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): May 17, 2023

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 3.02. Unregistered Sale of Equity Securities.

As of May 1, 2023, Blackstone Private Credit Fund (the “Fund” or “BCRED”) sold unregistered Class I common shares of beneficial interest (with the final number of shares being determined on May 17, 2023) to feeder vehicles primarily created to hold the Fund’s Class I shares. The offer and sale of these Class I shares was exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and/or Regulation S thereunder (the “Private Offering”). The following table details the shares sold:

Date of Unregistered Sale	Amount of Class I Common Shares		Consideration
As of May 1, 2023 (number of shares finalized on May 17, 2023)		3,240,904	$	80,601,294

Item 7.01. Regulation FD Disclosure.

May 2023 Distributions

On May 17, 2023, the Fund declared regular distributions for each class of its common shares of beneficial interest (the “Shares”) in the amounts per share set forth below:

	Gross Distribution		Stockholder Servicing Fee		Net Distributions
Class I Common Shares	$	0.2100	$	0.0000	$	0.2100
Class S Common Shares	$	0.2100	$	0.0176	$	0.1924
Class D Common Shares	$	0.2100	$	0.0052	$	0.2048

The distributions for each class of Shares are payable to shareholders of record as of the open of business on May 31, 2023 and will be paid on or about June 27, 2023.

These distributions will be paid in cash or reinvested in shares of the Fund’s Shares for shareholders participating in the Fund’s distribution reinvestment plan.

Item 8.01. Other Events.

Net Asset Value

The net asset value (“NAV”) per share of each class of the Fund as of April 30, 2023, as determined in accordance with the Fund’s valuation policy, is set forth below.

	NAV as of April 30, 2023
Class I Common Shares	$	24.87
Class S Common Shares	$	24.87
Class D Common Shares	$	24.87

As of April 30, 2023, the Fund’s aggregate NAV was $23.7 billion, the fair value of its investment portfolio was $48.1 billion, and it had $25.5 billion of debt outstanding (at principal). The average debt-to-equity leverage ratio during April 2023 was approximately 1.07 times. As of April 30, 2023, the Fund had $35.5 billion in committed debt capacity, with 90% in floating rate leverage, of which 74% is secured, and 10% in unsecured fixed rate leverage based on drawn amounts.¹ The Fund’s leverage sources are in the form of a corporate revolver (5%), asset-based credit facilities (47%), unsecured bonds (34%), secured short term indebtedness (1%) and collateralized loan obligation (CLO) notes (13%) based on drawn amounts.

Status of Offering

The Fund is currently publicly offering on a continuous basis up to $36.5 billion in Shares (the “Offering”). Additionally, the Fund has sold unregistered shares as part of the Private Offering. The following table lists the Shares issued and total consideration for both the Offering and the Private Offering as of the date of this filing, reflective of transfers between share classes. The table below does not include Shares sold through the Fund’s distribution reinvestment plan. The Fund intends to continue selling Shares in the Offering and the Private Offering on a monthly basis.

	Common Shares Issued		Total Consideration
Offering:
Class I Common Shares		273,570,214	$	6.9 billion
Class S Common Shares		307,501,728	$	7.9 billion
Class D Common Shares		6,653,286	$	0.2 billion
Private Offering:
Class I Common Shares		451,661,399	$	11.6 billion
Class S Common Shares		—		—
Class D Common Shares		—		—
Total Offering and Private Offering *		1,039,386,627	$	26.6 billion

* Amounts may not sum due to rounding.

¹  Certain Notes are classified for the purposes of this filing as floating rate as a result of the Fund entering into interest rate swaps to effectively swap fixed notes payments for floating rate payments.

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: May 18, 2023	By:	/s/ Marisa J. Beeney
	Name:	Marisa J. Beeney
	Title:	Chief Legal Officer and Secretary

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Document and Entity Information	May 17, 2023
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001803498
Document Type	8-K
Document Period End Date	May 17, 2023
Entity Registrant Name	Blackstone Private Credit Fund
Entity Incorporation State Country Code	DE
Entity File Number	814-01358
Entity Tax Identification Number	84-7071531
Entity Address, Address Line One	345 Park Avenue
Entity Address, Address Line Two	31st Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10154
City Area Code	(212)
Local Phone Number	503-2100
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false