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Here are 1-2 brief analogies for Morgan Stanley Direct Lending Fund (MSDL):

• A REIT for corporate debt. (MSDL is structured similarly to a Real Estate Investment Trust (REIT), but instead of owning income-generating real estate, it owns a portfolio of income-generating loans to companies, distributing most of its earnings to shareholders.)
• Like a private equity firm, but it lends money to companies rather than buying them. (MSDL makes direct investments in private companies, similar to a private equity firm, but primarily through debt rather than equity, providing tailored financing solutions.)

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• Senior Secured Loans: Providing debt capital that is backed by borrower collateral and holds the highest priority claim in case of default.
• Unitranche Facilities: Offering a hybrid debt instrument that combines both senior and junior debt into a single loan structure.
• Junior Secured Loans: Extending debt capital that is secured by borrower collateral but ranks lower in priority for repayment than senior secured debt.

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Morgan Stanley Direct Lending Fund (MSDL) operates as a direct lending fund, meaning it primarily provides debt financing to other companies. Therefore, its "major customers" are the companies to which it extends loans (its borrowers).

These target companies are typically middle-market businesses, often backed by private equity sponsors, that seek alternative financing solutions outside of traditional banks or public markets. As such, the vast majority of MSDL's portfolio companies are private entities and do not have public stock symbols.

Examples of companies to which MSDL has provided debt financing include:

• Aperia Solutions, LLC
• Applied Health Information Services, Inc.
• Inmar, Inc.
• PetVet Care Centers, LLC
• The ReSource Group LLC

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• Morgan Stanley (MS)
• State Street Corporation (STT)
• Deloitte & Touche LLP
• Ropes & Gray LLP

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Michael Occi, Chief Executive Officer

Michael Occi was appointed Chief Executive Officer of Morgan Stanley Direct Lending Fund (MSDL) on or about July 25, 2025. He previously served as the company's Chief Administrative Officer starting in January 2023 and as President from December 2024. Mr. Occi has been a Managing Director of Morgan Stanley Investment Management (MSIM) since April 2022, having joined Morgan Stanley in 2006. His prior roles within Morgan Stanley included various positions in Equity Capital Markets and Fixed Income Capital Markets, including Head of Financial Institutions Equity Capital Markets from May 2019 to April 2022. MSDL primarily invests in senior secured term loans issued by U.S. middle-market companies, often backed by private equity sponsors.

David Pessah, Chief Financial Officer

David Pessah was appointed Chief Financial Officer of Morgan Stanley Direct Lending Fund in December 2023 and also holds this position for other Morgan Stanley business development companies (BDCs). He joined Morgan Stanley in 2023 as a Managing Director of Morgan Stanley Investment Management. Prior to joining Morgan Stanley, Mr. Pessah spent from September 2010 to November 2023 at Goldman Sachs, where he most recently served as the Chief Financial Officer, Treasurer, and Chief Accounting Officer of its BDC complex within Goldman Sachs' Private Credit group. He began his career in September 2007 at Ernst & Young LLP as an auditor in their financial services group. His experience as CFO of BDC complexes at both Goldman Sachs and Morgan Stanley indicates extensive involvement with funds that invest in middle-market companies, many of which are backed by private equity firms.

Ashwin Krishnan, Chief Investment Officer

Ashwin Krishnan was appointed Chief Investment Officer of Morgan Stanley Direct Lending Fund on or about July 25, 2025. He has been an integral part of the Morgan Stanley Private Credit platform since its inception in 2009 and a member of the investment committee of MS Capital Partners Adviser Inc. since 2019. Mr. Krishnan serves as the Head of North America Private Credit and Portfolio Manager of the Opportunistic Credit strategy at MSIM, bringing over two decades of experience in private credit.

Orit Mizrachi, Co-President & Chief Operating Officer

Orit Mizrachi was appointed Co-President of Morgan Stanley Direct Lending Fund on or about July 25, 2025, and has served as the company's Chief Operating Officer since October 2019. She became a Managing Director of MSIM in January 2023. Before joining Morgan Stanley in April 2019, Ms. Mizrachi held various senior positions at The Carlyle Group from 2010 to 2018, including Chief Operating Officer of its direct lending platform and BDCs, and interim Chief Financial Officer of The Carlyle Group's BDCs from September 2014 to March 2015. She also worked in the hedge fund industry as a CFO and controller and started her career as a public accounting auditor.

Jeffrey Day, Co-President

Jeffrey Day was appointed Co-President of Morgan Stanley Direct Lending Fund on or about July 25, 2025. He joined Morgan Stanley in 2019 and is a Managing Director, serving as the Head of Direct Lending Capital Markets and Business Development. Mr. Day is also a member of the executive team for the Direct Lending strategy and the MS Private Credit Investment Committees since 2019. Prior to joining Morgan Stanley, he was a Managing Director at Madison Capital Funding, where he focused on sponsor coverage, capital markets, and fundraising.

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The Morgan Stanley Direct Lending Fund (MSDL) faces several key risks, primarily stemming from its investment strategy and the broader economic and market environment. The most significant risks include:

1. Interest Rate Fluctuations and Fixed vs. Floating Rate Mismatch: MSDL predominantly invests in variable-rate loans (approximately 99.6% floating-rate loans), but it also has fixed-rate debt obligations. A rapid or substantial decline in federal interest rates could compress the spread between its lending income and borrowing costs, negatively impacting its net investment income and potentially challenging its ability to cover dividends. This risk is highlighted as a primary factor contributing to the fund's trading at a discount to its Net Asset Value (NAV).
2. Economic Downturns and Credit Risk: As a direct lending fund, MSDL's performance is highly susceptible to economic cycles. During periods of economic contraction or uncertainty, its middle-market portfolio companies may experience increased financial stress, which could lead to higher default rates on their loans. Although MSDL mitigates this by focusing on senior secured, first-lien debt (around 96% of its portfolio) and investing in non-cyclical sectors, the inherent risk of borrower defaults due to adverse economic conditions remains a critical concern for the fund's revenue stream and overall financial health.
3. Competitive Pressures: The direct lending market is becoming increasingly competitive, with a growing number of funds and institutional investors entering the space. This heightened competition could make it more challenging for MSDL to originate new loans with attractive risk-adjusted returns, potentially impacting its growth prospects and market share.

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The Morgan Stanley Direct Lending Fund (MSDL) primarily offers directly originated senior secured term loans, including first lien, unitranche, and second lien senior secured term loans, to U.S. middle-market companies that are typically backed by private equity sponsors. These middle-market companies generally have an EBITDA ranging from $15 million to $200 million. MSDL also invests in higher-yielding assets such as mezzanine debt, unsecured debt, equity investments, and other opportunistic asset purchases.

The addressable market for these main products and services is within the broader direct lending and private credit market, with a specific focus on the U.S. middle market.

• The global private credit market was approximately $3.0 trillion by 2025, with direct lending representing about 50% of this, or roughly $1.5 trillion.
• The U.S. private credit market is substantial, accounting for approximately three-quarters of the global market, estimated to be between $1.5 trillion and $2.1 trillion.
• U.S.-based direct lending funds deployed approximately $500 billion in new loans in 2025.
• The U.S. middle market, which consists of around 200,000 companies, comprises one-third of the U.S. economy. Within this, the lower middle market alone has seen an average of 6,500 transactions valued at over $400 billion since 2021.

Therefore, the addressable market for Morgan Stanley Direct Lending Fund's main products and services is primarily the **U.S. middle-market direct lending segment**, which is a significant portion of the multi-trillion dollar global and U.S. private credit and direct lending markets.

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Here are 3-5 expected drivers of future revenue growth for Morgan Stanley Direct Lending Fund (MSDL) over the next 2-3 years:

1. Expansion into the Underserved Middle-Market Sector and Portfolio Growth: Morgan Stanley Direct Lending Fund specializes in providing financing solutions to U.S. middle-market companies, a sector often underserved by traditional banks, presenting significant growth opportunities. The fund has been actively increasing its investment commitments, with new investment commitments seeing a 23% increase in the third quarter of 2025 compared to the second quarter, demonstrating an aggressive strategy to expand its investment portfolio. This consistent focus on growing its investment portfolio in this segment is a primary driver for future interest income.
2. Strategic Financial Optimizations and Efficient Capital Management: MSDL has undertaken successful financial optimizations aimed at enhancing its capital structure and reducing funding costs. This includes the closing of its inaugural Collateralized Loan Obligation (CLO) totaling approximately $401 million and the repricing of its BMP facility, which reduced the spread by 30 basis points. These actions are expected to improve the fund's net investment income by lowering expenses.
3. Leveraging Morgan Stanley's Global Resources and MSIM Credit Platform: MSDL benefits significantly from the broader Morgan Stanley platform, including its global resources and the ongoing scaling of Morgan Stanley Investment Management (MSIM)'s credit business. This institutional backing supports the build-out of the fund's team and enhances its capabilities in deal origination and overall platform growth, providing a competitive edge in securing new lending opportunities.

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Share Repurchases

• Morgan Stanley Direct Lending Fund (MSDL) has a 10b5-1 share repurchase plan designed to activate when the stock trades below its Net Asset Value (NAV).
• As of August 30, 2025, $30 million had been repurchased year-to-date out of a total authorized capacity of $100 million.
• An amended and restated share repurchase program authorizing up to $100.0 million (exclusive of prior repurchases) was approved by the Board on February 27, 2025.

Share Issuance

• On March 28, 2025, MSDL established an at-the-market (ATM) offering, enabling the company to sell common stock with an aggregate offering price of up to $300.0 million.
• No shares were issued through the ATM offering for the quarters ended March 31, 2025, or June 30, 2025.

Inbound Investments

• MSDL leverages its strong association with Morgan Stanley's extensive private credit platform, which has $20.8 billion in committed direct lending capital.
• The company commenced operations in January 2020 and completed its initial public offering on January 26, 2024.

Outbound Investments

• MSDL primarily invests in directly originated senior secured term loans issued to U.S. middle-market companies.
• As of the first quarter of 2025, MSDL's investment portfolio at fair value was $3.8 billion, predominantly consisting of senior secured first lien loans (~96%) across 210 companies in 34 industries, with a focus on less cyclical sectors.
• For the quarter ended June 30, 2025, new investment commitments (net of syndications) totaled $149.1 million, with fundings of $204.0 million.

Capital Expenditures

• No significant information regarding capital expenditures for Morgan Stanley Direct Lending Fund is available.