Correspondence 0001193125-24-167947 from Blackstone Private Credit Fund (CIK 0001803498)
Blackstone Private Credit Fund (CIK 0001803498)
Date: June 25, 2024 · CIK: 0001803498 · Accession: 0001193125-24-167947
AI Filing Summary & Sentiment
File numbers found in text: 333-277050
Letter
VIA EDGAR Division of Investment Management Washington, D.C. 20549 Attn: Lisa Larkin Re: Blackstone Private Credit Fund Form N-14, File No. 333-277050
Dear Ms. Larkin:
On behalf of Blackstone Private Credit Fund (the “Company”), we are providing the following responses to comments received by telephone from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) on March 15, 2024 relating to the Company’s Registration Statement on Form N-14 filed with the Commission on February 14, 2024 (the “Registration Statement”). Please note that all page numbers in our responses are references to the page numbers of the Registration Statement. All capitalized terms used but not defined in this letter have the meanings given to them in the Registration Statement.
Legal Comments
1. On page 40 under the section titled “Certain Material U.S. Federal Income Tax Considerations,” please add more fulsome disclosure as required by Item 10.4 of Form N-2 and Item 5(b) of Form N-14, or, alternatively, please incorporate by reference to the Company’s annual report filed on Form 10-K.
Response: The Company has incorporated the relevant disclosure by reference to its annual report on Form 10-K.
Accounting Comments
2. Please update the financial information throughout the Registration Statement, including the Senior Securities table, to include the latest financial statements as of December 31, 2023.
Response: The Company has updated the relevant disclosure to include the latest available information as required by Form N-14.
3. Please include the exhibits which were designated as to be filed by amendment with the next filing, including the auditor consent with respect to the updated financial statements.
Response: The Company confirms it will file any remaining exhibits with a future pre-effective amendment.
* * * * *
NEW YORK BEIJING HONG KONG HOUSTON LONDON LOS ANGELES PALO ALTO SÃO PAULO TOKYO
Securities and Exchange Commission
June 25, 2024
Please do not hesitate to call Rajib Chanda at (617) 448-4992, Benjamin Wells at (212) 455-2516, Christopher Healey at (202) 636-5879, Jonathan Pacheco at (202) 636-5876 or me at (202) 636-5592 with any questions you may have regarding this filing or if you wish to discuss the above responses.
Very truly yours,
/s/ Steven Grigoriou
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CORRESP 1 filename1.htm CORRESP Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5592 E-mail Address steven.grigoriou@stblaw.com June 25, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, D.C. 20549 Attn: Lisa Larkin Re: Blackstone Private Credit Fund Form N-14, File No. 333-277050 Dear Ms. Larkin: On behalf of Blackstone Private Credit Fund (the “Company”), we are providing the following responses to comments received by telephone from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) on March 15, 2024 relating to the Company’s Registration Statement on Form N-14 filed with the Commission on February 14, 2024 (the “Registration Statement”). Please note that all page numbers in our responses are references to the page numbers of the Registration Statement. All capitalized terms used but not defined in this letter have the meanings given to them in the Registration Statement. Legal Comments 1. On page 40 under the section titled “Certain Material U.S. Federal Income Tax Considerations,” please add more fulsome disclosure as required by Item 10.4 of Form N-2 and Item 5(b) of Form N-14, or, alternatively, please incorporate by reference to the Company’s annual report filed on Form 10-K. Response: The Company has incorporated the relevant disclosure by reference to its annual report on Form 10-K. Accounting Comments 2. Please update the financial information throughout the Registration Statement, including the Senior Securities table, to include the latest financial statements as of December 31, 2023. Response: The Company has updated the relevant disclosure to include the latest available information as required by Form N-14. 3. Please include the exhibits which were designated as to be filed by amendment with the next filing, including the auditor consent with respect to the updated financial statements. Response: The Company confirms it will file any remaining exhibits with a future pre-effective amendment. * * * * * NEW YORK BEIJING HONG KONG HOUSTON LONDON LOS ANGELES PALO ALTO SÃO PAULO TOKYO Securities and Exchange Commission June 25, 2024 Please do not hesitate to call Rajib Chanda at (617) 448-4992, Benjamin Wells at (212) 455-2516, Christopher Healey at (202) 636-5879, Jonathan Pacheco at (202) 636-5876 or me at (202) 636-5592 with any questions you may have regarding this filing or if you wish to discuss the above responses. Very truly yours, /s/ Steven Grigoriou Steven Grigoriou cc: Rajib Chanda, Simpson Thacher & Bartlett LLP Benjamin Wells, Simpson Thacher & Bartlett LLP Christopher Healey, Simpson Thacher & Bartlett LLP Jonathan Pacheco, Simpson Thacher & Bartlett LLP 2