Correspondence 0001193125-24-231223 from Blackstone Private Credit Fund (CIK 0001803498)
Blackstone Private Credit Fund (CIK 0001803498)
Date: Oct. 2, 2024 · CIK: 0001803498 · Accession: 0001193125-24-231223
AI Filing Summary & Sentiment
File numbers found in text: 333-264426
Letter
Simpson Thacher & Bartlett LLP
900 G STREET NW
WASHINGTON, D.C. 20001
TELEPHONE: +1-212-455-2000
FACSIMILE: +1-212-455-2502
Direct Dial Number
(202) 636-5543
E-mail Address rajib.chanda@stblaw.com
Via EDGAR
Securities and Exchange Commission
Division of Investment Management
100 F Street, N.E.
Washington, D.C. 20549
Attn: Lisa Larkin and Lauren Hamilton
Re: Blackstone Private Credit Fund
Registration Statement on Form N-2
(File No. 333-264426)
Ladies and Gentlemen:
On behalf of Blackstone Private Credit Fund (the “Fund”), a business development company, we hereby provide a response to the comment from the staff (the “Staff”) of the Division of Investment Management of the U.S. Securities and Exchange Commission communicated on September 30, 2024 regarding Pre-Effective Amendment No. 5 (the “Amendment No. 5”) to the above-referenced registration statement on Form N-2, filed on August 25, 2023 (collectively with the Pre-Effective Amendment No. 1 filed on July 25, 2022, the Pre-Effective Amendment No. 2 filed on October 14, 2022, the Pre-Effective Amendment No. 3 filed on December 16, 2022, and the Pre-Effective Amendment No. 4 filed on January 13, 2023, the “Registration Statement”) in connection with an offering of unsecured notes issued by the Fund (the “Notes”).
The Fund anticipates filing in the near future an additional pre-effective amendment, Amendment No. 6, which will include the revisions to the Registration Statement in response to the comment contained herein, as applicable and appropriate, and to otherwise update disclosure in the ordinary course.
For convenience of reference, the Staff’s comment has been reproduced herein. Please note that all page numbers in our responses are references to the page numbers of Amendment No. 5. All capitalized terms used but not defined in this letter have the meanings given to them in Amendment No. 5 or the Co-Investment Order (as defined herein).
Securities and Exchange Commission
October 2, 2024
1. Please supplementally confirm that the Fund complies with Condition 15 of the Fund’s exemptive relief to engage in co-investment transactions with the Adviser and its affiliates, subject to certain terms and conditions thereunder (the “Co-Investment Order”).1
Response: The Fund hereby confirms that it complies with Condition 15 of the Co-Investment Order. None of the Advisers, the Primary Advisers, the Affiliated Investors, the other Regulated Funds nor any affiliated person of the Regulated Funds or Affiliated Investors receives additional compensation or remuneration of any kind as a result of or in connection with a Co-Investment Transaction, other than as permitted by Condition 15.
* * *
Please call Benjamin Wells (212-455-2516), Kenneth Burdon (617-778-9001), Steven Grigoriou (202-636-5592), Jonathan Pacheco (202-636-5876) or me (202-636-5543) with any questions you may have regarding this filing or if you wish to discuss the above response.
Very truly yours,
/s/ Rajib Chanda
Show Raw Text
CORRESP 1 filename1.htm CORRESP Simpson Thacher & Bartlett LLP 900 G STREET NW WASHINGTON, D.C. 20001 TELEPHONE: +1-212-455-2000 FACSIMILE: +1-212-455-2502 Direct Dial Number (202) 636-5543 E-mail Address rajib.chanda@stblaw.com Via EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, D.C. 20549 Attn: Lisa Larkin and Lauren Hamilton Re: Blackstone Private Credit Fund Registration Statement on Form N-2 (File No. 333-264426) Ladies and Gentlemen: On behalf of Blackstone Private Credit Fund (the “Fund”), a business development company, we hereby provide a response to the comment from the staff (the “Staff”) of the Division of Investment Management of the U.S. Securities and Exchange Commission communicated on September 30, 2024 regarding Pre-Effective Amendment No. 5 (the “Amendment No. 5”) to the above-referenced registration statement on Form N-2, filed on August 25, 2023 (collectively with the Pre-Effective Amendment No. 1 filed on July 25, 2022, the Pre-Effective Amendment No. 2 filed on October 14, 2022, the Pre-Effective Amendment No. 3 filed on December 16, 2022, and the Pre-Effective Amendment No. 4 filed on January 13, 2023, the “Registration Statement”) in connection with an offering of unsecured notes issued by the Fund (the “Notes”). The Fund anticipates filing in the near future an additional pre-effective amendment, Amendment No. 6, which will include the revisions to the Registration Statement in response to the comment contained herein, as applicable and appropriate, and to otherwise update disclosure in the ordinary course. For convenience of reference, the Staff’s comment has been reproduced herein. Please note that all page numbers in our responses are references to the page numbers of Amendment No. 5. All capitalized terms used but not defined in this letter have the meanings given to them in Amendment No. 5 or the Co-Investment Order (as defined herein). Securities and Exchange Commission October 2, 2024 1. Please supplementally confirm that the Fund complies with Condition 15 of the Fund’s exemptive relief to engage in co-investment transactions with the Adviser and its affiliates, subject to certain terms and conditions thereunder (the “Co-Investment Order”).1 Response: The Fund hereby confirms that it complies with Condition 15 of the Co-Investment Order. None of the Advisers, the Primary Advisers, the Affiliated Investors, the other Regulated Funds nor any affiliated person of the Regulated Funds or Affiliated Investors receives additional compensation or remuneration of any kind as a result of or in connection with a Co-Investment Transaction, other than as permitted by Condition 15. * * * Please call Benjamin Wells (212-455-2516), Kenneth Burdon (617-778-9001), Steven Grigoriou (202-636-5592), Jonathan Pacheco (202-636-5876) or me (202-636-5543) with any questions you may have regarding this filing or if you wish to discuss the above response. Very truly yours, /s/ Rajib Chanda Rajib Chanda cc: Ryan Sutcliffe, Division of Investment Management, U.S. Securities and Exchange Commission David Joire, Division of Investment Management, U.S. Securities and Exchange Commission Terri Jordan, Division of Investment Management, U.S. Securities and Exchange Commission Kieran Brown, Division of Investment Management, U.S. Securities and Exchange Commission Benjamin Wells, Simpson Thacher & Bartlett LLP Kenneth Burdon, Simpson Thacher & Bartlett LLP Steven Grigoriou, Simpson Thacher & Bartlett LLP Jonathan Pacheco, Simpson Thacher & Bartlett LLP 1 Blackstone / GSO Floating Rate Enhanced Income Fund et al. Investment Company Act Rel. No. 34427 (Order), dated November 29, 2021, available at: https://www.sec.gov/Archives/edgar/data/1710523/999999999721005885/filename1.pdf, as amended by Blackstone Floating Rate Enhanced Income Fund, et al. Investment Company Act Rel. No. 34612 (Order), dated June 7, 2022, available at: https://www.sec.gov/files/rules/ic/2022/ic-34612.pdf. 2