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Morgan Stanley Direct Lending Fund Announces September 30, 2026 Financial Results and Declares Fourth Quarter 2026 Regular Dividend of $0.45 per Share, a Supplemental Dividend of $0.015 per Share and a Reduction of Base Management and Incentive Fees

NEW YORK--(BUSINESS WIRE)--Morgan Stanley Direct Lending Fund (NYSE: MSDL) (“MSDL” or the “Company”), a business development company externally managed by MS Capital Partners Adviser Inc. (the “Adviser”), today announced its financial results for the third quarter ended September 30, 2026.

QUARTERLY HIGHLIGHTS

  • Net investment income of $40.3 million, or $0.48 per share, as compared to $38.2 million, or $0.45 per share, for the quarter ended June 30, 2026;
  • Net asset value of $18.76 per share, as compared to $19.50 as of June 30, 2026;
  • Debt-to-equity was 1.25x as of September 30, 2026, as compared to 1.21x as of June 30, 2026;
  • New investment commitments of $52.6 million (net of any syndications), fundings of $75.1 million and sales and repayments of $140.9 million, resulting in net funded deployment of ($65.8) million;
  • The Company continued to ramp Capstone Lending LLC (“Capstone JV”), as of September 30, 2026, approximately 64.9% of the total capital commitments were called;
  • The Company’s Board of Directors (the “Board”) declared a regular dividend of $0.45 per share to shareholders of record as of September 30, 2026;
  • On July 9, 2026, the Company issued $350.0 million in aggregate principal amount of 6.100% notes due 2031 (the “2031 Notes”);
  • Subsequent to quarter end, the Board approved an amendment to the investment advisory agreement effective January 1, 2027, providing a reduction of the base management fee from 1.00% to 0.75% and a reduction of the incentive fee on income and capital gains from 17.5% to 15.0% (and a corresponding reduction of the incentive fee cap from 17.5% to 15.0%); and
  • Subsequent to quarter end, the Board approved a quarterly supplemental dividend which is expected to be equivalent to 50% of excess NII per share above the quarterly regular dividend (in addition to approving the quarterly regular dividend).

SELECTED FINANCIAL HIGHLIGHTS

For the Quarter Ended

($ in thousands, except per share information)

September 30, 2026

June 30, 2026

Net investment income per share

$0.48

$0.45

Net realized and unrealized gains (losses) per share1

$(0.81)

($0.36)

Earnings per share

$(0.32)

$0.09

Regular dividend per share

$0.45

$0.45

1 Amount shown may not correspond for the period as it may include the effect of the timing of the distribution, shares repurchased and the issuance of common stock.

 

As of

($ in thousands, except per share information)

September 30, 2026

June 30, 2026

Investments, at fair value

$3,431,550

$3,554,287

Total debt outstanding, at principal

$1,957,976

$2,000,678

Net assets

$1,570,126

$1,647,868

Net asset value per share

$18.76

$19.50

Debt to equity

1.25x

1.21x

Net debt to equity

1.18x

1.17x

 

RESULTS OF OPERATIONS

Total investment income for the quarter ended September 30, 2026 was $86.1 million, compared to $88.8 million for the quarter ended June 30, 2026. The modest decrease was a function of the impact of positions placed on non-accrual and lower non-recurring revenue.

Total net expenses for the quarter ended September 30, 2026 were $45.1 million, down from $49.8 million for the quarter ended June 30, 2026. The decrease was primarily driven by lower incentive fees earned which was subject to our incentive fee cap, partially offset by higher interest and other financing expenses.

Net investment income for the quarter ended September 30, 2026 was $40.3 million, or $0.48 per share, compared to $38.2 million, or $0.45 per share, for the quarter ended June 30, 2026.

For the quarter ended September 30, 2026, net change in unrealized depreciation was $(29.4) million and net realized losses were $(38.2) million.

PORTFOLIO AND INVESTMENT ACTIVITY

As of September 30, 2026, the Company’s investment portfolio had a fair value of approximately $3.4 billion, comprised of 233 portfolio companies across 37 industries, with an average investment size of $14.7 million, or 0.4% of our total portfolio on a fair value basis. The composition of the Company’s investments was the following:

 

September 30, 2026

June 30, 2026

($ in thousands)

 

Cost

Fair Value

% of Total
Investments at
Fair Value

Cost

Fair Value

% of Total
Investments at
Fair Value

First Lien Debt

 

$3,299,032

 

$3,167,068

 

92.3%

 

$3,414,546

 

$3,308,689

 

93.1%

Second Lien Debt

 

77,054

 

71,109

 

2.1

 

77,453

 

72,603

 

2.0

Other Debt Investments

 

8,866

 

746

 

0.0

 

8,830

 

7,149

 

0.2

Equity

 

68,561

 

65,137

 

1.9

 

71,278

 

63,302

 

1.8

Investment in Joint Venture

 

129,812

 

127,490

 

3.7

 

104,532

 

102,544

 

2.9

Total

 

$3,583,325

 

$3,431,550

 

100.0%

 

$3,676,639

 

$3,554,287

 

100.0%

Investment activity was as follows:

Investment Activity:

 

Three Months Ended
September 30, 2026

Three Months Ended
June 30, 2026

New investment commitments, at par (net of syndications)

$52,600

$94,988

Investment fundings

$75,051

$146,236

Number of new investment commitments in portfolio companies

6

3

Number of portfolio companies exited or fully repaid

2

1

Total weighted average yield of investments in debt securities at amortized cost and fair value was 9.6% and 10.0%, respectively, as of September 30, 2026, up from 9.1% and 9.4%, respectively, as of June 30, 2026. Floating rate debt investments as a percentage of total portfolio on a fair value basis was 99.8% as of September 30, 2026, a slight increase compared to June 30, 2026. As of September 30, 2026, certain investments in eleven portfolio companies were on non-accrual status, representing approximately 3.4% of total investments at amortized cost.

CAPITAL AND LIQUIDITY

As of September 30, 2026, the Company had total principal debt outstanding of $1,958.0 million, including $158.0 million outstanding in the Company’s BNP Funding Facility, $16.0 million outstanding in the Truist Credit Facility, $425.0 million outstanding in the Company’s senior unsecured notes due February 2027, $350.0 million outstanding in the Company’s senior unsecured notes due May 2029, $350.0 million outstanding in the Company’s senior unsecured notes due May 2030, $350.0 million outstanding in the Company’s senior unsecured notes due July 2031 and $309.0 million outstanding in the Company’s inaugural CLO that closed in September 2025.

The combined weighted average interest rate on debt outstanding was 5.49% for the quarter ended September 30, 2026. As of September 30, 2026, the Company had $1,864.1 million of availability under its credit facilities and $75.0 million in unrestricted cash and short-term, liquid investments. Debt to equity was 1.25x and 1.21x as of September 30, 2026 and June 30, 2026, respectively.

SHARE REPURCHASES

For the three months ended September 30, 2026, the Company repurchased 819,427 shares at an average price of $15.24 per share.

JOINT VENTURE

The Company launched Capstone JV, a joint venture, with an institutional investor with a substantially similar investment strategy as the Company, which commenced operations on January 2, 2026. The Company and its joint venture partner have each agreed to contribute up to $200.0 million and $50.0 million, respectively, to Capstone JV. As of September 30, 2026, approximately 64.9% of the total capital commitments were called.

OTHER DEVELOPMENTS

  • Subsequent to quarter end, the Board approved an amendment to the investment advisory agreement effective January 1, 2027, providing a reduction of the base management fee from 1.00% to 0.75% and a reduction of the incentive fee on income and capital gains from 17.5% to 15.0% (and a corresponding reduction of the incentive fee cap).
  • On November 3, 2026, the Board declared a regular distribution of $0.45 per share, which is payable on or around January 22, 2027 to shareholders of record as of December 31, 2026 and a supplemental distribution of $0.015 per share, which is payable on or around December 15, 2026 to shareholders of record as of November 30, 2026.

CONFERENCE CALL INFORMATION

Morgan Stanley Direct Lending Fund will host a conference call on Friday, November 6, 2026 at 10:00 am ET to review its financial results and conduct a question-and-answer session. All interested parties are invited to participate in the live earnings conference call by using the following dial-in numbers or audio webcast link available on the MSDL Investor Relations website:

To avoid potential delays, please join at least 10 minutes prior to the start of the earnings call. An archived replay will also be available on the MSDL Investor Relations website.

About Morgan Stanley Direct Lending Fund

Morgan Stanley Direct Lending Fund (NYSE: MSDL) is a non-diversified, externally managed specialty finance company focused on lending to middle-market companies. MSDL has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. MSDL is externally managed by MS Capital Partners Adviser Inc., an indirect, wholly owned subsidiary of Morgan Stanley. MSDL is not a subsidiary of or consolidated with Morgan Stanley. For more information about Morgan Stanley Direct Lending Fund, please visit www.msdl.com.

Forward-Looking Statements

Statements included herein or on the webcast/conference call may constitute “forward-looking statements,” which relate to future events or MSDL’s future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results and conditions may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in MSDL’s filings with the U.S. Securities and Exchange Commission. MSDL undertakes no duty to update any forward-looking statements made herein or on the webcast/conference call.

Consolidated Statements of Assets and Liabilities

(In thousands, except share and per share amounts)

 

 

 

As of

 

 

 

September 30, 2026

 

 

December 31, 2025

 

 

 

(Unaudited)

 

 

(Audited)

 

Assets

 

 

 

 

 

 

Non-controlled/non-affiliated investments, at fair value (amortized cost of $3,429,014 and $3,833,800)

 

$

3,281,007

 

 

$

3,766,757

 

Non-controlled/affiliated investments, at fair value (amortized cost of $3,314 and $5,239)

 

 

1,868

 

 

 

4,789

 

Controlled/affiliated investments, at fair value (amortized cost of $150,997 and $0)

 

 

148,675

 

 

 

—

 

Total investments, at fair value (cost of $3,583,325 and $3,839,039)

 

 

3,431,550

 

 

 

3,771,546

 

Cash and cash equivalents (restricted cash of $29,172 and $3,820)

 

 

92,931

 

 

 

81,434

 

Investments in unaffiliated money market fund (cost of $11,216 and $12,976)

 

 

11,216

 

 

 

12,976

 

Deferred financing costs

 

 

17,595

 

 

 

16,874

 

Interest and dividend receivable from non-controlled/non-affiliated investments

 

 

27,677

 

 

 

26,332

 

Interest receivable from non-controlled/affiliated investments

 

 

21

 

 

 

89

 

Dividend receivable from controlled/affiliated investments

 

 

3,357

 

 

 

—

 

Receivable for investments sold/repaid

 

 

3,143

 

 

 

455

 

Other assets

 

 

534

 

 

 

10,390

 

Total assets

 

$

3,588,024

 

 

$

3,920,096

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Debt (net of unamortized debt issuance costs of $12,624 and $10,545)

 

$

1,903,389

 

 

$

2,086,672

 

Distributions payable

 

 

37,735

 

 

 

43,222

 

Management fees payable

 

 

8,837

 

 

 

9,596

 

Income based incentive fees payable

 

 

441

 

 

 

7,281

 

Interest and other financing expenses payable

 

 

29,161

 

 

 

20,945

 

Payable to affiliates (Note 3)

 

 

101

 

 

 

91

 

Accrued expenses and other liabilities

 

 

38,234

 

 

 

4,200

 

Total liabilities

 

 

2,017,898

 

 

 

2,172,007

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 7)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets

 

 

 

 

 

 

Preferred stock, $0.001 par value (1,000,000 shares authorized; no shares issued and outstanding)

 

 

—

 

 

 

—

 

Common stock, par value $0.001 (500,000,000 shares authorized; 83,685,377 and 86,276,305 shares issued and outstanding)

 

 

84

 

 

 

86

 

Paid-in capital in excess of par value

 

 

1,727,634

 

 

 

1,767,623

 

Distributable earnings (loss)

 

 

(157,592

)

 

 

(19,620

)

Total net assets

 

$

1,570,126

 

 

$

1,748,089

 

Total liabilities and net assets

 

$

3,588,024

 

 

$

3,920,096

 

Net asset value per share

 

$

18.76

 

 

$

20.26

 

Consolidated Statements of Operations (Unaudited)

(In thousands, except share amounts)

 

 

 

For the Three Months Ended

 

For the Nine Months Ended

 

 

September 30, 2026

 

September 30, 2025

September 30, 2026

 

September 30, 2025

Investment income:

 

 

 

 

 

 

 

 

 

From non-controlled/non-affiliated investments:

 

 

 

 

 

 

 

 

 

Interest income

 

$

76,186

 

$

93,477

$

235,593

$

282,171

 

Payment-in-kind income

 

 

4,547

 

 

 

3,969

 

13,478

 

 

11,973

 

Dividend income

 

 

1,177

 

 

 

685

 

3,850

 

 

1,929

 

Other income

 

 

805

 

 

 

1,467

 

3,279

 

 

4,337

 

From non-controlled/affiliated investments:

 

 

 

 

 

 

 

 

 

Interest income

 

 

28

 

 

 

36

 

65

 

 

106

 

Payment-in-kind income

 

 

36

 

 

 

88

 

138

 

 

174

 

Dividend income

 

 

—

 

 

 

—

 

27

 

 

—

 

Other income

 

 

2

 

 

 

—

 

7

 

 

—

 

From controlled/affiliated investments:

 

 

 

 

 

 

 

 

 

Interest income

 

 

26

 

 

 

—

 

26

 

 

—

 

Payment-in-kind income

 

 

29

 

 

 

—

 

29

 

 

—

 

Dividend income

 

 

3,304

 

 

 

—

 

7,485

 

 

—

 

Total investment income

 

 

86,140

 

 

 

99,722

 

263,977

 

 

300,690

 

Expenses:

 

 

 

 

 

 

 

 

 

Interest and other financing expenses

 

 

33,183

 

 

 

33,903

 

95,865

 

 

102,788

 

Management fees

 

 

8,837

 

 

 

9,628

 

27,449

 

 

28,870

 

Income based incentive fees

 

 

441

 

 

 

9,281

 

12,759

 

 

28,404

 

Professional fees

 

 

2,081

 

 

 

2,530

 

5,271

 

 

5,836

 

Directors’ fees

 

 

129

 

 

 

129

 

387

 

 

388

 

Administrative service fees

 

 

99

 

 

 

81

 

221

 

 

228

 

General and other expenses

 

 

359

 

 

 

38

 

710

 

 

348

 

Total expenses

 

 

45,129

 

 

 

55,590

 

142,662

 

 

166,862

 

Management fees waiver (Note 3)

 

 

—

 

 

 

—

 

—

 

 

(641

)

Incentive fees waiver (Note 3)

 

 

—

 

 

 

—

 

—

 

 

(375

)

Net expenses

 

 

45,129

 

 

 

55,590

 

142,662

 

 

165,846

 

Net investment income (loss) before taxes

 

 

41,011

 

 

 

44,132

 

121,315

 

 

134,844

 

Excise tax expense

 

 

750

 

 

 

402

 

2,384

 

 

1,229

 

Net investment income (loss) after taxes

 

 

40,261

 

 

 

43,730

 

118,931

 

 

133,615

 

Net realized and unrealized gain (loss):

 

 

 

 

 

 

 

 

 

Net realized gain (loss) on non-controlled/non-affiliated investments

 

 

(38,164

)

 

 

22

 

(58,744

)

 

609

 

Foreign currency and other transactions

 

 

(22

)

 

 

4

 

(43

)

 

57

 

Net realized gain (loss)

 

 

(38,186

)

 

 

26

 

(58,787

)

 

666

 

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated investments

 

 

(28,979

)

 

 

(15,909

)

 

(80,694

)

 

(40,808

)

Net change in unrealized appreciation (depreciation) on non-controlled/affiliated investments

 

 

(69

)

 

 

(222

)

 

(998

)

 

(182

)

Net change in unrealized appreciation (depreciation) on controlled/affiliated investments

 

 

(333

)

 

 

—

 

(2,321

)

 

—

 

Translation of assets and liabilities in foreign currencies

 

 

2

 

 

(24

)

 

 

(17

)

 

 

76

Net unrealized appreciation (depreciation)

 

 

(29,379

)

 

(16,155

)

 

 

(84,030

)

 

 

(40,914

)

Net realized and unrealized gain (loss)

 

 

(67,565

)

 

(16,129

)

 

 

(142,817

)

 

 

(40,248

)

Net increase (decrease) in net assets resulting from operations

 

$

(27,304

)

$

27,601

 

 

$

(23,886

)

 

$

93,367

Earnings per share (basic and diluted)

 

$

(0.32

)

$

0.32

 

 

$

(0.28

)

 

$

1.07

Weighted average shares outstanding (basic and diluted)

 

 

84,031,223

 

 

86,844,648

 

 

 

84,847,339

 

 

87,476,954

 

Contacts

Investors
Sanna Johnson, Head of Investor Relations
msdl@morganstanley.com

Media
Alyson Barnes
212-762-0514
alyson.barnes@morganstanley.com

Morgan Stanley Direct Lending Fund

NYSE:MSDL

Release Versions

Contacts

Investors
Sanna Johnson, Head of Investor Relations
msdl@morganstanley.com

Media
Alyson Barnes
212-762-0514
alyson.barnes@morganstanley.com

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