Business Context and Reporting Period
Blackstone / GSO Secured Lending Fund filed a Form 8-K dated December 2, 2019, reporting an unregistered sale of equity securities under Item 3.02. The filing was signed on December 5, 2019.
Key Transaction Terms
- The Fund delivered capital drawdown notices for approximately 10,541,336 common shares of beneficial interest.
- The aggregate offering price was approximately $271.3 million, implying an approximate price of $25.74 per share.
- The sale was expected to close on or around December 16, 2019; the filing does not confirm the final closing.
- Investors are required to fund drawdowns up to their respective capital commitments on an as-needed basis, generally with at least 10 business days’ prior notice.
- The shares have a par value of $0.001 per share.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity balances, or other operating financial metrics. The reported capital raise is expected to provide additional equity capital, but the filing does not specify its intended use.
Material Changes Versus Prior Period
The filing text does not provide a prior-period comparison. The material reported development is the approximately $271.3 million capital drawdown and planned issuance of approximately 10.5 million common shares.
Guidance, Risks, and Unusual Items
- The offering is being conducted pursuant to investor subscription agreements and is subject to the investors’ remaining capital commitments.
- The issuance is intended to be exempt from Securities Act registration under Section 4(a)(2) and Regulation D.
- The Fund stated that it relied in part on investor representations that investors were accredited investors, did not engage in general solicitation or advertising, and did not offer the securities to the public.
- The filing does not provide management guidance, an operating outlook, contingencies, or additional risk-factor discussion.
Important Facts to Verify
- Whether the approximately $271.3 million offering closed on or around December 16, 2019.
- The final number of shares issued and the final proceeds received.
- The Fund’s intended use of the capital and any effect on investment capacity or leverage.
- Compliance with the Section 4(a)(2) and Regulation D exemption requirements.
- The Fund’s financial condition and liquidity, which are not provided in this 8-K.