0001193125-23-181334.txt : 20230703 0001193125-23-181334.hdr.sgml : 20230703 20230703160026 ACCESSION NUMBER: 0001193125-23-181334 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20230703 DATE AS OF CHANGE: 20230703 GROUP MEMBERS: LOCUST STREET ASSOCIATES GP, LLC GROUP MEMBERS: MICHAEL KARP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Blackstone Secured Lending Fund CENTRAL INDEX KEY: 0001736035 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90806 FILM NUMBER: 231065241 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 212-503-2100 MAIL ADDRESS: STREET 1: 345 PARK AVENUE STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10154 FORMER COMPANY: FORMER CONFORMED NAME: Blackstone / GSO Secured Lending Fund DATE OF NAME CHANGE: 20180329 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Greenwich Venture Capital LLC CENTRAL INDEX KEY: 0001983650 IRS NUMBER: 932108032 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1062 LANCASTER AVENUE STREET 2: SUITE 30B CITY: BRYN MAWR STATE: PA ZIP: 19010 BUSINESS PHONE: 215-701-4107 MAIL ADDRESS: STREET 1: 1062 LANCASTER AVENUE STREET 2: SUITE 30B CITY: BRYN MAWR STATE: PA ZIP: 19010 SC 13G 1 d523209dsc13g.htm SC 13G SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and

Amendments Thereto Filed Pursuant to § 240.13d-2

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

 

Blackstone Secured Lending Fund

(Name of Issuer)

Common Shares of Beneficial Interest, $0.001 par value per share

(Title of Class of Securities)

09261X102

(CUSIP Number)

June 22, 2023

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

  1    

  NAME OF REPORTING PERSON

 

  Greenwich Venture Capital LLC

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

  (a)  ☐        (b)  ☐

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  0

   6  

  SHARED VOTING POWER

 

  11,698,225

   7  

  SOLE DISPOSITIVE POWER

 

  0

   8  

  SHARED DISPOSITIVE POWER

 

  11,698,225

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  11,698,225

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  7.3%1

12  

  TYPE OF REPORTING PERSON

 

  OO

 

1 

Based on a total of 160,784,501 Common Shares of Beneficial Interest, $0.001 par value per share (the “Common Shares”) outstanding as of May 8, 2023, as reported in Blackstone Secured Lending Fund’s Quarterly Report on Form 10-Q filed with the SEC on May 10, 2023 (the “Form 10-Q”).

  1    

  NAME OF REPORTING PERSON

 

  Locust Street Associates GP, LLC

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

  (a)  ☐        (b)  ☐

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Pennsylvania

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  0

   6  

  SHARED VOTING POWER

 

  11,698,225

   7  

  SOLE DISPOSITIVE POWER

 

  0

   8  

  SHARED DISPOSITIVE POWER

 

  11,698,225

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  11,698,225

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  7.3%1

12  

  TYPE OF REPORTING PERSON

 

  OO

 

1 

Based on a total of 160,784,501 Common Shares outstanding as of May 8, 2023, as reported in the Form 10-Q.

  1    

  NAME OF REPORTING PERSON

 

  Michael Karp

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

  (a)  ☐        (b)  ☐

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  United States

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  0

   6  

  SHARED VOTING POWER

 

  11,698,225

   7  

  SOLE DISPOSITIVE POWER

 

  0

   8  

  SHARED DISPOSITIVE POWER

 

  11,698,225

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  11,698,225

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  7.3%1

12  

  TYPE OF REPORTING PERSON

 

  IN

1    Based on a total of 160,784,501 Common Shares outstanding as of May 8, 2023, as reported in the Form 10-Q.

ITEM 1.

(a) Name of Issuer:

Blackstone Secured Lending Fund (the “Issuer”)

(b) Address of Issuer’s Principal Executive Offices:

345 Park Avenue

31st Floor

New York, New York 10154

 

ITEM 2.

(a) Name of Persons Filing:

This Schedule 13G is being filed jointly by Greenwich Venture Capital LLC (“Greenwich Venture”), Locust Street Associates GP, LLC (“Locust Street”) and Michael Karp (collectively with Locust Street and Greenwich Venture, the “Reporting Persons”), pursuant to a Joint Filing Agreement attached hereto as Exhibit 1 in accordance with Rule 13d-1(k)(1) under the Act.

The Common Shares (as defined below) reported herein are held directly by Greenwich Venture. Locust Street is the sole member of Greenwich Venture. Mr. Karp is the sole member of Locust Street. Locust Street and Mr. Karp may be deemed to beneficially own the Common Shares held directly by Greenwich Venture.

(b) Address of Principal Business Office or, if none, Residence:

The business address of each of the Reporting Persons is: 1062 Lancaster Avenue, Suite 30B, Bryn Mawr, PA 19010

(c) Citizenship:

Greenwich Venture is organized in Delaware

Locust Street is organized in Pennsylvania

Mr. Karp is a citizen of the United States

(d) Title of Class of Securities:

Common Shares of Beneficial Interest, $0.001 par value per share (the “Common Shares”)

(e) CUSIP Number:

09261X102

 

ITEM 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

NOT APPLICABLE

 

ITEM 4.

OWNERSHIP

(a) AMOUNT BENEFICIALLY OWNED:

See responses to Item 9 on each cover page.

(b) PERCENT OF CLASS:

See responses to Item 11 on each cover page.

(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:

(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE

See responses to Item 5 on each cover page.

(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE

See responses to Item 6 on each cover page.

(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

See responses to Item 7 on each cover page.

(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

See responses to Item 8 on each cover page.

 

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ☐.

 

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

NOT APPLICABLE

 

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

NOT APPLICABLE

 

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

NOT APPLICABLE

 

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP.

NOT APPLICABLE

 

ITEM 10.

CERTIFICATION

By signing below each of the undersigned certifies that, to the best of its or his knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: July 3, 2023

Greenwich Venture Capital LLC
By:   /s/ Michael Karp
Name:   Michael Karp
Title:   President

 

Locust Street Associates GP, LLC
By:   /s/ Michael Karp
Name:   Michael Karp
Title:   Sole Member

 

Michael Karp
By:   /s/ Michael Karp
  Michael Karp
 EX-99.1 2 d523209dex991.htm EX-99.1 EX-99.1

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of the Statement on Schedule 13G and any and all further amendments thereto, with respect to the securities of Blackstone Secured Lending Fund, and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of July 3, 2023.

 

Greenwich Venture Capital LLC
By:   /s/ Michael Karp
Name:   Michael Karp
Title:   President

 

Locust Street Associates GP, LLC
By:   /s/ Michael Karp
Name:   Michael Karp
Title:   Sole Member

 

Michael Karp
By:   /s/ Michael Karp
  Michael Karp