10-Q

Shareholder Servicing and/or Distribution Fee as a % of NAV

Class S Shares

Class D Shares

Institutional Shares

BlackRock Private Credit Fund

Consolidated Statements of Changes in Net Assets (Unaudited)


	Common Shares						Paid in Capital			Distributable			Total Net
	Shares			Par Amount			in Excess of Par			Earnings (loss)			Assets
Balance at December 31, 2024		26,269,689		$	26,269		$	648,200,991		$	2,964,414		$	651,191,674
Share Transactions
Institutional Class:
Issuance of common shares		3,896,779			3,897			96,383,551			—			96,387,448
Issuance of common shares from dividend reinvestment plan		468,209			468			11,580,417			—			11,580,885
Repurchase of common shares		(53,212	)		(53	)		(1,317,163	)		—			(1,317,216	)
Class S:
Issuance of common shares		795,280			795			19,664,705			—			19,665,500
Issuance of common shares from dividend reinvestment plan		4,161			4			102,860			—			102,864
Repurchase of common shares		(3,084	)		—			(76,445	)		—			(76,445	)
Class D:
Issuance of common shares		20,572			21			508,729			—			508,750
Issuance of common shares from dividend reinvestment plan		129			—			3,186			—			3,186
Net investment income		—			—			—			16,125,618			16,125,618
Net realized and unrealized gain (loss)		—			—			—			(7,100,568	)		(7,100,568	)
Dividends paid to common shareholders:
Institutional Class		—			—			—			(18,761,171	)		(18,761,171	)
Class S		—			—			—			(1,476,870	)		(1,476,870	)
Class D		—			—			—			(94,389	)		(94,389	)
Balance at March 31, 2025		31,398,523		$	31,401		$	775,050,831		$	(8,342,966	)	$	766,739,266

	Common Shares						Paid in Capital			Distributable			Total Net
	Shares			Par Amount			in Excess of Par			Earnings (loss)			Assets
Balance at December 31, 2023		9,608,484		$	9,608		$	234,370,285		$	4,424,133		$	238,804,026
Institutional Class:
Issuance of common shares		1,322,168			1,322			32,917,349			—			32,918,671
Issuance of common shares from dividend reinvestment plan		276,320			276			6,877,693			—			6,877,969
Repurchase of common shares		(23,540	)		(24	)		(588,005	)		—			(588,029	)
Net investment income		—			—			—			7,367,777			7,367,777
Net realized and unrealized gain (loss)		—			—			—			1,421,523			1,421,523
Dividends paid to common shareholders:
Institutional Class		—			—			—			(7,392,673	)		(7,392,673	)
Balance at March 31, 2024		11,183,432		$	11,182		$	273,577,322		$	5,820,760		$	279,409,264

See accompanying notes to the consolidated financial statements.

BlackRock Private Credit Fund

Consolidated Statements of Cash Flows (Unaudited)


	For the Three Months Ended March 31,
	2025			2024
Operating activities
Net increase (decrease) in net assets resulting from operations	$	9,025,050		$	8,789,300
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net realized (gain) loss		1,446,276			(1,200	)
Change in net unrealized (appreciation) depreciation of investments		5,612,828			(1,420,323	)
Net amortization of investment discounts and premiums		(1,302,624	)		(815,441	)
Interest and dividend income paid in kind		(724,041	)		(175,886	)
Amortization of deferred debt issuance costs		243,524			56,379
Changes in assets and liabilities:
Purchases of investments		(380,417,459	)		(50,018,890	)
Proceeds from disposition of investments		73,569,146			11,639,214
Decrease (increase) in interest, dividends and fees receivable		(985,204	)		(598,420	)
Decrease (increase) in receivable for investments sold		6,509,532			592,871
Decrease (increase) in prepaid expenses and other assets		3,601			(34,000	)
Increase (decrease) in interest and debt related payables		2,178,575			416,578
Increase (decrease) in incentive fees payable		419,426			1,052,539
Increase (decrease) in management fees payable		(310,237	)		792,891
Increase (decrease) in accrued capital gains incentive fees		(498,552	)		—
Increase (decrease) in reimbursements due to the Investment Adviser		(143,136	)		106,962
Increase (decrease) in payable for investments purchased		136,103,062			(13,860,550	)
Increase (decrease) in accrued expenses and other liabilities		297,359			393,400
Net cash provided by (used in) operating activities		(148,972,874	)		(43,084,576	)

Financing activities
Proceeds from common shares sold		116,561,698			20,993,832
Contribution received in advance		—			24,623,803
Proceeds from issuance of Tranche B Notes		55,000,000			—
Draws on credit facilities		174,000,000			35,000,000
Repayments of credit facility draws		(180,000,000	)		(19,000,000	)
Payments of debt issuance costs		(242,045	)		—
Dividends paid in cash to shareholders		(7,479,612	)		(1,593,738	)
Payments of repurchased shares		(1,393,661	)		—
Net cash provided by (used in) financing activities		156,446,380			60,023,897

Net increase (decrease) in cash and cash equivalents (including restricted cash)		7,473,506			16,939,321
Cash and cash equivalents (including restricted cash) at beginning of period		41,078,437			20,393,858
Cash and cash equivalents (including restricted cash) at end of period	$	48,551,943		$	37,333,179

Supplemental cash flow information
Interest payments	$	4,529,433		$	2,852,695
Excise tax payments	$	—		$	73,753
Distribution payable	$	7,175,436		$	2,572,190
Reinvestment of dividends during the period	$	11,686,935		$	6,877,969

See accompanying notes to the consolidated financial statements.

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments(A)
Aerospace and Defense
Arcline FM Holdings, LLC (Fairbanks Morse, LLC)	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.80	%	6/28/2028	$	19,780,556	$	19,645,912		$	19,721,214			1.41	%
Engineering Research Holding LLC (Astrion, Inc.)	First Lien Term Loan	SOFR(Q)		1.00	%		5.00	%		9.31	%	8/29/2031	$	22,980,136		22,661,458			22,922,686			1.64	%	E
Kaman Corporation	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.07	%	1/30/2032	$	4,371,185		4,335,515			4,318,359			0.31	%	L
Kaman Corporation	First Lien Delayed Draw Term Loan	SOFR(Q)		—			2.75	%		7.07	%	1/30/2032	$	—		(3,365	)		(4,984	)		—		D/L
Peraton Corp.	First Lien Term Loan	SOFR(M)		0.75	%		3.85	%		8.17	%	2/1/2028	$	1,007,692		992,236			899,128			0.06	%
Signia Aerospace LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	11/21/2031	$	3,986,732		3,985,118			3,971,782			0.29	%
Signia Aerospace LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	11/21/2031	$	—		(42	)		(967	)		—		D
Skydio, Inc	First Lien Term Loan	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				9.82	%	12/4/2029	$	7,551,681		7,481,528			7,476,164			0.54	%	E
Skydio, Inc	First Lien Delayed Draw Term Loan B	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				9.82	%	12/4/2029	$	—		(35,077	)		(37,500	)		—		D/E
Skydio, Inc	First Lien Delayed Draw Term Loan A	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				9.82	%	12/4/2029	$	—		(35,077	)		(37,500	)		—		D/E
Cobham Ultra US Co-Borrower LLC (Ultra Electronics)	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.10	%	8/4/2029	$	1,885,275		1,885,275			1,881,354			0.14	%
																60,913,481			61,109,736			4.39	%
Air Freight and Logistics
Air Transport Services Group Inc	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.10	%	2/5/2032	$	410,000		408,975			408,911			0.03	%	L

Automobiles
Wand Newco 3, Inc. (aka Caliber Collision)	First Lien Term Loan	SOFR(M)		—			2.50	%		6.82	%	1/30/2031	$	2,825,822		2,813,182			2,788,041			0.20	%

Beverages
Triton Water Holdings Inc	First Lien Term Loan	SOFR(Q)		—			2.25	%		6.55	%	3/31/2028	$	825,786		825,786			823,404			0.06	%

Building Products
Air Distribution Technologies Inc	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.30	%	8/1/2030	$	9,697,520		9,525,081			9,639,335			0.69	%	E
Trulite Holding Corp.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.31	%	2/22/2030	$	10,170,791		10,003,377			10,094,510			0.73	%	E
Wilsonart LLC	First Lien Term Loan	SOFR(Q)		—			4.25	%		8.55	%	7/25/2031	$	4,809,167		4,762,384			4,588,619			0.33	%
																24,290,842			24,322,464			1.75	%
Capital Markets
Ardonagh Group FinCo Pty Ltd (Australia)	First Lien Term Loan	SOFR(M)		—			2.75	%		7.19	%	2/27/2031	$	1,900,000		1,877,200			1,878,625			0.14	%	C
Ascensus Holdings, Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	8/2/2028	$	1,050,216		1,050,216			1,045,290			0.08	%
BCPE Pequod Buyer Inc. (Envestnet Inc.)	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.79	%	9/19/2031	$	453,000		450,805			452,151			0.03	%
Focus Financial Partners, LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	9/15/2031	$	4,921,696		4,910,283			4,880,058			0.35	%
Grant Thornton Advisors LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	6/2/2031	$	2,690,393		2,690,412			2,679,887			0.19	%
Grant Thornton Advisors LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	6/2/2031	$	—		(1,194	)		(603	)		—		D
Learning Care Group (US) No. 2 Inc.	First Lien Initial Term Loan	SOFR(Q)		0.50	%		4.00	%		8.30	%	8/11/2028	$	29,551		29,251			29,381			—
OVG Business Services LLC (Oak View)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	6/15/2031	$	746,873		748,737			745,006			0.05	%	E
PMA Parent Holdings, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.55	%	1/31/2031	$	8,869,062		8,721,233			8,904,538			0.64	%	E
PMA Parent Holdings, LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.55	%	1/31/2031	$	—		(21,171	)		—			—		D/E
																20,455,772			20,614,333			1.48	%
Chemicals
Advancion (f/k/a Aruba Investments Holdings, LLC)	First Lien Term Loan	SOFR(M)		0.75	%		4.10	%		8.42	%	11/24/2027	$	1,240,360		1,235,404			1,211,677			0.09	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Chemicals (Continued)
Ascend Learning, LLC	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	12/11/2028	$	3,442,404	$	3,390,904		$	3,405,519			0.24	%
CP Iris Holdco I, Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.75	%		7.82	%	9/21/2028	$	1,850,409		1,856,153			1,829,592			0.13	%
Derby Buyer LLC	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	11/1/2030	$	1,885,263		1,881,466			1,874,658			0.13	%
Discovery Purchaser Corporation	First Lien Term Loan	SOFR(Q)		0.50	%		3.75	%		8.04	%	10/4/2029	$	3,053,271		2,997,474			3,028,463			0.22	%
INEOS Composites International Holdings LLC (FORTIS)	First Lien Term Loan	SOFR(M)		—			3.50	%		7.83	%	2/6/2032	$	726,000		724,185			722,370			0.05	%	E
Momentive Performance Materials, Inc.	First Lien Term Loan	SOFR(M)		—			4.00	%		8.32	%	3/22/2028	$	1,228,921		1,212,209			1,225,695			0.09	%
Olympus Water US Holding Corporation (Solenis)	First Lien Term Loan	SOFR(Q)		0.50	%		3.00	%		7.30	%	6/9/2031	$	2,855,990		2,852,232			2,815,821			0.20	%
Sparta U.S. Holdco LLC	First Lien Term Loan	SOFR(M)		0.75	%		3.00	%		7.32	%	8/2/2028	$	937,577		936,171			932,303			0.07	%
W. R. Grace Holdings LLC	First Lien Term Loan	SOFR(Q)		0.50	%		3.25	%		7.55	%	9/22/2028	$	2,063,143		2,056,342			2,046,380			0.15	%
																19,142,540			19,092,478			1.37	%
Commercial Services and Supplies
Allied Universal Holdco LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.85	%		8.17	%	5/12/2028	$	4,712,598		4,707,222			4,712,975			0.34	%
Anticimex Inc. (Sweden)	First Lien Term Loan	SOFR(M)		0.50	%		3.40	%		7.72	%	11/16/2028	$	241,392		241,392			241,271			0.02	%	C
Apollo Group Holdco, LLC (Topsail)	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.30	%	12/26/2030	$	16,088,457		15,780,780			15,734,511			1.13	%	E
Cohnreznick Advisory LLC	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.10	%	3/26/2030	$	16,708,183		16,624,642			16,708,183			1.20	%	E
Cohnreznick Advisory LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		—			3.75	%		8.10	%	3/26/2032	$	—		(19,338	)		—			—		D/E
Creative Artists Agency, LLC.	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	10/1/2031	$	977,550		977,550			975,947			0.07	%
Creative Artists Agency, LLC.	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	10/1/2031	$	1,855,925		1,851,677			1,852,881			0.13	%
Dealer Tire Financial, LLC	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	7/2/2031	$	4,698,233		4,687,326			4,680,615			0.34	%	E
EnergySolutions, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.57	%	9/18/2030	$	653,000		649,735			652,592			0.05	%
Ensemble RCM, LLC	First Lien Term Loan B	SOFR(Q)		—			3.00	%		7.29	%	8/3/2029	$	3,757,088		3,762,970			3,757,896			0.27	%
Interstate Waste Services Inc	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.35	%	10/4/2030	$	238,000		236,810			238,298			0.02	%	E
Madison Safety & Flow LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	9/26/2031	$	2,259,690		2,260,235			2,258,628			0.16	%
Modigent, LLC (Pueblo)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	8/23/2028	$	4,439,606		4,333,935			4,341,015			0.31	%	E
Modigent, LLC (Pueblo)	First Lien Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	8/23/2028	$	1,426,691		1,406,514			1,408,686			0.10	%	E
Modigent, LLC (Pueblo)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	8/23/2028	$	989,600		975,083			977,111			0.07	%	E
Modigent, LLC (Pueblo)	First Lien Revolver	SOFR(Q)		0.75	%		4.75	%		9.05	%	8/23/2027	$	—		(14,814	)		(11,155	)		—		D/E
TA TT Buyer, LLC (TouchTunes, Octave Music)	First Lien Tranche B-1 Term Loan	SOFR(Q)		0.50	%		4.75	%		9.05	%	4/1/2029	$	16,844,857		16,847,524			16,518,488			1.19	%
																75,309,243			75,047,942			5.40	%
Construction Materials
Covia Holdings LLC	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.57	%	2/12/2032	$	1,129,000		1,127,518			1,127,239			0.08	%

Construction and Engineering
Brand Industrial Services Inc	First Lien Term Loan	SOFR(Q)		0.50	%		4.50	%		8.79	%	8/1/2030	$	4,420,033		4,400,597			4,192,888			0.30	%
Compsych Holdings Corp	First Lien Term Loan	SOFR(Q)		0.75	%		4.75	%		9.04	%	7/22/2031	$	13,026,842		12,968,155			13,052,896			0.95	%	E
Compsych Holdings Corp	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.04	%	7/22/2031	$	—		(8,419	)		7,475			—		D/E
Groupe Solmax Inc. (Canada), Solmax U.S. LP	First Lien Term Loan	SOFR(M)		1.00	%		4.86	%		9.19	%	6/27/2028	$	2,388,754		2,308,246			2,000,581			0.14	%	C
Legence Holdings LLC (Refficiency)	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	12/16/2028	$	2,841,330		2,838,395			2,823,572			0.20	%
LJ Avalon Holdings, LLC (Ardurra)	First Lien Delayed Draw Term Loan	SOFRQ)		1.00	%		5.25	%		9.60	%	2/1/2030	$	—		(10,057	)		—			—		D/E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Term Loan	SOFR(Q)		1.00	%		4.75	%		9.07	%	2/1/2030	$	743,736		728,318			743,736			0.05	%	E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		4.75	%		9.07	%	2/1/2030	$	304,459		298,137			304,459			0.02	%	E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Revolver	SOFR(Q)		1.00	%		4.75	%		9.07	%	2/1/2029	$	—		(2,361	)		—			—		D/E
PlayPower, Inc	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	8/28/2030	$	13,627,877		13,443,612			13,559,738			0.98	%	E
PlayPower, Inc	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.30	%	8/28/2030	$	—		(27,994	)		(27,329	)		—		D/E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Construction and Engineering (Continued)
PlayPower, Inc	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	8/28/2030	$	2,000,756	$	1,981,097		$	1,990,752			0.14	%	E
Tecta America Corp.	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	2/18/2032	$	303,000		302,248			301,144			0.02	%
Titan Home Improvement, LLC (Renuity)	First Lien Term Loan	SOFR(Q)		1.00	%		5.75	%		10.06	%	5/30/2030	$	9,605,592		9,440,223			9,644,014			0.69	%	E
Titan Home Improvement, LLC (Renuity)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.75	%		10.06	%	5/31/2030	$	—		(15,581	)		7,240			—		D/E
Titan Home Improvement, LLC (Renuity)	First Lien Revolver	SOFR(Q)		1.00	%		5.75	%		10.06	%	5/30/2030	$	—		(25,957	)		—			—		D/E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	6,308,870		6,152,410			6,241,951			0.45	%	E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	5,010,340		4,940,053			4,980,278			0.36	%	E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	2,692,418		2,692,418			2,676,263			0.19	%	E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	2,607,071		2,563,481			2,591,429			0.19	%	E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	950,926		934,324			945,220			0.07	%	E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	616,305		605,541			612,607			0.04	%	E
Vortex Companies, LLC	First Lien Revolver	SOFR(M)		1.00	%		5.00	%		9.32	%	9/4/2029	$	187,537		158,873			176,128			0.01	%	E
																66,665,759			66,825,042			4.80	%
Consumer Finance
Freedom Financial Network Funding, LLC	First Lien Term Loan	SOFR(S)		1.00	%		9.25	%		13.53	%	9/21/2027	$	2,575,043		2,543,120			2,510,667			0.18	%	E
Freedom Financial Network Funding, LLC	First Lien Delayed Draw Term Loan	SOFR(S)		1.00	%		9.25	%		13.66	%	9/21/2027	$	858,348		847,707			836,889			0.06	%	E
Lucky US BuyerCo, LLC (Global Payments)	First Lien Term Loan	SOFR(Q)		1.00	%		7.50	%		11.80	%	3/30/2029	$	3,142,632		3,079,737			3,084,556			0.22	%	E
Lucky US BuyerCo, LLC (Global Payments)	First Lien Revolver	SOFR(Q)		1.00	%		7.50	%		11.80	%	3/30/2029	$	303,066		294,843			295,498			0.02	%	E
																6,765,407			6,727,610			0.48	%
Containers and Packaging
Charter Next Generation, Inc. (fka Charter NEX US, Inc.)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.07	%	12/1/2030	$	8,483,894		8,479,531			8,482,197			0.62	%
Clydesdale Acquisition Holdings, Inc	First Lien Term Loan	SOFR(M)		—			3.25	%		7.58	%	4/13/2029	$	1,569,978		1,558,203			1,563,109			0.11	%
Clydesdale Acquisition Holdings, Inc	First Lien Delayed Draw Term Loan	SOFR(M)		—			3.25	%		7.58	%	4/13/2029	$	—		(206	)		(120	)		—		D
Pregis Topco Corporation	First Lien Term Loan	SOFR(M)		—			4.00	%		8.32	%	8/1/2026	$	748,026		750,196			749,230			0.05	%
																10,787,724			10,794,416			0.78	%
Diversified Consumer Services
Belron Finance 2019 LLC (United Kingdom)	First Lien Term Loan	SOFR(M)		0.50	%		2.75	%		7.05	%	10/1/2031	$	1,885,263		1,891,485			1,884,386			0.14	%	C
Fusion Holding Corp. (Finalsite)	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.55	%	9/14/2029	$	4,444,094		4,380,445			4,371,300			0.31	%	E
Fusion Holding Corp. (Finalsite)	First Lien Revolver	Prime		0.75	%		5.25	%		12.75	%	9/15/2027	$	185,566		181,464			180,882			0.01	%	E
Planet US Buyer LLC	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.32	%	1/31/2031	$	1,127,161		1,129,979			1,125,634			0.08	%
																7,583,373			7,562,202			0.54	%
Diversified Financial Services
Accordion Partners LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.55	%	11/15/2031	$	19,076,087		18,985,849			18,999,783			1.36	%	E
Accordion Partners LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.25	%		9.54	%	11/15/2031	$	508,696		481,023			495,979			0.04	%	E
Accordion Partners LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.54	%	11/15/2031	$	—		(10,026	)		(8,478	)		—		D/E
Accuserve Solutions, Inc.	First Lien Term Loan	SOFR(S)		1.00	%		5.25	%		9.53	%	3/15/2030	$	499,500		499,500			501,498			0.04	%	E
Accuserve Solutions, Inc.	First Lien Delayed Draw Term Loan	SOFR(S)		1.00	%		5.25	%		9.53	%	3/15/2030	$	—		(1,738	)		1,684			—		D/E
Acuris Finance US, Inc.	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.05	%	2/16/2028	$	601,162		585,378			601,069			0.04	%
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan E	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	636,439		582,488			581,268			0.04	%	E
EdgeCo Buyer, Inc.	First Lien Term Loan B	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	2,541,726		2,518,294			2,517,783			0.18	%	E
EdgeCo Buyer, Inc.	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.80	%	6/1/2028	$	1,111,043		1,100,800			1,100,577			0.08	%	E
EdgeCo Buyer, Inc.	First Lien Revolver	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	—		(5,399	)		(5,517	)		—		D/E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal			Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Electrical Equipment (Continued)
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan A	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	216,160		$	214,167		$	214,124			0.02	%	E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan B	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	187,713			185,983			185,945			0.01	%	E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan C	SOFR(Q)		1.00	%		4.50	%		8.80	%	6/1/2028	$	62,410			61,835			61,822			—		E
GC Champion Acquisition LLC (Numerix)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	8/19/2028	$	7,787,045			7,641,456			7,637,018			0.55	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	8/21/2028	$	8,854,151			8,676,204			8,738,339			0.63	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	8/21/2028	$	2,321,100			2,294,905			2,290,740			0.16	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	8/21/2028	$	644,750			637,474			636,317			0.05	%	E
GC Waves Holdings, Inc. (Mercer)	First Lien Term Loan	SOFR(M)		0.75	%		4.85	%		9.17	%	9/30/2030	$	19,072,738			19,072,737			19,263,465			1.38	%	E
GC Waves Holdings, Inc. (Mercer)	First Lien Revolver	SOFR(M)		0.75	%		6.00	%		10.32	%	8/10/2029	$	—			—			—			—		E
HP PHRG Borrower LLC	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.30	%	2/20/2032	$	19,312,571			19,120,973			18,902,179			1.36	%
Payroc, LLC	First Lien Term Loan	SOFR(M)		1.00	%		4.75	%		9.07	%	11/1/2027	$	7,572,680			7,494,090			7,512,099			0.54	%	E
Payroc, LLC	First Lien Revolver	SOFR(M)		1.00	%		4.75	%		9.07	%	11/1/2027	$	—			(1,737	)		(1,332	)		—		D/E
Rialto Management Group, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.00	%		9.32	%	12/5/2030	$	11,219,169			11,112,968			11,062,101			0.80	%	E/K
Rialto Management Group, LLC	First Lien Revolver	SOFR(M)		0.75	%		5.00	%		9.32	%	12/5/2030	$	—			(3,745	)		(5,538	)		—		D/E/K
SitusAMC Holdings Corporation	First Lien Term Loan	SOFR(Q)		0.75	%		5.60	%		9.90	%	11/30/2027	$	16,871,817			16,804,226			16,989,920			1.22	%	E
SitusAMC Holdings Corporation	First Lien Term Loan B	SOFR(Q)		0.75	%		5.60	%		9.90	%	6/28/2025	$	7,963,710			7,931,208			8,019,456			0.58	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.32	%	10/4/2028	$	14,069,105			14,069,105			13,968,511			1.00	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	10/2/2028	$	—			(32,841	)		(47,750	)		—		D/E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.30	%	10/4/2028	$	3,416,403			3,391,332			3,389,837			0.24	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.32	%	10/2/2028	$	1,091,310			1,091,310			1,083,507			0.08	%	E
Wealth Enhancement Group, LLC	First Lien Revolver	SOFR(Q)		1.00	%		5.00	%		9.32	%	10/4/2028	$	—			(1,874	)		(9,637	)		—		D/E
White Cap Supply Holdings, LLC	First Lien Tranche B Term Loan	SOFR(M)		—			3.25	%		7.57	%	10/19/2029	$	6,679,861			6,642,847			6,492,591			0.47	%
																	151,138,792			151,169,360			10.87	%
Electrical Equipment
Spark Buyer, LLC (Sparkstone)	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.57	%	10/15/2031	$	11,724,623			11,560,313			11,595,652			0.83	%	E
Spark Buyer, LLC (Sparkstone)	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.57	%	10/15/2031	$	—			(32,944	)		(25,859	)		—		D/E
Spark Buyer, LLC (Sparkstone)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.25	%		9.57	%	10/15/2031	$	—			(65,889	)		(51,718	)		—		D/E
																	11,461,480			11,518,075			0.83	%
Energy Equipment and Services
Liquid Tech Solutions Holdings, LLC (Diesel Direct)	First Lien Term Loan	SOFR(M)		—			3.75	%		8.07	%	3/18/2028	$	19,950,000			19,866,296			19,974,938			1.43	%	E
PG Polaris Bidco SARL (Rosen Group) (Luxembourg)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.30	%	2/24/2031	$	1,890,000			1,895,670			1,892,363			0.14	%	C
																	21,761,966			21,867,301			1.57	%
Entertainment
DIRECTV Financing, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.50	%		9.82	%	2/15/2031	$	315,980			302,985			302,404			0.02	%	L
Endeavor Operating Company LLC	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.32	%	1/28/2032	$	3,789,000			3,774,619			3,786,651			0.27	%
Renaissance Holding Corp.	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.60	%	4/5/2030	$	(2,449	)		(24,219	)		(18,772	)		—		D
																	4,053,385			4,070,283			0.29	%
Environmental, Maintenance and Security Services
TruGreen Limited Partnership	First Lien Term Loan	SOFR(M)		0.75	%		4.10	%		8.42	%	11/2/2027	$	474,215			467,329			447,740			0.03	%

Food Products
Sauer Brands Inc	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	2/4/2032	$	281,390			280,695			281,460			0.02	%
Sauer Brands Inc	First Lien Delayed Draw Term Loan	SOFR(M)		—			3.25	%		7.57	%	2/5/2032	$	—			—			7			—

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Food Products (Continued)
Saratoga Food Specialties LLC (Solina France SASU) (France)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.60	%	3/7/2029	$	940,000	$	943,760		$	940,978			0.07	%	C
																1,224,455			1,222,445			0.09	%
Health Care Equipment and Supplies
Avalara, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.58	%	3/20/2032	$	465,000		462,675			463,765			0.03	%
Chariot Buyer, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.67	%	11/3/2028	$	3,781,361		3,747,847			3,750,732			0.28	%
Opal Bidco SAS (Opella) (France)	First Lien Term Loan	SOFR(Q)		—			5.00	%		9.35	%	3/31/2032	$	2,010,000		1,999,950			1,999,950			0.14	%	C
																6,210,472			6,214,447			0.45	%
Healthcare Providers and Services
AHP Health Partners, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		2.75	%		7.07	%	8/24/2028	$	1,130,000		1,132,147			1,130,141			0.08	%
LifePoint Health Inc	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.82	%	5/19/2031	$	762,280		758,535			735,737			0.05	%
LifePoint Health Inc	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.07	%	5/16/2031	$	238,213		237,336			231,562			0.02	%
Electron Bidco Inc.	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.10	%	10/7/2028	$	1,130,000		1,129,424			1,129,085			0.08	%
Surgery Partners Holdings LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	12/19/2030	$	1,127,154		1,128,563			1,127,154			0.08	%
CHG Healthcare Services, Inc.	First Lien Term Loan	SOFR(M)		—			3.00	%		7.30	%	9/29/2028	$	3,012,201		2,991,159			3,011,629			0.22	%
Ingenovis Health, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		4.25	%		8.82	%	3/5/2028	$	239,966		237,397			106,985			0.01	%
IvyRehab Intermediate II, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.35	%		9.65	%	4/23/2029	$	11,938,966		11,751,626			11,807,134			0.85	%	E
Raven Acquisition Holdings LLC (R1 RCM)	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	11/19/2031	$	3,193,065		3,190,024			3,158,468			0.23	%
Raven Acquisition Holdings LLC (R1 RCM)	First Lien Delayed Draw Term Loan	SOFR(M)		—			3.25	%		7.57	%	11/19/2031	$	—		(218	)		(2,474	)		—		D
RecordXTechnologies, LLC (Ontellus)	First Lien Term Loan	SOFR(Q)		1.00	%		5.25	%		9.55	%	12/23/2027	$	4,318,034		4,285,028			4,318,034			0.31	%	E
U.S. Anesthesia Partners, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		4.36	%		8.69	%	9/23/2028	$	2,424,623		2,376,703			2,383,295			0.17	%
																29,217,724			29,136,750			2.10	%
Health Care Technology
Athenahealth Group Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	2/15/2029	$	9,526,188		9,519,836			9,430,926			0.68	%
Athos Merger, LLC (Aris)	First Lien Term Loan	SOFR(Q)		1.00	%		5.26	%		9.58	%	7/30/2026	$	109,503		105,123			105,123			0.01	%
Cotiviti Holdings, Inc	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	2/24/2031	$	6,407,490		6,364,913			6,279,340			0.45	%
Cotiviti Holdings, Inc	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	2/13/2032	$	—		(12,000	)		(25,500	)		—		D
PointClickCare Technologies Inc. (Canada)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.55	%	10/16/2031	$	2,821,705		2,821,860			2,818,192			0.20	%	C
Polaris Newco, LLC	First Lien Term Loan	SOFR(Q)		0.50	%		3.75	%		8.30	%	6/2/2028	$	2,943,562		2,944,392			2,824,730			0.20	%
Press Ganey Holdings Inc	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	4/24/2031	$	3,031,134		3,033,535			3,018,191			0.22	%
Zelis Healthcare Corp	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.05	%	9/15/2029	$	1,137,128		1,131,443			1,131,442			0.08	%
																25,909,102			25,582,444			1.84	%
Hotels, Restaurants and Leisure
Alterra Mountain Company	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	8/17/2028	$	1,885,275		1,892,004			1,885,275			0.14	%	E
Fertitta Entertainment, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.82	%	1/27/2029	$	7,192,933		7,163,371			7,092,592			0.51	%
Great Canadian Gaming Corp. (Canada)	First Lien Term Loan	SOFR(Q)		—			4.75	%		9.05	%	11/1/2029	$	510,849		510,796			504,624			0.04	%	C
Kingpin Intermediate Holdings LLC (Bowlero Corp)	First Lien Term Loan	SOFR(M)		—			3.50	%		7.82	%	2/8/2028	$	1,127,132		1,127,132			1,122,905			0.08	%
Motion Finco LLC	First Lien Term Loan B	SOFR(Q)		—			3.50	%		7.80	%	11/12/2029	$	691,868		694,910			666,355			0.05	%
Scientific Games Holdings LP	First Lien Term Loan	SOFR(Q)		0.50	%		3.00	%		7.30	%	4/4/2029	$	5,303,630		5,304,941			5,279,313			0.38	%
Showtime Acquisition LLC (World Choice)	First Lien Term Loan	SOFR(Q)		—			4.75	%		9.07	%	8/13/2031	$	29,208,773		28,873,846			28,939,761			2.07	%	E
																45,567,000			45,490,825			3.27	%
Household Durables
Bad Boy Mowers JV Acquisition, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.29	%	11/9/2029	$	7,721,951		7,578,881			7,789,518			0.56	%	E
Hunter Douglas Holding BV (Netherlands)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.55	%	1/17/2032	$	1,526,175		1,503,347			1,462,839			0.11	%	C
																9,082,228			9,252,357			0.67	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value		% of Total Cash and Investment			Notes
Debt Investments - Continued
Industrial Conglomerates
Chromalloy Holdings LLC	First Lien Term Loan	SOFR(M)		—			3.75	%		8.08	%	3/31/2031	$	1,137,136	$	1,135,646		$	1,135,010		0.08	%
Cube Industrials Buyer Inc. (Circor)	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.79	%	10/9/2031	$	942,000		940,460			936,899		0.07	%
LSF12 Crown US Commercial Bidco LLC	First Lien Term Loan	SOFR(M)		—			4.25	%		8.57	%	12/2/2031	$	867,000		868,624			853,271		0.06	%
																2,944,730			2,925,180		0.21	%
Insurance
Alera Group, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.75	%		10.07	%	11/17/2025	$	8,956,064		8,891,698			9,045,625		0.65	%	E
Alera Group, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	9/30/2028	$	543,408		537,153			543,408		0.04	%	E
Alera Group, Inc.	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	9/30/2028	$	270,888		267,770			270,888		0.02	%	E
Alliant Holdings Intermediate, LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	9/19/2031	$	9,470,217		9,428,334			9,422,866		0.68	%
AmeriLife Holdings, LLC	First Lien Term Loan	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2029	$	14,555,618		14,345,209			14,555,618		1.04	%	E
AmeriLife Holdings, LLC	First Lien Term Loan	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2029	$	9,357,588		9,311,717			9,357,588		0.67	%	E
AmeriLife Holdings, LLC	First Lien Delayed Draw Term Loan	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2029	$	—		(15,283	)		—		—		D/E
AmeriLife Holdings, LLC	First Lien Revolver	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2028	$	—		(4,304	)		—		—		D/E
AmeriLife Holdings, LLC	First Lien Revolver	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2028	$	—		(7,642	)		—		—		D/E
AmeriLife Holdings, LLC	First Lien Delayed Draw Term Loan	SOFR(S)		0.75	%		5.00	%		9.26	%	8/31/2029	$	928,680		914,694			928,680		0.07	%	E
Amynta Agency Borrower Inc. (Mayfield)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.29	%	12/16/2031	$	4,733,879		4,740,461			4,695,913		0.34	%
AssuredPartners, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.82	%	12/27/2031	$	5,297,442		5,314,379			5,309,626		0.38	%
Galway Borrower LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.55	%	9/29/2028	$	5,268,129		5,205,351			5,281,299		0.38	%	E
Galway Borrower LLC	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.80	%	9/29/2028	$	3,180,764		3,139,652			3,188,716		0.23	%	E
Higginbotham Insurance Agency, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		4.50	%		8.83	%	11/25/2028	$	14,523,737		14,448,298			14,436,595		1.04	%	E
Higginbotham Insurance Agency, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		4.75	%		9.07	%	11/25/2028	$	535,575		525,483			535,575		0.04	%	E
Integrity Marketing Acquisition, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.31	%	8/25/2028	$	6,457,224		6,424,699			6,483,053		0.47	%	E
Integrity Marketing Acquisition, LLC	First Lien Delayed Draw Term Loan	SOFRQ)		—			5.00	%		9.35	%	8/25/2028	$	—		(25,598	)		24,056		—		D/E
Integrity Marketing Acquisition, LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.31	%	8/25/2028	$	—		(108,884	)		—		—		D/E
Peter C. Foy & Associates Insurance Services, LLC (PCF Insurance)	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.50	%		9.82	%	11/1/2028	$	6,938,088		6,876,335			6,914,712		0.50	%	E
Peter C. Foy & Associates Insurance Services, LLC (PCF Insurance)	First Lien Term Loan	SOFR(Q)		0.75	%		6.50	%		10.81	%	7/19/2030	$	3,380,037		3,334,200			3,413,837		0.25	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	11/1/2029	$	1,622,014		1,622,014			1,622,014		0.12	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		1.00	%		4.75	%		9.05	%	11/1/2029	$	1,097,280		1,097,280			1,097,280		0.08	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	11/1/2029	$	762,713		762,713			762,713		0.05	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	11/1/2029	$	654,559		654,559			654,559		0.05	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.05	%	11/1/2029	$	182,186		182,186			182,186		0.01	%	E
Sedgwick Claims Management Services, Inc. (Lightning Cayman Merger Sub, Ltd.)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.31	%	7/13/2031	$	6,162,154		6,155,024			6,149,152		0.44	%
Truist Insurance Holdings, LLC	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.05	%	5/6/2031	$	3,413,726		3,415,888			3,396,657		0.24	%
																107,433,386			108,272,616		7.79	%
Internet and Catalog Retail
Syndigo, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		4.76	%		9.07	%	12/14/2027	$	11,391,296		11,388,815			11,377,057		0.82	%	E

Internet and Direct Marketing Retail
Pug LLC	First Lien Term Loan	SOFR(M)		—			4.75	%		9.07	%	3/15/2030	$	5,643,034		5,627,760			5,628,926		0.40	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Internet Software and Services
Bynder Bidco B.V. (Netherlands)	First Lien Term Loan B	SOFR(Q)		1.00	%		6.00	%		10.30	%	1/26/2029	$	2,110,569	$	2,070,281		$	2,113,566			0.15	%	C/E
Bynder Bidco B.V. (Netherlands)	First Lien Revolver B	SOFR(Q)		1.00	%		6.00	%		10.30	%	1/26/2029	$	—		(900	)		—			—		C/D/E
Bynder Bidco, Inc. (Netherlands)	First Lien Term Loan A	SOFR(Q)		1.00	%		6.00	%		10.30	%	1/26/2029	$	582,226		571,112			583,053			0.04	%	C/E
Bynder Bidco, Inc. (Netherlands)	First Lien Revolver A	SOFR(Q)		1.00	%		6.00	%		10.30	%	1/26/2029	$	—		(3,267	)		—			—		C/D/E
e-Discovery AcquireCo, LLC (Reveal)	First Lien Term Loan	SOFR(Q)		1.00	%		5.75	%		10.06	%	8/29/2029	$	8,579,230		8,421,598			8,750,815			0.63	%	E
e-Discovery AcquireCo, LLC (Reveal)	First Lien Initial Term Loan	SOFR(Q)		1.00	%		5.25	%		9.56	%	9/1/2028	$	6,640,840		6,640,840			6,673,513			0.48	%	E
e-Discovery AcquireCo, LLC (Reveal)	First Lien Revolver	SOFR(Q)		1.00	%		5.75	%		10.08	%	8/29/2029	$	288,290		267,790			288,290			0.02	%	E
Gympass US, LLC	First Lien Term Loan	SOFR(M)		1.00	%	3.25% Cash + 3.25% PIK				10.94	%	8/29/2029	$	2,779,857		2,768,537			2,804,876			0.20	%	E
Gympass US, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		—		3.25% Cash + 3.25% PIK				10.94	%	8/29/2029	$	12,478,219		12,383,858			12,590,523			0.91	%	E
Magenta Buyer, LLC (McAfee)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	3/1/2029	$	5,928,910		5,920,984			5,673,967			0.41	%
Magenta Buyer, LLC (McAfee)	First Lien First Out Term Loan	SOFR(Q)		0.75	%		7.01	%		11.30	%	7/27/2028	$	1,393,410		1,352,211			1,265,021			0.09	%
Magenta Buyer, LLC (McAfee)	Second Lien Second Out Term Loan	SOFR(Q)		0.75	%	1.76% Cash + 6.25% PIK				12.30	%	7/27/2028	$	1,090,476		1,059,164			565,957			0.04	%
Magenta Buyer, LLC (McAfee)	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.54	%	7/27/2028	$	405,750		401,473			412,749			0.03	%
Magenta Buyer, LLC (McAfee)	Second Lien Third Out Term Loan	SOFR(Q)		0.75	%	1.76% Cash + 5.50% PIK				11.55	%	7/27/2028	$	343,160		313,001			98,372			0.01	%	G
Oranje Holdco, Inc. (KnowBe4)	First Lien Term Loan	SOFR(Q)		1.00	%		7.75	%		12.04	%	2/1/2029	$	1,445,490		1,422,377			1,444,045			0.10	%	E
Oranje Holdco, Inc. (KnowBe4)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		7.25	%		11.54	%	2/1/2029	$	1,116,745		1,098,106			1,097,760			0.08	%	E
Oranje Holdco, Inc. (KnowBe4)	First Lien Revolver	SOFR(Q)		1.00	%		7.75	%		12.04	%	2/1/2029	$	—		(2,889	)		(181	)		—		D/E
Spartan Bidco Pty Ltd (StarRez) (Australia)	First Lien Term Loan	SOFR(Q)		0.75	%		6.40	%		10.70	%	1/24/2028	$	10,038,061		9,897,449			9,978,325			0.72	%	C/E
Spartan Bidco Pty Ltd (StarRez) (Australia)	First Lien Revolver	SOFR(Q)		0.75	%		6.40	%		10.70	%	1/24/2028	$	—		(9,233	)		(1,782	)		—		C/D/E
																54,572,492			54,338,869			3.91	%
IT Services
Asurion, LLC	First Lien Term Loan	SOFR(M)		—			4.25	%		8.57	%	7/9/2025	$	1,885,191		1,879,912			1,870,713			0.13	%
CrewLine Buyer, Inc. (New Relic)	First Lien Term Loan	SOFR(M)		1.00	%		6.75	%		11.07	%	11/8/2030	$	9,559,143		9,367,830			9,463,552			0.68	%	E
CrewLine Buyer, Inc. (New Relic)	First Lien Revolver	SOFR(M)		1.00	%		6.75	%		11.07	%	11/8/2030	$	—		(19,929	)		(9,957	)		—		D/E
Fortress Intermediate 3, Inc	First Lien Term Loan	SOFR(M)		—			3.75	%		8.07	%	6/9/2031	$	2,829,765		2,834,763			2,828,011			0.20	%
Intercept Bidco, Inc.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.32	%	6/3/2030	$	11,229,177		11,035,549			11,038,281			0.79	%	E
Intercept Bidco, Inc.	First Lien Revolver	SOFR(Q)		1.00	%		6.00	%		10.32	%	6/3/2030	$	—		(29,789	)		(29,369	)		—		D/E
Intercept Bidco, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		6.00	%		10.32	%	6/3/2030	$	—		(22,342	)		(44,053	)		—		D/E
Madison Logic Holdings, Inc.	First Lien Term Loan	SOFR(M)		1.00	%	5.63% Cash + 1.47% PIK				11.42	%	12/29/2028	$	2,251,557		2,209,846			2,159,243			0.16	%	E
Madison Logic Holdings, Inc.	First Lien Revolver	SOFR(M)		1.00	%		7.00	%		11.32	%	12/30/2027	$	—		(1,414	)		(3,518	)		—		D/E
Neon Maple US Debt Mergersub Inc	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	11/17/2031	$	2,280,000		2,266,320			2,267,962			0.16	%
Research Now Group, LLC (Dynata)	Second Out Term Loan	SOFR(Q)		1.00	%		5.76	%		10.08	%	10/15/2028	$	1,662,123		1,472,697			1,549,414			0.11	%
Research Now Group, LLC (Dynata)	First Lien Term Loan	SOFR(Q)		—			5.26	%		9.58	%	5/22/2028	$	234,671		216,275			235,228			0.02	%
Serrano Parent, LLC (Sumo Logic)	First Lien Term Loan	SOFR(S)		1.00	%		6.50	%		10.92	%	5/13/2030	$	4,099,217		4,024,380			4,000,836			0.29	%	E
Serrano Parent, LLC (Sumo Logic)	First Lien Revolver	SOFR(S)		1.00	%		6.50	%		10.92	%	5/13/2030	$	—		(7,484	)		(9,838	)		—		D/E
Trident Technologies LLC	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.80	%	8/16/2028	$	7,406,250		7,341,632			7,406,250			0.53	%
																42,568,246			42,722,755			3.07	%
Life Sciences Tools and Services
Alcami Corporation	First Lien Term Loan	SOFR(Q)		1.00	%		7.15	%		11.46	%	12/21/2028	$	976,348		955,137			986,111			0.07	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost		Fair Value		% of Total Cash and Investment			Notes
Debt Investments - Continued
Life Sciences Tools and Services (Continued)
Alcami Corporation	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		7.10	%		11.42	%	12/21/2028	$	71,855	$	70,295	$	72,574		0.01	%	E
Alcami Corporation	First Lien Revolver	SOFR(M)		1.00	%		7.10	%		11.42	%	12/21/2028	$	9,988		7,096		9,988		—		E
DNAnexus, Inc	First Lien Delayed Draw Term Loan	SOFR(M)		3.00	%		5.25	%		9.57	%	12/20/2029	$	1,199,513		1,029,648		1,019,586		0.07	%	E
DNAnexus, Inc	First Lien Term Loan	SOFR(M)		3.00	%		5.25	%		9.57	%	12/20/2029	$	5,997,566		5,940,757		5,937,590		0.43	%	E
Sotera Health Holdings LLC	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.55	%	5/31/2031	$	1,875,288		1,875,288		1,874,116		0.13	%
																9,878,221		9,899,965		0.71	%
Machinery
Alliance Laundry Systems, LLC	First Lien Term Loan B	SOFR(Q)		—			2.75	%		7.07	%	8/19/2031	$	811,000		809,558		809,050		0.06	%
AI Aqua Merger Sub, Inc. (Osmosis Buyer) (United Kingdom)	First Lien Term Loan	SOFR(M)		1.00	%		3.00	%		7.32	%	7/30/2028	$	6,650,081		6,608,291		6,597,379		0.48	%	C
Blackbird Purchaser, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.50	%		9.80	%	12/19/2030	$	2,364,887		2,326,265		2,323,029		0.17	%	E
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.50	%		9.80	%	12/19/2030	$	261,837		254,149		253,505		0.02	%	E
Blackbird Purchaser, Inc.	First Lien Revolver	SOFR(M)		0.75	%		5.50	%		9.82	%	12/19/2030	$	110,288		105,328		104,711		0.01	%	E
Filtration group corporation	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	10/26/2028	$	2,836,804		2,839,372		2,837,925		0.20	%
Husky Injection Molding Systems Ltd. (Canada)	First Lien Term Loan	SOFR(S)		—			4.50	%		8.78	%	2/15/2029	$	5,666,461		5,680,810		5,649,348		0.40	%	C
Indicor, LLC (Roper Industrial Pro)	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.05	%	11/22/2029	$	1,129,706		1,127,016		1,125,368		0.08	%
KKR Apple Bidco, LLC	First Lien Term Loan	SOFR(M)		—			2.50	%		6.82	%	9/23/2031	$	439,324		439,324		436,646		0.03	%
Lummus Technology Holdings V LLC	First Lien Term Loan	SOFR(M)		—			3.00	%		7.32	%	12/31/2029	$	947,619		946,435		946,434		0.07	%
Madison IAQ LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.89	%	3/27/2032	$	2,973,000		2,943,270		2,948,844		0.21	%
TK Elevator US Newco Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.33	%	4/30/2030	$	933,926		933,665		932,586		0.07	%
																25,013,483		24,964,825		1.80	%
Media
Kid Distro Holdings, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		4.90	%		9.19	%	10/1/2029	$	6,358,510		6,358,510		6,358,510		0.46	%	E
Kid Distro Holdings, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		4.90	%		9.19	%	10/1/2029	$	1,129,695		1,129,695		1,130,124		0.08	%	E
Kid Distro Holdings, LLC	First Lien Revolver	SOFR(Q)		1.00	%		4.90	%		9.19	%	10/1/2029	$	—		—		—		—		E
Speedster Bidco GMBH (Germany)	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.80	%	11/13/2031	$	2,270,000		2,275,675		2,269,648		0.16	%	C
Streamland Media Midco LLC	First Out Term Loan	SOFR(Q)		1.00	%	1.00% Cash + 4.50% PIK				9.80	%	3/31/2029	$	1,327,412		1,327,412		1,327,412		0.10	%	E
Streamland Media Midco LLC	Last Out Term Loan	SOFR(Q)		—		1.00% Cash + 5.50% PIK				10.80	%	3/31/2029	$	1,235,765		1,235,765		1,235,765		0.09	%	E
Streamland Media Midco LLC	First Lien Rollup Term Loan	SOFR(Q)		1.00	%	1.00% Cash + 4.50% PIK				9.80	%	3/31/2029	$	46,023		46,023		46,023		—		E
Streamland Media Midco LLC	First Lien Revolver	SOFR(Q)		—		1.00% Cash + 4.50% PIK				9.80	%	3/31/2029	$	—		—		—		—		E
TL Voltron Purchaser, LLC (GES)	First Lien Term Loan	SOFR(M)		1.00	%		5.25	%		9.57	%	12/31/2030	$	11,725,227		11,500,462		11,478,997		0.82	%	E
Zayo Group Holdings, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		4.25	%		8.57	%	3/9/2027	$	412,964		408,505		388,731		0.03	%
																24,282,047		24,235,210		1.74	%
Metals and Mining
Grinding Media Inc. (Molycop LTD)	First Lien Term Loan	SOFR(Q)		0.75	%		3.50	%		7.82	%	10/21/2028	$	986,272		991,542		977,642		0.07	%	E

Oil, Gas and Consumable Fuels
Palmdale Oil Company, LLC	First Lien Term Loan	SOFR(M)		1.00	%		6.75	%		11.07	%	10/2/2029	$	1,260,985		1,232,082		1,262,246		0.09	%	E

Paper and Forest Products
Alpine Acquisition Corp II (48Forty)	First Lien 2nd Incremental Term Loan	SOFR(M)		1.00	%	2.50% Cash + 3.50% PIK				10.42	%	11/30/2029	$	4,946,621		4,825,064		3,982,475		0.29	%	E
Alpine Acquisition Corp II (48Forty)	First Lien Term Loan	SOFR(M)		1.00	%	2.50% Cash + 3.50% PIK				10.42	%	11/30/2029	$	207,969		203,110		167,434		0.01	%	E
FSK Pallet Holding Corp. (Kamps)	First Lien Term Loan	SOFR(Q)		1.25	%		6.65	%		10.94	%	12/23/2026	$	1,566,711		1,546,173		1,566,711		0.11	%	E
FSK Pallet Holding Corp. (Kamps)	First Lien Term Loan	SOFR(Q)		1.00	%		6.15	%		10.45	%	12/19/2025	$	1,252,257		1,252,257		1,252,207		0.09	%	E
																7,826,604		6,968,827		0.50	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Professional Services
Allied Benefit Systems Intermediate, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.56	%	10/31/2030	$	7,905,938	$	7,811,373		$	7,984,997			0.57	%	E
Allied Benefit Systems Intermediate, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.50	%		5.25	%		9.54	%	10/31/2030	$	1,449,860		1,432,518			1,464,359			0.11	%	E
Applause App Quality, Inc.	First Lien Term Loan	SOFR(Q)		1.50	%		6.00	%		10.30	%	10/24/2029	$	15,007,034		14,733,028			14,811,943			1.07	%	E
Applause App Quality, Inc.	First Lien Revolver	SOFR(Q)		1.50	%		6.00	%		10.29	%	10/24/2029	$	300,140		274,624			280,631			0.02	%	E
Bullhorn, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		—			5.00	%		9.32	%	9/30/2029	$	12,136,269		12,122,937			12,136,269			0.87	%	E
Bullhorn, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	10/1/2029	$	10,262,184		10,240,698			10,262,184			0.74	%	E
Bullhorn, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.32	%	9/30/2029	$	—		(2,877	)		—			—		D/E
Bullhorn, Inc.	First Lien Revolver	SOFR(M)		1.00	%		5.00	%		9.32	%	10/1/2029	$	—		(2,316	)		(29,571	)		—		D/E
Cherry Bekaert Advisory, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	6/30/2028	$	2,131,278		2,108,216			2,106,129			0.15	%	E
Cherry Bekaert Advisory, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	6/30/2028	$	878,126		868,617			867,764			0.06	%	E
Cherry Bekaert Advisory, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	6/30/2028	$	857,716		844,401			846,297			0.06	%	E
Cherry Bekaert Advisory, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	6/30/2028	$	743,486		733,257			734,713			0.05	%	E
Cherry Bekaert Advisory, LLC	First Lien Revolver	SOFR(M)		0.75	%		5.25	%		9.57	%	6/30/2028	$	—		(4,840	)		(5,278	)		—		D/E
Citrin Cooperman Advisors LLC	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.30	%	3/6/2032	$	889,380		886,004			884,102			0.06	%
Citrin Cooperman Advisors LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		—			3.00	%		7.30	%	3/6/2032	$	4,545		4,328			4,204			—
CoreLogic, Inc. (fka First American Corporation)	First Lien Term Loan	SOFR(M)		0.50	%		3.61	%		7.94	%	6/2/2028	$	6,066,123		6,014,198			5,965,031			0.43	%
Deerfield Dakota Holding, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		3.75	%		8.05	%	4/9/2027	$	3,278,199		3,224,537			3,118,731			0.22	%
DTI Holdco, Inc. (Epiq)	First Lien Term Loan	SOFR(M)		0.75	%		4.00	%		8.32	%	4/26/2029	$	24,354,788		24,253,552			24,190,393			1.74	%
Element Materials Technology Group US Holdings Inc.	First Lien Term Loan	SOFR(Q)		0.50	%		3.75	%		8.05	%	6/24/2029	$	1,883,782		1,880,702			1,883,189			0.14	%
GI Consilio Parent LLC (Skopima Consilio Parent LLC)	First Lien Term Loan	SOFR(M)		0.50	%		3.75	%		8.07	%	5/14/2028	$	20,708,100		20,536,831			20,585,197			1.48	%
HSI Halo Acquisitions, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.29	%	6/28/2031	$	6,165,474		6,125,329			6,208,632			0.45	%	E
HSI Halo Acquisitions, Inc.	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.29	%	6/28/2031	$	—		—			—			—		E
HSI Halo Acquisitions, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.29	%	6/28/2031	$	190,836		190,836			198,559			0.01	%	E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Term Loan	SOFR(Q)		1.00	%		5.25	%		9.54	%	1/16/2030	$	4,646,979		4,572,738			4,646,979			0.33	%	E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.54	%	1/16/2030	$	—		(16,302	)		—			—		D/E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Revolver	SOFR(Q)		1.00	%		5.25	%		9.54	%	1/16/2030	$	—		(9,781	)		—			—		D/E
ICIMS, Inc.	First Lien Incremental Term Loan	SOFR(Q)		0.75	%		6.25	%		10.54	%	8/18/2028	$	1,152,092		1,140,375			1,138,394			0.08	%	E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	12/20/2031	$	5,606,915		5,539,545			5,517,204			0.40	%	E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	12/20/2031	$	—		(16,324	)		(43,408	)		—		D/E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.30	%	12/20/2031	$	—		(13,060	)		(17,363	)		—		D/E
OMNIA Partners, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		2.75	%		7.04	%	7/25/2030	$	483,346		481,297			480,632			0.03	%
Secretariat Advisors LLC	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.35	%	2/24/2032	$	7,351,947		7,316,450			7,333,567			0.53	%	E
Secretariat Advisors LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		—			4.00	%		8.35	%	2/24/2032	$	—		—			(2,214	)		—		D/E
Vensure Employer Services, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	9/27/2031	$	13,358,144		13,242,755			13,232,711			0.95	%	E
Vensure Employer Services, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	9/19/2031	$	—		12,263			(24,691	)		—		D/E
																146,525,909			146,760,286			10.55	%
Real Estate Management and Development
Community Merger Sub Debt LLC (CINC Systems)	First Lien 2025 Incremental Term Loan	SOFR(M)		0.75	%		5.25	%		9.57	%	1/18/2030	$	10,119,171		9,975,351			10,115,022			0.73	%	E
Community Merger Sub Debt LLC (CINC Systems)	First Lien Revolver	SOFR(M)		0.75	%		5.25	%		9.57	%	1/18/2030	$	—		(31,967	)		(819	)		—		D/E
Forest City Enterprises, L.P.	First Lien Term Loan	SOFR(M)		—			3.61	%		7.94	%	12/8/2025	$	902,764		898,781			883,580			0.06	%
																10,842,165			10,997,783			0.79	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Software
Applied Systems, Inc.	First Lien Term Loan	SOFR(Q)		0.50	%		2.75	%		7.05	%	9/19/2026	$	1,240,785	$	1,241,473		$	1,241,815			0.09	%
Barracuda Parent LLC	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.79	%	8/15/2029	$	676,390		664,140			588,797			0.04	%
Bluefin Holding, LLC (Allvue)	First Lien Term Loan	SOFR(Q)		1.00	%		6.50	%		10.80	%	9/12/2029	$	17,648,902		17,346,615			17,790,093			1.27	%	E
Bluefin Holding, LLC (Allvue)	First Lien Revolver	SOFR(Q)		1.00	%		6.50	%		10.80	%	9/12/2029	$	—		(22,067	)		—			—		D/E
Boxer Parent Company, Inc.	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.29	%	7/30/2031	$	3,955,147		3,965,158			3,891,904			0.28	%
Cart.Com, Inc.	First Lien Term Loan (2.5% Exit Fee)	SOFR(M)		1.50	%		7.75	%		12.07	%	5/30/2029	$	12,000,000		11,900,055			11,868,000			0.85	%	E/H
Central Parent, Inc.	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.55	%	7/6/2029	$	987,538		973,875			850,517			0.06	%
Clever Devices Ltd.	First Lien Term Loan	SOFR(M)		1.00	%		6.00	%		10.32	%	6/12/2030	$	2,209,600		2,161,747			2,231,696			0.16	%	E
Clever Devices Ltd.	First Lien Revolver	SOFR(M)		1.00	%		6.00	%		10.32	%	6/12/2030	$	123,683		103,594			123,683			0.01	%	E
Cloudera, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.85	%		8.17	%	10/8/2028	$	6,695,235		6,625,192			6,616,767			0.48	%
Clover Holding 2, LLC (COHESITY)	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.29	%	10/31/2031	$	6,534,000		6,539,553			6,472,744			0.47	%
Connectwise LLC	First Lien Term Loan	SOFR(Q)		—			3.76	%		8.06	%	9/30/2028	$	1,473,988		1,478,739			1,474,607			0.11	%
Delta Topco, Inc	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.07	%	12/24/2029	$	5,510,046		5,517,625			5,455,304			0.39	%
Disco Parent, Inc. (Duck Creek Technologies)	First Lien Term Loan	SOFR(Q)		1.00	%		7.50	%		11.81	%	3/30/2029	$	453,585		445,489			454,039			0.03	%	E
Disco Parent, Inc. (Duck Creek Technologies)	First Lien Term Loan	SOFR(Q)		1.00	%		7.50	%		11.81	%	3/30/2029	$	2,327,225		2,288,500			2,329,552			0.17	%	E
Disco Parent, Inc. (Duck Creek Technologies)	First Lien Revolver	SOFR(Q)		1.00	%		7.50	%		11.81	%	3/30/2029	$	—		(3,873	)		—			—		D/E
Douglas Holdings, Inc (Docupace)	First Lien Term Loan	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.42	%	8/27/2030	$	8,550,747		8,435,188			8,431,037			0.61	%	E
Douglas Holdings, Inc (Docupace)	First Lien Delayed Draw Term Loan B	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.42	%	8/27/2030	$	—		(12,561	)		(26,024	)		—		D/E
Douglas Holdings, Inc (Docupace)	First Lien PIK Delayed Draw Term Loan	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.42	%	8/27/2030	$	282,086		282,086			267,304			0.02	%	E
Douglas Holdings, Inc (Docupace)	First Lien Revolver	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.42	%	8/27/2030	$	—		(10,049	)		(10,410	)		—		D/E
Epicor Software Corporation (fka Eagle Parent Inc.)	First Lien Term Loan	SOFR(M)		0.75	%		2.75	%		7.07	%	5/30/2031	$	6,608,824		6,584,132			6,599,076			0.47	%
Fusion Risk Management, Inc.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.33	%	5/22/2029	$	4,036,148		3,986,795			4,003,859			0.29	%	E
Fusion Risk Management, Inc.	First Lien Revolver	SOFR(Q)		1.00	%		6.00	%		10.33	%	5/22/2029	$	—		(9,223	)		(3,661	)		—		D/E
GTY Technology Holdings Inc.	First Lien Term Loan	SOFR(Q)		1.00	%	2.50% Cash + 4.125% PIK				10.92	%	7/9/2029	$	3,703,086		3,654,882			3,648,651			0.26	%	E
GTY Technology Holdings Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%	2.50% Cash + 4.125% PIK				10.92	%	7/9/2029	$	1,265,924		1,251,958			1,247,315			0.09	%	E
GTY Technology Holdings Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%	2.50% Cash + 4.125% PIK				10.92	%	7/9/2029	$	1,099,924		1,083,331			1,083,755			0.08	%	E
GTY Technology Holdings Inc.	First Lien Revolver	Prime		1.00	%		5.00	%		12.50	%	7/9/2029	$	168,973		154,082			153,449			0.01	%	E
Guardian US Holdco LLC	First Lien Term Loan	SOFR(Q)		0.50	%		3.50	%		7.80	%	1/31/2030	$	950,000		942,875			937,332			0.07	%
Honey Intermediate, Inc. (iLobby) (Canada)	First Lien Term Loan	SOFR(M)		1.00	%	2.88% Cash + 3.38% PIK				10.57	%	9/26/2030	$	14,284,328		14,088,993			14,084,347			1.01	%	C/E
Honey Intermediate, Inc. (iLobby) (Canada)	First Lien Revolver	SOFR(M)		1.00	%	2.88% Cash + 3.38% PIK				10.57	%	9/26/2030	$	—		(25,230	)		(26,214	)		—		C/D/E
JOBVITE, Inc. (Employ, Inc.)	First Lien Last Out Term Loan	SOFR(Q)		0.75	%		7.50	%		11.80	%	8/5/2028	$	2,321,515		2,288,490			2,276,199			0.16	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Software (Continued)
Kaseya, Inc.	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	3/6/2032	$	1,180,000	$	1,174,114		$	1,177,793			0.08	%
Logicmonitor, Inc	First Lien Term Loan	SOFR(Q)		0.75	%		5.50	%		9.79	%	11/19/2031	$	14,852,100		14,711,221			14,672,538			1.06	%	E
Logicmonitor, Inc	First Lien Revolver	SOFR(Q)		0.75	%		5.50	%		9.79	%	11/19/2031	$	—		(17,610	)		(22,445	)		—		D/E
Maverick Bidco, Inc. (Mitratech)	First Lien No. 2 Term Loan	SOFR(Q)		0.75	%		4.51	%		8.80	%	5/18/2028	$	12,281,250		12,096,686			12,323,498			0.89	%
MH Sub I, LLC (Micro Holding Corp.)	First Lien Term Loan	SOFR(M)		—			4.25	%		8.57	%	12/11/2031	$	2,411,054		2,393,714			2,221,521			0.16	%
MH Sub I, LLC (Micro Holding Corp.)	First Lien 2023 Incremental Term Loan	SOFR(M)		1.00	%		4.25	%		8.57	%	5/3/2028	$	2,175,933		2,174,248			2,072,587			0.15	%
Mitchell International Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.57	%	6/17/2031	$	3,053,507		3,037,570			3,021,506			0.22	%
Planview Parent, Inc.	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.80	%	12/17/2027	$	3,780,204		3,766,092			3,747,127			0.27	%
Project Boost Purchaser, LLC (JD Power, AutoData Inc)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.30	%	7/2/2031	$	2,265,880		2,264,659			2,255,786			0.16	%
Proofpoint, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	8/21/2028	$	6,608,453		6,588,078			6,595,038			0.47	%
Qlik Technologies Inc. (Project Alpha)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.55	%	10/28/2030	$	3,794,217		3,803,756			3,790,252			0.27	%
Qlik Technologies Inc. (Project Alpha)	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.05	%	10/26/2030	$	1,083,000		1,082,264			1,081,868			0.08	%
RealPage, Inc	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.05	%	4/22/2028	$	4,908,000		4,914,741			4,917,203			0.35	%
Sophia, L.P. (Ellucian)	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.32	%	10/7/2029	$	5,673,526		5,668,965			5,671,001			0.41	%
Thunder Purchaser, Inc. (Vector Solutions)	First Lien Incremental Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.40	%		9.70	%	6/30/2028	$	1,024,016		1,011,906			1,011,105			0.07	%	E
Thunder Purchaser, Inc. (Vector Solutions)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		5.40	%		9.70	%	6/30/2028	$	573,449		568,366			568,030			0.04	%	E
TIBCO Software Inc.	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.05	%	3/21/2031	$	6,368,989		6,325,492			6,315,553			0.45	%
TIBCO Software Inc.	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.80	%	3/30/2029	$	4,058,814		4,068,646			4,026,526			0.29	%
Trintech, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		5.50	%		9.82	%	7/25/2029	$	9,288,942		9,088,585			9,142,548			0.66	%	E
Trintech, Inc.	First Lien Revolver	SOFR(M)		1.00	%		5.50	%		9.82	%	7/25/2029	$	206,737		191,130			195,333			0.01	%	E
UKG Inc.	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.30	%	1/30/2031	$	11,318,847		11,305,863			11,307,585			0.81	%
VS Buyer, LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.07	%	4/12/2031	$	4,145,859		4,145,859			4,151,041			0.30	%
Zendesk Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	11/22/2028	$	2,495,190		2,465,657			2,465,248			0.18	%	E
Zendesk Inc.	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.30	%	11/22/2028	$	—		(3,055	)		(3,019	)		—		D/E
Zendesk Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.30	%	11/22/2028	$	—		(3,710	)		(7,331	)		—		D/E
FirstUp, Inc	First Lien Term Loan	SOFR(Q)		1.00	%		6.75	%		11.05	%	7/13/2027	$	9,839,915		9,745,833			9,741,516			0.70	%	E
FirstUp, Inc	First Lien Term Loan	SOFR(Q)		1.00	%		6.75	%		11.05	%	7/13/2027	$	1,011,701		1,002,028			1,001,584			0.07	%	E
FirstUp, Inc	First Lien Revolver	SOFR(Q)		1.00	%		6.75	%		11.05	%	7/13/2027	$	—		(8,687	)		(9,085	)		—		D/E
G-3 Apollo Acquisition Corp (Appriss Retail)	First Lien Term Loan	SOFR(Q)		1.00	%		5.00	%		9.29	%	3/10/2031	$	13,393,600		13,194,713			13,192,696			0.95	%	E
G-3 Apollo Acquisition Corp (Appriss Retail)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.29	%	3/10/2031	$	—		(32,288	)		(43,051	)		—		D/E
G-3 Apollo Acquisition Corp (Appriss Retail)	First Lien Revolver	SOFR(Q)		1.00	%		5.00	%		9.29	%	3/10/2031	$	306,139		263,521			263,088			0.02	%	E
																230,909,921			230,900,173			16.60	%
Specialty Retail
Fender Musical Instruments Corp.	First Lien Term Loan B	SOFR(M)		0.50	%		4.10	%		8.42	%	12/1/2028	$	1,657,878		1,612,413			1,425,775			0.10	%	E
Mavis Tire Express Services Topco Corp	First Lien Term Loan	SOFR(Q)		0.75	%		3.00	%		7.31	%	5/4/2028	$	3,721,790		3,724,032			3,702,734			0.26	%
Woof Holdings, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		4.01	%		8.31	%	12/21/2027	$	932,480		916,058			496,546			0.04	%
																6,252,503			5,625,055			0.40	%
Trading Companies and Distributors
BCPE Empire Holdings, Inc.	First Lien Term Loan	SOFR(M)		—			3.25	%		7.57	%	12/26/2030	$	1,237,678		1,234,380			1,222,207			0.09	%
Foundation Building Materials, Inc	First Lien Term Loan	SOFR(Q)		—			4.26	%		8.55	%	1/29/2031	$	2,896,313		2,868,250			2,650,735			0.18	%
Veritiv Corp.	First Lien Term Loan	SOFR(Q)		—			5.00	%		8.30	%	11/17/2030	$	490,767		488,428			488,755			0.04	%
																4,591,058			4,361,697			0.31	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost		Fair Value		% of Total Cash and Investment			Notes
Debt Investments - Continued
Textiles, Apparel and Luxury Goods
WH Borrower, LLC (WHP)	First Lien Term Loan	SOFR(M)		0.50	%		4.75	%		9.07	%	2/20/2032	$	26,782,541	$	26,650,464	$	26,686,393		1.92	%

Technology Hardware, Storage and Peripherals
SumUp Holdings Luxembourg S.A.R.L. (Luxembourg)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		6.50	%		10.83	%	4/25/2031	$	12,800,000		12,695,273		12,912,000		0.93	%	C/E

Transportation Infrastructure
Bleriot US Bidco Inc.	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.05	%	10/30/2026	$	6,042,667		6,036,379		6,005,384		0.43	%

Total Debt Investments - 174.9% of Net Assets																1,341,446,615		1,341,038,734		96.41	%

Equity Securities
IT Services
New Insight Holdings, Inc. (Dynata)	Common Stock												$	22,972		402,032		539,842		0.04	%	I, J

Media
Streamland Media Holdings LLC	Common Units												$	12,363		630,884		630,884		0.05	%	E, I, J

Paper and Forest Products
48forty Intermediate Holdings, Inc.	Common Stock												$	685		—		—		—		E, I, J

Total Equity Securities - 0.2% of Net Assets																1,032,916		1,170,726		0.09	%

Total Investments - 175.1% of Net Assets																1,342,479,531		1,342,209,460		96.50	%

Cash and Cash Equivalents - 6.3% of Net Assets																		48,551,943		3.50	%

Total Cash and Investments - 181.4% of Net Assets																		1,390,761,403		100.00	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued) (Unaudited)

March 31, 2025

Notes to Schedule of Investments:

(A)

Debt investments include investments in bank debt that generally are bought and sold among institutional investors in transactions not subject to registration under the Securities Act of 1933 (the “Securities Act”). Such transactions are generally subject to contractual restrictions, such as approval of the agent or borrower.

(B)

100.0% of the fair value of total senior secured loans in the Fund’s portfolio bear interest at a floating rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR”), “S”, or other base rate (commonly the Federal Funds Rate or the Prime Rate), “P”. In addition, 70.7% of the fair value of such senior secured loans have floors of 0.50% to 2.00%. The borrower under a senior secured loan generally has the option to select from interest reset periods of one, two, three or six months and may alter that selection at the end of any reset period. The stated interest rate represents the weighted average interest rate at March 31, 2025 of all contracts within the specified loan facility. SOFR resets monthly (M), quarterly (Q) or semiannually (S).

(C)

Non-U.S. company or principal place of business outside the U.S. and as a result the investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940 (the “1940 Act”). Under the 1940 Act, the Fund may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Fund's total assets.

(D)

Negative balances represent unfunded commitments that were acquired and/or valued at a discount.

(E)

Investments are considered Level 3 in accordance with ASC Topic 820 (see Note 2).

(F)

As of March 31, 2025, the Fund generally uses GICS codes to identify the industry groupings.

(G)

Non-accruing debt investment.

(H)

In addition to the stated coupon, investment has an exit fee payable upon repayment of the loan in an amount equal to the percentage of the original principal amount shown.

(I)

Restricted security (See Note 12).

(J)

Non-income producing investment.

(K)

Deemed an investment company under Section 3(c) of the 1940 Act and as a result the investment is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Fund may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Fund's total assets

(L)

Publicly traded company with a market capitalization greater than $250 million and as a result the investment is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Company's total assets.

Aggregate acquisitions and aggregate dispositions of investments totaled $381,141,500 and $73,569,146, respectively for the three months ended March 31, 2025. Aggregate acquisitions include investment assets received as payment in kind. Aggregate dispositions include principal paydowns on investments. The total value of restricted securities and bank debt as of March 31, 2025 was $1,342,209,460 or 96.5% of total cash and investments of the Fund. As of March 31, 2025, approximately 6.1% of the total assets of the Fund were not qualifying assets under Section 55(a) of the 1940 Act.

See accompanying notes to the consolidated financial statements.

BlackRock Private Credit Fund

Consolidated Schedule of Investments

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments(A)
Aerospace and Defense
Arcline FM Holdings, LLC (Fairbanks Morse, LLC)	First Lien Term Loan	SOFR(Q)		—			4.50	%		9.05	%	6/28/2028	$	19,830,256	$	19,684,547		$	19,974,819			1.85	%
Engineering Research Holding LLC (Astrion, Inc.)	First Lien Term Loan	SOFR(Q)		1.00	%		5.00	%		9.51	%	8/29/2031	$	23,037,731		22,705,627			22,980,137			2.11	%	E
Peraton Corp.	First Lien Term Loan	SOFR(M)		0.75	%		3.75	%		8.21	%	2/1/2028	$	1,352,374		1,332,242			1,261,792			0.12	%
Signia Aerospace LLC	First Lien Term Loan	SOFR(Q)		0.50	%		3.00	%		7.40	%	11/21/2031	$	1,388,260		1,384,807			1,390,870			0.13	%
Signia Aerospace LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.50	%		3.00	%		7.40	%	11/21/2031	$	—		(288	)		217			—		D
Skydio, Inc	First Lien Term Loan	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				10.02	%	12/4/2029	$	7,500,000		7,426,150			7,425,000			0.69	%	E
Skydio, Inc	First Lien Delayed Draw Term Loan B	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				10.02	%	12/4/2029	$	—		(36,925	)		(37,500	)		—		D/E
Skydio, Inc	First Lien Delayed Draw Term Loan A	SOFR(M)		2.50	%	2.75% Cash + 2.75% PIK				10.02	%	12/4/2029	$	—		(36,925	)		(37,500	)		—		D/E
																52,459,235			52,957,835			4.90	%
Automobiles
Wand Newco 3, Inc. (aka Caliber Collision)	First Lien Term Loan	SOFR(M)		1.00	%		3.25	%		7.61	%	1/30/2031	$	1,380,008		1,377,872			1,387,377			0.13	%

Beverages
Triton Water Holdings Inc	First Lien Term Loan	SOFR(Q)		—			3.51	%		7.84	%	3/31/2028	$	827,856		827,701			835,414			0.08	%

Building Products
Air Distribution Technologies Inc	First Lien Term Loan	SOFR(M)		1.00	%		6.00	%		10.55	%	8/1/2030	$	9,721,886		9,541,026			9,605,223			0.89	%	E
Trulite Holding Corp.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.59	%	2/22/2030	$	10,235,988		10,059,052			10,223,193			0.94	%	E
Wilsonart LLC	First Lien Term Loan	SOFR(Q)		—			4.25	%		8.58	%	7/25/2031	$	3,307,363		3,270,315			3,319,567			0.31	%
																22,870,393			23,147,983			2.14	%
Capital Markets
BCPE Pequod Buyer Inc. (Envestnet Inc.)	First Lien Term Loan	SOFR(M)		—			3.50	%		7.86	%	9/19/2031	$	453,000		450,735			457,288			0.04	%
Focus Financial Partners, LLC	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	9/10/2031	$	2,222,733		2,222,554			2,245,927			0.21	%
Focus Financial Partners, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		—			3.25	%		7.61	%	9/10/2031	$	—		313			2,491			—
Grant Thornton Advisors LLC	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	6/2/2031	$	827,925		831,160			829,142			0.08	%
Grant Thornton Advisors LLC	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	6/2/2031	$	286,474		286,474			286,895			0.03	%
Grant Thornton Advisors LLC	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	6/2/2031	$	—		—			51			—
Learning Care Group (US) No. 2 Inc.	First Lien Initial Term Loan	SOFR(Q)		0.50	%		4.00	%		8.33	%	8/11/2028	$	29,626		29,303			29,959			—
OVG Business Services LLC (Oak View)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.36	%	6/15/2031	$	498,750		498,145			500,620			0.05	%
PMA Parent Holdings, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.58	%	1/31/2031	$	8,869,062		8,714,989			8,886,800			0.81	%	E
PMA Parent Holdings, LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.58	%	1/31/2031	$	—		(22,066	)		—			—		D/E
																13,011,607			13,239,173			1.22	%
Chemicals
Advancion (f/k/a Aruba Investments Holdings, LLC)	First Lien Term Loan	SOFR(M)		0.75	%		4.10	%		8.46	%	11/24/2027	$	1,243,573		1,238,142			1,249,791			0.12	%
CP Iris Holdco I, Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.86	%	9/21/2028	$	1,243,606		1,244,991			1,252,355			0.12	%
Discovery Purchaser Corporation	First Lien Term Loan	SOFR(Q)		0.50	%		4.38	%		8.95	%	10/4/2029	$	1,494,518		1,446,957			1,505,450			0.14	%
LSF11 A5 Holdco LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.61	%		7.97	%	10/15/2028	$	997,436		998,635			1,004,827			0.09	%
Momentive Performance Materials, Inc.	First Lien Term Loan	SOFR(M)		—			4.00	%		8.36	%	3/22/2028	$	1,232,056		1,213,886			1,247,457			0.12	%	E
Olympus Water US Holding Corporation (Solenis)	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.34	%	6/9/2031	$	1,700,241		1,706,017			1,707,680			0.16	%
W. R. Grace Holdings LLC	First Lien Term Loan	SOFR(Q)		0.50	%		3.75	%		7.58	%	9/22/2028	$	2,068,474		2,061,088			2,088,642			0.18	%
																9,909,716			10,056,202			0.93	%
Commercial Services and Supplies
Allied Universal Holdco LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.85	%		8.21	%	5/12/2028	$	1,004,807		996,104			1,009,339			0.09	%
Apollo Group Holdco, LLC (Topsail)	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.33	%	12/26/2030	$	16,292,109		15,967,158			15,966,267			1.48	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Commercial Services and Supplies (Continued)
Creative Artists Agency, LLC.	First Lien Term Loan	SOFR(M)		—			2.75	%		7.11	%	10/1/2031	$	1,490,577	$	1,484,293		$	1,499,580			0.14	%
Dealer Tire Financial, LLC	First Lien Term Loan	SOFR(M)		—			3.50	%		7.86	%	7/2/2031	$	2,490,008		2,469,138			2,498,574			0.23	%
Ensemble RCM, LLC	First Lien Term Loan B	SOFR(Q)		—			3.00	%		7.59	%	8/3/2029	$	2,236,608		2,239,831			2,255,765			0.21	%
Madison Safety & Flow LLC	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	9/26/2031	$	460,845		459,730			464,806			0.04	%
Modigent, LLC (Pueblo)	First Lien Term Loan	SOFR(Q)		0.75	%		6.50	%		10.83	%	8/23/2028	$	1,430,349		1,408,653			1,411,883			0.13	%	E
Modigent, LLC (Pueblo)	First Lien Revolver	SOFR(Q)		0.75	%		6.50	%		10.83	%	8/23/2027	$	859,755		843,415			847,906			0.08	%	E
Modigent, LLC (Pueblo)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		6.50	%		10.83	%	8/23/2028	$	2,465,375		2,370,235			2,364,438			0.22	%	E
Modigent, LLC (Pueblo)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		6.50	%		10.83	%	8/23/2028	$	992,123		976,512			979,315			0.09	%	E
TA TT Buyer, LLC (TouchTunes, Octave Music)	First Lien Tranche B-1 Term Loan	SOFR(Q)		0.50	%		4.75	%		9.08	%	4/1/2029	$	16,887,287		16,890,118			16,959,058			1.57	%
																46,105,187			46,256,931			4.28	%
Construction and Engineering
Brand safway (Brand Industrial Services)	First Lien Term Loan	SOFR(Q)		0.50	%		4.50	%		9.07	%	8/1/2030	$	3,391,195		3,384,435			3,306,737			0.31	%
Compsych Holdings Corp	First Lien Term Loan	SOFR(Q)		0.75	%		4.75	%		9.38	%	7/22/2031	$	13,056,670		12,995,550			13,017,500			1.19	%	E
Compsych Holdings Corp	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.38	%	7/22/2031	$	—		(8,748	)		(11,213	)		—		D/E
Groupe Solmax Inc. (Canada), Solmax U.S. LP	First Lien Term Loan	SOFR(M)		1.00	%		4.86	%		9.22	%	6/27/2028	$	2,395,034		2,308,018			2,212,029			0.20	%	C
Legence Holdings LLC (Refficiency)	First Lien Term Loan	SOFR(M)		0.75	%		3.60	%		7.96	%	12/16/2027	$	931,387		930,135			936,510			0.09	%
LJ Avalon Holdings, LLC (Ardurra)	First Lien Term Loan	SOFR(Q)		1.00	%		5.00	%		9.53	%	2/1/2030	$	745,634		729,388			748,617			0.07	%	E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Revolver	SOFR(Q)		1.00	%		5.00	%		9.53	%	2/1/2029	$	—		(2,513	)		—			—		D/E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.51	%	2/1/2030	$	305,228		298,567			306,449			0.03	%	E
LJ Avalon Holdings, LLC (Ardurra)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.51	%	2/1/2030	$	—		(10,569	)		9,198			—		D/E
PlayPower, Inc	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.58	%	8/28/2030	$	13,662,118		13,468,972			13,593,807			1.25	%	E
PlayPower, Inc	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.58	%	8/28/2030	$	—		(29,270	)		(27,329	)		—		D/E
Titan Home Improvement, LLC (Renuity)	First Lien Term Loan	SOFR(Q)		1.00	%		5.75	%		10.26	%	5/31/2030	$	9,629,727		9,456,031			9,639,357			0.89	%	E
Titan Home Improvement, LLC (Renuity)	First Lien Revolver	SOFR(Q)		1.00	%		5.75	%		10.26	%	5/31/2030	$	—		(27,196	)		—			—		D/E
Titan Home Improvement, LLC (Renuity)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.75	%		10.26	%	5/31/2030	$	—		(16,325	)		1,810			—		D/E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	5,022,897		4,948,512			4,972,668			0.46	%	E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	2,699,234		2,699,234			2,672,242			0.25	%	E
Vortex Companies, LLC	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	953,339		935,769			943,806			0.09	%	E
Vortex Companies, LLC	First Lien Revolver	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	187,537		157,278			168,522			0.02	%	E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	Prime		1.00	%		5.00	%		12.50	%	9/4/2029	$	3,527,190		3,361,890			3,415,570			0.32	%	E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	2,613,625		2,567,493			2,587,489			0.24	%	E
Vortex Companies, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/4/2029	$	617,867		606,474			611,688			0.06	%	E
																58,753,125			59,105,457			5.47	%
Consumer Finance
Freedom Financial Network Funding, LLC	First Lien Term Loan	SOFR(S)		1.00	%		9.25	%		13.53	%	9/21/2027	$	2,608,485		2,572,925			2,543,273			0.24	%	E
Freedom Financial Network Funding, LLC	First Lien Delayed Draw Term Loan	SOFR(S)		1.00	%		9.25	%		13.66	%	9/21/2027	$	869,495		857,642			847,758			0.08	%	E
Lucky US BuyerCo, LLC (Global Payments)	First Lien Term Loan	SOFR(Q)		1.00	%		7.50	%		11.83	%	3/30/2029	$	3,150,649		3,083,709			3,090,031			0.28	%	E
Lucky US BuyerCo, LLC (Global Payments)	First Lien Revolver	SOFR(Q)		1.00	%		7.50	%		11.83	%	3/30/2029	$	245,729		237,000			237,849			0.02	%	E
																6,751,276			6,718,911			0.62	%
Containers and Packaging
Charter Next Generation, Inc. (fka Charter NEX US, Inc.)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.53	%	12/1/2030	$	5,396,046		5,378,790			5,431,903			0.50	%

Diversified Consumer Services
Ascend Learning, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.60	%		7.96	%	12/11/2028	$	1,412,404		1,379,990			1,421,789			0.13	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Diversified Consumer Services (Continued)
Fusion Holding Corp. (Finalsite)	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.58	%	9/14/2029	$	4,455,460	$	4,388,119		$	4,379,584			0.41	%	E
Fusion Holding Corp. (Finalsite)	First Lien Revolver	SOFR(Q)		0.75	%		6.25	%		10.58	%	9/15/2027	$	—		(4,514	)		(5,085	)		—		D/E
																5,763,595			5,796,288			0.54	%
Diversified Financial Services
Accordion Partners LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.58	%	11/15/2031	$	19,076,087		18,982,496			18,980,707			1.76	%	E
Accordion Partners LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.58	%	11/15/2031	$	—		(10,399	)		(10,598	)		—		D/E
Accordion Partners LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.25	%		9.58	%	11/15/2031	$	—		(31,197	)		(15,897	)		—		D/E
Accuserve Solutions, Inc.	First Lien Term Loan	SOFR(S)		1.00	%		5.25	%		10.03	%	3/15/2030	$	436,231		436,231			439,721			0.04	%	E
Accuserve Solutions, Inc.	First Lien Delayed Draw Term Loan	SOFR (Q)		1.00	%		5.25	%		10.03	%	3/15/2030	$	—		(2,101	)		3,885			—		D/E
Acuris Finance US, Inc.	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.08	%	2/16/2028	$	602,673		585,494			607,401			0.06	%
EdgeCo Buyer, Inc.	First Lien Term Loan B	SOFR(Q)		1.00	%		4.50	%		8.83	%	6/1/2028	$	2,554,499		2,529,116			2,529,056			0.23	%	E
EdgeCo Buyer, Inc.	First Lien Term Loan	SOFR(Q)		1.00	%		4.60	%		8.93	%	6/1/2026	$	1,113,943		1,102,973			1,102,848			0.10	%	E
EdgeCo Buyer, Inc.	First Lien Revolver	SOFR(Q)		1.00	%		4.60	%		8.93	%	6/1/2028	$	—		(5,819	)		(5,833	)		—		D/E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan E	SOFR(Q)		1.00	%		4.60	%		8.93	%	6/1/2028	$	—		(58,148	)		(58,334	)		(0.01	)%	D/E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan C	SOFR(Q)		1.00	%		4.50	%		8.83	%	6/1/2028	$	62,571		61,949			61,948			0.01	%	E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan B	SOFR(Q)		1.00	%		4.50	%		8.83	%	6/1/2028	$	188,196		186,326			186,322			0.02	%	E
EdgeCo Buyer, Inc.	First Lien Delayed Draw Term Loan A	SOFR(Q)		1.00	%		4.50	%		8.83	%	6/1/2028	$	216,724		214,571			214,565			0.02	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Term Loan	SOFR(Q)		1.00	%		5.25	%		9.87	%	8/21/2028	$	2,326,991		2,298,821			2,294,855			0.21	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		5.25	%		9.87	%	8/21/2028	$	8,876,623		8,685,234			8,754,037			0.81	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.87	%	8/19/2028	$	7,806,611		7,650,171			7,647,941			0.71	%	E
GC Champion Acquisition LLC (Numerix)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.87	%	8/21/2028	$	646,386		638,561			637,459			0.06	%	E
GC Waves Holdings, Inc. (Mercer)	First Lien Term Loan	SOFR(M)		0.75	%		4.85	%		9.21	%	9/30/2030	$	19,120,659		19,120,659			19,311,866			1.78	%	E
GC Waves Holdings, Inc. (Mercer)	First Lien Revolver	SOFR(M)		0.75	%		4.85	%		9.21	%	8/10/2029	$	—		—			—			—		E
Payroc, LLC	First Lien Term Loan	SOFR(M)		1.00	%		4.75	%		9.11	%	11/1/2027	$	7,591,707		7,505,408			7,530,973			0.70	%	E
Payroc, LLC	First Lien Revolver	SOFR(M)		1.00	%		4.75	%		9.11	%	11/1/2027	$	—		(1,903	)		(1,332	)		—		D/E
Rialto Management Group, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.00	%		9.53	%	12/5/2030	$	11,472,352		11,359,042			11,357,628			1.05	%	E/K
Rialto Management Group, LLC	First Lien Revolver	SOFR(M)		0.75	%		5.00	%		9.53	%	12/5/2030	$	—		(3,907	)		(3,956	)		—		D/E/K
SitusAMC Holdings Corporation	First Lien Term Loan B	SOFR(Q)		0.75	%		5.60	%		9.93	%	6/28/2025	$	7,963,710		7,928,268			8,027,420			0.74	%	E
SitusAMC Holdings Corporation	First Lien Term Loan	SOFR(Q)		0.75	%		5.60	%		9.93	%	11/30/2027	$	16,871,817		16,798,112			17,006,792			1.57	%	E
Wealth Enhancement Group, LLC	First Lien Revolver	SOFR(Q)		1.00	%		5.00	%		9.50	%	10/4/2028	$	—		(1,928	)		(10,309	)		—		D/E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.50	%	10/4/2028	$	14,104,849		14,104,849			13,996,524			1.29	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.41	%	10/4/2028	$	2,625,146		2,598,281			2,597,245			0.24	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.50	%	10/4/2028	$	1,094,115		1,094,115			1,085,712			0.10	%	E
Wealth Enhancement Group, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.00	%		9.41	%	10/2/2028	$	—		(32,793	)		(50,115	)		—		D/E
White Cap Supply Holdings, LLC	First Lien Tranche B Term Loan	SOFR(M)		—			3.25	%		7.61	%	10/19/2029	$	3,672,241		3,651,189			3,683,864			0.34	%
																127,383,671			127,902,395			11.83	%
Electrical Equipment
Spark Buyer, LLC (Sparkstone)	First Lien Term Loan	SOFR(Q)		0.75	%		5.25	%		9.77	%	10/15/2031	$	11,754,008		11,583,078			11,612,960			1.08	%	E
Spark Buyer, LLC (Sparkstone)	First Lien Revolver	SOFR(Q)		0.75	%		5.25	%		9.77	%	10/15/2031	$	—		(34,186	)		(28,210	)		—		D/E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Electrical Equipment (Continued)
Spark Buyer, LLC (Sparkstone)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.25	%		9.77	%	10/15/2031	$	—	$	(68,372	)	$	(56,419	)		(0.01	)%	D/E
																11,480,520			11,528,331			1.07	%
Energy Equipment and Services
Liquid Tech Solutions Holdings, LLC (Diesel Direct)	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.12	%	3/18/2028	$	13,581,250		13,581,250			13,615,203			1.25	%	E
Liquid Tech Solutions Holdings, LLC (Diesel Direct)	First Lien Term Loan	SOFR(M)		0.75	%		4.75	%		9.44	%	3/20/2028	$	6,418,750		6,328,091			6,434,797			0.60	%	E
																19,909,341			20,050,000			1.85	%
Environmental, Maintenance and Security Services
TruGreen Limited Partnership	First Lien Term Loan	SOFR(M)		0.75	%		4.10	%		8.46	%	11/2/2027	$	475,454		467,898			464,162			0.04	%

Food Products
Chobani, LLC	First Lien Term Loan	SOFR(M)		1.00	%		3.36	%		7.72	%	10/25/2027	$	572,518		553,418			577,742			0.05	%
Chobani, LLC	First Lien Term Loan	SOFR(M)		1.00	%		3.75	%		8.11	%	10/25/2027	$	291,060		289,992			293,789			0.03	%
																843,410			871,531			0.08	%
Health Care Equipment and Supplies
Chariot Buyer, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.71	%	11/3/2028	$	1,747,101		1,714,193			1,759,663			0.16	%

Healthcare Providers and Services
CHG Healthcare Services, Inc.	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.40	%	9/29/2028	$	1,990,121		1,966,525			1,999,793			0.18	%
CHG Healthcare Services, Inc.	First Lien Term Loan	SOFR(Q)		—			3.76	%		8.28	%	9/30/2028	$	388,040		388,040			391,757			0.04	%
CNT Holdings I Corp.	First Lien Term Loan	SOFR(Q)		0.75	%		3.50	%		8.09	%	11/8/2027	$	806,850		803,755			813,131			0.08	%
ImageFirst Holdings, LLC	First Lien Term Loan	Prime		—			4.25	%		8.58	%	4/27/2028	$	8,246,732		8,130,888			8,267,349			0.77	%	E
Ingenovis Health, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		4.25	%		9.03	%	3/5/2028	$	240,591		237,767			142,951			0.01	%
IvyRehab Intermediate II, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.35	%		9.68	%	4/23/2029	$	5,425,261		5,226,361			5,288,217			0.49	%	E
Raven Acquisition Holdings LLC (R1 RCM)	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	11/19/2031	$	1,475,731		1,478,485			1,480,903			0.14	%
Raven Acquisition Holdings LLC (R1 RCM)	First Lien Delayed Draw Term Loan	SOFR(M)		—			3.25	%		7.61	%	11/19/2031	$	—		195			370			—
RecordXTechnologies, LLC (Ontellus)	First Lien Term Loan	SOFR(Q)		1.00	%		5.25	%		9.58	%	5/20/2030	$	4,328,938		4,292,858			4,350,583			0.40	%	E
U.S. Anesthesia Partners, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		4.25	%		8.92	%	9/23/2028	$	2,430,904		2,379,480			2,422,335			0.22	%
																24,904,354			25,157,389			2.33	%
Health Care Technology
Athenahealth Group Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.61	%	2/15/2029	$	4,935,187		4,922,934			4,957,223			0.45	%
Cotiviti Holdings, Inc	First Lien Term Loan	SOFR(M)		—			2.75	%		7.30	%	2/24/2031	$	3,456,152		3,465,785			3,479,930			0.32	%
PointClickCare Technologies Inc. (Canada)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.58	%	10/16/2031	$	1,588,777		1,589,002			1,600,693			0.15	%	C
Polaris Newco, LLC	First Lien Term Loan	SOFR(Q)		0.50	%		4.00	%		8.85	%	6/2/2028	$	3,449,921		3,417,855			3,460,495			0.32	%
Press Ganey Holdings Inc	First Lien Term Loan	SOFR(M)		—			3.25	%		7.61	%	4/24/2031	$	498,750		499,057			500,777			0.05	%
																13,894,633			13,999,118			1.29	%
Hotels, Restaurants and Leisure
Fertitta Entertainment, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.86	%	1/27/2029	$	3,840,518		3,816,646			3,859,529			0.36	%
Great Canadian Gaming Corp. (Canada)	First Lien Term Loan	SOFR(Q)		—			4.75	%		9.09	%	11/1/2029	$	695,760		693,899			696,195			0.06	%	C
Motion Acquisition (Merlin Finco)	First Lien Term Loan B	SOFR(Q)		—			3.50	%		7.83	%	11/12/2029	$	845,755		849,671			838,177			0.08	%
Scientific Games Lottery	First Lien Term Loan	SOFR(Q)		0.50	%		3.00	%		7.59	%	4/4/2029	$	2,068,815		2,067,722			2,076,314			0.19	%
Showtime Acquisition LLC (World Choice)	First Lien Term Loan	SOFR(Q)		—			4.75	%		9.24	%	8/13/2031	$	29,281,978		28,933,179			29,006,141			2.68	%	E
																36,361,117			36,476,356			3.37	%
Household Durables
Bad Boy Mowers JV Acquisition, LLC	First Lien Term Loan	SOFR(M)		1.00	%		6.00	%		10.45	%	11/9/2029	$	7,434,959		7,283,856			7,472,134			0.69	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value		% of Total Cash and Investment			Notes
Debt Investments - Continued
Industrial Conglomerates
Cube Industrials Buyer Inc. (Circor)	First Lien Term Loan	SOFR(Q)		—			3.50	%		8.13	%	10/9/2031	$	332,000	$	331,191		$	334,628		0.03	%
LSF12 Crown US Commercial Bidco LLC	First Lien Term Loan	SOFR(Q)		—			4.25	%		8.80	%	12/2/2031	$	597,000		597,641			597,003		0.06	%
																928,832			931,631		0.09	%
Insurance
Alera Group, Inc.	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	9/30/2028	$	271,583		268,237			271,583		0.03	%	E
Alera Group, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.75	%		10.09	%	11/17/2025	$	8,498,033		8,428,966			8,587,819		0.79	%	E
Alera Group, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	9/30/2028	$	544,797		538,085			544,797		0.05	%	E
Alliant Holdings Intermediate, LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.11	%	9/19/2031	$	2,954,012		2,934,863			2,965,267		0.27	%
AmeriLife Holdings, LLC	First Lien Term Loan	SOFR(S)		0.75	%		5.00	%		9.70	%	8/31/2029	$	14,615,944		14,392,901			14,615,944		1.35	%	E
AmeriLife Holdings, LLC	First Lien Revolver	SOFR(S)		0.75	%		5.00	%		9.70	%	8/31/2028	$	—		(4,614	)		—		—		D/E
AmeriLife Holdings, LLC	First Lien Delayed Draw Term Loan	SOFR(S)		0.75	%		5.00	%		9.70	%	8/31/2029	$	931,031		916,227			931,031		0.09	%	E
Amynta Agency Borrower Inc. (Mayfield)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.34	%	12/16/2031	$	2,985,067		2,990,709			2,988,798		0.28	%
AssuredPartners, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.86	%	12/27/2031	$	5,310,819		5,328,231			5,328,238		0.49	%
Galway Borrower LLC	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.83	%	9/29/2028	$	3,189,674		3,145,541			3,197,648		0.30	%	E
Galway Borrower LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		4.50	%		8.82	%	9/29/2028	$	5,281,629		5,214,254			5,294,833		0.49	%	E
Higginbotham Insurance Agency, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		4.50	%		8.86	%	11/25/2028	$	14,560,321		14,479,586			14,472,959		1.33	%	E
Higginbotham Insurance Agency, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		4.75	%		9.11	%	11/25/2026	$	373,653		362,869			373,653		0.03	%	E
HUB International Limited	First Lien Term Loan	SOFR(Q)		0.75	%		2.75	%		7.37	%	6/20/2030	$	4,478,631		4,485,177			4,511,415		0.42	%
Integrity Marketing Acquisition, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.51	%	8/25/2028	$	7,973,881		7,928,417			8,005,777		0.74	%	E
Integrity Marketing Acquisition, LLC	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.51	%	8/25/2028	$	—		(121,196	)		—		—		D/E
Integrity Marketing Acquisition, LLC	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.51	%	8/25/2028	$	—		(29,687	)		30,747		—		D/E
Peter C. Foy & Associates Insurance Services, LLC (PCF Insurance)	First Lien Term Loan	SOFR(M)		0.75	%		6.50	%		10.86	%	7/19/2030	$	3,388,616		3,339,505			3,422,502		0.32	%	E
Peter C. Foy & Associates Insurance Services, LLC (PCF Insurance)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.50	%		9.83	%	11/1/2028	$	6,262,360		6,196,232			6,246,744		0.58	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		0.75	%		4.75	%		9.08	%	11/1/2029	$	1,626,202		1,626,202			1,628,235		0.15	%
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		1.00	%		4.75	%		9.08	%	11/1/2029	$	1,100,172		1,100,172			1,101,547		0.10	%
RSC Acquisition, Inc. (Risk Strategies)	First Lien Initial Term Loan	SOFR(Q)		0.75	%		4.75	%		9.08	%	11/1/2029	$	764,696		764,696			765,652		0.07	%
RSC Acquisition, Inc. (Risk Strategies)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.08	%	11/1/2029	$	656,214		656,214			656,214		0.06	%	E
RSC Acquisition, Inc. (Risk Strategies)	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		4.75	%		9.08	%	11/1/2029	$	182,652		182,652			182,880		0.02	%
Sedgwick Claims Management Services, Inc. (Lightning Cayman Merger Sub, Ltd.)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.59	%	7/13/2031	$	4,423,240		4,399,976			4,455,375		0.41	%
Truist Insurance Holdings, LLC	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.08	%	5/6/2031	$	1,483,726		1,488,305			1,490,447		0.14	%
																91,012,520			92,070,105		8.51	%
Internet and Catalog Retail
Syndigo, LLC	First Lien Term Loan	SOFR(Q)		0.75	%		4.76	%		9.28	%	12/14/2027	$	6,233,436		6,227,516			6,252,915		0.58	%	E

Internet and Direct Marketing Retail
Pug LLC	First Lien Term Loan	SOFR(M)		—			4.75	%		9.11	%	3/15/2030	$	2,747,463	$	2,735,065		$	2,757,766		0.26	%

Internet Software and Services
Bynder Bidco B.V. (Netherlands)	First Lien Term Loan B	SOFR(Q)		1.00	%		6.00	%		10.62	%	1/26/2029	$	2,110,569	$	2,067,684		$	2,113,693		0.20	%	C/E
Bynder Bidco B.V. (Netherlands)	First Lien Revolver B	SOFR(Q)		1.00	%		6.00	%		10.62	%	1/26/2029	$	—	$	(958	)	$	—		—		C/D/E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Internet Software and Services (Continued)
Bynder Bidco, Inc. (Netherlands)	First Lien Term Loan A	SOFR(Q)		1.00	%		6.00	%		10.62	%	1/26/2029	$	582,226	$	570,396		$	583,088			0.05	%	C/E
Bynder Bidco, Inc. (Netherlands)	First Lien Revolver A	SOFR(Q)		1.00	%		6.00	%		10.62	%	1/26/2029	$	—		(3,478	)		—			—		C/D/E
e-Discovery Acquireco, LLC (Reveal)	First Lien Term Loan	SOFR(Q)		1.00	%		6.25	%		10.76	%	8/29/2029	$	8,579,230		8,412,792			8,750,815			0.81	%	E
e-Discovery Acquireco, LLC (Reveal)	First Lien Revolver	SOFR(Q)		1.00	%		6.25	%		10.76	%	8/29/2029	$	—		(21,646	)		—			—		D/E
e-Discovery Acquireco, LLC (Reveal)	First Lien Initial Term Loan	SOFR(Q)		1.00	%		5.50	%		10.01	%	9/1/2028	$	6,640,840		6,585,752			6,612,683			0.61	%	E
Gympass US, LLC	First Lien Term Loan	SOFR(M)		1.00	%	3.25% Cash + 3.25% PIK				10.97	%	8/29/2029	$	2,757,392		2,744,842			2,762,907			0.26	%	E
Gympass US, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%	3.25% Cash + 3.25% PIK				10.97	%	8/29/2029	$	12,376,482		12,271,865			12,401,235			1.14	%	E
Magenta Buyer, LLC (McAfee)	Second Lien Third Out Term Loan	SOFR(Q)		0.75	%	1.76% Cash + 5.50% PIK				11.85	%	7/27/2028	$	338,404		317,820			119,045			0.01	%	G
Magenta Buyer, LLC (McAfee)	Second Lien Second Out Term Loan	SOFR(Q)		0.75	%	1.76% Cash + 6.25% PIK				12.60	%	7/27/2028	$	1,073,332		1,039,698			645,786			0.06	%
Magenta Buyer, LLC (McAfee)	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.37	%	3/1/2029	$	4,643,769		4,628,527			4,653,637			0.43	%
Magenta Buyer, LLC (McAfee)	First Lien Term Loan	SOFR(Q)		0.75	%		7.01	%		11.60	%	7/27/2028	$	1,393,410		1,349,154			1,288,904			0.12	%
Magenta Buyer, LLC (McAfee)	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.84	%	7/27/2028	$	405,750		401,156			413,993			0.04	%
Oranje Holdco, Inc. (KnowBe4)	First Lien Term Loan	SOFR(Q)		1.00	%		7.75	%		12.32	%	2/1/2029	$	1,445,490		1,420,893			1,451,272			0.13	%	E
Oranje Holdco, Inc. (KnowBe4)	First Lien Revolver	SOFR(Q)		1.00	%		7.75	%		12.32	%	2/1/2029	$	—		(3,075	)		—			—		D/E
Oranje Holdco, Inc. (KnowBe4)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		7.25	%		11.82	%	2/1/2029	$	1,116,745		1,096,909			1,102,227			0.10	%	E
Spartan Bidco Pty Ltd (StarRez) (Australia)	First Lien Revolver	SOFR(M)		0.75	%		6.90	%		11.25	%	1/24/2028	$	—		(10,042	)		(1,393	)		—		C/D/E
Spartan Bidco Pty Ltd (StarRez) (Australia)	First Lien Incremental Term Loan	SOFR(Q)		0.75	%	0.90% Cash + 6.25% PIK				11.78	%	1/24/2028	$	9,951,664		9,798,741			9,899,074			0.92	%	C/E
																52,667,030			52,796,966			4.88	%
IT Services
Avalara, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		6.25	%		10.58	%	10/19/2028	$	3,776,510		3,716,797			3,804,834			0.35	%	E
Avalara, Inc.	First Lien Revolver	SOFR(Q)		0.75	%		6.25	%		10.58	%	10/19/2028	$	—		(5,971	)		—			—		D/E
CrewLine Buyer, Inc. (New Relic)	First Lien Term Loan	SOFR(Q)		1.00	%		6.75	%		11.35	%	11/8/2030	$	9,559,143		9,359,418			9,683,412			0.90	%	E
CrewLine Buyer, Inc. (New Relic)	First Lien Revolver	SOFR(Q)		1.00	%		6.75	%		11.35	%	11/8/2030	$	—		(20,805	)		—			—		D/E
Fortress Intermediate 3, Inc	First Lien Term Loan	SOFR(M)		—			3.50	%		7.86	%	6/9/2031	$	1,246,875		1,249,794			1,252,336			0.12	%
Intercept Bidco, Inc.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.47	%	6/3/2030	$	11,229,177		11,026,324			10,993,364			1.02	%	E
Intercept Bidco, Inc.	First Lien Revolver	SOFR(Q)		1.00	%		6.00	%		10.47	%	6/3/2030	$	—		(31,208	)		(36,279	)		—		D/E
Intercept Bidco, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		6.00	%		10.47	%	6/3/2030	$	—		(23,406	)		(54,418	)		(0.01	)%	D/E
Madison Logic Holdings, Inc.	First Lien Term Loan	SOFR(M)		1.00	%	5.59% Cash + 1.51% PIK				11.84	%	12/29/2028	$	2,243,977		2,199,411			2,156,462			0.20	%	E
Madison Logic Holdings, Inc.	First Lien Revolver	SOFR(M)		1.00	%		7.50	%		11.84	%	12/30/2027	$	—		(1,541	)		(3,346	)		—		D/E
Research Now Group, LLC (Dynata)	First Lien Term Loan	SOFR(Q)		1.00	%		5.76	%		10.29	%	10/15/2028	$	1,666,310		1,463,189			1,559,566			0.14	%
Research Now Group, LLC (Dynata)	First Lien Term Loan	SOFR(Q)		—			5.26	%		9.79	%	5/22/2028	$	235,262		215,461			236,635			0.02	%
Serrano Parent, LLC (Sumo Logic)	First Lien Term Loan	SOFR(S)		1.00	%		6.50	%		10.92	%	5/13/2030	$	4,099,217		4,020,774			4,119,713			0.38	%	E
Serrano Parent, LLC (Sumo Logic)	First Lien Revolver	SOFR(S)		1.00	%		6.50	%		10.92	%	5/13/2030	$	—		(7,844	)		—			—		D/E
																33,160,393			33,712,279			3.12	%
Life Sciences Tools and Services
Alcami Corporation	First Lien Term Loan	SOFR(Q)		1.00	%		7.15	%		11.66	%	12/21/2028	$	978,845		956,172			985,697			0.09	%	E
Alcami Corporation	First Lien Revolver	SOFR(M)		1.00	%		7.10	%		11.44	%	12/21/2028	$	9,988		6,905			9,988			—		E
Alcami Corporation	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		7.10	%		11.55	%	12/21/2028	$	72,037		70,369			72,541			0.01	%	E
Curia Global, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		3.75	%		8.44	%	8/30/2026	$	997,111		982,002			956,085			0.09	%
DNAnexus, Inc	First Lien Term Loan	SOFR(M)		3.00	%		5.25	%		9.62	%	12/20/2029	$	5,997,566		5,937,590			5,937,590			0.55	%	E
DNAnexus, Inc	First Lien Delayed Draw Term Loan	SOFR(M)		3.00	%		5.25	%		9.62	%	12/20/2029	$	1,199,513		1,019,586			1,019,586			0.09	%	E
Parexel International, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.36	%	11/15/2028	$	1,240,988		1,236,936			1,251,071			0.12	%
																10,209,560			10,232,558			0.95	%
Machinery
AI Aqua Merger Sub, Inc. (Osmosis Buyer) (United Kingdom)	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		8.05	%	7/31/2028	$	2,158,837		2,126,591			2,163,349			0.20	%	C

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Machinery (Continued)
Alliance Laundry Systems, LLC	First Lien Term Loan B	SOFR(M)		—			3.50	%		7.84	%	8/19/2031	$	129,000	$	128,388		$	130,026			0.01	%
Blackbird Purchaser, Inc.	First Lien Term Loan	Prime		0.75	%		5.50	%		9.83	%	12/19/2030	$	2,370,874		2,330,485			2,328,198			0.22	%	E
Blackbird Purchaser, Inc.	First Lien Revolver	SOFR(Q)		0.75	%		5.50	%		9.83	%	12/19/2030	$	78,777		73,560			73,105			0.01	%	E
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	Prime		0.75	%		5.50	%		9.83	%	12/19/2030	$	161,348		153,418			152,970			0.01	%	E
Filtration group corporation	First Lien Term Loan	SOFR(M)		—			3.50	%		7.97	%	10/21/2028	$	1,236,804		1,239,550			1,248,090			0.12	%
Husky Injection Molding Systems Ltd. (Canada)	First Lien Term Loan	SOFR(S)		—			4.50	%		8.78	%	2/15/2029	$	4,329,734		4,345,337			4,371,689			0.40	%	C
Indicor, LLC (Roper Industrial Pro)	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.08	%	11/22/2029	$	492,537		490,209			494,384			0.05	%
INNIO North American Holding Inc.	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.90	%	11/2/2028	$	1,221,889		1,226,038			1,230,296			0.11	%
Madison IAQ LLC	First Lien Term Loan	SOFR(S)		0.50	%		2.75	%		7.89	%	6/21/2028	$	1,016,304		976,834			1,021,228			0.09	%
																13,090,410			13,213,335			1.22	%
Media
Kid Distro Holdings, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		4.90	%		9.49	%	10/1/2029	$	6,374,983		6,374,983			6,374,983			0.59	%	E
Kid Distro Holdings, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		4.90	%		9.49	%	10/1/2029	$	1,132,492		1,132,492			1,132,934			0.10	%	E
Kid Distro Holdings, LLC	First Lien Revolver	SOFR(Q)		1.00	%		4.90	%		9.49	%	10/1/2029	$	—		—			—			—		E
NEP Group, Inc. et al	First Lien Term Loan (2.0% Exit Fee)	SOFR(M)		1.00	%	3.36% Cash + 1.50% PIK				9.22	%	8/19/2026	$	4,431,352		4,206,444			4,061,334			0.38	%	H
Streamland Media Midco LLC	First Lien Term Loan	SOFR(Q)		1.00	%	9.76% PIK				14.09	%	3/31/2025	$	3,487,343		3,487,374			2,095,893			0.19	%	E
Streamland Media Midco LLC	First Lien Term Loan	SOFR(Q)		1.00	%	9.76% PIK				14.09	%	3/31/2025	$	204,289		204,289			204,289			0.02	%	E
Streamland Media Midco LLC	First Lien Term Loan	SOFR(Q)		1.00	%	9.76% PIK				14.09	%	3/31/2025	$	204,289		204,289			204,289			0.02	%	E
Streamland Media Midco LLC	First Lien Term Loan	SOFR(M)		1.00	%	9.76% PIK				14.09	%	3/31/2025	$	134,867		134,838			134,867			0.01	%	E
TL Voltron Purchaser, LLC (GES)	First Lien Term Loan	SOFR(M)		1.00	%		5.25	%		9.61	%	12/31/2030	$	11,754,613		11,519,612			11,519,521			1.07	%	E
Zayo Group Holdings, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		4.25	%		8.61	%	3/9/2027	$	709,925		701,285			668,618			0.06	%
																27,965,606			26,396,728			2.44	%
Metals and Mining
Grinding Media Inc. (Molycop LTD)	First Lien Term Loan	SOFR(Q)		0.75	%		3.50	%		8.02	%	10/21/2028	$	498,750		499,989			501,867			0.05	%

Oil, Gas and Consumable Fuels
Palmdale Oil Company, LLC	First Lien Term Loan	SOFR(M)		1.00	%		6.75	%		11.23	%	10/2/2029	$	1,264,178		1,233,616			1,259,121			0.12	%	E

Paper and Forest Products
Alpine Acquisition Corp II (48Forty)	First Lien Term Loan	SOFR(M)		1.00	%	1.00 Cash + 5.33% PIK				10.65	%	11/30/2026	$	4,841,951		4,713,974			4,211,529			0.38	%	E
Alpine Acquisition Corp II (48Forty)	First Lien Term Loan	SOFR(M)		1.00	%	1.00 Cash + 5.33% PIK				10.65	%	11/30/2026	$	203,569		198,453			177,064			0.02	%	E
FSK Pallet Holding Corp. (Kamps)	First Lien Term Loan	SOFR(Q)		1.25	%		6.65	%		11.33	%	12/23/2026	$	1,570,713		1,547,185			1,571,970			0.15	%	E
FSK Pallet Holding Corp. (Kamps)	First Lien Term Loan	SOFR(Q)		1.00	%		6.15	%		10.48	%	12/19/2025	$	1,255,570		1,255,570			1,255,570			0.12	%	E
																7,715,182			7,216,133			0.67	%
Professional Services
Allied Benefit Systems Intermediate, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	10/31/2030	$	7,925,903		7,826,914			8,005,162			0.74	%	E
Allied Benefit Systems Intermediate, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.50	%		5.25	%		9.73	%	10/31/2030	$	1,453,512		1,435,359			1,468,047			0.14	%	E
Applause App Quality, Inc.	First Lien Term Loan	SOFR(Q)		1.50	%		6.00	%		10.33	%	10/24/2029	$	15,007,034		14,718,235			14,721,900			1.35	%	E
Applause App Quality, Inc.	First Lien Revolver	SOFR(Q)		1.50	%		6.00	%		10.33	%	10/24/2029	$	—		(28,062	)		(28,513	)		—		D/E
Bullhorn, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	10/1/2029	$	10,262,184		10,239,522			10,262,184			0.95	%	E
Bullhorn, Inc.	First Lien Revolver	SOFR(M)		1.00	%		5.00	%		9.36	%	10/1/2029	$	—		(2,442	)		(29,571	)		—		D/E
Bullhorn, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		—			5.00	%		9.36	%	9/30/2029	$	11,721,795		11,717,757			11,721,795			1.08	%	E
Bullhorn, Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%		5.00	%		9.36	%	9/30/2029	$	414,474		411,440			414,474			0.04	%	E
Cherry Bekaert Advisory, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	6/30/2028	$	2,136,757		2,111,880			2,110,069			0.20	%	E
Cherry Bekaert Advisory, LLC	First Lien Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	6/30/2028	$	745,373		734,340			736,063			0.07	%	E

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Professional Services (Continued)
Cherry Bekaert Advisory, LLC	First Lien Revolver	SOFR(M)		0.75	%		5.25	%		9.61	%	6/30/2028	$	—	$	(5,207	)	$	(5,586	)		—		D/E
Cherry Bekaert Advisory, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	6/30/2028	$	880,362		870,106			869,366			0.08	%	E
Cherry Bekaert Advisory, LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.25	%		9.61	%	6/30/2028	$	859,867		845,510			847,754			0.08	%	E
CoreLogic, Inc. (fka First American Corporation)	First Lien Term Loan	SOFR(M)		0.50	%		3.61	%		7.97	%	6/2/2028	$	2,481,838		2,467,179			2,455,022			0.23	%
Deerfield Dakota Holding, LLC	First Lien Term Loan	SOFR(M)		1.00	%		3.75	%		8.08	%	4/9/2027	$	2,646,803		2,595,083			2,594,701			0.24	%
DTI Holdco, Inc. (Epiq)	First Lien Term Loan	SOFR(M)		0.75	%		4.75	%		9.11	%	4/26/2029	$	16,577,937		16,490,822			16,733,355			1.54	%
Element Materials Technology Group US Holdings Inc.	First Lien Term Loan	SOFR(Q)		0.50	%		3.75	%		8.08	%	6/24/2029	$	686,681		682,812			692,047			0.06	%
GI Consilio Parent LLC (Skopima Consilio Parent LLC)	First Lien Term Loan	SOFR(M)		0.50	%		4.61	%		9.19	%	5/14/2029	$	10,917,500		10,760,180			10,972,088			1.01	%
GI Consilio Parent LLC (Skopima Consilio Parent LLC)	First Lien Term Loan	SOFR(M)		0.50	%		3.75	%		8.12	%	5/15/2028	$	9,082,500		9,059,794			9,127,913			0.84	%
HSI Halo Acquisitions, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.59	%	6/28/2031	$	6,180,927		6,133,675			6,211,832			0.57	%	E
HSI Halo Acquisitions, Inc.	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.59	%	6/28/2031	$	—		—			—			—		E
HSI Halo Acquisitions, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.64	%	6/28/2031	$	191,314		191,314			196,833			0.02	%	E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Term Loan	SOFR(Q)		1.00	%		5.25	%		9.58	%	1/16/2030	$	4,658,714		4,580,459			4,640,079			0.43	%	E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Revolver	SOFR(Q)		1.00	%		5.25	%		9.58	%	1/16/2030	$	—		(10,284	)		(2,449	)		—		D/E
Huckabee Acquisition, LLC (MOREgroup)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.58	%	1/16/2030	$	—		(17,140	)		(4,082	)		—		D/E
ICIMS, Inc.	First Lien Incremental Term Loan	SOFR(Q)		0.75	%		6.25	%		10.88	%	8/18/2028	$	1,152,092		1,139,521			1,137,576			0.11	%	E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Term Loan	SOFR(M)		0.75	%		5.00	%		9.37	%	12/20/2031	$	5,606,915		5,537,076			5,536,829			0.51	%	E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Revolver	SOFR(M)		0.75	%		5.00	%		9.37	%	12/20/2031	$	—		(13,539	)		(13,565	)		—		D/E
Lighthouse Parent Holdings, Inc (Aperture)	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		5.00	%		9.37	%	12/20/2031	$	—		(16,923	)		(33,913	)		—		D/E
OMNIA Partners, LLC	First Lien Term Loan	SOFR(Q)		1.00	%		2.75	%		7.37	%	7/25/2030	$	484,560		482,416			487,545			0.05	%
Secretariat Advisors LLC	First Lien Term Loan	SOFR(M)		0.75	%		4.86	%		9.22	%	12/16/2028	$	1,290,315		1,293,521			1,288,702			0.12	%	E
Secretariat Advisors LLC	First Lien Delayed Draw Term Loan	SOFR(M)		0.75	%		4.86	%		9.22	%	12/16/2028	$	205,834		206,346			205,577			0.02	%	E
Vensure Employer Services, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.33	%	9/27/2031	$	13,266,446		13,146,345			13,140,415			1.21	%	E
Vensure Employer Services, Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.33	%	9/19/2031	$	—		13,333			(26,170	)		—		D/E
																125,597,342			126,433,479			11.69	%
Real Estate Management and Development
Community Merger Sub Debt LLC (CINC Systems)	First Lien Term Loan	SOFR(M)		0.75	%		5.75	%		10.11	%	1/18/2030	$	7,324,992		7,201,932			7,213,872			0.67	%	E
Community Merger Sub Debt LLC (CINC Systems)	First Lien Revolver	SOFR(M)		0.75	%		5.75	%		10.11	%	1/18/2030	$	—		(33,608	)		(30,305	)		—		D/E
Forest City Enterprises, L.P.	First Lien Term Loan	SOFR(M)		—			3.61	%		7.96	%	12/8/2025	$	902,764		897,353			886,966			0.08	%
																8,065,677			8,070,533			0.75	%
Software
Applied Systems, Inc.	First Lien Term Loan	SOFR(Q)		0.50	%		3.00	%		7.33	%	9/19/2026	$	1,243,894		1,244,605			1,257,396			0.12	%
Barracuda Parent LLC	First Lien Term Loan	SOFR(Q)		—			4.50	%		9.09	%	8/15/2029	$	678,120		665,149			629,085			0.06	%
Bluefin Holding, LLC (Allvue)	First Lien Term Loan	SOFR(Q)		1.00	%		6.25	%		10.64	%	9/12/2029	$	17,648,902		17,329,874			17,666,551			1.62	%	E
Bluefin Holding, LLC (Allvue)	First Lien Revolver	SOFR(Q)		1.00	%		6.25	%		10.64	%	9/12/2029	$	—		(23,289	)		—			—		D/E
Boxer Parent Company, Inc.	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.34	%	7/30/2031	$	2,465,147		2,469,162			2,488,541			0.23	%
Cart.Com, Inc.	First Lien Term Loan (2.5% Exit Fee)	SOFR(M)		1.50	%		7.75	%		12.11	%	5/22/2029	$	12,000,000		11,894,137			11,856,000			1.10	%	E, H
Central Parent, Inc.	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.58	%	7/6/2029	$	990,019		975,531			978,203			0.09	%
Clever Devices Ltd.	First Lien Term Loan	SOFR(Q)		1.00	%		6.00	%		10.66	%	6/12/2030	$	2,215,165		2,164,917			2,237,317			0.21	%	E
Clever Devices Ltd.	First Lien Revolver	SOFR(M)		1.00	%		6.00	%		10.36	%	6/12/2030	$	371,050		350,008			371,050			0.03	%	E
Cloudera, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.85	%		8.21	%	10/8/2028	$	3,527,723		3,480,306			3,524,971			0.33	%
Clover Holding 2, LLC (COHESITY)	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.43	%	10/31/2031	$	4,954,000		4,941,618			5,015,925			0.46	%	E
Connectwise	First Lien Term Loan	SOFR(Q)		—			3.76	%		8.09	%	9/30/2028	$	1,477,796		1,482,874			1,489,345			0.14	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value			% of Total Cash and Investment			Notes
Debt Investments - Continued
Software (Continued)
Delta Topco, Inc	First Lien Term Loan	SOFR(S)		—			3.50	%		8.20	%	12/24/2029	$	3,450,899	$	3,464,158		$	3,482,181			0.32	%
Disco Parent, Inc. (Duck Creek Technologies)	First Lien Term Loan	SOFR(Q)		1.00	%		7.50	%		12.01	%	3/30/2029	$	2,780,810		2,731,101			2,791,933			0.26	%	E
Disco Parent, Inc. (Duck Creek Technologies)	First Lien Revolver	SOFR(Q)		1.00	%		7.50	%		12.01	%	3/30/2029	$	—		(4,111	)		—			—		D/E
Douglas Holdings, Inc (Docupace)	First Lien Term Loan	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.45	%	8/27/2030	$	8,550,747		8,429,920			8,431,037			0.78	%	E
Douglas Holdings, Inc (Docupace)	First Lien Revolver	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.45	%	8/27/2030	$	—		(10,507	)		(10,410	)		—		D/E
Douglas Holdings, Inc (Docupace)	First Lien PIK Delayed Draw Term Loan	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.45	%	8/27/2030	$	165,063		165,064			150,281			0.01	%	E
Douglas Holdings, Inc (Docupace)	First Lien Delayed Draw Term Loan B	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.45	%	8/27/2030	$	—		(13,133	)		(26,024	)		—		D/E
Douglas Holdings, Inc (Docupace)	First Lien Delayed Draw Term Loan A	SOFR(Q)		1.00	%	5.75% Cash + 0.38% PIK				10.45	%	8/27/2030	$	—		(14,447	)		(28,626	)		—		D/E
Epicor Software Corporation (fka Eagle Parent Inc.)	First Lien Term Loan	SOFR(M)		0.75	%		2.75	%		7.11	%	5/30/2031	$	3,769,936		3,742,530			3,801,547			0.35	%
Fusion Risk Management, Inc.	First Lien Term Loan	SOFR(Q)		1.00	%	3.00% Cash + 3.25% PIK				11.08	%	5/22/2029	$	4,036,148		3,983,233			3,975,606			0.37	%	E
Fusion Risk Management, Inc.	First Lien Revolver	SOFR(Q)		1.00	%	3.00% Cash + 3.25% PIK				11.08	%	5/22/2029	$	—		(9,889	)		(6,864	)		—		D/E
Greeneden U.S. Holdings II, LLC (Genesys Telecommunications Laboratories Inc)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.36	%	12/1/2027	$	3,130,662		3,101,596			3,160,857			0.29	%
GTY Technology Holdings Inc.	First Lien Term Loan	SOFR(Q)		1.00	%	2.58% Cash + 4.30% PIK				11.21	%	7/9/2029	$	1,619,552		1,600,751			1,577,185			0.15	%	E
GTY Technology Holdings Inc.	First Lien Revolver	SOFR(Q)		1.00	%	2.58% Cash + 4.30% PIK				11.21	%	7/9/2029	$	—		(3,419	)		(6,916	)		—		D/E
GTY Technology Holdings Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%	2.58% Cash + 4.30% PIK				11.21	%	7/9/2029	$	1,252,635		1,237,862			1,219,866			0.11	%	E
GTY Technology Holdings Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%	2.67% Cash + 4.55% PIK				11.68	%	7/9/2029	$	325,564		308,014			306,895			0.03	%	E
Honey Intermediate, Inc. (iLobby) (Canada)	First Lien Term Loan	SOFR(M)		1.00	%	2.88% Cash + 3.38% PIK				10.61	%	9/26/2030	$	14,164,479		13,961,736			13,980,341			1.28	%	C/E
Honey Intermediate, Inc. (iLobby) (Canada)	First Lien Revolver	SOFR(M)		1.00	%	2.88% Cash + 3.38% PIK				10.61	%	9/26/2030	$	—		(26,612	)		(24,341	)		—		C/D/E
JOBVITE, Inc. (Employ, Inc.)	First Lien Term Loan	SOFR(Q)		0.75	%		7.50	%		12.02	%	8/5/2028	$	2,321,515		2,286,062			2,284,881			0.21	%	E
Kong Inc.	First Lien Term Loan	SOFR(M)		1.00	%	5.50% Cash + 3.25% PIK				13.42	%	11/1/2027	$	970,973		958,382			970,488			0.09	%	E
Kong Inc.	First Lien Delayed Draw Term Loan	SOFR(M)		1.00	%	5.50% Cash + 3.25% PIK				13.42	%	11/1/2027	$	515,193		506,867			514,935			0.05	%	E
Logicmonitor, Inc	First Lien Term Loan	SOFR(Q)		0.75	%		5.50	%		9.99	%	11/19/2031	$	14,852,100		14,705,970			14,669,419			1.35	%	E
Logicmonitor, Inc	First Lien Revolver	SOFR(Q)		0.75	%		5.50	%		9.99	%	11/19/2031	$	—		(18,266	)		(22,835	)		—		D/E
Maverick Bidco, Inc. (Mitratech)	First Lien No. 2 Term Loan	SOFR(Q)		0.75	%		4.51	%		9.10	%	5/18/2028	$	12,312,500		12,112,627			12,327,891			1.14	%
MH Sub I, LLC (Micro Holding Corp.)	First Lien Term Loan	SOFR(M)		—			4.25	%		8.82	%	12/11/2031	$	—		(1,417	)		(1,887	)		—		D
MH Sub I, LLC (Micro Holding Corp.)	First Lien 2023 Incremental Term Loan	SOFR(M)		1.00	%		4.25	%		8.82	%	5/3/2028	$	2,750,375		2,729,707			2,754,913			0.25	%
Mitchell International Inc	First Lien Term Loan	SOFR(M)		0.50	%		3.25	%		7.61	%	6/17/2031	$	1,678,793		1,674,123			1,681,781			0.16	%
Planview Parent, Inc.	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.83	%	12/17/2027	$	2,255,857		2,244,641			2,274,772			0.21	%
Project Boost Purchaser, LLC (JD Power, AutoData Inc)	First Lien Term Loan	SOFR(Q)		—			3.50	%		8.15	%	7/2/2031	$	1,361,559		1,362,612			1,372,935			0.13	%
Proofpoint, Inc.	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.36	%	8/21/2028	$	4,824,141		4,804,348			4,853,110			0.45	%
Qlik Technologies Inc. (Project Alpha)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.58	%	10/28/2030	$	1,243,750		1,249,042			1,253,271			0.12	%
Qlik Technologies Inc. (Project Alpha)	First Lien Term Loan	SOFR(Q)		—			3.25	%		7.58	%	10/26/2030	$	353,000		352,118			355,702			0.03	%
RealPage, Inc	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.08	%	4/22/2028	$	648,000		644,781			651,849			0.06	%
Sophia, L.P. (Ellucian)	First Lien Term Loan	SOFR(M)		0.50	%		3.00	%		7.36	%	10/7/2029	$	2,003,526		2,008,353			2,019,554			0.19	%
Sovos Compliance, LLC (fka Taxware, LLC)	First Lien Term Loan	SOFR(M)		0.50	%		4.61	%		8.97	%	8/11/2028	$	306,383		301,738			309,012			0.03	%
Thunder Purchaser, Inc. (Vector Solutions)	First Lien Incremental Term Loan	SOFR(Q)		1.00	%		5.25	%		9.58	%	6/30/2028	$	574,886		569,404			564,998			0.05	%	E
Thunder Purchaser, Inc. (Vector Solutions)	First Lien Incremental Delayed Draw Term Loan	SOFR(Q)		1.00	%		5.25	%		9.58	%	6/30/2028	$	—		(13,054	)		(23,543	)		—		D/E
TIBCO Software Inc.	First Lien Term Loan	SOFR(Q)		—			3.50	%		7.83	%	3/30/2029	$	3,289,752		3,289,752			3,303,585			0.31	%
TIBCO Software Inc.	First Lien Term Loan	SOFR(Q)		—			3.75	%		8.08	%	3/21/2031	$	870,400		870,400			874,286			0.08	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024


Issuer(F)	Instrument	Ref(B)	Floor			Spread			Total Coupon			Maturity	Principal		Cost			Fair Value		% of Total Cash and Investment			Notes
Debt Investments - Continued
Software (Continued)
Trintech, Inc.	First Lien Term Loan	SOFR(M)		1.00	%		5.50	%		9.86	%	7/25/2029	$	9,312,458	$	9,100,124		$	9,076,853		0.84	%	E
Trintech, Inc.	First Lien Revolver	SOFR(M)		1.00	%		5.50	%		9.86	%	7/25/2029	$	206,737		190,238			188,430		0.02	%	E
UKG Inc.	First Lien Term Loan	SOFR(Q)		—			3.00	%		7.62	%	1/30/2031	$	5,406,199		5,389,588			5,451,097		0.50	%
VS Buyer, LLC	First Lien Term Loan	SOFR(M)		—			2.75	%		7.12	%	4/12/2031	$	1,496,250		1,503,220			1,509,342		0.14	%
Zendesk Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		5.00	%		9.33	%	11/22/2028	$	2,501,299		2,469,693			2,526,312		0.23	%	E
Zendesk Inc.	First Lien Revolver	SOFR(Q)		0.75	%		5.00	%		9.33	%	11/22/2028	$	—		(3,262	)		—		—		D/E
Zendesk Inc.	First Lien Delayed Draw Term Loan	SOFR(Q)		0.75	%		5.00	%		9.33	%	11/22/2028	$	—		(3,961	)		6,109		—		D/E
																160,902,569			162,036,192		14.98	%
Specialty Retail
Fender Musical Instruments Corp.	First Lien Term Loan B	SOFR(M)		0.50	%		4.10	%		8.46	%	12/1/2028	$	1,657,878		1,609,359			1,628,873		0.15	%
Les Schwab Tire Centers (LS Group)	First Lien Term Loan	SOFR(M)		—			3.00	%		7.36	%	4/17/2031	$	1,243,750		1,248,106			1,251,523		0.12	%
Mavis Discount Tire Inc	First Lien Term Loan	SOFR(M)		—			3.50	%		7.86	%	5/4/2028	$	1,231,790		1,231,790			1,241,607		0.11	%
Woof Holdings, Inc.	First Lien Term Loan	SOFR(Q)		0.75	%		4.01	%		8.34	%	12/21/2027	$	934,908		916,966			601,263		0.06	%
																5,006,221			4,723,266		0.44	%
Trading Companies and Distributors
BCPE Empire Holdings, Inc.	First Lien Term Loan	SOFR(M)		—			3.50	%		7.86	%	2/1/2027	$	1,240,780		1,237,324			1,249,186		0.12	%
Foundation Building Materials, Inc	First Lien Term Loan	SOFR(Q)		—			4.00	%		8.59	%	1/29/2031	$	1,996,317		1,979,128			1,970,125		0.17	%
Veritiv Corp.	First Lien Term Loan	SOFR(Q)		—			4.50	%		8.83	%	11/17/2030	$	490,767		488,327			492,914		0.05	%
																3,704,779			3,712,225		0.34	%
Textiles, Apparel and Luxury Goods
WH Borrower, LLC (WHP)	First Lien Term Loan	SOFR(Q)		0.50	%		5.50	%		10.15	%	2/15/2027	$	99,494		(150,506	)		100,986		0.01	%	D/E

Technology Hardware, Storage and Peripherals
SumUp Holdings Luxembourg S.A.R.L. (Luxembourg)	First Lien Delayed Draw Term Loan	SOFR(Q)		1.00	%		6.50	%		11.01	%	4/25/2031	$	12,800,000		12,688,337			12,976,000		1.20	%	C/E

Transportation Infrastructure
Apple Bidco, LLC	First Lien Term Loan	SOFR(M)		0.50	%		3.50	%		7.86	%	9/22/2028	$	440,425		439,563			443,490		0.04	%
Bleriot US Bidco Inc.	First Lien Term Loan	SOFR(Q)		—			2.75	%		7.08	%	10/30/2026	$	1,657,849		1,651,141			1,668,600		0.15	%
Brown Group Holding, LLC	First Lien Term Loan	SOFR(M)		0.50	%		2.50	%		6.86	%	7/2/2029	$	1,857,499		1,846,465			1,865,105		0.18	%
																3,937,169			3,977,195		0.37	%

Total Debt Investments - 159.7% of Net Assets																1,034,648,797			1,039,985,833		96.19	%

Equity Securities
IT Services
New Insight Holdings, Inc. (Dynata)	Common Stock												$	22,972		402,032			407,753		0.04	%	E, I, J

Paper and Forest Products
48forty Intermediate Holdings, Inc.	Common Stock												$	362		—			—		—		E, I, J

Total Equity Securities - 0.1% of Net Assets																402,032			407,753		0.04	%

Total Investments - 159.8% of Net Assets																1,035,050,829			1,040,393,586		96.23	%

Cash and Cash Equivalents - 6.3% of Net Assets																			41,078,437		3.77	%

Total Cash and Investments - 166.1% of Net Assets																			1,081,472,023		100.00	%

BlackRock Private Credit Fund

Consolidated Schedule of Investments (Continued)

December 31, 2024

Notes to Schedule of Investments:

(M)

(N)

100.0% of the fair value of total senior secured loans in the Fund’s portfolio bear interest at a floating rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR”), “S”, or other base rate (commonly the Federal Funds Rate or the Prime Rate), “P”. In addition, 81.2% of the fair value of such senior secured loans have floors of 0.50% to 2.00%. The borrower under a senior secured loan generally has the option to select from interest reset periods of one, two, three or six months and may alter that selection at the end of any reset period. The stated interest rate represents the weighted average interest rate at December 31, 2024 of all contracts within the specified loan facility. SOFR resets monthly (M), quarterly (Q) or semiannually (S).

(O)

(P)

Negative balances represent unfunded commitments that were acquired and/or valued at a discount.

(Q)

Investments are considered Level 3 in accordance with ASC Topic 820 (see Note 2).

(R)

As of December 31, 2024, the Fund generally uses GICS codes to identify the industry groupings.

(S)

Non-accruing debt investment.

(T)

In addition to the stated coupon, investment has an exit fee payable upon repayment of the loan in an amount equal to the percentage of the original principal amount shown.

(U)

Restricted security (See Note 12).

(V)

Non-income producing investment.

(W)

Aggregate acquisitions and aggregate dispositions of investments totaled $775,269,249 and $142,736,794, respectively for the year ended December 31, 2024. Aggregate acquisitions include investment assets received as payment in kind. Aggregate dispositions include principal paydowns on investments. The total value of restricted securities and bank debt as of December 31, 2024 was $1,040,393,586 or 96.2% of total cash and investments of the Fund. As of December 31, 2024, approximately 5.7% of the total assets of the Fund were not qualifying assets under Section 55(a) of the 1940 Act.

See accompanying notes to the consolidated financial statements.

1. Organization and Basis of Presentation

BlackRock Private Credit Fund (“BDEBT” or the “Fund”), is a Delaware statutory trust formed on December 23, 2021. The Fund is a non-diversified, closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”). The Fund is externally managed by BlackRock Capital Investment Advisors, LLC (the “Investment Adviser”). BlackRock Advisors, LLC (the “Sub-Adviser” and, together with the Investment Adviser, the “Advisers”) serves as the Fund’s sub-adviser. The Advisers are subsidiaries of BlackRock, Inc. (together with its subsidiaries, including but not limited to the Advisers, “BlackRock”). BlackRock Financial Management, Inc. serves as the administrator of the Fund (the “Administrator”), and is affiliated with the Advisers.

The Fund has elected to be treated for federal income tax purposes, and intends to qualify annually thereafter, as a regulated investment company (“RIC”) as defined under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Fund will not be taxed on its income to the extent that it distributes such income each year and satisfies other applicable income tax requirements.

The Fund’s investment objective is to target high risk-adjusted returns produced primarily from current income generated by investing primarily in directly originated, senior secured corporate debt instruments. The Fund intends to meet its investment strategy by focusing primarily on originating and making loans to, and making debt and equity investments in, U.S. middle market companies, although, the Fund may make investments in portfolio companies that are domiciled outside of the United States, including emerging markets. The Fund invests in senior secured or unsecured loans, subordinated loans or mezzanine loans and, to a lesser extent, equity and equity-related securities which includes common and preferred stock, securities convertible into common stock, and warrants. BDEBT defines “middle market companies” to generally mean companies with earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA”, between $10 million and $250 million annually and/or annual revenue of $50 million to $2.5 billion at the time of investment. The Fund may on occasion invest in smaller or larger companies if an attractive opportunity presents itself.

The Fund offers on a continuous basis up to $5.0 billion of common shares of beneficial interest (“Common Shares”) pursuant to an offering registered with the Securities and Exchange Commission. The Fund offers to sell any combination of three classes of Common Shares, Institutional Class shares, Class S shares and Class D shares, with a dollar value up to the maximum offering amount. The share classes have different ongoing shareholder servicing and/or distribution fees. The initial purchase price for the Institutional Class shares was $25.00 per share. Thereafter, the purchase price per share for each class of Common Shares equals the net asset value per share, as of the effective date of the monthly share purchase date. The Fund also engages in private offerings of its Common Shares.

2. Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements of the Fund have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The Fund is an investment company following accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC Topic 946”). The Fund has consolidated the results of its wholly owned subsidiaries in its consolidated financial statements in accordance with ASC Topic 946. The following is a summary of the significant accounting policies of the Fund.

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well the reported amounts of revenues and expenses during the reporting periods presented. Although management believes these estimates and assumptions to be reasonable, actual results could differ from those estimates and such differences could be material.

Investment Valuation

Pursuant to Rule 2a-5 under the 1940 Act, which establishes requirements for determining fair value in good faith for purposes of the 1940 Act, the Fund's Board of Trustees designated the Investment Adviser as the Fund's valuation designee (the "Valuation Designee") to perform certain fair value functions, including performing fair value determinations. As required by the Rule 2a-5, the Valuation Designee provides periodic fair valuation reporting and notifications on behalf of the Fund to the Board of Trustees to facilitate the Board of Trustees' oversight duties.

2. Summary of Significant Accounting Policies (Continued)

The Valuation Designee values investments at fair value in accordance with GAAP, based upon the principles and methods of valuation set forth in the Valuation Designee's policies and procedures adopted for the Fund by the Valuation Designee and approved by the Board of Trustees. Fair value is generally defined as the amount for which an investment would be sold in an orderly transaction between market participants at the measurement date.

All investments are valued at least monthly based on quotations or other affirmative pricing from independent third-party sources, with the exception of investments priced directly by the Valuation Designee which in the aggregate comprise less than 5% of the capitalization of the Fund. Investments listed on a recognized exchange or market quotation system, whether U.S. or foreign, are valued using the closing price on the date of valuation.

Investments not listed on a recognized exchange or market quotation system, but for which reliable market quotations are readily available are valued using prices provided by a nationally recognized pricing service or by using quotations from broker-dealers.

Investments for which market quotations are either not readily available or are determined to be unreliable are priced at fair value using affirmative valuations performed by independent valuation services approved by the Valuation Designee or, for investments aggregating less than 5% of the total assets of the Fund, using valuations determined directly by the Valuation Designee. Such valuations are determined under documented valuation policies and procedures reviewed and approved by a committee established by the Valuation Designee (the "Valuation Committee").

Generally, to increase objectivity in valuing the investments, the Valuation Designee will utilize external measures of value, such as public markets or third-party transactions, whenever possible. The Valuation Designee’s valuation is not based on long-term work-out value, immediate liquidation value, nor incremental value for potential changes that may take place in the future. The values assigned to investments are based on available information and do not necessarily represent amounts that might ultimately be realized, as these amounts depend on future circumstances and cannot reasonably be determined until the individual investments are actually liquidated. Such circumstances may include macroeconomic, geopolitical and other events, rising interest rates and risks related to inflation that may significantly impact the profitability or viability of businesses in which the Fund is invested, and therefore may significantly impact the return on and realizability of the Fund’s investments. The foregoing policies apply to all investments, including any in companies and groups of affiliated companies aggregating more than 5% of the Fund’s assets.

Fair valuations of investments in each asset class are determined using one or more methodologies including market quotations, the market approach, income approach, or, in the case of recent investments, the cost approach, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets. Such information may include observed multiples of earnings and/or revenues at which transactions in securities of comparable companies occur, with appropriate adjustments for differences in company size, operations or other factors affecting comparability.

The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present value amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. The discount rates used for such analyses reflect market yields for comparable investments, considering such factors as relative credit quality, capital structure, and other factors.

In following these approaches, the types of factors that may be taken into account also include, as relevant and among other factors: available current market data, including relevant and applicable market trading and transaction comparables, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparables, comparable costs of capital, the principal market in which the investment trades and enterprise values.

Investments may be categorized based on the types of inputs used in valuing such investments. The level in the GAAP valuation hierarchy in which an investment falls is based on the lowest level input that is significant to the valuation of the investment in its entirety. Transfers between levels are recognized as of the beginning of the reporting period.

2. Summary of Significant Accounting Policies (Continued)

At March 31, 2025, the Fund’s investments were categorized as follows:



Level	Basis for Determining Fair Value	Bank Debt(1)		Equity Securities		Total
1	Quoted prices in active markets for identical assets	$	—	$	—	$	—
2	Other direct and indirect observable market inputs(2)		509,457,741		539,842		509,997,583
3	Valuation sources that employ significant unobservable inputs		831,580,993		630,884		832,211,877
Total		$	1,341,038,734	$	1,170,726	$	1,342,209,460

______________________

(1)

Includes senior secured loans

(2)

For example, quoted prices in inactive markets or quotes for comparable investments

Unobservable inputs used in the fair value measurement of Level 3 investments as of March 31, 2025 included the following:


Asset Type	Fair Value		Valuation Technique	Unobservable Input	Weighted Average Range(1)
Bank Debt	$	658,291,366	Income Approach	Discount rate	8.7% - 13.3% (9.9%)
		4,149,909	Market Comparable Companies	EBITDA Multiple	7.25x (7.25x)
		166,530,518	Market Quotations	Indicative bid/ask quotes	1 (1)
		2,609,200	Market Comparable Companies	Revenue Multiple	0.8x (0.8x)
Equity		—	Market Comparable Companies	EBITDA Multiple	7.25x (7.25x)
		630,884	Market Comparable Companies	Revenue Multiple	0.8x (0.8x)
	$	832,211,877

______________________

(1)

Representing the weighted average of each significant unobservable input range at the investment level by fair value.

Certain fair value measurements may employ more than one valuation technique, with each valuation technique receiving a relative weight between 0% and 100%. Generally, a change in an unobservable input may result in a change to the value of an investment as follows:


Input	Impact to Value if Input Increases	Impact to Value if Input Decreases
Discount rate	Decrease	Increase
Revenue multiples	Increase	Decrease
EBITDA multiples	Increase	Decrease
Book value multiples	Increase	Decrease
Implied volatility	Increase	Decrease
Term	Increase	Decrease
Yield	Increase	Decrease

2. Summary of Significant Accounting Policies (Continued)

Changes in investments categorized as Level 3 for the three months ended March 31, 2025 were as follows:


	Independent Third-Party Valuation
	Bank Debt			Equity Securities			Total
Beginning balance	$	749,010,523		$	407,753		$	749,418,276
Net realized and unrealized gains (losses)		519,244			—			519,244
Acquisitions(1)		99,994,798			630,884			100,625,682
Dispositions		(20,747,630	)		—			(20,747,630	)
Transfers into Level 3(2)		9,067,440			—			9,067,440
Transfers out Level 3(3)		(6,263,382	)		(407,753	)		(6,671,135	)
Ending balance	$	831,580,993		$	630,884		$	832,211,877

Net change in unrealized appreciation/depreciation during the period on investments still held at period end (included in net realized and unrealized gains/losses, above)	$	(489,842	)	$	—		$	(489,842	)

______________________

(1)

Includes payments received in kind and accretion of original issue and market discounts.

(2)

Comprised of eight investments that were transferred from Level 2 to Level 3 due to decreased observable market activity.

(3)

Comprised of three investments that were transferred from Level 3 to Level 2 due to increased observable market activity.

At December 31, 2024, the Fund’s investments were categorized as follows:



Level	Basis for Determining Fair Value	Bank Debt(1)		Equity Securities		Total
1	Quoted prices in active markets for identical assets	$	—	$	—	$	—
2	Other direct and indirect observable market inputs(2)		290,975,310		—		290,975,310
3	Valuation sources that employ significant unobservable inputs		749,010,523		407,753		749,418,276
Total		$	1,039,985,833	$	407,753	$	1,040,393,586

______________________

(1) Includes senior secured loans

(2) For example, quoted prices in inactive markets or quotes for comparable investments

Unobservable inputs used in the fair value measurement of Level 3 investments as of December 31, 2024 included the following:


Asset Type	Fair Value		Valuation Technique	Unobservable Input	Weighted Average Range(1)
Bank Debt	$	610,403,131	Income Approach	Discount rate	8.6% - 14.0% (10.2%)
		4,388,593	Asset Approach	EBITDA Multiple	7.50x (7.50x)
		131,579,461	Market Quotations	Indicative bid/ask quotes	1 (1)
		2,639,338	Market Comparable Companies	Revenue Multiple	0.9x (0.9x)
Equity		—	Asset Approach	EBITDA Multiple	7.50x (7.50x)
		407,753	Market Quotations	Indicative bid/ask quotes	1 (1)
	$	749,418,276

______________________

(1) Representing the weighted average of each significant unobservable input range at the investment level by fair value.

2. Summary of Significant Accounting Policies (Continued)

Changes in investments categorized as Level 3 for the three months ended March 31, 2024 were as follows:


	Independent Third-Party Valuation
	Bank Debt			Total
Beginning balance	$	249,673,453		$	249,673,453
Net realized and unrealized gains (losses)		2,056,068			2,056,068
Acquisitions(1)		45,792,236			45,792,236
Dispositions		(5,404,032	)		(5,404,032	)
Transfers into Level 3(2)		2,493,324			2,493,324
Transfers out Level 3(3)		(12,673,729	)		(12,673,729	)
Ending balance	$	281,937,320		$	281,937,320

Net change in unrealized appreciation/depreciation during the period on investments still held at period end (included in net realized and unrealized gains/losses, above)	$	2,071,781		$	2,071,781

______________________

(1) Includes payments received in kind and accretion of original issue and market discounts.

(2) Comprised of two investments that were transferred from Level 2 to Level 3 due to decreased observable market activity.

(3) Comprised of three investments that were transferred from Level 3 to Level 2 due to increased observable market activity.

Investment Transactions

Investment transactions are accounted for on the trade date, except for private transactions that have conditions to closing, which are recorded on the closing date. The cost of investments purchased is based upon the purchase price plus those professional fees which are specifically identifiable to the investment transaction. Realized gains and losses on investments are recorded based on the specific identification method, which typically allocates the highest cost inventory to the basis of investments sold.

Cash and Cash Equivalents

Cash consists of amounts held in accounts with the custodian bank. Cash equivalents consist of highly liquid investments with an original maturity of generally 60 days or less and may not be insured by the FDIC or may exceed federally insured limits. Cash equivalents are classified as Level 1 in the GAAP valuation hierarchy. At March 31, 2025, included in cash and cash equivalents was $38.3 million (5.0% of net assets) held in the JPMorgan U.S. Treasury Plus Money Market Fund with a 7-day yield of 4.18%. At December 31, 2024, included in cash and cash equivalents was $19.7 million (3.0% of net assets) held in the JPMorgan U.S. Treasury Plus Money Market Fund with a 7-day yield of 4.35%.

Restricted Investments

The Fund may invest without limitation in instruments that are subject to legal or contractual restrictions on resale. These instruments generally may be resold to institutional investors in transactions exempt from registration or to the public if the securities are registered. Disposal of these investments may involve time-consuming negotiations and additional expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted investments is included at the end of the Schedules of Investments. Restricted investments, including any restricted investments in affiliates, are valued in accordance with the investment valuation policies discussed above.

Foreign Currency Investments

The Fund may invest in instruments traded in foreign countries and denominated in foreign currencies. Such positions are converted at the respective closing foreign exchange rates in effect at March 31, 2025 and reported in U.S. dollars. Purchases and sales of investments and income and expense items denominated in foreign currencies, when they occur, are translated into U.S. dollars based on the foreign exchange rates in effect on the respective dates of such transactions. The portion of gains and losses on foreign investments resulting from fluctuations in foreign currencies is included in net realized and unrealized gain or loss from investments. The Fund did not hold any investments denominated in foreign currency at March 31, 2025 or December 31, 2024.

2. Summary of Significant Accounting Policies (Continued)

Investments in foreign companies and securities of foreign governments may involve special risks and considerations not typically associated with investing in U.S. companies and securities of the U.S. Government. These risks include, among other things, revaluation of currencies, less reliable information about issuers, different transaction clearance and settlement practices, and potential future adverse political and economic developments. Moreover, investments in foreign companies and securities of foreign governments and their markets may be less liquid and their prices more volatile than those of comparable U.S. companies and the U.S. Government.

Organization and Offering Costs

The Fund has entered into a Fee Waiver and Expense Support and Reimbursement Agreement (the “Expense Support Agreement”) with the Investment Adviser. Pursuant to the Expense Support Agreement, the Investment Adviser has paid all of the Fund’s organizational and offering expenses on the Fund’s behalf (each, an “Expense Payment”).

During each of the 36 months following the commencement of the Fund’s operations, the Fund will reimburse the Investment Adviser for any and all Expense Payments incurred by the Investment Adviser under the Expense Support Agreement to the extent that the Fund’s annual Operating Expenses (as defined below) do not exceed 1.25% of the value of the Fund’s net assets, calculated monthly based on month-end net assets. “Operating Expenses” for purposes of the Expense Support Agreement means all annual operating expenses of the Fund incurred in the ordinary course of business, excluding offering costs incurred by the Fund, interest expense and other financing costs, portfolio transaction and other investment-related costs, base management fee and incentive fee payable pursuant to the Advisory Agreement, shareholder servicing and/or distribution fees, taxes and any other extraordinary expenses not incurred in the ordinary course of business (including, without limitation, litigation expenses). From inception of the Fund through March 31, 2025, the Investment Adviser had incurred $0.8 million related to organizational and offering expenses. The Fund reimbursed the Investment Adviser for such portion of Expense Payments incurred by the Investment Adviser under the Expense Support Agreement, as the Fund’s annual operating expenses did not exceed 1.25% of the value of the Fund’s net assets during the year ended December 31, 2024.

Deferred Debt Issuance Costs

Certain costs incurred in connection with the issuance of debt of the Fund were capitalized and are being amortized on a straight-line basis over the estimated life of the respective instruments. The impact of utilizing the straight-line amortization method versus the effective-interest method is not material to the operations of the Fund.

Revenue Recognition

Interest and dividend income, including income paid in kind, is recorded on an accrual basis, when such amounts are considered collectible. Origination, structuring, closing, commitment and other upfront fees, including original issue discounts, earned with respect to capital commitments are generally amortized or accreted into interest income over the life of the respective debt investment, as are end-of-term or exit fees receivable upon repayment of a debt investment. Other fees, including certain amendment fees, prepayment fees and commitment fees on broken deals, are recognized as earned. Prepayment fees and similar income due upon the early repayment of a loan or debt security are recognized when earned and are included in interest income.

Certain debt investments are purchased at a discount to par as a result of the underlying credit risks and financial results of the issuer, as well as general market factors that influence the financial markets as a whole. Discounts on the acquisition of corporate bonds are generally amortized using the effective-interest or constant-yield method assuming there are no questions as to collectability. When principal payments on a loan are received in an amount in excess of the loan’s amortized cost, the excess principal payments are recorded as interest income.

Debt investments are generally placed on non-accrual status when it is probable that principal or interest will not be collected according to the contractual terms. When a debt investment is placed on non-accrual status, accrued and unpaid interest (including any accrued PIK interest) is generally reversed, and discount accretion or premium amortization is discontinued. The Fund does not reverse previously capitalized PIK income. Payments received on non-accrual investments may be recognized as income or applied to principal depending upon the Fund's judgment regarding collectability of the outstanding principal and interest. Non-accrual investments are restored to accrual status if past due principal and interest are paid or, in the Fund's judgement, the repayment of the remaining contractual principal and interest is expected. The Fund may opt not to place a distressed debt investment on non-accrual status if principal and interest are secured through sufficient collateral value and are in the process of collection through legal actions or other efforts that are expected to result in repayment of principal and interest.

2. Summary of Significant Accounting Policies (Continued)

Income Taxes

The Fund elected to be regulated as a BDC under the 1940 Act. The Fund also has elected to be treated as a RIC under the Code. So long as the Fund maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Rather, any tax liability related to income earned and distributed by the Fund would represent obligations of the Fund’s investors and would not be reflected in the consolidated financial statements of the Fund.

The Fund evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more likely- than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.

To qualify for and maintain qualification as a RIC, the Fund must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Fund must distribute to its shareholders, for each taxable year, at least 90% of the sum of (i) its “investment company taxable income” for that year (without regard to the deduction for dividends paid), which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses and (ii) its net tax exempt income, if any.

In addition, based on the excise tax distribution requirements, the Fund is subject to a 4% nondeductible federal excise tax on undistributed income unless the Fund distributes in a timely manner in each taxable year an amount at least equal to the sum of (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in prior years. For this purpose, however, any ordinary income or capital gain net income retained by the Fund that is subject to corporate income tax is considered to have been distributed.

As of December 31, 2024, gross unrealized appreciation and depreciation based on cost of investments (including short positions and derivatives, if any) for U.S. federal income tax purposes were as follows:


	December 31, 2024
Tax basis of investments	$	1,035,957,647

Unrealized appreciation		9,539,829
Unrealized depreciation		(5,103,890	)
Net unrealized appreciation (depreciation)	$	4,435,939

2. Summary of Significant Accounting Policies (Continued)

Allocation of Income, Expenses, Gains and Losses

Income, expenses (other than those attributable to a specific class), gains and losses are allocated to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Distributions

Distributions to shareholders are recorded on the record date. All distributions will be paid at the discretion of the Board and will depend on the Fund’s earnings, financial condition, maintenance of the Fund’s tax treatment as a RIC, compliance with applicable BDC regulations and such other factors as the Board may deem relevant from time to time. Although the gross distribution per share is generally equivalent for each share class, the net distribution for each share class is reduced for any class specific expenses, including distribution and shareholder servicing fees, if any.

Recent Accounting Pronouncements

The Fund considers the applicability and impact of all accounting standard updates ("ASU") issued by the Financial Accounting Standards Board (the "FASB"). ASUs not listed were assessed by the Fund and either determined to be not applicable or expected to have minimal impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which enhances disclosure requirements about significant segment expenses that are regularly provided to the chief operating decision maker (the “CODM”). ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by ASC 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after December 15, 2023, and interim periods beginning with the first quarter ended March 31, 2025. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Fund has adopted ASU 2023-07 effective December 31, 2024 and concluded that the application of this guidance did not have any material impact on its consolidated financial statements. See Note 12 for more information on the adoption of ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosure ("ASU 2023-09"), which intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and permits early adoption. The Fund plans to adopt the ASU for the annual reporting period beginning on January 1, 2025 and does not expect a material impact on its consolidated financial statements.

3. Management Fees, Incentive Fees and Other Expenses

Investment Advisory Agreement

On March 16, 2022, the Fund entered into an Investment Advisory Agreement (the “Advisory Agreement”) with the Investment Adviser. Under the terms of the Advisory Agreement, the Investment Adviser determines the composition of the Fund’s portfolio, the nature and timing of the changes to the Fund’s portfolio and the manner of implementing such changes; identifies, evaluates and negotiates the structure of the investments the Fund makes (including performing due diligence on prospective portfolio companies); and closes, monitors and administers the investments the Fund makes, including the exercise of any voting or consent rights.

Pursuant to the Advisory Agreement, the Fund pays the Investment Adviser compensation for investment advisory and management services consisting of base management fee and incentive fee (together, the “Advisory Fee”), which are further described below.

3. Management Fees, Incentive Fees and Other Expenses (Continued)

Base Management Fee

The management fee is calculated at an annual rate of 1.25% of the value of the Fund’s net assets at the end of the most recently completed calendar month and payable monthly in arrears. For purposes of calculating the base management fee, “net assets” means the Fund’s total assets less liabilities determined on a consolidated basis in accordance with GAAP. The Investment Adviser waived its management fee for the first twelve months following the date of the commencement of the Fund's operations. On April 25, 2023, the Fund's Board of Trustees approved an amendment of the Amended and Restated Fee Waiver and Expense Support and Reimbursement Agreement, which extended the waiver through December 31, 2023.

For the three months ended March 31, 2025, the Investment Adviser earned $2.2 million in management fees. For the three months ended March 31, 2024, the Investment Adviser earned $0.8 million in management fees.

Incentive Fees

Incentive compensation is payable to the Investment Adviser pursuant to the Advisory Agreement. The incentive fee consists of two components, an income component and a capital gains component. Each component of the incentive fee will be calculated and, if due, will be payable quarterly in arrears. The Investment Adviser waived all incentive fee for the first twelve months following the commencement of the Fund's operations. On April 25, 2023, the Fund's Board of Trustees approved an amendment of the Expense Support Agreement, which extended the waiver through December 31, 2023.

The income component of the incentive fee is subject to a 5.0% total return hurdle on daily weighted average unreturned capital contributions (the “Hurdle Rate”). As such, the Fund will not be obligated to pay any income incentive fee to the extent the annualized trailing twelve quarter (or if shorter, the number of calendar quarters that have occurred since the commencement of the Fund) total return of the Fund (as defined below), including net realized gains and losses and net unrealized appreciation and depreciation, does not exceed the Hurdle Rate. To the extent that the Fund’s annualized total return for the relevant period exceeds the Hurdle Rate, but is less than approximately 5.71% of daily weighted average unreturned capital contributions, the income incentive fee will be subject to a “catch up”, calculated as 100% of the aggregate net investment income before incentive compensation earned in excess of Hurdle Rate for the relevant period. To the extent that the Fund’s annualized total return for the relevant period exceeds approximately 5.71%, the income component of the incentive fee will be equal to 12.5% of net investment income before incentive compensation earned in excess of this total return threshold.

For purposes of calculating the income incentive fee, (i) “total return” means the amount equal to the combination of net investment income before incentive compensation, realized capital gains and losses and unrealized capital appreciation and depreciation of the Fund for the period in question; (ii) “unreturned capital contributions” means the proceeds to the Fund of all issuances of common shares, less all distributions by the Fund to shareholders representing a return of capital.

The capital gains component of the incentive fee will be the amount, if positive, equal to the lesser of (i) 12.5% of the aggregate realized capital gains (computed net of realized losses and net of unrealized capital depreciation, if any) for the most recent calendar quarter and the preceding eleven calendar quarters (or if shorter, the number of calendar quarters that have occurred since commencement of the Fund), less capital gains incentive compensation previously paid or distributed in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant trailing twelve quarters or (ii) 12.5% of cumulative aggregate realized capital gains (computed net of realized losses and net of unrealized capital depreciation, if any) since commencement of the Fund, less capital gains incentive compensation previously paid or distributed since commencement of the Fund. The capital gains component will be paid in full prior to payment of the income component.

In any case, incentive fee (including both the income and capital gains components) will only be paid to the extent the trailing twelve quarter (or if shorter, the number of calendar quarters that have occurred since commencement of the fund) total return of the Fund after incentive compensation and including such payment would equal or exceed a 5% annual total return on daily weighted average unreturned contributed capital contributions for such period.

3. Management Fees, Incentive Fees and Other Expenses (Continued)

In addition, GAAP requires that the capital gains incentive fees accrual consider the cumulative aggregate unrealized capital appreciation in the calculation, as a capital gains incentive fees would be payable if such unrealized capital appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee actually payable under the Advisory Agreement. This GAAP accrual is calculated using the aggregate cumulative realized capital gains and losses and aggregate cumulative unrealized capital appreciation and depreciation. If such amount is positive at the end of a period, then GAAP requires the Fund to record a capital gains incentive fee equal to 12.5% of such cumulative amount, less the aggregate amount of actual capital gains incentive fee paid or capital gains incentive fee accrued under GAAP in all prior periods. The resulting accrual for any capital gains incentive fee under GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reversal of previously recorded expense if such cumulative amount is less than in the prior period. If such cumulative amount is negative, then there is no accrual. There can be no assurance that such unrealized capital appreciation will be realized in the future.

For the three months ended March 31, 2025, the Investment Adviser earned $2.2 million in incentive fees. For the three months ended March 31, 2024, the Investment Adviser earned $1.1 million in incentive fees. For the three months ended March 31, 2025, we reversed the accrual of $0.5 million as a reserve for incentive fees on capital gains accrued on a liquidation basis (but not payable) under GAAP on a cumulative basis. For the three months ended March 31, 2024, the Fund did not accrue any incentive fees on capital gains on a liquidation basis (but not payable) under GAAP.

Sub-Advisory Fees

Pursuant to the sub-advisory agreement, dated as of May 31, 2022 (the “Sub-Advisory Agreement”), the Investment Adviser, and not the Fund, will pay a portion of the management fee received by the Investment Adviser to the Sub-Adviser as a sub-advisory fee in an amount equal to a percentage of the average daily value of the Fund’s assets allocated to the Sub-Adviser.

Distribution Agreement

The Fund has entered into a Distribution Agreement (the “Distribution Agreement”) with BlackRock Investments, LLC (the “Distributor”), a registered broker-dealer affiliated with the Investment Adviser. No upfront sales load will be paid with respect to Class S shares, Class D shares or Institutional shares; however, if shareholders buy Class S shares or Class D shares through certain financial intermediaries, they may directly charge transaction or other fees, including upfront placement fees or brokerage commissions, in such amount as they may determine, provided that selling agents limit such charges to a 3.5% cap on NAV for Class S shares, and a 1.5% cap on NAV for Class D shares. Selling agents will not charge such fees on Institutional shares.

Either party may terminate the Distribution Agreement upon 60 days’ written notice to the other party or immediately upon notice to the other party in the event such other party failed to comply with a material provision of the Distribution Agreement.

Distribution and Servicing Plan

On February 27, 2024, the Fund’s Board of Trustees approved a distribution and servicing plan (the “Distribution and Servicing Plan”). The following table shows the shareholder servicing and/or distribution fees the Fund pays the Distributor with respect to Institutional, Class S and Class D shares on an annualized basis as a percentage of the Fund’s NAV for such class.

The shareholder servicing and/or distribution fees are paid monthly in arrears, calculated using the NAV of the applicable class as of the beginning of the first calendar day of the month and subject to FINRA and other limitations on underwriting compensation.

3. Management Fees, Incentive Fees and Other Expenses (Continued)

The Distributor will reallow (pay) all or a portion of the shareholder servicing and/or distribution fees to participating brokers and servicing brokers for ongoing shareholder services performed by such brokers, and will waive shareholder servicing and/or distribution fees to the extent a broker is not eligible to receive them for failure to provide such services. Because the shareholder servicing and/or distribution fees with respect to Class S shares and Class D shares are calculated based on the aggregate NAV for all of the outstanding shares of each such class, the fees reduce the NAV with respect to all shares of each such class, including shares issued under the Fund’s distribution reinvestment plan.

Eligibility to receive the shareholder servicing and/or distribution fee is conditioned on a broker providing the following ongoing services with respect to the Class S or Class D shares, as applicable: assistance with recordkeeping, answering investor inquiries regarding the Fund, including regarding distribution payments and reinvestments, helping investors understand their investments upon their request, and assistance with share repurchase requests. If the applicable broker is not eligible to receive the shareholder servicing and/or distribution fee due to failure to provide these services, the Distributor will waive the shareholder servicing and/or distribution fee that broker would have otherwise been eligible to receive. The shareholder servicing and/or distribution fees are ongoing fees that are not paid at the time of purchase.

The Fund will cease paying the shareholder servicing and/or distribution fee on the Class S and Class D shares on the earlier to occur of the following: (i) a listing of Institutional shares, (ii) our merger or consolidation with or into another entity, or the sale or other disposition of all or substantially all of our assets or (iii) the date following the completion of the primary portion of this offering on which, in the aggregate, underwriting compensation from all sources in connection with this offering, including the shareholder servicing and/or distribution fee and other underwriting compensation, is equal to 10% of the gross proceeds from our primary offering. In addition, consistent with exemptive relief allowing us to offer multiple classes of shares, at the end of the month in which the Distributor in conjunction with the transfer agent determines that total transaction or other fees, including upfront placement fees or brokerage commissions, and shareholder servicing and/or distribution fees paid with respect to any single share held in a shareholder’s account would exceed, in the aggregate, 10% of the gross proceeds from the sale of such share (or a lower limit as determined by the Distributor or the applicable selling agent), we will cease paying the shareholder servicing and/or distribution fee on all Class S and Class D shares in such shareholder’s account. We may modify this requirement if permitted by applicable exemptive relief. At the end of the month in which such 10% (or lower) limit it met, the applicable Class S shares and Class D shares in such shareholder’s account will convert into a number of Institutional shares (including any fractional shares), with an equivalent aggregate NAV as such Class S and Class D shares.

For the three months ended March 31, 2025, the Fund accrued distribution and shareholder servicing fees of $121,847 and $2,168, respectively, which were attributable to Class S and Class D shares. For the three months ended March 31, 2024, the Fund did not accrue any distribution and shareholder servicing fees.

Other Expenses

The Fund bears all expenses incurred in connection with its business, including fees and expenses outside of contracted services, such as custodian, administrative, legal, audit and tax preparation fees, costs of valuing investments, insurance costs, brokers’ and finders’ fees relating to investments, and any other transaction costs associated with the purchase and sale of investments.

4. Debt

Debt is comprised of a $450.0 million capacity revolving credit and term loan facility (the “Credit Facility”), a $150.0 million revolving credit facility (the “Revolving Credit Facility”), $70.0 million in 7.14% Series 2024A Senior Notes, Tranche A (the “Tranche A Notes”) and $55.0 million in 7.33% Series 2024A Senior Notes, Tranche B (the “Tranche B Notes” and, together with the Tranche A Notes, the “Notes”). Total debt outstanding and available at March 31, 2025 was as follows:

Total debt outstanding and available at March 31, 2025 was as follows:


	Maturity	Rate			Carrying Value		Available		Total Capacity
Credit Facility	2033	SOFR+1.82%			$	314,000,000	$	136,000,000	$	450,000,000
Revolving Credit Facility	2029	SOFR+2.00%				—		150,000,000		150,000,000
Tranche A Notes	2027		7.14	%		70,000,000		—		70,000,000
Tranche B Notes	2030		7.33	%		55,000,000		—		55,000,000
Total leverage					$	439,000,000		286,000,000		725,000,000
Unamortized issuance costs						5,013,154
Debt, net of unamortized issuance costs					$	444,013,154

4. Debt (Continued)

Total debt outstanding and available at December 31, 2024 was as follows:


	Maturity	Rate			Carrying Value		Available		Total Capacity
Credit Facility	2033	SOFR+1.97%			$	320,000,000	$	130,000,000	$	450,000,000
Revolving Credit Facility	2029	SOFR+2.00%				—		150,000,000		150,000,000
Tranche A Notes	2027		7.14	%		70,000,000		—		70,000,000
Total leverage						390,000,000	$	280,000,000	$	670,000,000
Unamortized issuance costs						5,014,633
Debt, net of unamortized issuance costs					$	395,014,633

On June 3, 2022, BlackRock Private Credit Fund Leverage I, LLC (the “Borrower”), a Delaware limited liability company and wholly-owned subsidiary of the Fund, established a $200.0 million combined revolving credit and term loan facility with PNC Bank, National Association as facility agent (the “Credit Facility”). The Credit Facility matures on June 3, 2032 and generally bears interest at three-month Term SOFR, plus (a) 1.55% if the aggregate balance of “Middle Market Loans” (as defined in Exhibit 10.1) is less than or equal to 25%, (b) 1.65% if the aggregate balance of Middle Market Loans is above 25% and less than or equal to 50%, (c) 1.80% if the aggregate balance of Middle Market Loans is above 50% and less than or equal to 75%, or (d) 1.90% if the aggregate balance of Middle Market Loans is above 75%.

On September 8, 2023, the Borrower entered into Amendment No. 1 to the Credit Facility (the “Amendment”). The Amendment extended the term commitment termination date under the Credit Facility with respect to term commitments entered into on the closing date to December 8, 2023. The Credit Facility is secured by all of the assets held by the Borrower. Under the Credit Facility, the Borrower has made certain customary representations and warranties, and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. The Credit Facility includes usual and customary events of default for credit facilities of this nature. Borrowings under the Credit Facility are considered borrowings of the Fund for purposes of complying with the asset coverage requirements under the 1940 Act. On December 15, 2023, the Borrower entered into Amendment No. 2 to the Credit Facility (the "Second Amendment"). The Second Amendment increased the total revolving commitments from $50.0 million to $75.0 million, increased total term commitments from $150.0 million to $225.0 million. The Second Amendment increased the facility margin level with (a) 1.62% if the aggregate balance of “Middle Market Loans” (as defined in Exhibit 10.1) is less than or equal to 25%, (b) 1.77% if the aggregate balance of Middle Market Loans is above 25% and less than or equal to 50%, (c) 1.96% if the aggregate balance of Middle Market Loans is above 50% and less than or equal to 75%, or (d) 2.12% if the aggregate balance of Middle Market Loans is above 75%.

On November 27, 2024, the Borrower entered into Amendment No. 3 to the Credit Facility (the "First Amended and Restated Credit and Security Agreement"). The amendment increased the total revolving commitments from $75.0 million to $125.0 million, increased total term commitments from $225.0 million to $325.0 million. The credit facility commitment fees accrual rate was amended at a rate equal to 0.35% per annum, if as of such date the outstanding principal amount of the Revolving Advances is greater than 50% of the Revolving Commitment otherwise the rate is 0.50% per annum. And the rate for Term Commitment is amended at 0.35% per annum for the first three months following any Incremental Commitment Effective Date, and thereafter 0.50% per annum. The Credit Facility includes usual and customary events of default for credit facilities of this nature. Borrowings under the Credit Facility are considered our borrowings for purposes of complying with the asset coverage requirements under the 1940 Act.

On April 19, 2024, the Fund entered into a Senior Secured Credit Agreement for a $75.0 million revolving credit facility (the “Revolving Credit Facility”) with Sumitomo Mitsui Banking Corporation, as administrative agent, and the lenders and issuing banks from time to time parties thereto. The Revolving Credit Facility matures on April 19, 2029 and generally bears interest at either (i) term SOFR plus a credit spread adjustment plus margin of 2.00% or 1.875% per annum or (ii) the prime rate plus a margin of 2.00% or 1.875% per annum, in each case subject to certain conditions. The Fund may elect either the term SOFR or prime rate at the time of drawdown. The Revolving Credit Facility is guaranteed by certain domestic subsidiaries of the Fund that are formed or acquired by the Fund in the future (collectively, the “Guarantors”). The Revolving Credit Facility is secured by substantially all of the portfolio investments held by the Fund and each Guarantor, subject to certain exceptions. On November 4, 2024, the Fund increased the commitment on the Revolving Credit Facility from $75 million to $150 million. As of March 31, 2025, there were no outstanding loans on the Revolving Credit Facility.

4. Debt (Continued)

On November 18, 2024, the Fund entered into a Master Note Purchase Agreement (the “Master Note Purchase Agreement”), governing the issuance (a) on November 18, 2024, of $70,000,000 aggregate principal amount of its 7.14% Series 2024A Senior Notes, Tranche A, due November 18, 2027 (the “Tranche A Notes”), and (b) on January 22, 2025 (subject to customary closing conditions), of $55,000,000 aggregate principal amount of its 7.33% Series 2024A Senior Notes, Tranche B, due January 22, 2030 (the “Tranche B Notes” and, together with the Tranche A Notes, the “Notes”), to qualified institutional investors in a private placement. The Tranche A Notes bear interest at a rate equal to 7.14% per annum that is payable semi-annually on May 18 and November 18 of each year, beginning on May 18, 2025. The Tranche B Notes bear interest at a rate equal to 7.33% per annum that is payable semi-annually on January 22 and July 22 of each year, beginning on July 22, 2025. The Notes will be guaranteed by certain domestic subsidiaries of the Fund that are formed or acquired by the Fund in the future (collectively, the “Guarantors”). The Tranche A Notes were issued at a closing on November 18, 2024, and the Tranche B Notes were issued at a closing on January 22, 2025, subject to customary closing conditions. As of March 31, 2025, there was $70.0 million and $55.0 million of outstanding Tranche A Notes and Tranche B Notes, respectively.

At March 31, 2025, there was $439.0 million of debt outstanding under the Credit Facility, the Tranche A Notes, and the Tranche B Notes, with a weighted-average interest rate, excluding fees of 6.43%. Outstanding debt is carried at amortized cost in the Consolidated Statements of Assets and Liabilities. As of March 31, 2025, the estimated fair value of the outstanding debt approximated their carrying value. At December 31, 2024, there was $390.0 million of debt outstanding under the Credit Facility, the Tranche A Notes, and the Tranche A Notes, with a weighted-average interest rate, excluding fees of 6.62%. Outstanding debt is carried at amortized cost in the Consolidated Statements of Assets and Liabilities. As of December 31, 2024, the estimated fair value of the outstanding debt approximated their carrying value.

Total expenses related to debt included the following:


	For the Three Months Ended March 31,
	2025		2024
Interest expense	$	6,387,190	$	3,102,384
Amortization of deferred debt issuance costs		243,524		56,379
Commitment fees		320,817		166,889
Total	$	6,951,531	$	3,325,652

5. Commitments and Contingencies

The Fund conducts business with brokers and dealers that are primarily headquartered in New York and Los Angeles and are members of the major securities exchanges. Banking activities are conducted with a firm headquartered in the Boston area.

In the normal course of business, investment activities involve executions, settlement and financing of various transactions resulting in receivables from, and payables to, brokers, dealers, and the custodian. These activities may expose the Fund to risk in the event that such parties are unable to fulfill contractual obligations. Management does not anticipate any material losses from counterparties with whom it conducts business. Consistent with standard business practice, the Fund enters into contracts that contain a variety of indemnifications and is engaged from time to time in various legal actions. The maximum exposure under these arrangements and activities is unknown. However, management expects the risk of material loss to be remote.

The Consolidated Schedule of Investments include certain revolving loan facilities and other commitments with unfunded balances at March 31, 2025 and December 31, 2024 as follows:

5. Commitments and Contingencies (Continued)


		Unfunded Balances
Issuer	Maturity Date	March 31, 2025 (Unaudited)		December 31, 2024
Accordion Partners LLC	11/15/2031	$	2,670,652	$	3,179,348
Accordion Partners LLC	11/15/2031		2,119,565		2,119,565
Accuserve Solutions, Inc.	3/15/2030		420,904		485,658
Alcami Corporation	12/21/2028		123,188		123,188
Alera Group, Inc.	11/17/2025	N/A			480,558
AmeriLife Holdings, LLC	8/31/2029		3,119,196	N/A
AmeriLife Holdings, LLC	8/31/2028		377,494		377,494
AmeriLife Holdings, LLC	8/31/2028		1,559,598	N/A
Applause App Quality, Inc.	10/24/2029		1,200,563		1,500,703
Avalara, Inc.	10/19/2028	N/A			377,651
Blackbird Purchaser, Inc.	12/19/2030		208,917		304,079
Blackbird Purchaser, Inc.	12/19/2030		204,820		236,331
Bluefin Holding, LLC (Allvue)	9/12/2029		1,190,668		1,190,668
Bullhorn, Inc.	10/1/2029		1,478,557		1,478,557
Bullhorn, Inc.	9/30/2029		2,524,995		2,524,995
Bynder Bidco B.V. (Netherlands)	1/26/2029		171,174		171,174
Bynder Bidco, Inc. (Netherlands)	1/26/2029		47,160		47,160
Cherry Bekaert Advisory, LLC	6/30/2028		447,254		447,254
Cherry Bekaert Advisory, LLC	6/30/2028		109,986		109,986
Citrin Cooperman Advisors LLC	3/6/2032		52,834	N/A
Clever Devices Ltd.	6/12/2030		803,941		556,574
Clydesdale Acquisition Holdings, Inc	4/13/2029		27,447	N/A
Cohnreznick Advisory LLC	3/26/2032		3,867,635	N/A
Community Merger Sub Debt LLC (CINC Systems)	1/18/2030		1,997,725		1,997,725
Compsych Holdings Corp	7/22/2031		3,737,596		3,737,596
Cotiviti Holdings, Inc	2/13/2032		1,200,000	N/A
CrewLine Buyer, Inc. (New Relic)	11/8/2030		995,744		995,744
Disco Parent, Inc. (Duck Creek Technologies)	3/30/2029		232,723		232,723
DNAnexus, Inc	12/20/2029		16,793,184		16,793,184
Douglas Holdings, Inc (Docupace)	8/27/2030		1,858,858		1,858,858
Douglas Holdings, Inc (Docupace)	8/27/2030		773,745		890,768
Douglas Holdings, Inc (Docupace)	8/27/2030		743,543		743,543
Douglas Holdings, Inc (Docupace)	8/27/2030	N/A			2,044,744
e-Discovery Acquireco, LLC (Reveal)	8/29/2029		1,153,163		1,441,453
EdgeCo Buyer, Inc.	6/1/2028		585,680		585,680
EdgeCo Buyer, Inc.	6/1/2028		5,220,365		5,856,804
FirstUp, Inc	7/13/2027		908,548	N/A
Focus Financial Partners, LLC	9/10/2031	N/A			238,727
Fusion Holding Corp. (Finalsite)	9/15/2027		185,567		371,133
Fusion Risk Management, Inc.	5/22/2029		457,601		457,601
G-3 Apollo Acquisition Corp (Appriss Retail)	3/10/2031		2,870,057	N/A
G-3 Apollo Acquisition Corp (Appriss Retail)	3/10/2031		2,563,918	N/A
GC Champion Acquisition LLC (Numerix)	8/19/2028		3,682,906		3,682,906
GC Waves Holdings, Inc. (Mercer)	8/10/2029		831,419		831,419
Grant Thornton Advisors LLC	6/2/2031		154,305		34,936
GTY Technology Holdings Inc.	7/9/2029		887,107		264,374
GTY Technology Holdings Inc.	7/9/2029	N/A			770,655

5. Commitments and Contingencies (Continued)


		Unfunded Balances (Continued)
Issuer	Maturity Date	March 31, 2025 (Unaudited)		December 31, 2024
Higginbotham Insurance Agency, Inc.	11/25/2028	$	753,756	$	917,024
Honey Intermediate, Inc. (iLobby) (Canada)	9/26/2030		1,872,401		1,872,401
HSI Halo Acquisitions, Inc.	6/28/2031		912,423		912,423
HSI Halo Acquisitions, Inc.	6/28/2031		735,825		735,825
Huckabee Acquisition, LLC (MOREgroup)	1/16/2030		1,020,417		1,020,417
Huckabee Acquisition, LLC (MOREgroup)	1/16/2030		612,250		612,250
Integrity Marketing Acquisition, LLC	8/25/2028		6,014,041		7,686,777
Integrity Marketing Acquisition, LLC	8/25/2028		4,184,623		4,319,357
Intercept Bidco, Inc.	6/3/2030		2,591,349		2,591,349
Intercept Bidco, Inc.	6/3/2030		1,727,566		1,727,566
IvyRehab Intermediate II, LLC	4/23/2029		2,175,756		8,703,024
Lighthouse Parent Holdings, Inc (Aperture)	12/20/2031		2,713,024		2,713,024
Lighthouse Parent Holdings, Inc (Aperture)	12/20/2031		1,085,209		1,085,209
LJ Avalon Holdings, LLC (Ardurra)	2/1/2030		2,299,429		2,299,429
LJ Avalon Holdings, LLC (Ardurra)	2/1/2029		123,067		123,067
Logicmonitor, Inc	11/19/2031		1,856,512		1,856,512
Lucky US BuyerCo, LLC (Global Payments)	3/30/2029		106,483		163,820
Madison Logic Holdings, Inc.	12/30/2027		85,805		85,805
MH Sub I, LLC (Micro Holding Corp.)	12/11/2031	N/A			262,398
Modigent, LLC (Pueblo)	8/23/2027		1,021,491		161,736
Modigent, LLC (Pueblo)	8/23/2028		3,372,660		5,353,117
Kaman Corporation	1/30/2032		412,376	N/A
Kid Distro Holdings, LLC	10/1/2029		585,700		585,700
Oranje Holdco, Inc. (KnowBe4)	2/1/2029		180,686		180,686
Payroc, LLC	11/1/2027		166,509		166,509
PlayPower, Inc	8/28/2030		2,070,380		2,070,380
Peter C. Foy & Associates Insurance Services, LLC (PCF Insurance)	11/1/2028		854,032		1,545,484
PMA Parent Holdings, LLC	1/31/2031		1,270,184		1,270,184
Raven Acquisition Holdings LLC (R1 RCM)	11/19/2031		228,326		105,659
Renaissance Holding Corp.	4/5/2030		970,000	N/A
Rialto Management Group, LLC	12/5/2030		395,598		395,598
Sauer Brands Inc	2/5/2032		26,546	N/A
Secretariat Advisors LLC	2/24/2032		885,777	N/A
Signia Aerospace LLC	11/21/2031		257,898		115,688
Serrano Parent, LLC (Sumo Logic)	5/13/2030		409,922		409,922
Skydio, Inc	12/4/2029		3,750,000		3,750,000
Skydio, Inc	12/4/2029		3,750,000		3,750,000
Spark Buyer, LLC (SPARKSTONE)	10/15/2031		4,701,603		4,701,603
Spark Buyer, LLC (SPARKSTONE)	10/15/2031		2,350,802		2,350,802
Spartan Bidco Pty Ltd (StarRez) (Australia)	1/24/2028		548,308	N/A
Spartan Bidco Pty Ltd (StarRez) (Australia)	1/24/2028	N/A			548,308
Streamland Media Midco LLC	3/31/2029		197,242	N/A
SumUp Holdings Luxembourg S.A.R.L. (Luxembourg)	4/25/2031		3,200,000		3,200,000
Thunder Purchaser, Inc. (Vector Solutions)	6/30/2028		342,194		1,368,776
Titan Home Improvement, LLC (Renuity)	5/31/2030		1,810,099		1,810,099
Titan Home Improvement, LLC (Renuity)	5/30/2030		1,508,416		1,508,416
Trintech, Inc.	7/25/2029		516,842		516,842

5. Commitments and Contingencies (Continued)


		Unfunded Balances (Continued)
Issuer	Maturity Date	March 31, 2025 (Unaudited)		December 31, 2024
Vensure Employer Services, Inc.	9/19/2031	$	2,629,513	$	2,754,691
Vortex Companies, LLC	9/4/2029		4,844,305		7,634,803
Vortex Companies, LLC	9/4/2029		1,713,916		1,713,916
Wealth Enhancement Group, LLC	10/2/2028		6,568,140		6,568,140
Wealth Enhancement Group, LLC	10/4/2028		237,731		1,031,615
Wealth Enhancement Group, LLC	10/4/2028		1,318,338		1,318,338
Zendesk Inc.	11/22/2028		251,563		251,563
Zendesk Inc.	11/22/2028		610,938		610,938
Total Unfunded Balances		$	155,388,273	$	156,978,706

6. Other Related Party Transactions

The Investment Adviser has paid all of the Fund’s organizational and offering expenses on the Fund’s behalf. During each of the 36 months following the commencement of the Fund’s operations, the Fund will reimburse the Investment Adviser for any and all Expense Payments incurred by the Investment Adviser under the Expense Support Agreement to the extent that the Fund’s annual Operating Expenses do not exceed 1.25% of the value of the Fund’s net assets, calculated monthly based on month-end net assets. For the year ended December 31, 2024, the Fund’s annual operating expenses did not exceed 1.25% of the value of the Fund’s net assets, and the Fund is therefore obligated to reimburse the Investment Adviser for such portion of Expense Payments incurred by the Investment Adviser under the Expense Support Agreement.

From time to time, the Investment Adviser advances payments to third parties on behalf of the Fund and receives reimbursement from the Fund. At March 31, 2025 and December 31, 2024, amounts reimbursable to the Investment Adviser totaled $1.0 million and $1.1 million, respectively, as reflected in the Consolidated Statements of Assets and Liabilities.

The Fund has entered into an administration agreement (the “Administration Agreement”) with the Administrator. Pursuant to the Administration Agreement, the Administrator will perform (or oversee, or arrange for, the performance by third parties of) the administrative services necessary for the operation of the Fund, including but not limited to, determining and publishing the Fund's net asset value (“NAV”), overseeing the preparation and filing of the Fund's tax returns, and the printing and dissemination of reports to shareholders of the Fund, and generally overseeing the payment of the Fund's expenses and the performance of administrative and professional services rendered to the Fund by others. The Fund reimburses the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities thereunder, including payments to the Administrator in an amount equal to the Fund’s allocable portion of overhead and other expenses incurred by the Administrator or its affiliate in performing its obligations and services under the Administration Agreement, such as rent, license fees and other costs associated with computer software utilized in providing such obligations and services and the Fund’s allocable portion of the cost of personnel attributable to performing such obligations and services, including, but not limited to, marketing, legal and other services performed by the Administrator for the Fund. The Administrator will also, on behalf of the Fund, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other shareholders servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks, shareholders and such other persons in any such other capacity deemed to be necessary or desirable. For the three months ended March 31, 2025 and 2024, the Fund incurred $0.3 million and $0.3 million, respectively, for such administrative service expenses.

7. Stockholders’ Equity and Dividends

The Fund is offering on a continuous basis up to $5,000,000,000 of the Fund’s common shares of beneficial interest (“Common Shares”). The Fund is offering to sell any combination of three classes of Common Shares, Class D shares, Class S shares and Institutional shares, with a dollar value up to the maximum offering amount. The share classes have different ongoing shareholder servicing and/or distribution fees. The purchase price per share for each class of Common Shares equals the Fund’s NAV per share, as of the effective date of the monthly share purchase date. The Fund’s offering is a “best efforts” offering, which means that BlackRock Investments, LLC, the distributor for the offering, will use its best efforts to sell shares, but is not obligated to purchase or sell any specific amount of shares in this offering.

7. Stockholders’ Equity and Dividends (Continued)

The Fund has the authority to issue an unlimited number of Common Shares of any class and an unlimited number of shares of preferred shares, at a par value $0.001 per share. As of March 31, 2025, the Fund had 28,645,909 Institutional shares, 2,604,532 Class S shares, and 148,082 Class D shares issued and outstanding.

The following table summarizes transactions in Common Shares for the three months ended March 31, 2025 and 2024:


	For the Three Months Ended March 31, (1)
	2025						2024
	Shares			Amount			Shares			Amount
Institutional Class
Subscriptions		3,896,779		$	96,387,448			1,322,168		$	32,918,671
Share transfers between classes		—			—			—			—
Distributions reinvested		468,209			11,580,885			276,320			6,877,969
Share Repurchases		(53,212	)		(1,317,216	)		(23,540	)		(588,029	)
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		4,311,776		$	106,651,117			1,574,948		$	39,208,611

Class S
Subscriptions		795,280			19,665,500			—			—
Share transfers between classes		—			—			—			—
Distributions reinvested		4,161			102,864			—			—
Share Repurchases		(3,084	)		(76,445	)		—			—
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		796,357			19,691,919			—			—

Class D
Subscriptions		20,572			508,750			—			—
Share transfers between classes		—			—			—			—
Distributions reinvested		129			3,186			—			—
Share Repurchases		—			—			—			—
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		20,701			511,936			—			—

______________________

(1)

Class S commenced operations on June 1, 2024 and Class D commenced operations on August 1, 2024.

We expect to determine our NAV for each class of shares each month as of the last day of each calendar month. The NAV per share for each class of shares is determined by dividing the value of total assets attributable to the class minus liabilities attributable to the class by the total number of Common Shares outstanding of the class at the date as of which the determination is made. Shares are issued at an offering price equivalent to the most recent NAV per share available for each share class, which will be the prior calendar day NAV per share (i.e. the prior month-end NAV). The following table presents our monthly NAV per share for each of the three classes of shares since our inception through March 31, 2025.

7. Stockholders’ Equity and Dividends (Continued)

          
         NAV per Share

         For the Month Ended

         Institutional Class

         Class S

         Class D

June 30, 2022

23.49

N/A

N/A

July 31, 2022

24.40

N/A

N/A

August 31, 2022

24.86

N/A

N/A

September 30, 2022

23.74

N/A

N/A

October 31, 2022

23.89

N/A

N/A

November 30, 2022

23.93

N/A

N/A

December 31, 2022

23.69

N/A

N/A

January 31, 2023

24.28

N/A

N/A

February 28, 2023

24.25

N/A

N/A

March 31, 2023

24.23

N/A

N/A

April 30, 2023

24.38

N/A

N/A

May 31, 2023

24.05

N/A

N/A

June 30, 2023

24.49

N/A

N/A

July 31, 2023

24.73

N/A

N/A

August 31, 2023

24.85

N/A

N/A

September 30, 2023

24.99

N/A

N/A

October 31, 2023

24.70

N/A

N/A

November 30, 2023

24.87

N/A

N/A

December 31, 2023

24.85

N/A

N/A

January 31, 2024

24.92

N/A

N/A

February 29, 2024

24.93

N/A

N/A

March 31, 2024

24.98

N/A

N/A

April 30, 2024

24.93

N/A

N/A

May 31, 2024

24.95

N/A

N/A

June 30, 2024

24.84

24.84

N/A

July 31, 2024

24.75

24.75

N/A

August 31, 2024

24.79

24.79

24.79

September 30, 2024

24.77

24.77

24.77

October 31, 2024

24.83

24.83

24.83

November 30, 2024

24.84

24.84

24.84

December 31, 2024

24.79

24.79

24.79

January 31, 2025

24.77

24.77

24.77

February 28, 2025

24.64

24.64

24.64

March 31, 2025

24.42

24.42

24.42

Dividends and distributions to common shareholders are recorded on the ex-dividend date. Distributions are declared considering net investment income available for distribution to shareholders, at the discretion of our Board of Trustees.

7. Stockholders’ Equity and Dividends (Continued)

Institutional Class

The following tables summarize the Fund's dividends declared for the Institutional Class shares for the three months ended March 31, 2025 and 2024:


Date Declared	Record Date	Payment Date	Type	Amount Per Share		Total Amount
January 26, 2024	January 30, 2024	February 27, 2024	Regular		0.23		2,348,876
February 23, 2024	February 28, 2024	March 27, 2024	Regular		0.23		2,471,608
March 26, 2024	March 28, 2024	April 26, 2024	Regular		0.23		2,572,189
				$	0.69	$	7,392,673
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	5,923,347
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		6,249,265
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		6,588,559
				$	0.69	$	18,761,171

Class S Shares

The following table summarizes the Fund's dividends declared for the Class S shares for the three months ended March 31, 2025. No Class S shares were outstanding for the three months ended March 31, 2024.


Date Declared (1)	Record Date	Payment Date	Type	Gross Amount Per Share		Amount Per Share Net of Shareholder Servicing and/or Distribution Fees		Gross Amount		Net Amount
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	0.21	$	472,537	$	436,377
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		0.21		527,138		487,029
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		0.21		599,042		553,463
				$	0.69	$	0.64	$	1,598,717	$	1,476,870

_____________________________________________

(1)

Class S commenced operations on June 1, 2024.

Class D Shares

The following table summarizes the Fund's dividends declared for the Class D shares for the three months ended March 31, 2025. No Class D shares were outstanding for the three months ended March 31, 2024.


Date Declared (1)	Record Date	Payment Date	Type	Gross Amount Per Share		Amount Per Share Net of Shareholder Servicing and/or Distribution Fees		Gross Amount		Net Amount
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	0.22	$	30,170	$	29,488
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		0.22		32,328		31,597
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		0.23		34,059		33,304
				$	0.69	$	0.67	$	96,557	$	94,389

_____________________________________________

(1)

Class D commenced operations on August 1, 2024.

Character of Distributions

The Fund may fund its cash distributions to shareholders from any source of funds available to the Fund, including but not limited to offering proceeds, net investment income from operations, capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense support from the Investment Adviser, which is subject to recoupment.

7. Stockholders’ Equity and Dividends (Continued)

Through October 31, 2024, all of the Fund’s distributions resulted from net investment income. From November 1, 2024 through March 31, 2025, certain of the Fund's distributions were from sources other than net investment income. In the future, a portion of the Fund's distributions may result from expense support from the Investment Adviser, which is subject to repayment by the Fund within three years from the date of payment. Shareholders should understand that any such distribution may not be based solely on the Fund’s investment performance, and can only be sustained if the Fund achieves positive investment performance in future periods and/or the Investment Adviser continues to provide expense support. Shareholders should also understand that the Fund’s future repayments of expense support will reduce the distributions that they would otherwise receive. There can be no assurance that the Fund will achieve the performance necessary to sustain these distributions, or be able to pay distributions at all.

Sources of distributions, other than net investment income and realized gains on a GAAP basis, may include required adjustments to GAAP net investment income in the current period to determine taxable income available for distributions. The following tables present the sources of cash distributions on a GAAP basis that the Fund has declared on its common shares:


	For the Three Months Ended March 31, 2025
	Class I				Class S				Class D
Source of Distribution	Per Share		Amount		Per Share		Amount		Per Share		Amount
Net investment income	$	0.55	$	14,898,946	$	0.50	$	1,152,240	$	0.53	$	74,542
Net realized gains		0.14		3,862,225		0.14		324,630		0.14		19,847
Total	$	0.69	$	18,761,171	$	0.64	$	1,476,870	$	0.67	$	94,389


	For the Three Months Ended March 31, 2024 (1)
	Class I				Class S				Class D
Source of Distribution	Per Share		Amount		Per Share		Amount		Per Share		Amount
Net investment income	$	0.69	$	7,392,673	$	—	$	—	$	—	$	—
Net realized gains		—		—		—		—		—		—
Total	$	0.69	$	7,392,673	$	—	$	—	$	—	$	—

______________________________________

(1)

Class S commenced operations on June 1, 2024 and Class D commenced operations on August 1, 2024.

8. Share Repurchase Program

At the discretion of the Fund’s Board of Trustees, the Fund is conducting a share repurchase program in which the Fund is repurchasing, in each quarter, up to 5% of the Fund’s Common Shares outstanding (either by number of shares or aggregate NAV) as of the close of the previous calendar quarter. The Fund does not intend to conduct a share repurchase offer during any calendar quarter for which our liquid assets plus available and undrawn leverage are less than 25% of our net assets as of the date of the most recent publicly available NAV prior to the commencement of such calendar quarter. In addition, our Board of Trustees may amend, suspend or terminate the share repurchase program at any time if it deems such action to be in our best interest and the best interest of our shareholders. As a result, share repurchases may not be available each quarter. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act. All shares purchased by us pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.

Under the Fund’s share repurchase plan, to the extent the Fund offers to repurchase shares in any particular quarter, the Fund expects to repurchase shares pursuant to tender offers on or around the last business day of that quarter using a purchase price equal to the NAV per share as of the last business day of the applicable quarter, except that shares that have not been outstanding for at least one year will be repurchased at 98% of such NAV (an “Early Repurchase Deduction”).The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction may be waived at the Fund’s or Distributor’s discretion in the case of repurchase requests arising from the death, divorce or qualified disability of the holder, or due to trade or operational error. The Early Repurchase Deduction will be waived in the event that a shareholder’s shares are repurchased because the shareholder has failed to maintain the $500 minimum account balance. The Early Repurchase Deduction will be retained by the Fund for the benefit of remaining shareholders. The Fund commenced its initial quarterly repurchase offer on April 28, 2023.

8. Share Repurchase Program (Continued)

The following table presents information with respect to the Fund's repurchases for the three months ended March 31, 2025 and 2024:


Repurchase Offer Commencement Date	Repurchase request deadline	Number of Shares Repurchased (All Classes)		Percentage of Outstanding Shares Repurchased(1)			Price Paid Per Share		Repurchase Pricing Date	Amount Repurchased (All Classes)(2)		Maximum number of shares that may yet be repurchased(3)
January 31, 2025	February 28, 2025		139,189		0.5	%	$	24.42	March 31, 2025	$	3,398,946		—

______________________

(1)

Percentage is based on total shares as of the close of the previous calendar quarter.

(2)

Net of Early Repurchase Deduction (if any).

(3)

All repurchase requests were satisfied in full.


Repurchase Offer Commencement Date	Repurchase request deadline	Number of Shares Repurchased (All Classes)		Percentage of Outstanding Shares Repurchased(1)			Price Paid Per Share		Repurchase Pricing Date	Amount Repurchased (All Classes)(2)		Maximum number of shares that may yet be repurchased(3)
January 31, 2024	February 29, 2024		23,540		0.2	%	$	24.98	March 31, 2024	$	588,036		—

______________________

(4)

Percentage is based on total shares as of the close of the previous calendar quarter.

(5)

Net of Early Repurchase Deduction (if any).

(6)

All repurchase requests were satisfied in full.

9. Financial Highlights

The following are the financial highlights for the three months ended March 31, 2025 and 2024. No Class S or Class D shares were outstanding for the three months ended March 31, 2024.


	For the Three Months Ended March 31,
	2025(1)									2024
	Institutional Class			Class S			Class D			Institutional Class
Per Common Share
Per share NAV at beginning of period	$	24.79		$	24.79		$	24.79		$	24.85
Investment operations: (2)
Net investment income before excise taxes		0.55			0.50			0.53			0.69
Net investment income		0.55			0.50			0.53			0.69
Net realized and unrealized gain (loss)		(0.23	)		(0.23	)		(0.23	)		0.13
Total from investment operations		0.32			0.27			0.30			0.82

Dividends to common shareholders		(0.69	)		(0.64	)		(0.67	)		(0.69	)
Per share NAV at end of period	$	24.42		$	24.42		$	24.42		$	24.98

Total return based on net asset value: (3)		1.29	%		1.09	%		1.21	%		3.30	%

Shares outstanding at end of period		28,645,909			2,604,532			148,082			11,183,432
Ratios to average net asset value: (4)
Net investment income(5)		10.03	%		9.44	%		9.73	%		12.61	%
Expenses before incentive fee (6)		6.26	%		7.35	%		6.49	%		7.90	%
Expenses and incentive fee (7)		6.50	%		7.60	%		6.74	%		8.30	%

Ending net asset value	$	699,521,530		$	63,601,626		$	3,616,110		$	279,409,264
Weighted-average number of common shares		27,190,749			2,317,817			139,917			10,713,313

Fund-level Supplemental Data
Portfolio turnover rate		6.31	%								2.73	%
Weighted-average debt outstanding	$	393,000,000								$	167,956,044
Weighted-average interest rate on debt		6.61	%								7.43	%
Weighted-average debt per share	$	12.52								$	15.02

(1)

Class S commenced operations on June 1, 2024 and Class D commenced operations on August 1, 2024.

9. Financial Highlights (Continued)

(2)

Per share changes in net asset value are computed based on the actual number of shares outstanding during the time such activity occurred.

(3)

Not annualized for periods less than one year. Total return based on net asset value equals the change in net asset value per share during the period plus declared dividends per share during the period, divided by the beginning net asset value per share at the beginning of the period.

(4)

Annualized for periods less than one year except for incentive fees and other certain non-recurring expenses.

(5)

Net of incentive fees and excise taxes.

(6)

Includes interest and other debt costs but excludes excise taxes.

(7)

Includes incentive fees and all Fund expenses including interest and other debt costs but excludes excise taxes.

10. Senior Securities

Information about the Fund's senior securities is shown in the following table for each of the years ended December 31, 2024, 2023 and 2022 and the period ended March 31, 2025.


Class and Year	Total Amount Outstanding(1)		Asset Coverage Per Unit(2)		Involuntary Liquidating Preference Per Unit(3)		Average Market Value Per Unit(4)
Credit Facility
As of March 31, 2025 (Unaudited)	$	314,000,000	$	3,813		—	N/A
Fiscal year 2024		320,000,000		3,229		—	N/A
Fiscal year 2023		156,000,000		2,510		—	N/A
Fiscal year 2022		95,000,000		2,225		—	N/A
Revolving Credit Facility
As of March 31, 2025 (Unaudited)	$	—	$	3,813
Fiscal year 2024		—		3,229		—	N/A
Unsecured Notes
As of March 31, 2025 (Unaudited)	$	125,000,000	$	2,726		—	N/A
Fiscal year 2024	$	70,000,000	$	2,656		—	N/A

(1)

Total amount of each class of senior securities outstanding at the end of the period presented.

(2)

The asset coverage ratio for a class of senior securities representing indebtedness is calculated as our total assets, less all liabilities and indebtedness not represented by senior securities, divided by senior securities representing indebtedness. The asset coverage ratio with respect to indebtedness is multiplied by $1,000 to determine the Asset Coverage Per Unit.

(3)

The amount to which such class of senior security would be entitled upon the voluntary liquidation of the issuer in preference to any security junior to it. The “—” in this column indicates that the SEC expressly does not require this information to be disclosed for certain types of senior securities.

(4)

The Fund's senior securities are not registered for public trading.

11. Subsequent Events

On April 1, 2025, the Fund accepted $72.5 million of additional subscriptions, to purchase $63.2 million of additional Institutional shares, $8.9 million of additional Class S shares and $0.4 million of additional Class D shares, par value $0.001 per share. On April 21, 2025, the number of shares being purchased was fixed when the purchase price of $24.42 per Institutional, Class S shares and Class D shares were determined by the Fund. As a result, the Fund issued 2.6 million Institutional shares, 0.4 million Class S shares and 0.0 million Class D shares and received $72.5 million in proceeds.

On April 24, 2025, the Fund declared a regular distribution as follows:


	Gross Distribution		Shareholder Servicing and/or Distribution Fee		Net Distribution
Institutional Shares	$	0.2300	$	—	$	0.2300
Class S Shares		0.2300		0.0173		0.2127
Class D Shares		0.2300		0.0051		0.2249

The distribution will be payable to shareholders of record at the close of business on April 29, 2025 and will be paid on May 28, 2025. The distribution will be paid in cash or reinvested in Fund shares for shareholders participating in the Fund’s distribution reinvestment plan.

On May 2, 2025, the Fund entered into Amendment No. 1 to the First Amended and Restated Credit and Security Agreement (the “Credit Facility Amendment”). Pursuant to the Credit Facility Amendment, under the Credit Facility, the combined commitments under the revolving credit and term loan facility are increased from $450,000,000 to $650,000,000. The Credit Facility Amendment modifies certain other terms of the Credit Facility, including extending the prepayment lockout period until the first anniversary of the closing date of the Credit Facility Amendment.

12. Segment Reporting

The Fund's chief executive officer and chief financial officer act as the Fund's Chief Operating Decision Maker (the “CODM”). The CODM is responsible for assessing performance, allocating resources and making operating decisions of the Fund on a consolidated basis based on the net increase (decrease) in net assets resulting from operations (“net income”) of the Fund. The CODM has concluded that the Fund operates through a single operating and reporting segment with an investment objective to generate both current income and capital appreciation through debt and equity investments. In addition to numerous other factors and metrics, the CODM utilizes net income as a key metric in determining the amount of dividends to be distributed to the Fund's shareholders. As the Fund's operations comprise of a single reporting segment, the segment assets are reflected on the accompanying Consolidated Statements of Assets and Liabilities as “total assets” and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

BlackRock Private Credit Fund

Consolidated Schedule of Restricted Securities of Unaffiliated Issuers (Unaudited)

March 31, 2025


Investment		Acquisition Date
New Insight Holdings, Inc. (Dynata), Common Shares		7/15/2024
48forty Intermediate Holdings, Inc., Common Shares		11/5/2024
Streamland Media Holdings LLC, Common Units		3/31/2025

BlackRock Private Credit Fund

Consolidated Schedule of Restricted Securities of Unaffiliated Issuers

December 31, 2024


Investment		Acquisition Date
New Insight Holdings, Inc. (Dynata), Common Shares		7/15/2024
48forty Intermediate Holdings, Inc., Common Shares		11/5/2024

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with our unaudited consolidated financial statements and notes thereto appearing elsewhere in this quarterly report. Some of the statements in this report (including in the following discussion) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or the future performance or financial condition of BlackRock Private Credit Fund (the “Fund,” “we,” “us” or “our”). The forward-looking statements contained in this report involve a number of risks and uncertainties, including statements concerning:

•

the Fund’s, or the Fund’s portfolio companies’, future business, operations, operating results or prospects;

•

the return or impact of current and future investments;

•

the impact of a protracted decline in the liquidity of credit markets on the Fund’s business;

•

the impact of fluctuations in interest rates on the Fund’s business;

•

the impact of changes in laws or regulations governing the Fund’s operations or the operations of the Fund’s portfolio companies;

•

the Fund’s contractual arrangements and relationships with third parties;

•

the general economy and its impact on the industries in which the Fund invests;

•

the financial condition of and ability of the Fund’s portfolio companies to achieve their objectives;

•

the Fund’s expected financings and investments;

•

the adequacy of the Fund’s financing resources and working capital;

•

the ability of the Advisers to locate suitable investments for the Fund and to monitor and administer the Fund’s investments;

•

the timing of cash flows, if any, from the operations of the Fund’s portfolio companies;

•

the timing, form and amount of any dividend distributions; and

•

the Fund’s ability to maintain the Fund’s qualification as a regulated investment company and as a business development company.

We use words such as “anticipate,” “believe,” “expect,” “intend,” “will,” “should,” “could,” “may,” “plan” and similar words to identify forward-looking statements. The forward-looking statements contained in this quarterly report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth as “Risk Factors” in this report.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the SEC, including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.

Overview

The Fund is a Delaware statutory trust formed on December 23, 2021 and is an externally managed, closed-end, non-diversified management investment company. We have elected to be regulated as a BDC under the 1940 Act. Our investment objective is to achieve high risk-adjusted returns produced primarily from current income generated by investing primarily in senior secured corporate debt instruments. We seek to achieve our investment objective through investments in privately-originated, performing senior secured debt primarily in North America-based companies with target enterprise values between $100 million and $1.5 billion. Performing debt is debt that at the time of investment is not defaulted or, in the view of the Advisers, distressed. The Fund targets positions in first lien, second lien and unitranche debt, with a preference for floating-rate debt, which the Advisers believe provides flexibility to adapt to changing market conditions. The Fund may invest in securities of any maturity and credit quality. Our investment activities will benefit from what we believe are the competitive advantages of our Advisers, including its diverse in-house skills, proprietary deal flow, and consistent and rigorous investment process focused on established, middle-market companies.

The Fund has elected to be treated as a RIC for U.S. federal income tax purposes. As a RIC, the Fund will not be taxed on its income to the extent that it distributes such income each year and satisfies other applicable income tax requirements.

To qualify as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements and timely distribute to our shareholders generally at least 90% of our investment company taxable income, as defined by the Code, for each year. Pursuant to this election, we generally will not have to pay corporate level taxes on any income that we distribute to our shareholders provided that we satisfy those requirements.

Investments

Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle-market companies, the level of merger and acquisition activity, the general economic environment and the competitive environment for the types of investments we make.

As a BDC, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities and indebtedness of private U.S. companies, public U.S. operating companies whose securities are not listed on a national securities exchange or registered under the Exchange Act, public domestic operating companies having a market capitalization of less than $250 million, cash, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. We are also permitted to make certain follow-on investments in companies that were eligible portfolio companies at the time of initial investment but that no longer meet the definition. As of March 31, 2025, approximately 93.9% of our total assets were invested in qualifying assets.

Revenues

We generate revenues primarily in the form of interest on the debt we hold. We also generate revenue from dividends on our equity interests, capital gains on the disposition of investments, and certain lease, fee, and other income. Our investments in fixed income instruments generally have an expected maturity of three to five years, although we have no lower or upper constraint on maturity. Interest on our debt investments is generally payable quarterly or semi-annually. Payments of principal of our debt investments may be amortized over the stated term of the investment, deferred for several years or due entirely at maturity. In some cases, our debt investments and preferred stock investments may defer payments of cash interest or dividends or PIK. Any outstanding principal amount of our debt investments and any accrued but unpaid interest will generally become due at the maturity date. In addition, we may generate revenue in the form of prepayment fees, commitment, origination, structuring or due diligence fees, end-of-term or exit fees, fees for providing significant managerial assistance, consulting fees and other investment related income.

Expenses

The Fund will be responsible for paying the compensation of the Investment Advisers. In addition, the Fund will generally be responsible for all operating expenses of the Fund, and shall pay, and shall reimburse the Investment Adviser or the Administrator and their respective affiliates for, all fees, costs, expenses, liabilities and obligations of the Fund relating or attributable to:

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our organization;

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calculating our net asset value (including the cost and expenses of any independent valuation firms);

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interest payable on debt, if any, incurred to finance our investments;

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the base management fee and any incentive fee;

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dividends and distributions on our Common Shares;

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administration fees payable under the Administration Agreement;

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fees payable to third parties relating to, or associated with, making investments;

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transfer agent and custodial fees;

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registration fees;

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taxes;

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director fees and expenses;

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costs of preparing and filing reports or other documents with the SEC;

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costs of any reports, proxy statements or other notices to our shareholders, including printing costs;

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our fidelity bond;

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directors and officers/errors and omissions liability insurance, and any other insurance premiums;

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indemnification payments;

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direct costs and expenses of administration, including audit and legal costs; and

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all other expenses reasonably incurred by us and the Administrator in connection with administering our business, such as the allocable portion of overhead under the Administration Agreement, including rent and other allocable portions of the cost of certain of our officers and their respective staffs.

The Advisory Agreement provides that the management fee is calculated at an annual rate of 1.25% of the value of the Fund’s net assets at the end of the most recently completed calendar month and payable monthly in arrears. For purposes of calculating the base management fee, “net assets” means the Fund’s total assets less liabilities determined on a consolidated basis in accordance with GAAP. For the first calendar month in which the Fund had operations, net assets were measured as the beginning net assets as of the date on which the Fund first issued Common Shares to one or more investors (other than the Investment Adviser and its affiliates). The Investment Adviser agreed to waive its management fee for the first twelve months following the date of the commencement of the Fund’s operations.

Additionally, the Advisory Agreement provides that the Investment Adviser may be entitled to incentive fee under certain circumstances. According to the terms of such agreement, the incentive fee equals the sum of (i) 12.5% of all net investment income and (ii) 12.5% of all net realized capital gains (net of any net unrealized capital depreciation) less net investment income incentive fee and capital gains incentive fee previously paid. However, incentive fee will only be paid to the extent the cumulative total return of the Fund after the incentive fee and including such payment would equal or exceed a 5% annual return on daily weighted-average unreturned contributed capital contributions. The determination of the incentive fee is subject to limitations under the 1940 Act and the Advisers Act.

Pursuant to the Amended and Restated Fee Waiver and Expense Support and Reimbursement Agreement between the Fund and the Investment Adviser, dated as of August 29, 2022, as amended on April 25, 2023, the Investment Adviser agreed to waive its base management fee and incentive fee for the period from the date of the commencement of the Fund’s operations through December 31, 2023.

Pursuant to the Sub-Advisory Agreement, the Investment Adviser, and not the Fund, will pay a portion of the management fee received by the Investment Adviser to the Sub-Adviser as a sub-advisory fee to the Sub-Adviser in an amount equal to a percentage of the average daily value of the Fund’s assets allocated to the Sub-Adviser.

Critical accounting policies and estimates

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. Management considers the following critical accounting policies important to understanding the consolidated financial statements. In addition to the discussion below, our critical accounting policies are further described in the notes to our consolidated financial statements.

Valuation of portfolio investments

Pursuant to Rule 2a-5 under the 1940 Act, which establishes requirements for determining fair value in good faith for purposes of the 1940 Act, the Fund's Board of Trustees has designated the Investment Adviser as the Fund's valuation designee (the "Valuation Designee") to perform certain fair value functions, including performing fair value determinations. As required by Rule 2a-5, the Valuation Designee provides periodic fair valuation reporting and notifications on behalf of the Fund to the Board of Trustees to facilitate the Board of Trustees' oversight duties.

We value our portfolio investments at fair value based upon the principles and methods of valuation set forth in the Valuation Designee's policies and procedures adopted for the Fund by the Valuation Designee. Fair value is defined as the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. Market participants are buyers and sellers in the principal (or most advantageous) market for the asset that (i) are independent of us, (ii) are knowledgeable, having a reasonable understanding about the asset based on all available information (including information that might be obtained through due diligence efforts that are usual and customary), (iii) are able to transact for the asset, and (iv) are willing to transact for the asset or liability (that is, they are motivated but not forced or otherwise compelled to do so).

When market quotations are not readily available or are believed by the Valuation Designee to be inaccurate or unreliable, the Fund’s investments are valued at fair value (“Fair Value Assets”). Fair Value Assets are valued by the Valuation Designee in accordance with documented valuation policies and procedures reviewed and approved by a committee established by the Valuation Designee (the

"Valuation Committee"). The Valuation Designee may conclude that a market quotation is not readily available, inaccurate or unreliable if a security or other asset or liability does not have a price source due to its complete lack of trading, if the Valuation Designee believes a market quotation from a broker-dealer or other source is unreliable (e.g., where it varies significantly from a recent trade, or no longer reflects the fair value of the security or other asset or liability subsequent to the most recent market quotation), where the security or other asset or liability is only thinly traded or due to the occurrence of a significant event subsequent to the most recent market quotation.

For this purpose, a “significant event subsequent to the most recent market quotation” is deemed to occur if the Valuation Designee determines, in its business judgment prior to or at the time of pricing the Fund’s assets or liabilities, that it is likely that the event will cause a material change to the last exchange closing price or closing market price of one or more assets or liabilities held by the Fund. Examples of these events could include cases where a security trades infrequently causing a quoted purchase or sale price to become stale, where markets quotations vary substantially among market makers, or where there is a wide bid-ask spread or significant increase in the bid-ask spread. On any date the NYSE is open and the primary exchange on which a foreign asset or liability is traded is closed, such asset or liability will be valued using the prior day’s price, provided that the Valuation Designee is not aware of any significant event or other information that would cause such price to no longer reflect the fair value of the asset or liability, in which case such asset or liability would be treated as a Fair Value Asset. For certain foreign securities, a third-party vendor supplies evaluated, systematic fair value pricing based upon the movement of a proprietary multi-factor model after the relevant foreign markets have closed. This systematic fair value pricing methodology is designed to correlate the prices of foreign securities following the close of the local markets to the price that might have prevailed as of the Fund’s pricing time.

A substantial portion of the Fund’s assets are expected to consist of securities of private companies for which there are no readily available market quotations. The information available in the marketplace for such companies, their securities and the status of their businesses and financial conditions is often extremely limited, outdated and difficult to confirm. Such securities are valued by the Fund monthly at fair value as determined pursuant to the principles and methods of valuation set forth in the Valuation Designee's policies and procedures adopted for the Fund by the Valuation Designee and approved by the Board of Trustees. In determining fair value each month, the Valuation Designee is required to consider all appropriate factors relevant to value and all indicators of value available to the Fund. The determination of fair value necessarily involves judgment in evaluating this information in order to determine the price that the Fund might reasonably expect to receive for the security upon its current sale. The most relevant information may often be that information which is provided by the issuer of the securities. Given the nature, timeliness, amount and reliability of information provided by the issuer, fair valuations may become more difficult and uncertain as such information is unavailable or becomes outdated. Because the Fund will value all of its assets monthly, the Fund is subject to greater risk that the information available to determine fair value on any given day is uncertain, incomplete and potentially unreliable and, as a result, that the prices assigned to fair valued securities may not in fact represent approximately the price that the Fund could receive upon their current sale.

Certain investments for which market quotations are not readily available or for which market quotations are deemed not to represent fair value are valued on a monthly basis utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in determining the fair value of our investments include, as relevant and among other factors: available current market data (e.g., information available through regulatory filings, press releases, news feeds and financial press), including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, information provided by the company (e.g., letters to investors, financials, information provided pursuant to financial document reporting obligations), security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables and enterprise values.

With respect to the Fund’s investments for which market quotations are not readily available or for which market quotations are deemed not to represent fair value, the Valuation Designee has approved a valuation process that takes into account a variety of inputs.

When determining the price for a Fair Value Asset, the Valuation Committee shall seek to determine the price that the Fund might reasonably expect to receive from the current sale of that asset or liability in an arm’s-length transaction. The price generally may not be determined based on what the Fund might reasonably expect to receive for selling an asset or liability at a later time or if it holds the asset or liability to maturity. Fair value determinations shall be based upon all available factors that the Valuation Committee deems relevant at the time of the determination, and may be based on analytical values determined by the Valuation Designee using proprietary or third party valuation models.

Fair value represents a good faith approximation of the value of an asset or liability. The fair value of one or more assets or liabilities may not, in retrospect, be the price at which those assets or liabilities could have been sold during the period in which the particular fair values were used in determining the Fund’s NAV, and the differences between the fair value of the assets and the prices at which those assets are ultimately sold may be significant. As a result, the Fund’s sale or repurchase of its shares at NAV, at a time when a holding or holdings are valued at fair value, may have the effect of diluting or increasing the economic interest of existing shareholders. Information that becomes known to the Fund or its agents after the NAV has been calculated in a particular month will not be used to retroactively adjust the price of a security or the NAV determined earlier that month.

The Fund’s annual audited financial statements, which are prepared in accordance with GAAP, follow the requirements for valuation set forth in ASC 820, which defines and establishes a hierarchical disclosure framework for measuring fair value under GAAP and expands financial statement disclosure requirements relating to fair value measurements.

The three-level hierarchy for fair value measurement is defined as follows:

Level 1: Quoted prices in active markets for identical assets

Level 2: Other direct and indirect observable market inputs (for example, quoted prices in inactive markets or quotes for comparable investments)

Level 3: Independent third-party valuation sources that employ significant unobservable inputs

As of March 31, 2025, none of our investments were categorized as Level 1, 38.0% were categorized as Level 2 and 62.0% were Level 3 investments valued based on valuations by independent third party sources.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the overall fair value measurement. The Valuation Designee's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the investment.

Determination of fair value involves subjective judgments and estimates. Accordingly, the notes to our consolidated financial statements express the uncertainty with respect to the possible effect of such valuations, and any change in such valuations, on the consolidated financial statements.

Revenue recognition

Certain of our debt investments are purchased at a discount to par as a result of the underlying credit risks and financial results of the issuer, as well as general market factors that influence the financial markets as a whole. Discounts on the acquisition of corporate bonds are generally amortized using the effective-interest or constant-yield method assuming there are no questions as to collectability. When principal payments on a loan are received in an amount in excess of the loan’s amortized cost, the excess principal payments are recorded as interest income.

Net realized gains or losses and net change in unrealized appreciation or depreciation

We measure realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized. Realized gains and losses are

computed using the specific identification method. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values during the reporting period, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

Portfolio and investment activity

During the three months ended March 31, 2025, we invested approximately $381.1 million, comprised of new investments in 49 new portfolio companies, as well as draws made on existing commitments and payment in kind ("PIK") received on prior investments, all of which were in senior secured loans. Additionally, we received approximately $73.6 million in proceeds from sales or repayments during the three months ended March 31, 2025.

During the three months ended March 31, 2024, we invested approximately $50.2 million, comprised of new investments in 8 new portfolio companies, as well as draws made on existing commitments and payment in kind ("PIK") received on prior investments, all of which were in senior secured loans. Additionally, we received approximately $11.6 million in proceeds from sales or repayments during the three months ended March 31, 2024.

At March 31, 2025, our investment portfolio of $1,342.2 million (at fair value) consisted of 231 portfolio companies and was invested 99.9% in senior secured loans and 0.1% in equity investments. Our average portfolio company investment at fair value was approximately $5.8 million. Our largest portfolio company investment by fair value was approximately 2.2% of our portfolio and our five largest portfolio company investments by fair value comprised approximately 9.7% of our portfolio at March 31, 2025.

At December 31, 2024, our investment portfolio of $1,040.4 million (at fair value) consisted of 197 portfolio companies and was invested 100.0% in senior secured loans and 0.0% in equity investments. Our average portfolio company investment at fair value was approximately $5.3 million. Our largest portfolio company investment by fair value was approximately 2.8% of our portfolio and our five largest portfolio company investments by fair value comprised approximately 11.5% of our portfolio at December 31, 2024.

The industry composition of our portfolio at fair value at March 31, 2025 was as follows:


Industry	March 31, 2025
Software		17.2	%
Diversified Financial Services		11.3	%
Professional Services		10.9	%
Insurance		8.1	%
Commercial Services and Supplies		5.6	%
Construction and Engineering		5.0	%
Aerospace and Defense		4.6	%
Internet Software and Services		4.0	%
Hotels, Restaurants and Leisure		3.4	%
IT Services		3.2	%
Healthcare Providers and Services		2.2	%
Textiles, Apparel and Luxury Goods		2.0	%
Health Care Technology		1.9	%
Machinery		1.9	%
Media		1.9	%
Building Products		1.8	%
Energy Equipment and Services		1.6	%
Capital Markets		1.5	%
Chemicals		1.4	%
Technology Hardware, Storage and Peripherals		1.0	%
Other		9.5	%
Totals		100.0	%

The weighted average effective yield of our debt and total portfolio was 9.3% at March 31, 2025 and 10.6% at December 31, 2024. At March 31, 2025, 100.0% of debt investments in our portfolio bore interest based on floating rates, such as SOFR, the Federal Funds Rate or PRIME Rate, and 0.0% of the debt investments bore interest at fixed rates. The percentage of floating rate debt investments in our portfolio that were subject to an interest rate floor was 70.7% at March 31, 2025. At December 31, 2024, 100.0% of debt investments in our portfolio bore interest based on floating rates, such as SOFR, the Federal Funds Rate or PRIME Rate, and 0.0% of the debt investments bore interest at fixed rates. The percentage of floating rate debt investments in our portfolio that were subject to an

interest rate floor was 81.2% at December 31, 2024. Debt investments in one portfolio company were on non-accrual status as of March 31, 2025, representing 0.0% of the portfolio at fair value and 0.0% at cost. Debt investments in one portfolio company were on non-accrual status as of December 31, 2024, representing 0.0% of the portfolio at fair value and 0.0% at cost.

Results of operations

Investment income

Investment income totaled $28.9 million and $13.5 million, respectively, for the three months ended March 31, 2025 and 2024, all of which was attributable to interest and fees on our debt investments. The increase in investment income in the three months ended March 31, 2025 compared to the three months ended March 31, 2024 reflects the significant increase in portfolio size as the Fund continues to ramp up.

Expenses

Total net operating expenses for the three months ended March 31, 2025 and 2024 were $12.8 million and $6.2 million, respectively, comprised of $7.0 million and $3.3 million in interest and other debt expenses, $2.2 million and $1.1 million in incentive fees, $2.2 million and $0.8 million in management fees, $0.6 million and $0.0 million in amortization of offering costs, $0.3 million and $0.3 million in administrative expenses, $0.3 million and $0.3 million in professional fees, $(0.5) million and $0 in incentive fees on capital gains, and $0.7 million and $0.4 million in other operating expenses, respectively. The increase in expenses in the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily reflects the significant increase in portfolio size, amount of debt outstanding, and other Fund activities as the Fund continues to ramp up.

Net investment income (loss)

Net investment income was $16.1 million and $7.4 million, respectively, for the three months ended March 31, 2025 and 2024. The increase in net investment income reflects the higher investment income, partially offset by the higher operating expenses in the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

Net realized and unrealized gain or loss

Net realized gain (loss) for the three months ended March 31, 2025 and 2024 was $(1.5) million and $0.0 million, respectively. Net realized losses for the three months ended March 31, 2025 was comprised primarily of $(1.3) million in losses from the restructuring of our investments in Streamland Media Midco.

For the three months ended March 31, 2025 and 2024, the change in net unrealized appreciation (depreciation) was $(5.6) million and $1.4 million, respectively. The change in net unrealized appreciation (depreciation) for the three months ended March 31, 2025 was primarily driven by $(0.4) million change in unrealized depreciation in our investment in TouchTunes Interactive Networks and $(0.4) million on our investment in Alpine Acquisition Corp II, as well as change in unrealized losses across the portfolio, offset by $1.4 million in reversal of previously recognized unrealized depreciation from the restructuring of our investment in Streamland Media Midco. The change in net unrealized appreciation (depreciation) for the three months ended March 31, 2024 was primarily driven by $0.3 million change in unrealized appreciation on our investment in Groupe Solmax and $0.2 million change in unrealized appreciation in our investment in Amentum Government Services Holdings, as well as change in unrealized gains across the portfolio, offset by $(0.4) million change in unrealized depreciation in our investment in Service Logic Acquisition and $(0.3) million on our investment in MED ParentCo.

Incentive compensation

The income component of the incentive fee will be the amount, if positive, equal to 12.5% of the aggregate net investment income before incentive compensation earned for the most recent calendar quarter and the preceding eleven calendar quarters (or if shorter, the number of calendar quarters that have occurred since commencement of the fund), less aggregate income incentive compensation previously paid in with respect to the first eleven calendar quarters (or the portion thereof) included in the relevant trailing twelve quarters. The income component of the incentive fee is subject to a 5.0% total return hurdle on daily weighted average unreturned capital contributions (the “Hurdle Rate”). The capital gains component of the incentive fee will be the amount, if positive, equal to the lesser of (i) 12.5% of the aggregate realized capital gains (computed net of realized losses and net of unrealized capital depreciation, if any) for the most recent calendar quarter and the preceding eleven calendar quarters (or if shorter, the number of calendar quarters that have occurred since commencement of the fund), less capital gains incentive compensation previously paid or distributed in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant trailing twelve quarters or (ii) 12.5% of cumulative aggregate realized capital gains (computed net of realized losses and net of unrealized capital depreciation, if any) since commencement of the Fund, less capital gains incentive compensation previously paid or distributed since commencement of the Fund. The capital gains

component will be paid in full prior to payment of the income component. In any case, incentive compensation (including both the income and capital gains components) will only be paid to the extent the trailing twelve quarter (or if shorter, the number of calendar quarters that have occurred since commencement of the fund) total return of the Fund after incentive compensation and including such payment would equal or exceed a 5% annual total return on daily weighted average unreturned contributed capital contributions for such period. For the three months ended March 31, 2025, $2.2 million in incentive fees were earned, compared to $1.1 million earned for the three months ended March 31, 2024. For the three months ended March 31, 2025, we reversed the accrual of $0.5 million as a reserve for incentive fees on capital gains accrued on a liquidation basis (but not payable) under GAAP on a cumulative basis. For the three months ended March 31, 2024, the Fund did not accrue any incentive fees on capital gains on a liquidation basis (but not payable) under GAAP.

Income tax expense, including excise tax

The Fund has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Fund must, among other things, timely distribute to its shareholders generally at least 90% of its investment company taxable income, as defined by the Code, for each year. The Fund has made and intends to continue to make the requisite distributions to its shareholders which will generally relieve the Fund from U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we may choose to carry forward taxable income in excess of current year dividend distributions from such current year taxable income into the next tax year and pay a 4% excise tax on such income. Any excise tax expense is recorded at year end as such amounts are known. No excise tax expense was incurred in the three months ended March 31, 2025.

Net increase (decrease) in net assets resulting from operations

The net increase in net assets applicable to common shareholders resulting from operations was $9.0 million and $8.8 million, respectively for the three months ended March 31, 2025 and 2024.

Liquidity and capital resources

Our liquidity and capital resources are expected to be generated primarily through the offerings of the Fund's common shares, borrowings under the Credit Facility and the Revolving Credit Facility, and cash flows from operations, including investments sales and repayments and income earned from investments and cash equivalents. The primary uses of cash have been investments in portfolio companies and other general corporate purposes.

Our primary uses of cash are expected to be for investments in portfolio companies and other investments, for operational costs such as paying the Investment Adviser and Administrator, for costs related to our credit facility and for distributions to our shareholders.

The Investment Adviser has agreed to pay all of our organization and offering expenses on our behalf (including legal, accounting, printing, mailing, subscription processing and filing fees and expenses and other offering expenses, including costs associated with technology integration between the Fund’s systems and those of our participating brokers, reasonable bona fide due diligence expenses of participating brokers supported by detailed and itemized invoices, costs in connection with preparing sales materials and other marketing expenses, design and website expenses, fees and expenses of our transfer agent, fees to attend retail seminars sponsored by participating brokers and costs, expenses and reimbursements for travel, meals, accommodations, entertainment and other similar expenses related to meetings or events with prospective investors, brokers, registered investment advisors or financial or other advisors, but excluding the shareholder servicing and/or distribution fee) through the commencement of the Fund’s operations.

Pursuant to the Fee Waiver and Expense Support and Reimbursement Agreement we have entered into with the Investment Adviser, we will be obligated to reimburse the Investment Adviser for expenses during the 36 months following the commencement of the Fund’s operations, to the extent that the Fund’s annual Operating Expenses do not exceed 1.25% of the value of the Fund’s net assets, calculated monthly based on month-end net assets of the Fund. For the three months ended March 31, 2025, the Fund’s annual operating expenses did not exceed 1.25% of the value of the Fund’s net assets, and the Fund is therefore obligated to reimburse the Investment Adviser for such portion of Expense Payments incurred by the Investment Adviser under the Expense Support Agreement.

On June 3, 2022, BlackRock Private Credit Fund Leverage I, LLC (the “Borrower”), a Delaware limited liability company and wholly-owned subsidiary of the Fund, established a $200 million combined revolving credit and term loan facility with PNC Bank, National Association as facility agent (the “Credit Facility”). The Credit Facility matures on June 3, 2032 and generally bears interest at three-month Term SOFR, plus (a) 1.55% if the aggregate balance of Middle Market Loans is less than or equal to 25%, (b) 1.65% if the aggregate balance of Middle Market Loans is above 25% and less than or equal to 50%, (c) 1.80% if the aggregate balance of Middle Market Loans is above 50% and less than or equal to 75%, or (d) 1.90% if the aggregate balance of Middle Market Loans is above 75%. The Credit Facility also accrues commitment fees on any undrawn amounts at an annual rate of 0.50%, or 0.35% for the period from the

closing date of the Credit Facility to the three-month anniversary of the closing date. The Credit Facility is secured by all of the assets held by the Borrower. Under the Credit Facility, the Borrower has made certain customary representations and warranties, and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities.

On November 27, 2024, the Borrower entered into Amendment No. 3 to the Credit Facility (the "First Amended and Restated Credit and Security Agreement"). The Amendment increased the total revolving commitments from $75.0 million to $125.0 million, increased total term commitments from $225.0 million to $325.0 million. The credit facility commitment fees accrual rate was amended at a rate equal to 0.35% per annum, if as of such date the outstanding principal amount of the Revolving Advances is greater than 50% of the Revolving Commitment otherwise the rate is 0.50% per annum. And the rate for Term Commitment is amended at 0.35% per annum for the first three months following any Incremental Commitment Effective Date, and thereafter 0.50% per annum. The Credit Facility includes usual and customary events of default for credit facilities of this nature. Borrowings under the Credit Facility are considered our borrowings for purposes of complying with the asset coverage requirements under the 1940 Act. As of March 31, 2025, there was $314.0 million drawn on the Credit Facility.

On April 19, 2024, the Fund entered into a Senior Secured Credit Agreement for a $75 million revolving credit facility (the “Revolving Credit Facility”) with Sumitomo Mitsui Banking Corporation, as administrative agent, and the lenders and issuing banks from time to time parties thereto. The Revolving Credit Facility matures on April 19, 2029 and generally bears interest at either (i) term SOFR plus a credit spread adjustment plus margin of 2.00% or 1.875% per annum or (ii) the prime rate plus a margin of 2.00% or 1.875% per annum, in each case subject to certain conditions. The Fund may elect either the term SOFR or prime rate at the time of drawdown. The Revolving Credit Facility will be guaranteed by certain domestic subsidiaries of the Fund that are formed or acquired by the Fund in the future (collectively, the “Guarantors”). The Revolving Credit Facility is secured by substantially all of the portfolio investments held by the Fund and each Guarantor, subject to certain exceptions. On November 4, 2024, the Fund increased the commitment on the Revolving Credit Facility from $75 million to $150 million. As of March 31, 2025, there were no outstanding loans on the Revolving Credit Facility.

On November 18, 2024, the Fund entered into a Master Note Purchase Agreement (the “Master Note Purchase Agreement”), governing the issuance (a) on November 18, 2024, of $70,000,000 aggregate principal amount of its 7.14% Series 2024A Senior Notes, Tranche A, due November 18, 2027 (the “Tranche A Notes”), and (b) on January 22, 2025 (subject to customary closing conditions), of $55,000,000 aggregate principal amount of its 7.33% Series 2024A Senior Notes, Tranche B, due January 22, 2030 (the “Tranche B Notes” and, together with the Tranche A Notes, the “Notes”), to qualified institutional investors in a private placement. The Tranche A Notes bear interest at a rate equal to 7.14% per annum that is payable semi-annually on May 18 and November 18 of each year, beginning on May 18, 2025. The Tranche B Notes bear interest at a rate equal to 7.33% per annum that is payable semi-annually on January 22 and July 22 of each year, beginning on July 22, 2025. The Notes will be guaranteed by certain domestic subsidiaries of the Fund that are formed or acquired by the Fund in the future (collectively, the “Guarantors”). The Tranche A Notes were issued at a closing on November 18, 2024, and the Tranche B Notes were issued at a closing which occurred on January 22, 2025. As of March 31, 2025, there was $70.0 million and $55.0 million, respectively, outstanding on the Tranche A Notes and Tranche B Notes.

Under Section 61(a) of the 1940 Act, prior to March 23, 2018, a BDC was generally not permitted to issue senior securities unless after giving effect thereto the BDC met a coverage ratio of total assets, less liabilities and indebtedness not represented by senior securities, to total senior securities, which includes all borrowings of the BDC, of at least 200%. On March 23, 2018, the Small Business Credit Availability Act (“SBCAA”) was signed into law, which among other things, amended Section 61(a) of the 1940 Act to add a new Section 61(a)(2) that reduces the asset coverage requirement applicable to BDCs from 200% to 150% so long as the BDC meets certain disclosure requirements and obtains certain approvals. After obtaining shareholder approval by written consent on March 16, 2022, the Fund’s asset coverage requirement was reduced from 200% to 150%, as set forth in Section 61(a)(2) of the 1940 Act, as amended by the SBCAA. As of March 31, 2025, the Fund's asset coverage ratio was 273%.

Net cash used in operating activities for the three months ended March 31, 2025 was $149.0 million, consisting primarily of the settlement of acquisitions of investments (net of dispositions) of $164.2 million, and net investment income (net of non-cash income and expenses) of approximately $15.2 million.

Net cash provided by financing activities was $156.4 million for the three months ended March 31, 2025, consisting primarily of $116.6 million in proceeds from share issuances, $6.0 million in credit facility draws (net of repayments), $55.0 million in proceeds from the Senior Notes, offset by $7.5 million dividends paid in cash to shareholders, $0.3 million payments of debt issuance costs and $1.4 million payments of repurchased shares.

At March 31, 2025, we had $48.6 million in cash and cash equivalents.

Share Transactions

The following table summarizes transactions in Common Shares for the three months ended March 31, 2025 and 2024:


	For the Three Months Ended March 31, (1)
	2025						2024
	Shares			Amount			Shares			Amount
Institutional Class
Subscriptions		3,896,779		$	96,387,448			1,322,168		$	32,918,671
Share transfers between classes		—			—			—			—
Distributions reinvested		468,209			11,580,885			276,320			6,877,969
Share Repurchases		(53,212	)		(1,317,216	)		(23,540	)		(588,029	)
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		4,311,776		$	106,651,117			1,574,948		$	39,208,611

Class S
Subscriptions		795,280			19,665,500			—			—
Share transfers between classes		—			—			—			—
Distributions reinvested		4,161			102,864			—			—
Share Repurchases		(3,084	)		(76,445	)		—			—
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		796,357			19,691,919			—			—

Class D
Subscriptions		20,572			508,750			—			—
Share transfers between classes		—			—			—			—
Distributions reinvested		129			3,186			—			—
Share Repurchases		—			—			—			—
Early Repurchase Deduction		—			—			—			—
Net Increase (Decrease)		20,701			511,936			—			—

______________________

(1)

Class S commenced operations on June 1, 2024 and Class D commenced operations on August 1, 2024.

The following table presents information with respect to the Fund's repurchases for the three months ended March 31, 2025 and 2024:


Repurchase Offer Commencement Date	Repurchase request deadline	Number of Shares Repurchased (All Classes)		Percentage of Outstanding Shares Repurchased(1)			Price Paid Per Share		Repurchase Pricing Date	Amount Repurchased (All Classes)(2)		Maximum number of shares that may yet be repurchased(3)
January 31, 2025	February 28, 2025		139,189		0.5	%	$	24.42	March 31, 2025	$	3,398,946		—

______________________

(1)

Percentage is based on total shares as of the close of the previous calendar quarter.

(2)

Net of Early Repurchase Deduction (if any).

(3)

All repurchase requests were satisfied in full.


Repurchase Offer Commencement Date	Repurchase request deadline	Number of Shares Repurchased (All Classes)		Percentage of Outstanding Shares Repurchased(1)			Price Paid Per Share		Repurchase Pricing Date	Amount Repurchased (All Classes)(2)		Maximum number of shares that may yet be repurchased(3)
January 31, 2024	February 29, 2024		23,540		0.2	%	$	24.98	March 31, 2024	$	588,036		—

______________________

(1) Percentage is based on total shares as of the close of the previous calendar quarter.

(2) Net of Early Repurchase Deduction (if any).

(3) All repurchase requests were satisfied in full.

Contractual obligations

We have entered into several contracts under which we have future commitments. Pursuant to the Advisory Agreement, the Investment Adviser manages our day-to-day operations and provides investment advisory services to us. Payments under the Advisory Agreement are equal to a percentage of the value of our total assets (excluding cash and cash equivalents) and an incentive fee, plus reimbursement of certain expenses incurred by the Investment Adviser. Under our Administration Agreement, the Administrator provides us with administrative services, facilities and personnel. Payments under the Administration Agreement are equal to an allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations to us, and may include rent and our allocable portion of the cost of certain of our officers and their respective staffs. We are responsible for reimbursing the Investment Adviser for due diligence and negotiation expenses, fees and expenses of custodians, administrators, transfer and distribution agents, counsel and directors, insurance, filings and registrations, proxy expenses, expenses of communications to investors, compliance expenses, interest, taxes, portfolio transaction expenses, costs of responding to regulatory inquiries and reporting to regulatory authorities, costs and expenses of preparing and maintaining our books and records, indemnification, litigation and other extraordinary expenses and such other expenses as are approved by the directors as being reasonably related to our organization, offering, capitalization, operation or administration and any portfolio investments, as applicable. The Investment Adviser is not responsible for any of the foregoing expenses. The Fund may terminate each of the Advisory Agreement and Administration Agreement without penalty upon not less than 60 days’ written notice to the other party and the Investment Adviser and the Administrator may terminate the Advisory Agreement or Administration Agreement, as applicable, without penalty upon not less than 120 days’ written notice to the other party. The Sub-Advisory Agreement may be terminated as a whole at any time by the Fund without the payment of any penalty, upon the vote of a majority of the Board of Trustees or a majority of the outstanding voting securities of the Fund or by the Investment Adviser or the Sub-Adviser, on 60 days’ written notice by either party to the other.

On June 3, 2022, the Fund entered into the Credit Facility, a $200 million revolving credit facility that matures on June 3, 2032 and generally bears interest at a floating rate. On September 8, 2023, the Borrower entered into Amendment No. 1 to the Credit Facility. The Amendment extended the term commitment termination date under the Credit Facility with respect to term commitments entered into on the closing date to December 8, 2023. On December 15, 2023, the Borrower entered into Amendment No. 2 to the Credit Facility. The Second Amendment increased the total revolving commitments from $50.0 million to $75.0 million, increased total term commitments from $150.0 million to $225.0 million, and increased the facility margin level applicable to the borrower. On November 27, 2024, the Fund entered into the First Amended and Restated Credit and Security Agreement to the Credit Facility, increased the total revolving commitments from $50.0 million to $75.0 million, increased total term commitments from $150.0 million to $225.0 million. As of March 31, 2025, there was $314.0 million drawn on the Credit Facility.

On April 19, 2024, the Fund entered into the Revolving Credit Facility that matures on April 19, 2029 and generally bears interest at either (i) term SOFR plus a credit spread adjustment plus margin of 2.00% or 1.875% per annum or (ii) the prime rate plus a margin of 2.00% or 1.875% per annum, in each case subject to certain conditions. The Fund may elect either the term SOFR or prime rate at the time of drawdown. The Revolving Credit Facility includes usual and customary events of default for credit facilities of this nature. On November 4, 2024, the Fund increased the commitment on the Revolving Credit Facility from $75 million to $150 million. As of March 31, 2025, there were no outstanding loans on the Revolving Credit Facility.

On November 18, 2024, the Fund entered into the Master Note Purchase Agreement, governing the issuance (a) on November 18, 2024, of $70,000,000 aggregate principal amount of its 7.14% Tranche A Notes, due November 18, 2027, and (b) on January 22, 2025 , of $55,000,000 aggregate principal amount of its 7.33% Tranche B Notes, due January 22, 2030. As of March 31, 2025, there was $70.0 million and $55.0 million, respectively outstanding on the Tranche A Notes and Tranche B Notes.

We cannot assure shareholders that we will be able to enter into any other credit facilities on favorable terms or at all. In connection with any other credit facilities or other borrowings, lenders may require us to pledge assets, commitments and/or drawdowns (and the ability to enforce the payment thereof) and may ask to comply with positive or negative covenants that could have an effect on our operations. Borrowings under the Credit Facility and the Revolving Credit Facility are considered our borrowings for purposes of complying with the asset coverage requirements under the 1940 Act.

Distributions

Our dividends and distributions to shareholders, if any, are determined and declared by our Board of Trustees and are recorded on the ex-dividend date. Distributions are declared considering our estimate of annual taxable income available for distribution to shareholders and the amount of taxable income carried over from the prior year for distribution in the current year. We do not have a policy to pay distributions at a specific level and expect to continue to distribute substantially all of our taxable income. We cannot assure shareholders that they will receive any distributions or distributions at a particular level.

Institutional Class Shares

The following tables summarize the Fund’s dividends declared and paid for the Institutional Class shares for the three months ended March 31, 2025 and 2024:


Date Declared	Record Date	Payment Date	Type	Amount Per Share		Total Amount
January 26, 2024	January 30, 2024	February 27, 2024	Regular		0.23		2,348,876
February 23, 2024	February 28, 2024	March 27, 2024	Regular		0.23		2,471,608
March 26, 2024	March 28, 2024	April 26, 2024	Regular		0.23		2,572,189
				$	0.69	$	7,392,673
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	5,923,347
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		6,249,265
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		6,588,559
				$	0.69	$	18,761,171

Class S Shares


Date Declared (1)	Record Date	Payment Date	Type	Gross Amount Per Share		Amount Per Share Net of Shareholder Servicing and/or Distribution Fees		Gross Amount		Net Amount
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	0.21	$	472,537	$	436,377
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		0.21		527,138		487,029
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		0.21		599,042		553,463
				$	0.69	$	0.64	$	1,598,717	$	1,476,870

_____________________________________________

(2)

Class S commenced operations on June 1, 2024.

Class D Shares


Date Declared (1)	Record Date	Payment Date	Type	Gross Amount Per Share		Amount Per Share Net of Shareholder Servicing and/or Distribution Fees		Gross Amount		Net Amount
January 24, 2025	January 30, 2025	February 26, 2025	Regular	$	0.23	$	0.22	$	30,170	$	29,488
February 25, 2025	February 27, 2025	March 27, 2025	Regular		0.23		0.22		32,328		31,597
March 24, 2025	March 28, 2025	April 28, 2025	Regular		0.23		0.23		34,059		33,304
				$	0.69	$	0.67	$	96,557	$	94,389

_____________________________________________

(1)

Class D commenced operations on August 1, 2024.

Tax characteristics of any distributions are reported to shareholders on Form 1099-DIV or Form 1042-S after the end of the calendar year.

We have elected to be taxed as a RIC under Subchapter M of the Code. In order to maintain favorable RIC tax treatment, we must distribute annually to our shareholders at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, out of the assets legally available for distribution. In order to avoid certain excise taxes imposed on RICs, we must distribute during each calendar year an amount at least equal to the sum of:


Delaware	87-4655020
(State or Other Jurisdiction of Incorporation)	(IRS Employer Identification No.)

50 Hudson Yards
New York, New York	10001
(Address of Principal Executive Offices)	(Zip Code)


None	Not applicable	Not applicable
(Title of each class)	(Trading Symbol(s) )	(Name of each exchange on which registered)


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller Reporting company	☐
Emerging growth company	☒


Part I.	Financial Information

Item 1.	Consolidated Financial Statements

	Consolidated Statements of Assets and Liabilities as of March 31, 2025 (Unaudited) and December 31, 2024	3

	Consolidated Statements of Operations for the three months ended March 31, 2025 (Unaudited) and March 31, 2024 (Unaudited)	5

	Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2025 (Unaudited) and March 31, 2024 (Unaudited)	6

	Consolidated Statements of Cash Flows for the nine months ended March 31, 2025 (Unaudited) and March 31, 2024 (Unaudited)	7

	Consolidated Schedule of Investments as of March 31, 2025 (Unaudited) and December 31, 2024	8

	Notes to Consolidated Financial Statements (Unaudited)	32

	Consolidated Schedule of Restricted Securities of Unaffiliated Issuers as of March 31, 2025 (Unaudited) and December 31, 2024	55

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	57

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	70

Item 4.	Controls and Procedures	70

Part II.	Other Information

Item 1.	Legal Proceedings	72

Item 1A.	Risk Factors	72

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	73

Item 3.	Defaults upon Senior Securities	73

Item 4.	Mine Safety Disclosures	73

Item 5.	Other Information	73

Item 6.	Exhibits	74


	March 31, 2025			December 31, 2024
	(Unaudited)
Assets
Investments, at fair value:
Non-controlled, non-affiliated investments (cost of $1,342,479,531 and $1,035,050,829, respectively)	$	1,342,209,460		$	1,040,393,586
Total investments (cost of $1,342,479,531 and $1,035,050,829, respectively)		1,342,209,460			1,040,393,586

Cash and cash equivalents		48,551,943			41,078,437
Interest, dividends and fees receivable		7,509,036			6,523,832
Deferred debt issuance costs		3,990,639			4,147,931
Receivable for investments sold		1,486,649			7,996,181
Prepaid expenses and other assets		2,311,197			2,314,798
Total assets		1,406,058,924			1,102,454,765

Liabilities
Debt (net of deferred issuance costs of $1,022,515 and $866,702, respectively)		437,977,485			389,133,298
Payable for investments purchased		179,449,623			43,346,561
Distribution payable		7,175,436			6,009,553
Interest and debt related payables		6,188,078			4,009,503
Incentive fees payable		4,397,701			3,978,275
Management fees payable		1,480,955			1,791,192
Reimbursements due to the Investment Adviser		982,219			1,125,355
Accrued capital gains incentive fees		—			498,552
Accrued expenses and other liabilities		1,668,161			1,370,802
Total liabilities	$	639,319,658		$	451,263,091

Commitments and contingencies (Note 5)

Net assets	$	766,739,266		$	651,191,674

Composition of net assets applicable to common shareholders
Common shares of beneficial interest, $0.001 par value; 31,398,523 and 26,269,689 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively	$	31,401		$	26,269
Paid-in capital in excess of par		775,050,831			648,200,991
Distributable earnings (loss)		(8,342,966	)		2,964,414
Total net assets		766,739,266			651,191,674
Total liabilities and net assets	$	1,406,058,924		$	1,102,454,765

Net assets per share	$	24.42		$	24.79


☒	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Basis Point Change	Net Investment Income			Net Investment Income Per Share
Up 300 basis points	$	31,210,138		$	0.99
Up 200 basis points		20,806,758			0.66
Up 100 basis points		10,403,379			0.33
Down 100 basis points		(10,403,379	)		(0.33	)
Down 200 basis points		(20,607,597	)		(0.66	)
Down 300 basis points		(30,945,879	)		(0.99	)


Number		Description
3.1		Certificate of Trust of the Registrant(1)
3.2		Fourth Amended and Restated Agreement and Declaration of Trust of the Registrant(2)
3.3		Second Amended Restated Bylaws of the Registrant (3)
10.1		Amendment No. 1 to the First Amended and Restated Credit and Security Agreement by and among BlackRock Private Credit Fund Leverage I, LLC, PNC Bank, National Association, as facility agent, State Street Bank and Trust Company as collateral agent and custodian and the lenders party thereto from time to time*
31.1		Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
31.2		Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
32.1		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U. S. C. 1350)*
101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)



Date: May 08, 2025	By:	/s/ Philip Tseng
	Name:	Philip Tseng
	Title:	Trustee and Chief Executive Officer
		(Principal Executive Officer)

Date: May 08, 2025	By:	/s/ Erik L. Cuellar
	Name:	Erik L. Cuellar
	Title:	Chief Financial Officer
		(Principal Financial Officer)