HPS Corporate Lending Fund Fills 43.7% of Shares Tendered, Its Third Prorated Quarter in a Row
The non-traded BDC bought 24.7 million of 56.4 million shares tendered, 5% of shares outstanding, and paid $603 million. Tenders were 11.4% of shares, down from 13.3% the quarter before.
Key facts
4- HPS Corporate Lending Fund (HLEND) accepted 24,668,750 of 56,440,057 shares validly tendered in the offer that expired September 4, 2026, 43.71%, at the September 30 NAV of $24.45 (final SC TO-I/A, November 2, 2026).
- It paid $603,043,556 on or about October 30, 2026 under non-interest-bearing promissory notes.
- The two prior offers (expired March 4 and June 8, 2026) accepted 54.04% (24,646,802 of 45,605,292) and 37.59% (25,076,907 of 66,718,586); the five offers before those, back to December 2024, accepted every share tendered.
- Tendered shares were 11.4% of the 493,375,001 shares outstanding at June 30, 2026.
HPS Corporate Lending Fund (HLEND), a non-traded business development company advised by HPS Advisors, LLC, accepted 24,668,750 of the 56,440,057 shares validly tendered in its third-quarter repurchase offer, 43.71%, according to the final amendment to its tender offer statement filed November 2, 2026. The accepted shares were 5% of shares outstanding at June 30, 2026, the offer's ceiling, bought pro rata at the September 30 net asset value of $24.45. It is HLEND's third prorated quarter in a row.
What the filings show
The offer expired September 4, 2026. HLEND paid through non-interest-bearing, non-transferable promissory notes, and under them paid tendering shareholders $603,043,556 on or about October 30, 2026, the September 30 NAV of the shares accepted. The offer covered 24,668,750 shares, about 5% of the 493,375,001 shares outstanding at June 30, so the 56,440,057 shares tendered were about 11.4% of the fund. Shares that were not accepted stay with their holders and are not carried forward; a holder who still wants to sell must tender them again in a later offer.
HLEND's final amendments show when proration began:
| Offer expired (final amendment filed) | Shares tendered | Shares accepted | Share of tendered accepted | NAV per share | Paid |
|---|---|---|---|---|---|
| Dec 2, 2024 (Feb 3, 2025) | 4,330,004 | All | 100% | $25.59 | $110,783,689 |
| Mar 4, 2025 (May 1, 2025) | 8,264,218 | All | 100% | $25.47 | $210,393,792 |
| May 30, 2025 (Aug 1, 2025) | 7,399,230 | All | 100% | $25.22 | $186,568,442 |
| Aug 29, 2025 (Nov 3, 2025) | 6,983,778 | All | 100% | $25.27 | $176,444,297 |
| Dec 2, 2025 (Feb 3, 2026) | 18,925,513 | All | 100% | $25.22 | $477,179,564 |
| Mar 4, 2026 (May 1, 2026) | 45,605,292 | 24,646,802 | 54.04% | $24.79 | $610,842,766 |
| Jun 8, 2026 (Aug 4, 2026) | 66,718,586 | 25,076,907 | 37.59% | $24.42 | $612,126,006 |
| Sep 4, 2026 (Nov 2, 2026) | 56,440,057 | 24,668,750 | 43.71% | $24.45 | $603,043,556 |
Source: HLEND's final Schedule TO-I/A amendments. Percentages are AltStreet's division of accepted by tendered shares.
Reading the run
Tenders more than doubled between the offer that expired December 2, 2025 (18.9 million shares) and the one that expired March 4, 2026 (45.6 million), and every offer since has been prorated at the 5% ceiling. The fill for the offer that expired September 4, 43.71%, is higher than the June 8 offer's 37.59% because fewer shares were tendered (56.4 million against 66.7 million) for a similar ceiling; it is lower than the March 4 offer's 54.04%. Fewer shares tendered is not the same as fewer investors seeking to sell: the filings count shares, not holders. HLEND's offer documents say the fund is not required to conduct tender offers and that the board decides each one; the adviser expects to recommend quarterly offers.
The pattern matches other large non-traded BDCs this year. Blackstone Private Credit Fund filled 49.88% in its third-quarter offer, reported the same day, and Blue Owl Technology Income Corp. filled 12.8%. AltStreet's research on non-traded BDC tender offers counts 14 prorated results among 30 readable ones for offers that expired April to June 2026, HLEND's among them.
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What the filings do not show
The amendments report shares tendered and accepted, not the number of shareholders who tendered or their reasons, and they do not say whether the board will change the 5% ceiling.
Sources
- HLEND SC TO-I/A (final amendment, offer expired September 4, 2026), filed November 2, 2026 — SEC EDGAR
- HLEND SC TO-I/A (final amendment), filed August 4, 2026 — SEC EDGAR
- HLEND SC TO-I/A (final amendment), filed May 1, 2026 — SEC EDGAR
- HLEND SC TO-I/A (final amendment), filed February 3, 2026 — SEC EDGAR
- HLEND SC TO-I (third-quarter offer), filed August 10, 2026 — SEC EDGAR
- Prorated Tender Offers at Non-Traded BDCs: What SEC Filings Show at Blackstone, Blue Owl, Apollo and Others — AltStreet
- Blue Owl Technology Income Corp. Fills 12.8% of Shares Tendered — AltStreet