Correspondence 0001193125-24-231233 from Blackstone Private Credit Fund (CIK 0001803498)
Blackstone Private Credit Fund (CIK 0001803498)
Date: Oct. 2, 2024 · CIK: 0001803498 · Accession: 0001193125-24-231233
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 and Lauren Hamilton Re: Blackstone Private Credit Fund Form N-14, File No. 333-277050
Dear Mses. Larkin and Hamilton:
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 July 30, 2024 relating to the above-referenced registration statement on Form N-14 filed with the Commission on June 25, 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.
Accounting Comments
1. On page 15 under the section titled “Risks Related to the Exchange Notes,” please provide an explanation as to why “FATCA withholding may apply to payments to certain foreign entities” is removed from the risk factors.
Response: In response to the Staff’s comment, the Company confirms that, after consultation with tax counsel, such risk factor was deleted as not necessary risk disclosure with respect to the Company.
2. On page 31 under the section titled “Offer to Repurchase Upon a Change of Control Repurchase Event,” please revise the hyperlink so that it links to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
Response: In response to the Staff’s comment, the Company has revised the Registration Statement accordingly.
3. On page 129 under the section “Incorporation by Reference,” please provide an explanation as to why audited financials included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 are excluded from incorporation.
Response: In response to the Staff’s comment, the Company notes that the Registration Statement will be revised to incorporate the audited financials by reference.
4. Please ensure that an updated auditor consent dated within 30 days of filing is included in the final pre-effective amendment.
NEW YORK BEIJING HONG KONG HOUSTON LONDON LOS ANGELES PALO ALTO SÃO PAULO TOKYO
Securities and Exchange Commission
October 2, 2024
Response: In response to the Staff’s comment, the Company confirms that it will file an updated auditor consent with the final amendment to the Registration Statement before requesting its effectiveness.
* * * * *
Securities and Exchange Commission
October 2, 2024
Please do not hesitate to call Rajib Chanda at (617) 448-4992, Benjamin Wells at (212) 455-2516, Kenneth Burdon at (617) 778-9001, 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
Show Raw Text
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 October 2, 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 and Lauren Hamilton Re: Blackstone Private Credit Fund Form N-14, File No. 333-277050 Dear Mses. Larkin and Hamilton: 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 July 30, 2024 relating to the above-referenced registration statement on Form N-14 filed with the Commission on June 25, 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. Accounting Comments 1. On page 15 under the section titled “Risks Related to the Exchange Notes,” please provide an explanation as to why “FATCA withholding may apply to payments to certain foreign entities” is removed from the risk factors. Response: In response to the Staff’s comment, the Company confirms that, after consultation with tax counsel, such risk factor was deleted as not necessary risk disclosure with respect to the Company. 2. On page 31 under the section titled “Offer to Repurchase Upon a Change of Control Repurchase Event,” please revise the hyperlink so that it links to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Response: In response to the Staff’s comment, the Company has revised the Registration Statement accordingly. 3. On page 129 under the section “Incorporation by Reference,” please provide an explanation as to why audited financials included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 are excluded from incorporation. Response: In response to the Staff’s comment, the Company notes that the Registration Statement will be revised to incorporate the audited financials by reference. 4. Please ensure that an updated auditor consent dated within 30 days of filing is included in the final pre-effective amendment. NEW YORK BEIJING HONG KONG HOUSTON LONDON LOS ANGELES PALO ALTO SÃO PAULO TOKYO Securities and Exchange Commission October 2, 2024 Response: In response to the Staff’s comment, the Company confirms that it will file an updated auditor consent with the final amendment to the Registration Statement before requesting its effectiveness. * * * * * 2 Securities and Exchange Commission October 2, 2024 Please do not hesitate to call Rajib Chanda at (617) 448-4992, Benjamin Wells at (212) 455-2516, Kenneth Burdon at (617) 778-9001, 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 Kenneth Burdon, Simpson Thacher & Bartlett LLP Jonathan Pacheco, Simpson Thacher & Bartlett LLP 3