Blackstone Secured Lending Fund

Frequently Asked Questions

Blackstone Secured Lending Fund is a business development company (“BDC”) externally managed by Blackstone Credit BDC Advisors LLC. BXSL focuses primarily on investing in privately originated senior secured loans that pay floating interest rates. BXSL’s investments generally rank ahead of subordinated debt and equity, where the Company believes lender protections are stronger and offer higher return and yield opportunities compared to broadly syndicated loans and public market debt instruments. The Company is a non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940.

The Company is externally managed by Blackstone Credit BDC Advisors LLC (the “Adviser”), a subsidiary of Blackstone Alternative Credit Advisors LP, an investment manager for Blackstone Credit & Insurance. Blackstone Credit & Insurance is one of the largest alternative credit managers globally. The Company believes Blackstone Credit & Insurance’s platform provides it with meaningful competitive advantages in originating loans and managing its assets and liabilities. The Adviser is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring its investments and monitoring its investments and portfolio companies on an ongoing basis.

The Company’s transfer agent is SS&C GIDS, Inc. (formerly known as “DST Systems, Inc.”, pursuant to a name change on October 26, 2022).

The Company’s investment objectives are to generate current income and, to a lesser extent, long -term capital appreciation.

Under normal market conditions, the Company generally invests at least 80% of its total assets (net assets plus borrowings for investment purposes) in secured debt investments. The Company’s portfolio is composed primarily of first lien senior secured and unitranche loans. To a lesser extent, the Company has and may continue to also invest in second lien, third lien, unsecured or subordinated loans and other debt and equity securities.

A business development company (“BDC”) is a form of closed-end investment company that was created by Congress in 1980 as amendments to the Investment Company Act of 1940. As a BDC, at least 70% of the Company’s assets must be the type of “qualifying” assets listed in Section 55(a) of the Investment Company Act of 1940, as amended, which are generally privately-offered securities issued by U.S. private or thinly-traded companies. The Company may also invest up to 30% of its portfolio opportunistically in “non-qualifying” portfolio investments, such as investments in non-U.S. companies.

The Company priced its initial public offering (“IPO”) on October 27, 2021 and its common shares began trading on the New York Stock Exchange (NYSE) on October 28, 2021 under the ticker symbol BXSL.

No. Generally, investors may purchase the Company’s shares only through a broker.

The Company’s CUSIP number for its common shares is 09261X102.

The Company’s fiscal year end is December 31.

The quarterly net asset value (“NAV”) per share may be obtained in our public filings (i.e., Forms 10-Q and 10-K) with the Securities and Exchange Commission via its website www.sec.gov or by visiting bxsl.com under “SEC Filings.”

The Company generally intends to distribute substantially all available earnings annually by paying distributions on a quarterly basis, as determined by the Board of Trustees of the Company (the “Board”) in its discretion. To see a list of the Company’s historical distributions please visit bxsl.com under “Dividends.” The Company’s distributions, if any, will be paid at the discretion of the Board. All future distributions will be subject to lawfully available funds therefor, and the Company can offer no assurance that it will be able to declare such distributions in future periods.

For U.S. federal income tax purposes dividends paid by the Company are generally taxable to shareholders. Dividend Reinvestment Plan (“DRIP”) dividends are treated, for U.S. federal tax purposes, as if they were received in cash. Each investor should consider their own individual set of facts and circumstances when considering the tax implication(s) of distributions received and should consult their own tax advisor.

For U.S. federal income tax purposes, distributions are taxable to shareholders in the year in which each distribution is paid. However, there are circumstances in which distributions declared in the current taxable year but paid in the next taxable year may be treated as taxable in the current year. For example, a distribution may be treated as paid in the year in which it was declared if the Company declares a distribution in and which also has a record date in October, November, or December of the current taxable year and pays such distribution no later than January 31 of the following year. Each investor should consider their own individual set of facts and circumstances when considering the tax implication(s) of distributions received and should consult their own tax advisor.

U.S. investors should expect to a receive Form(s) 1099-DIV and/or 1099-B and non-U.S. investors should expect to receive Form(s) 1042-S from their investment in BXSL.  Forms 1099-DIV, 1099-B, and 1042-S will only be provided directly from BXSL’s agent if shares are still held privately.  For all other BXSL investments and related tax reporting questions please check with the institution holding the shares directly.  For more information about the taxation of BXSL dividends, please consult your tax advisor.

Depending on limitations with each broker dealer, shareholders do have an option to enroll in the Company’s Dividend Reinvestment Plan (“DRIP”). As a result, if the Company declares a cash dividend or other distribution, each shareholder that has not “opted out” of the DRIP will have their dividends or distributions automatically reinvested in additional amounts of the Company’s common shares rather than receiving cash distributions. You should consult your broker for additional information.

Participants who hold their shares through a broker or other nominee should direct correspondence or questions concerning the Company’s Dividend Reinvestment Plan (“DRIP”) to their broker or nominee.

Shareholders who hold shares directly may terminate their participation in the DRIP at any time by sending a written notice to SS&C GIDS, Inc., 430 W. 7th Street, Suite 219270, Kansas City, MO 64105. A shareholder is free to change this election at any time. If, however, a shareholder requests to change its election within 95 days prior to a distribution, the request will be effective only with respect to distributions after the 95-day period.

The number of shares to be issued to a shareholder participating in the Dividend Reinvestment Plan (“DRIP”) is determined by dividing the total dollar amount of the cash dividend or distribution payable to a shareholder by the market price per common share at the close of regular trading on the NYSE on the payment date of a distribution, or if no sale is reported for such day, the average of the reported bid and ask prices. However, if the market price per share on the payment date of a cash dividend or distribution exceeds the most recently computed net asset value (“NAV”) per share, the Company will issue shares at the greater of (i) the most recently computed NAV per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeded the most recently computed NAV per share). For example, if the most recently computed NAV per share is $25.00 and the market price on the payment date of a cash dividend is $24.00 per share, the Company will issue shares at $24.00 per share. If the most recently computed NAV per share is $25.00 and the market price on the payment date of a cash dividend is $27.00 per share, the Company will issue shares at $25.65 per share (95% of the current market price). If the most recently computed NAV per share is $25.00 and the market price on the payment date of a cash dividend is $26.00 per share, the Company will issue shares at $25.00 per share.

You are a registered shareholder if you hold shares of BXSL common stock registered in your name and you either hold a certificate representing such shares or such shares are held in book-entry form with our transfer agent, SS&C GIDS, Inc. If your shares are not registered in your name but instead are held in the name of your bank, broker or other intermediary, your securities are considered to be held in “street name.”

While under the Company’s advisory agreement the management fee and incentive fees paid to the Adviser are shown below:

Current
Management Fee (as a % of gross assets)1.00%
Incentive Fees (as a % of both net income and net realized capital gains)17.5%

Further, the advisory agreement includes a three-year total return lookback feature on the income-based incentive fee, which provides that following the IPO, the incentive fee on income will be subject to a twelve-quarter lookback quarterly hurdle rate of 1.50% as opposed to a single quarter measurement and will become subject to an incentive fee cap based on the Company’s net cumulative return.

Shares purchased prior to the IPO have been transferred from the Alternative Investments position of your statement and have been exchanged for non-restricted publicly traded shares reflected in the same section as publicly traded equities. These shares are held in each shareholder’s respective brokerage account and are priced daily based on the public market closing price of the Company. You should consult your broker for additional information.

As a listed and publicly traded company (NYSE: BXSL), shareholders will be able to sell their shares on the secondary market at the prevailing market price. Shareholders should consult their broker for additional information.

Yes. Shareholders may continue to change their Dividend Reinvestment Plan (“DRIP”) election at any time. Please see the above questions for additional details on the Company’s DRIP.

For specific questions related to privately held shares, please contact Blackstone Private Wealth Solutions.

Custodians and broker-dealers may withhold 30% on the gross dividends paid by the Company to non-U.S. shareholders. After the close of each taxable year, qualifying non-U.S. shareholders may have the ability to reclaim any over withholding applied during the year.  Custodians and broker-dealers may also apply an estimated amount of interest-related dividends posted to bxsl.com for each distribution. Interest-related dividends are generally exempt from tax, for U.S federal income tax purposes, when paid to qualifying non-U.S. investors.  As such, custodians and broker-dealers applying an estimated amount of interest-related dividends to a distribution, may then only apply U.S. tax withholding to the remaining portion of a distribution estimated to be characterized as an ordinary dividend.  For more information please reach out to your tax advisor and/or your broker through which you are invested in the Company.

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