Monterey Financing, S.à r.l.(4)(5)(6)(8)CI +6.00%9.85%9/28/2029DKK4,819 621 692 0.01 
Monterey Financing, S.à r.l.(4)(5)(6)(9)N +6.00%10.60%9/28/2029NOK5,149 463 471 0.01 
Park Place Technologies, LLC(4)(7)(10)SOFR +5.25%10.58%3/25/2031$116,544 115,290 115,287 2.24 
Razor Holdco, LLC(4)(10)SOFR +5.75%11.16%10/25/202736,876 36,437 36,876 0.72 
Red River Technology, LLC(4)(11)SOFR +6.00%11.54%5/26/202779,763 79,030 79,763 1.55 
S&P Global Engineering Solutions(4)(5)(7)(11)SOFR +6.75%12.06%5/2/20301,592 1,544 1,592 0.03 
Turing Holdco, Inc.(4)(5)(6)(8)SOFR +6.00%11.40% (incl. 2.50% PIK)9/28/20288,710 8,457 8,601 0.17 
Turing Holdco, Inc.(4)(5)(6)(7)(8)SOFR +6.10%11.41% (incl. 2.50% PIK)10/16/20284,334 6,632 6,597 0.13 
Turing Holdco, Inc.(4)(6)(8)E +6.00%10.12% (incl. 2.50% PIK)9/28/2028EUR11,159 12,656 11,888 0.23 
Turing Holdco, Inc.(4)(6)(8)E +6.00%9.93% (incl. 2.50% PIK)8/3/2028EUR4,298 4,832 4,579 0.09 
392,362 393,964 7.66 
Machinery
MHE Intermediate Holdings, LLC(4)(5)(7)(11)SOFR +6.00%11.46%7/21/20272,463 2,433 2,463 0.05 
MHE Intermediate Holdings, LLC(4)(5)(11)SOFR +6.25%11.71%7/21/2027118 115 118 0.00 
MHE Intermediate Holdings, LLC(4)(5)(11)SOFR +6.50%11.97%7/21/2027118 116 118 0.00 
2,664 2,699 0.05 
Marine
Armada Parent, Inc.(4)(7)(10)SOFR +5.75%11.19%10/29/202725,669 25,331 25,382 0.49 
Media
Trader Corp.(4)(5)(6)(7)(10)C +6.75%12.04%12/22/2029CAD9,900 6,719 6,919 0.13 
14
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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%11.56%8/15/2028$65,109 $64,397 $65,109 1.26 %
KKR Alberta Midstream Finance Inc(4)(6)(10)SOFR +6.25%11.56%8/15/202835,421 35,034 35,421 0.69 
99,431 100,530 1.95 
Paper & Forest Products
Profile Products, LLC(4)(10)SOFR +5.50%10.93%11/12/20277,293 7,213 7,045 0.14 
Profile Products, LLC(4)(7)(10)P +4.50%13.00%11/12/2027173 167 157 0.00 
7,380 7,202 0.14 
Pharmaceuticals
Doc Generici (Diocle S.p.A.)(4)(5)(6)(7)(8)E +6.50%10.43%10/27/2028EUR1,758 1,010 1,281 0.02 
Ergomed Plc(4)(6)(7)(10)SOFR +6.25%11.60%11/18/203020,388 23,606 17,230 0.33 
Freya Bidco, Ltd.(4)(6)(7)(8)E +6.25%10.18%1/24/2031EUR1,028 1,124 1,115 0.02 
Freya Bidco, Ltd.(4)(6)(7)(10)SOFR +6.25%11.43%1/24/20311,035 1,007 1,006 0.02 
Gusto Sing Bidco Pte Ltd(4)(6)(7)(10)BB +6.50%10.93%10/30/2028AUD1,000 639 629 0.01 
27,386 21,261 0.40 
Professional Services
ALKU, LLC(4)(5)(10)SOFR +6.25%11.58%5/23/2029796 779 796 0.02 
ALKU, LLC(4)(10)SOFR +5.50%10.83%5/23/202926,662 26,140 26,129 0.51 
Apex Companies, LLC(4)(5)(11)SOFR +6.25%11.56%1/31/20281,605 1,571 1,589 0.03 
Apex Companies, LLC(4)(7)(11)SOFR +6.25%11.58%3/15/202681 72 71 0.00 
Apex Companies, LLC(4)(5)(7)(11)SOFR +6.25%11.58%1/31/2028369 366 366 0.01 
CFGI Holdings, LLC(4)(7)(10)SOFR +5.00%10.43%11/2/20276,944 6,849 6,923 0.13 
Clearview Buyer, Inc.(4)(5)(7)(10)SOFR +5.35%10.65%8/26/20279,123 8,989 8,986 0.17 
Cumming Group, Inc.(4)(7)(11)SOFR +5.25%10.58%5/26/202779,857 79,060 79,857 1.55 
Cumming Group, Inc.(4)(7)(11)SOFR +5.25%10.58%11/16/20279,626 9,422 9,566 0.19 
G&A Partners Holding Company II, LLC(4)(7)(9)SOFR +5.50%10.80%3/1/203130,247 29,458 29,444 0.57 
Guidehouse, Inc.(4)(10)SOFR +5.75%11.08% (incl. 2.00% PIK)12/16/2030308,550 306,311 307,007 5.95 
HIG Orca Acquisition Holdings, Inc.(4)(5)(7)(11)SOFR +6.00%11.48%8/17/202719,043 18,795 19,043 0.37 
HIG Orca Acquisition Holdings, Inc.(4)(5)(11)SOFR +6.00%11.46%8/17/20272,932 2,907 2,932 0.06 
IG Investments Holdings, LLC(4)(5)(7)(10)SOFR +6.00%11.41%9/22/202846,142 45,519 46,142 0.89 
Kaufman Hall & Associates, LLC(4)(10)SOFR +5.25%10.68%12/14/202824,020 23,698 24,020 0.47 
Legacy Intermediate, LLC(4)(10)SOFR +5.75%11.24%2/25/20286,749 6,663 6,749 0.13 
Legacy Intermediate, LLC(4)(9)SOFR +5.75%11.17%2/25/20281,300 1,275 1,300 0.03 
Material Holdings, LLC(4)(5)(10)SOFR +6.00%11.41%8/19/202723,537 23,283 20,772 0.40 
Material Holdings, LLC(4)(5)(7)(10)SOFR +6.00%11.42%8/19/20271,413 1,393 1,206 0.02 
Mercury Bidco Globe Limited(4)(6)(7)(8)S +6.25%11.44%1/31/2031GBP47,583 59,068 58,617 1.14 
Minotaur Acquisition, Inc.(5)(8)SOFR +4.75%10.18%3/27/20261,959 1,927 1,963 0.04 
15
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
MPG Parent Holdings, LLC(4)(7)(11)SOFR +5.25%10.56%1/8/2030$10,955 $10,691 $10,655 0.21 %
Pavion Corp.(4)(6)(10)SOFR +5.75%11.07%10/30/203077,373 75,919 77,373 1.50 
Pavion Corp.(4)(6)(7)(10)SOFR +5.75%11.08%10/30/20305,713 5,533 5,530 0.11 
Petrus Buyer Inc(4)(5)(7)(10)SOFR +6.50%11.82%10/17/20291,886 1,827 1,877 0.04 
Sherlock Buyer Corp.(4)(7)(11)SOFR +5.75%11.16%12/8/20288,465 8,338 8,443 0.16 
STV Group, Inc.(4)(7)(10)SOFR +5.00%10.33%3/20/203124,417 23,765 23,761 0.46 
Thevelia US, LLC(5)(6)(9)SOFR +4.00%9.46%6/18/20291,293 1,282 1,297 0.03 
Titan Investment Company, Inc.(4)(5)(8)SOFR +5.75%11.22%3/20/202741,487 40,527 39,621 0.77 
Trinity Air Consultants Holdings Corp.(4)(7)(10)SOFR +5.75%11.29%6/29/202762,660 61,804 62,541 1.21 
Trinity Air Consultants Holdings Corp.(4)(7)(10)SOFR +5.75%11.03%6/29/202723,497 23,288 23,259 0.45 
Trinity Partners Holdings, LLC(4)(7)(10)SOFR +5.50%10.96%12/21/20284,894 4,820 4,880 0.09 
West Monroe Partners, LLC(4)(10)SOFR +5.50%11.08%11/8/202814,709 14,523 14,341 0.28 
West Monroe Partners, LLC(4)(7)(10)SOFR +5.50%11.08%11/8/2027289 289 281 0.01 
926,151 927,337 18.00 
Real Estate Management & Development
Castle Management Borrower, LLC(4)(7)(11)SOFR +5.50%10.81%11/3/202923,275 22,894 23,275 0.45 
Neptune BidCo(4)(6)(7)(8)E +5.25%9.08%4/2/2031EUR5,608 6,222 6,222 0.12 
Progress Residential PM Holdings, LLC(4)(7)(10)SOFR +5.50%10.93%2/16/202867,900 67,128 67,900 1.32 
Progress Residential PM Holdings, LLC(4)(7)(10)SOFR +5.50%10.93%7/25/2029833 819 833 0.02 
97,063 98,230 1.91 
Software
Anaplan, Inc.(4)(5)(7)(10)SOFR +6.50%11.81%6/21/20291,804 1,774 1,804 0.03 
Azurite Intermediate Holdings Inc.(4)(7)(10)SOFR +6.50%11.83%3/19/203111,286 10,865 10,863 0.21 
Beeline, LLC(4)(5)(7)(10)SOFR +5.25%10.59%5/2/20294,929 4,890 4,927 0.10 
BlueCat Networks USA, Inc.(4)(5)(10)SOFR +6.00%11.32% (incl. 2.00% PIK)8/8/20281,957 1,928 1,918 0.04 
BlueCat Networks USA, Inc.(4)(5)(10)SOFR +6.00%11.33% (incl. 2.00% PIK)8/8/2028344 339 337 0.01 
BlueCat Networks USA, Inc.(4)(5)(7)(10)SOFR +6.00%11.31% (incl. 2.00% PIK)8/8/202865 62 61 0.00 
Bluefin Holding, LLC(4)(5)(7)(11)SOFR +7.25%12.57%9/12/202922,756 22,189 22,631 0.44 
Brave Parent Holdings, Inc.(4)(7)(10)SOFR +5.00%10.31%11/28/203064,078 63,382 63,684 1.24 
Circana Group, L.P.(4)(10)SOFR +5.75%11.16%12/1/2028120,026 118,225 120,026 2.33 
Circana Group, L.P.(4)(10)SOFR +6.25%11.58% (incl. 2.75% PIK)12/1/202877,533 76,442 77,533 1.50 
16
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
Circana Group, L.P.(4)(7)(10)SOFR +5.75%11.08%12/1/2027$7,728 $7,522 $7,728 0.15 %
Community Brands ParentCo, LLC(4)(5)(7)(10)SOFR +5.50%10.93%2/24/20284,900 4,832 4,892 0.09 
Confine Visual Bidco(4)(6)(10)SOFR +5.75%11.06%2/23/202916,247 15,917 13,891 0.27 
Connatix Buyer, Inc.(4)(5)(7)(10)SOFR +5.50%11.09%7/14/202721,534 21,239 19,512 0.38 
Coupa Software Inc.(4)(5)(6)(7)(10)SOFR +7.50%12.81%2/27/20301,836 1,793 1,834 0.04 
Crewline Buyer, Inc.(4)(6)(7)(11)SOFR +6.75%12.06%11/8/203059,786 58,229 59,621 1.16 
Denali Bidco Ltd(4)(5)(6)(10)S +6.00%11.19%8/29/2030GBP4,022 4,933 5,077 0.10 
Denali Bidco Ltd(4)(5)(6)(7)(8)E +6.00%9.83%8/29/2030EUR1,166 1,199 1,236 0.02 
Diligent Corporation(4)(11)SOFR +5.75%11.21%8/4/202558,200 57,948 58,200 1.13 
Discovery Education, Inc.(4)(11)SOFR +5.75%11.02%4/9/20293,715 3,675 3,566 0.07 
Discovery Education, Inc.(4)(10)SOFR +5.75%11.18%4/9/202935,966 35,547 34,527 0.67 
Episerver, Inc.(4)(5)(7)(11)SOFR +5.25%10.70%4/9/20269,521 9,448 9,289 0.18 
Experity, Inc.(4)(7)(10)SOFR +5.75%11.15%2/24/202814,828 14,630 14,664 0.28 
GI Consilio Parent, LLC(4)(5)(7)(8)S +3.75%8.94%5/14/2026GBP221 252 235 0.00 
Gigamon Inc.(4)(7)(11)SOFR +5.75%11.22%3/9/20297,308 7,202 7,308 0.14 
GovernmentJobs.com, Inc.(4)(7)(10)SOFR +5.50%10.93%12/1/20285,156 5,148 5,142 0.10 
Granicus, Inc.(4)(7)(10)SOFR +5.25%10.56% (incl. 2.25% PIK)1/17/203117,295 17,063 17,095 0.33 
GraphPAD Software, LLC(4)(11)SOFR +5.50%10.96%4/27/202713,483 13,407 13,483 0.26 
GraphPAD Software, LLC(4)(11)SOFR +5.50%11.19%4/27/202712,764 12,666 12,764 0.25 
GraphPAD Software, LLC(4)(11)SOFR +5.50%11.13%4/27/20276,429 6,392 6,429 0.12 
GraphPAD Software, LLC(4)(11)SOFR +6.00%11.46%4/27/20272,124 2,108 2,124 0.04 
Icefall Parent, Inc.(4)(7)(11)SOFR +6.50%11.80%1/25/203032,592 31,900 31,878 0.62 
LD Lower Holdings, Inc.(4)(11)SOFR +6.50%11.91%2/8/202691,282 90,604 90,598 1.76 
Lightbox Intermediate, LP(4)(5)(8)SOFR +5.00%10.56%5/9/20261,965 1,939 1,881 0.04 
Magnesium BorrowerCo, Inc.(4)(5)(7)(10)SOFR +5.25%10.58%5/18/20295,342 5,249 5,330 0.10 
Magnesium BorrowerCo, Inc.(4)(10)S +5.25%10.44%5/18/2029GBP3,400 4,168 4,291 0.08 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +3.75%9.20%7/31/20288,504 8,425 7,909 0.15 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +6.25%11.70%6/9/20306,948 6,763 6,948 0.13 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(7)(8)SOFR +3.75%9.21%7/31/2026655 649 571 0.01 
Medallia, Inc.(4)(10)SOFR +6.50%11.91% (incl. 4.00% PIK)10/29/2028369,876 365,652 362,478 7.03 
Monk Holding Co.(4)(10)(18)SOFR +5.70%10.91%12/1/20274,792 4,721 4,792 0.09 
Monk Holding Co.(4)(7)(10)SOFR +5.50%10.91%12/1/2027290 281 274 0.01 
17
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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)
MRI Software, LLC(4)(5)(7)(11)SOFR +5.50%10.90%2/10/2027$51,563 $51,231 $51,012 0.99 %
NAVEX TopCo, Inc.(4)(7)(10)SOFR +5.75%11.07%11/9/203061,303 60,046 60,969 1.18 
Nintex Topco Limited(4)(6)(10)SOFR +6.00%11.50% (incl. 1.50% PIK)11/13/202833,903 33,457 32,885 0.64 
Oranje Holdco Inc(4)(5)(7)(11)SOFR +7.50%12.81%2/1/20292,000 1,955 2,000 0.04 
PDI TA Holdings, Inc.(4)(6)(7)(10)SOFR +5.50%10.83%2/3/203133,500 32,830 32,851 0.64 
Rally Buyer, Inc.(4)(5)(7)(10)SOFR +5.75%11.08%7/19/2028880 866 866 0.02 
Relativity ODA, LLC(4)(7)(11)SOFR +6.50%11.93%5/12/202719,337 19,092 19,170 0.37 
Spitfire Parent, Inc.(4)(11)SOFR +5.50%10.93%3/11/202778,419 77,763 78,419 1.52 
Spitfire Parent, Inc.(4)(11)E +5.50%9.33%3/11/2027EUR10,211 12,209 11,842 0.23 
Stamps.com, Inc.(4)(10)SOFR +5.75%11.16%10/5/2028284,473 280,805 277,361 5.38 
Triple Lift, Inc.(4)(10)SOFR +5.75%11.23%5/5/202861,500 60,758 57,810 1.12 
Triple Lift, Inc.(4)(7)(10)SOFR +5.75%11.22%5/5/20282,951 2,861 2,489 0.05 
WPEngine, Inc.(4)(7)(10)SOFR +6.50%11.81%8/14/202966,667 64,699 65,800 1.28 
Zendesk Inc(4)(5)(7)(10)SOFR +6.25%11.57%11/30/20281,623 1,593 1,614 0.03 
1,821,762 1,814,439 35.19 
Specialty Retail
CustomInk, LLC(4)(11)(18)SOFR +6.18%11.42%5/3/2026163,594 162,677 163,594 3.17 
Technology Hardware, Storage & Peripherals
Lytx, Inc.(4)(11)SOFR +6.75%12.18%2/28/202884,454 83,783 84,454 1.64 
Trading Companies & Distributors
Porcelain Acquisition Corp.(4)(11)SOFR +6.00%11.41%4/1/202754,463 53,649 52,557 1.02 
Red Fox CD Acquisition Corp(4)(11)SOFR +6.00%11.32%3/4/203078,663 76,876 77,089 1.50 
130,525 129,646 2.52 
Transportation Infrastructure
Capstone Logistics, LLC(4)(11)SOFR +4.75%10.18%11/12/20275,487 5,465 5,487 0.11 
Frontline Road Safety, LLC(4)(7)(10)SOFR +5.75%11.31%5/3/2027100,951 99,735 100,814 1.96 
Helix TS, LLC(4)(10)SOFR +6.25%11.71%8/4/202721,026 20,792 20,816 0.40 
Helix TS, LLC(4)(10)SOFR +6.25%11.73%8/4/202725,432 25,100 25,178 0.49 
Italian Motorway Holdings S.à r.l(4)(5)(6)(8)E +5.25%9.35%4/28/2029EUR78,810 81,391 85,024 1.65 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.22%10/19/202729,368 29,047 28,267 0.55 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.18%10/19/202720,539 20,323 19,769 0.38 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.08%10/19/20274,187 4,134 4,030 0.08 
Safety Borrower Holdings LP(4)(5)(11)SOFR +5.25%10.81%9/1/20275,311 5,285 5,311 0.10 
Safety Borrower Holdings LP(4)(5)(7)(11)P +4.25%12.75%9/1/202756 54 52 0.00 
Sam Holding Co, Inc.(4)(11)SOFR +6.00%11.44%9/24/202737,050 36,625 36,772 0.71 
Sam Holding Co, Inc.(4)(11)SOFR +6.00%11.43%9/24/202727,413 27,072 27,163 0.53 
Sam Holding Co, Inc.(4)(7)(11)SOFR +6.00%11.41%9/24/20274,948 4,819 4,848 0.09 
TRP Infrastructure Services, LLC(4)(11)SOFR +5.50%10.96%7/9/202738,787 38,363 34,914 0.68 
398,205 398,445 7.73 
Total First Lien Debt - non-controlled/non-affiliated10,375,810 10,287,119 199.58 
Total First Lien Debt10,375,810 10,287,119 199.58 

18
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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%4/15/2029CAD10,533 $8,300 $6,824 0.13 %
Jayhawk Buyer, LLC(4)(11)SOFR +8.75%14.16%10/15/2027$5,183 5,126 4,924 0.10 
13,426 11,748 0.23 
Industrial Conglomerates
Victory Buyer, LLC(4)(9)SOFR +7.00%12.59%11/1/20299,619 9,550 9,066 0.18 
IT Services
Inovalon Holdings, Inc.(4)(10)SOFR +10.50%16.07% PIK11/24/203312,474 12,252 12,474 0.24 
Professional Services
Thevelia US, LLC(4)(5)(6)(9)SOFR +6.75%12.21%6/17/20304,920 4,806 4,908 0.10 
Software
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +6.50%11.95%7/30/20293,550 3,517 3,319 0.06 
Total Second Lien Debt - non-controlled/non-affiliated43,551 41,515 0.81 
Total Second Lien Debt43,551 41,515 0.81 
Unsecured Debt- non-controlled/non-affiliated
Health Care Technology
Healthcomp Holding Company, LLC(4)(8)13.75%13.75% PIK11/8/203110,446 10,154 10,289 0.20 
IT Services
PPT Holdings III, LLC(4)(8)12.75% 12.75% PIK3/27/20341,610 1,570 1,570 0.03 
Total Unsecured Debt - non-controlled/non-affiliated11,724 11,859 0.23 


19
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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.(4)4,767 $4,767 $4,795 0.09 %
Air Freight & Logistics
AGI Group Holdings LP - A2 Units(4)902 902 209 0.00 
Mode Holdings, L.P. - Class A-2 Common Units(4)5,486,923 5,487 9,822 0.19 
6,389 10,031 0.19 
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)702,305 702 302 0.01 
Box Co-Invest Blocker, LLC - (BP Alpha Holdings, L.P.) - Class C Units(4)85,315 83 96 0.00 
EIS Acquisition Holdings, LP - Class A Common Units(4)6,292 3,350 12,203 0.24 
4,135 12,601 0.25 
Diversified Consumer Services
Cambium Holdings, LLC - Senior Preferred Interests(4)11.50%12,511,857 12,315 16,496 0.32 
DTA LP - Class A Units(4)2,171,032 2,169 2,171 0.04 
14,484 18,667 0.36 
Diversified Financial Services
THL Fund IX Investors (Plymouth II), LP(4)248,786 249 249 0.00 
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)539 539 318 0.01 
20
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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 Providers & Services
AVE Holdings I Corp.(4)625,944 $607 $618 0.01 %
Jayhawk Holdings, LP - A-1 Common Units(4)2,201 392 152 0.00 
Jayhawk Holdings, LP - A-2 Common Units(4)1,185 211 82 0.00 
1,210 852 0.01 
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 50 125 0.00 
50 125 0.00 
IT Services
NC Ocala Co-Invest Beta, L.P. - LP Interest(4)2,854,133 2,854 3,225 0.06 
Professional Services
OHCP V TC COI, LP. - LP Interest(4)3,500,000 3,500 6,615 0.13 
Tricor Horizon, LP(4)(6)385,781 386 386 0.01 
3,886 7,001 0.14 
Software
Connatix Parent, LLC - Class L Common Units(4)42,045 462 124 0.00 
Descartes Holdings, Inc - Class A Units(4)49,139 213 79 0.00 
Expedition Holdco, LLC - Class A Units(4)90 57 39 0.00 
Expedition Holdco, LLC - Class B Units(4)90,000 33 8 0.00 
Lobos Parent, Inc. - Series A Preferred Shares(4)10.50%1,545 1,506 1,869 0.04 
Mandolin Technology Holdings, Inc. - Series A Preferred Shares(4)3,550,000 3,444 3,692 0.07 
Mimecast Limited(4)667,850 668 690 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%373 362 438 0.01 
8,732 8,926 0.17 
Specialty Retail
CustomInk, LLC - Series A Preferred Units(4)384,520 5,200 7,171 0.14 
21
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 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 $4,939 0.10 %
Ncp Helix Holdings, LLC. - Preferred Shares(4)369 372 629 0.01 
3,281 5,568 0.11 
Total Equity - non-controlled/non-affiliated65,667 92,578 1.79 
Equity - non-controlled/affiliated
Insurance
Blackstone Donegal Holdings LP - LP Interests (Westland Insurance Group LTD)(4)(6)(16)1 6,102 0.12 
Total Equity - non-controlled/affiliated1 6,102 0.12 
Total Equity65,668 98,680 1.91 
Total Investments - non-controlled/non-affiliated10,496,752 10,433,071 202.41 
Total Investments - non-controlled/affiliated1 6,102 0.12 
Total Investment Portfolio10,496,753 10,439,173 202.53 
Cash and Cash Equivalents
Other Cash and Cash Equivalents147,656 147,656 2.86 
Total Portfolio Investments, Cash and Cash Equivalents$10,644,409 $10,586,829 205.39 %

(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 March 31, 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”),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 March 31, 2024. Variable rate loans typically include an interest reference rate floor feature. As of March 31, 2024, 92.9% 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 March 31, 2024, non-qualifying assets represented 11.2% of total assets as calculated in accordance with regulatory requirements.
22
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 2024
(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-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
123Dentist, Inc.Delayed Draw Term Loan8/10/2029$45 $— 
ACI Group Holdings, Inc.Revolver8/2/20279,832 — 
ACI Group Holdings, Inc.Delayed Draw Term Loan8/2/202411,022 — 
ADCS Clinics Intermediate Holdings, LLCRevolver5/7/2026948 — 
AI Altius Bidco, Inc.Delayed Draw Term Loan12/20/2028158 — 
Alera Group, Inc.Delayed Draw Term Loan11/17/20251,226 — 
Amerilife Holdings LLCDelayed Draw Term Loan10/20/2026440 — 
Amerilife Holdings LLCRevolver8/31/2028243 — 
Amerivet Partners Management, Inc.Revolver2/25/2028589 — 
Anaplan, Inc.Revolver6/21/2028161 — 
Apex Companies, LLCDelayed Draw Term Loan3/15/2026163 — 
Apex Companies, LLCDelayed Draw Term Loan3/15/2026495 (6)
Armada Parent, Inc.Revolver10/29/20273,000 (30)
Ascend Buyer, LLCRevolver9/30/20271,293 — 
Azurite Intermediate Holdings Inc.Delayed Draw Term Loan3/30/202625,650 (192)
Azurite Intermediate Holdings Inc.Revolver3/19/20314,104 (62)
Bamboo US BidCo LLCDelayed Draw Term Loan9/30/203095 — 
Bamboo US BidCo LLCRevolver9/28/2029142 (2)
Bazaarvoice, Inc.Revolver5/7/202628,662 — 
Beeline, LLCRevolver5/2/2028591 — 
Beeline, LLCDelayed Draw Term Loan5/2/2029514 (3)
BlueCat Networks USA, Inc.Delayed Draw Term Loan8/8/2028276 — 
Bluefin Holding, LLCRevolver9/12/20292,244 (11)
BradyIFS Holdings, LLCRevolver10/31/20297,758 (78)
BradyIFS Holdings, LLCDelayed Draw Term Loan10/31/20257,613 — 
Brave Parent Holdings, Inc.Delayed Draw Term Loan5/28/20257,282 (55)
Brave Parent Holdings, Inc.Revolver11/28/20303,641 (18)
Caerus US 1, Inc.Delayed Draw Term Loan5/25/2029836 — 
Caerus US 1, Inc.Revolver5/25/20291,287 — 
Caerus US 1, Inc.Delayed Draw Term Loan5/25/2029178 — 
Cambium Learning Group, Inc.Revolver7/20/202843,592 — 
Castle Management Borrower, LLCRevolver11/3/20292,917 — 
CFGI Holdings, LLCRevolver11/2/20271,050 (21)
CFS Brands, LLCDelayed Draw Term Loan10/2/203012,118 (121)
CFS Brands, LLCRevolver10/2/203018,177 (91)
Circana Group, L.P.Revolver12/1/20276,072 — 
Clearview Buyer, Inc.Revolver2/26/2027898 (9)
Clearview Buyer, Inc.Delayed Draw Term Loan8/26/20243,668 — 
Community Brands ParentCo, LLCRevolver2/24/2028345 (1)
Connatix Buyer, Inc.Revolver7/14/20275,431 (407)
Continental Buyer, IncTerm Loan4/2/203118,183 — 
Continental Buyer, IncRevolver4/2/20312,674 — 
23
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 2024
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
Continental Buyer, IncDelayed Draw Term Loan4/2/2026$7,185 $— 
COP Home Services TopCo IV, Inc.Revolver12/31/20253,509 (38)
COP Home Services TopCo IV, Inc.Delayed Draw Term Loan12/30/20278,730 (131)
Coupa Software Inc.Delayed Draw Term Loan8/27/2024164 (2)
Coupa Software Inc.Revolver2/27/2029126 — 
CPI Buyer, LLCRevolver11/1/20263,214 (64)
CPI Intermediate Holdings IncDelayed Draw Term Loan10/8/2029966 (10)
Crewline Buyer, Inc.Revolver11/8/20306,438 (16)
Cumming Group, Inc.Revolver11/16/202712,695 — 
Cumming Group, Inc.Delayed Draw Term Loan5/21/20258,063 (60)
Denali Bidco LtdDelayed Draw Term Loan8/29/20251,761 — 
Doc Generici (Diocle S.p.A.)Delayed Draw Term Loan10/26/20241,682 (616)
DTA Intermediate II Ltd.Delayed Draw Term Loan3/27/202616,154 (162)
DTA Intermediate II Ltd.Revolver3/27/20307,538 — 
Emergency Power Holdings, LLCDelayed Draw Term Loan8/17/202414,586 (146)
Endeavor Schools Holdings LLCDelayed Draw Term Loan7/18/20295,776 — 
ENV Bidco ABDelayed Draw Term Loan7/19/2029433 (159)
Episerver, Inc.Revolver4/9/20262,064 (41)
Ergomed PlcDelayed Draw Term Loan11/17/202543,368 (3,005)
Experity, Inc.Revolver2/24/20281,495 (15)
Formulations Parent Corp.Revolver11/15/20291,429 (7)
Foundation Risk Partners Corp.Revolver10/29/20272,382 (36)
Foundation Risk Partners Corp.Delayed Draw Term Loan10/29/20254,913 — 
Freya Bidco, Ltd.Delayed Draw Term Loan1/24/2026260 (3)
Freya Bidco, Ltd.Delayed Draw Term Loan1/24/2026218 — 
Frontgrade Technologies Holdings, Inc.Revolver1/9/2028516 — 
Frontline Road Safety, LLCDelayed Draw Term Loan6/15/20259,897 — 
FusionSite Midco, LLCDelayed Draw Term Loan11/17/20241,851 — 
FusionSite Midco, LLCRevolver11/17/20292,791 (63)
G&A Partners Holding Company II, LLCDelayed Draw Term Loan3/1/202613,151 — 
G&A Partners Holding Company II, LLCRevolver3/1/20303,288 (66)
Galway Borrower, LLCRevolver9/30/20277,344 — 
Galway Borrower, LLCDelayed Draw Term Loan2/7/20267 — 
Galway Borrower, LLCDelayed Draw Term Loan2/7/202652,753 (264)
GGW Group GmbHTerm Loan3/31/203132,209 — 
GGW Group GmbHDelayed Draw Term Loan4/23/202713,290 — 
GI Consilio Parent, LLCRevolver2/10/20263,922 (41)
GI Ranger Intermediate, LLCRevolver10/29/20271,200 — 
Gigamon Inc.Revolver3/11/2028437 — 
GovernmentJobs.com, Inc.Revolver12/2/2027677 (14)
Granicus, Inc.Revolver1/17/20312,448 (6)
Granicus, Inc.Delayed Draw Term Loan1/17/20312,583 (13)
GS Acquisitionco, Inc.Delayed Draw Term Loan3/26/20268,000 (20)
GS Acquisitionco, Inc.Revolver3/26/20342,000 (10)
Gusto Sing Bidco Pte LtdDelayed Draw Term Loan10/28/2028101 — 
HIG Orca Acquisition Holdings, Inc.Revolver8/17/20272,961 — 
High Street Buyer, Inc.Revolver4/16/20272,254 (45)
High Street Buyer, Inc.Delayed Draw Term Loan4/16/202817,398 — 
High Street Buyer, Inc.Delayed Draw Term Loan2/4/202520,953 (210)
Icefall Parent, Inc.Revolver1/17/20303,104 (62)
24
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 2024
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
IG Investments Holdings, LLCRevolver9/22/2027$3,583 $— 
Inovalon Holdings, Inc.Delayed Draw Term Loan6/24/20246,106 — 
Integrity Marketing Acquisition, LLCRevolver8/27/20261,381 (7)
Integrity Marketing Acquisition, LLCDelayed Draw Term Loan8/27/202517,064 — 
Iris Bidco LtdTerm Loan4/30/203130,251 — 
Iris Bidco LtdDelayed Draw Term Loan4/30/202716,002 — 
Iris Buyer, LLCRevolver10/2/20293,673 (101)
Iris Buyer, LLCDelayed Draw Term Loan10/2/20301,426 — 
ISQ Hawkeye Holdco, Inc.Revolver8/17/202845 — 
ISQ Hawkeye Holdco, Inc.Delayed Draw Term Loan8/17/202951 — 
Java Buyer, Inc.Delayed Draw Term Loan4/1/2024930 — 
Java Buyer, Inc.Delayed Draw Term Loan11/9/20251,276 (13)
Kattegat Project Bidco ABTerm Loan4/7/203133,905 — 
Kattegat Project Bidco ABDelayed Draw Term Loan10/5/20266,923 — 
Knowledge Pro Buyer, Inc.Revolver12/10/2027495 — 
Knowledge Pro Buyer, Inc.Delayed Draw Term Loan12/8/20252,334 — 
Kwol Acquisition, Inc.Revolver12/6/2029897 (7)
LPW Group Holdings, Inc.Revolver3/15/20304,029 — 
Magnesium BorrowerCo, Inc.Delayed Draw Term Loan5/18/2029328 — 
Magneto Components BuyCo, LLCRevolver12/5/20295,508 (69)
Magneto Components BuyCo, LLCDelayed Draw Term Loan6/5/20256,610 (83)
Mandolin Technology Intermediate Holdings, Inc.Revolver7/30/2026545 — 
Marcone Yellowstone Buyer, Inc.Delayed Draw Term Loan6/23/2028342 (17)
Material Holdings, LLCRevolver8/17/2027353 — 
MB2 Dental Solutions, LLCDelayed Draw Term Loan8/12/20254,952 (16)
MB2 Dental Solutions, LLCDelayed Draw Term Loan8/12/20258,253 (13)
MB2 Dental Solutions, LLCRevolver2/13/20311,382 (14)
Mercury Bidco Globe LimitedDelayed Draw Term Loan1/31/202614,933 — 
MHE Intermediate Holdings, LLCRevolver7/21/2027268 — 
Monk Holding Co.Delayed Draw Term Loan12/1/2024917 — 
Monterey Financing, S.à r.l.Delayed Draw Term Loan9/19/2029283 — 
More Cowbell II, LLCDelayed Draw Term Loan9/1/2030916 (11)
More Cowbell II, LLCRevolver9/1/2029923 — 
MPG Parent Holdings, LLCDelayed Draw Term Loan1/8/20262,679 (54)
MPG Parent Holdings, LLCRevolver1/8/20301,339 (27)
MRI Software, LLCRevolver2/10/20267,361 (221)
MRI Software, LLCDelayed Draw Term Loan2/10/202740,238 (201)
NAVEX TopCo, Inc.Revolver11/9/20285,394 (27)
Navigator Acquiror, Inc.Delayed Draw Term Loan1/16/202516,497 — 
NDC Acquisition Corp.Revolver3/9/20272,911 — 
Neptune BidCoDelayed Draw Term Loan4/2/20311,317 — 
Neptune BidCoDelayed Draw Term Loan4/2/20312,788 — 
Neptune Holdings, Inc.Revolver8/14/2030933 — 
Onex Baltimore Buyer, Inc.Delayed Draw Term Loan5/27/20244,906 — 
Oranje Holdco IncRevolver2/1/2029250 — 
Park Place Technologies, LLCDelayed Draw Term Loan9/1/202518,198 (91)
Park Place Technologies, LLCRevolver3/25/203013,648 — 
Pavion Corp.Delayed Draw Term Loan10/30/202512,552 — 
PDI TA Holdings, Inc.Delayed Draw Term Loan2/1/202612,700 (127)
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 2024
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
PDI TA Holdings, Inc.Revolver2/3/2031$3,800 $(53)
Petrus Buyer IncDelayed Draw Term Loan10/17/2029595 (9)
Petrus Buyer IncRevolver10/17/2029272 — 
PGIS Intermediate Holdings, LLCDelayed Draw Term Loan10/16/20283,620 — 
PGIS Intermediate Holdings, LLCRevolver10/16/2028469 (9)
Phoenix 1 Buyer Corp.Revolver11/20/20295,009 — 
PPV Intermediate Holdings, LLCDelayed Draw Term Loan8/31/202978 — 
PPV Intermediate Holdings, LLCRevolver8/31/2029159 (1)
Profile Products, LLCRevolver11/12/2027353 — 
Profile Products, LLCRevolver11/12/2027347 — 
Progress Residential PM Holdings, LLCDelayed Draw Term Loan4/26/202416,623 — 
Progress Residential PM Holdings, LLCDelayed Draw Term Loan7/25/2029333 — 
Pye-Barker Fire & Safety LLCDelayed Draw Term Loan11/26/202718,278 (183)
Quality Distribution LLCRevolver7/1/20262,235 — 
Quality Distribution LLCDelayed Draw Term Loan10/3/202412 — 
Quality Distribution LLCDelayed Draw Term Loan10/24/20251,931 (10)
Qualus Power Services Corp.Delayed Draw Term Loan1/26/20253,737 — 
Rally Buyer, Inc.Revolver7/19/2028110 (2)
Rally Buyer, Inc.Delayed Draw Term Loan7/19/202833 — 
Redwood Services Group, LLCDelayed Draw Term Loan8/15/202573,181 — 
Relativity ODA, LLCRevolver5/12/20272,966 (22)
RoadOne IncRevolver12/30/2028275 — 
RoadOne IncDelayed Draw Term Loan12/30/2028163 — 
S&P Global Engineering SolutionsRevolver5/2/2029249 — 
Safety Borrower Holdings LPRevolver9/1/2027317 — 
Sam Holding Co, Inc.Revolver3/24/20276,000 (45)
Sam Holding Co, Inc.Delayed Draw Term Loan9/24/20275,050 — 
Scorpio BidcoTerm Loan4/30/203124,133 — 
Scorpio BidcoDelayed Draw Term Loan4/3/20264,749 — 
SEKO Global Logistics Network, LLCRevolver12/30/2026280 — 
SG Acquisition, Inc.Term Loan4/3/203031,429 — 
SG Acquisition, Inc.Revolver4/3/20308,218 — 
Sherlock Buyer Corp.Revolver12/8/20271,111 (22)
Smile Doctors, LLCDelayed Draw Term Loan12/23/20282,062 — 
Smile Doctors, LLCRevolver12/23/20271,233 (31)
Snoopy Bidco, Inc.Delayed Draw Term Loan5/6/202415,786 (237)
SpecialtyCare, Inc.Revolver6/18/2026823 — 
SpecialtyCare, Inc.Delayed Draw Term Loan6/19/20281,155 — 
Stepping Stones Healthcare Services, LLCRevolver12/30/2026371 (6)
STV Group, Inc.Delayed Draw Term Loan3/20/20266,976 (70)
STV Group, Inc.Revolver3/20/20314,883 (98)
The Fertility Partners, Inc.Revolver9/16/2027127 — 
The GI Alliance Management, LLCDelayed Draw Term Loan3/1/202646,071 (461)
Trader Corp.Revolver12/22/20281,015 (389)
Trinity Air Consultants Holdings Corp.Delayed Draw Term Loan6/29/2027325 — 
Trinity Air Consultants Holdings Corp.Revolver6/29/20277,269 — 
Trinity Air Consultants Holdings Corp.Delayed Draw Term Loan6/30/20269,073 — 
Trinity Partners Holdings, LLCDelayed Draw Term Loan6/20/20251,277 — 
Triple Lift, Inc.Revolver5/6/20284,747 — 
Turing Holdco, Inc.Delayed Draw Term Loan8/3/202829,089 — 
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Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
March 31, 2024
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
Turing Holdco, Inc.Delayed Draw Term Loan8/3/2028$20,901 $— 
UMP Holdings, LLCDelayed Draw Term Loan7/15/2028440 — 
Unified Physician Management, LLCRevolver6/18/2029241 — 
Unified Physician Management, LLCDelayed Draw Term Loan3/25/202622,616 — 
US Oral Surgery Management Holdco, LLCDelayed Draw Term Loan12/31/202442,667 — 
US Oral Surgery Management Holdco, LLCRevolver11/18/20273,233 (32)
West Monroe Partners, LLCRevolver11/9/20271,155 — 
WHCG Purchaser III, Inc.Revolver6/22/202617 — 
World Insurance Associates, LLCDelayed Draw Term Loan4/3/202847,025 (470)
World Insurance Associates, LLCRevolver4/3/20282,939 (29)
WPEngine, Inc.Revolver8/14/20296,667 (200)
Zendesk IncRevolver11/3/2028169 (3)
Zendesk IncDelayed Draw Term Loan11/22/2028361 (5)
Zeus, LLCRevolver2/8/20303,426 (51)
Zeus, LLCDelayed Draw Term Loan2/27/20264,568 (34)
$1,421,314 $(10,003)
(8)There are no interest rate floors on these investments.
(9)The interest rate floor on these investments as of March 31, 2024 was 0.50%.
(10)The interest rate floor on these investments as of March 31, 2024 was 0.75%.
(11)The interest rate floor on these investments as of March 31, 2024 was 1.00%.
(12)The interest rate floor on these investments as of March 31, 2024 was 1.25%.
(13)The interest rate floor on these investments as of March 31, 2024 was 1.50%.
(14)The interest rate floor on these investments as of March 31, 2024 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 March 31, 2024, 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 March 31, 2024, the Company’s non-controlled/affiliated investments were as follows:
Fair Value as of December 31, 2023Gross AdditionsGross ReductionsNet Change in Unrealized Gains (Losses)Net Realized Gain (Loss)Fair Value as of March 31, 2024Dividend and Interest Income
Non-controlled/Affiliated Investments
Blackstone Donegal Holdings LP$5,790 $— $— $312 $— $6,102 $— 
Total$5,790 $— $— $312 $— $6,102 $— 

(17)Loan was on non-accrual status as of March 31, 2024.
(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.

27
Table of Contents
Blackstone / GSO Secured Lending Fund
Condensed Consolidated StatementSchedule of Cash FlowsInvestments
December 31, 2023
(in thousands)
(Unaudited)


 Three Months Ended
March 31, 2019
Cash flows from operating activities: 
Net increase in net assets resulting from operations$13,969
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: 
Net unrealized (appreciation) depreciation on investments(5,553)
Net unrealized (appreciation) depreciation on forward purchase obligation(118)
Net realized (gain) loss on investments(1,726)
Net accretion of discount and amortization of premium(766)
Amortization of deferred financing costs290
Amortization of offering costs222
Purchases of investments(540,294)
Proceeds from sale of investments and principal repayments158,469
Changes in operating assets and liabilities: 
Interest receivable(1,403)
Receivable for investments(3,446)
Other assets124
Payable for investments purchased(67,058)
Due to affiliates789
Management fee payable1,183
Income based incentive fee payable1,143
Capital gains incentive fee payable475
Interest payable3,125
Accrued expenses and other liabilities(450)
Net cash provided by (used in) operating activities(441,025)
Cash flows from financing activities: 
Borrowings on credit facilities390,463
Repayments on credit facilities(291,417)
Deferred financing costs paid(75)
Proceeds from issuance of common shares356,462
Net cash provided by (used in) financing activities455,433
Net increase (decrease) in cash and cash equivalents14,408
Cash and cash equivalents, beginning of period6,228
Cash and cash equivalents, end of period$20,636
  
Supplemental information and non-cash activities: 
Interest paid during the period$1,257
Distributions declared during the period$7,163
Subscription receivable$33,120
Accrued but unpaid offering costs$375

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


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%2/5/202668,557 67,944 66,500 1.34 
Frontgrade Technologies Holdings, Inc.(4)(5)(7)(10)SOFR +6.75%12.10%1/9/20302,370 2,300 2,370 0.05 
Linquest Corp.(4)(5)(10)SOFR +5.75%11.23%7/28/20289,738 9,611 9,592 0.19 
MAG DS Corp.(11)SOFR +5.50%10.95%4/1/202780,440 76,623 77,290 1.56 
Magneto Components BuyCo, LLC(4)(6)(7)(10)SOFR +6.00%11.36%12/5/203033,326 32,284 32,273 0.65 
Maverick Acquisition, Inc.(4)(11)SOFR +6.25%11.60%6/1/202718,599 18,383 13,763 0.28 
TCFI AEVEX, LLC(4)(11)SOFR +6.00%11.46%3/18/2026110,230 109,390 110,230 2.23 
512,775 504,329 10.18 
Air Freight & Logistics
AGI-CFI Holdings, Inc.(4)(10)SOFR +5.75%11.25%6/11/202776,971 76,054 74,470 1.50 
AGI-CFI Holdings, Inc.(4)(10)SOFR +5.75%11.18%6/11/202718,446 18,221 17,847 0.36 
ENV Bidco AB(4)(6)(10)SOFR +5.75%11.10%7/19/20291,006 986 1,001 0.02 
ENV Bidco AB(4)(5)(6)(7)(8)E +5.75%9.68%7/19/2029EUR1,122 948 1,079 0.02 
Livingston International, Inc.(4)(6)(10)SOFR +5.50%10.95%4/30/2027127,544 125,771 120,848 2.44 
Mode Purchaser, Inc.(4)(11)SOFR +6.25%11.77%12/9/2026143,110 141,909 143,110 2.89 
Mode Purchaser, Inc.(4)(11)SOFR +6.25%11.77%2/5/20294,085 4,026 4,085 0.08 
Redwood Services Group, LLC(4)(7)(10)SOFR +6.25%11.70%6/15/20294,492 4,395 4,430 0.09 
RoadOne Inc(4)(5)(7)(11)SOFR +6.25%11.72%12/30/20281,098 1,062 1,075 0.02 
RWL Holdings, LLC(4)(10)SOFR +5.75%11.25%12/31/202830,323 29,893 28,656 0.58 
SEKO Global Logistics Network, LLC(4)(5)(11)SOFR +5.00%10.72%12/30/20265,475 5,431 5,365 0.11 
SEKO Global Logistics Network, LLC(4)(5)(7)(11)P +4.00%12.50%12/30/2026180 175 167 0.00 
SEKO Global Logistics Network, LLC(4)(5)(11)SOFR +5.00%10.66%12/30/2026791 785 775 0.02 
SEKO Global Logistics Network, LLC(4)(5)(11)E +5.00%8.89%12/30/2026EUR1,835 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%2/26/202753,563 53,115 52,735 1.06 
Jacuzzi Brands, LLC(4)(10)SOFR +6.00%11.35%2/25/202511,318 11,272 10,215 0.21 
Jacuzzi Brands, LLC(4)(11)SOFR +6.00%11.35%2/25/202577,867 77,592 70,275 1.42 
L&S Mechanical Acquisition, LLC(4)(5)(10)SOFR +6.25%11.70%9/1/202712,571 12,419 12,006 0.24 
Lindstrom, LLC(4)(11)SOFR +6.25%11.69%4/7/2025121,136 120,647 119,016 2.40 
Windows Acquisition Holdings, Inc.(4)(5)(11)SOFR +6.50%12.00%12/29/202649,997 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%11/15/20308,571 8,375 8,386 0.17 
5
28
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%5/7/202815,244 15,244 15,244 0.31 
CFS Brands, LLC(4)(6)(7)(11)SOFR +6.00%11.34%10/2/2030118,756 115,999 115,897 2.34 
FusionSite Midco, LLC(4)(7)(11)SOFR +5.75%11.36%11/17/202925,981 25,347 25,334 0.51 
FusionSite Midco, LLC(4)(7)(11)SOFR +5.75%11.39%11/17/20242,357 2,224 2,231 0.05 
Iris Buyer, LLC(4)(7)(11)SOFR +6.25%11.60%10/2/203026,242 25,409 25,377 0.51 
Java Buyer, Inc.(4)(7)(10)SOFR +5.75%11.23%12/15/20275,936 5,852 5,919 0.12 
Java Buyer, Inc.(4)(7)(10)SOFR +5.75%11.12%11/9/2029366 347 353 0.01 
JSS Holdings, Inc.(4)(10)SOFR +6.00%11.47%12/18/2028283,010 280,622 283,010 5.72 
JSS Holdings, Inc.(4)(10)SOFR +6.00%11.47%12/17/20284,888 4,835 4,888 0.10 
Knowledge Pro Buyer, Inc.(4)(7)(10)SOFR +5.75%11.21%12/10/20276,111 5,998 6,078 0.12 
KPSKY Acquisition, Inc.(4)(10)(18)SOFR +5.35%10.73%10/19/202820,216 19,938 20,014 0.40 
KPSKY Acquisition, Inc.(4)(10)SOFR +5.25%10.76%10/19/20282,328 2,297 2,305 0.05 
Onex Baltimore Buyer, Inc.(4)(10)(18)SOFR +6.00%10.96%12/1/202710,804 10,661 10,804 0.22 
Onex Baltimore Buyer, Inc.(4)(7)(10)SOFR +5.50%10.96%12/1/20279,173 8,986 9,091 0.18 
Veregy Consolidated, Inc.(11)SOFR +6.00%11.64%11/2/202720,641 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%5/3/202713,626 13,474 12,467 0.25 
COP Home Services TopCo IV, Inc.(4)(5)(7)(11)SOFR +6.00%11.48%12/31/202737,710 36,552 37,541 0.76 
50,026 50,008 1.01 
Containers & Packaging
Ascend Buyer, LLC(4)(10)SOFR +6.25%11.90%10/2/202818,695 18,442 18,415 0.37 
Ascend Buyer, LLC(4)(10)SOFR +6.25%11.90%9/30/20281,975 1,928 1,945 0.04 
Ascend Buyer, LLC(4)(7)(10)SOFR +6.25%11.71%10/2/2028647 622 624 0.01 
20,992 20,984 0.42 
Distributors
BP Purchaser, LLC(4)(10)SOFR +5.50%11.14%12/10/20287,258 7,156 6,968 0.14 
BradyIFS Holdings, LLC(4)(7)(11)SOFR +6.00%11.38%10/31/202991,586 89,656 89,599 1.81 
BradyIFS Holdings, LLC(4)(7)(11)SOFR +6.00%11.37%10/31/20252,473 2,351 2,372 0.05 
Bution Holdco 2, Inc.(4)(11)SOFR +6.25%11.73%10/17/202570,143 69,723 70,143 1.42 
Dana Kepner Company, LLC(4)(11)SOFR +6.00%11.52%12/29/202649,700 49,204 49,700 1.00 
Genuine Cable Group, LLC(4)(10)SOFR +5.50%10.96%11/2/2026168,219 166,461 164,014 3.31 
Marcone Yellowstone Buyer, Inc.(4)(5)(10)SOFR +6.25%11.75%6/23/20284,900 4,832 4,606 0.09 
Marcone Yellowstone Buyer, Inc.(4)(5)(7)(10)SOFR +6.50%12.00%6/23/20281,566 1,521 1,471 0.03 
Marcone Yellowstone Buyer, Inc.(4)(5)(10)SOFR +6.25%11.77%6/23/20281,578 1,564 1,483 0.03 
NDC Acquisition Corp.(4)(11)SOFR +5.50%10.95%3/9/202713,423 13,227 13,288 0.27 
NDC Acquisition Corp.(4)(7)(11)SOFR +5.50%10.98%3/9/2027514 464 480 0.01 
Tailwind Colony Holding Corporation(4)(11)SOFR +6.50%11.98%5/13/20265,695 5,554 5,581 0.11 
Tailwind Colony Holding Corporation(4)(11)SOFR +6.50%11.98%11/13/202442,312 42,179 41,465 0.84 
Unified Door & Hardware Group, LLC(4)(11)SOFR +5.75%11.20%6/30/202594,373 93,742 92,486 1.87 
547,634 543,656 10.98 
Blackstone / GSO Secured Lending Fund
29
Consolidated Schedule of Investments
March 31, 2019
(in thousands)
(Unaudited)

Investments—non-controlled/non-affiliated (1)(5) Reference Rate
and Spread		 Interest Rate (2) Maturity
Date		 Par
Amount		 Cost (3) Fair
Value		 Percentage
of Net Assets
First Lien Debt              
Aerospace and Defense              
StandardAero Aviation Holdings, Inc. (6) L + 3.75% 6.25% 7/7/2022 $6,959
 $6,910
 $6,976
 1.10%
Air Freight and Logistics              
R1 Holdings, LLC (4)(8) L + 6.25% 9.12% 1/2/2026 35,070
 34,393
 34,369
 5.43
Building Products              
American Bath Group, LLC (4) L + 4.25% 6.85% 9/30/2023 4,975
 4,880
 4,938
 0.78
Jacuzzi Brands, Inc. (4)(8) L + 6.50% 8.99% 2/25/2025 73,105
 71,666
 71,643
 11.32
Latham Pool Products, Inc. L + 6.00% 8.61% 6/13/2025 44,339
 42,626
 43,452
 6.87
Ply Gem Midco, Inc. (6) L + 3.75% 6.55% 4/12/2025 3,482
 3,362
 3,348
 0.53
        125,901
 122,534
 123,381
 19.50
Chemicals              
Alchemy US Holdco 1, LLC (4) L + 5.50% 8.12% 10/10/2025 3,975
 3,966
 3,975
 0.63
Polymer Additives, Inc. (4) L + 6.00% 8.50% 7/31/2025 29,977
 28,496
 27,430
 4.34
        33,952
 32,462
 31,405
 4.97
Commercial Services & Supplies              
Research Now Group, LLC L + 5.50% 8.00% 12/20/2024 34,911
 34,397
 34,780
 5.50
Revspring, Inc. (4) L + 4.25% 6.74% 10/11/2025 2,993
 2,985
 2,963
 0.47
        37,904
 37,382
 37,743
 5.97
Construction & Engineering              
IEA Energy Services LLC L + 6.25% 8.85% 9/25/2024 16,331
 15,713
 15,556
 2.46
Therma LLC (4)(5)(6) L + 6.50% 9.00% 3/29/2025 80,000
 78,402
 78,400
 12.39
        96,331
 94,115
 93,956
 14.85
Distributors              
Tailwind Colony Holding Corporation (4) L + 7.50% 10.10% 11/13/2024 29,358
 28,984
 29,065
 4.59
Fastlane Parent Company, Inc. (4) L + 4.50% 7.10% 2/4/2026 35,000
 34,313
 34,737
 5.49
        64,358
 63,297
 63,802
 10.08
Diversified Consumer Services              
American Residential Services, LLC L + 4.00% 6.50% 6/30/2022 1,648
 1,641
 1,628
 0.26
Weight Watchers International, Inc. (6) L + 4.75% 7.56% 11/29/2024 7,305
 7,272
 6,997
 1.11
Weld North Education, LLC L + 4.25% 6.85% 2/7/2025 13,625
 13,462
 13,535
 2.14
        22,578
 22,375
 22,160
 3.51
Diversified Financial Services              
York Risk Services Holding Corp L + 3.75% 6.25% 10/1/2021 5,969
 5,713
 5,618
 0.89
Electronic Equipment, Instruments & Components       .
      
Convergeone Holdings, Inc. L + 5.00% 7.50% 1/4/2026 15,000
 14,404
 14,395
 2.27
Energy Equipment & Services              
Tetra Technologies, Inc. (4)(6) L + 6.25% 8.74% 9/10/2025 21,818
 21,690
 21,600
 3.41
Health Care Equipment & Supplies              
Lifescan Global Corporation L + 6.00% 8.80% 10/1/2024 41,239
 39,593
 39,744
 6.28
Orchid Orthopedic Solutions (4) L + 4.50% 7.10% 2/26/2026 7,600
 7,525
 7,624
 1.20
        48,839
 47,118
 47,368
 7.48
Health Care Providers & Services              
AMGH Holding Corp L + 3.25% 5.74% 4/28/2022 6,965
 6,615
 6,576
 1.04
AMGH Holding Corp L + 4.25% 6.74% 3/14/2025 6,201
 5,885
 5,845
 0.92
Envision Healthcare Corporation L + 3.75% 6.25% 10/10/2025 998
 940
 936
 0.15
Epoch Acquisition, Inc. (4) L + 6.75% 9.24% 10/4/2024 25,313
 24,991
 25,313
 4.00
The GI Alliance Management, LLC (4) L + 6.25% 8.85% 11/2/2024 37,342
 36,654
 36,708
 5.80
Orion B Holdings, LLC (4) L + 5.75% 8.23% 11/16/2025 13,628
 13,465
 13,492
 2.13
Phoenix Guarantor, Inc. L + 4.50% 6.98% 2/8/2026 23,524
 23,165
 23,171
 3.66
Prospect Medical Holdings, Inc. L + 5.50% 8.00% 2/22/2024 1,995
 1,983
 1,824
 0.29
        115,966
 113,698
 113,865
 17.99
Health Care Technology              
Precyse Acquisition Corporation L + 4.50% 7.00% 10/20/2022 2,985
 2,957
 2,873
 0.45
Hotels, Restaurants & Leisure              
Casablanca US Holdings Inc. (4)(6) L + 4.00% 6.74% 3/29/2024 786
 754
 762
 0.12
Hotel Acquisition Company LLC (4)(8) L + 6.00% 8.50% 12/9/2024 92,768
 91,491
 92,304
 14.59
        93,554
 92,245
 93,066
 14.71

6
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

GBP26,300 $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%7/18/202922,128 21,617 21,796 0.44 
Endeavor Schools Holdings LLC(4)(7)(11)SOFR +6.25%11.64%7/18/20294,073 3,912 3,944 0.08 
Go Car Wash Management Corp.(4)(11)SOFR +6.25%11.71%12/31/202622,503 22,215 21,941 0.44 
Groundworks, LLC(4)(5)(7)(11)SOFR +6.50%11.90%3/14/2030804 784 802 0.02 
371,577 370,898 7.49 
Diversified Financial Services
Barbri Holdings, Inc.(4)(10)SOFR +5.75%11.21%4/28/202858,939 58,189 58,055 1.17 
More Cowbell II, LLC(4)(7)(10)SOFR +6.00%11.73%9/1/20307,997 7,796 7,866 0.16 
More Cowbell II, LLC(4)(7)(10)SOFR +6.00%11.73%9/1/2029209 182 192 0.00 
SelectQuote, Inc.(4)(5)(10)SOFR +9.50%14.96% (incl. 3.00% PIK)11/5/202473,931 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%10/1/202885,486 84,036 85,486 1.73 
Point Broadband Acquisition, LLC(4)(11)SOFR +6.00%11.46%10/1/202838,969 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%3/26/202733,122 32,692 31,962 0.65 
Qualus Power Services Corp.(4)(7)(11)SOFR +5.75%11.14%3/26/202732,042 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%8/17/202846,229 45,525 46,064 0.93 
Shoals Holdings, LLC(4)(11)SOFR +5.75%11.28%11/25/202661,350 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%12/23/202678,146 77,371 70,722 1.43 
Albireo Energy, LLC(4)(5)(11)SOFR +6.00%11.49%12/23/20266,327 6,290 5,726 0.12 
Albireo Energy, LLC(4)(5)(11)SOFR +6.00%11.52%12/23/202623,455 23,272 21,227 0.43 
CPI Intermediate Holdings Inc(4)(5)(7)(10)SOFR +5.50%10.87%10/8/20294,004 3,926 3,924 0.08 
Phoenix 1 Buyer Corp.(4)(7)(8)SOFR +5.50%10.87%11/20/203025,882 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%10/4/202417,563 17,485 17,563 0.35 
ISQ Hawkeye Holdco, Inc.(4)(7)(10)SOFR +6.00%11.38%8/17/2029938 917 934 0.02 
Tetra Technologies, Inc.(4)(6)(11)SOFR +6.25%11.71%9/10/202517,790 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%6/30/2028680 653 681 0.01 
Quality Distribution LLC(4)(5)(7)(11)SOFR +6.38%11.83%7/1/202818,355 18,083 18,220 0.37 
18,736 18,901 0.38 
Blackstone / GSO Secured Lending Fund
Consolidated Schedule of Investments
March 31, 2019
(in thousands)
(Unaudited)
30
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%9/30/2030EUR346 355 373 0.01 
CPI Buyer, LLC(4)(7)(10)SOFR +5.50%11.15%11/1/202831,059 30,607 30,063 0.61 
GCX Corporation Buyer, LLC(4)(5)(10)SOFR +5.50%11.00%9/13/202821,505 21,240 21,182 0.43 
GCX Corporation Buyer, LLC(4)(5)(10)SOFR +5.50%11.02%9/13/20285,445 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%8/10/2029CAD1,935 1,423 1,389 0.03 
ACI Group Holdings, Inc.(4)(5)(7)(10)SOFR +5.50%10.96%8/2/2028115,646 113,844 114,347 2.31 
ACI Group Holdings, Inc.(4)(5)(7)(10)SOFR +5.50%10.96%8/2/20271,735 1,597 1,619 0.03 
ADCS Clinics Intermediate Holdings, LLC(4)(11)SOFR +6.25%11.79%5/7/20276,849 6,772 6,849 0.14 
ADCS Clinics Intermediate Holdings, LLC(4)(7)(11)SOFR +6.25%11.53%5/7/20271,641 1,614 1,615 0.03 
Amerivet Partners Management, Inc.(4)(5)(7)(10)SOFR +5.50%11.00%2/25/20281,341 1,307 1,341 0.03 
Amerivet Partners Management, Inc.(4)(5)(10)SOFR +5.35%11.00%2/25/20284,259 4,201 4,259 0.09 
Canadian Hospital Specialties Ltd.(4)(5)(6)(11)C +4.50%9.93%4/14/2028CAD29,628 23,468 25,356 0.51 
Canadian Hospital Specialties Ltd.(4)(5)(6)(10)C +4.50%9.93%4/15/2027CAD3,600 2,851 2,683 0.05 
CCBlue Bidco, Inc.(4)(10)SOFR +6.25%11.70% (incl. 2.75% PIK)12/21/202810,643 10,492 9,046 0.18 
DCA Investment Holdings, LLC(4)(10)SOFR +6.41%11.75%4/3/202832,866 32,623 32,620 0.66 
DCA Investment Holdings, LLC(4)(10)SOFR +6.50%11.85%4/3/2028995 983 990 0.02 
Epoch Acquisition, Inc.(4)(11)SOFR +6.00%11.55%10/4/202624,054 23,952 23,934 0.48 
Jayhawk Buyer, LLC(4)(11)SOFR +5.00%10.45%10/15/2026153,682 151,942 146,766 2.96 
Kwol Acquisition, Inc.(4)(6)(7)(10)SOFR +6.25%11.43%12/6/20296,872 6,687 6,685 0.13 
Navigator Acquiror, Inc.(4)(7)(9)SOFR +5.50%10.96%7/16/2027235,327 234,002 218,854 4.42 
Odyssey Holding Company, LLC(4)(11)SOFR +5.75%11.13%11/16/202517,037 16,951 17,037 0.34 
Odyssey Holding Company, LLC(4)(11)SOFR +5.75%11.14%11/16/20251,635 1,623 1,635 0.03 
PPV Intermediate Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.14%8/31/20291,987 1,960 1,971 0.04 
Smile Doctors, LLC(4)(7)(10)SOFR +5.90%11.30%12/23/202810,858 10,630 10,571 0.21 
Snoopy Bidco, Inc.(4)(7)(10)SOFR +6.75%12.65% PIK6/1/2028313,944 309,682 302,719 6.11 
SpecialtyCare, Inc.(4)(5)(7)(11)SOFR +5.75%11.41%6/18/202812,054 11,813 11,592 0.23 
SpecialtyCare, Inc.(4)(5)(7)(8)SOFR +4.00%9.46%6/18/2028182 167 146 0.00 
Stepping Stones Healthcare Services, LLC(4)(7)(10)SOFR +5.75%11.20%1/2/20292,721 2,678 2,626 0.05 
The Fertility Partners, Inc.(4)(5)(6)(10)SOFR +5.75%11.36%3/16/20285,199 5,130 4,913 0.10 
The Fertility Partners, Inc.(4)(5)(6)(10)C +5.75%11.24%3/16/2028CAD4,925 3,810 3,512 0.07 
The Fertility Partners, Inc.(4)(5)(6)(7)(10)C +5.75%11.25%9/16/2027CAD313 142 121 0.00 
The GI Alliance Management, LLC(4)(5)(11)SOFR +6.25%11.78%9/15/20284,942 4,826 4,942 0.10 
UMP Holdings, LLC(4)(5)(10)SOFR +5.75%11.15%7/15/20281,095 1,079 1,068 0.02 
UMP Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.13%7/15/20281,505 1,479 1,463 0.03 
Unified Physician Management, LLC(4)(5)(7)(9)SOFR +5.25%10.61%6/18/20292,102 2,102 2,102 0.04 
31
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%11/18/202716,674 15,958 15,734 0.32 
WHCG Purchaser III, Inc.(4)(5)(10)SOFR +5.75%11.36%6/22/202843,309 42,785 26,419 0.53 
WHCG Purchaser III, Inc.(4)(5)(7)(10)SOFR +5.75%11.36%6/22/20266,706 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%5/25/20299,887 9,735 9,788 0.20 
Caerus US 1, Inc.(4)(6)(7)(10)SOFR +5.75%11.10%5/25/20293,163 3,106 3,163 0.06 
Caerus US 1, Inc.(4)(6)(7)(10)SOFR +5.75%11.21%5/25/2029809 789 791 0.02 
Color Intermediate LLC(4)(5)(10)SOFR +5.50%10.95%10/4/202920,160 19,742 20,160 0.41 
Edifecs, Inc.(4)(10)SOFR +5.75%11.10%9/21/202613,447 13,296 13,447 0.27 
Edifecs, Inc.(4)(11)SOFR +5.75%11.10%9/21/2026216,910 214,450 216,910 4.38 
GI Ranger Intermediate, LLC(4)(7)(10)SOFR +5.75%11.25%10/29/202815,726 15,515 15,726 0.32 
GI Ranger Intermediate, LLC(4)(7)(10)SOFR +5.75%11.25%10/29/2027720 705 720 0.01 
Healthcomp Holding Company, LLC(4)(10)SOFR +5.75%11.12%11/8/202998,500 97,540 97,515 1.97 
Neptune Holdings, Inc.(4)(7)(11)SOFR +6.00%11.50%8/31/20307,000 6,811 6,841 0.14 
NMC Crimson Holdings, Inc.(4)(10)SOFR +6.09%11.64%3/1/202871,173 69,903 71,173 1.44 
NMC Crimson Holdings, Inc.(4)(7)(10)SOFR +6.09%11.63%3/1/202814,758 14,579 14,719 0.30 
Project Ruby Ultimate Parent Corp.(10)SOFR +3.25%8.72%3/10/20288,375 8,178 8,201 0.17 
RPBLS Midco, LLC(4)(5)(10)SOFR +5.75%11.25%4/1/20287,388 7,283 7,388 0.15 
RPBLS Midco, LLC(4)(5)(9)SOFR +5.75%11.25%4/1/20281,961 1,947 1,961 0.04 
483,579 488,503 9.88 
Insurance
Alera Group, Inc.(4)(7)(10)SOFR +6.00%11.46%10/2/20283,666 3,635 3,659 0.07 
Amerilife Holdings LLC(4)(5)(7)(10)SOFR +5.75%11.14%8/31/20292,154 2,110 2,145 0.04 
CFCo LLC (Benefytt Technologies, Inc.)(4)(8)(17)(18)0.00%0.00%9/13/20389,566 1,397 68 0.00 
Daylight Beta Parent LLC (Benefytt Technologies, Inc.)(4)(8)10.00%10.00% PIK9/12/20335,419 5,475 5,419 0.11 
Foundation Risk Partners Corp.(4)(7)(10)SOFR +6.00%11.45%10/29/202815,985 15,729 15,880 0.32 
Galway Borrower, LLC(4)(5)(7)(10)SOFR +5.25%10.70%9/29/202812,247 12,131 12,032 0.24 
High Street Buyer, Inc.(4)(5)(10)SOFR +5.75%11.25%4/14/202852,366 51,711 52,366 1.06 
High Street Buyer, Inc.(4)(5)(7)(10)SOFR +5.75%11.25%4/16/202811,285 11,028 11,146 0.23 
Integrity Marketing Acquisition, LLC(4)(5)(7)(10)SOFR +6.05%11.54%8/27/2025139,430 138,357 138,022 2.79 
Integrity Marketing Acquisition, LLC(4)(5)(10)SOFR +6.02%11.41%8/27/20251,880 1,856 1,862 0.04 
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 - 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%8/27/20254,039 4,006 3,998 0.08 
PGIS Intermediate Holdings, LLC(4)(5)(10)SOFR +5.50%10.93%10/16/20284,591 4,546 4,522 0.09 
PGIS Intermediate Holdings, LLC(4)(5)(7)(10)SOFR +5.75%11.10%10/16/2028302 252 249 0.01 
SG Acquisition, Inc.(4)(9)SOFR +5.50%10.98%1/27/2027104,974 104,154 103,662 2.09 
Shelf Bidco Ltd(4)(5)(6)(10)(18)SOFR +6.34%11.72%1/3/20305,079 4,947 5,053 0.10 
Tennessee Bidco Limited(4)(5)(6)(8)E +7.00%10.97% (incl. 2.50% PIK)8/3/2028EUR1,835 1,912 2,010 0.04 
Tennessee Bidco Limited(4)(5)(6)(8)SOFR +7.10%12.53% (incl. 2.50% PIK)7/9/202854,713 53,656 54,303 1.10 
Tennessee Bidco Limited(4)(5)(6)(8)SOFR +7.10%12.43% (incl. 2.50% PIK)8/3/202816,298 16,122 16,176 0.33 
Tennessee Bidco Limited(4)(5)(6)(8)S +7.28%12.21% (incl. 2.50% PIK)7/9/2028GBP43,764 59,538 55,366 1.12 
World Insurance Associates, LLC(4)(7)(11)SOFR +6.00%11.42%4/3/202838,208 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%12/29/2026319,179 315,538 319,179 6.45 
IT Services
AI Altius Bidco, Inc.(4)(5)(8)9.75%9.75% PIK12/21/2029965 948 960 0.02 
AI Altius Bidco, Inc.(4)(7)(10)SOFR +5.18%10.43%12/21/20286,612 6,522 6,612 0.13 
Infostretch Corporation(4)(5)(10)SOFR +5.75%11.25%4/1/20284,925 4,855 4,408 0.09 
Inovalon Holdings, Inc.(4)(7)(10)SOFR +6.25%11.72% (incl. 2.75% PIK)11/24/2028109,741 107,835 109,329 2.21 
Monterey Financing, S.A.R.L(4)(5)(6)(8)ST +6.00%10.04%9/28/2029SEK2,090 184 206 0.00 
Monterey Financing, S.A.R.L(4)(5)(6)(8)E +6.00%9.93%9/28/2029EUR658 625 721 0.01 
Monterey Financing, S.A.R.L(4)(5)(6)(7)(8)E +6.00%9.97%9/28/2029EUR295 161 220 0.00 
Monterey Financing, S.A.R.L(4)(5)(6)(8)CI +6.00%9.89%9/28/2029DKK4,819 620 708 0.01 
Monterey Financing, S.A.R.L(4)(5)(6)(9)N +6.00%10.71%9/28/2029NOK5,149 463 503 0.01 
Razor Holdco, LLC(4)(10)SOFR +5.75%11.23%10/25/202736,970 36,500 36,693 0.74 
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)
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%5/2/20301,596 1,546 1,596 0.03 
Turing Holdco, Inc.(4)(5)(6)(8)SOFR +6.00%11.40% (incl. 2.50% PIK)9/28/20288,655 8,388 8,546 0.17 
Turing Holdco, Inc.(4)(5)(6)(7)(8)SOFR +6.00%11.40% (incl. 2.50% PIK)10/16/20284,307 4,222 3,992 0.08 
Turing Holdco, Inc.(4)(6)(8)E +6.00%10.12% (incl. 2.50% PIK)9/28/2028EUR11,159 12,643 12,165 0.25 
Turing Holdco, Inc.(4)(6)(8)E +6.00%9.97% (incl. 2.50% PIK)8/3/2028EUR4,271 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%7/21/20272,559 2,525 2,559 0.05 
MHE Intermediate Holdings, LLC(4)(5)(11)SOFR +6.25%11.78%7/21/2027249 244 249 0.01 
2,769 2,808 0.06 
Marine
Armada Parent, Inc.(4)(7)(10)SOFR +5.75%11.24%10/29/202725,734 25,360 25,435 0.51 
Media
Trader Corp.(4)(5)(6)(7)(10)C +6.75%12.19%12/22/2029CAD9,925 6,915 7,300 0.15 
snip
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)
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%8/15/202835,421 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%11/12/20271,229 1,213 1,189 0.02 
Profile Products, LLC(4)(7)(10)SOFR +5.50%10.95%11/12/20276,083 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%10/27/2028EUR1,758 1,006 1,349 0.03 
Ergomed Plc(4)(6)(7)(10)SOFR +6.25%11.60%11/18/203020,388 20,000 21,260 0.43 
21,006 22,609 0.46 
Professional Services
ALKU, LLC(4)(5)(10)SOFR +6.25%11.61%5/23/2029798 780 796 0.02 
Apex Companies, LLC(4)(5)(7)(11)SOFR +6.25%11.63%1/31/20281,605 1,565 1,600 0.03 
CFGI Holdings, LLC(4)(7)(10)SOFR +5.00%10.46%11/2/20276,963 6,861 6,942 0.14 
Clearview Buyer, Inc.(4)(5)(7)(10)SOFR +5.35%10.70%8/26/20279,147 9,002 8,909 0.18 
Cumming Group, Inc.(4)(7)(11)SOFR +5.75%11.11%5/26/202780,061 79,273 78,670 1.59 
Cumming Group, Inc.(4)(7)(11)SOFR +5.75%11.11%11/16/20279,653 9,443 9,448 0.19 
Guidehouse, Inc.(4)(10)SOFR +5.75%11.11% (incl. 2.00% PIK)10/16/2028307,012 304,883 303,558 6.13 
HIG Orca Acquisition Holdings, Inc.(4)(5)(7)(11)SOFR +6.00%11.54%8/17/202719,091 18,825 19,091 0.39 
HIG Orca Acquisition Holdings, Inc.(4)(5)(7)(11)SOFR +6.00%11.50%8/17/20272,939 2,884 2,877 0.06 
IG Investments Holdings, LLC(4)(5)(7)(10)SOFR +6.00%11.48%9/22/202846,261 45,600 46,011 0.93 
Kaufman Hall & Associates, LLC(4)(10)SOFR +5.25%10.71%12/14/202824,082 23,741 24,082 0.49 
Legacy Intermediate, LLC(4)(10)SOFR +5.75%11.29%2/25/20286,766 6,674 6,766 0.14 
Material Holdings, LLC(4)(5)(7)(10)SOFR +6.00%11.45%8/19/202724,456 24,161 22,431 0.45 
Minotaur Acquisition, Inc.(5)(8)SOFR +4.75%10.21%3/27/20261,964 1,928 1,967 0.04 
Pavion Corp.(4)(6)(7)(10)SOFR +5.75%11.14%10/30/203082,156 80,193 80,138 1.62 
Petrus Buyer Inc(4)(5)(7)(10)SOFR +6.50%11.99%10/17/20291,890 1,829 1,882 0.04 
Sherlock Buyer Corp.(4)(7)(10)SOFR +5.75%11.20%12/8/20288,487 8,333 8,267 0.17 
Thevelia US, LLC(5)(6)(9)SOFR +4.00%9.50%6/18/20291,296 1,285 1,299 0.03 
Titan Investment Company, Inc.(4)(5)(8)SOFR +5.75%11.28%3/20/202741,488 40,447 39,206 0.79 
Trinity Air Consultants Holdings Corp.(4)(7)(10)SOFR +5.75%11.29%6/29/202755,925 55,007 55,812 1.13 
Trinity Air Consultants Holdings Corp.(4)(7)(10)SOFR +5.75%11.03%6/29/202722,620 22,394 22,390 0.45 
Trinity Partners Holdings, LLC(4)(7)(10)SOFR +5.50%11.03%12/21/20284,756 4,678 4,742 0.10 
West Monroe Partners, LLC(4)(10)SOFR +5.25%10.72%11/8/202814,746 14,550 14,377 0.29 
West Monroe Partners, LLC(4)(7)(10)SOFR +5.25%10.72%11/8/2027289 289 281 0.01 
764,625 761,542 15.41 
35
Table of Contents
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliated (1)(5) Reference Rate
and Spread		 Interest Rate (2) Maturity
Date		 Par
Amount		 Cost (3) Fair
Value		 Percentage
of Net Assets
First Lien Debt (continued)              
IT Services              
Ensono LP L + 5.25% 7.75% 6/27/2025 2,593
 2,556
 2,578
 0.41
Tierpoint, LLC L + 3.75% 6.25% 5/6/2024 7,453
 7,046
 7,079
 1.12
Travelport Worldwide Ltd. (6) L + 4.50% 7.50% 3/13/2026 55,000
 53,900
 53,555
 8.46
WEB.COM Group, Inc. L + 3.75% 6.24% 10/10/2025 2,296
 2,259
 2,268
 0.36
        67,342
 65,761
 65,480
 10.35
Machinery              
Apex Tool Group LLC L + 3.75% 6.25% 2/1/2022 4,936
 4,797
 4,811
 0.76
Media              
Champ Acquisition Corporation L + 5.50% 8.10% 12/21/2025 14,888
 14,311
 14,916
 2.36
DiscoverOrg, LLC L + 4.50% 7.24% 2/2/2026 29,167
 28,881
 28,839
 4.56
Entravision Communications Corporation (6) L + 2.75% 5.25% 11/29/2024 1,237
 1,215
 1,185
 0.19
        45,292
 44,407
 44,940
 7.11
Professional Services              
Minotaur Acquisition, Inc. L + 5.00% 7.50% 2/26/2026 23,077
 22,616
 22,803
 3.60
GI Revelation Acquisition LLC (4) L + 5.00% 7.50% 4/16/2025 9,240
 9,111
 9,067
 1.43
The Dun & Bradstreet Corporation L + 5.00% 7.49% 2/6/2026 8,396
 8,231
 8,318
 1.31
        40,713
 39,958
 40,188
 6.35
Software              
LD Intermediate Holdings, Inc. L + 5.88% 8.46% 12/9/2022 2,941
 2,744
 2,563
 0.41
Vero Parent, Inc. L + 4.50% 7.00% 8/16/2024 2,488
 2,488
 2,482
 0.39
        5,429
 5,232
 5,045
 0.80
Specialty Retail              
Bass Pro Group, LLC L + 5.00% 7.50% 9/25/2024 5,394
 5,339
 5,282
 0.83
EG Group Limited (6) L + 4.00% 6.60% 2/7/2025 3,975
 3,907
 3,891
 0.61
Spencer Gifts LLC (4) L + 4.25% 6.75% 7/16/2021 2,000
 1,942
 1,985
 0.31
        11,369
 11,188
 11,158
 1.75
Trading Companies & Distributors              
The Hillman Group Inc. L + 4.00% 6.50% 5/31/2025 995
 962
 951
 0.15
The Cook & Boardman Group, LLC (4) L + 5.75% 8.24% 10/17/2025 8,494
 8,428
 8,494
 1.34
        9,489
 9,390
 9,445
 1.49
Transportation Infrastructure              
Spireon, Inc. (4) L + 6.50% 9.13% 10/4/2024 22,818
 22,547
 22,818
 3.61
Total First Lien Debt       934,572
 914,573
 916,462
 144.84
Second Lien Debt              
Commercial Services & Supplies              
TKC Holdings, Inc. L + 8.00% 10.50% 2/1/2024 $1,000
 $997
 $978
 0.15%
IT Services              
WEB.COM Group, Inc. (4) L + 7.75% 10.24% 10/9/2026 1,559
 1,548
 1,539
 0.24
Media              
DiscoverOrg, LLC (4) L + 8.50% 11.24% 2/1/2027 11,250
 11,084
 11,278
 1.78
Software              
Imperva, Inc. L + 7.75% 10.24% 1/11/2027 1,500
 1,505
 1,478
 0.23
Rocket Software, Inc. L + 8.25% 10.75% 11/27/2027 3,500
 3,363
 3,461
 0.55
        5,000
 4,868
 4,939
 0.78
Total Second Lien Debt       18,809
 18,497
 18,734

2.96
Total Investment Portfolio       $953,381
 $933,070
 $935,196
 147.80%
Cash and Cash Equivalents              
Cash         $20,636
 $20,636
 3.44%
Total Cash and Cash Equivalents         $20,636
 $20,636
 3.44%
Total Portfolio Investments, Cash and Cash Equivalents         $953,706
 $955,832
 151.24%
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%2/16/202867,900 67,076 67,900 1.37 
Progress Residential PM Holdings, LLC(4)(7)(10)SOFR +5.50%10.96%7/25/2029833 818 833 0.02 
90,829 91,673 1.85 
Software
Anaplan, Inc.(4)(5)(7)(10)SOFR +6.50%11.85%6/21/20291,804 1,773 1,794 0.04 
Beeline, LLC(4)(5)(7)(10)SOFR +5.25%10.64%5/2/20294,942 4,900 4,939 0.10 
BlueCat Networks USA, Inc.(4)(5)(10)SOFR +6.00%11.38% (incl. 2.00% PIK)8/8/20281,952 1,921 1,913 0.04 
BlueCat Networks USA, Inc.(4)(5)(10)SOFR +6.00%11.42% (incl. 2.00% PIK)8/8/2028343 338 336 0.01 
BlueCat Networks USA, Inc.(4)(5)(7)(10)SOFR +6.00%11.35% (incl. 2.00% PIK)8/8/202865 61 61 0.00 
Bluefin Holding, LLC(4)(5)(6)(7)(11)SOFR +7.25%12.72%9/12/202922,756 22,163 22,381 0.45 
Brave Parent Holdings, Inc.(4)(7)(10)SOFR +5.00%10.36%11/28/203064,078 63,356 63,346 1.28 
Circana Group, L.P.(4)(10)SOFR +5.75%11.21%12/1/2028120,332 118,430 120,332 2.43 
Circana Group, L.P.(4)(10)SOFR +6.25%11.61% (incl. 2.75% PIK)12/1/202877,153 76,001 77,153 1.56 
Circana Group, L.P.(4)(7)(10)SOFR +5.75%11.11%12/1/20272,484 2,264 2,484 0.05 
Community Brands ParentCo, LLC(4)(5)(7)(10)SOFR +5.50%10.96%2/24/20284,913 4,835 4,893 0.10 
Confine Visual Bidco(4)(6)(7)(10)SOFR +6.50%11.81% (incl. 3.00% PIK)2/23/202916,163 15,813 13,936 0.28 
Connatix Buyer, Inc.(4)(5)(7)(10)SOFR +5.50%11.14%7/14/202721,591 21,273 19,362 0.39 
Coupa Software Inc.(4)(5)(6)(7)(10)SOFR +7.50%12.86%2/27/20301,836 1,791 1,819 0.04 
Crewline Buyer, Inc.(4)(6)(7)(11)SOFR +6.75%12.10%11/8/203059,936 58,317 58,282 1.18 
Denali Bidco Ltd(4)(5)(6)(7)(10)S +6.00%11.19%8/29/2030GBP4,022 4,900 2,783 0.06 
Denali Bidco Ltd(4)(5)(6)(8)E +6.00%9.84%8/29/2030EUR1,166 1,226 1,268 0.03 
Diligent Corporation(4)(11)SOFR +5.75%11.28%8/4/202558,350 58,051 58,350 1.18 
Discovery Education, Inc.(4)(11)SOFR +5.75%11.14%10/3/20303,724 3,683 3,575 0.07 
Discovery Education, Inc.(4)(7)(10)SOFR +5.75%11.23%4/9/202933,090 32,649 31,648 0.64 
Episerver, Inc.(4)(5)(7)(11)SOFR +5.25%10.75%4/9/20269,545 9,464 9,081 0.18 
Experity, Inc.(4)(7)(10)SOFR +5.75%11.20%2/24/202814,828 14,618 14,664 0.30 
GI Consilio Parent, LLC(4)(5)(7)(8)S +3.75%8.94%5/14/2026GBP442 564 554 0.01 
(1)Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. Debt investments are income producing unless otherwise indicated. Certain portfolio company investments are subject to contractual restrictions on sales. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of March 31, 2019,
36
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%12/1/20285,169 5,160 5,156 0.10 
GraphPAD Software, LLC(4)(11)SOFR +5.50%11.22%4/27/202713,518 13,435 13,518 0.27 
GraphPAD Software, LLC(4)(11)SOFR +5.50%11.19%4/27/202712,797 12,691 12,797 0.26 
GraphPAD Software, LLC(4)(11)SOFR +5.50%11.13%4/27/20276,429 6,389 6,429 0.13 
GraphPAD Software, LLC(4)(7)(11)P +5.00%13.50%4/27/20271,062 1,044 1,030 0.02 
LD Lower Holdings, Inc.(4)(11)SOFR +6.50%11.95%2/8/202691,518 90,747 90,602 1.83 
Lightbox Intermediate, LP(4)(5)(8)SOFR +5.00%10.61%5/9/20261,970 1,941 1,886 0.04 
Magnesium BorrowerCo, Inc.(4)(5)(7)(10)SOFR +5.75%11.21%5/18/20295,215 5,117 5,203 0.11 
Magnesium BorrowerCo, Inc.(4)(10)S +5.75%10.94%5/18/2029GBP3,408 4,174 4,345 0.09 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +3.75%9.25%7/31/20288,526 8,442 7,887 0.16 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +6.25%11.75%6/9/20306,965 6,773 6,965 0.14 
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(7)(8)SOFR +3.75%9.25%7/31/2026284 277 194 0.00 
Medallia, Inc.(4)(10)SOFR +6.00%11.45% (incl. 4.00% PIK)10/29/2028364,077 359,655 356,796 7.21 
Medallia, Inc.(4)(10)SOFR +6.50%11.95% (incl. 4.00% PIK)10/29/20282,136 2,105 2,094 0.04 
Monk Holding Co.(4)(10)(18)SOFR +5.70%10.96%12/1/20274,804 4,728 4,804 0.10 
Monk Holding Co.(4)(7)(10)SOFR +5.50%10.96%12/1/2027189 179 175 0.00 
MRI Software, LLC(5)(7)(11)SOFR +5.50%10.95%2/10/202751,697 51,310 50,422 1.02 
NAVEX TopCo, Inc.(4)(7)(10)SOFR +5.75%11.11%11/9/203061,303 59,997 59,969 1.21 
Nintex Topco Limited(4)(6)(10)SOFR +6.00%11.50%11/13/202833,866 33,395 32,511 0.66 
Oranje Holdco Inc(4)(5)(7)(11)SOFR +7.75%13.13%2/1/20292,000 1,952 2,000 0.04 
Rally Buyer, Inc.(4)(5)(7)(10)SOFR +5.75%11.12%7/19/2028840 827 824 0.02 
Rally Buyer, Inc.(4)(5)(7)(10)SOFR +5.75%11.11%7/19/202844 42 42 0.00 
Relativity ODA, LLC(4)(7)(11)SOFR +6.50%11.96%5/12/202721,458 21,159 21,087 0.43 
Spitfire Parent, Inc.(4)(11)SOFR +5.50%10.96%3/11/202778,620 77,907 78,620 1.59 
Spitfire Parent, Inc.(4)(11)E +5.50%9.34%3/11/2027EUR10,238 12,231 12,128 0.24 
Stamps.com, Inc.(4)(10)SOFR +5.75%11.23%10/5/2028285,199 281,318 278,069 5.62 
Triple Lift, Inc.(4)(10)SOFR +5.75%11.27%5/5/202861,658 60,869 59,500 1.20 
Triple Lift, Inc.(4)(7)(10)SOFR +5.75%11.31%5/5/20282,951 2,855 2,681 0.05 
WPEngine, Inc.(4)(7)(10)SOFR +6.50%11.87%8/14/202966,667 64,607 65,133 1.32 
Zendesk Inc(4)(5)(7)(10)SOFR +6.25%11.61% (incl. 3.25% PIK)11/30/20281,623 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%5/3/2026163,594 162,568 163,594 3.30 
Technology Hardware, Storage & Peripherals
Lytx, Inc.(4)(11)SOFR +6.75%12.21%2/28/202884,454 83,740 84,454 1.71 
37
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%11/12/20275,501 5,477 5,501 0.11 
Frontline Road Safety, LLC(4)(7)(10)SOFR +5.75%11.55%5/3/202789,111 88,010 87,637 1.77 
Frontline Road Safety, LLC(4)(10)SOFR +5.75%11.39%5/3/202710,996 10,780 10,831 0.22 
Helix TS, LLC(4)(10)SOFR +6.25%11.78%8/4/202745,584 44,987 44,672 0.90 
Helix TS, LLC(4)(7)(10)SOFR +6.25%11.75%8/4/2027993 979 973 0.02 
Italian Motorway Holdings S.à.r.l(4)(5)(6)(8)E +5.25%9.35%4/28/2029EUR78,810 81,314 86,349 1.74 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.22%10/19/202729,443 29,099 28,339 0.57 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.26%10/19/202720,592 20,360 19,820 0.40 
Roadsafe Holdings, Inc.(4)(11)SOFR +5.75%11.29%1/31/20294,198 4,136 4,040 0.08 
Safety Borrower Holdings LP(4)(5)(11)SOFR +5.25%10.90%9/1/20275,032 5,007 5,032 0.10 
Safety Borrower Holdings LP(4)(5)(7)(11)P +4.25%12.75%9/1/2027280 277 276 0.01 
Sam Holding Co, Inc.(4)(7)(11)SOFR +6.00%11.49%9/24/202737,845 37,218 37,206 0.75 
Sam Holding Co, Inc.(4)(11)SOFR +6.00%11.50%9/24/202711,522 11,522 11,378 0.23 
Sam Holding Co, Inc.(4)(11)SOFR +6.00%11.57%9/24/202715,960 15,663 15,761 0.32 
TRP Infrastructure Services, LLC(4)(11)SOFR +5.50%11.03%7/9/202738,887 38,431 34,608 0.70 
393,260 392,423 7.92 
Total First Lien Debt - non-controlled/non-affiliated9,817,402 9,722,061 196.37 
Total First Lien Debt9,817,402 9,722,061 196.37 

38
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%4/15/2029CAD10,533 $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%11/1/20299,619 9,547 8,970 0.18 
IT Services
Inovalon Holdings, Inc.(4)(10)SOFR +10.50%15.97% (incl. 15.97% PIK)11/24/203312,294 12,065 12,293 0.25 
Professional Services
Thevelia US, LLC(4)(5)(6)(9)SOFR +6.75%12.25%6/17/20304,920 4,801 4,908 0.10 
Software
Mandolin Technology Intermediate Holdings, Inc.(4)(5)(9)SOFR +6.50%12.00%7/30/20293,550 3,516 3,319 0.07 
Total Second Lien Debt - non-controlled/non-affiliated43,347 41,515 0.84 
Total Second Lien Debt43,347 41,515 0.84 


39
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% PIK11/8/2031$10,231 $9,930 $9,924 0.20 %
Total Unsecured Debt - non-controlled/non-affiliated9,930 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 
40
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 
41
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-affiliated63,479 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/affiliated1 5,790 0.12 
Total Equity63,480 94,940 1.90 
Total Investments - non-controlled/non-affiliated9,934,158 9,862,650 199.19 
Total Investments - non-controlled/affiliated1 5,790 0.12 
Total Investment Portfolio9,934,159 9,868,440 199.31 
Cash and Cash Equivalents
State Street Institutional U.S. Government Money Market Fund19,961 19,961 0.40 
Other Cash and Cash Equivalents134,896 134,896 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.
42
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-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
123Dentist, Inc.Delayed Draw Term Loan8/10/2029$276 $(68)
ACI Group Holdings, Inc.Revolver8/2/20279,832 — 
ACI Group Holdings, Inc.Delayed Draw Term Loan8/2/202414,182 — 
ADCS Clinics Intermediate Holdings, LLCRevolver5/7/20261,301 (26)
AI Altius Bidco, Inc.Delayed Draw Term Loan12/20/2028158 — 
Alera Group, Inc.Delayed Draw Term Loan11/17/20251,291 (6)
Amerilife Holdings LLCRevolver8/31/2028243 — 
Amerilife Holdings LLCDelayed Draw Term Loan8/31/202975 — 
Amerilife Holdings LLCDelayed Draw Term Loan10/20/2026488 (5)
Amerivet Partners Management, Inc.Revolver2/25/2028589 — 
Anaplan, Inc.Revolver6/21/2028161 (1)
Apex Companies, LLCDelayed Draw Term Loan1/31/2028369 (5)
Armada Parent, Inc.Delayed Draw Term Loan2/15/20241,250 — 
Armada Parent, Inc.Revolver10/29/20273,000 (30)
Ascend Buyer, LLCRevolver9/30/20271,293 — 
Bamboo US BidCo LLCDelayed Draw Term Loan9/30/203099 — 
Bamboo US BidCo LLCRevolver9/28/2029142 (3)
Bazaarvoice, Inc.Revolver5/7/202628,662 — 
Beeline, LLCRevolver5/2/2028591 — 
Beeline, LLCDelayed Draw Term Loan5/2/2029514 (3)
BlueCat Networks USA, Inc.Delayed Draw Term Loan8/8/2028277 — 
Bluefin Holding, LLCRevolver9/12/20292,244 (34)
BradyIFS Holdings, LLCRevolver10/31/20297,758 (155)
BradyIFS Holdings, LLCDelayed Draw Term Loan10/31/20257,613 — 
Brave Parent Holdings, Inc.Delayed Draw Term Loan5/28/20257,282 (55)
Brave Parent Holdings, Inc.Revolver11/28/20303,641 (36)
Caerus US 1, Inc.Delayed Draw Term Loan5/25/2029836 — 
Caerus US 1, Inc.Revolver5/25/2029322 — 
Caerus US 1, Inc.Delayed Draw Term Loan5/25/2029178 — 
Cambium Learning Group, Inc.Revolver7/20/202843,592 — 
Castle Management Borrower, LLCRevolver11/3/20292,917 (44)
CFGI Holdings, LLCRevolver11/2/20271,050 (21)
CFS Brands, LLCRevolver10/2/203018,177 (364)
CFS Brands, LLCDelayed Draw Term Loan10/2/203012,118 — 
Circana Group, L.P.Revolver12/1/202711,316 — 
Clearview Buyer, Inc.Revolver2/26/2027898 (18)
Clearview Buyer, Inc.Delayed Draw Term Loan8/26/20243,668 — 
Community Brands ParentCo, LLCDelayed Draw Term Loan2/24/2024588 (6)
Community Brands ParentCo, LLCRevolver2/24/2028345 (1)
Confine Visual BidcoDelayed Draw Term Loan3/11/20243,043 — 
Connatix Buyer, Inc.Revolver7/14/20275,431 (448)
COP Home Services TopCo IV, Inc.Revolver12/31/20253,509 (38)
COP Home Services TopCo IV, Inc.Delayed Draw Term Loan12/30/20278,730 (131)
43
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
Coupa Software Inc.Delayed Draw Term Loan8/27/2024$164 $(2)
Coupa Software Inc.Revolver2/27/2029126 (1)
CPI Buyer, LLCRevolver11/1/20263,214 (64)
CPI Intermediate Holdings IncDelayed Draw Term Loan10/8/2029966 (10)
Crewline Buyer, Inc.Revolver11/8/20306,438 (156)
Cumming Group, Inc.Revolver11/16/202712,695 (190)
Cumming Group, Inc.Delayed Draw Term Loan5/21/20258,063 (60)
Denali Bidco LtdDelayed Draw Term Loan8/29/20301,761 (3)
Discovery Education, Inc.Revolver4/9/20292,960 (118)
Doc Generici (Diocle S.p.A.)Delayed Draw Term Loan10/26/20241,682 (591)
Emergency Power Holdings, LLCDelayed Draw Term Loan8/17/202416,456 (165)
Endeavor Schools Holdings LLCDelayed Draw Term Loan7/18/20295,776 — 
ENV Bidco ABDelayed Draw Term Loan7/19/2029433 (153)
Episerver, Inc.Revolver4/9/20262,064 (83)
Ergomed PlcDelayed Draw Term Loan11/17/202546,934 — 
Experity, Inc.Revolver2/24/20281,495 (15)
Fencing Supply Group Acquisition, LLCDelayed Draw Term Loan2/29/20241,910 (24)
Fencing Supply Group Acquisition, LLCDelayed Draw Term Loan2/26/20271,637 — 
Formulations Parent Corp.Revolver11/15/20291,429 (26)
Foundation Risk Partners Corp.Revolver10/29/20272,382 (36)
Foundation Risk Partners Corp.Delayed Draw Term Loan10/29/20256,920 (69)
Freya Bidco LimitedTerm Loan10/31/20301,009 — 
Freya Bidco LimitedDelayed Draw Term Loan10/31/2030257 — 
Freya Bidco LimitedTerm Loan10/31/20301,107 — 
Freya Bidco LimitedDelayed Draw Term Loan10/31/2030257 — 
Frontgrade Technologies Holdings, Inc.Revolver1/9/2028516 — 
Frontline Road Safety, LLCDelayed Draw Term Loan6/15/202510,996 (137)
FusionSite Midco, LLCDelayed Draw Term Loan11/17/20248,800 — 
FusionSite Midco, LLCRevolver11/17/20292,791 (63)
Galway Borrower, LLCRevolver9/30/20272,120 (32)
GI Consilio Parent, LLCRevolver5/14/2026561 — 
GI Ranger Intermediate, LLCRevolver10/29/2027480 — 
GI Ranger Intermediate, LLCDelayed Draw Term Loan10/30/20283,040 — 
Gigamon Inc.Revolver3/11/2028437 (1)
GovernmentJobs.com, Inc.Revolver11/30/2027677 (14)
GraphPAD Software, LLCRevolver4/27/20271,062 — 
Groundworks, LLCDelayed Draw Term Loan9/13/202537 — 
Groundworks, LLCRevolver3/14/202942 (1)
HIG Orca Acquisition Holdings, Inc.Revolver8/17/20272,961 — 
HIG Orca Acquisition Holdings, Inc.Delayed Draw Term Loan8/17/20273,241 — 
High Street Buyer, Inc.Revolver4/16/20272,254 (45)
High Street Buyer, Inc.Delayed Draw Term Loan4/16/20289,396 — 
Icefall Parent IncTerm Loan1/25/203031,940 — 
Icefall Parent IncRevolver1/25/20303,042 — 
IG Investments Holdings, LLCRevolver9/22/20273,583 (18)
Inova PharmaceuticalTerm Loan10/30/2028661 — 
Inova PharmaceuticalDelayed Draw Term Loan10/30/2028102 — 
Inovalon Holdings, Inc.Delayed Draw Term Loan6/24/202411,060 (138)
Integrity Marketing Acquisition, LLCRevolver8/27/20251,381 (14)
Integrity Marketing Acquisition, LLCDelayed Draw Term Loan8/27/202517,064 — 
44
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
Iris Buyer, LLCRevolver10/2/2029$3,673 $(101)
Iris Buyer, LLCDelayed Draw Term Loan10/2/20303,318 — 
ISQ Hawkeye Holdco, Inc.Revolver8/17/202891 — 
ISQ Hawkeye Holdco, Inc.Delayed Draw Term Loan8/17/202951 — 
Java Buyer, Inc.Delayed Draw Term Loan4/1/2024930 — 
Java Buyer, Inc.Delayed Draw Term Loan11/9/20251,276 — 
Knowledge Pro Buyer, Inc.Revolver12/10/2027784 — 
Knowledge Pro Buyer, Inc.Delayed Draw Term Loan12/8/20252,633 — 
Kwol Acquisition, Inc.Revolver12/6/2029628 — 
Magnesium BorrowerCo, Inc.Delayed Draw Term Loan5/18/2029485 (12)
Magneto Components BuyCo, LLCRevolver12/5/20295,508 (138)
Magneto Components BuyCo, LLCDelayed Draw Term Loan6/5/20256,610 — 
Mandolin Technology Intermediate Holdings, Inc.Revolver7/30/2026916 — 
Marcone Yellowstone Buyer, Inc.Delayed Draw Term Loan6/23/2028342 (17)
Material Holdings, LLCRevolver8/17/2027848 — 
Mercury Bidco Globe LimitedTerm Loan1/31/203159,287 — 
Mercury Bidco Globe LimitedDelayed Draw Term Loan1/31/202614,992 — 
MHE Intermediate Holdings, LLCRevolver7/21/2027268 — 
Monk Holding Co.Delayed Draw Term Loan12/1/2024830 — 
Monterey Financing, S.A.R.LDelayed Draw Term Loan9/19/2029283 — 
More Cowbell II, LLCDelayed Draw Term Loan9/1/2030871 (11)
More Cowbell II, LLCRevolver9/1/2029968 — 
MPG Parent Holdings LLCTerm Loan1/8/203010,763 — 
MPG Parent Holdings LLCRevolver1/8/20301,313 — 
MPG Parent Holdings LLCDelayed Draw Term Loan1/8/20262,679 — 
MRI Software, LLCRevolver2/10/20261,516 (28)
MRI Software, LLCRevolver2/10/20271,822 (3)
MRI Software, LLCDelayed Draw Term Loan2/10/202740,238 (201)
MRI Software, LLCRevolver2/10/20274,024 (40)
MRI Software, LLCRevolver2/10/20263,086 (34)
NAVEX TopCo, Inc.Revolver11/9/20285,394 (108)
Navigator Acquiror, Inc.Delayed Draw Term Loan1/16/202524,746 — 
NDC Acquisition Corp.Revolver3/9/20272,911 — 
Neptune Holdings, Inc.Revolver8/14/2030933 (19)
NMC Crimson Holdings, Inc.Delayed Draw Term Loan1/1/20242,617 — 
Onex Baltimore Buyer, Inc.Delayed Draw Term Loan5/27/2024177 — 
Onex Baltimore Buyer, Inc.Delayed Draw Term Loan1/21/20254,729 — 
Oranje Holdco IncRevolver2/1/2029250 — 
Pavion Corp.Revolver10/30/20309,565 — 
Pavion Corp.Delayed Draw Term Loan10/30/202518,279 (183)
Petrus Buyer IncDelayed Draw Term Loan10/17/2029595 (9)
Petrus Buyer IncRevolver10/17/2029272 — 
PGIS Intermediate Holdings, LLCDelayed Draw Term Loan10/16/20284,007 — 
PGIS Intermediate Holdings, LLCRevolver10/16/2028469 (9)
Phoenix 1 Buyer Corp.Revolver11/20/20295,009 (50)
PPV Intermediate Holdings, LLCRevolver8/31/2029159 (1)
PPV Intermediate Holdings, LLCDelayed Draw Term Loan8/31/202978 — 
Profile Products, LLCRevolver11/12/2027520 (17)
Profile Products, LLCRevolver11/12/2027353 — 
Progress Residential PM Holdings, LLCDelayed Draw Term Loan4/26/202416,623 — 
45
Blackstone Secured Lending Fund
Condensed Consolidated Schedule of Investments
December 31, 2023
(in thousands)
(Unaudited)
Investments—non-controlled/non-affiliatedCommitment TypeCommitment Expiration DateUnfunded CommitmentFair Value
Progress Residential PM Holdings, LLCDelayed Draw Term Loan7/25/2029$333 $— 
Pye-Barker Fire & Safety LLCDelayed Draw Term Loan11/26/202718,278 (183)
Quality Distribution LLCRevolver4/3/202894 (3)
Quality Distribution LLCDelayed Draw Term Loan10/3/202425 — 
Quality Distribution LLCDelayed Draw Term Loan10/24/20251,931 (10)
Quality Distribution LLCRevolver7/1/20263,000 (135)
Qualus Power Services Corp.Delayed Draw Term Loan1/26/20253,737 — 
Rally Buyer, Inc.Revolver7/19/202866 — 
Rally Buyer, Inc.Delayed Draw Term Loan7/19/202875 — 
Redwood Services Group, LLCDelayed Draw Term Loan6/15/202953 — 
Redwood Services Group, LLCDelayed Draw Term Loan6/15/2029139 — 
Relativity ODA, LLCRevolver5/12/20273,292 (49)
RoadOne IncRevolver12/30/2028275 — 
RoadOne IncDelayed Draw Term Loan12/30/2028163 — 
S&P Global Engineering SolutionsRevolver5/2/2029249 — 
Safety Borrower Holdings LPRevolver9/1/202793 — 
Sam Holding Co, Inc.Revolver3/24/20276,000 (75)
Sam Holding Co, Inc.Delayed Draw Term Loan9/24/20279,300 — 
SEKO Global Logistics Network, LLCRevolver12/30/2026432 — 
Sherlock Buyer Corp.Delayed Draw Term Loan12/8/20282,794 (28)
Sherlock Buyer Corp.Revolver12/8/20271,111 (22)
Smile Doctors, LLCDelayed Draw Term Loan12/23/20282,607 (39)
Smile Doctors, LLCRevolver12/23/20271,233 (31)
Snoopy Bidco, Inc.Delayed Draw Term Loan5/6/202415,786 (237)
SpecialtyCare, Inc.Revolver6/18/2026865 — 
SpecialtyCare, Inc.Delayed Draw Term Loan6/19/20281,155 — 
Stepping Stones Healthcare Services, LLCDelayed Draw Term Loan1/2/2024155 — 
Stepping Stones Healthcare Services, LLCRevolver12/30/2026371 (13)
The Fertility Partners, Inc.Revolver9/16/2027127 — 
Trader Corp.Revolver12/22/2028830 (190)
Trinity Air Consultants Holdings Corp.Delayed Draw Term Loan6/29/2027402 — 
Trinity Air Consultants Holdings Corp.Revolver6/29/20276,881 — 
Trinity Air Consultants Holdings Corp.Delayed Draw Term Loan6/30/202611,274 (113)
Trinity Partners Holdings, LLCDelayed Draw Term Loan6/20/20251,433 (14)
Triple Lift, Inc.Revolver5/6/20284,747 — 
Turing Holdco, Inc.Delayed Draw Term Loan8/3/202831,468 — 
Turing Holdco, Inc.Delayed Draw Term Loan8/3/202820,901 — 
UMP Holdings, LLCDelayed Draw Term Loan7/15/2028440 — 
Unified Physician Management, LLCRevolver6/18/2029241 — 
US Oral Surgery Management Holdco, LLCDelayed Draw Term Loan8/16/202946,867 — 
US Oral Surgery Management Holdco, LLCRevolver11/18/20273,233 (73)
West Monroe Partners, LLCRevolver11/9/20271,155 — 
WHCG Purchaser III, Inc.Revolver6/22/202617 — 
World Insurance Associates, LLCDelayed Draw Term Loan4/3/202847,025 (470)
World Insurance Associates, LLCRevolver4/3/20282,939 (59)
WPEngine, Inc.Revolver8/14/20296,667 (200)
Zendesk IncRevolver11/3/2028169 (3)
Zendesk IncDelayed Draw Term Loan11/22/2028361 (5)
Total unfunded commitments$985,936 $(6,660)

46
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 March 31, 2019, the Company is not an “affiliated person” of any of its portfolio companies.

7
Table of Contents
Blackstone / GSO Secured Lending Fund
Consolidated Schedule of Investments
March 31, 2019
(in thousands)
(Unaudited)

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31, 2019. As of March 31, 2019, the reference rates for our variable rate loans were the 30-day L at 2.49%, the 90-day L at 2.60% and the 180-day L at 2.66% and P at 5.50%. Variable rate loans typically include an interest rate floor feature, which is generally 1.00%.
(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.
(4)These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Board (see Note 3 and Note 5), pursuant to the Company’s valuation policy.
(5)Each of the Company’s investments is pledged as collateral, other than the investment in Therma, LLC, under one or more of its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.  
(6)The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2019, non-qualifying assets represented 15.7% of total assets as calculated in accordance with regulatory requirements.
(7)Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments:
Investments—non-controlled/non-affiliated (1)(5) Commitment Type 
Commitment
Expiration Date
 
Unfunded
Commitment
 
Fair
Value
First Lien Debt        
Epoch Acquisition, Inc. Delayed Draw Term Loan 10/4/2024 $4,688
 $—
Jacuzzi Brands, Inc. Delayed Draw Term Loan 2/25/2025 12,645
 —
Phoenix Guarantor, Inc. Delayed Draw Term Loan 2/8/2026 2,139
 (29)
R1 Holdings, LLC Delayed Draw Term Loan 1/2/2026 20,165
 —
Spireon, Inc. Delayed Draw Term Loan 10/5/2024 6,375
 —
Tailwind Colony Holding Corporation Delayed Draw Term Loan 10/31/2024 2,943
 —
Tetra Technologies, Inc. Delayed Draw Term Loan 9/10/2025 8,182
 —
The GI Alliance Management, LLC Delayed Draw Term Loan 11/2/2024 26,053
 (260)
Total First Lien Debt Unfunded Commitments     83,190
 (289)
Forward purchase obligation (Note 7)     52,286
 (104)
Total Unfunded Commitments     $135,476
 $(393)

(8)    This investment was held by both the Company and the Middle Market Warehouse as of March 31, 2019. Refer to Note 7.
The accompanying notes are an integral part of these consolidated financial statements


8
Table of Contents
Blackstone / GSO Secured Lending Fund
Consolidated Schedule of Investments
December 31, 2018
(in thousands)

Investments—non-controlled/non-affiliated (1)(5) 
Reference Rate
and Spread
 Interest Rate (2) 
Maturity
Date
 
Par
Amount
 Cost (3) 
Fair
Value
 
Percentage
of Net Assets
First Lien Debt        
  
  
  
Aerospace and Defense        
  
  
  
StandardAero Aviation Holdings, Inc. L + 3.75% 6.27% 7/7/2022 $6,977
 $6,924
 $6,913
 2.92%
Building Products              
American Bath Group, LLC (4) L + 4.25% 7.05% 9/30/2023 4,987
 4,888
 4,838
 2.05
Latham Pool Products, Inc. (4) L + 6.00% 8.80% 6/13/2025 44,618
 42,833
 43,502
 18.40
Ply Gem Midco, Inc. L + 3.75% 6.18% 4/12/2025 3,491
 3,366
 3,194
 1.35
        53,096
 51,087
 51,534
 21.80
Capital Markets              
Advisor Group, Inc. L + 3.75% 6.27% 8/15/2025 998
 994
 983
 0.42
Victory Capital Holdings, Inc. (4)(6) L + 2.75% 5.55% 2/12/2025 1,500
 1,496
 1,487
 0.63
        2,498
 2,490
 2,470
 1.05
Chemicals              
Alchemy US Holdco 1, LLC (4)(6) L + 5.50% 8.17% 10/10/2025 4,000
 3,990
 3,990
 1.69
Polymer Additives, Inc. (4) L + 6.00% 8.52% 7/31/2025 15,053
 14,530
 13,924
 5.89
        19,053
 18,520
 17,914
 7.58
Commercial Services & Supplies              
Allied Universal Holdco LLC L + 3.75% 6.14% 7/28/2022 2,992
 2,850
 2,847
 1.20
Allied Universal Holdco LLC L + 4.25% 6.77% 7/28/2022 7,000
 6,798
 6,703
 2.84
LegalZoom, Inc. (4) L + 4.50% 7.00% 11/20/2024 4,500
 4,472
 4,433
 1.88
Revspring, Inc. (4) L + 4.25% 7.05% 10/11/2025 3,000
 2,993
 2,993
 1.27
TKC Holdings, Inc. L + 3.75% 6.28% 2/1/2023 4,987
 4,851
 4,760
 2.01
        22,479
 21,964
 21,736
 9.20
Construction & Engineering              
IEA Energy Services LLC (4) L + 6.25% 9.05% 9/25/2024 12,000
 11,559
 11,610
 4.91
Containers & Packaging              
Trident TPI Holdings, Inc. L + 3.25% 5.77% 10/17/2024 1,990
 1,961
 1,878
 0.79
Distributors              
Tailwind Colony Holding Corporation (4)(7) L + 7.50% 10.28% 11/13/2024 25,835
 25,514
 25,318
 10.71
Diversified Consumer Services              
American Residential Services, LLC L + 4.00% 6.52% 6/30/2022 1,990
 1,981
 1,950
 0.83
Prime Security Services Borrower, LLC L + 2.75% 5.27% 5/2/2022 1,492
 1,458
 1,427
 0.60
Weight Watchers International, Inc. (6) L + 4.75% 7.56% 11/29/2024 7,500
 7,466
 7,434
 3.14
        10,982
 10,905
 10,811
 4.57
Diversified Financial Services              
PI US MergerCo, Inc.  (6) L + 3.50% 6.02% 12/20/2024 1,990
 1,948
 1,934
 0.82
York Risk Services Holding Corp L + 3.75% 6.27% 10/1/2021 5,984
 5,703
 5,612
 2.37
        7,974
 7,651
 7,546
 3.19
Diversified Telecommunication Services       .
      
Securus Technologies Holdings, Inc. L + 4.50% 7.02% 11/1/2024 4,987
 4,825
 4,813
 2.04
Energy Equipment & Services        
  
  
  
Tetra Technologies, Inc. (4)(6)(7) L + 6.25% 8.72% 9/10/2025 21,818
 21,685
 21,600
 9.14
Health Care Equipment & Supplies              
Lifescan Global Corporation L + 6.00% 8.40% 10/1/2024 41,974
 40,223
 39,770
 16.83
Health Care Providers & Services              
AMGH Holding Corp L + 3.25% 5.68% 4/28/2022 6,982
 6,606
 6,548
 2.77
AMGH Holding Corp L + 4.25% 6.75% 3/14/2025 6,226
 5,904
 5,817
 2.46
Envision Healthcare Corporation L + 3.75% 6.27% 10/10/2025 4,000
 3,760
 3,739
 1.58
Epoch Acquisition, Inc. (4)(7) L + 6.75% 9.13% 10/4/2024 22,500
 22,221
 22,050
 9.33
The GI Alliance Management, LLC (4)(7) L + 6.25% 8.81% 11/2/2024 37,436
 36,711
 36,427
 15.41
Onex TSG Intermediate Corp. (6) L + 4.00% 6.52% 7/31/2022 1,000
 994
 963
 0.41
Orion B Holdings, LLC (4) L + 5.75% 8.21% 11/16/2025 13,628
 13,459
 13,356
 5.65
Prospect Medical Holdings, Inc. L + 5.50% 7.94% 2/22/2024 1,995
 1,983
 1,976
 0.84
Regionalcare Hospital Partners Holding, Inc. L + 4.50% 7.13% 11/16/2025 5,040
 4,845
 4,796
 2.03
U.S Renal Care, Inc. L + 4.25% 7.05% 12/30/2022 2,420
 2,331
 2,311
 0.98
        101,227
 98,814
 97,983
 41.46
Health Care Technology              
Precyse Acquisition Corporation L + 4.50% 7.02% 10/20/2022 2,992
 2,963
 2,869
 1.21
Hotels, Restaurants & Leisure              
Casablanca US Holdings Inc.(4)(6) L + 4.00% 6.53% 3/29/2024 995
 958
 945
 0.40
Hotel Acquisition Company LLC (4)(8) L + 6.00% 8.52% 12/9/2024 93,000
 91,665
 91,650
 38.77
        93,995
 92,623
 92,595
 39.17
Insurance              
Achilles Acquisition LLC L + 4.00% 6.56% 10/8/2025 1,000
 994
 988
 0.42

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Blackstone / GSO Secured Lending Fund
Consolidated Schedule of Investments (continued)
December 31, 2018
(in thousands)

Investments—non-controlled/non-affiliated (1)(5) 
Reference Rate
and Spread
 Interest Rate (2) 
Maturity
Date
 
Par
Amount
 Cost (3) 
Fair
Value
 
Percentage
of Net Assets
First Lien Debt (continued)        
  
  
  
IT Services        
  
  
  
Tierpoint, LLC L + 3.75% 6.27% 5/6/2024 8,972
 8,470
 8,411
 3.56
WEB.COM Group Inc. L + 3.75% 6.17% 10/10/2025 4,000
 3,934
 3,860
 1.63
        12,972
 12,404
 12,271
 5.19
Machinery              
Apex Tool Group LLC L + 3.75% 6.25% 2/1/2022 4,968
 4,819
 4,802
 2.03
Media              
Champ Acquisition Corporation L + 5.50% 8.13% 12/12/2025 14,925
 14,328
 14,562
 6.16
Entravision Communications Corporation (4)(6) L + 2.75% 5.27% 11/29/2024 1,241
 1,218
 1,160
 0.49
        16,166
 15,546
 15,722
 6.65
Oil, Gas & Consumable Fuels              
Traverse Midstream Partners LLC L + 4.00% 6.60% 9/27/2024 1,995
 1,980
 1,920
 0.81
Professional Services              
GI Revelation Acquisition LLC L + 5.00% 7.52% 4/16/2025 7,264
 7,165
 7,164
 3.03
Real Estate Management & Development              
Forest City Enterprises, L.P. L + 4.00% 6.38% 12/7/2025 5,000
 4,991
 4,896
 2.07
Software              
Banff Merger Sub Inc. L + 4.25% 7.05% 10/2/2025 1,500
 1,477
 1,451
 0.61
Brave Parent Holdings, Inc. L + 4.00% 6.52% 4/18/2025 4,988
 4,952
 4,838
 2.05
Imperva, Inc. (4) L + 4.00% 6.52% 11/7/2025 4,000
 3,975
 3,945
 1.67
Ivanti Software, Inc. L + 4.25% 6.76% 1/20/2024 4,984
 4,917
 4,860
 2.06
LD Intermediate Holdings, Inc. L + 5.88% 8.49% 12/9/2022 2,980
 2,767
 2,705
 1.14
Quest Software US Holdings Inc. (6) L + 4.25% 6.78% 5/18/2025 4,500
 4,471
 4,365
 1.85
Rocket Software, Inc. L + 4.25% 6.77% 11/28/2025 6,000
 5,952
 5,898
 2.50
Vero Parent, Inc. L + 4.50% 7.02% 8/16/2024 2,494
 2,496
 2,471
 1.05
        31,446
 31,007
 30,533
 12.93
Specialty Retail              
Bass Pro Group, LLC L + 5.00% 7.52% 9/25/2024 5,407
 5,350
 5,197
 2.20
EG Group Limited (6) L + 4.00% 6.81% 2/7/2025 3,985
 3,914
 3,850
 1.63
        9,392
 9,264
 9,047
 3.83
Trading Companies & Distributors              
DiversiTech Holdings, Inc. L + 3.00% 5.80% 6/3/2024 995
 965
 946
 0.40
The Hillman Group Inc. L + 4.00% 6.80% 5/31/2025 997
 963
 950
 0.40
LBM Borrower, LLC L + 3.75% 6.25% 8/19/2022 8,000
 7,505
 7,490
 3.17
The Cook & Boardman Group, LLC (4) L + 5.75% 8.54% 10/17/2025 2,500
 2,494
 2,481
 1.05
        12,492
 11,927
 11,867
 5.02
Transportation Infrastructure              
Spireon, Inc. (4)(7) L + 6.50% 9.00% 10/4/2024 22,875
 22,591
 22,418
 9.48
Total First Lien Debt       555,449
 542,395
 538,983
 228.03
Second Lien Debt              
Commercial Services & Supplies              
TKC Holdings, Inc. L + 8.00% 10.53% 2/1/2024 $1,000
 $997
 $987
 0.42%
IT Services              
WEB.COM Group, Inc. L + 7.75% 10.17% 10/9/2026 1,881
 1,867
 1,867
 0.79
Software              
Imperva, Inc. L + 7.75% 10.27% 1/11/2027 1,500
 1,506
 1,500
 0.63
Rocket Software, Inc. L + 8.25% 10.77% 11/27/2027 2,000
 1,988
 1,988
 0.84
        3,500
 3,494
 3,488
 1.47
Total Second Lien Debt       6,381
 6,358
 6,342
 2.68%
Total Investment Portfolio       $561,830
 $548,753
 $545,325
 230.71%
Cash and Cash Equivalents              
State Street Institutional U.S. Government Money
   Market Fund		         $2,000
 $2,000
 0.85%
Other Cash and Cash Equivalents         4,228
 4,228
 1.79
Total Cash and Cash Equivalents         $6,228
 $6,228
 2.64%
Total Portfolio Investments, Cash and Cash Equivalents         $554,981
 $551,553
 233.35%
(1)Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. Debt investments are income producing unless otherwise indicated. Certain portfolio company investments are subject to contractual restrictions on sales. Under 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, 2018, 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

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Blackstone / GSO Secured Lending Fund
Consolidated Schedule of Investments (continued)
December 31, 2018
(in thousands)

owns 5% or more of the portfolio company’s outstanding voting securities. As of December 31, 2018,2023, the Company is not an “affiliated person” of any of its portfolio companies.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2018. As of December 31, 2018, the reference rates for our variable rate loans were the 30-day L at 2.50%, the 90-day L at 2.81% and the 180-day L at 2.88% and P at 5.50%. Variable rate loans typically include an interest rate floor feature, which is generally 1.00%.
(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.
(4)These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Board (see Note 3 and Note 5), pursuant to the Company’s valuation policy.
(5)Each of the Company’s investments is pledged as collateral, under one or more of its credit facilities. A single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.  
(6)The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2018, non-qualifying assets represented 11.3% of total assets as calculated in accordance with regulatory requirements.
(7)Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments:
Company’s non-controlled/affiliated investments were as follows:
Investments—non-controlled/non-affiliated (1)(5) Commitment Type 
Commitment
Expiration Date
 
Unfunded
Commitment
 
Fair
Value
First Lien Debt        
Epoch Acquisition, Inc. Delayed Draw Term Loan 10/4/2024 $7,500
 $—
Spireon, Inc. Delayed Draw Term Loan 10/5/2024 6,375
 —
Tailwind Colony Holding Corporation Delayed Draw Term Loan 10/31/2024 6,540
 —
Tetra Technologies, Inc. Delayed Draw Term Loan 9/10/2025 8,182
 —
The GI Alliance Management, LLC Delayed Draw Term Loan 11/2/2024 26,053
 (260)
Total First Lien Debt Unfunded Commitments     54,650
 (260)
Forward purchase obligation (Note 7)     29,786
 (222)
Total Unfunded Commitments     $84,436
 $(482)
Fair Value as of December 31, 2022Gross AdditionsGross ReductionsNet Change in Unrealized Gains (Losses)Net Realized Gain (Loss)Fair Value as of December 31, 2023Dividend 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 $— 
(8)This investment
(17)Loan was held by both the Company and the Middle Market Warehouseon non-accrual status as of December 31, 2018. Refer2023.
(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 Note 7.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 statementsstatements.

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Blackstone / GSO 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 / GSO Secured Lending Fund (together with its consolidated subsidiaries, the “Company”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”(“BDC”) under the Investment Company Act of 1940, as amended (the (together with the rules and regulations promulgated thereunder, the “1940 Act”Act”). In addition, the Company intends to electhas elected to be treated for U.S. federal income tax purposes, and intends to continue to comply with the requirements to qualify annually, as a regulated investment company (“RIC”(a “RIC”), as defined 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 “CodeAdviser”) 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 objectiveobjectives primarily through originated loans and other securities, including syndicated loans, of private U.S. companies, specifically small and middle market companies, typically in the form of first lien senior secured and unitranche loans (including first out/last out loans), and to a lesser extent, second lien, third lien, unsecured and subordinated loans and other debt and equity securities.
The Company is externally managed by GSO Asset Management LLC (the “Adviser”), a subsidiary of GSO Capital Partners LP.  GSO Capital Partners LP (the “Administrator” and, collectively with its affiliates in the credit-focused business of The Blackstone Group L.P., “GSO,” which, for the avoidance of doubt, excludes Harvest Fund Advisors LLC and Blackstone Insurance Solutions) provides certain administrative and other services necessary for the Company to operate pursuant to an administration agreement (the “Administration Agreement”).  GSO is part of the credit-focused platform of The Blackstone Group L.P. (“Blackstone”) and is the primary part of its credit reporting segment. 
The Company is conducting a private offering (the “Private Offering”) of its common shares of beneficial interest to accredited investors, as defined in Regulation D under the Securities Act of 1933 (the “1933 Act”) in reliance on exemptions from the registration requirements of the 1933 Act. At each closing of the Private Offering, each investor makes a capital commitment (“Capital Commitment”) to purchase shares of the beneficial interest of the Company pursuant to a subscription agreement entered into with the Company.  Investors are required to fund drawdowns to purchase the Company’s shares up to the amount of their Capital Commitments on as as-needed basis each time the Company delivers a notice to investors. 
On October 31, 2018, the Company completed its initial closing of capital commitments (the “Initial Closing”) and commenced its loan origination and investment activities on November 20, 2018, the date of receipt of the initial drawdown from investors in the Private Offering (the "Initial Drawdown Date").2018.
On October 19, 2018,28, 2021, the Company formed two wholly-owned subsidiaries, BGSL Jackson Hole Funding LLC (“Jackson Hole Funding”priced its initial public offering (“IPO”), and the Company's common shares of beneficial interest (“Common Shares”) and BGSL Breckenridge Funding LLC (“Breckenridge Funding” and collectively with Jackson Hole Funding,began trading on the New York Stock Exchange (“SPVs”NYSE”) both Delaware limited liability companies. These SPVs are consolidated in these consolidated financial statements commencing from each SPV’s date of commencement of operations within the entity on November 20, 2018 and December 28, 2018 respectively. . See “Note 8. 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 of America (“U.S. GAAP”(“GAAP”). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”(“ASC”) Topic 946, “Financial Services – Investment Companies (“Companies” (“ASC 946”946”) issued by the Financial Accounting Standards Board (“FASB”(“FASB”). U.S. GAAP for an investment company requires investments to be recorded at fair value.  The carrying value for all other assets and liabilities approximates their fair value.
The interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 6 and Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with US GAAP are

omitted. In the opinion of management, all adjustments consisting solely of normal recurring accruals 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, 2019. 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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Blackstone Secured Lending Fund
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 U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the 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.  Accordingly, the
The Company consolidated the results of the Company’s wholly-owned subsidiaries.subsidiaries which are considered to be investment companies. As of March 31, 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 thea trade date. 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. 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.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 Financial Accounting Standards Board Accounting Standards CodificationASC 820, Fair Value Measurements (“ (“ASC 820”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.date, and Rule 2a-5 under the 1940 Act.
Under ASC 820, prioritizes the use of observable market prices derived from such prices over entity-specific inputs.  Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material. See “– Note 5. Fair Value Measurement.”
Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. The Company utilizes mid-market pricing (i.e. mid-point of average bid and ask prices) to value these investments. These marketparameters when such quotations are obtained from independent pricing services, if available; otherwise from at least two principal market makers or primary market dealers.  To assess the continuing appropriateness of pricing sources and methodologies, the Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing services or brokers, and any differences are reviewed inreadily available. In accordance with Rule 2a-5 under the valuation procedures. The Adviser does not adjust1940 Act, fair value means the prices unless it hasvalue of a reason to believeportfolio investment for which market quotations are not reflective of the fair value of an investment.  Examples of events that would causereadily available. A market quotations to not reflect fair value could include casesquotation is “readily available” only when a security trades infrequently or not at all, causingit is a quoted purchase or sale 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 become stale, or be readily available if it is not reliable.
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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in the event of a “fire sale” by a distressed seller.  All price overrides require approval from the Company’s Board of Trustees (the “Board”).  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.  Securities that are not publicly traded or for which market prices are not readily available are valued at fair value as determined in good faith by the Board, based on, among other things, the input of the Adviser, the Audit Committee of the Board (the “Audit Committee”) and independent valuation firms

engaged on the recommendation of the Adviser and at the direction of the Board. These valuation approaches involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity. 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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Blackstone Secured Lending Fund
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’s Board undertakesCompany 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 multi-step valuation process each quarter in connection withparticular 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 for which market quotations are not readily available, or are available but deemed not reflective of the fair value of an investment, which includes, among other procedures, the following:
The valuation process begins with each investment being initially valued by the Adviser’s valuation team in conjunction with the Adviser’s investment professionals responsible for each portfolio investment;
Separately, independent valuation firms engaged by the Board prepare valuations of the all the Company’s investments over a de minimis threshold.  The independent valuation firms provide a final range of values on such investmentsmay fluctuate from period to the Boardperiod, and the Adviser.  The independent valuation firms also provide analyses to support their valuation methodology and calculations;
The independent valuation firms’ ranges are compared to the Adviser’s valuations to ensure the Adviser’s valuations are reasonable;
Preliminary valuation conclusions are documented and discussed with the GSO Valuation Committee, and the Valuation Committee’s conclusions reached are presented to the Audit Committee;
The Audit Committee reviews the assessments of the Adviser and the independent valuation firms and recommends values for each investment to the Board; and
The Board discusses the valuation recommendations of the Audit Committee and determines the fair value of each investment in the portfolio in good faith based on the input of the Audit Committee, the Valuation Committee and, where applicable, the independent valuation firms.
As part of the valuation process, the Board takes into account relevant factors in determining the fair value of its investments, many of which are loans, including and in combination, as relevant, of: (i) the estimated enterprise value of a portfolio company, (ii) the nature and realizable value of any collateral, (iii) the portfolio company’s ability to make payments based on its earnings and cash flow, (iv) the markets in which the portfolio company does business, (v) a comparison of the portfolio company’s securities to any similar publicly traded securities, and (vi) overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments maythese differences could be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity or debt sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation. See “—Note 5. Fair Value Measurement.”
The Board has and will continue to engage independent valuation firms to provide assistance regarding the determination ofmaterial. 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 securities forinvestment 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 quotations are not readily available or are readily available but deemed not reflectiveenvironment and other events that may occur over the life of the fair valueinvestments 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 investment each quarter, andCompany for transactions that have not settled at the Board may reasonably rely on that assistance. However, the Board is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy and a consistently applied valuation process.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 as hedging instruments,in hedge accounting relationships and as a result the Company presentsall 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.

Forward Purchase Agreement
The Company is party to a forward purchase agreement pursuant to which the Company may agree to purchase certain assets held in the Middle Market Warehouse (defined in Note 7) at a purchase price based on the cost of the asset to the warehouse provider plus amounts of unpaid interest, original issue discount and structuring fees accrued to the warehouse provider during the time the warehouse provider owned the asset.  
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 months ended March 31, 2024 and 2023, the Company recorded $1.9 million and $0.4 million, respectively, in non-recurring interest income (e.g., prepayment premiums, accelerated accretion of upfront loan origination fees and unamortized discounts).
PIK Income
The Company may havehas loans in its portfolio that contain payment-in-kind (“PIK”(“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 StatementStatements 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 maintainsatisfy the Company’s status as aCompany’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 thean 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 thatwhether 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. As
For further information regarding the non-accrual status of March 31, 2019 and December 31, 2018, no loans in the portfolio were on non-accrual status.

investments refer to “Note 4. Investments”.
Organization Expenses and Offering Expenses
CostsThe 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 the organizationany renewals of the Company area shelf registration statement will be expensed as incurred, subject to the limitations discussed below. These expenses consist primarily of legal fees and other costs of organizing the Company.
Costs associated with the offering of the Company’s shares will be capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period from incurrence, subject to the limitation below.  These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s continuous Private Offering of its shares.  
The Company will not bear more than an amount equal to 0.10% of the aggregate Capital Commitments of the Company for organization and offering expenses in connection with the offering of shares. If actual organization and offering costs incurred exceed 0.10% of the Company’s total Capital Commitments, the Adviser or its affiliate will bear the excess costs.  To the extent the Company’s Capital Commitments later increase, the Adviser or its affiliates may be reimbursed for past payments of excess organization and offering costs made on the Company’s behalf provided that the total organization and offering costs borne by the Company do not exceed 0.10% of total Capital Commitments and provided further that the Adviser of its affiliates may not be reimbursed for payment of excess organization and offering expenses that were incurred more than three years prior to the proposed reimbursement.
The Company’s initial organization costs of $0.7 million were expensed as incurred during the year ended December 31, 2018. For the three months ended March 31, 2019, the Company accrued offering costs of $0.2 million.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 using the straight-line method.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 intends to electhas elected to be treated as a RIC under the Code for the taxable year ended December 31, 2018.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, tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of the sum of (i) its “investment company taxable income” for that year (without regard to the deduction for dividends paid), which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses and (ii) its net tax-exempt income.
In addition, based on the excise tax distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on certain undistributed income unless the Company distributes in a timely manner in each taxable year an amount at least equal to the sum of (1)(i) 98% of its ordinary income for the calendar year, (2)(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 (3)(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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Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
For the three months ended March 31, 2024 and 2023, the Company incurred $3.4 million and $2.6 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 ourthe Board and will depend on ourthe Company’s earnings, financial condition, maintenance of ourthe Company's tax treatment as a RIC, compliance with applicable BDC regulations and such other factors as ourthe Board may deem relevant from time to time.
The Company has adopted a dividend reinvestment plan, pursuant to which it will reinvest all cash dividends declared by the Board on behalf of its shareholders who do not elect to receive their dividends in cash as provided below. As a result, if the Board and the Company declares, a cash dividend or other distribution, then the Company’s shareholders who have not opted out of its dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares as described below, rather than receiving the cash dividend or other distribution.  Distributions on fractional shares will be credited to each participating shareholder’s account to three decimal places.  A participating shareholder will receive an amount of shares equal to the amount of the distribution on that participant’s shares divided by the most recent quarter-end net asset value (“NAV”) per share that is available on the date such distribution was paid (unless the Board determines to use the NAV per share as of another time). Shareholders who receive distributions in the form of shares will generally be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions; however, since their cash distributions will be reinvested, those shareholders will not receive cash with which to pay any applicable taxes.  The Company intends to use newly issued shares to implement the plan.  Shares issued under the dividend reinvestment plan will not reduce outstanding Capital Commitments.
Recent Accounting Pronouncements
In August 2018,June 2022, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements forAccounting Standards Update (“ASU”) 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” (“ASU 2022-03”), which changes theclarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements. The new guidance includes new, eliminated and modified fair value disclosures. Among other requirements the guidance requires disclosure of the range and weighted average of the significant unobservable inputs for Level 3 fair value measurements and the way it is calculated. The guidance also eliminated the following disclosures: (i) amount and reason for transfers between Level 1 and Level 2, (ii) policy for timing of transfers between levels of the fair value hierarchy and (iii) valuation processes for Level 3 fair value measurement. The guidancesuch equity securities. ASU 2022-03 is effective for all entities for interim and annual periodsfiscal years beginning after December 15, 2019. Early adoption is permitted upon issuance2023 and for interim periods within those fiscal years, and has been adopted by the Company beginning with the condensed consolidated financial statements as of and for the guidance.three months ended March 31, 2024. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.
In August 2018, the SEC adopted amendments to certain disclosure requirements intended to eliminate redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, US GAAP requirements, or changes in the information environment in its Disclosure Update and Simplification release (the “DUS Release”). In part, the DUS Release requires an investment company to present distributable earnings in total, rather than showing the three components of distributable earnings. The compliance date for the DUS Release was for all filings on or after November 5, 2018. The Company has adopted the DUS Release on November 5, 2018, which did not have a material impact on the Company’s condensed consolidated financial statements.
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 anthe original investment advisory agreement with the Adviser (the “Investment Advisory Agreement”), pursuant to which the Adviser manages the Company on a day-to-day basis.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.
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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 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 will ultimately beis 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 majority of the Independent Trustees, on May 1, 2024 for a one-year period ending on May 31, 2025.
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 FeeFees
TheStarting 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 (i) prior to a quotation or listing1.0% of the average value of the Company’s securities“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 national securities exchange (including through an initial public offering) orconsolidated 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 saleweighted rate calculated based on the fee rates applicable before and after the consummation of all orthe 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.

substantially allPrior to the consummation of its assets to, or a merger or other liquidity transaction with, an entity in which the Company’s shareholders receive shares of a publicly-traded company which continues to be managed byIPO, the Adviser or an affiliate thereof (“Exchange Listing”),management fee was 0.75%, and (ii) following an Exchange Listing, 1.0%, in each case of the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters. For purposesIn 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 Investment Advisory Agreement, gross assets meansIPO, the Company’s total assets determined on a consolidated basisAdviser voluntarily waived its right to receive the base management fee in accordance with U.S. GAAP, excluding undrawn commitments but including assets purchased with borrowed amounts. For the first calendar quarter in which the Company has operations, gross assets will be measured asexcess of 0.75% of the average value of the Company’s gross assets at the Initial Drawdown Date and at the end of such firstthe two most recently completed calendar quarter. If an Exchange Listing occurs on a date other thanquarters during the first day of a calendar quarter,Waiver Period. Amounts waived by the management fee shall be calculated for such calendar quarter at a weighted rate calculated based onAdviser are not subject to recoupment by the fee rates applicable before and after the Exchange Listing based on the number of days in such calendar quarter before and after the Exchange Listing.Adviser.
DuringFor the three months ended March 31, 2019,2024 and 2023, base management fees were $1.5$26.0 million alland $24.7 million, respectively, of which was unpaid as$0.0 million and $6.2 million, respectively, were waived. The Waiver Period ended on October 28, 2023.
As of March 31, 2019. As of2024 and December 31, 2018, $0.32023, $26.0 million and $23.0 million, respectively, was payable to the Adviser relating to management fees.
Incentive Fees
The incentive fee consistsfees consist of two parts. 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:
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
(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 incomePre-Incentive Fee Net Investment Income Returns as defined in the Investment Advisory Agreement. Pre-incentive fee net investment incomePre-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 immediateimmediately 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 incomePre-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 couponzero-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 reimbursementsrecoupments from pre-incentive fee net investment income.
The Company pays its Adviser Shareholders may be charged a fee on an income based fee with respect toamount that is higher than the Company’s pre-incentive fee net investment income in each calendar quarter as follows:  they may ultimately receive.
No income based incentive fee if the Company’s pre-incentive fee net investment income,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 calendar quarter, does not exceed the hurdle rateis compared to a “hurdle rate” of return of 1.5%; per quarter (6.0% annualized).
100%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 Company’sIPO), 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 rateamount for such Trailing Twelve Quarters, but is less than or equal to 1.76% (7.06% annualized) prioran amount, which we refer to an Exchange Listing, oras the “Catch-up Amount,” determined as the sum of 1.82% (7.27% annualized) following an Exchange Listing,(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 valueincentive fee based on income.
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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 will be paid 17.5% (15% during the Company’s net assets.  This “catch-up” portion is meant to provide the Adviser with approximately 15% prior to an Exchange Listing, or 17.5% following an Exchange Listing,Waiver Period), of the Company’s 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 ifdescribed below.
The income based incentive fee that will be paid to the Adviser for a hurdle rate did not apply if the “catch up”particular quarter is achieved.  
15%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 an Exchange Listing, or 17.5% following an Exchange Listing,the end of the Company’sWaiver Period), of the Cumulative Net Return (as defined below) during the relevant Trailing Twelve Quarters minus (b) the aggregate income based incentive fee that was paid in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant Trailing Twelve Quarters.
“Cumulative Net Return” means (x) the pre-incentive fee net investment income in respect of the relevant Trailing Twelve Quarters minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant Trailing Twelve Quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no income based incentive fee to the Adviser for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is a positive value but is less than the income based incentive fee that exceedsis payable to the “catch-up” provision.Adviser for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income based incentive fee to the Adviser equal to the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is equal to or greater than the income based incentive fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income based incentive fee to the Adviser equal to the incentive fee calculated as described above for such quarter without regard to the Incentive Fee Cap.
“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.
These calculations are prorated for any period of less than three months and adjusted for any share issuances or repurchases during the relevant quarter. If an Exchange Listing occursAs 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 shall bewas calculated for such calendar quarter at a weighted rate calculated based on the fee rates applicable before and after the Exchange Listingconsummation of the IPO based on the number of days in such calendar quarter before and after the Exchange Listing.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.
The(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, will beis determined and payable in arrears as of the end of each calendar year in an amount equal to 15% prior to an Exchange Listing, or 17.5% following an Exchange Listing, of realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees as calculated in accordance with U.S. GAAP.
Prior to the IPO, the second part of the incentive fee, a capital gains incentive fee, 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.
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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)
For the three months ended March 31, 2024 and 2023, the Company accrued income based incentive fees of $35.8 million and $30.4 million, respectively, of which $0.0 million and $4.3 million, respectively, were waived. The Waiver Period ended on October 28, 2023.
As of March 31, 2019,2024 and December 31, 2023, $35.8 million and $34.4 million, respectively, was payable to the Adviser for income based incentive fees.
For the three months ended March 31, 2024, the Company accrued $1.1 million and $0.5 millioncapital gains incentive fees of income based incentive fee and$3.1 million. For the three months ended March 31, 2023, the Company reversed previously accrued capital gains incentive fee respectively, all of which was unpaid as of March 31, 2019. As of December 31, 2018, there was no income based or capital gains incentive fees payable to the Adviser.$(1.6) million.
Administration Agreement
On October 1, 2018, the Company entered into an Administration Agreement with GSO.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”(“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 iswas two years from October 1, 2018 and, unless2018. Unless earlier terminated, earlier, 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 Company’s independent trustees.  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, information technology, 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 foregoforgo any reimbursement for rent and other occupancy costs fromfor the commencement of operations throughthree months ended March 31, 2019.2024 and 2023.
For the three months ended March 31, 2019,2024 and 2023, the Company incurred $0.7 million and $0.4 million, respectively, in expenses under the Administration Agreement, which were recorded in administrativeAdministrative service expenses in the Company’s Condensed Consolidated StatementStatements of Operations.
As of March 31, 20192024 and December 31, 2018, $0.82023, $0.6 million and $0.4$1.1 million, respectively, was unpaid and included in dueDue to affiliateaffiliates 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”Agreement”) with State Street Bank and Trust Company (the “Sub-Administrator”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”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.
For the three months ended March 31, 2019, the Company incurred expenses for services provided by the Sub-Administrator
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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 the Custodian of $0.1 million in the aggregate, which were recorded in other general and administrative expenses in the Company’s Statement of Operations.  as otherwise noted)
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”Agreement”) with the Adviser. The Adviser maypursuant to which the Adviser was able to elect to pay certain expenses of the Company on the Company’s behalf (each, an “Expense Payment”Payment”), provided that no portion of the payment will bewas used to pay any interest of the Company. Any Expense Payment that the Adviser has committed to pay shallwas 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.
FollowingPursuant to the Expense Support Agreement, following any calendar quarter in which Available Operating Funds (as defined below) exceedexceeded the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in

such calendar quarter (the amount of such excess being hereinafter referred to as “Excess Operating Funds”Funds”), the Company shallwas 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 have beenwere reimbursed. Any payments required to be made by the Company shall beto the Adviser are referred to herein as a “Reimbursement PaymentPayment”.” 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).
NoThe Expense Support Agreement terminated by its own terms on October 28, 2021. The Company’s obligation to make Reimbursement Payment for any calendar quarter shallPayments survived the termination of the Expense Support Agreement and may be made iffor a period of up to three years, in accordance with the annualized rateterms of regular cash distributions declared by the Company on record dates in the applicable calendar quarter of such Reimbursement Payment is less than the annualized rate of regular cash distributions declared by the Company on record dates in the calendar quarter in which the Expense Payment was committed to which such Reimbursement Payment relates.Support Agreement. The Company’s obligation to make a Reimbursement Payment shall automatically becomebecomes a liability of the Company on the last business day of the applicable calendar quarter. The Adviser has elected to forgo its right to receive such payment for all periods throughAs of March 31, 2019.

2024 and 2023, there are no amounts subject to the Reimbursement Payment obligation.
As of March 31, 2019, since the commencement of operations, the Adviser had made2024 and 2023, there was no unreimbursed Expense Payments in the amount of $2.3 million.Payments. For the three months ended March 31, 2019,2024 and 2023, the Adviser made no Expense Support Payments in the amount of $0.6 million. For the three months ended March 31, 2019,and the Company did not reimburse any amounts of expense supportmade no Reimbursement Payments related to Expense Payments by the Adviser. The Company may or may not reimburse remaining expense support in the future.
Board of Trustees
The Company’s Board currently consists of seven members, four of whom are independent trustees. The Board has established an Audit Committee of the Board and a Nominating and Governance Committee (the “Nominating Committee”) of the Board and may establish additional committees in the future.
Note 4. Investments
The following table summarizes the composition of the Company’s investment portfolio at cost and fair value was as of March 31, 2019 and December 31, 2018:follows:
March 31, 2024December 31, 2023
CostFair Value% of Total
Investments at
Fair Value		CostFair Value% of Total
Investments at
Fair Value
First lien debt$10,375,810 $10,287,119 98.5 %$9,817,402 $9,722,061 98.5 %
Second lien debt43,551 41,515 0.4 43,347 41,515 0.4 
Unsecured debt11,724 11,859 0.1 9,930 9,924 0.1 
Equity65,668 98,680 1.0 63,480 94,940 1.0 
Total$10,496,753 $10,439,173 100.0 %$9,934,159 $9,868,440 100.0 %
59
 March 31, 2019 December 31, 2018
 Cost Fair Value % of Total
Investments at
Fair Value		 Cost Fair Value % of Total
Investments at
Fair Value
First lien debt$914,573
 $916,462
 98.00% $542,395
 $538,983
 98.84%
Second lien debt18,497
 18,734
 2.00
 6,358
 6,342
 1.16
Total$933,070
 $935,196
 100.00% $548,753
 $545,325
 100.00%
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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 industry composition of investments at fair value was as follows:
March 31, 2024December 31, 2023
Aerospace & Defense4.9 %5.2 %
Air Freight & Logistics4.0 4.2 
Building Products3.0 3.2 
Chemicals0.1 0.1 
Commercial Services & Supplies7.5 7.8 
Construction & Engineering0.5 0.5 
Containers & Packaging0.2 0.2 
Distributors4.9 5.7 
Diversified Consumer Services4.2 3.9 
Diversified Financial Services1.3 1.4 
Diversified Telecommunication Services1.3 1.4 
Electrical Equipment0.5 1.1 
Electronic Equipment, Instruments & Components1.2 1.3 
Electric Utilities0.6 0.6 
Energy Equipment & Services0.3 0.4 
Ground Transportation0.2 0.2 
Health Care Equipment & Supplies0.8 0.6 
Health Care Providers & Services10.6 10.7 
Health Care Technology5.3 5.1 
Industrial Conglomerates0.1 0.1 
Insurance5.1 5.4 
Internet & Direct Marketing Retail3.0 3.2 
IT Services3.9 2.9 
Machinery (1)
0.0 0.0 
Marine0.2 0.3 
Media0.1 0.1 
Oil, Gas & Consumable Fuels1.0 1.0 
Paper & Forest Products0.1 0.1 
Pharmaceuticals0.2 0.2 
Professional Services9.0 7.8 
Real Estate Management & Development0.9 0.9 
Software17.5 17.4 
Specialty Retail1.6 1.7 
Technology Hardware, Storage & Peripherals0.8 0.8 
Trading Companies & Distributors1.2 0.5 
Transportation Infrastructure3.9 4.0 
Total100.0 %100.0 %
(1)Amount rounds to less than 0.1% as of March 31, 20192024 and December 31, 2018 was2023.
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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 follows:otherwise noted)
 March 31, 2019 December 31, 2018
Aerospace & Defense0.75% 1.27%
Air Freight & Logistics3.68
 —
Building Products13.18
 9.46
Capital Markets—
 0.45
Chemicals3.36
 3.29
Commercial Services & Supplies4.14
 4.17
Construction & Engineering10.05
 2.13
Containers & Packaging—
 0.34
Distributors6.82
 4.64
Diversified Consumer Services2.37
 1.98
Diversified Financial Services0.60
 1.38
Diversified Telecommunication Services—
 0.88
Electronic Equipment, Instruments & Components1.54
 —
Energy Equipment & Services2.31
 3.96
Health Care Equipment & Supplies5.07
 7.29
Health Care Providers & Services12.17
 17.97
Health Care Technology0.31
 0.53
Hotels, Restaurants & Leisure9.95
 16.98
Insurance—
 0.18
IT Services7.17
 2.59
Machinery0.51
 0.88
Media6.01
 2.88
Oil, Gas & Consumable Fuels—
 0.35
Professional Services4.30
 1.31
Real Estate Management & Development—
 0.90
Software1.07
 6.24
Specialty Retail1.19
 1.66
Trading Companies & Distributors1.01
 2.18
Transportation Infrastructure2.44
 4.11
Total100.00% 100.00%

The geographic composition of investments at cost and fair value was as follows:
March 31, 2024
CostFair Value% of Total
Investments at
Fair Value		Fair Value
as % of Net
Assets
United States$9,820,598 $9,774,947 93.7 %189.6 %
Canada274,055 275,335 2.6 5.3 
Bermuda/Cayman Islands436 511 0.0 0.0 
Europe401,025 387,751 3.7 7.5 
Asia639 629 0.0 0.0 
Total$10,496,753 $10,439,173 100.0 %202.4 %

December 31, 2023
CostFair Value% of Total Investments at Fair ValueFair Value
 as % of Net
Assets
United States$9,381,707 $9,317,684 94.4 %188.2 %
Canada275,579 278,103 2.8 5.6 
Bermuda/Cayman Islands436 473 0.0 0.0 
Europe276,437 272,180 2.8 5.5 
Total$9,934,159 $9,868,440 100.0 %199.3 %
As of March 31, 20192024 and December 31, 2018 was2023, one borrower (across two loans) and one borrower (one loan) in the portfolio were on non-accrual status.
As of March 31, 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.
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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 follows:otherwise noted)
 March 31, 2019
 Cost Fair Value 
% of Total
Investments at
Fair Value
 
Fair Value
as % of Net
Assets
United States$875,263
 $877,749
 93.85
 138.72%
Luxembourg53,900
 $53,556
 5.73
 8.46
United Kingdom3,907
 3,891
 0.42
 0.62
Total$933,070
 $935,196
 100.00% 147.80%

 December 31, 2018
 Cost Fair Value 
% of Total
Investments at
Fair Value
 
Fair Value
as % of Net
Assets
United States$542,891
 $539,541
 98.94% 228.26%
United Kingdom5,862
 5,784
 1.06
 2.45
Total$548,753
 $545,325
 100.00% 230.71%

Note 5. Fair Value Measurements
The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date.  
The fair value hierarchy under ASC 820 prioritizes the inputs to valuation methodology used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities. The three levels of the fair value hierarchy are as follows:
Level 1: Inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.
Level 2:  Inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities and certain over-the-counter derivatives where the fair value is based on observable inputs.
Level 3:  Inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include debt and equity investments in privately held entities, collateralized loan obligations (“CLOs”) and certain over-the-counter derivatives where the fair value is based on unobservable inputs.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the overall fair value measurement. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.  Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfer occurs.
In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC 820.  Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing

services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment.
In the absence of independent, reliable market quotes, an enterprise value analysis is typically performed to determine the value of equity investments, control debt investments and non-control debt investments that are credit-impaired, and to determine if debt investments are credit impaired.  Enterprise value (“EV”) means the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time.  When an investment is valued using an EV analysis, the EV of a portfolio company is first determined and allocated over the portfolio company’s securities in order of their preference relative to one another (i.e. “waterfall” allocation).  
If debt investments are credit-impaired, which occurs when there is insufficient coverage under the EV analysis through the respective investment’s position in the capital structure, the Adviser uses the enterprise value “waterfall” approach or a recovery method (if a liquidation or restructuring is deemed likely) to determine fair value.  For debt investments that are not determined to be credit-impaired, the Adviser uses a market interest rate yield analysis (discussed below) to determine fair value.
The Adviser will generally utilize approaches including the market approach, the income approach or both approaches, as appropriate, when calculating EV.  The primary method for determining EV for non-control investments, and control investments without reliable projections, uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s earnings before interest, taxes, depreciation and amortization (“EBITDA”) or another key financial metric (e.g. such as revenues, cash flows or net income) (“Performance Multiple”).  Performance Multiples are typically determined based upon a review of publicly traded comparable companies and market comparable transactions, if any.  The second method for determining EV (and primary method for control investments with reliable projections) uses a discounted cash flow analysis whereby future expected cash flows and the anticipated terminal value of the portfolio company are discounted to determine a present value using estimated discount rates.  The income approach is generally used when the Adviser has visibility into the long term projected cash flows of a portfolio company, which is more common with control investments.  
Subsequently, for non-control debt investments that are not credit-impaired, and where there is an absence of available market quotations, fair value is determined using a yield analysis. To determine fair value using a yield analysis, the expected cash flows are projected based on the contractual terms of the debt security and discounted back to the measurement date based on a market yield.  A market yield is determined based upon an assessment of current and expected market yields for similar investments and risk profiles.  The Company considers the current contractual interest rate, the maturity and other terms of the investment relative to risk of the company and the specific investment. A key determinant of risk, among other things, is the leverage through the investment relative to the enterprise value of the portfolio company. As these debt investments held by the Company are substantially illiquid with no active transaction market, the Company depends on primary market data, including newly funded transactions, as well as secondary market data with respect to high yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable.  The fair value of loans with call protection is generally capped at par plus applicable prepayment premium in effect at the measurement date.  
The following table presentstables present the fair value hierarchy of financial instruments:
March 31, 2024
Level 1Level 2Level 3Total
First lien debt$— $108,808 $10,178,311 $10,287,119 
Second lien debt— — 41,515 41,515 
Unsecured debt— — 11,859 11,859 
Equity— — 98,680 98,680 
Total$— $108,808 $10,330,365 $10,439,173 

December 31, 2023
Level 1Level 2Level 3Total
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 as of March 31, 2019are illiquid and December 31, 2018:privately negotiated in nature and are subject to contractual sale constraints or other restrictions pursuant to their respective governing or similar agreements.
 March 31, 2019
 Level 1 Level 2 Level 3 Total
First lien debt$—
 $388,777
 $527,685
 $916,462
Second lien debt—
 5,916
 12,818
 18,734
Total Investments—
 394,693
 540,503
 935,196
Forward purchase obligation—
 —
 (104) (104)
Total$—
 $394,693
 $540,399
 $935,092
 December 31, 2018
 Level 1 Level 2 Level 3 Total
First lien debt$—
 $210,858
 $328,125
 $538,983
Second lien debt—
 6,342
 —
 6,342
Total Investments—
 217,200
 328,125
 545,325
Forward purchase obligation—
 —
 (222) (222)
Total$—
 $217,200
 $327,903
 $545,103

The following table presentstables present changes in the fair value of financial instruments for which Level 3 inputs were used to determine the fair valuevalue:
Three Months Ended March 31, 2024
First Lien 
Debt		Second Lien 
Debt		Unsecured DebtEquityTotal Investments
Fair value, beginning of period$9,564,203 $41,515 $9,924 $94,940 $9,710,582 
Purchases of investments734,974 180 1,785 2,188 739,127 
Proceeds from principal repayments and sales of investments(186,370)— — — (186,370)
Accretion of discount/(amortization of premium)9,341 25 9 — 9,375 
Net realized gain (loss)428 — — — 428 
Net change in unrealized appreciation (depreciation)5,496 (205)141 1,552 6,984 
Transfers into Level 3 (1)
50,239 — — — 50,239 
Transfers out of Level 3 (1)
— — — — — 
Fair value, end of period$10,178,311 $41,515 $11,859 $98,680 $10,330,365 
   Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of March 31, 2024 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations$6,191 $(205)$135 $1,553 $7,674 
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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 of and forotherwise noted)
Three Months Ended March 31, 2023
First Lien 
Debt		Second Lien 
Debt		EquityTotal Investments
Fair value, beginning of period$9,275,511 $46,336 $150,949 $9,472,796 
Purchases of investments114,229 411 — 114,640 
Proceeds from principal repayments and sales of investments(71,040)— — (71,040)
Accretion of discount/(amortization of premium)8,407 36 — 8,443 
Net realized gain (loss)46 — — 46 
Net change in unrealized appreciation (depreciation)(14,862)(105)3,572 (11,395)
Transfers into Level 3 (1)
4,938 — — 4,938 
Transfers out of Level 3 (1)
(91,939)— — (91,939)
Fair value, end of period$9,225,290 $46,678 $154,521 $9,426,489 
   Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of March 31, 2023 included in net change in unrealized appreciation (depreciation) on the Condensed Consolidated Statements of Operations$(14,862)$(105)$3,572 $(11,395)
(1)For the three months ended March 31, 2019:2024 and 2023, transfers into or out of Level 3 were primarily due to decreased or increased price transparency.
 Three Months Ended March 31, 2019
 First Lien Debt Second Lien Debt 
Forward Purchase
Obligation
 Total
Fair value, beginning of period$328,125
 $—
 $(222) $327,903
Purchases of investments260,286
 11,082
 —
 271,368
Proceeds from principal repayments and sales of investments(12,770) —
 —
 (12,770)
Accretion of discount/amortization of premium360
 3
 —
 363
Net change in unrealized appreciation (depreciation)2,809
 194
 118
 3,121
Transfers into Level 3 (1)
9,067
 1,539
 —
 10,606
Transfers out of Level 3 (1)
(60,192) —
 —
 (60,192)
Fair value, end of period$527,685
 $12,818
 $(104) $540,399
Net change in unrealized appreciation (depreciation) included in earnings related to financial instruments still held as of March 31, 2019 included in net unrealized appreciation (depreciation) on the Consolidated Statement of Operations$2,770
 $194
 $118
 $3,082
(1)For the three months ended March 31, 2019, transfers into Level 3 were primarily due to decreased price transparency. For the three months ended March 31, 2019, transfers out of Level 3 were primarily due to increased price transparency.
The following table presentstables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments as of March 31, 2019 and December 31, 2018. The table isinstruments. These tables are not intended to be all-inclusive but instead capturescapture the significant unobservable inputs relevant to the Company’s determination of fair value.
March 31, 2024
Range
Fair ValueValuation TechniqueUnobservable InputLowHigh
Weighted Average (1)
Investments in first lien debt$10,082,833 Yield AnalysisDiscount Rate5.37 %30.72 %10.58 %
51,247 Market QuotationsBroker quoted price100.00100.00100.00
44,231 Asset RecoverabilityMarket Multiple10.00x10.50x10.34x
10,178,311 
Investments in second lien debt41,515 Yield AnalysisDiscount Rate9.90 %14.98 %13.07 %
Investments in unsecured debt11,859 Yield AnalysisDiscount Rate13.78%14.00%13.97%
Investments in equity62,990 Market ApproachPerformance Multiple6.44x30.00x11.59x
29,072 Option Pricing ModelExpected Volatility32.00 %57.00 %43.06 %
6,618 Yield AnalysisDiscount Rate11.00 %17.92 %14.34 %
98,680 
Total$10,330,365 
63
 March 31, 2019
       Range  
 Fair Value 
Valuation
Technique
 
Unobservable
Input
 Low High 
Weighted
Average
Investments in first lien debt$425,711
 Yield analysis Discount rate 8.21% 10.04% 8.93%
 101,974
 Broker quotations Broker quoted price 91.50
 100.31
 97.21
 527,685
          
Investments in second lien debt12,818
 Broker quotations Broker quoted price 98.75
 100.25
 100.07
Forward purchase obligation (1)
(104) Yield analysis Discount rate 8.37% 9.21% 8.64%
Total$540,399
          
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)
December 31, 2018
  Range  
Fair Value 
Valuation
Technique
 
Unobservable
Input
 Low High 
Weighted
Average
December 31, 2023December 31, 2023
Range
Fair Value
Fair Value
Fair ValueValuation TechniqueUnobservable InputLowHigh
Weighted Average (1)
Investments in first lien debt$232,818
 Yield analysis Discount rate 8.84% 9.90% 9.34%Investments in first lien debt$9,533,700 Yield AnalysisYield AnalysisDiscount Rate7.68 %30.89 %10.31 %
95,307
 Broker quotations Broker quoted price 92.50
 99.75
 96.91
328,125
      
Forward purchase obligation (1)
(222) Yield analysis Discount rate 9.13% 9.13% 9.13%
30,503 30,503 Asset RecoverabilityMarket Multiple10.50x
9,564,203
Investments in second lien debt
Investments in second lien debt
Investments in second lien debt41,515 Yield AnalysisDiscount Rate10.18 %14.38 %12.69 %
Investments in unsecured debtInvestments in unsecured debt9,924 Yield AnalysisDiscount Rate14.90%
Investments in equityInvestments in equity60,007 Market ApproachPerformance Multiple6.40x30.00x11.47x
28,531 28,531 Option Pricing ModelExpected Volatility32.00 %55.00 %42.86 %
6,402 6,402 Yield AnalysisDiscount Rate10.75 %17.92 %14.17 %
94,940
Total$327,903
      
Total
Total
(1)The forward purchase obligation is valued as the excess of the (a) agreed upon purchase price under the Forward Purchase Agreement over the (b) fair value of the underlying investments, which is calculated in the same manner as the Company’s debt investments. Refer to Note 7 for additional information.

(1)Weighted averages are calculated based on fair value of investments.
The significant unobservable input used in the yield analysis is the discount rate based on comparable market yields. The significant unobservable input used for brokermarket quotations are the broker quoted prices which may include quotes from brokers, dealers andprovided by independent pricing services as indicated by comparable investments.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 broker quoted prices or Performance Multiples would result in a significantly lower fair value measurement.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of the Company’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it.  In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected in the valuations currently assigned.
Financial Instruments Not Carried at Fair Value
Debt
The carrying amountsfair value of the Company’s financial assetsSPV Financing Facilities (as defined in Note 6) and liabilities, other than investments at fairRevolving Credit Facility (as defined in Note 6), as of March 31, 2024 and December 31, 2023, approximates their carrying value approximate fair value.as the credit facilities have variable interest based on selected short-term rates. These financial instruments arewould 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 6) had they been accounted for at fair value. These financial instruments would be categorized as Level 3 within the hierarchy as of March 31, 2024 and December 31, 2023.
March 31, 2024December 31, 2023
Fair ValueFair Value
2026 Notes$765,680 $763,085 
New 2026 Notes645,470 643,814 
2027 Notes586,560 583,633 
2028 Notes573,495 561,129 
Total$2,571,205 $2,551,661 

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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)
Other
As of March 31, 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. Borrowings
In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 20192024 and December 31, 2018,2023, the Company’s asset coverage was 322.8%197.3% and 227.8%200.3%, respectively.
Subscription Facility
On November 6, 2018,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 revolvingfirst 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 (the “Subscription Facility”)is limited to the value of its investment in the applicable SPV.
In connection with Bankthe 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 America, N.A., as the administrative agent, the sole lead arranger, the letterdefault for similar financing transactions, including if a change of credit issuer and a lender, and the other lenders from time to time party thereto.
The maximum commitment amountcontrol of the Subscription Facility is $200 million, subject to availabilityapplicable SPV occurs. Upon the occurrence and during the continuation of an event of default, the lenders under the borrowing base, which is based on the undrawn capital commitments of the shareholders, and restrictions imposed on borrowings under the 1940 Act.  The maximum commitment amount of the Subscriptionapplicable SPV Financing Facility may be increased to $400 million through the exercise by the Company of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing.  The Company is permitted to borrow under the Subscription Facility for any purpose permitted under its constituent documents.
Borrowings under the Subscription Facility bear interest, at the Company’s election at the time of drawdown, at a rate per annum equal to (i) in the case of LIBOR rate loans, an adjusted LIBOR rate for the applicable interest period plus 2.00% or

(ii) in the case of reference rate loans, the greatest of (A) the prime rate plus 1.00%, (B) the federal funds rate plus 1.50%, and (C) one-month adjusted LIBOR plus 2.00%. Loans may be converted from one rate to another at any time at the Company’s election, subject to certain conditions. Effective November 6, 2018, the Company pays an unused commitment fee equal to (x) 0.30% per annum whendeclare the outstanding principal obligations are less than 50% of the maximum commitmentadvances and (y) 0.25% per annum when the outstanding principal obligations are greater than or equal to 50% of the maximum commitment.  
The Subscription Facility will mature upon the earliest of: (i) November 6, 2019 (the “Stated Maturity Date”); (ii) the date upon which the administrative agent declares theall other obligations under the Subscriptionapplicable SPV Financing Facility immediately due and payable after thepayable. The occurrence of an event of default; (iii) 30 days prior todefault triggers a requirement that the termination of the Company’s constituent documents; (iv) 30 days prior to the date on which the Company’s ability to call capital contributions for the purpose of repaying the obligations under the Subscription Facility is terminated; and (v) the date the Company terminates the lender commitments pursuant to the Subscription Facility. The Stated Maturity Date may be extended, at the Company’s option, for two additional terms not longer than 364 days each, subject to customary conditions, including (x)applicable SPV obtain the consent of the administrative agent andlenders under the extending lenders and (y) payment of an extension fee.
The Subscriptionapplicable SPV Financing Facility is secured by a pledge of the Company’s right, title, and interest in andprior to the undrawn capital commitments of the Company’s investors. The Subscription Facility includes customary affirmative and negative covenants and consent rights grantedentering into any sale or disposition with respect to the lenders, as well as usual and customary events of default for revolving credit facilities of this nature.portfolio investments.
As of March 31, 2019,2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of each of the Subscription Facility.SPV Financing Facilities.
JPM SPVJackson Hole Funding Facility
On November 16, 2018, Jackson Hole Funding, LLC (“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 February 6, 2019December 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 “JPM SPVJackson 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 JPM SPVJackson Hole Funding Facility.
Advances under the JPM SPVJackson Hole Funding Facility bear interest at a per annum rate equal to the three-month LIBORbenchmark in effect for the currency of the applicable advances (which is the three-month Term SOFR for dollar advances), plus the applicable margin of 2.50%2.375% per annum. Effective January 16, 2019,annum for certain foreign currency advances to 2.525% per annum for dollar advances. Jackson Hole Funding pays a commitment fee of 0.60%0.48% per annum (or 0.375% per annum until the date that is nine months from the date the JPM SPV Facility was entered into) on the average daily unused amount of the financing commitments until the third anniversaryNovember 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.
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Table of the JPM SPV Facility.  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)
The initial principalmaximum commitment amount of the JPM SPVJackson Hole Funding Facility is $300as of March 31, 2024 was $500.0 million. The JPM SPVJackson Hole Funding Facility has an accordion feature, subject to the satisfaction of various conditions, which could bring total commitments under the JPM SPVJackson Hole Funding Facility to up to $600$900.0 million. Proceeds from borrowings under the JPM SPVJackson 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 JPM SPVJackson Hole Funding Facility expires on November 16, 202128, 2025 and the JPM SPVJackson Hole Funding Facility is scheduled to mature on May 16, 2023 (“Maturity Date”).17, 2027.
Jackson Hole Funding’s obligations to the lenders under the JPM SPV Facility are secured by a first priority security interest in Jackson Hole Funding’s portfolio of investments and cash. The obligations of Jackson HoleBreckenridge Funding under the JPM SPV Facility are non-recourse to the Company, and the Company’s exposure under the JPM SPV Facility is limited to the value of its investment in Jackson Hole Funding.  
In connection with the JPM SPV Facility, Jackson Hole Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The JPM SPV Facility contains customary events of default for similar financing transactions, including if a change of control of Jackson Hole Funding occurs or if the Company is no longer the portfolio manager of Jackson Hole Funding. Upon the occurrence and during the continuation of an event of default, JPM may declare the outstanding advances and all other obligations under the JPM SPV Facility immediately due and payable.
The occurrence of an event of default (as described above) or a market value event (as defined in the JPM SPV Facility) triggers a requirement that Jackson Hole Funding obtain the consent of JPM prior to entering into any sale or disposition with respect to portfolio assets, and the occurrence of a market value event triggers the right of JPM to direct

Jackson Hole Funding to enter into sales or dispositions with respect to any portfolio assets, in each case in JPM’s sole discretion.
As of March 31, 2019, the Company was in compliance with all covenants and other requirements of the JPM SPV Facility.
BNP SPV Facility
On December 21, 2018, Breckenridge Funding, LLC (“Breckenridge Funding”), the Company’s wholly-owned subsidiary that holds primarily syndicated loan investments, entered into a senior secured revolving credit facility (as(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 “BNP SPVBreckenridge 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 BNP SPVBreckenridge Funding Facility.
Advances under the BNP SPVBreckenridge Funding Facility bear interest at a per annum rate equal to the three-month LIBORTerm SOFR (or other base rate) in effect, plus an applicable margin of 1.50% (or 1.25% prior to the collection period end date on June 3, 2019) to 2.15%1.70%, 2.05% or 2.30% per annum, as applicable, depending on the nature of the advances being requested under the facility. Effective June 21, 2019, Breckenridge Funding will also paypays 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 the third anniversary of the BNP SPV Facility.December 21, 2024, in addition to certain other fees as agreed between Breckenridge Funding and BNP.
The maximum commitment amount of the BNP SPV Facility is $400 million. Proceeds from borrowings under the BNP SPVBreckenridge 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 BNP SPVBreckenridge Funding Facility expires on December 21, 2021 (or such later date as may be agreed by2024 and the Breckenridge Funding BNP, as administrative agent, and the lenders under the BNP SPV Facility) and the BNP SPV Facility is scheduled to mature on December 21, 2023.2026.
Breckenridge Funding’sBig Sky Funding Facility
On December 10, 2019, Big Sky Funding, the Company’s wholly-owned subsidiary, entered into a senior secured revolving credit facility (which was subsequently amended on December 30, 2020 and September 30, 2021 and amended and restated on June 29, 2022, and amended on March 30, 2023 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.
Revolving Credit Facility
On June 15, 2020, the Company entered into a senior secured revolving credit facility (which was most recently amended on June 9, 2023, and as further amended from time to time, the “Revolving Credit Facility”) with Citibank, N.A. (“Citi”) serving as administrative agent and collateral agent.
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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)
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 BNP SPVRevolving Credit Facility are secured by a first priority security interest in substantially all of Breckenridge Funding’s portfolio of investments and cash. The obligations of Breckenridge Funding under the BNP SPV Facility are non-recourse to the Company, and the Company’s exposure under the BNP SPV Facility is limited to the value of its investment in Breckenridge Funding.assets.
In connection with the BNP SPVRevolving Credit Facility, Breckenridge Fundingthe 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 BNP SPVRevolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of Breckenridge Funding occurs or if the Company is no longer the servicer of Breckenridge Funding.transactions. Upon the occurrence and during the continuation of an event of default, BNPCiti may terminate the commitments and declare the outstanding advances and all other obligations under the BNP SPVRevolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) suspends the ability of Breckenridge Funding to acquire or sell additional assets.
As of March 31, 2019,2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of the BNP SPVRevolving Credit Facility.
At
Unsecured Notes
The Company issued unsecured notes, as further described below: 2026 Notes, New 2026 Notes, 2027 Notes and 2028 Notes (each as defined below) which are collectively referred to herein as the “Unsecured Notes”.
The Unsecured Notes contain certain covenants, including covenants requiring the Company to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the Unsecured Notes and the Trustee (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.
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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)
As of March 31, 20192024 and December 31, 2018,2023, 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.
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.
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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)
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.
The Company’s outstanding debt obligations were as follows:
March 31, 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 $387,949 $387,949 $— $112,051 $112,051 
Breckenridge Funding Facility1,025,000 824,350 824,350 — 200,650 200,650 
Big Sky Funding Facility500,000 500,000 500,000 — — — 
Revolving Credit Facility(4)
1,775,000 785,728 785,728 — 989,273 989,273 
2026 Notes800,000 800,000 796,789 3,211 — — 
New 2026 Notes700,000 700,000 695,647 4,353 — — 
2027 Notes650,000 650,000 642,097 7,903 — — 
2028 Notes650,000 650,000 641,554 8,446 — — 
Total$6,600,000 $5,298,027 $5,274,114 $23,913 $1,301,974 $1,301,974 
 March 31, 2019
 Aggregate
Principal
Committed		 Outstanding
Principal		 Carrying
Value		 
Unused
Portion (1)
 
Amount
Available (2)
Subscription Facility$200,000
 $11,731
 $11,731
 $188,269
 $168,762
JPM SPV Facility300,000
 120,000
 120,000
 180,000
 86,333
BNP SPV Facility400,000
 152,315
 152,315
 247,685
 146,415
Total$900,000
 $284,046
 $284,046
 $615,954
 $401,510


 December 31, 2018
 Aggregate
Principal
Committed		 Outstanding
Principal		 Carrying
Value		 
Unused
Portion (1)
 
Amount
Available (2)
Subscription Facility$200,000
 $—
 $—
 $200,000
 $174,032
JPM SPV Facility300,000
 120,000
 120,000
 180,000
 22,966
BNP SPV Facility400,000
 65,000
 65,000
 335,000
 5,183
Total$900,000
 $185,000
 $185,000
 $715,000
 $202,181
(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 March 31, 20192024, 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 March 31, 2024, the Company had non-USD borrowings denominated in the following currencies:
•Canadian Dollars (CAD) 1.0 million
•Euros (EUR) 101.1 million
•British Pounds (GBP) 113.2 million
•Australian Dollar (AUD) 1.0 million
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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)
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 Facility1,025,000 741,700 741,700 — 283,300 283,300 
Big Sky Funding Facility500,000 480,906 480,906 — 19,094 19,094 
Revolving Credit Facility(4)
1,775,000 682,258 682,258 — 1,092,742 1,092,662 
2026 Notes800,000 800,000 796,343 3,657 — — 
New 2026 Notes700,000 700,000 695,206 4,794 — — 
2027 Notes650,000 650,000 641,412 8,588 — — 
2028 Notes650,000 650,000 641,086 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
As of March 31, 2024 and December 31, 2018, $3.82023, $29.0 million and $0.8$38.7 million, respectively, of interest expense and $0.2$1.1 million and $0.1$1.2 million, respectively, of unused commitment fees waswere included in interest payable. For the three months ended March 31, 2019,2024 and 2023, the weighted average interest rate (including unused fees and accretion of net discounts on unsecured debt) on all borrowings outstanding was 4.95%5.10% and 4.68%, respectively. For the three months ended March 31, 2024 and 2023, the weighted average all-in cost of debt (including unused fees)fees, accretion of net discounts on unsecured debt, and amortization of deferred financing costs) was 5.23% and 4.78%, and the average principal debt outstanding was $353.7 million.respectively.
For the three months ended March 31, 2019,2024 and 2023, the average principal debt outstanding was $5,046.2 million and $5,619.0 million, respectively.
The components of interest expense were as follows:
Three months ended March 31,
20242023
Borrowing interest expense$61,165 $62,125 
Facility unused fees1,816 929 
Amortization of deferred financing costs1,698 1,125 
Amortization of original issue discount and debt issuance costs2,041 2,549 
Total Interest Expense$66,720 $66,728 
Cash paid for interest expense$72,624 $88,513 
70
 Three Months Ended
March 31, 2019
Borrowing interest expense$4,110
Facility unused fees272
Amortization of financing costs290
Total interest expense$4,672
Cash paid for interest expense$1,257
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 7. Commitments and Contingencies
Portfolio Company Commitments
The Company’s investment portfolio contains and is expected to continue tomay contain debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of March 31, 20192024 and December 31, 2018,2023, the Company had unfunded commitments, including delayed draw termsterm loans and revolvers, with an aggregate amount of $83.2$1,421.3 million and $54.7$985.9 million, of unfunded commitments, respectively.
Warehousing Transactions
The Company entered into two warehousing transactions wherebyAdditionally, from time to time, the Company agreed, subjectAdviser and its affiliates may commit to certain conditions, to purchase certain assets from parties unaffiliated withan investment on behalf of the Adviser. Such warehousing transactions were designed to assistinvestment vehicles it manages, including the Company in deploying capital upon receipt of drawdown proceeds. OneCompany. Certain terms of these warehousing transactions relates primarily to originated or anchor investments in middle market loans (the “Middle Market Warehouse”).  The other warehouse related primarily to broadly syndicated loans (the “Syndicated Warehouse”are not finalized at the time of the commitment and together with the Middle Market Warehouse, the “Warehousing Transactions”)each respective investment vehicle’s allocation may change prior to the acquisition of the equity interests of the Syndicated Warehouse by the Company and merger of the Syndicated Warehouse with the Company’s wholly-owned subsidiary, as described below.
Middle Market Warehouse
On September 10, 2018, the Company entered into a Warehousing Transaction for primarily middle market loans with a warehouse provider unaffiliated with the Adviser. After the Middle Market Warehouse arrangement was entered into, the warehouse provider became a holder of greater than 5% of the Company's outstanding shares. The warehouse investments for the Middle Market Warehouse are ultimately selected by the warehouse provider, in its sole discretion, for an account which it solely controls.  Recommendations for such investments are made on a non-discretionary basis by an affiliate of the Adviser, but only if the Adviser has determined the investment is desirable for the Company.  The Company is a party to a forward purchase agreement pursuant to which the Company agrees to purchase certain assets held in the Middle Market Warehouse at

a purchase price based on the cost of the asset to the warehouse provider plus amounts of unpaid interest, original issue discount and structuring fees accrued to the warehouse provider during the time the warehouse provider owned the asset.
Under the Middle Market Warehouse, the Company has until the maturity date of September 10, 2019, which is one year from the commencement date of the warehouse, to purchase the assets in the warehouse.  Additionally, the obligation to purchase assets from the warehouse provider is contingent on the Company raising sufficient funds to purchase such assets.  The obligation to purchase such assets was also contingent on the assets meeting certain criteria and further the obligation to purchase such assets may be satisfied by another party (including an affiliate of the Company).
Asfunding. In this regard, as of March 31, 20192024 and December 31, 2018, there was $52.82023, the Company estimates that $373.6 million and $30.0 million in aggregate principal amounts of debt investments, respectively, in the Middle Market Warehouse, all of which the Company was obligated to purchase at a future date under forward purchase agreements.
Since the Company has a contractual obligation to acquire all qualifying assets in the Middle Market Warehouse through a forward purchase agreement, the mark-to-market gain/loss of all investments is recognized in the Company’s consolidated financial statements. The Company does not, however, have any direct interest in the underlying assets nor does it have the power to control the activities most significant to the economic performance of the Middle Market Warehouse, and therefore, such assets are not included in the Company’s consolidated financial statements. This gain/loss amount is calculated as the difference between (1) the current purchase price the Company would be obligated to pay to purchase each asset under the forward purchase agreement and (2) the current fair value as determined by the Company’s valuation policy. As of March 31, 2019 and December 31, 2018, the Company had a total unrealized loss of $0.1 million and $0.2$221.3 million, respectively, relating to this forward purchase obligation.
During the three months ended March 31, 2019, the Company didof investments that are committed but not purchase any debt investments from the Middle Market Warehouse.yet funded.
Syndicated Warehouse
On August 21, 2018, the Company entered into a Warehousing Transaction with a third party whereby the Company (or the Company’s designees) agreed, subject to certain contingencies, to purchase the equity interests of a warehouse vehicle from such third party at a price equal to the initial capital contribution made by the third party equity holder plus accrued but unpaid interest on the underlying assets in the warehouse vehicle remaining after the payment of all other obligations outstanding under the credit agreement of the Syndicated Warehouse vehicle other than principal on the loan made under such credit agreement. The warehouse investments for the Syndicated Warehouse vehicle were selected by an affiliate of the Adviser as the collateral manager of the Syndicated Warehouse. Neither the Adviser nor any of its affiliates received any additional compensation from the Company in connection with serving as collateral manager of the warehouse vehicle.
The Company exercised its rights to acquire the equity interests of the Syndicated Warehouse on December 11, 2018, at which time the assets and liabilities of the warehouse started to be included in the Company’s consolidated financial statements for a total purchase price of $24.9 million. For the period ended December 31, 2018, the Company recorded a loss $0.6 million, which represented the excess of total consideration paid for the equity interests over the fair value of the net assets of the Syndicated Warehouse the Company assumed on the date of acquisition.
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 March 31, 2019,2024 and December 31, 2023, management is not aware of any material pending or threatened litigation.legal proceedings.

Note 8. Net Assets
Capital Activity
In connection with its formation, theShares Issued
The Company has the authority to issue an unlimited number of sharesCommon Shares at $0.001 per share par value. The following table summarizes capital activity during the three months ended March 31, 2019:
  Par Amount Capital in Excess of Par Value Distributable Earnings (loss) Total Net Assets
Balance, beginning of period $10
 $239,246
 $(2,891) $236,365
Common stock issued 15
 389,567
 —
 389,582
Net investment income (loss) —
 —
 6,572
 6,572
Net realized gain (loss) on investments —
 —
 1,726
 1,726
Net change in unrealized appreciation (depreciation) on investments —
 —
 5,671
 5,671
Dividends declared —
 —
 (7,163) (7,163)
Balance, end of period $25
 $628,813
 $3,915
 $632,753
Subscriptions and Drawdowns
During the three months ended March 31, 2019,On October 28, 2021, the Company entered into subscription agreements (the “Subscription Agreements”)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 investors providing for the private placementlisting of the Company’s shares. UnderCommon Shares on the termsNYSE, 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 Subscription Agreements, investors are requirednearest 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 fund drawdownsthe 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 Company’s shares up to the amount of their respective Capital Commitment on an as-needed basis each time the Company delivers a drawdown notice to its investors. follow-on offering.
As of March 31, 2019,2024, the Company had received Capital Commitments totaling $1,391.0is 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 ($762.1 million remaining undrawn), of which $24.0 million ($12.3 million remaining undrawn)its Common Shares. Sales of Common Shares made pursuant to the Equity Distribution Agreements may be made in negotiated transactions or transactions that are from affiliatesdeemed 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 Adviser.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 March 31, 2024, Common Shares with an aggregate sales price of $500.0 million remained available for issuance under the Equity Distribution 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 table summarizes the total sharesCommon Shares issued and proceeds received, related to the Company’s initial capitalization and capital drawdowns delivered pursuant to the Subscription Agreements for the three months ended March 31, 20192024, through the “at-the-market” offering program (dollars in millions)thousands except share and per share amounts):
Issuances of Common SharesNumber of Common Shares IssuedGross ProceedsPlacement Fees/Offering ExpensesNet Proceeds
Average Share Price (1)
“At-the-market” Offering5,885,546 $162,726 $704 $162,022 $27.53 
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
No Common Shares were issued for the three months ended March 31, 2023, other than those issued through the Company's DRIP.
Distributions
Common Share Issuance Date Number of
Common
Shares Issued		 Aggregate
Offering Price
January 24, 2019 5,666,095
 $142.1
March 28, 2019 (1)
 9,818,817
 247.5
Total 15,484,912
 $389.6
(1)On March 14, 2019, the Company issued a capital call and delivered capital drawdown notices totaling $247.5 million, of which $33.1 million was still outstanding as of March 31, 2019 and recorded as a subscription receivable on the Consolidated Statements of Assets and Liabilities.
DistributionsThe following table summarizes the Company’s distributions declared and Dividend Reinvestmentpayable for the three months ended March 31, 2024 (dollars in thousands except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 28, 2024March 31, 2024April 26, 2024$0.7700 $147,743 
Total distributions$0.7700 $147,743 

The following table summarizes the Company’s distributions declared and payable since inception as offor the three months ended March 31, 2019:2023 (dollars in thousands except per share amounts):

Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 27, 2023March 31, 2023April 27, 2023$0.7000 $112,400 
Total distributions$0.7000 $112,400 
Date Declared Record Date Payment Date Per Share Amount Total Amount
January 22, 2019 January 23, 2019 May 15, 2019 $0.1239
 $1,192
February 28, 2019 March 27, 2019 May 15, 2019 0.3536
 5,406
March 26, 2019 March 31, 2019 May 15, 2019 0.0225
 565
Total distributions     $0.5000
 $7,163
Dividend Reinvestment
With respect to distributions, theThe Company has adopted an “opt out” dividend reinvestment plan for shareholders.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, inif the event ofBoard and the Company declares, a declared dash distributioncash dividend or other distribution, each shareholder that hasthen the Company’s shareholders who have not “opted out”opted out of the

its dividend reinvestment plan will have their dividends orcash distributions automatically reinvested in additional shares as described below, rather than receiving the cash distributions. 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.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 three months ended March 31, 2024 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 26, 2024$5,614 206,465 
Total distributions$5,614 206,465 
The following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company's DRIP during the three months ended March 31, 2023 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 31, 2023$5,132 208,510 
Total distributions$5,132 208,510 
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 months ended March 31, 2024 and 2023, the Company did not repurchase any of its shares under the 10b-18 Plan.
Note 9. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended March 31,
20242023
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
Weighted average shares outstanding (basic and diluted)190,599,849 160,501,868 
Earnings (loss) per common share (basic and diluted)$0.96 $0.86 
73
 Three Months Ended
March 31, 2019
Net increase (decrease) in net assets resulting from operations$13,969
Weighted average shares outstanding (basic and diluted)14,275,804
Earnings (loss) per common share (basic and diluted)$0.98
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 10. Income Taxes
Taxable income during the three months ended March 31, 2019 differs from net increase (decrease) in net assets resulting from operations primarily due to unrealized appreciation (depreciation) on investments, as gainsFinancial Highlights and losses are generally not included in taxable income until realized.
The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, undistributed net investment income or undistributed net realized gains on investments, as appropriate.  For the three months ended March 31, 2019, there were no permanent differences.
The following reconciles the net increase (decrease) in net assets resulting from operations to taxable income for the three months ended March 31, 2019:
 Three Months Ended
March 31, 2019
Net increase (decrease) in net assets resulting from operations$13,969
Net unrealized (appreciation) depreciation(5,671)
Taxable/Distributable Income$8,298
The cost and unrealized gain (loss) on the Company’s financial instruments, as calculated on a tax basis, at March 31, 2019 are as follows:
 March 31, 2019
Gross unrealized appreciation$5,078
Gross unrealized depreciation(3,534)
Net unrealized appreciation (depreciation)1,544
  
Tax cost of investments at period end$933,651

Note 11. Financial HighlightsSenior Securities
The following are the financial highlights for the three months ended March 31, 2019:2024 and 2023:
Three Months Ended March 31,
 20242023
Per Share Data (1):
Net asset value, beginning of period$26.66 $25.93 
Net investment income0.87 0.93 
Net change in unrealized and realized gain (loss)0.09 (0.06)
Net increase (decrease) in net assets resulting from operations0.96 0.87 
Distributions declared (2)
(0.77)(0.70)
Net increase (decrease) in net assets from capital share transactions0.02 — 
Total increase (decrease) in net assets0.21 0.17 
Net asset value, end of period$26.87 $26.10 
Shares outstanding, end of period191,874,419 160,571,371 
Total return based on NAV (3)
3.4 %3.4 %
Total return based on market value (4)
15.9 %14.3 %
Ratios:
Ratio of net expenses to average net assets (5)
10.7 %11.7 %
Ratio of net investment income to average net assets (5)
12.8 %13.4 %
Portfolio turnover rate1.8 %1.1 %
Supplemental Data:
Net assets, end of period$5,155,665$4,190,496
Asset coverage ratio197.3 %176.4 %
(1)The per share data was derived by using the weighted average shares outstanding during the period.
(2)The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 8).
(3)Total return is calculated as the change in NAV per share during the period, plus distributions per share (assuming dividends and distributions are reinvested in accordance with the Company's dividend reinvestment plan) divided by the beginning NAV per share. Total return does not include sales load.
(4)Total return based on market value is calculated as the change in market value per share during the respective periods, taking into account distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(5)Amounts are annualized except for expense support amounts relating to organizational costs and management fee and income based incentive fee waivers by the Adviser (refer to Note 3). For the three months ended March 31, 2024 and 2023, the ratio of total operating expenses to average net assets was 10.7% and 11.9%, respectively, on an annualized basis, excluding the effect of expense support/(recoupment) and management fee and income based incentive fee waivers by the Adviser which represented 0.0% and (0.3)%, respectively, of average net assets. The Waiver Period ended on October 28, 2023.
The following is information about the Company’s senior securities as of the dates indicated in the below table:
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Subscription Facility (5)
March 31, 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, 2019119.8 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)
 Three Months Ended
March 31, 2019
Per Share Data: 
Net asset value, beginning of period$24.57
Net investment income (1)
0.46
Net unrealized and realized gain (loss) (2)
0.31
Net increase (decrease) in net assets resulting from operations0.77
Distributions declared (3)
(0.50)
Issuance of common shares (4)
0.36
Total increase (decrease) in net assets0.63
Net asset value, end of period$25.20
Shares outstanding, end of period25,106,231
Total return based on NAV (5)
4.60%
Ratios: 
Ratio of net expenses to average net assets (6)
9.82%
Ratio of net investment income to average net assets (6)
7.44%
Portfolio turnover rate20.97%
Supplemental Data: 
Net assets, end of period632,753
Total capital commitments, end of period1,390,990
Ratios of total contributed capital to total committed capital, end of period45.21%
Asset coverage ratio322.8%
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Jackson Hole Funding Facility
March 31, 2024$387.9 $1,973 —N/A
December 31, 2023233.0 2,003 —N/A
December 31, 2022360.0 1,748 —N/A
December 31, 2021361.0 1,802 —N/A
December 31, 2020362.3 2,300 —N/A
December 31, 2019514.2 2,151 —N/A
December 31, 2018120.0 2,278 —N/A
Breckenridge Funding Facility
March 31, 2024824.4 1,973 —N/A
December 31, 2023741.7 2,003 —N/A
December 31, 2022825.0 1,748 —N/A
December 31, 2021568.7 1,802 —N/A
December 31, 2020569.0 2,300 —N/A
December 31, 2019820.3 2,151 —N/A
December 31, 201865.0 2,278 —N/A
Big Sky Funding facility
March 31, 2024500.0 1,973 —N/A
December 31, 2023480.9 2,003 —N/A
December 31, 2022499.6 1,748 —N/A
December 31, 2021499.6 1,802 —N/A
December 31, 2020200.3 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
Revolving Credit Facility
March 31, 2024785.7 1,973 —N/A
December 31, 2023682.3 2,003 —N/A
December 31, 2022678.4 1,748 —N/A
December 31, 2021915.0 1,802 —N/A
December 31, 2020182.9 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2023 Notes (6)
March 31, 2024— — —N/A
December 31, 2023— — —N/A
December 31, 2022400.0 1,748 —N/A
December 31, 2021400.0 1,802 —N/A
December 31, 2020400.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
(1)The per share data was derived by using the weighted average shares outstanding during the period.
(2)For the three months ended March 31, 2019, the amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions.
(3)The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 8).
(4)Increase (decrease) is due to the offering price of subscriptions during the period. All issuances were at then current NAV as determined by the Board.
(5)Total return (not annualized) is calculated as the change in NAV per share during the period, plus distributions per share, divided by the beginning NAV per share.
(6)Amounts are annualized except for expense support amounts relating to organizational costs.  The ratio of total operating expenses to average net assets was 10.47% on an annualized basis, excluding the effect of expense support which represented 0.65% of average net assets.
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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)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
2026 Notes
March 31, 2024$800.0 $1,973 —N/A
December 31, 2023800.0 2,003 —N/A
December 31, 2022800.0 1,748 —N/A
December 31, 2021800.0 1,802 —N/A
December 31, 2020800.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
New 2026 Notes
March 31, 2024700.0 1,973 —N/A
December 31, 2023700.0 2,003 —N/A
December 31, 2022700.0 1,748 —N/A
December 31, 2021700.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2027 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2028 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —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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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 12.11. 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 March 31, 2019,2024, except as discussed below.

On May 8, 2024, the Board declared a distribution of $0.77 per share to shareholders of record as of June 30, 2024, which is payable on or about July 26, 2024.
In April 2019, the Company received the remaining outstanding amount
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Table of $33.1 million related to the capital call issued on March 14, 2019.Contents


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The information contained in this section should be read in conjunction with “Item 1. Consolidated Financial Statements.”Statements” hereto and “Part II, Item 8-Consolidated Financial Statement and Supplementary Data” of our Annual Report on Form 10-K for the year ended December 31, 2023, as updated from time to time by the Company's periodic filings with the SEC. This discussion contains forward-looking statements which relate to future events our future performance or financial condition and involves numerous risks, uncertainties, and uncertainties,other factors outside of the Company's control including, but not limited to, those set forth in “Risk Factors” in Part I, Item 1A of our annual reportAnnual Report on Form 10-K for the year ended December 31, 2018 and Part II, Item 1A of and elsewhere in this Form 10-Q.2023, as updated from time to time by the Company's periodic filings with the SEC.
Overview and Investment Framework
We are a Delaware statutory trust structured as a non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. In addition, for U.S. federal income tax purposes, we intend to electelected to be treated as a RIC under the Code. We are managed by our Adviser. The Administrator will provide the administrative services necessary for us to operate.
Our investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation.
Under normal market conditions, we expect togenerally invest at least 80% of our total assets (net assets plus borrowings for investment purposes) in secured debt investments (including investments that are secured by equity interests). We anticipate thatand our portfolio will beis composed primarily of first lien senior secured and unitranche loans (including first out/last out loans), generally with total investment sizes less than $300 million, which criteria may change from time to time.loans. To a lesser extent, we have and may continue to also invest in second lien, third lien, unsecured or subordinated loans generally with total investment sizes less than $100 million, which criteria may change from time to time, and other debt and equity securities. In limited instances we may retain the “last out” portion of a first-lien loan. In such cases, the “first out” portion of the first lien loan would receive priority with respect to payment over our “last out” position. In exchange for the higher risk of loss associated with such “last out” portion, we would earn a higher rate of interest than the “first out” position. We do not expect tocurrently focus on investments in issuers that are distressed or in need of rescue financing.
We commenced our loan origination and investment activities contemporaneously with the Initial Drawdown on November 20, 2018.  The proceeds from the Initial Drawdown and availability under our credit facilities provided us with the necessary seed capital to commence operations.  See “—Financial Condition, Liquidity and Capital Resources—Borrowings.” We have entered into Warehousing Transactions that provide for the purchase of certain investments in connection with our commencement of operations. See “—Off-Balance Sheet Arrangements—Warehousing Transactions.”  We anticipate raising additional equity capital for investment purposes through additional closings under the Private Offering.
Key Components of Our Results of Operations
Investments
We focus primarily on loans and securities, including syndicated loans, of private U.S. companies, specifically smallwhich includes larger and middle market companies, which we define as companies with annual revenue of $50 million to $2.5 billion, at the time of investment. Specifically, we expect to target companies with $25 million to $75 million of EBITDA.companies. In many market environments, we believe such a focus offers an opportunity for superior risk-adjusted returns.
Our level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the general economic environment, trading prices of loans and other securities and the competitive environment for the types of investments we make.
Revenues
We generate revenues in the form of interest income from the debt securities we hold and dividends and capital appreciation on either direct equity investments or equity interests obtained in connection with originating loans, such as options, warrants or conversion rights.dividends. Our debt investments typically have a term of five to eight years and bear interest at floating rates on the basis of a benchmark such as LIBOR.SOFR, SONIA, etc. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we may receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. In some cases, our investments may provide for deferred interest payments or PIK interest. The principal amount of loans and any accrued but unpaid interest generally become due at the maturity date.

In addition, we generate revenue from various fees in the ordinary course of business such as in the form of commitment, loan origination, structuring, or diligenceconsent, waiver, amendment, syndication and other miscellaneous fees as well as fees for providing managerial assistance to our portfolio companies, and possibly consulting fees.companies.
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Table of Contents
Expenses
Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory services to us, and the base compensation, bonus and benefits, and the routine overhead expenses, of such personnel allocable to such services, will be provided and paid for by the Adviser. We will bear all other costs and expenses of our operations, administration and transactions, including, but not limited to (a) investment advisory fees, including management fees and incentive fees, to the Adviser, pursuant to the Investment Advisory Agreement; (b) our allocable portion of compensation, 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) our 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 us; and (iii) any internal audit group personnel of Blackstone or any of its affiliates; and (c) all other expenses of our operations, administrations and transactions.
With respect to costs incurred in connection with the Company's organization and offering costs, if actual organization and offering costs incurred exceed 0.10% of our total Capital Commitments, the Adviser or its affiliates will bear the excess costs.  To the extent our Capital Commitments later increase, the Adviser or its affiliates may be reimbursed for past payments of excess organization and offering costs made on our behalf provided that the total organization and offering costs borne by the us do not exceed 0.10% of total Capital Commitments and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess organization and offering expenses that were incurred more than three years prior to the proposed reimbursement.  Any sales load, platform fees, servicing fees or similar fees or expenses charged directly to an investor in our Private Offering by a placement agent or similar party will not be considered organization or offering expenses of the Company for purposes of our cap on organization and offering expenses.
From time to time, the Adviser, the Administrator or their affiliates may pay third-party providers of goods or services.services on our behalf. We will reimburse the Adviser, Administrator or such affiliates thereof for any such amounts paid on our behalf.amounts. From time to time, the Adviser or the Administrator may defer or waive fees and/or rights to be reimbursed for expenses. In this regard, theThe Administrator has waived the rightelected to be reimbursedforgo any reimbursement for rent and relatedother occupancy costs.costs for the three months ended March 31, 2024 and 2023. However, the Administrator may seek reimbursement for such costs in future periods. All of the foregoing expenses will ultimately be borne by our shareholders, subject to the cap on organization and offering expenses described above.shareholders.
Costs and expenses of the Administrator and the Adviser that are eligible for reimbursement by us will be reasonably allocated to the Company on the basis of time spent, assets under management, usage rates, proportionate holdings, a combination thereof or other reasonable methods determined by the Administrator in accordance with policies adopted by the Board.
On December 12, 2018, we entered into an Expense Support Agreement with the Adviser.  The Expense Support Agreement provides that, at such times as the Adviser determines, the Adviser may pay certain Expense Payments
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Table of the Company, provided that no portion of the payment will be used to pay any interest expense of ours. Such Expense Payment will be made in any combination of cash or other immediately available funds no later than forty-five days after a written commitment from the Adviser to pay such expense, and/or by an offset against amounts due from us to the Adviser or its affiliates. Following any calendar quarter in which Available Operating Funds (as defined in the Expense Support Agreement) exceed Excess Operating Funds, we shall pay Reimbursement Payments to the Adviser until such time as all Expense Payments made by the Adviser to us within three years prior to the last business day of such calendar quarter have been reimbursed. The amount of the Reimbursement Payment for any calendar quarter shall equal the lesser of (i) the Excess Operating Funds in such quarter and (ii) the aggregate amount of all Expense Payments made by the Adviser to us within three years prior to the last business day of such calendar quarter that have not been previously reimbursed by us to the Adviser. The Expense Support Agreement provides additional restrictions on the amount of each Reimbursement Payment for any calendar quarter. The Adviser may waive its right to receive all or a portion of any Reimbursement Payment in any particular calendar quarter, so that such Reimbursement Payment may be reimbursable in a future calendar quarter.Contents
Portfolio and Investment Activity
For the three months ended March 31, 2019,2024, we acquired $579.8made $1,172.6 million aggregate principal amount of investmentsnew investment commitments (including $34.9$627.9 million of which remained unfunded commitments)as of March 31, 2024), $567.0$1,168.8 million of which was first lien debt, and $12.8$1.6 million of which was second lien debt.

As of March 31, 2019, based on fair value, our portfolio consisted of 98.00% first lien debt investments and 2.00% second lien debt investments. As of March 31, 2019, our weighted average total yield ofunsecured debt and income producing securities at cost and fair value$2.2 million of which was 8.86% and 8.84%, respectively. As of March 31, 2019 we had investments in 54 portfolio companies with an aggregate fair value of $935.2 million.equity.
As of December 31, 2018, based on fair value, our portfolio consisted of 98.84% first lien debt investments and 1.16% second lien debt investments. As of December 31, 2018, our weighted average total yield of debt and income producing securities at cost and fair value was 8.70% and 8.76%, respectively. As of December 31, 2018, we had investments in 61 portfolio companies with an aggregate fair value of $545.3 million.
Our investment activity for the three months ended March 31, 2019 is presented below (information presented herein is at amortized cost unless otherwise indicated) (dollar amounts in thousands).:
As of and for the three months ended March 31,
20242023
Investments:
Total investments, beginning of period$9,934,159$9,657,872
New investments purchased719,149102,265
Payment-in-kind interest capitalized19,97712,371
Net accretion of discount on investments9,7069,135
Net realized gain (loss) on investments428(3,486)
Investments sold or repaid(186,666)(109,051)
Total investments, end of period$10,496,753$9,669,106
Amount of investments funded at principal:
First lien debt$722,403 $104,747
Second lien debt— —
Unsecured debt1,610 —
Equity2,188 —
Total$726,201 $104,747
Proceeds from investments sold or repaid:
First lien debt$(186,666)$(109,051)
Second lien debt— — 
Unsecured debt— — 
Equity— — 
Total$(186,666)$(109,051)
Number of new investments in new portfolio companies18 5 
Average new investment commitment amount$34,581 $21,649 
Weighted average yield of new investments11.4 %12.6 %
Weighted average yield on investments fully sold or paid down11.9 %N/A
March 31, 2024December 31, 2023
Number of portfolio companies210 196 
Weighted average yield on debt and income producing investments, at amortized cost(1)(2)
11.7 %11.8 %
Weighted average yield on debt and income producing investments, at fair value(1)(2)
11.8 %12.0 %
Average loan to value (LTV)(3)
47.8 %48.2 %
Percentage of debt investments bearing a floating rate(6)
99.8 %99.9 %
Percentage of debt investments bearing a fixed rate(6)
0.2 %0.1 %
Percentage of assets on non-accrual, at amortized cost(4)(5)
0.1 %0.0 %
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 As of and for the three months ended March 31, 2019
Investments: 
Total investments, beginning of period$548,753
New investments purchased540,294
Net accretion of discount on investments766
Net realized gain (loss) on investments1,726
Investments sold or repaid(158,469)
Total investments, end of period$933,070
Amount of investments funded at principal 
First lien debt investments$538,526
Second lien debt investments12,750
Total$551,276
Proceeds from investments sold or repaid: 
First lien debt investments$(156,421)
Second lien debt investments(322)
Total$(156,743)
Number of portfolio companies54
Weighted average yield on debt and income producing investments, at
cost(1)
8.86%
Weighted average yield on debt and income producing investments, at
fair value(1)
8.84%
Percentage of debt investments bearing a floating rate100%
Percentage of debt investments bearing a fixed rate0%
(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on accruing debt included in such securities, divided by (b) total debt investments (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above.
(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on accruing debt included in such securities, divided by (b) total first lien and second lien debt (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above.
(2)As of March 31, 2024 and December 31, 2023, the weighted average total portfolio yield at cost was 11.6% and 11.8%, respectively. The weighted average total portfolio yield at fair value was 11.7% and 11.8%, respectively.
(3)Includes all private debt investments for which fair value is determined by our Board in conjunction with a third-party valuation firm and excludes quoted assets. Average loan-to-value represents the net ratio of loan-to-value for each portfolio company, weighted based on the fair value of total applicable private debt investments. Loan-to-value is calculated as the current total net debt through each respective loan tranche divided by the estimated enterprise value of the portfolio company as of the most recent quarter end.
(4)Amount rounds to less than 0.1% for December 31, 2023.
(5)As a percentage of total amortized cost of Investments. Assets on non-accrual represented less than 0.1% and less than 0.1% of total fair value of Investments as of March 31, 2024 and December 31, 2023, respectively.
(6)As a percentage of total fair value of debt investments. As of March 31, 2024 and December 31, 2023, debt investments bearing a floating rate represented 98.8% and 98.9% , respectively, of total Investment at fair value.
As of March 31, 20192024, our portfolio companies had a weighted average annual revenue of $768.0 million and December 31, 2018,weighted average annual EBITDA of $193.1 million. These calculations include all private debt investments for which fair value is determined by the Board of Trustees in conjunction with a third-party valuation firm and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment. Amounts were derived from the most recently available portfolio company financial statements, have not been independently verified by us, and may reflect a normalized or adjusted amount. Accordingly, we make no representation or warranty in respect of this information.
For additional information on our investments, consisted of the following (dollar amounts in thousands):see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 4. Investments.”
 March 31, 2019 December 31, 2018
 Cost Fair Value % of Total
Investments at
Fair Value		 Cost Fair Value % of Total
Investments at
Fair Value
First lien debt$914,573
 $916,462
 98.00% $542,395
 $538,983
 98.84%
Second lien debt18,497
 18,734
 2.00
 6,358
 6,342
 1.16
Total$933,070
 $935,196
 100.00% $548,753
 $545,325
 100.00%
Active management of our investments is performed by the team responsible for making the initial investment. The Adviser believes that actively managing an investment allows the Investment Team to identify problems early and work with companies to develop constructive solutions when necessary. The Adviser monitors our portfolio with a focus toward anticipating negative credit events. In seeking to maintain portfolio company performance and help to increase the likelihood of a successful exit, the Adviser works closely with, as applicable, the lead equity sponsor, loan syndicator, portfolio company

management, consultants, advisers and other security holders to discuss financial position, compliance with covenants, financial requirements and execution of the company’s business plan. In addition, depending on the size, nature and performance of the transaction, we may occupy a seat or serve as an observer on a portfolio company’s board of directors or similar governing body.
Typically, GSO receives financial reports detailing operating performance, sales volumes, margins, cash flows, financial position and other key operating metrics typically on a quarterly basis from portfolio companies. GSO uses this data, combined with due diligence gained through contact with the company’s customers, suppliers, competitors, market research and other methods, to conduct an ongoing, rigorous assessment of the company’s operating performance and prospects.
ResultsOther Commitments and Contingencies
From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of Operationsits business. At March 31, 2024 and December 31, 2023, management is not aware of any material pending legal proceedings.
Comparative financial statements
Note 8. 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 March 31, 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 not presented as we had yetdeemed to be capitalized“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 had neither incurred expenses nor generated revenuesthe Company’s determination of the appropriate sources of funding to meet such needs. As of March 31, 2024, Common Shares with an aggregate sales price of $500.0 million remained available for issuance under the year ago period. We were initially capitalized on September 14, 2018Equity Distribution 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 commenced our operations on November 20, 2018. as otherwise noted)
The following table representssummarizes the operating resultstotal Common Shares issued and proceeds received, for the three months ended March 31, 2019 (dollar amounts2024, through the “at-the-market” offering program (dollars in thousands)thousands except share and per share amounts):
Issuances of Common SharesNumber of Common Shares IssuedGross ProceedsPlacement Fees/Offering ExpensesNet Proceeds
Average Share Price (1)
“At-the-market” Offering5,885,546 $162,726 $704 $162,022 $27.53 
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
 Three Months Ended
March 31, 2019
Total investment income$15,239
Less: Net expenses8,667
Net investment income6,572
Net unrealized appreciation (depreciation)5,671
Net realized gain (loss)1,726
Net increase (decrease) in net assets resulting from operations$13,969
Investment Income
Investment incomeNo Common Shares were issued for the three months ended March 31, 2019, was as follows (dollar amounts in thousands):2023, other than those issued through the Company's DRIP.
 Three Months Ended
March 31, 2019
Interest income$15,226
Fee income13
Total investment income$15,239
Distributions
ForThe following table summarizes the three months ended March 31, 2019, total investment income was driven by our deployment of capitalCompany’s distributions declared and increased invested balance of investments.  The size of our investment portfolio at fair value increased from $545.3 million at December 31, 2018 to $935.2 million at March 31, 2019 and all investments were income producing senior secured debt investments.  There were no loans on non-accrual status as of March 31, 2019 and December 31, 2018.

Expenses
Expensespayable for the three months ended March 31, 2019 were as follows (dollar amounts2024 (dollars in thousands)thousands except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 28, 2024March 31, 2024April 26, 2024$0.7700 $147,743 
Total distributions$0.7700 $147,743 
 Three Months Ended
March 31, 2019
Interest expense$4,672
Management fees1,492
Income based incentive fee1,143
Capital gains incentive fee475
Professional fees233
Board of Trustees' fees123
Administrative service expenses426
Other general and administrative451
Amortization of offering costs222
Total expenses9,237
Expense support(570)
Net expenses$8,667
ForThe following table summarizes the three months ended March 31, 2019, net expenses were primarily comprised of interest expense of $4.7 million, management fees of $1.5 million, an income based incentive fee of $1.1 million, a capital gains incentive fee of $0.5 million, administrative service expenses of $0.4 millionCompany’s distributions declared and other expenses of $1.0 million; offset by expense support by the Adviser of $0.6 million.
Interest expensepayable for the three months ended March 31, 2019 was driven by $353.7 million of average borrowings (at an average effective interest rate, including unused fees, of 4.95%) under our credit facilities related2023 (dollars in thousands except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 27, 2023March 31, 2023April 27, 2023$0.7000 $112,400 
Total distributions$0.7000 $112,400 
Dividend Reinvestment
The Company has adopted the DRIP, pursuant to borrowing for investments. Management fees for the three months ended March 31, 2019 were driven by our deployment of capital.  For the three months ended March 31, 2019, there was $7.7 million of pre-incentive fee net investment income which resulted in income based incentive fees of $1.1 million. For the three months ended March 31, 2019, there was $3.2 million of cumulative realized and unrealized gain (loss) which resulted in an accrual of $0.5 million of capital gains incentive fees. The accrual for any capital gains incentive fee under U.S. GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reduction of previously recorded expense if such cumulative amount is less than in the prior period. If such cumulative amount is negative, then there is no accrual.
Organization costs and offering costs include expenses incurred in our initial formation and our Private Offering. Professional fees include legal, rating agencies, audit, tax, valuation, technology and other professional fees incurred related to the management of us. Administrative service fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurredit reinvests all cash dividends declared by the Administrator in performingBoard on behalf of its obligations under the administration agreement, including our allocable portion of the cost of certain of our executive officers, their respective staff and other non-investment professionals that perform duties for us. Other general and administrative expenses include insurance, filing, research, subscriptions and other costs. Expense support consists of expense payments for our expenses that the Adviser has committed to pay which are subject to reimbursement to the Adviser at a future date.  
The Adviser mayshareholders who do not elect to make Expense Payments on our behalf, subject to future Reimbursement Payments pursuant to the Expense Support Agreement described abovereceive their dividends in “—Key Components of Our Results of Operations—Expenses.”
Income Taxes, Including Excise Taxes
We intend to elect to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, we must, among other things, distribute to our shareholders in each taxable year generally at least 90% of the sum of our investment company taxable income, as defined by the Code (without regard to the deduction for dividends paid), and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our shareholders, which generally relieve us from corporate-level U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we may carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income.
Net Unrealized Gain (Loss) on Investments and Forward Purchase Obligation
We fair value our portfolio investments and forward purchase obligation quarterly and any changes in fair value are recorded as unrealized gains or losses.  For the three months ended March 31, 2019, net unrealized gains (losses) on our on financial instruments were comprised of the following (dollar amounts in thousands):
 Three Months Ended
March 31, 2019
Net unrealized gain (loss) on investments$5,553
Net unrealized gain (loss) on forward purchase obligation118
Net unrealized gain (loss) on investments$5,671
The valuations of our debt investments generally increased from the prior quarter as a result of a tightening credit spread environment and strength in the syndicated loan market during the period.

Net Realized Gain (Loss) on Investments

We generated net realized gains on investments of $1.7 million for the three months ended March 31, 2019 resulting primarily from full or partial sales of syndicated loans.
Financial Condition, Liquidity and Capital Resources
We generate cash from the net proceeds from the drawdown of Capital Commitments, proceeds from net borrowings on our credit facilities and income earned on our debt investments. The primary uses of our cash and cash equivalents are for (i) originating loans and purchasing senior secured debt investments, (ii) funding the costs of our operations (including fees paid to our Adviser and expense reimbursements paid to our Administrator), (iii) debt service, repayment and other financing costs of our borrowings and (iv) cash distributions to the holders of our shares.
As of March 31, 2019, we had three revolving credit facilities outstanding, as described in “—Borrowings” below. We may from time to time enter into additional credit facilities, increase the size of our existing credit facilities or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 150%. As of March 31, 2019, we had an aggregate amount of $284.0 million of senior securities outstanding and our asset coverage ratio was 322.8%. The independent members of our Board and our sole initial shareholder approved our asset coverage limit of 150% pursuant to Section 61(a)(2) of the 1940 Act effective September 25, 2018. As of such date, our initial shareholder was the only holder of our shares and it waived the right to receive repurchase offers pursuant to Section 61(a)(2)(D)(ii) of the 1940 Act. We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage. Further, we maintain sufficient borrowing capacity within the 150% asset coverage limitation to cover any outstanding unfunded commitments we are required to fund.
Cash and cash equivalents as of March 31, 2019, taken together with our $616.0 million of available capacity under our credit facilities (subject to borrowing base availability) and our $762.1 million of uncalled Capital Commitments is expected to be sufficient for our investing activities and to conduct our operations in the near term.
As of March 31, 2019, we had $20.6 million in cash and cash equivalents. During the three months ended March 31, 2019, cash used in operating activities was $441.0 million, primarily as a result of funding portfolio investments of $540.3 million and a decrease in payables for investments purchased of $67.1 million; partially offset by proceeds from sale of investments of $158.5 million. Cash provided by financing activities was $455.4 million during the period, which was the result of proceeds from the issuance of shares of $356.5 million, net borrowings on our credit facilities of $99.0 million, partially offset by deferred financing costs of $0.08 million.

Equity
The following table summarizes the total shares issued and proceeds received related to capital drawdowns delivered pursuant to the Subscription Agreements for the three months ended March 31, 2019 (dollar amounts in millions, unless otherwise noted):
Common Share Issuance Date Number of
Common
Shares Issued		 Aggregate
Offering Price
January 24, 2019 5,666,095
 $142.1
March 28, 2019 (1)
 9,818,817
 247.5
Total 15,484,912
 $389.6
(1)On March 14, 2019, we issued a capital call and delivered capital drawdown notices totaling $247.5 million, of which $33.1 million was still outstanding as of March 31, 2019 and recorded as a subscription receivable on the Consolidated Statements of Assets and Liabilities.
During the three months ended March 31, 2019, we entered into Subscription Agreements with a number of investors providing for the private placement of our shares. Under the terms of the Subscription Agreements, investors are required to fund drawdowns to purchase our shares up to the amount of their respective capital commitment on an as-needed basis each time we deliver a drawdown notice to our investors. As of March 31, 2019, we had received Capital Commitments totaling $1,391.0 million, of which $24.0 million was from an affiliate of the Adviser.
Distributions and Dividend Reinvestment

The following table summarizes our distributions declared and payable since inception as of March 31, 2019 (dollar amounts in thousands, unless otherwise noted):

Date Declared Record Date Payment Date Per Share Amount Total Amount
January 22, 2019 January 23, 2019 May 15, 2019 $0.1239
 $1,192
February 28, 2019 March 27, 2019 May 15, 2019 0.3536
 5,406
March 26, 2019 March 31, 2019 May 15, 2019 0.0225
 565
Total distributions     $0.5000
 $7,163
With respect to distributions, we have adopted an “opt out” dividend reinvestment plan for shareholders.cash. As a result, inif the event ofBoard and the Company declares, a declared dash distributioncash dividend or other distribution, each shareholder that hasthen the Company’s shareholders who have not “opted out”opted out of theits dividend reinvestment plan will have their dividends orcash distributions automatically reinvested in additional shares as described below, rather than receiving the cash distributions. 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.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.
Borrowings
72
Subscription FacilityBlackstone Secured Lending Fund
On November 6, 2018, we entered into a revolving credit facility (the “Subscription Facility”) with Bank of America, N.A.,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 administrative agent,following table summarizes the sole lead arranger, the letter of credit issueramounts and a lender, and the other lenders from timeshares issued to time party thereto.
The maximum commitment amountshareholders who have not opted out of the Subscription Facility is $200 million, subject to availability under the borrowing base, which is based on the undrawn capital commitments of our investors, and restrictions imposed on borrowings under the 1940 Act.  The maximum commitment amount of the Subscription Facility may be increased to $400 million through the exercise by us of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing.  We are permitted to borrow under the Subscription Facility for any purpose permitted under its constituent documents.
Borrowings under the Subscription Facility bear interest, at our election at the time of drawdown, at a rate per annum equal to (i) in the case of LIBOR rate loans, an adjusted LIBOR rate for the applicable interest period plus 2.00% or (ii) in the case of reference rate loans, the greatest of (A) the prime rate plus 1.00%, (B) the federal funds rate plus 1.50%, and (C) one-month adjusted LIBOR plus 2.00%. Loans may be converted from one rate to another at any time at our election, subject to

certain conditions. Effective November 6, 2018, we pay an unused commitment fee equal to (x) 0.30% per annum when the outstanding principal obligations are less than 50% of the maximum commitment and (y) 0.25% per annum when the outstanding principal obligations are greater than or equal to 50% of the maximum commitment.
The Subscription Facility will mature upon the earliest of: (i) November 6, 2019 (the “Stated Maturity Date”); (ii) the date upon which the administrative agent declares the obligations under the Subscription Facility due and payable after the occurrence of an event of default; (iii) 30 days prior to the termination of our constituent documents; (iv) 30 days prior to the date on which our ability to call capital contributions for the purpose of repaying the obligations under the Subscription Facility is terminated; and (v) the date we terminate the lender commitments pursuant to the Subscription Facility. The Stated Maturity Date may be extended, at our option, for two additional terms not longer than 364 days each, subject to customary conditions, including (x) the consent of the administrative agent and the extending lenders and (y) payment of an extension fee.
The Subscription Facility is secured by a pledge of our right, title, and interest in and to the undrawn capital commitments of our investors. The Subscription Facility includes customary affirmative and negative covenants and consent rights granted to the lenders, as well as usual and customary events of default for revolving credit facilities of this nature.
JPM SPV Facility
On November 16, 2018, Jackson Hole Funding LLC (“Jackson Hole Funding”), our wholly-owned subsidiary that holds primarily originated loan investments, entered into a senior secured revolving credit facility (which was subsequently amended on February 6, 2019 and further amended from time to time, the “JPM SPV 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 we serve as portfolio manager under the JPM SPV Facility.
Advances under the JPM SPV Facility bear interest at a per annum rate equal to the three-month LIBOR in effect, plus the applicable margin of 2.50% per annum. Effective January 16, 2019, Jackson Hole Funding pays a commitment fee of 0.60% per annum (or 0.375% per annum until the date that is nine months from the date the JPM SPV Facility was entered into) on the average daily unused amount of the financing commitments until the third anniversary of the JPM SPV Facility.  
The initial principal amount of the JPM SPV Facility is $300 million. The JPM SPV Facility has an accordion feature, subject to the satisfaction of various conditions, which could bring total commitments under the JPM SPV Facility to up to $600 million. Proceeds from borrowings under the JPM SPV 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 periodCompany’s DRIP during which Jackson Hole Funding may make borrowings under the JPM SPV Facility expires on November 16, 2021 and the JPM SPV Facility is scheduled to mature on May 16, 2023 (“Maturity Date”).
Jackson Hole Funding’s obligations to the lenders under the JPM SPV Facility are secured by a first priority security interest in Jackson Hole Funding’s portfolio of investments and cash. The obligations of Jackson Hole Funding under the JPM SPV Facility are non-recourse to us, and our exposure under the JPM SPV Facility is limited to the value of its investment in Jackson Hole Funding.
In connection with the JPM SPV Facility, Jackson Hole Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The JPM SPV Facility contains customary events of default for similar financing transactions, including if a change of control of Jackson Hole Funding occurs or if the we are no longer the portfolio manager of Jackson Hole Funding. Upon the occurrence and during the continuation of an event of default, JPM may declare the outstanding advances and all other obligations under the JPM SPV Facility immediately due and payable.
The occurrence of an event of default (as described above) or a market value event (as defined in the JPM SPV Facility) triggers a requirement that Jackson Hole Funding obtain the consent of JPM prior to entering into any sale or disposition with respect to portfolio assets, and the occurrence of a market value event triggers the right of JPM to direct Jackson Hole Funding to enter into sales or dispositions with respect to any portfolio assets, in each case in JPM’s sole discretion.
BNP SPV Facility
On December 21, 2018, Breckenridge Funding LLC (“Breckenridge Funding”), our wholly-owned subsidiary that holds primarily syndicated loan investments, entered into a senior secured revolving credit facility (as amended from time to

time, the “BNP SPV Facility”) with BNP Paribas (“BNP”). BNP serves as administrative agent, Wells Fargo Bank, National Association serves as collateral agent and we serve as servicer under the BNP SPV Facility.
Advances under the BNP SPV Facility bear interest at a per annum rate equal to the three-month LIBOR in effect, plus an applicable margin of 1.50% (or 1.25% prior to the collection period end date on June 3, 2019) to 2.15% per annum depending on the nature of the advances being requested under the facility. Effective June 21, 2019, Breckenridge Funding will also pay a commitment fee of 0.70% per annum if the unused facility amount is greater than 50% or 0.35% per annum if the unused facility amount is less than or equal to 50% and greater than 25% on the average daily unused amount of the financing commitments until the third anniversary of the BNP SPV Facility.
The maximum commitment amount of the BNP SPV Facility is $400 million. Proceeds from borrowings under the BNP SPV 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 BNP SPV Facility expires on December 21, 2021 (or such later date as may be agreed by Breckenridge Funding, BNP, as administrative agent, and the lenders under the BNP SPV Facility) and the BNP SPV Facility is scheduled to mature on December 21, 2023.
Breckenridge Funding’s obligations to the lenders under the BNP SPV Facility are secured by a first priority security interest in all of Breckenridge Funding’s portfolio of investments and cash. The obligations of Breckenridge Funding under the BNP SPV Facility are non-recourse to us, and our exposure under the BNP SPV Facility is limited to the value of its investment in Breckenridge Funding.
In connection with the BNP SPV Facility, Breckenridge Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The BNP SPV Facility contains customary events of default for similar financing transactions, including if a change of control of Breckenridge Funding occurs or if we are no longer the servicer of Breckenridge Funding. Upon the occurrence and during the continuation of an event of default, BNP may declare the outstanding advances and all other obligations under the BNP SPV Facility immediately due and payable. The occurrence of an event of default (as described above) suspends the ability of Breckenridge Funding to acquire or sell additional assets.
At March 31, 2019 and December 31, 2018, our outstanding debt obligations were as follows (dollar amounts in thousands):
 March 31, 2019
 Aggregate
Principal
Committed		 Outstanding
Principal		 Carrying
Value		 
Unused
Portion (1)
 
Amount
Available (2)
Subscription Facility$200,000
 $11,731
 $11,731
 $188,269
 $168,762
JPM SPV Facility300,000
 120,000
 120,000
 180,000
 86,333
BNP SPV Facility400,000
 152,315
 152,315
 247,685
 146,415
Total$900,000
 $284,046
 $284,046
 $615,954
 $401,510
 December 31, 2018
 Aggregate
Principal
Committed		 Outstanding
Principal		 Carrying
Value		 
Unused
Portion (1)
 
Amount
Available (2)
Subscription Facility$200,000
 $—
 $—
 $200,000
 $174,032
JPM SPV Facility300,000
 120,000
 120,000
 180,000
 22,966
BNP SPV Facility400,000
 65,000
 65,000
 335,000
 5,183
Total$900,000
 $185,000
 $185,000
 $715,000
 $202,181
(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.
During the three months ended March 31, 2019,2024 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 26, 2024$5,614 206,465 
Total distributions$5,614 206,465 
The following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company's DRIP during the three months ended March 31, 2023 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 31, 2023$5,132 208,510 
Total distributions$5,132 208,510 
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 months ended March 31, 2024 and 2023, the Company did not repurchase any of its shares under the 10b-18 Plan.
Note 9. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended March 31,
20242023
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
Weighted average shares outstanding (basic and diluted)190,599,849 160,501,868 
Earnings (loss) per common share (basic and diluted)$0.96 $0.86 
73
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 10. Financial Highlights and Senior Securities
The following are the financial highlights for the three months ended March 31, 2024 and 2023:
Three Months Ended March 31,
 20242023
Per Share Data (1):
Net asset value, beginning of period$26.66 $25.93 
Net investment income0.87 0.93 
Net change in unrealized and realized gain (loss)0.09 (0.06)
Net increase (decrease) in net assets resulting from operations0.96 0.87 
Distributions declared (2)
(0.77)(0.70)
Net increase (decrease) in net assets from capital share transactions0.02 — 
Total increase (decrease) in net assets0.21 0.17 
Net asset value, end of period$26.87 $26.10 
Shares outstanding, end of period191,874,419 160,571,371 
Total return based on NAV (3)
3.4 %3.4 %
Total return based on market value (4)
15.9 %14.3 %
Ratios:
Ratio of net expenses to average net assets (5)
10.7 %11.7 %
Ratio of net investment income to average net assets (5)
12.8 %13.4 %
Portfolio turnover rate1.8 %1.1 %
Supplemental Data:
Net assets, end of period$5,155,665$4,190,496
Asset coverage ratio197.3 %176.4 %
(1)The per share data was derived by using the weighted average interest rate on all borrowingsshares outstanding during the period.
(2)The per share data for distributions was 4.95% (including unused fees),derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 8).
(3)Total return is calculated as the change in NAV per share during the period, plus distributions per share (assuming dividends and the average principal debt outstanding was $353.7 million.

Off-Balance Sheet Arrangements
Portfolio Company Commitments
Our investment portfolio contains and is expected to continue to contain debt investments whichdistributions are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companiesreinvested in accordance with underlying loan agreements.  Asthe 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 three months ended March 31, 2024 and 2023, the ratio of total operating expenses to average net assets was 10.7% and 11.9%, 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 (0.3)%, 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)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Subscription Facility (5)
March 31, 2024$— $— —N/A
December 31, 2023— — —N/A
December 31, 2022— — —N/A
December 31, 2021— — —N/A
December 31, 2020— — —N/A
December 31, 2019119.8 2,151 —N/A
December 31, 2018— — —N/A
74
Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Jackson Hole Funding Facility
March 31, 2024$387.9 $1,973 —N/A
December 31, 2023233.0 2,003 —N/A
December 31, 2022360.0 1,748 —N/A
December 31, 2021361.0 1,802 —N/A
December 31, 2020362.3 2,300 —N/A
December 31, 2019514.2 2,151 —N/A
December 31, 2018120.0 2,278 —N/A
Breckenridge Funding Facility
March 31, 2024824.4 1,973 —N/A
December 31, 2023741.7 2,003 —N/A
December 31, 2022825.0 1,748 —N/A
December 31, 2021568.7 1,802 —N/A
December 31, 2020569.0 2,300 —N/A
December 31, 2019820.3 2,151 —N/A
December 31, 201865.0 2,278 —N/A
Big Sky Funding facility
March 31, 2024500.0 1,973 —N/A
December 31, 2023480.9 2,003 —N/A
December 31, 2022499.6 1,748 —N/A
December 31, 2021499.6 1,802 —N/A
December 31, 2020200.3 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
Revolving Credit Facility
March 31, 2024785.7 1,973 —N/A
December 31, 2023682.3 2,003 —N/A
December 31, 2022678.4 1,748 —N/A
December 31, 2021915.0 1,802 —N/A
December 31, 2020182.9 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2023 Notes (6)
March 31, 2024— — —N/A
December 31, 2023— — —N/A
December 31, 2022400.0 1,748 —N/A
December 31, 2021400.0 1,802 —N/A
December 31, 2020400.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
75
Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
2026 Notes
March 31, 2024$800.0 $1,973 —N/A
December 31, 2023800.0 2,003 —N/A
December 31, 2022800.0 1,748 —N/A
December 31, 2021800.0 1,802 —N/A
December 31, 2020800.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
New 2026 Notes
March 31, 2024700.0 1,973 —N/A
December 31, 2023700.0 2,003 —N/A
December 31, 2022700.0 1,748 —N/A
December 31, 2021700.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2027 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2028 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —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.
76
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 11. 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 March 31, 20192024, except as discussed below.
On May 8, 2024, the Board declared a distribution of $0.77 per share to shareholders of record as of June 30, 2024, which is payable on or about July 26, 2024.
77
Item 2. Management’s Discussion and December 31, 2018, we had delayed draw terms loansAnalysis of Financial Condition and Results of Operations.
The information contained in this section should be read in conjunction with an aggregate“Item 1. Financial Statements” hereto and “Part II, Item 8-Consolidated Financial Statement and Supplementary Data” of $83.2 million and $54.7 million of unfunded commitments, respectively.
Warehousing Transactions
We entered into two Warehousing Transactions whereby we agreed, subject to certain conditions, to purchase certain assets from  parties unaffiliated with the Adviser. Such Warehousing Transactions were designed to assist us in deploying capital upon receipt of drawdown proceeds. The Middle Market Warehouse relates primarily to originated or anchor investments in middle market loans.  The Syndicated Warehouse related primarily to broadly syndicated loans prior to the acquisition of the equity interests of the Syndicated Warehouse by us and merger of the Syndicated Warehouse with our wholly-owned subsidiary, as described below. See—“Item 1A.—Risk Factors — Risks Related to an Investment in the Shares — Risks related to the Warehousing Transactions” in our annual reportAnnual Report on Form 10-K for the year ended December 31, 2018.2023, as updated from time to time by the Company's periodic filings with the SEC. This discussion contains forward-looking statements and involves numerous risks, uncertainties, and other factors outside of the Company's control including, but not limited to, those set forth in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, as updated from time to time by the Company's periodic filings with the SEC.
Middle Market Warehouse
On September 10, 2018,Overview and Investment Framework
We are a Delaware statutory trust structured as a non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. In addition, for U.S. federal income tax purposes, we entered intoelected to be treated as a Warehousing TransactionRIC under the Code. We are managed by our Adviser. The Administrator will provide the administrative services necessary for us to operate.
Our investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation.
Under normal market conditions, we generally invest at least 80% of our total assets (net assets plus borrowings for investment purposes) in secured debt investments and our portfolio is composed primarily of first lien senior secured and unitranche loans. To a lesser extent, we have and may continue to also invest in second lien, third lien, unsecured or subordinated loans and other debt and equity securities. In limited instances we may retain the “last out” portion of a first-lien loan. In such cases, the “first out” portion of the first lien loan would receive priority with respect to payment over our “last out” position. In exchange for the higher risk of loss associated with such “last out” portion, we would earn a higher rate of interest than the “first out” position. We do not currently focus on investments in issuers that are distressed or in need of rescue financing.
Key Components of Our Results of Operations
Investments
We focus primarily on loans and securities, including syndicated loans, of private U.S. companies, which includes larger and middle market companies. In many market environments, we believe such a focus offers an opportunity for superior risk-adjusted returns.
Our level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the general economic environment, trading prices of loans withand other securities and the competitive environment for the types of investments we make.
Revenues
We generate revenues in the form of interest income from the debt securities we hold and dividends. Our debt investments typically have a warehouse provider unaffiliated withterm of five to eight years and bear interest at floating rates on the Adviser.  After the Middle Market Warehouse arrangement was entered into, an affiliatebasis of a benchmark such as SOFR, SONIA, etc. In some instances, we receive payments on our debt investments based on scheduled amortization of the warehouse provider became a holderoutstanding balances. In addition, we may receive repayments of greater than 5%some of our outstanding shares.debt investments prior to their scheduled maturity date. The warehousefrequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. In some cases, our investments may provide for deferred interest payments or PIK interest. The principal amount of loans and any accrued but unpaid interest generally become due at the Middle Market Warehouse are ultimately selected bymaturity date.
In addition, we generate revenue from various fees in the warehouse provider,ordinary course of business such as in its sole discretion,the form of commitment, loan origination, structuring, consent, waiver, amendment, syndication and other miscellaneous fees as well as fees for an account which it solely controls.  Recommendations for such investments are made on a non-discretionary basis by an affiliateproviding managerial assistance to our portfolio companies.
78
Expenses
Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory services to us, and the base compensation, bonus and benefits, and the routine overhead expenses, of such personnel allocable to such services, will be provided and paid for by the Adviser. We bear all other costs and expenses of our operations, administration and transactions, including, but only ifnot limited to (a) investment advisory fees, including management fees and incentive fees, to the Adviser, has determined the investment is desirable for us.  We are party to a forward purchase agreement pursuant to which we agreethe Investment Advisory Agreement; (b) our allocable portion of compensation, 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) our 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 us; and (iii) any internal audit group personnel of Blackstone or any of its affiliates; and (c) all other expenses of our operations, administrations and transactions.
From time to purchase certain assets held in the Middle Market Warehouse at a purchase price based on the cost of the asset to the warehouse provider plus amounts of unpaid interest, original issue discount and structuring fees accrued to the warehouse provider during the time, the warehouse provider ownedAdviser, the asset.  
UnderAdministrator or their affiliates may pay third-party providers of goods or services on our behalf. We will reimburse the Middle Market Warehouse, we have untilAdviser, Administrator or such affiliates thereof for any such amounts. From time to time, the maturity date of September 10, 2019, which is one year fromAdviser or the commencement date of the warehouse,Administrator may defer or waive fees and/or rights to purchase the assets in the warehouse.  Additionally, the obligationbe reimbursed for expenses. The Administrator has elected to purchase assets from the warehouse provider is contingent on us raising sufficient funds to purchase such assets.  The obligation to purchase such assets is also contingent on the assets meeting certain criteriaforgo any reimbursement for rent and further the obligation to purchase such assets may be satisfied by another party (including an affiliate of the Company).
As of March 31, 2019 and December 31, 2018, there was $52.8 million and $30.0 million in aggregate principal amount of debt investments, respectively, in the Middle Market Warehouse, all of which we were obligated to purchase at a future date under forward purchase agreements.  
Since we have a contractual obligation to acquire all qualifying assets in the Middle Market Warehouse through a forward purchase agreement, the mark-to-market gain/loss of all investments is recognized in our consolidated financial statements. We do not, however, have any direct interest in the underlying assets nor do we have the power to control the activities most significant to the economic performance of the Middle Market Warehouse, and therefore, such assets are not included in our consolidated financial statements. This gain/loss amount is calculated as the difference between (1) the current purchase price we would be obligated to pay to purchase each asset under the forward purchase agreement and (2) the current fair value as determined by our valuation policy. As of March 31, 2019 and December 31, 2018, we had a total unrealized loss of $0.1 million and $0.2 million, respectively, relating to this forward purchase obligation.
Duringother occupancy costs for the three months ended March 31, 2019,2024 and 2023. However, the Administrator may seek reimbursement for such costs in future periods. All of the foregoing expenses will ultimately be borne by our shareholders.
Costs and expenses of the Administrator and the Adviser that are eligible for reimbursement by us will be reasonably allocated on the basis of time spent, assets under management, usage rates, proportionate holdings, a combination thereof or other reasonable methods determined by the Administrator in accordance with policies adopted by the Board.
79
Portfolio and Investment Activity
For the three months ended March 31, 2024, we did not purchase anymade $1,172.6 million aggregate principal amount of new investment commitments (including $627.9 million of which remained unfunded as of March 31, 2024), $1,168.8 million of which was first lien debt, $1.6 million of which was unsecured debt and $2.2 million of which was equity.
Our investment activity is presented below (information presented herein is at amortized cost unless otherwise indicated) (dollar amounts in thousands):
As of and for the three months ended March 31,
20242023
Investments:
Total investments, beginning of period$9,934,159$9,657,872
New investments purchased719,149102,265
Payment-in-kind interest capitalized19,97712,371
Net accretion of discount on investments9,7069,135
Net realized gain (loss) on investments428(3,486)
Investments sold or repaid(186,666)(109,051)
Total investments, end of period$10,496,753$9,669,106
Amount of investments funded at principal:
First lien debt$722,403 $104,747
Second lien debt— —
Unsecured debt1,610 —
Equity2,188 —
Total$726,201 $104,747
Proceeds from investments sold or repaid:
First lien debt$(186,666)$(109,051)
Second lien debt— — 
Unsecured debt— — 
Equity— — 
Total$(186,666)$(109,051)
Number of new investments in new portfolio companies18 5 
Average new investment commitment amount$34,581 $21,649 
Weighted average yield of new investments11.4 %12.6 %
Weighted average yield on investments fully sold or paid down11.9 %N/A
March 31, 2024December 31, 2023
Number of portfolio companies210 196 
Weighted average yield on debt and income producing investments, at amortized cost(1)(2)
11.7 %11.8 %
Weighted average yield on debt and income producing investments, at fair value(1)(2)
11.8 %12.0 %
Average loan to value (LTV)(3)
47.8 %48.2 %
Percentage of debt investments bearing a floating rate(6)
99.8 %99.9 %
Percentage of debt investments bearing a fixed rate(6)
0.2 %0.1 %
Percentage of assets on non-accrual, at amortized cost(4)(5)
0.1 %0.0 %
80
(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on accruing debt included in such securities, divided by (b) total debt investments (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the Middle Market Warehouse.yields presented above.
Syndicated Warehouse(2)As of March 31, 2024 and December 31, 2023, the weighted average total portfolio yield at cost was 11.6% and 11.8%, respectively. The weighted average total portfolio yield at fair value was 11.7% and 11.8%, respectively.
On August 21, 2018, we entered into a Warehousing Transaction(3)Includes all private debt investments for which fair value is determined by our Board in conjunction with a third party whereby we (or our designees) agreed, subject to certain contingencies, to purchasethird-party valuation firm and excludes quoted assets. Average loan-to-value represents the equity interestsnet ratio of a warehouse vehicle from such third party at a price equal to the initial capital contribution made by the third party equity holder plus accrued but unpaid interestloan-to-value for each portfolio company, weighted based on the underlying assets in the warehouse vehicle remaining after the payment of all other obligations outstanding under the credit agreement of

the Syndicated Warehouse vehicle other than principal on the loan made under such credit agreement. The warehouse investments for the Syndicated Warehouse vehicle were selected by an affiliate of the Adviser as the collateral manager of the Syndicated Warehouse. Neither the Adviser nor any of its affiliates received any additional compensation from us in connection with serving as collateral manager of the warehouse vehicle.
We exercised our rights to acquire the equity interests of the Syndicated Warehouse on December 11, 2018 for a total purchase price of $24.9 million, at which time the assets and liabilities of the warehouse started to be included in our consolidated financial statements.  For the period ended December 31, 2018, we recorded a loss $0.6 million, which represented the excess of total consideration paid for the equity interests over the fair value of total applicable private debt investments. Loan-to-value is calculated as the current total net assetsdebt through each respective loan tranche divided by the estimated enterprise value of the Syndicated Warehouseportfolio company as of the most recent quarter end.
(4)Amount rounds to less than 0.1% for December 31, 2023.
(5)As a percentage of total amortized cost of Investments. Assets on non-accrual represented less than 0.1% and less than 0.1% of total fair value of Investments as of March 31, 2024 and December 31, 2023, respectively.
(6)As a percentage of total fair value of debt investments. As of March 31, 2024 and December 31, 2023, debt investments bearing a floating rate represented 98.8% and 98.9% , respectively, of total Investment at fair value.
As of March 31, 2024, our portfolio companies had a weighted average annual revenue of $768.0 million and weighted average annual EBITDA of $193.1 million. These calculations include all private debt investments for which fair value is determined by the Board of Trustees in conjunction with a third-party valuation firm and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment. Amounts were derived from the most recently available portfolio company financial statements, have not been independently verified by us, and may reflect a normalized or adjusted amount. Accordingly, we assumedmake no representation or warranty in respect of this information.
For additional information on the date of acquisition.our investments, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 4. Investments.”
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 March 31, 2024 and December 31, 2023, management is not aware of any material pending legal proceedings.
Note 8. 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 March 31, 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 March 31, 2024, Common Shares with an aggregate sales price of $500.0 million remained available for issuance under the Equity Distribution Agreements.
71
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 months ended March 31, 2024, through the “at-the-market” offering program (dollars in thousands except share and per share amounts):
Issuances of Common SharesNumber of Common Shares IssuedGross ProceedsPlacement Fees/Offering ExpensesNet Proceeds
Average Share Price (1)
“At-the-market” Offering5,885,546 $162,726 $704 $162,022 $27.53 
(1) Represents the net offering price per share after deducting placement fees and commissions and offering expenses.
No Common Shares were issued for the three months ended March 31, 2023, other than those issued through the Company's DRIP.
Distributions
The following table summarizes the Company’s distributions declared and payable for the three months ended March 31, 2024 (dollars in thousands except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 28, 2024March 31, 2024April 26, 2024$0.7700 $147,743 
Total distributions$0.7700 $147,743 
The following table summarizes the Company’s distributions declared and payable for the three months ended March 31, 2023 (dollars in thousands except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 27, 2023March 31, 2023April 27, 2023$0.7000 $112,400 
Total distributions$0.7000 $112,400 
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.
72
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 three months ended March 31, 2024 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 26, 2024$5,614 206,465 
Total distributions$5,614 206,465 
The following table summarizes the amounts and shares issued to shareholders who have not opted out of the Company's DRIP during the three months ended March 31, 2023 (dollars in thousands except share amounts):
Payment DateDRIP Shares ValueDRIP Shares Issued
January 31, 2023$5,132 208,510 
Total distributions$5,132 208,510 
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 months ended March 31, 2024 and 2023, the Company did not repurchase any of its shares under the 10b-18 Plan.
Note 9. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended March 31,
20242023
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
Weighted average shares outstanding (basic and diluted)190,599,849 160,501,868 
Earnings (loss) per common share (basic and diluted)$0.96 $0.86 
73
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 10. Financial Highlights and Senior Securities
The following are the financial highlights for the three months ended March 31, 2024 and 2023:
Three Months Ended March 31,
 20242023
Per Share Data (1):
Net asset value, beginning of period$26.66 $25.93 
Net investment income0.87 0.93 
Net change in unrealized and realized gain (loss)0.09 (0.06)
Net increase (decrease) in net assets resulting from operations0.96 0.87 
Distributions declared (2)
(0.77)(0.70)
Net increase (decrease) in net assets from capital share transactions0.02 — 
Total increase (decrease) in net assets0.21 0.17 
Net asset value, end of period$26.87 $26.10 
Shares outstanding, end of period191,874,419 160,571,371 
Total return based on NAV (3)
3.4 %3.4 %
Total return based on market value (4)
15.9 %14.3 %
Ratios:
Ratio of net expenses to average net assets (5)
10.7 %11.7 %
Ratio of net investment income to average net assets (5)
12.8 %13.4 %
Portfolio turnover rate1.8 %1.1 %
Supplemental Data:
Net assets, end of period$5,155,665$4,190,496
Asset coverage ratio197.3 %176.4 %
(1)The per share data was derived by using the weighted average shares outstanding during the period.
(2)The per share data for distributions was derived by using the actual shares outstanding at the date of the relevant transactions (refer to Note 8).
(3)Total return is calculated as the change in NAV per share during the period, plus distributions per share (assuming dividends and distributions are reinvested in accordance with the Company's dividend reinvestment plan) divided by the beginning NAV per share. Total return does not include sales load.
(4)Total return based on market value is calculated as the change in market value per share during the respective periods, taking into account distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(5)Amounts are annualized except for expense support amounts relating to organizational costs and management fee and income based incentive fee waivers by the Adviser (refer to Note 3). For the three months ended March 31, 2024 and 2023, the ratio of total operating expenses to average net assets was 10.7% and 11.9%, respectively, on an annualized basis, excluding the effect of expense support/(recoupment) and management fee and income based incentive fee waivers by the Adviser which represented 0.0% and (0.3)%, respectively, of average net assets. The Waiver Period ended on October 28, 2023.
The following is information about the Company’s senior securities as of the dates indicated in the below table:
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Subscription Facility (5)
March 31, 2024$— $— —N/A
December 31, 2023— — —N/A
December 31, 2022— — —N/A
December 31, 2021— — —N/A
December 31, 2020— — —N/A
December 31, 2019119.8 2,151 —N/A
December 31, 2018— — —N/A
74
Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Jackson Hole Funding Facility
March 31, 2024$387.9 $1,973 —N/A
December 31, 2023233.0 2,003 —N/A
December 31, 2022360.0 1,748 —N/A
December 31, 2021361.0 1,802 —N/A
December 31, 2020362.3 2,300 —N/A
December 31, 2019514.2 2,151 —N/A
December 31, 2018120.0 2,278 —N/A
Breckenridge Funding Facility
March 31, 2024824.4 1,973 —N/A
December 31, 2023741.7 2,003 —N/A
December 31, 2022825.0 1,748 —N/A
December 31, 2021568.7 1,802 —N/A
December 31, 2020569.0 2,300 —N/A
December 31, 2019820.3 2,151 —N/A
December 31, 201865.0 2,278 —N/A
Big Sky Funding facility
March 31, 2024500.0 1,973 —N/A
December 31, 2023480.9 2,003 —N/A
December 31, 2022499.6 1,748 —N/A
December 31, 2021499.6 1,802 —N/A
December 31, 2020200.3 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
Revolving Credit Facility
March 31, 2024785.7 1,973 —N/A
December 31, 2023682.3 2,003 —N/A
December 31, 2022678.4 1,748 —N/A
December 31, 2021915.0 1,802 —N/A
December 31, 2020182.9 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2023 Notes (6)
March 31, 2024— — —N/A
December 31, 2023— — —N/A
December 31, 2022400.0 1,748 —N/A
December 31, 2021400.0 1,802 —N/A
December 31, 2020400.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
75
Blackstone Secured Lending Fund
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(in thousands, except share amounts, per share data, percentages and as otherwise noted)
Class and Period
Total Amount Outstanding Exclusive of Treasury Securities(1)
 ($ in millions)
Asset Coverage per Unit (2)
 ($ in millions)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
2026 Notes
March 31, 2024$800.0 $1,973 —N/A
December 31, 2023800.0 2,003 —N/A
December 31, 2022800.0 1,748 —N/A
December 31, 2021800.0 1,802 —N/A
December 31, 2020800.0 2,300 —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
New 2026 Notes
March 31, 2024700.0 1,973 —N/A
December 31, 2023700.0 2,003 —N/A
December 31, 2022700.0 1,748 —N/A
December 31, 2021700.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2027 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —N/A
2028 Notes
March 31, 2024650.0 1,973 —N/A
December 31, 2023650.0 2,003 —N/A
December 31, 2022650.0 1,748 —N/A
December 31, 2021650.0 1,802 —N/A
December 31, 2020— — —N/A
December 31, 2019— — —N/A
December 31, 2018— — —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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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 11. 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 March 31, 2024, except as discussed below.
On May 8, 2024, the Board declared a distribution of $0.77 per share to shareholders of record as of June 30, 2024, which is payable on or about July 26, 2024.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The information contained in this section should be read in conjunction with “Item 1. Financial Statements” hereto and “Part II, Item 8-Consolidated Financial Statement and Supplementary Data” of our Annual Report on Form 10-K for the year ended December 31, 2023, as updated from time to time by the Company's periodic filings with the SEC. This discussion contains forward-looking statements and involves numerous risks, uncertainties, and other factors outside of the Company's control including, but not limited to, those set forth in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, as updated from time to time by the Company's periodic filings with the SEC.
Overview and Investment Framework
We are a Delaware statutory trust structured as a non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. In addition, for U.S. federal income tax purposes, we elected to be treated as a RIC under the Code. We are managed by our Adviser. The Administrator will provide the administrative services necessary for us to operate.
Our investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation.
Under normal market conditions, we generally invest at least 80% of our total assets (net assets plus borrowings for investment purposes) in secured debt investments and our portfolio is composed primarily of first lien senior secured and unitranche loans. To a lesser extent, we have and may continue to also invest in second lien, third lien, unsecured or subordinated loans and other debt and equity securities. In limited instances we may retain the “last out” portion of a first-lien loan. In such cases, the “first out” portion of the first lien loan would receive priority with respect to payment over our “last out” position. In exchange for the higher risk of loss associated with such “last out” portion, we would earn a higher rate of interest than the “first out” position. We do not currently focus on investments in issuers that are distressed or in need of rescue financing.
Key Components of Our Results of Operations
Investments
We focus primarily on loans and securities, including syndicated loans, of private U.S. companies, which includes larger and middle market companies. In many market environments, we believe such a focus offers an opportunity for superior risk-adjusted returns.
Our level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the general economic environment, trading prices of loans and other securities and the competitive environment for the types of investments we make.
Revenues
We generate revenues in the form of interest income from the debt securities we hold and dividends. Our debt investments typically have a term of five to eight years and bear interest at floating rates on the basis of a benchmark such as SOFR, SONIA, etc. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we may receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. In some cases, our investments may provide for deferred interest payments or PIK interest. The principal amount of loans and any accrued but unpaid interest generally become due at the maturity date.
In addition, we generate revenue from various fees in the ordinary course of business such as in the form of commitment, loan origination, structuring, consent, waiver, amendment, syndication and other miscellaneous fees as well as fees for providing managerial assistance to our portfolio companies.
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Expenses
Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory services to us, and the base compensation, bonus and benefits, and the routine overhead expenses, of such personnel allocable to such services, will be provided and paid for by the Adviser. We bear all other costs and expenses of our operations, administration and transactions, including, but not limited to (a) investment advisory fees, including management fees and incentive fees, to the Adviser, pursuant to the Investment Advisory Agreement; (b) our allocable portion of compensation, 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) our 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 us; and (iii) any internal audit group personnel of Blackstone or any of its affiliates; and (c) all other expenses of our operations, administrations and transactions.
From time to time, the Adviser, the Administrator or their affiliates may pay third-party providers of goods or services on our behalf. We will reimburse the Adviser, Administrator or such affiliates thereof for any such amounts. From time to time, the Adviser or the Administrator may defer or waive fees and/or rights to be reimbursed for expenses. The Administrator has elected to forgo any reimbursement for rent and other occupancy costs for the three months ended March 31, 2024 and 2023. However, the Administrator may seek reimbursement for such costs in future periods. All of the foregoing expenses will ultimately be borne by our shareholders.
Costs and expenses of the Administrator and the Adviser that are eligible for reimbursement by us will be reasonably allocated on the basis of time spent, assets under management, usage rates, proportionate holdings, a combination thereof or other reasonable methods determined by the Administrator in accordance with policies adopted by the Board.
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Portfolio and Investment Activity
For the three months ended March 31, 2024, we made $1,172.6 million aggregate principal amount of new investment commitments (including $627.9 million of which remained unfunded as of March 31, 2024), $1,168.8 million of which was first lien debt, $1.6 million of which was unsecured debt and $2.2 million of which was equity.
Our investment activity is presented below (information presented herein is at amortized cost unless otherwise indicated) (dollar amounts in thousands):
As of and for the three months ended March 31,
20242023
Investments:
Total investments, beginning of period$9,934,159$9,657,872
New investments purchased719,149102,265
Payment-in-kind interest capitalized19,97712,371
Net accretion of discount on investments9,7069,135
Net realized gain (loss) on investments428(3,486)
Investments sold or repaid(186,666)(109,051)
Total investments, end of period$10,496,753$9,669,106
Amount of investments funded at principal:
First lien debt$722,403 $104,747
Second lien debt— —
Unsecured debt1,610 —
Equity2,188 —
Total$726,201 $104,747
Proceeds from investments sold or repaid:
First lien debt$(186,666)$(109,051)
Second lien debt— — 
Unsecured debt— — 
Equity— — 
Total$(186,666)$(109,051)
Number of new investments in new portfolio companies18 5 
Average new investment commitment amount$34,581 $21,649 
Weighted average yield of new investments11.4 %12.6 %
Weighted average yield on investments fully sold or paid down11.9 %N/A
March 31, 2024December 31, 2023
Number of portfolio companies210 196 
Weighted average yield on debt and income producing investments, at amortized cost(1)(2)
11.7 %11.8 %
Weighted average yield on debt and income producing investments, at fair value(1)(2)
11.8 %12.0 %
Average loan to value (LTV)(3)
47.8 %48.2 %
Percentage of debt investments bearing a floating rate(6)
99.8 %99.9 %
Percentage of debt investments bearing a fixed rate(6)
0.2 %0.1 %
Percentage of assets on non-accrual, at amortized cost(4)(5)
0.1 %0.0 %
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(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on accruing debt included in such securities, divided by (b) total debt investments (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above.
(2)As of March 31, 2024 and December 31, 2023, the weighted average total portfolio yield at cost was 11.6% and 11.8%, respectively. The weighted average total portfolio yield at fair value was 11.7% and 11.8%, respectively.
(3)Includes all private debt investments for which fair value is determined by our Board in conjunction with a third-party valuation firm and excludes quoted assets. Average loan-to-value represents the net ratio of loan-to-value for each portfolio company, weighted based on the fair value of total applicable private debt investments. Loan-to-value is calculated as the current total net debt through each respective loan tranche divided by the estimated enterprise value of the portfolio company as of the most recent quarter end.
(4)Amount rounds to less than 0.1% for December 31, 2023.
(5)As a percentage of total amortized cost of Investments. Assets on non-accrual represented less than 0.1% and less than 0.1% of total fair value of Investments as of March 31, 2024 and December 31, 2023, respectively.
(6)As a percentage of total fair value of debt investments. As of March 31, 2024 and December 31, 2023, debt investments bearing a floating rate represented 98.8% and 98.9% , respectively, of total Investment at fair value.
As of March 31, 2024, our portfolio companies had a weighted average annual revenue of $768.0 million and weighted average annual EBITDA of $193.1 million. These calculations include all private debt investments for which fair value is determined by the Board of Trustees in conjunction with a third-party valuation firm and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment. Amounts were derived from the most recently available portfolio company financial statements, have not been independently verified by us, and may reflect a normalized or adjusted amount. Accordingly, we make no representation or warranty in respect of this information.
For additional information on our investments, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 4. Investments.”
Results of Operations
The following table represents the operating results (dollar amounts in thousands):
Three Months Ended March 31,
 20242023
Total investment income$303,959 $264,938 
Net expenses before excise tax134,763 113,141 
Net investment income before excise tax169,196 151,797 
Excise tax expense3,350 2,622 
Net investment income after excise tax165,846 149,175 
Net change in unrealized appreciation (depreciation)11,766 (14,544)
Net realized gain (loss)6,143 4,167 
Net increase (decrease) in net assets resulting from operations$183,755 $138,798 
Net increase (decrease) in net assets resulting from operations can vary from period to period as a result of various factors, including acquisitions, the level of new investment commitments, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio. As a result, comparisons may not be meaningful.
Investment Income
Investment income was as follows (dollar amounts in thousands):
Three Months Ended March 31,
 20242023
Interest income$283,264 $254,221 
Payment in-kind interest income20,462 9,841 
Fee income233 876 
Total investment income$303,959 $264,938 
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Total investment income increased to $304.0 million for the three months ended March 31, 2024, an increase of $39.0 million, or 15%, compared to the same period in the prior year primarily attributable to increased reference interest rates driving increased interest income from our investments.
Additionally, for the three months ended March 31, 2024, we recorded $1.9 million of non-recurring interest income (e.g., prepayment premiums, accelerated accretion of upfront loan origination fees and unamortized discounts, etc.) as compared to $0.4 million in the prior year primarily a result of increased prepayments.
For the three months ended March 31, 2024 and 2023, Payment-in-kind interest income represented 6.7% and 3.7% of investment income, respectively.
We expect that investment income will vary based on a variety of factors including the pace of our originations, repayments and changes in interest rates.
While elevated interest rates have favorably impacted our investment income during the three months ended March 31, 2024, further interest rate increases and the resulting higher cost of capital have the potential to negatively impact the free cash flow and credit quality of certain borrowers which could impact their ability to make principal and interest payments. If such interest rate increases occur concurrently with a period of economic weakness or a slowdown in growth, our borrowers’ and/or our portfolio performance may be negatively impacted. Further, significant market dislocation as a result of changing economic conditions could limit the liquidity of certain assets traded in the credit markets, and this could impact our ability to sell such assets at attractive prices or in a timely manner.
Expenses
Expenses were as follows (dollar amounts in thousands):
 Three Months Ended March 31,
20242023
Interest expense$66,720 $66,728 
Management fees26,040 24,696 
Income based incentive fees35,845 30,393 
Capital gains incentive fees3,134 (1,556)
Professional fees951 1,188 
Board of Trustees’ fees222 225 
Administrative service expenses677 378 
Other general and administrative1,174 1,605 
Total expenses before excise tax134,763 123,657 
Management fees waived— (6,174)
Incentive fees waived— (4,342)
Net expenses before excise tax134,763 113,141 
Net investment income before excise tax169,196 151,797 
Excise tax expense3,350 2,622 
Net investment income after excise tax$165,846 $149,175 
Interest Expense
Total interest expense (including unused fees and other debt financing expenses), was $66.7 million for the three months ended March 31, 2024, remaining consistent with the same period in the prior year. This was primarily driven by an increase in our weighted average interest rate on our borrowings relative to the prior period offset by a decrease in our average principal of debt outstanding.
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Our weighted average interest rate (including unused fees, accretion of net discounts on unsecured debt, and excluding amortization of deferred financing costs) increased to 5.10% for the three months ended March 31, 2024 from 4.68% for the same period in the prior year. The average principal of debt outstanding decreased to $5,046.2 million for the three months ended March 31, 2024 from $5,619.0 million for the same period in the prior year.
Management Fees
Management fees increased to $26.0 million for the three months ended March 31, 2024, an increase of $1.3 million, or 5%, compared to the same period in the prior year, due to an increase in average quarter end gross assets. For the three months ended March 31, 2024, our average quarter end gross assets increased to $10,419.8 million at March 31, 2024 from $9,878.5 million at March 31, 2023.
The Adviser voluntarily waived management fees following the IPO such that the management fee remained at 0.75% for a period of two years following the IPO (versus the contractual rate of 1.00%), which resulted in a waiver of $6.2 million for the three months ended March 31, 2023. The Waiver Period ended on October 28, 2023.
Income Based Incentive Fees
Income based incentive fees increased to $35.8 million for the three months ended March 31, 2024 from $30.4 million for the same period in the prior year primarily due to an increase in pre-incentive fee net investment income. Pre-incentive fee net investment income increased to $204.8 million for the three months ended March 31, 2024 from $173.7 million for the same period in the prior year.
The Adviser voluntarily waived incentive fees following the IPO such that the fee remained at 15.0% for a period of two years following the IPO (versus the contractual rate of 17.5%), which resulted in a waiver of $4.3 million for the three months ended March 31, 2023. The Waiver Period ended on October 28, 2023.
Capital Gains Incentive Fees
We accrued capital gains incentive fees of $3.1 million for the three months ended March 31, 2024, as compared to the reversal of the previously accrued capital gains incentive fees of $(1.6) million for the three months ended March 31, 2023 primarily due to net unrealized gains for the three months ended March 31, 2024 compared to unrealized losses during the same period in the prior year.
The accrual for any capital gains incentive fee under GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reduction of previously recorded expense if such cumulative amount is less in the prior period. If such cumulative amount is negative, then there is no accrual.
Other Expenses
Professional fees include legal, rating agencies, audit, tax, valuation, technology and other professional fees incurred related to the management of us. Administrative service fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement, including our allocable portion of the cost of certain of our executive officers, their respective staff and other non-investment professionals that perform duties for us. Other general and administrative expenses include insurance, filing, research, our sub-administrator, subscriptions and other costs.
Total other expenses decreased to $3.0 million for the three months ended March 31, 2024 from $3.4 million for the same period in the prior year primarily due to a decrease in Other General and Administrative expenses.
Income Taxes, Including Excise Taxes
We elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for taxation as a RIC, we must, among other things, distribute to our shareholders in each taxable year generally at least 90% of the sum of our investment company taxable income, as defined by the Code (without regard to the deduction for dividends paid), and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our shareholders, which generally relieve us from corporate-level U.S. federal income taxes.
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Depending on the level of taxable income earned in a tax year, we may carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income.
For the three months ended March 31, 2024 and 2023, we accrued $3.4 million and $2.6 million, respectively, of U.S. federal excise tax.
Net Unrealized Gain (Loss)
Net change in unrealized gain (loss) was comprised of the following (dollar amounts in thousands):
Three Months Ended March 31,
20242023
Net change in unrealized gain (loss) on investments$11,787 $(11,403)
Net change in unrealized gain (loss) on translation of assets and liabilities in foreign currencies(21)(3,141)
Net change in unrealized gain (loss)$11,766 $(14,544)

For the three months ended March 31, 2024, the net change in unrealized gains of $11.8 million was primarily driven by the increase in the fair value of our debt investments. The fair value of our debt investments as a percentage of principal increased by 0.3%, during the three months ended March 31, 2024 driven primarily by the improving economic outlook.

Net Realized Gain (Loss)
The realized gains and losses on fully exited and partially exited investments comprised of the following (dollar amounts in thousands):
Three Months Ended March 31,
20242023
Net realized gain (loss) on investments$428 $(3,486)
Net realized gain (loss) on foreign currency transactions5,715 7,653 
Net realized gain (loss)$6,143 $4,167 
For the three months ended March 31, 2024, we generated realized gains on investments of $0.4 million, primarily from full or partial sales or restructures of our debt investments.
Net realized gains of $5.7 million were generated on foreign currency transactions during the three months ended March 31, 2024, primarily as a result of fluctuations in the GBP exchange rate vs. USD.
Financial Condition, Liquidity and Capital Resources
Our liquidity and capital resources are generated primarily from cash flows from interest, dividends and fees earned from our investments and principal repayments, our credit facilities, debt securitization transactions, and other secured and unsecured debt. We may also generate cash flow from operations, future borrowings and future offerings of securities including public and/or private issuances of debt and/or equity securities through both registered offerings and private offerings. The primary uses of our cash and cash equivalents are for (i) originating loans and purchasing senior secured debt investments, (ii) funding the costs of our operations (including fees paid to our Adviser and expense reimbursements paid to our Administrator), (iii) debt service, repayment and other financing costs of our borrowings and (iv) cash distributions to the holders of our shares.
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To facilitate public issuances of debt and/or equity securities, in July 2022, we filed a shelf registration statement with the SEC that is effective for a term of three years and expires in July 2025. The amount of securities to be issued pursuant to the shelf registration statement filed in July 2022 was not specified when it was filed and there is no specific dollar limit on the amount of securities we may issue. The securities covered by the registration statement filed in July 2022 include: (i) Common Shares; (ii) preferred shares; (iii) debt securities; (iv) subscription rights; and (v) warrants. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering.
As of March 31, 2024 and December 31, 2023, our debt consisted of asset based leverage facilities, a revolving credit facility, and unsecured note issuances. We may from time to time enter into additional credit facilities, increase the size of our existing credit facilities or issue further debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 150%. As of March 31, 2024 and December 31, 2023, we had an aggregate amount of $5,298.0 million and $4,937.9 million of senior securities outstanding, respectively, and our asset coverage ratio was 197.3% and 200.3%, respectively. We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage. Further, we maintain sufficient borrowing capacity within the 150% asset coverage limitation to cover any outstanding unfunded commitments we are required to fund. From time to time we may also repurchase our outstanding debt. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors. The amounts involved in any such purchase transactions, individually or in the aggregate, may be material.
Cash and cash equivalents as of March 31, 2024, taken together with our $1,302.0 million of unused capacity under our credit facilities (subject to borrowing base availability, $1,302.0 million is available to borrow) is expected to be sufficient for our investing activities and to conduct our operations in the near term. Additionally, we held $108.8 million of Level 2 debt investments as of March 31, 2024, which could provide additional liquidity if necessary.
Although we have historically been able to obtain sufficient borrowing capacity, a deterioration in economic conditions or any other negative economic developments could restrict our access to financing in the future. We may not be able to find new financing for future investments or liquidity needs and, even if we are able to obtain such financing, such financing may not be on as favorable terms as we have previously obtained. These factors may limit our ability to make new investments and adversely impact our results of operations.
As of March 31, 2024, we had $147.7 million in cash and cash equivalents. During the three months ended March 31, 2024, cash used in operating activities was $395.5 million, primarily due to purchases of investments of $719.1 million partially offset by sales of investments and principal repayments of $186.7 million and receipt of interest payments from our investments. Cash provided by financing activities was $388.3 million during the period, which was primarily as a result of borrowings on our credit facilities and Unsecured Notes of $363.8 million and $162.0 million of proceeds from the issuance of our Common Shares partially offset by dividends paid in cash of $137.4 million.
Equity
We also access liquidity through our “at-the-market” offering program (the “ATM Program”), pursuant to which we may sell, from time to time, additional Common Shares. During the three months ended March 31, 2024, we sold Common Shares for net proceeds of $162.0 million through our ATM Program. On March 28, 2024, we filed a new prospectus supplement under which may sell up to an aggregate sales price of $500.0 million of our Common Shares as part of the ATM Program. As of March 31, 2024, $500.0 million of Common Shares were available for issuance under the ATM Program.
For additional information on our ATM Program, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 8. Net Assets.”
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Distributions
The following table summarizes our distributions declared and payable for the three months ended March 31, 2024 (dollar amounts in thousands, except per share amounts):
Date DeclaredRecord DatePayment DatePer Share AmountTotal Amount
February 28, 2024March 31, 2024April 26, 2024$0.7700 $147,743 
Total distributions$0.7700 $147,743 
With respect to distributions, we have adopted an “opt out” dividend reinvestment plan for shareholders. As a result, in the event of a declared cash distribution or other distribution, each shareholder that has not “opted out” of the dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional shares rather than receiving cash distributions. Shareholders who receive distributions in the form of shares will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.
For additional information on our distributions and dividend reinvestment plan, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 8. Net Assets.”
Share Repurchase Plan
In February 2023, our Board approved a share repurchase plan, under which we were authorized to repurchase up to $250 million in the aggregate of our outstanding Common Shares in the open market at prices below our 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.
We did not repurchase any of our shares under the 10b-18 Plan for the three months ended March 31, 2024.
For additional information on our share repurchases, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 8. Net Assets.”
Borrowings
As of March 31, 2024 and December 31, 2023, we had an aggregate principal amount of $5,298.0 million and $4,937.9 million, respectively, of debt outstanding.
For additional information on our debt obligations, see “Item 1. Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 6. Borrowings.”
Off-Balance Sheet Arrangements
Portfolio Company Commitments
Our investment portfolio contains and is expected to continue to contain debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of March 31, 2024 and December 31, 2023, we had unfunded commitments, including delayed draw term loans and revolvers with an aggregate principal amount of $1,421.3 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 March 31, 2024 and December 31, 2023, we estimate that $373.6 million and $221.3 million, respectively, of investments were committed but not yet funded.
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Other Commitments and Contingencies
From time to time, we may become a party to certain legal proceedings incidental to the normal course of itsour business. At March 31, 2019,2024, management is not aware of any material pending or threatened litigation.legal proceedings.
Contractual Obligations
A summary of our contractual payment obligations under our credit facilities and our forward purchase obligation as of March 31, 2019, is as follows (dollar amounts in thousands):
 Payments Due by Period
 Total 
Less than
1 year
 1-3 years 3-5 years After 5 years
Subscription Facility$11,731
 $11,731
 $—
 $—
 $—
JPM SPV Facility120,000
 —
 —
 120,000
 —
BNP SPV Facility152,315
 —
 —
 152,315
 —
Forward purchase obligation52,286
 52,286
 —
 —
 —
Total Contractual Obligations$336,332
 $64,017
 $—
 $272,315
 $—

Related-Party Transactions
We have entered into a number of business relationships with affiliated or related parties, including the followingfollowing:
•the Investment Advisory Agreement; and
•the Administration Agreement;Agreement.
•the Middle Market Warehouse; and
•Expense Support and Conditional Reimbursement Agreement.
In addition to the aforementioned agreements, we, our Adviser and certain of our Adviser’s affiliates have been granted exemptive relief by the SEC to co-invest with other funds managed by our Adviser or its affiliates in a manner consistent with our investment objective,objectives, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. See “Item 1. Consolidated Financial Statements—Notes to Condensed Consolidated Financial Statements—Note 3. Agreements and Related Party Transactions.”
Recent Developments
From April 1, 2019 through May 8, 2019,Macroeconomic Environment
The three months ended March 31, 2024 have been characterized by continued volatility in global markets, driven by investor concerns over inflation, elevated interest rates, slowing economic growth, political and regulatory uncertainty and geopolitical conditions, including the wars in Ukraine and Russia and in the Middle East. Events affecting financial institutions during the past year also contributed to volatility in global markets and diminished liquidity and credit availability.
During 2023 and throughout the first quarter of 2024, inflation began to moderate as a result of the monetary policy tightening actions taken by central banks, including maintaining elevated interest rates. These higher interest rates have created further uncertainty for the economy and for our borrowers. Although our business model is such that rising interest rates will, all else being equal, correlate to increases in our net income, further increases in interest rates may adversely affect our existing borrowers and lead to nonperformance, as higher costs may dampen consumer spending and slow corporate profit growth, which may negatively impact our portfolio companies as they may be susceptible to economic downturns or recessions and may be unable to repay our loans during these periods. Therefore, during these periods our non-performing assets may increase and the value of our portfolio may decrease if we made new investment commitmentsare required to write down the values of approximately $581 million,our investments. Adverse economic conditions may also decrease the value of collateral securing some of our loans and the value of our equity investments. It remains difficult to predict the full impact of recent changes and any future changes with respect to interest rates or inflation.
Additionally, bank closures in the United States over the course of 2023 have caused uncertainty for financial services companies and fear of instability in the global financial system generally, which approximately $529 million had been funded.may also have other implications for broader economic and monetary policy, including interest rate policy. There can be no assurances that conditions in the banking sector and in global financial markets will not worsen and/or adversely affect the Company, its portfolio companies or their respective financial performance.
Critical Accounting PoliciesEstimates
The preparation of ourthe condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ.
Our critical accounting policies and estimates, including those relating to the valuation of our investment portfolio, are described in our AnnualAnnual Report on Form 10-K for the

year ended December 31, 2018,2023, filed with the SEC on March 18, 2019,February 28, 2024, and elsewhere in our filings with the SEC. There have been no significantmaterial changes in our critical accounting policies and practices.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Uncertainty with respect to the economic conditions has introduced significant volatility in the financial markets, and the effect of the volatility could materially impact our market risks. We are subject to financial market risks, including valuation risk and interest rate risk.
Valuation Risk
We have invested, and plan Our exposure to continue to invest, primarilymarket risk has not materially changed from what was previously disclosed in illiquid debt and equity securities of private companies. Most of our investments will not have a readily available market price, and we value these investments at fair value as determined in good faith by our Board, basedAnnual Report on among other things, the input of the Adviser, our Audit Committee and independent third-party valuation firms engaged at the direction of the Board, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation processForm 10-K for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.fiscal year ended December 31, 2023.
Interest Rate Risk
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We intend to fund portions of our investments with borrowings, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure shareholders that a significant change in market interest rates will not have a material adverse effect on our net investment income.
As of March 31, 2019, 100% of our debt investments at fair value were at floating rates. Based on our consolidated balance sheet as of March 31, 2019, the following table shows the annualized impact on net income of hypothetical base rate changes in interest rates (considering interest rate floors and ceilings for floating rate instruments assuming no changes in our investment and borrowing structure) (dollar amounts in thousands):
 
Interest
Income
 
Interest
Expense
 
Net
Income
Up 300 basis points$28,601
 $(8,521) $20,080
Up 200 basis points19,068
 (5,681) 13,387
Up 100 basis points9,534
 (2,840) 6,694
Down 100 basis points(9,534) 2,840
 (6,694)
Down 200 basis points(15,254) 5,681
 (9,573)
Down 300 basis points(15,254) 7,385
 (7,869)

Item 4. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
In accordance withThe Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(b)13a-15(e) and 15d-15(b) of15d-15(e) under the SecuritiesExchange Act) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act of 1934, as amended (the “Exchange Act”), we, underis recorded, processed, and summarized and reported within the supervisiontime periods specified in the SEC’s rules and withforms, and that such information is accumulated and communicated to the participation of our ChiefCompany’s management, including its Co-Chief Executive OfficerOfficers and Chief Financial Officer, carried out anas appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. An evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q was made under the supervision and determinedwith the participation of our management, including our Co-Chief Executive Officers and Chief Financial Officer.
Based upon this evaluation, our Co-Chief Executive Officers and Chief Financial Officer have concluded that our disclosure controls and procedures are (a) effective to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by SEC rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Co-Chief Executive Officers and Chief Financial Officer, as of the end of the period covered by the Quarterly Report on Form 10-Q.appropriate to allow timely decisions regarding required disclosure.
(b) Changes in Internal Controls Over Financial Reporting
There have been no changes in our internal control over financial reporting that occurred during theour most recently completed fiscal quarter ended March 31, 2019 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


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PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
We are not currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceeding threatened against us.proceedings. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our financial condition or results of operations.
Item 1A. Risk Factors.
There have been no material changes to the risk factors previously disclosed underdiscussed in Part I, Item 1A of1A. “Risk Factors” in our AnnualAnnual Report on Form 10-K for the year ended December 31, 2018.2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
ReferIn February 2023, the Board approved a share repurchase plan, under which the Company was authorized to "Item 1. Financial Statements—Notesrepurchase up to Consolidated Financial Statements—Note 8. Net Assets"$250 million in this Form 10-Qthe aggregate of its outstanding Common Shares in the open market at prices below the Company's NAV per share for issuances of our shares duringa one-year term, in accordance with the quarter. Such issuances were part of our Private Offering pursuant to Section 4(a)(2)guidelines specified in Rule 10b-18 of the 1933Exchange Act (the “10b-18 Plan”). The 10b-18 Plan was not renewed and Regulation D thereunder.terminated by its terms on February 22, 2024.

For the three months ended March 31, 2024, the Company did not repurchase any of its shares under the 10b-18 Plan.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
None.Section 13(r) Disclosure

Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, we hereby incorporate by reference herein Exhibit 99.1 of this report, which includes disclosures regarding activities at Mundys S.p.A., formerly “Atlantia S.p.A.,” which may be, or may have been at the time considered to be, an affiliate of Blackstone and, therefore, our affiliate.
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Table of Contents
Item 6. Exhibits.
(a) Exhibits
Exhibit
Number
Exhibit
Number
Description of Exhibits
3.1
31.1
3.2
10.1
10.2
31.1
31.2
31.2
31.3
32.1
32.2
32.2
32.3
99.1
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document*
101.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Extension Label Linkbase Document*
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document*
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
_________________________
*Filed herewith.

*    Filed herewith

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Blackstone / GSO Secured Lending Fund
Date:May 8, 2024
Date:May 10, 2019/s/ Brad Marshall
Brad Marshall
ChiefCo-Chief Executive Officer
(Principal Executive Officer)
Date:May 10, 20198, 2024/s/ Stephan KuppenheimerJonathan Bock
Stephan KuppenheimerJonathan Bock
Co-Chief Executive Officer
(Principal Executive Officer)
Date:May 8, 2024/s/ Teddy Desloge
Teddy Desloge
Chief Financial Officer
(Principal Financial Officer)


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