8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 7, 2022

Blackstone Private Credit Fund

(Exact name of Registrant as specified in its charter)

Delaware	814-01358	84-7071531
(State or other jurisdiction of incorporation)	(Commission File Number)	(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

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class Trading Symbol(s) Name of each exchange
on which registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ☐

Item 7.01. Regulation FD Disclosure.

On September 7, 2022, Blackstone Private Credit Fund (BCRED) announced the increase of its regular monthly distribution from $0.1740 per share to $0.1900 per share, which represents a 9.1% annualized distribution yield (for Class I Common Shares¹) based on the July NAV per share of $25.02¹. BCRED’s Board of Trustees (the “Board”) approved the increase in distribution, which will become effective for the October 2022 monthly distribution with the record date of October 31, 2022 and will be paid on or about November 29, 2022. BCRED also declared its regular monthly distribution in the amount of $0.1740 per share for Class I Common Shares² with a record date of September 30, 2022, payable on or about October 26, 2022.

The regular monthly distribution increase is driven by BCRED’s strong earnings, the quality of its portfolio and the positive impact from rising interest rates. With nearly 100% of the portfolio invested in floating rate debt which benefits from rising rates, and BCRED’s low fee structure, BCRED believes this creates an opportunity to raise its regular monthly distributions to more appropriately align with its earnings power.

BCRED is focused on high-quality, larger companies in growth sectors. As of July 31, 2022, the portfolio is 96% senior secured with an average loan-to-value (LTV) of 43% and an average issuer EBITDA of $167 million. BCRED expects this focus on seniority and quality to continue going forward.³

A copy of the Fund’s press release announcing the foregoing is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d)	Exhibits
99.1	Press Release dated September 7, 2022.

¹  For Class S Common Shares, would represent at estimated net distribution of $0.1722 and an estimated 8.3% distribution yield. For Class D Common Shares, would represent an estimated net distribution of $0.1848 and an estimated 8.9% distribution yield.

²  For Class S Common Shares, net distribution declared of $0.1562. For Class D Common Shares, net distribution of $0.1688. Represents an 8.3% distribution yield for Class I shares, 7.5% distribution yield for Class S shares and 8.1% distribution yield for Class D shares based on the July NAV per share of $25.02.

³  These calculations include all private debt investments for which fair value is determined by the Board 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, BCRED makes no representation or warranty in respect of this information.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BLACKSTONE PRIVATE CREDIT FUND
Date: September 7, 2022	By:	/s/ Marisa J. Beeney
	Name:	Marisa J. Beeney
	Title:	Chief Legal Officer and Secretary

EX-99.1

Exhibit 99.1

Blackstone Credit Increases Regular Distributions for BDCs

• Blackstone Private Credit Fund (BCRED) to increase monthly distribution to $0.19 per share (for Class I Common Shares¹)

• Blackstone Secured Lending Fund (NYSE: BXSL) to increase quarterly distribution to $0.60 per share

New York, September 7, 2022 – Blackstone Credit today announced the increases of the regular distributions of Blackstone Private Credit Fund (BCRED) and Blackstone Secured Lending Fund (NYSE: BXSL), its business development companies BDCs. BCRED and BXSL are part of the direct lending platform within Blackstone’s $265 billion in AUM² across Blackstone Credit & Insurance Strategies, the firm’s fastest growing segment.

The regular distribution increases are driven by BCRED and BXSL’s strong earnings, the quality of their respective portfolios and the positive impact from rising interest rates. With nearly 100% of the portfolios invested in floating rate debt which benefits from rising rates, and BCRED and BXSL’s low fee structures, BCRED and BXSL believe this creates an opportunity to raise their regular distributions to more appropriately align with their earnings power.

Blackstone Private Credit Fund Increase in Monthly Distribution

BCRED will increase its regular monthly distribution from $0.1740 per share to $0.1900 per share, which represents a 9.1% annualized distribution yield for Class I Common Shares¹ based on the July NAV per share of $25.02. BCRED’s Board of Trustees approved the increase in distribution, which will become effective for the October 2022 monthly distribution with the record date of October 31, 2022 and will be paid on or about November 29, 2022. BCRED also declared its regular monthly distribution in the amount of $0.1740 per share for Class I Common Shares³ with a record date of September 30, 2022, payable on or about October 26, 2022.

Blackstone Secured Lending Fund Increase in Quarterly Distribution

BXSL will increase its regular quarterly distribution from $0.53 per share to $0.60 per share, which represents a 9.3% annualized distribution yield based on second quarter NAV per share of $25.89. BXSL’s Board of Trustees approved the increase in distribution, which will become effective in the third quarter of 2022 and apply to the previously declared quarterly distribution to shareholders of record as of September 30, 2022, payable on November 14, 2022.

About Blackstone Private Credit Fund

Blackstone Private Credit Fund (BCRED) is Blackstone’s non-listed business development company (BDC). Leveraging Blackstone’s institutional-caliber investment approach, BCRED aims to provide income-focused individual investors access to private credit in a continuously offered fund structure. It is part of Blackstone Credit’s $83 billion direct lending platform, which provides privately originated, senior secured, floating rate loans to U.S. and European companies. BCRED is externally managed by a subsidiary of Blackstone (NYSE: BX), a global leader in credit investing.

¹  For Class S Common Shares, would represent an estimated net distribution of $0.1722 and an estimated 8.3% distribution yield. For Class D Common Shares, would represent an estimated net distribution of $0.1848 and an estimated 8.9% distribution yield.

²  The AUM for Blackstone, Blackstone Credit & Insurance or any specific fund, account or investment strategy presented herein may differ from any comparable AUM disclosure in other non-public or public sources (including public regulatory filings) due to, among other factors, methods of net asset value and capital commitment reporting, differences in categorizing certain funds and accounts within specific investment strategies and exclusion of certain funds and accounts, or any part of net asset value or capital commitment thereof, from the related AUM calculations. Certain of these differences are in some cases required by applicable regulation. All figures are subject to change.

³  For Class S Common Shares, net distribution declared of $0.1562. For Class D Common Shares, net distribution declared of $0.1688. Represents an 8.3% distribution yield for Class I shares, 7.5% distribution yield for Class S shares and 8.1% distribution yield for Class D shares based on the July NAV per share of $25.02.

About Blackstone Secured Lending Fund

Blackstone Secured Lending Fund (NYSE:BXSL) is a specialty finance company that invests primarily in the debt of private US companies. As of June 30, 2022, BXSL’s fair value of investments was $10.1 billion. BXSL has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. BXSL is externally managed by Blackstone Credit BDC Advisors LLC, an SEC-registered investment adviser that is an affiliate of Blackstone Inc. Blackstone Inc., together with its subsidiaries, is the world’s largest alternative investment firm with $941 billion of assets under management as of June 30, 2022.

About Blackstone Credit

Blackstone Credit is one of the world’s largest credit-focused asset managers, with $265 billion in AUM⁴ across Blackstone Credit & Insurance Strategies. We seek to generate attractive risk-adjusted returns for our clients by investing across the entire corporate credit market, from public debt to private loans. Our capital supports a wide range of companies across sectors and geographies, enabling businesses to expand, invest, and navigate changing market environments.

Forward-Looking Statements

Certain information contained in this communication constitutes “forward-looking statements” within the meaning of the federal securities laws and the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by the use of forward-looking terminology, such as “outlook,” “indicator,” “believes,” “expects,” “potential,” “continues,” “may,” “can,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates”, “confident,” “conviction,” “identified” or the negative versions of these words or other comparable words thereof. These may include financial estimates and their underlying assumptions, statements about plans, objectives and expectations with respect to future operations, statements regarding future performance, statements regarding economic and market trends and statements regarding identified but not yet closed investments. Such forward-looking statements are inherently uncertain and there are or may be important factors that could cause actual outcomes or results to differ materially from those indicated in such statements. BCRED and BXSL believe these factors also include but are not limited to those described under the section entitled “Risk Factors” included in their respective periodic filings with the Securities and Exchange Commission (the “SEC”) and (in the case of BCRED) in its prospectus, which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document (or BCRED’s or BXSL’s filings). Except as otherwise required by federal securities laws, BCRED and BXSL undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Contacts

Media

Mariel Seidman-Gati

Mariel.seidmangati@blackstone.com

+1 917-698-1674

⁴  The AUM for Blackstone, Blackstone Credit & Insurance or any specific fund, account or investment strategy presented herein may differ from any comparable AUM disclosure in other non-public or public sources (including public regulatory filings) due to, among other factors, methods of net asset value and capital commitment reporting, differences in categorizing certain funds and accounts within specific investment strategies and exclusion of certain funds and accounts, or any part of net asset value or capital commitment thereof, from the related AUM calculations. Certain of these differences are in some cases required by applicable regulation. All figures are subject to change.