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10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM

10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number:

000-56446

Blackstone Private Equity Strategies Fund L.P.

(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation or organization)		88-1872156 (I.R.S. Employer Identification No.)

345 Park Avenue

New York, New York 10154

(Address of principal executive offices)(Zip Code)

(212)

583-5000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes

☒

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T

(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes

☒

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

non-accelerated

filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

12b-2

of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2

of the Exchange Act). Yes

☐

☒

As of April 30, 2025, the registrant had the following limited partnership units outstanding: 81,855,974 Class S units, 2,402,822 Class D units and 128,364,491 Class I units.

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		Page
Part I.	Financial Information

Item 1.	Financial Statements		4

	Unaudited Condensed Financial Statements of Blackstone Private Equity Strategies Fund L.P.:

	Condensed Statements of Assets and Liabilities as of March 31, 2025 and December 31, 2024		4

	Condensed Statements of Operations for the Three Months Ended March 31, 2025 and 2024		5

	Condensed Statements of Changes in Net Assets for the Three Months Ended March 31, 2025 and 2024		6

	Condensed Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024		7

	Condensed Schedule of Investments as of March 31, 2025 and December 31, 2024		8

	Notes to Condensed Financial Statements		9

	Unaudited Condensed Consolidated Financial Statements of BXPE US Aggregator (CYM) L.P.:

	Condensed Consolidated Statements of Assets and Liabilities as of March 31, 2025 and December 31, 2024		20

	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2025 and 2024		21

	Condensed Consolidated Statements of Changes in Net Assets for the Three Months Ended March 31, 2025 and 2024		22

	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024		23

	Condensed Consolidated Schedule of Investments as of March 31, 2025 and December 31, 2024		25

	Notes to Condensed Consolidated Financial Statements		35

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		56

Item 3.	Quantitative and Qualitative Disclosures About Market Risk		66

Item 4.	Controls and Procedures		67

Part II.	Other Information

Item 1.	Legal Proceedings		68

Item 1A.	Risk Factors		68

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		68

Item 3.	Defaults Upon Senior Securities		69

Item 4.	Mine Safety Disclosures		69

Item 5.	Other Information		69

Item 6.	Exhibits		69

Signatures			70

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Forward-Looking Statements

This report may contain forward-looking statements, which involve certain known and unknown risks and uncertainties. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies, portfolio management and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “seeks,” “anticipates,” “will,” “should,” “could,” “may,” “designed to,” “foreseeable future,” “believe,” “scheduled” and similar expressions. Our actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. Potential investors should not rely on these statements as if they were fact. We assume no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

References herein to “expertise” or any party being an “expert,” based solely on the belief of Blackstone, are intended only to indicate proficiency as compared to an average person and in no way limit any exculpation provisions or alter any standard of care applicable to Blackstone. Additionally, any awards, honors, or other references or rankings referred to herein with respect to Blackstone or any investment professional are provided solely for informational purposes and are not intended to be, nor should they be construed or relied upon as, any indication of future performance or other future activity. Any such awards, honors, or other references or rankings may have been based on subjective criteria and may have been based on a limited universe of participants, and there are other awards, honors, or other references or rankings given to others and not received by Blackstone and/or any investment professional of Blackstone.

There are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. We believe these factors include but are not limited to those described under the section entitled “Risk Factors” in our Annual Report on

Form 10-K

for the year ended December 31, 2024, as such factors may be updated from time to time in our periodic filings with the United States Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov or on our website at www.bxpe.com. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report and in our other periodic filings. The forward-looking statements speak only as of the date of this report, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. Our website contains additional information about our business, but the contents of the website are not incorporated by reference in, or otherwise a part of, this report.

In this report, except where the context suggests otherwise:

The term “Blackstone” refers collectively to Blackstone Inc. and its subsidiaries and affiliated entities.

The term “BXPE U.S.” refers to Blackstone Private Equity Strategies Fund L.P.

The terms “BXPE,” the “Fund,” “we,” “us” or “our” collectively refers to BXPE U.S., the Feeder, the Aggregator and its consolidated subsidiaries and any Parallel Funds (each as defined below), as the context requires.

The term “BXPE Lux” means Blackstone Private Equity Strategies Fund SICAV, a Luxembourg alternative investment fund available to individual investors primarily domiciled in countries of the European Economic Area, the United Kingdom (“UK”), Switzerland, Asia and certain other jurisdictions, together with its master fund, feeder funds, parallel funds and other related entities.

BXPE and BXPE Lux are together referred to as the “BXPE Fund Program.”

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The term “Aggregator” refers to BXPE US Aggregator (CYM) L.P. (including any successor vehicle or vehicles used to aggregate the holdings of the Fund and any Parallel Funds), a Cayman Islands exempted limited partnership, through which the Fund invests all or substantially all of its assets.

The term “Feeder” refers to Blackstone Private Equity Strategies Fund (TE) L.P.

The term “General Partner” refers to Blackstone Private Equity Strategies Associates L.P., our general partner.

The term “Intermediate Entity” refers to one or more entities through which the General Partner or any of its affiliates may, in its sole discretion, cause BXPE to hold certain investments directly or indirectly through (a) entities that may elect to be classified as corporations for U.S. federal income tax purposes, whether formed in a U.S. or

non-U.S.

jurisdiction (each a “Corporation”) or (b) one or more limited liability companies or limited partnerships (each, a “Lower Entity,” and together with any Corporation, including the Aggregator, “Intermediate Entities”).

The term “Investment Manager” refers to Blackstone Private Investments Advisors L.L.C., our investment manager.

The term “Other Blackstone Accounts” refers to, as the context requires, individually and collectively, any of the following: investment funds, vehicles, accounts, products and/or other similar arrangements sponsored, advised, and/or managed by Blackstone or its affiliates, whether currently in existence or subsequently established (in each case, including any related successor funds, alternative vehicles, supplemental capital vehicles, surge funds, over-flow funds,

co-investment

vehicles and other entities formed in connection with Blackstone or its affiliates

side-by-side

or additional general partner investments with respect thereto), including BXPE Lux.

The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside the Fund, but excluding BXPE Lux (as determined in the Investment Manager’s discretion). One or more such Parallel Funds invest in the Aggregator alongside the Fund.

The term “Portfolio Entity” refers, individually and collectively, to any entity owned, directly or indirectly through subsidiaries, by the Fund or Other Blackstone Accounts, including as the context requires, portfolio companies, holding companies, special purpose vehicles and other entities through which investments are held.

The term “Sponsor” refers to, as the context or applicable law requires, individually and collectively, the General Partner and the Investment Manager.

The term “Transactional NAV” refers to the price at which transactions in the Fund’s Units (as defined below) are made (as the context requires), calculated in accordance with a valuation policy that has been approved by BXPE U.S.’s board of directors (“Board of Directors” or “Board”). Unless the context requires otherwise, references herein to “net asset value” or “NAV” shall refer to Transactional NAV.

The term “Unitholders” refers to holders of our limited partnership units (the “Units”). There are three classes of Units outstanding: Class S (“Class S” or the “Class S Units”), Class D (“Class D” or the “Class D Units”) and Class I (“Class I” or the “Class I Units”) (each a “Unit Class” or a “Class”).

The investment activities of BXPE are carried out through the Aggregator, a

non-consolidated

affiliate of BXPE U.S. As such, we believe it is important to present information for both BXPE U.S. and the Aggregator in this report. The financial statements of each entity are presented in “Part I. Item 1. Financial Statements.” See also “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

This report does not constitute an offer of BXPE or any Other Blackstone Accounts.

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Part I. Financial Information

Item 1.

Financial Statements

Blackstone Private Equity Strategies Fund L.P.

Condensed Statements of Assets and Liabilities (Unaudited)

(Dollars in Thousands, Except Unit Data)


	March 31,		December 31,
	2025		2024
Assets
Investment in BXPE US Aggregator (CYM) L.P. at Fair Value (Cost $5,228,912 as of March 31, 2025; $4,247,996 as of December 31, 2024)	$	5,865,561	$	4,662,353
Cash and Cash Equivalents		4,171		1,616
Repurchases Receivable		3,936		563
Due from Affiliates		1,196		8
Other Assets		264		280

Total Assets	$	5,875,128	$	4,664,820

Liabilities and Net Assets
Due to Affiliates	$	1,465	$	225
Accounts Payable, Accrued Expenses and Other Liabilities		2,017		1,153
Repurchases Payable		3,847		544
Servicing Fees Payable		129,007		107,005

Total Liabilities		136,336		108,927

Commitments and Contingencies
Net Assets
Limited Partnership Unit — Class S Units, unlimited Units authorized, (77,766,478 Units issued and outstanding as of March 31, 2025; 65,661,316 Units issued and outstanding as of December 31, 2024)		2,148,863		1,741,432
Limited Partnership Unit — Class D Units, unlimited Units authorized, (2,522,223 Units issued and outstanding as of March 31, 2025; 2,346,107 Units issued and outstanding as of December 31, 2024)		73,087		65,235
Limited Partnership Unit — Class I Units, unlimited Units authorized, (118,980,768 Units issued and outstanding as of March 31, 2025; 96,932,930 Units issued and outstanding as of December 31, 2024)		3,516,592		2,748,976
General Partner Interest		250		250

Total Net Assets		5,738,792		4,555,893

Total Liabilities and Net Assets	$	5,875,128	$	4,664,820

See notes to condensed financial statements.

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Blackstone Private Equity Strategies Fund L.P.

Condensed Statements of Operations (Unaudited)

(Dollars in Thousands)


	Three Months Ended March 31,
	2025			2024
Expenses
Professional Fees	$	498		$	477
Directors’ Fees		103			261
Warehousing Fees		—			1,166
Other		6			4

Total Expenses		607			1,908
Warehousing Fees Waived		—			(1,166	)

Net Expenses		607			742

Net Investment Loss		(607	)		(742	)
Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.		222,291			27,894

Net Increase in Net Assets Resulting from Operations	$	221,684		$	27,152

See notes to condensed financial statements.

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Blackstone Private Equity Strategies Fund L.P.

Condensed Statements of Changes in Net Assets (Unaudited)

(Dollars in Thousands)


	Class S Units			Class D Units			Class I Units			General Partner Interest		Total Net Assets

Balance at December 31, 2024	$	1,741,432		$	65,235		$	2,748,976		$	250	$	4,555,893
Proceeds from Units Issued		349,370			5,000			635,407			—		989,777
Net Investment Income (Loss)		(236	)		(8	)		(363	)		—		(607	)
Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.		86,441			2,968			132,882			—		222,291
Servicing Fees		(24,646	)		(110	)		—			—		(24,756	)
Conversion of Units Between Classes		(2,105	)		—			2,105			—		—
Repurchase of Units, Net of Early Repurchase Deduction		(1,393	)		2			(2,415	)		—		(3,806	)

Balance at March 31, 2025	$	2,148,863		$	73,087		$	3,516,592		$	250	$	5,738,792


	Class S Units			Class D Units			Class I Units			General Partner Interest (a)		Total Net Assets
Balance at December 31, 2023	$	—		$	—		$	100		$	—	$	100
Proceeds from Units Issued		809,127			40,500			1,088,873			250		1,938,750
Net Investment Income (Loss)		(305	)		(16	)		(421	)		—		(742	)
Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.		11,453			606			15,835			—		27,894
Servicing Fees		(54,478	)		(803	)		—			—		(55,281	)

Balance at March 31, 2024	$	765,797		$	40,287		$	1,104,387		$	250	$	1,910,721

(a)	The General Partner did not receive any Units for its contribution to BXPE U.S.

See notes to condensed financial statements.

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Blackstone Private Equity Strategies Fund L.P.

Condensed Statements of Cash Flows (Unaudited)

(Dollars in Thousands)


	Three Months Ended March 31,
	2025			2024
Operating Activities
Net Increase in Net Assets Resulting from Operations	$	221,684		$	27,152
Adjustments to Reconcile Net Increase in Net Assets Resulting from Operations to Net Cash Used in Operating Activities
Net Change in Unrealized (Gain) Loss on Investment in BXPE US Aggregator (CYM) L.P.		(222,291	)		(27,894	)
Issuance of Class I Units for Directors’ Fees		—			184
Investment in BXPE US Aggregator (CYM) L.P.		(984,853	)		(1,937,411	)
Proceeds from Repurchase of Investment in BXPE US Aggregator (CYM) L.P.		563			—
Cash Flows Due to Changes in Operating Assets and Liabilities
Due from Affiliates		(1,142	)		—
Other Assets		16			—
Due to Affiliates		1,240			78
Accounts Payable, Accrued Expenses and Other Liabilities		864			575

Net Cash Used in Operating Activities		(983,919	)		1,937,316

Financing Activities
Proceeds from Issuance of Units		989,777			1,938,566
Payment for Servicing Fees		(2,754	)		(846	)
Early Repurchase Deduction Received from Blackstone Private Equity Strategies Fund (TE) L.P.		9			—
Repurchase of Units, Net of Early Repurchase Deduction		(558	)		—

Net Cash Provided by Financing Activities		986,474			1,937,720

Cash and Cash Equivalents
Net Increase		2,555			404
Beginning of Period		1,616			100

End of Period	$	4,171		$	504

Supplemental Disclosure of Non-Cash Investing and Financing Activities
Issuance of Class I Units for Directors’ Fees	$	—		$	184

Accrued Servicing Fees	$	24,756		$	55,281

Repurchase of Units, Net of Early Repurchase Deduction	$	3,847		$	—

Early Repurchase Deduction Receivable from Blackstone Private Equity Strategies Fund (TE) L.P.	$	55		$	—

See notes to condensed financial statements.

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Blackstone Private Equity Strategies Fund L.P.

Condensed Schedule of Investments (Unaudited)

(Dollars in Thousands, Except Unit Data)

March 31, 2025

Name of Investment

Type of
Investment

Industry

Geography

Fair Value

Fair Value as

a Percentage

of Net Assets

Investments

BXPE US Aggregator (CYM) L.P. (198,283,767 Units) (a)

Investee Fund

Various

5,865,561

102.2

Total Investments (Cost $5,228,912)

5,865,561

102.2

December 31, 2024

Name of Investment

Type of
Investment

Industry

Geography

Fair Value

Fair Value as

a Percentage

of Net Assets

Investments

BXPE US Aggregator (CYM) L.P. (164,267,528 Units) (a)

Investee Fund

Various

4,662,353

102.3

Total Investments (Cost $4,247,996)

4,662,353

102.3

(a)	Refer to Note 3. “Investment in the Aggregator” for details on Blackstone Private Equity Strategies Fund L.P.’s proportional share of investments through investees.

See notes to condensed financial statements.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

1. Organization

Blackstone Private Equity Strategies Fund L.P. (“BXPE U.S.”) is a Delaware limited partnership formed on April 5, 2022, and is a private fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “1940 Act”). BXPE U.S. is structured as a perpetual-life strategy, with monthly, fully funded subscriptions and periodic repurchase offers. BXPE U.S. is conducting a continuous private offering of its limited partnership units (“Units”) in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act and rules thereunder).

Blackstone Private Equity Strategies Fund (TE) L.P. (the “Feeder”), a Delaware limited partnership, invests all or substantially all of its assets indirectly in BXPE U.S. The Feeder was established for certain investors with particular tax characteristics, such as

tax-exempt

investors and certain

non-U.S.

investors.

BXPE U.S. invests all or substantially all of its assets through its investment in BXPE US Aggregator (CYM) L.P. (the “Aggregator”). The Aggregator has the same investment objectives as BXPE U.S. The condensed consolidated financial statements of the Aggregator, including the Condensed Consolidated Schedule of Investments, are an integral part of BXPE U.S.’s condensed financial statements and are included following these condensed financial statements.

The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXPE U.S., but excluding Blackstone Private Equity Strategies Fund SICAV (“BXPE Lux”). The Parallel Funds may be established for certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXPE U.S. or the Feeder. BXPE U.S., the Feeder, the Aggregator and its consolidated subsidiaries and any Parallel Funds collectively form “BXPE.” BXPE and BXPE Lux collectively form the “BXPE Fund Program,” but are operated as distinct investment structures.

BXPE’s investment objectives are to deliver medium- to long-term capital appreciation and, to a lesser extent, generate modest current income. BXPE seeks to meet its investment objectives by investing primarily in privately negotiated, equity-oriented investments, leveraging the talent and investment capabilities of Blackstone Inc.’s (“Blackstone”) private equity platform to create an attractive portfolio of alternative investments diversified across geographies and sectors.

Investment operations commenced on January 2, 2024 (the “Initial Closing Date”) when BXPE U.S. and the Feeder first sold unregistered limited partnership units to third parties and began investing.

Blackstone Private Equity Strategies Associates L.P., a Delaware limited partnership, is the general partner (the “General Partner”) of BXPE U.S., the Feeder and the Aggregator. Overall responsibility for oversight of BXPE U.S. and the entities that carry out its investment objectives rests with the General Partner, subject to certain oversight rights held by BXPE U.S.’s board of directors (the “Board of Directors” or “Board”). The General Partner has delegated BXPE U.S.’s portfolio management function to Blackstone Private Investments Advisors L.L.C. (the “Investment Manager”). The Investment Manager has discretion to make investments on behalf of BXPE U.S. and is responsible for initiating, structuring and negotiating BXPE U.S.’s investments, as well as actively managing each investment to seek to maximize value. The Investment Manager and its affiliates also provide certain administrative services to BXPE U.S. The Investment Manager is a Delaware limited liability company and is registered with the United States Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. The General Partner and the Investment Manager are individually and collectively referred to as the “Sponsor.” Both the General Partner and Investment Manager are subsidiaries of Blackstone.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed financial statements of BXPE U.S. have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form

10-Q.

BXPE U.S. is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946,

Financial Services—Investment Companies

(“ASC 946”). The condensed financial statements, including these notes, are unaudited and exclude some of the disclosures required in audited financial statements. Management believes it has made all necessary adjustments (consisting of only normal recurring items) so that the condensed financial statements are presented fairly and that estimates made in preparing its condensed financial statements are reasonable. Such estimates include those used in the valuation of the investment in the Aggregator, including the valuation of the Aggregator’s investments and financial instruments and the measurement of deferred tax balances (including valuation allowances) at the Aggregator. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed financial statements should be read in conjunction with the audited financial statements included in BXPE U.S.’s Annual Report on Form

10-K

for the year ended December 31, 2024, filed with the SEC.

Certain reclassifications of prior period’s amounts have been made to conform to the current year presentation. Such reclassifications had no effect on Net Increase in Net Assets Resulting from Operations.

Principles of Consolidation

In accordance with ASC 946, BXPE U.S. generally does not consolidate investments unless BXPE U.S. has a controlling financial interest in an investment company or operating company whose business consists of providing services to BXPE U.S. A controlling financial interest is defined as (a) the power to direct the activities of the investment company that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the investment company. BXPE U.S. determines whether it has a controlling financial interest in an investment company at such company’s inception and continuously reconsiders that conclusion. In instances where BXPE U.S. wholly owns another investment company, BXPE U.S. believes this would constitute a controlling interest and consolidation would be appropriate. For

non-wholly

owned interests in investment companies, BXPE U.S. assesses the nature of the investment structure and considers its interests in and governance rights over the investment company to determine whether BXPE U.S. holds a controlling financial interest. Performance of that analysis requires the exercise of judgment.

BXPE U.S. does not have a controlling financial interest in and, as a result, does not consolidate the Aggregator, nor any other reporting entities within BXPE, because (a) the General Partner is not acting solely on behalf of BXPE U.S. as it carries out its duties and (b) BXPE U.S. does not absorb essentially all of the Aggregator’s variability. At each reporting date, BXPE U.S. assesses whether it has a controlling financial interest in the Aggregator or any other reporting entities within BXPE, and any associated consolidation implications.

Valuation of Investments at Fair Value

BXPE U.S. has indirect exposure to gains and losses on underlying investments because it invests in the Aggregator which, in turn, holds such underlying investments through the Aggregator’s subsidiaries. Valuations of investments held by the Aggregator are disclosed in the notes to the Aggregator’s condensed consolidated financial statements. For information regarding net realized and change in unrealized gains and losses on such investments held indirectly by BXPE U.S., see the Aggregator’s condensed consolidated financial statements

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

included following these condensed financial statements and see Note 3. “Investments and Fair Value Measurement” in the “Notes to Condensed Consolidated Financial Statements” of BXPE US Aggregator (CYM) L.P. for information regarding the valuation of investments.

BXPE U.S. measures its investment in the Aggregator at fair value using the net asset value of the Aggregator. The net asset value of the Aggregator is considered a practical expedient that represents fair value as (a) the investment does not have a readily determinable fair value because the Aggregator’s net asset value is not published or the basis for current transactions, (b) the Aggregator is an investment company and (c) the net asset value of the Aggregator is calculated in a manner in which all of its investments are reported at fair value as of the measurement date. Changes in the fair value of BXPE U.S.’s investment in the Aggregator are presented within Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. in the Condensed Statements of Operations.

Cash and Cash Equivalents

Cash and Cash Equivalents represents cash on hand, cash held in banks and short-term, highly liquid investments with original maturities of three months or less. BXPE U.S. may have bank balances in excess of federally insured amounts; however, BXPE U.S. deposits its Cash and Cash Equivalents with high credit-quality institutions to minimize credit risk.

Income Taxes

BXPE U.S. is treated as a partnership for U.S. federal income tax purposes and therefore generally is not subject to any U.S. federal and state income taxes. Taxable income is allocated to BXPE U.S.’s unitholders. It is possible that BXPE U.S. may be considered a publicly traded partnership and not meet the qualifying income exception in certain years. In such a scenario, BXPE U.S. would be treated as a publicly traded partnership taxed as a corporation, rather than a partnership. The investors of BXPE U.S. would be treated as shareholders in a corporation, and BXPE U.S. itself would become taxable as a corporation for U.S. federal, state and/or local income tax purposes. BXPE U.S. would be required to pay income tax at corporate rates on its net taxable income.

Deferred Taxes

GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Valuation allowances are established when BXPE U.S. determines it is more likely than not that some portion or all of the deferred tax asset will not be realized. BXPE U.S. assesses all available positive and negative evidence, including the amount and character of future taxable income.

Uncertain Tax Positions

BXPE U.S. recognizes uncertain tax positions when it is more likely than not that the position will be sustained by the taxing authorities, based on the technical merits of the positions. The tax positions that meet the more-likely-than-not threshold are recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. BXPE U.S. reevaluates its tax positions each period in which new information becomes available. BXPE U.S.’s policy is to recognize tax related interest and penalties, if applicable, as a component of the provision for income taxes on the Condensed Statements of Operations.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Affiliates

The General Partner, Investment Manager, Dealer Manager (as defined in Note 6. “Related Party Transactions”), the Feeder, Parallel Funds, the Aggregator, BXPE Lux and other vehicles sponsored, advised and/or managed by Blackstone or its affiliates are affiliates of BXPE U.S.

Segment Reporting

BXPE U.S. operates through a single reportable segment. The chief operating decision makers (the “CODMs”) consist of BXPE U.S.’s Chief Executive Officer and Chief Financial Officer. The CODMs assess the performance of, allocate resources to and make operating decisions for BXPE U.S. primarily based on BXPE U.S.’s Net Increase in Net Assets Resulting from Operations. Reportable segment assets are reflected on the accompanying Condensed Statements of Assets and Liabilities as Total Assets and reportable segment significant expenses reviewed by the CODMs are listed on the accompanying Condensed Statements of Operations.

3. Investment in the Aggregator

BXPE U.S. recognizes dividend income when earned at the time of receipt of proceeds from the Aggregator. BXPE U.S. has an interest of 78.9% and 76.4% in the Aggregator as of March 31, 2025 and December 31, 2024, respectively. The remaining interest in the Aggregator is held by a Parallel Fund. BXPE U.S.’s interest in the Aggregator may result in BXPE U.S. indirectly holding investments of the Aggregator that, on a proportional basis, at times may exceed 5% of the net assets of BXPE U.S. For a listing of investments that may proportionally exceed 5

% of BXPE U.S. net assets, see the Aggregator’s Condensed Consolidated Schedule of Investments included following these condensed financial statements.

4. Line of Credit Agreement

On November 3, 2023, BXPE U.S. and BXPE Lux (the “Borrowers”) entered into an amended and restated unsecured, uncommitted line of credit agreement (as amended, the “A&R Line of Credit”) with Blackstone Holdings Finance Co. L.L.C. (“Finco”) providing up to a maximum amount of $300.0 million. On August 8, 2024, the Aggregator and a subsidiary of BXPE Lux entered into joinders to the A&R Line of Credit pursuant to which such entities became Borrowers thereunder, but were subsequently released as Borrowers on October 3, 2024, in connection with the Aggregator Credit Agreement (as defined in Note 5. “Borrowings — Aggregator Credit Agreement” in the “Notes to Condensed Consolidated Financial Statements” of BXPE US Aggregator (CYM) L.P.). The A&R Line of Credit was renewed for an additional

one-year

term and now expires on November 4, 2025, subject to additional one year extension options requiring Finco approval.

Under the A&R Line of Credit, the interest rate on the unpaid balance of the principal balance amount of each loan is the then-current borrowing rate offered by a third-party lender, or, if no such rate is available, the applicable Secured Overnight Financing Rate (“

SOFR

”) plus 3.00%. Each advance under the A&R Line of Credit is repayable on the earliest of (a) the expiration of the A&R Line of Credit, (b) Finco’s demand or (c) the date on which the Investment Manager no longer acts as investment manager to the Borrowers, provided that the Borrowers will have 180 days to make such repayment in the cases of clauses (a) and (b) and 45 days to make such repayment in the case of clause (c). To the extent the Borrowers have not repaid all loans and other obligations under the A&R Line of Credit after a repayment event has occurred, the Borrowers are obligated to apply the net cash proceeds from its offering and any sale or other disposition of assets to the repayment of such loans and other obligations; provided that the Borrowers will be permitted to (a) make distributions to avoid any entity level tax, (b) make payments to fulfill any repurchase requests of the Borrowers pursuant to any established unit repurchase plans, (c) use funds to close any investment which the Borrowers committed to prior to receiving a demand notice and (d) make distributions to its unitholders (“Unitholders”) or shareholders at per unit or per share levels consistent with the immediately preceding fiscal quarter. The A&R Line of Credit also permits

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Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

voluntary

pre-payment

of principal and accrued interest without any penalty other than customary SOFR breakage costs. The A&R Line of Credit contains customary events of default. As is customary in such financings, if an event of default occurs under the A&R Line of Credit, Finco may accelerate the repayment of amounts outstanding under the A&R Line of Credit and exercise other remedies subject, in certain instances, to the expiration of an applicable cure period. As of March 31, 2025 and December 31, 2024, BXPE U.S. had no borrowings or amounts outstanding under the A&R Line of Credit.

5. Net Assets

BXPE U.S., at the direction of the General Partner, has the authority to issue an unlimited number of Units of each Unit Class (as defined below).

BXPE U.S. offers three classes of limited partnership Units: Class S, Class D and Class I Units (each a “Unit Class” or a “Class”). The key differences among each Unit Class relate to the ongoing servicing fees and the upfront subscription fee. The term “Transactional NAV” refers to the price at which transactions in BXPE U.S. are made, calculated in accordance with a valuation policy that has been approved by the Board of Directors. The purchase price per Unit of each Class is equal to the Transactional NAV per Unit for such Class as of the last calendar day of the immediately preceding month. Before BXPE U.S. determined its first Transactional NAV, the initial subscription price for Units was $25.00 per Unit plus applicable subscription fees that are paid by the Unitholder outside its investment in BXPE U.S. and not reflected in BXPE U.S.’s Transactional NAV. The Transactional NAV for each Unit Class was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, BXPE U.S.’s Transactional NAV is based on the

month-end

values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities and the deduction of expenses attributable to certain Unit Classes, such as applicable servicing fees. At the end of each month, BXPE U.S. allocates its Net Investment Income (Loss) and Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. across each Unit Class based on their relative ownership share in BXPE U.S. as of the first calendar day of that month.

Unit issuances related to monthly subscriptions are effective the first calendar day of each month. Units are issued at a price per Unit equivalent to BXPE U.S.’s most recent Transactional NAV per Unit available for each Class, which is BXPE U.S.’s prior

month-end

Transactional NAV per Unit.

The following table presents transactions in the Units during the three months ended March 31, 2025 and 2024:


	Class S Units			Class D Units		Class I Units			Total
Units Outstanding as of December 31, 2023		—			—		4,000			4,000
Units Issued		32,272,800			1,616,129		43,429,515			77,318,444

Units Outstanding as of March 31, 2024		32,272,800			1,616,129		43,433,515			77,322,444

Units Outstanding as of December 31, 2024		65,661,316			2,346,107		96,932,930			164,940,353
Units Issued		12,228,041			176,116		22,058,810			34,462,967
Conversion of Units Between Classes		(73,724	)		—		73,044			(680	)
Repurchase of Units		(49,155	)		—		(84,016	)		(133,171	)

Units Outstanding as of March 31, 2025		77,766,478			2,522,223		118,980,768			199,269,469

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Repurchase Program

BXPE U.S. has implemented a repurchase program (the “Repurchase Program”) in which it intends to offer to repurchase in each quarter up to 3% of Units outstanding as of the close of the previous calendar quarter. BXPE U.S. conducts such repurchase offers in accordance with the requirements of

Rule 13e-4

promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and subject to the BXPE U.S. Partnership Agreement (as defined below).

Under the Repurchase Program, to the extent BXPE U.S. offers to repurchase Units in any particular quarter, BXPE U.S. expects to repurchase Units using a purchase price equal to BXPE U.S.’s Transactional NAV per Unit as of the last calendar day of the applicable quarter (the “Repurchase Date”), subject to the Early Repurchase Deduction (as defined below).

Any repurchase requests of Units that have been outstanding for fewer than two years will be subject to an early repurchase deduction equal to 5% of the value of BXPE U.S.’s Transactional NAV of the Units being repurchased (calculated as of the Repurchase Date) (the “Early Repurchase Deduction”) for the benefit of BXPE U.S. and its Unitholders, subject to certain exceptions.

During the three months ended March 31, 2025, 133,171 Units were repurchased for an aggregate value of $3.8 million, of which 71,543 Units at an aggregate value of $2.1 million related to repurchases by the Feeder. BXPE U.S. commenced its first offering pursuant to the Repurchase Program on April 1, 2024, and as such, there were no repurchase requests during the three months ended March 31, 2024.

6. Income Taxes

Uncertain Tax Positions

As of March 31, 2025 and December 31, 2024, BXPE U.S. is not aware of any uncertain tax positions that would require recognition in the financial statements.

Corporate Alternative Minimum Tax

The Inflation Reduction Act (“IRA”) was enacted on August 16, 2022. The IRA includes provisions imposing a 1% excise tax on share repurchases that occur after December 31, 2022 and introduced a 15

corporate alternative minimum tax (“CAMT”) on adjusted financial statement income. These IRA provisions are either not applicable or not material to BXPE U.S.’s condensed financial statements for the three months ended March 31, 2025 and 2024.

7. Related Party Transactions

Partnership Agreement

BXPE U.S. has entered into a limited partnership agreement, as amended and restated (the “BXPE U.S. Partnership Agreement”), with the General Partner. Under the terms of the BXPE U.S. Partnership Agreement, overall responsibility for BXPE U.S.’s oversight rests with the General Partner, subject to certain oversight rights held by the Board of Directors.

Performance Participation Allocation

The General Partner receives a performance participation allocation (“Performance Participation Allocation”) by BXPE U.S. (indirectly through the Aggregator). Investors in BXPE U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Performance Participation Allocation paid by the Aggregator (indirectly through the

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Aggregator’s consolidated subsidiaries), but such expenses are not duplicated at BXPE U.S., the Feeder or Parallel Funds. For the three months ended March 31, 2025 and 2024, BXPE U.S. was allocated $34.6 million and $4.6

million, respectively, of the Performance Participation Allocation recognized by the Aggregator. The Performance Participation Allocation is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements included following these condensed financial statements for more information regarding the Performance Participation Allocation.

Investment Management Agreement

BXPE U.S. has entered into an investment management agreement with the Investment Manager (the “Investment Management Agreement”). As part of carrying out its investment management services, the Investment Manager may enter into

sub-advisory,

or other similar arrangements, with other advisory subsidiaries of Blackstone. These

sub-advisory

relationships do not affect the terms of the Investment Management Agreement.

Management Fee

In consideration for its investment management services, BXPE U.S. (indirectly through the Aggregator) pays the Investment Manager a management fee (the “Management Fee”). Investors in BXPE U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Management Fee paid by the Aggregator, but such expenses are not duplicated at BXPE U.S., the Feeder or Parallel Funds.

The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. The Investment Manager, at its discretion, did not extend the Management Fee waiver. Effective July 1, 2024, the Aggregator began accruing the Management Fee attributable to BXPE U.S. The Management Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements included following these condensed financial statements for more information regarding the Management Fee.

For the three months ended March 31, 2025 and 2024, BXPE U.S. was allocated $17.2 million and $5.1 million, respectively, of the gross Management Fee recognized by the Aggregator, which was fully waived by the Investment Manager for the three months ended March 31, 2024.

Administration Fee

The Investment Manager and its affiliates provide administration services to BXPE, consistent with the BXPE U.S. Partnership Agreement and Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by BXPE U.S. (indirectly through the Aggregator). Investors in BXPE U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Administration Fee, paid by the Aggregator, but such expenses are not duplicated at BXPE U.S., the Feeder or Parallel Funds. For the three months ended March 31, 2025 and 2024, BXPE U.S. was allocated $1.3 million and $0.4

million, respectively, of the Administration Fee recognized by the Aggregator. The Administration Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements included following these condensed financial statements for more information regarding the Administration Fee.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Dealer Manager Agreement

BXPE U.S. and the Feeder entered into a Dealer Manager Agreement (the “Dealer Manager Agreement”) with Blackstone Securities Partners L.P. (the “Dealer Manager”), a broker-dealer registered with the SEC under the Exchange Act and a member of the Financial Industry Regulatory Authority. Pursuant to the Dealer Manager Agreement, the Dealer Manager manages BXPE U.S.’s relationships with third-party brokers engaged by the Dealer Manager to participate in the distribution of Units, which are referred to as participating brokers, and financial advisors. The Dealer Manager also coordinates BXPE U.S.’s marketing and distribution efforts with participating brokers and their registered representatives with respect to communications related to the terms of BXPE U.S.’s offering, its investment strategies, material aspects of its operations and subscription procedures.

The Dealer Manager is entitled to receive Unitholder servicing fees monthly in arrears at an annual rate of 0.85% of the value of BXPE U.S.’s Transactional NAV attributable to Class S Units as of the last day of each month. The Dealer Manager is entitled to receive Unitholder servicing fees monthly in arrears at an annual rate of 0.25% of the value of BXPE U.S.’s Transactional NAV attributable to Class D Units as of the last day of each month. In calculating the servicing fees, BXPE U.S. uses the Transactional NAV before giving effect to any accruals for the servicing fees, repurchases, if any, for that month and distributions payable on BXPE U.S.’s Units. There are no Unitholder servicing fees with respect to Class I Units. The Unitholder servicing fees are payable to the Dealer Manager, but the Dealer Manager anticipates that all of such fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.

BXPE U.S. accrues the cost of the servicing fees, as applicable, for the estimated life of the Units as an offering cost at the time Class S and Class D Units are sold. Servicing Fees Payable as of March 31, 2025 and December 31, 2024 was $129.0 million and $107.0 million, respectively.

Line of Credit and Warehousing Agreements

The Borrowers entered into the A&R Line of Credit with Finco. BXPE U.S., BXPE Lux and the Investment Manager, in its capacity as Investment Manager, on behalf of (a) BXPE U.S. and (b) BXPE Lux (together with their respective Parallel Funds), and not for its own account, entered into an Amended and Restated Warehousing Agreement (the “A&R Warehousing Agreement”) with Finco in connection with the launch and

ramp-up

of the BXPE Fund Program. The A&R Warehousing Agreement expired on November 2, 2024, and was not renewed. For additional information, see Note 4. “Line of Credit Agreement.”

Due to/from Affiliates

Due to Affiliates is composed of cash advances made by Finco on behalf of BXPE U.S. for the payment of fund expenses. These amounts are intended to be cash reimbursed by BXPE U.S. and are

non-interest

bearing. Due from Affiliates is composed of balances owed to BXPE U.S. from other non-consolidated entities within BXPE.

BXPE Lux

BXPE invests alongside BXPE Lux, a Luxembourg alternative investment fund available to individual investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, Asia and certain other jurisdictions. While BXPE and BXPE Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXPE and BXPE Lux are operated as distinct investment structures.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

8. Commitments and Contingencies

Commitments

For information regarding investment commitments, see the Aggregator’s condensed consolidated financial statements. To the extent funded, these investments are expected to reside at the Aggregator but may be funded from BXPE U.S.’s available liquidity, including proceeds from the issuance of Units by BXPE U.S. and available borrowing capacity under the A&R Line of Credit. For information regarding the A&R Line of Credit, see Note 4. “Line of Credit Agreement.”

Contingencies

BXPE U.S. may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of March 31, 2025, BXPE U.S. was not subject to any material litigation nor was BXPE U.S. aware of any material litigation threatened against it.

Indemnifications

In the normal course of business, BXPE U.S. enters into contracts that contain a variety of indemnification arrangements. BXPE U.S.’s exposure under these arrangements, if any, cannot be quantified. However, BXPE U.S. has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of March 31, 2025.

9. Financial Highlights

The following financial highlights for the three months ended March 31, 2025 and 2024 are calculated for the Unitholders as a whole and exclude data for the General Partner, except as otherwise noted herein. Calculation of these highlights on an individual Unitholder basis may yield results that vary from those stated herein due to the timing of capital transactions and differing fee arrangements.

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)


	Three Months Ended March 31, 2025 (a)
	Class S Units			Class D Units			Class I Units
Per Unit Data
Net Asset Value, Beginning of Period	$	26.52		$	27.81		$	28.36

Proceeds from Units Issued		—			—			—

Net Investment Income		—			—			—
Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.		1.19			1.19			1.20

Net Increase in Net Assets Resulting from Investment Operations		1.18			1.18			1.20
Servicing Fees		(0.07	)		(0.01	)		—

Net Increase in Net Assets		1.11			1.17			1.20

Net Asset Value, End of Period	$	27.63		$	28.98		$	29.56

Units Outstanding, End of Period		77,766,478			2,522,223			118,980,768
Total Return Based on Net Asset Value (b)		4.19	%		4.21	%		4.22	%
Ratios to Weighted-Average Net Assets (Non-Annualized)
Expenses without Waivers (d)		0.01	%		0.01	%		0.01	%

Total Expenses		0.01	%		0.01	%		0.01	%

Net Investment Loss		-0.01	%		-0.01	%		-0.01	%

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Blackstone Private Equity Strategies Fund L.P.

Notes to Condensed Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)


	Three Months Ended March 31, 2024 (a)
	Class S Units			Class D Units			Class I Units
Per Unit Data
Net Asset Value, Beginning of Period	$	—		$	—		$	25.00

Proceeds from Units Issued		25.00			25.00			—

Net Investment Loss		(0.01	)		(0.01	)		(0.01	)
Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.		0.44			0.44			0.44
Servicing Fees		(1.70	)		(0.50	)		—

Net Increase (Decrease) in Net Assets		(1.27	)		(0.07	)		0.43

Net Asset Value, End of Period	$	23.73		$	24.93		$	25.43

Units Outstanding, End of Period		32,272,800			1,616,129			43,433,515
Total Return Based on Net Asset Value (c)		-5.08	%		-0.28	%		1.71	%
Ratios to Weighted-Average Net Assets (Non-Annualized)
Expenses without Waivers (d)		0.12	%		0.12	%		0.12	%
Warehousing Fees Waivers		-0.07	%		-0.07	%		-0.07	%

Total Expenses		0.05	%		0.05	%		0.05	%

Net Investment Loss		-0.05	%		-0.05	%		-0.05	%

(a)	Amounts may not add due to rounding.

(b)

Total return is calculated as the change in Net Asset Value per Unit during the period, plus distributions per Unit (assuming dividends and distributions are reinvested in accordance with BXPE U.S.’s distribution reinvestment plan) divided by the beginning Net Asset Value per Unit. Total return does not include upfront transaction fees, if any.

(c)

Total return

is calculated as the change in Net Asset Value per Unit during the period, plus distributions per Unit (assuming dividends and distributions are reinvested in accordance with BXPE U.S.’s distribution reinvestment plan) divided by the initial Net Asset Value per Unit of $25.00. Total return does not include upfront transaction fees, if any.

(d)	Expense ratio includes Professional Fees, Directors’ Fees, and Other. For the three months ended March 31, 2024, the expense ratio also included Warehousing Fees.

10. Subsequent Events

There have been no events since March 31, 2025 that require recognition or disclosure in the condensed financial statements.

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BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Statements of Assets and Liabilities (Unaudited)

(Dollars in Thousands, Except Unit Data)


	March 31, 2025		December 31, 2024
Assets
Investments at Fair Value (Cost $6,179,727 as of March 31, 2025; $4,913,264 as of December 31, 2024)	$	6,942,494	$	5,329,357
Investments in Affiliated Investee Funds at Fair Value (Cost $786,661 as of March 31, 2025; $736,141 as of December 31, 2024)		901,802		832,952
Cash and Cash Equivalents		91,748		114,690
Derivative Assets at Fair Value		—		47,182
Due from Affiliates		1,183		—
Accounts Receivable		2,579		3,066
Other Assets		41,646		65,283
Deferred Assets		16,209		13,712

Total Assets	$	7,997,661	$	6,406,242

Liabilities and Net Assets
Due to Affiliates	$	10,287	$	6,261
Credit Facility		390,000		129,000
Payable for Investments Purchased		10,797		21,151
Accrued Performance Participation Allocation		44,274		83,602
Management Fee Payable		22,019		18,209
Derivative Liabilities at Fair Value		17,084		—
Deferred Tax Liabilities, Net		51,873		27,121
Taxes Payable		1,402		—
Administration Fees Payable		1,667		1,457
Accounts Payable, Accrued Expenses and Other Liabilities		6,488		13,257
Repurchases Payable		12,137		7,037

Total Liabilities		568,028		307,095

Commitments and Contingencies
Net Assets
Limited Partnership Unit — Class A Units, unlimited Units authorized, (251,165,565 Units issued and outstanding as of March 31, 2025; 214,889,732 Units issued and outstanding as of December 31, 2024)		7,429,633		6,099,147
Limited Partnership Unit — Class B Units, unlimited Units authorized, (no Units issued and outstanding as of March 31, 2025; no Units issued and outstanding as of December 31, 2024)		—		—

Total Net Assets		7,429,633		6,099,147

Total Liabilities and Net Assets	$	7,997,661	$	6,406,242

See notes to condensed consolidated financial statements.

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BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Statements of Operations (Unaudited)

(Dollars in Thousands)


	Three Months Ended March 31,
	2025			2024
Income
Interest Income	$	19,119		$	20,102
Dividend Income		32,677			5,832
Other		115			54

Total Income		51,911			25,988

Expenses
Management Fees		22,019			5,699
Organizational Expenses		686			5,435
Performance Participation Allocation		44,274			5,212
Professional Fees		6,419			931
Deferred Financing Cost Amortization		1,528			—
Deferred Offering Costs Amortization		110			643
Administration Fees		1,667			456
Interest Expense		4,766			—
Other		—			907

Total Expenses		81,469			19,283
Management Fees Waived		—			(5,699	)
Expense Support		—			(187	)

Net Expenses		81,469			13,397

Net Investment Income (Loss) Before Provision for Taxes		(29,558	)		12,591
Provision for Taxes		26,704			314

Net Investment Income (Loss)		(56,262	)		12,277

Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies
Net Realized Gain (Loss) on Investments and Derivative Instruments		40,099			(136	)
Net Change in Unrealized Gain on Investments		308,635			21,014
Net Change in Unrealized Gain (Loss) on Derivative Instruments		(64,266	)		—
Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies		56,365			(2,340	)

Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies		340,833			18,538

Net Increase in Net Assets Resulting from Operations	$	284,571		$	30,815

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Statements of Changes in Net Assets (Unaudited)

(Dollars in Thousands)


	Class A Units			Class B Units		Total Net Assets
Balance at December 31, 2024	$	6,099,147		$	—	$	6,099,147
Proceeds from Units Issued		1,058,052			—		1,058,052
Net Investment Income (Loss)		(56,262	)		—		(56,262	)
Net Realized Gain on Investments and Derivative Instruments		40,099			—		40,099
Net Change in Unrealized Gain (Loss) on Investments		308,635			—		308,635
Net Change in Unrealized Gain (Loss) on Derivative Instruments		(64,266	)		—		(64,266	)
Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies		56,365			—		56,365
Repurchase of Units		(12,137	)		—		(12,137	)

Balance at March 31, 2025	$	7,429,633		$	—	$	7,429,633


	Class A Units			Class B Units		Total Net Assets
Balance at December 31, 2023	$	—		$	—	$	—
Proceeds from Units Issued		2,531,494			—		2,531,494
Net Investment Income		12,277			—		12,277
Net Realized Gain (Loss) on Investments		(136	)		—		(136	)
Net Change in Unrealized Gain (Loss) on Investments		21,014			—		21,014
Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies		(2,340	)		—		(2,340	)

Balance at March 31, 2024	$	2,562,309		$	—	$	2,562,309

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Dollars in Thousands)


	Three Months Ended March 31,
	2025			2024
Operating Activities
Net Increase in Net Assets Resulting from Operations	$	284,571		$	30,815
Adjustments to Reconcile Net Increase in Net Assets Resulting from Operations to Net Cash Used in Operating Activities
Net Realized (Gain) Loss on Investments and Derivative Instruments		(40,099	)		136
Net Change in Unrealized (Gain) Loss on Investments		(308,635	)		(21,014	)
Net Change in Unrealized (Gain) Loss on Derivative Instruments		64,266			—
Net Change in Unrealized (Gain) Loss on Translation of Assets and
Liabilities in Foreign Currencies		(56,365	)		2,340
Net Amortization of Debt Investments		4			34
Deferred Offering Costs Amortization		1,639			643
Purchases of Investments		(1,490,979	)		(2,247,624	)
Proceeds from Investments		213,839			136,152
Cash Flows Due to Changes in Operating Assets and Liabilities
Due from Affiliates		(1,183	)		—
Accounts Receivable		487			(4,861	)
Other Assets		23,884			(2,513	)
Deferred Assets		(4,136	)		(2,572	)
Due to Affiliates		4,026			29
Accounts Payable, Accrued Expenses and Other Liabilities		(6,769	)		8,447
Payable for Investments Purchased		(10,354	)		131,594
Deferred Tax Liabilities, Net		24,752			314
Taxes Payable		1,402			—
Management Fee Payable		3,810			—
Administration Fees Payable		210			456
Accrued Performance Participation Allocation		(39,328	)		5,212

Net Cash Used in Operating Activities		(1,334,958	)		(1,962,412	)

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Dollars in Thousands)


	Three Months Ended March 31,
	2025			2024
Financing Activities
Proceeds from Issuance of Units	$	1,058,052		$	2,531,494
Proceeds from Credit Facilities		1,023,000			—
Repayment of Credit Facilities		(762,000	)		—
Repurchase of Units		(7,036	)		—

Net Cash Provided by Financing Activities		1,312,016			2,531,494

Cash and Cash Equivalents
Net Increase (Decrease)		(22,942	)		569,082
Beginning of Period		114,690			—

End of Period	$	91,748		$	569,082

Supplemental Disclosure of Cash Flows Information
Cash Paid for Income Taxes	$	315		$	—

Cash Paid for Interest	$	4,042		$	—

Supplemental Disclosure of Non-Cash Investing and Financing Activities
Repurchase of Units	$	12,137		$	—

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Investments
Portfolio Companies (b)
Business Services
Other Investment(s) in Equity (a)		Americas	$	619,452		8.3%
Other Investment(s) in Equity		EMEA		203,398		2.7%
Other Investment(s) in Equity		APAC		196,464		2.6%

Total Business Services				1,019,314		13.7%


Consumer
Other Investment(s) in Equity (a)		Americas		625,140		8.4%
Other Investment(s) in Equity		EMEA		27,434		0.4%

Total Consumer				652,574		8.8%


Energy
Other Investment(s) in Equity		Americas		33,032		0.4%
Other Investment(s) in Equity		EMEA		8,455		0.1%
Other Investment(s) in Equity		APAC		401		0.0%

Total Energy				41,888		0.6%


Financial Services
Other Investment(s) in Equity (a)		Americas		558,604		7.5%
Other Investment(s) in Equity		EMEA		98,515		1.3%

Total Financial Services				657,119		8.8%


Healthcare
Other Investment(s) in Equity		Americas		247,662		3.3%
Other Investment(s) in Equity		APAC		2,417		0.0%

Total Healthcare				250,079		3.4%


Industrials
Other Investment(s) in Equity (a)		Americas		532,352		7.2%
Other Investment(s) in Equity		APAC		2,092		0.0%

Total Industrials				534,444		7.2%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Portfolio Companies (continued) (b)
Infrastructure
Other Investment(s) in Equity		APAC	$	293,873		4.0%
Other Investment(s) in Equity		Americas		131,576		1.8%

Total Infrastructure				425,449		5.7%


Media & Entertainment
Aurelia Aggregator (CYM) L.P. (43,118 Shares)		EMEA		437,331		5.9%
Other Investment(s) in Equity (a)		EMEA		583,353		7.9%
Other Investment(s) in Equity		APAC		15,006		0.2%

Total Media & Entertainment				1,035,690		13.9%


Software
Other Investment(s) in Equity (a)		Americas		495,724		6.7%
Other Investment(s) in Equity		EMEA		200,500		2.7%

Total Software				696,224		9.4%


Technology & Services
Other Investment(s) in Equity		Americas		335,347		4.5%
Other Investment(s) in Equity		EMEA		20,859		0.3%

Total Technology & Services				356,206		4.8%

Total Portfolio Companies (Cost $3,167,082 Americas, $1,307,831 EMEA, $482,332 APAC)				5,668,987		76.3%


Debt Investments (c)
Business Services
Other Investment(s) in Debt		Americas		81,374		1.1%

Total Business Services				81,374		1.1%


Consumer
Other Investment(s) in Debt		EMEA		296,357		4.0%
Other Investment(s) in Debt		Americas		98,734		1.3%

Total Consumer				395,091		5.3%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Debt Investments (continued) (c)
Energy
Other Investment(s) in Debt		Americas	$	37,443		0.5%
Other Investment(s) in Debt		APAC		5,997		0.1%

Total Energy				43,440		0.6%


Financial Services
Other Investment(s) in Debt		Americas		91,627		1.2%
Other Investment(s) in Debt		EMEA		2,960		0.0%

Total Financial Services				94,587		1.3%


Healthcare
Other Investment(s) in Debt		Americas		38,160		0.5%
Other Investment(s) in Debt		EMEA		3,936		0.1%

Total Healthcare				42,096		0.6%


Industrials
Other Investment(s) in Debt		Americas		145,682		2.0%
Other Investment(s) in Debt		EMEA		16,716		0.2%
Other Investment(s) in Debt		APAC		4,104		0.1%

Total Industrials				166,502		2.2%


Infrastructure
Other Investment(s) in Debt		Americas		44,905		0.6%

Total Infrastructure				44,905		0.6%


Media & Entertainment
Other Investment(s) in Debt		Americas		9,016		0.1%

Total Media & Entertainment				9,016		0.1%


Software
Other Investment(s) in Debt		Americas		73,451		1.0%

Total Software				73,451		1.0%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Debt Investments (continued) (c)
Technology & Services
Other Investment(s) in Debt		Americas	$	323,045		4.3%

Total Technology & Services				323,045		4.3%

Total Debt Investments (Cost $916,442 Americas, $296,133 EMEA, $9,907 APAC)				1,273,507		17.1%

Total Investments (Cost $6,179,727)				6,942,494		93.4%


Affiliated Investee Funds
Energy
Other Investment(s) in Affiliated Investee Funds		Americas		37,020		0.5%

Total Energy				37,020		0.5%


Financial Services
Other Investment(s) in Affiliated Investee Funds		EMEA		20,785		0.3%

Total Financial Services				20,785		0.3%


Healthcare
Other Investment(s) in Affiliated Investee Funds		Americas		45,190		0.6%

Total Healthcare				45,190		0.6%


Infrastructure
Other Investment(s) in Affiliated Investee Funds		Americas		70,157		0.9%

Total Infrastructure				70,157		0.9%


Secondaries
Other Investment(s) in Affiliated Investee Funds		Americas		102,872		1.4%

Total Secondaries				102,872		1.4%


Software
Other Investment(s) in Affiliated Investee Funds		Americas		73,482		1.0%

Total Software				73,482		1.0%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)

(Dollars in Thousands, Except Share Data)


						Fair Value
						as a Per-
						centage
						of Net
Name of Investment	Geography		Fair Value			Assets
Affiliated Investee Funds (continued)
Specialty Finance
Other Investment(s) in Affiliated Investee Funds		Various	$	265,112			3.6%
Other Investment(s) in Affiliated Investee Funds		Americas		194,491			2.6%

Total Specialty Finance				459,603			6.2%


Technology & Services
Other Investment(s) in Affiliated Investee Funds		Americas		92,693			1.2%

Total Technology & Services				92,693			1.2%

Total Affiliated Investee Funds (Cost $499,298 Americas, $268,540 Various, $18,823 EMEA)				901,802			12.1%


Cash and Cash Equivalents
Money Market Fund
Fidelity Institutional Treasury Portfolio Money Market Fund		Americas		8,608			0.1%

Total Money Market Fund (Cost $8,608 Americas)				8,608			0.1%

Cash
Cash Held at Banks		n/a		83,140			1.1%

Total Cash (Cost $83,140)				83,140			1.1%

Total Cash and Cash Equivalents (Cost $91,748)				91,748			1.2%


Derivative Instruments
Foreign Currency Contracts		n/a		(17,084	)		-0.2%

Total Derivative Instruments (Cost $-)				(17,084	)		-0.2%

Total Investments, Investments in Affiliated Investee Funds, Cash and Cash Equivalents and Derivative Instruments (Cost $7,058,136)			$	7,918,960			106.6%

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of December 31, 2024 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Investments
Portfolio Companies (b)
Business Services
Other Investment(s) in Equity (a)		Americas	$	367,849		6.0%
Other Investment(s) in Equity		EMEA		192,472		3.2%

Total Business Services				560,321		9.2%


Consumer
Other Investment(s) in Equity		Americas		265,594		4.4%

Total Consumer				265,594		4.4%


Energy
Other Investment(s) in Equity		Americas		29,076		0.5%
Other Investment(s) in Equity		EMEA		6,835		0.1%
Other Investment(s) in Equity		APAC		415		0.0%

Total Energy				36,326		0.6%


Financial Services
Other Investment(s) in Equity (a)		Americas		477,512		7.8%
Other Investment(s) in Equity		EMEA		91,662		1.5%

Total Financial Services				569,174		9.3%


Healthcare
Other Investment(s) in Equity		Americas		238,892		3.9%

Total Healthcare				238,892		3.9%


Industrials
Other Investment(s) in Equity (a)		Americas		351,339		5.8%

Total Industrials				351,339		5.8%


Infrastructure
Other Investment(s) in Equity		APAC		275,315		4.5%
Other Investment(s) in Equity		Americas		126,253		2.1%

Total Infrastructure				401,568		6.6%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of December 31, 2024 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Portfolio Companies (continued) (b)
Media & Entertainment
Aurelia Aggregator (CYM) L.P. (43,118 Shares)		EMEA	$	362,512		5.9%
Other Investment(s) in Equity (a)		EMEA		547,991		9.0%
Other Investment(s) in Equity		APAC		14,026		0.2%

Total Media & Entertainment				924,529		15.2%


Software
Other Investment(s) in Equity		EMEA		190,778		3.1%
Other Investment(s) in Equity		Americas		180,242		3.0%

Total Software				371,020		6.1%


Technology & Services
Matrix Holdings III DE L.P. (62,342 Shares)		Americas		62,862		1.0%
Other Investment(s) in Equity		Americas		265,028		4.3%
Other Investment(s) in Equity		EMEA		19,240		0.3%

Total Technology & Services				347,130		5.7%

Total Portfolio Companies (Cost $2,104,993 Americas, $1,281,707 EMEA, $289,911 APAC)				4,065,893		66.7%


Debt Investments (c)
Business Services
Other Investment(s) in Debt		Americas		82,370		1.4%

Total Business Services				82,370		1.4%


Consumer
Other Investment(s) in Debt		EMEA		280,496		4.6%
Other Investment(s) in Debt		Americas		104,847		1.7%

Total Consumer				385,343		6.3%


Energy
Other Investment(s) in Debt		Americas		37,686		0.6%
Other Investment(s) in Debt		APAC		5,689		0.1%

Total Energy				43,375		0.7%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of December 31, 2024 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Debt Investments (continue d ) (c)
Financial Services
Other Investment(s) in Debt		Americas	$	101,033		1.7%
Other Investment(s) in Debt		EMEA		3,002		0.0%

Total Financial Services				104,035		1.7%


Healthcare
Other Investment(s) in Debt		Americas		47,735		0.8%
Other Investment(s) in Debt		EMEA		3,998		0.1%

Total Healthcare				51,733		0.8%


Industrials
Other Investment(s) in Debt		Americas		143,055		2.3%
Other Investment(s) in Debt		EMEA		16,840		0.3%
Other Investment(s) in Debt		APAC		4,123		0.1%

Total Industrials				164,018		2.7%


Infrastructure
Other Investment(s) in Debt		Americas		50,369		0.8%

Total Infrastructure				50,369		0.8%


Media & Entertainment
Other Investment(s) in Debt		Americas		5,767		0.1%

Total Media & Entertainment				5,767		0.1%


Software
Other Investment(s) in Debt		Americas		79,759		1.3%

Total Software				79,759		1.3%


Technology & Services
Matrix Holdings II DE L.P. (Outstanding Principal of $198,504)		Americas		211,562		3.5%
Matrix Holdings DE L.P. (Outstanding Principal of $26,329)		Americas		29,057		0.5%
Other Investment(s) in Debt		Americas		56,076		0.9%

Total Technology & Services				296,695		4.9%

Total Debt Investments (Cost $925,421 Americas, $301,315 EMEA, $9,917 APAC)				1,263,464		20.7%

Total Investments (Cost $4,913,264)				5,329,357		87.4%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of December 31, 2024 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Affiliated Investee Funds
Energy
Other Investment(s) in Affiliated Investee Funds		Americas	$	35,439		0.6%

Total Energy				35,439		0.6%


Financial Services
Other Investment(s) in Affiliated Investee Funds		EMEA		17,720		0.3%

Total Financial Services				17,720		0.3%


Healthcare
Other Investment(s) in Affiliated Investee Funds		Americas		45,005		0.7%

Total Healthcare				45,005		0.7%


Infrastructure
Other Investment(s) in Affiliated Investee Funds		Americas		67,977		1.1%

Total Infrastructure				67,977		1.1%


Secondaries
Other Investment(s) in Affiliated Investee Funds		Americas		22,749		0.4%

Total Secondaries				22,749		0.4%


Software
Other Investment(s) in Affiliated Investee Funds		Americas		72,790		1.2%

Total Software				72,790		1.2%


Specialty Finance
Blackstone CLO Management LLC – Series 9 (a)		Various		292,513		4.8%
Other Investment(s) in Affiliated Investee Funds		Americas		186,001		3.0%

Total Specialty Finance				478,514		7.8%


Technology & Services
Other Investment(s) in Affiliated Investee Funds		Americas		92,758		1.5%

Total Technology & Services				92,758		1.5%

Total Affiliated Investee Funds (Cost $438,673 Americas, $278,645 Various, $18,823 EMEA)				832,952		13.7%

continued...

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Condensed Consolidated Schedule of Investments as of December 31, 2024 (Unaudited)

(Dollars in Thousands, Except Share Data)


					Fair Value
					as a Per-
					centage
					of Net
Name of Investment	Geography		Fair Value		Assets
Cash and Cash Equivalents
Money Market Fund
Fidelity Institutional Treasury Portfolio Money Market Fund		Americas	$	60,283		1.0%

Total Money Market Fund (Cost $60,283 Americas)				60,283		1.0%

Cash
Cash Held at Banks		n/a		54,407		0.9%

Total Cash (Cost $54,407)				54,407		0.9%

Total Cash and Cash Equivalents (Cost $114,690)				114,690		1.9%


Derivative Instruments
Foreign Currency Contracts		n/a		47,182		0.8%

Total Derivative Instruments (Cost $-)				47,182		0.8%

Total Investments, Investments in Affiliated Investee Funds, Cash and Cash Equivalents and Derivative Instruments (Cost $5,764,095)			$	6,324,181		103.7%

Fair Value as a Percentage of Net Assets may not add due to rounding.

n/a	Not applicable.

EMEA	Europe, Middle East and Africa.

APAC	Asia Pacific.

(a)	There were no single investments included in this category that exceeded 5% of net assets of BXPE US Aggregator (CYM) L.P., Blackstone Private Equity Strategies Fund L.P., Blackstone Private Equity Strategies Fund (TE) L.P. or a Parallel Fund.

(b)

Portfolio Companies are generally considered equity interests, which includes different forms of interests and rights and obligations that represent ownership in an entity or the right to acquire or dispose of ownership in an entity, including but not limited to (1) common equity, (2) preferred equity, (3) warrants and (4) other equity-linked securities.

(c)	Debt includes different forms of interests that represent a creditor relationship with an investee, including but not limited to (1) bank loans, (2) interests in collateralized loan obligations (“CLOs”) and (3) direct lending debt investments.

See notes to condensed consolidated financial statements.

Table of Contents

BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

1. Organization

BXPE US Aggregator (CYM) L.P. is a Cayman Islands exempted limited partnership formed on June 15, 2023. BXPE US Aggregator (CYM) L.P. with its consolidated subsidiaries collectively form the “Aggregator.” The Aggregator operates in accordance with the limited partnership agreement, as amended and restated (the “Aggregator Partnership Agreement”).

Blackstone Private Equity Strategies Fund L.P. (“BXPE U.S.”) and Blackstone Private Equity Strategies Fund (TE) L.P. (the “Feeder”) are private funds exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “1940 Act”). BXPE U.S. and the Feeder are structured as a perpetual-life strategy, with monthly, fully funded subscriptions and periodic repurchase offers. The Feeder invests all or substantially all of its assets indirectly in BXPE U.S. In turn, BXPE U.S. invests all or substantially all of its assets in the Aggregator.

The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXPE U.S., but excluding Blackstone Private Equity Strategies Fund SICAV (“BXPE Lux”). The Parallel Funds may be established for certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXPE U.S. or the Feeder. Parallel Funds are expected to invest directly, or indirectly through one or more intermediate entities, into the Aggregator. BXPE U.S., the Feeder, the Aggregator and its consolidated subsidiaries and any Parallel Funds collectively form “BXPE.” BXPE and BXPE Lux collectively form the “BXPE Fund Program,” but are operated as distinct investment structures.

Investment operations commenced on January 2, 2024 (the “Initial Closing Date”) when BXPE U.S. and the Feeder sold unregistered limited partnership units to third parties and began investing and subsequently invested those proceeds into the Aggregator.

Blackstone Private Equity Strategies Associates L.P., a Delaware limited partnership, is the general partner (the “General Partner”) of BXPE U.S., the Feeder and the Aggregator. Overall responsibility for oversight of BXPE U.S. and the entities that carry out its investment objectives rests with the General Partner, subject to certain oversight rights held by BXPE U.S.’s board of directors (the “Board of Directors” or “Board”). The General Partner has delegated BXPE U.S.’s portfolio management function to Blackstone Private Investments Advisors L.L.C. (the “Investment Manager”). The Investment Manager has discretion to make investments on behalf of BXPE U.S. and is responsible for initiating, structuring and negotiating BXPE U.S.’s investments, as well as actively managing each investment to seek to maximize value. The Investment Manager and its affiliates also provide certain administrative services to BXPE U.S. The Investment Manager is a Delaware limited liability company and is registered with the United States (“U.S.”) Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. The General Partner and the Investment Manager are individually and collectively referred to as the “Sponsor.” Both the General Partner and Investment Manager are subsidiaries of Blackstone.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Aggregator have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Aggregator is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946,

Financial Services—Investment Companies

, (“ASC 946”). Accordingly, the Aggregator reflects its investments on the Condensed Consolidated Statements of Assets and Liabilities at their fair value with unrealized gains and losses resulting from changes in fair value of its investments reflected in Net Change in Unrealized Gain (Loss) on Investments on the Condensed Consolidated Statements of Operations. The condensed consolidated financial statements, including the notes, are unaudited and exclude some of the disclosures required in audited consolidated financial statements. Management believes the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. Certain reclassifications of prior period’s amounts have been made to conform to the current year presentation. Such reclassifications had no effect on Net Increase in Net Assets Resulting from Operations.

Principles of Consolidation

In accordance with ASC 946, the Aggregator generally does not consolidate its investment in a company unless the Aggregator has a controlling financial interest in (a) an investment company or (b) an operating company whose business consists of providing services to the Aggregator. Accordingly, the Aggregator consolidates wholly owned investment company subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Fair Value of Investments and Financial Instruments

ASC Topic 820,

Fair Value Measurement

(“ASC 820”), establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment, and the state of the marketplace. Investments with readily available, actively quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following categories:

●

Level I – Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded securities in an active market. The Aggregator does not adjust the quoted price for these investments (to the extent it holds them) even in situations where the Aggregator holds a large position and a sale could reasonably impact the quoted price.

●

Level II – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. The types of investments that would generally be included in this category include publicly traded securities with restrictions on disposition, certain convertible securities and certain

over-the-counter

derivatives where the fair value is based on observable inputs.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

●

Level III – Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair value for these investments is determined using valuation methodologies that consider a range of factors, including, but not limited to, the price at which the investment was acquired, the nature of the investment, local market conditions, valuations for comparable companies, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant judgment. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed. Investments that are included in this category generally are privately held debt, equity and certain convertible securities.

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 fair value measurement. The Investment Manager’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

Investments at Fair Value and Investments in Affiliated or Unaffiliated Investee Funds

Investments at Fair Value

The Aggregator values its investments at fair value in accordance with ASC 820. Fair value is the amount that would be received to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. In the absence of observable market prices, the Aggregator’s investments are valued using valuation methodologies applied on a consistent basis as described below. Additional information regarding these investments is provided in Note 3. “Investments and Fair Value Measurement.”

The Aggregator’s determination of fair value is based on the best information available in the circumstances and incorporates the Aggregator’s own assumptions, including assumptions that the Aggregator believes market participants would use in valuing the investments, and involves a significant degree of judgment, taking into consideration a combination of internal and external factors, including appropriate risk adjustments for

non-performance

and liquidity. The values estimated by the Aggregator may differ significantly from values that would have been used had a readily available market for the investments existed and the differences could be material to the condensed consolidated financial statements.

Under the income approach, which is generally the Aggregator’s primary valuation approach, fair value is determined by converting future amounts, such as cash flows or earnings, discounted to a single present amount using current market expectations about those future amounts. In determining fair value under this approach, the Aggregator makes assumptions over a projection period regarding unobservable inputs such as revenues, operating income, capital expenditures, income taxes, working capital needs and the terminal value and exit multiple of the investee company, among other things. The Aggregator discounts those projected cash flows by deriving a discount rate based on a capital structure similar to that of a market participant using observable inputs such as the rate of return available in the market on an investment free of default risk, an equity risk premium to reflect the additional risk of a market portfolio of equity instruments over risk-free instruments, beta as a measure of risk based on share price correlation to the market, and equity and

debt-to-capital

ratios of companies deemed comparable to the investee company.

Under the market approach, which is generally the Aggregator’s secondary valuation approach, fair value may be determined by reference to a recent transaction involving the investment or by reference to observable valuation measures for companies or assets that are determined by the Aggregator to be comparable, such as multiplying a key performance metric of the investee company, such as earnings before interest and taxes or other

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

performance metric, by a relevant valuation multiple observed in the range of comparable companies or transactions, adjusted by the Aggregator for differences between the investment and the referenced comparables. Observable inputs used in the market approach to derive a valuation multiple may include the public prices for securities issued by, and the relevant performance metrics of, companies deemed comparable to the investee company, and/or transaction prices involving significant equity interests in companies deemed comparable to the investee company. Unobservable inputs used in the market approach may include the key performance metric of the investee company, such as earnings before interest, taxes, depreciation and amortization (“EBITDA”).

Investments may also be valued at their acquisition price for a period of time after an acquisition as the best measure of fair value in the absence of any conditions or circumstances that would indicate otherwise. In the event of an announced sale of investments with a definitive agreement in place, investments may also be valued using a

discount-to-sale

approach as the primary method with emphasis given to certain considerations including, but not limited to unitholder approval, regulatory approval, financing, completion of due diligence and

break-up

fees.

Investments in debt securities that are not listed on an exchange, but for which external pricing sources, such as dealer quotes or independent pricing services may be available, are valued by the Aggregator after considering, among other factors, such external pricing sources, recent trading activity or market transactions of similar securities adjusted for security specific factors such as relative capital structure priority and interest and yield risks.

Derivative Instruments are valued based on contractual cash flows and observable inputs generally comprising of yield curves and foreign currency rates.

Publicly traded investments in active markets are reported at the market closing price, less a discount, as appropriate, as determined by the Aggregator to reflect restrictions on disposition where such restrictions are an attribute of the investment.

Convertible preferred investments may be valued using an option pricing model based on the specific terms of the security, including but not limited to, the publicly-traded share price of the common shares or units in active markets as of the reporting date,

preferred-in-kind

dividend rate, relative yield and other adjustments to the common shares or units, as well as restrictions related to timing of conversion, as applicable, or actual trades of the convertible preferred investment.

Investments in Affiliated or Unaffiliated Investee Funds

Investments in Blackstone-affiliated investee funds (“Investments in Affiliated Investee Funds”) or unaffiliated investee funds (“Investee Funds”) are generally valued using the reported net asset value (“NAV” or “Net Asset Value”) of the Investee Funds as a practical expedient for fair value. The Aggregator may, as a practical expedient, estimate the fair value of an Investee Fund based on NAV if the reported NAV of the Investee Fund is calculated in a manner consistent with the measurement principles applied to investment companies and the Aggregator has internal processes to independently evaluate the fair value measurement process utilized by the underlying Investee Fund to calculate the Investee Fund’s NAV, both of which are in accordance with ASC 946. Such internal processes include the evaluation of the Investee Fund’s own process and related internal controls in place to estimate the fair value of its underlying investments that are included in the NAV calculation, performance of ongoing operational due diligence, review of the Investee Fund’s financial statements and ongoing monitoring of other relevant qualitative and quantitative factors. If the Aggregator determines, based on its own due diligence and investment monitoring procedures, that NAV does not represent fair value or if the Investee Fund is not an investment company, such as a collateralized loan obligation (“CLO”) vehicle, the Aggregator will estimate the fair value in good faith and in a manner that it reasonably chooses, in accordance with its valuation policies.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Derivative Instruments

The Aggregator recognizes derivative instruments as assets or liabilities at fair value in its Condensed Consolidated Statements of Assets and Liabilities as Derivative Assets at Fair Value and Derivative Liabilities at Fair Value, respectively.

The Aggregator recognizes changes in fair value of derivative instruments in current period earnings. For derivative financial positions that are closed or that mature during a reporting period, the Aggregator recognizes realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it is closed. Realized gains and losses are presented net in Net Realized Gain (Loss) on Investments and Derivative Instruments on the Condensed Consolidated Statements of Operations. Changes in the value of contracts that remain outstanding as of period end are measured based on the difference between the unrealized balance as of the beginning of the reporting period and the unrealized balance as of the end of the reporting period, net of any reversals of previously recorded unrealized gains or losses once realized. Unrealized gains and losses are presented net in Net Change in Unrealized Gain (Loss) on Derivative Instruments on the Condensed Consolidated Statements of Operations.

The Aggregator has elected to not offset derivative assets and liabilities in its Condensed Consolidated Statements of Assets and Liabilities, including cash, that may be received or paid as part of collateral arrangements, even when an enforceable master netting agreement is in place that provides the Aggregator, in the event of counterparty default, the right to liquidate collateral and the right to offset a counterparty’s rights and obligations.

The Aggregator’s other disclosures regarding derivative instruments are discussed in Note 4. “Derivative Instruments.”

Cash and Cash Equivalents

Cash and Cash Equivalents represents cash on hand, cash held in banks, money market funds, Treasury Bills and short-term, highly liquid investments with original maturities of three months or less. Interest income from Cash and Cash Equivalents is recorded in Interest Income in the Condensed Consolidated Statements of Operations. The Aggregator may have bank balances in excess of federally insured amounts; however, the Aggregator deposits its Cash and Cash Equivalents with high credit-quality institutions to minimize credit risk.

Performance Participation Allocation, Administration Fee and Management Fee Payables

For more information regarding these payables reported on the Condensed Consolidated Statements of Assets and Liabilities, see Note 7. “Related Party Transactions.”

Foreign Currency

In the normal course of business, the Aggregator makes investments in non-U.S. dollar currency investments

Non-U.S.

dollar denominated assets and liabilities are translated to U.S. dollars at the prevailing exchange rate at the reporting date and income, expenses, gains and losses are translated at the prevailing exchange rates at the respective transaction dates. Translation adjustments arising from the translation of

non-U.S.

dollar denominated assets and liabilities are recorded in Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies on the Condensed Consolidated Statements of Operations.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Net Realized and Unrealized Gain (Loss) on Investments

The Aggregator recognizes net realized gains (losses) on investments when earned at the time of receipt of proceeds. Without regard to unrealized gains or losses previously recognized, realized gains or losses will be measured as the difference between the net proceeds from the sale, repayment or disposal of an asset and the adjusted cost basis of the asset.

Net Change in Unrealized Gain (Loss) on Investments is the change in fair value of its underlying investments. Net change in unrealized gains or losses will reflect the change in investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses when gains or losses are realized.

Income Recognition

The Aggregator recognizes interest income from private investments when earned pursuant to the terms of the respective investment. The Aggregator recognizes dividend income from publicly traded securities on the

ex-dividend

date and from private securities when earned. Public investment transactions are recorded on their respective trade dates and private investment transactions are recorded on their respective closing dates. In the case of proceeds received from investments, the Aggregator determines the character of such proceeds and records any interest income, dividend income, realized gain or loss, or return of capital accordingly.

Organizational and Offering Expenses

Prior to the Initial Closing Date, organizational and offering expenses were paid by the Investment Manager. After BXPE U.S. and the Feeder accepted third-party investors and commenced investment operations, costs associated with the organization of BXPE were expensed. Costs associated with the offering of BXPE U.S. and the Feeder are capitalized as a deferred expense and included as an asset on the Condensed Consolidated Statements of Assets and Liabilities and amortized over a

12-month

period from January 2, 2024. Organization and offering expenses are borne by the Aggregator since the expenses benefit all investors that invest through BXPE U.S., the Feeder or any Parallel Fund. Organizational expenses are reported in Organizational Expenses and offering expenses are reported in Deferred Offering Costs Amortization on the Condensed Consolidated Statements of Operations.

Management Fees Waived

The Investment Manager agreed to waive the Management Fee (as defined in Note 7. “Related Party Transactions”) for the first six months following the Initial Closing Date. The Investment Manager, at its discretion, did not extend the Management Fee waiver. The waived Management Fees are reported in Management Fees Waived on the Condensed Consolidated Statements of Operations.

As described in the Investment Management Agreement (as defined in Note 7. “Related Party Transactions”), the Management Fee shall be reduced (but not below zero) by an amount equal to the respective unitholder’s pro rata share of 100% of the net

break-up,

topping, commitment, transaction, monitoring, directors’, organization and divestment fees and management and performance fees borne by BXPE through secondary market purchases of existing investments in established funds in other Blackstone accounts paid to the Investment Manager or its affiliates in connection with BXPE’s investments. These fees, when recognized, are presented as Management Fees Waived. Refer to Note 7. “Related Party Transactions” for more information.

Expense Support

The Investment Manager voluntarily agreed to pay certain expenses on behalf of BXPE such that the total expenses borne by BXPE (excluding interest expense, organization and offering expense, servicing fees, the

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Performance Participation Allocation (as defined in Note 7. “Related Party Transactions”) and taxes) do not exceed a certain threshold. The amount of expenses the Investment Manager has agreed to pay pursuant to this arrangement are reported in Expense Support on the Condensed Consolidated Statements of Operations. Refer to Note 7. “Related Party Transactions” for more information.

Income Taxes

The Aggregator is treated as a partnership for U.S. federal and state income tax purposes and is not directly subject to U.S. federal and state income taxes. It is possible that the Aggregator may be considered a publicly traded partnership and not meet the qualifying income exception in certain years. In such a scenario, the Aggregator would be treated as a publicly traded partnership taxed as a corporation, rather than a partnership. The investors of the Aggregator would be treated as shareholders in a corporation, and the Aggregator itself would become taxable as a corporation for U.S. federal, state and/or local income tax purposes. The Aggregator would be required to pay income tax at corporate rates on its net taxable income. Additionally, the Aggregator owns a controlling interest in several subsidiaries that are treated as corporations for U.S. and

non-U.S.

tax purposes (“Aggregator Corporations”) which are subject to U.S. federal, state and/or local income taxes.

To the extent investments made by the

non-U.S.

subsidiaries are engaged in a U.S. trade or business, the subsidiaries will generally be subject to a U.S. federal income tax of 21% of its share of taxable income effectively connected with the conduct of a U.S. trade or business and may be subject to additional branch profits tax of 30% of its share of effectively connected earnings and profits, adjusted as provided by law. The subsidiaries may also be subject to state tax and local taxes. Federal and state income taxes are expected to be withheld at the source of the U.S. trade or business and taxes withheld can be used as a credit against the income tax liability of the subsidiaries.

Deferred Taxes

GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Valuation allowances are established where the Aggregator determines it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Aggregator assesses all available positive and negative evidence, including the amount and character of future taxable income.

Uncertain Tax Positions

The Aggregator recognizes uncertain tax positions when it is more likely than not that the position will be sustained by the taxing authorities, based on the technical merits of the positions. The tax positions that meet the

more-likely-than-not

threshold are recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Aggregator reevaluates its tax positions each period in which new information becomes available. The Aggregator’s policy is to recognize tax related interest and penalties, if applicable, as a component of the Provision for Taxes on the Condensed Consolidated Statements of Operations.

Affiliates

The General Partner, Investment Manager, Blackstone Securities Partners L.P. (the “Dealer Manager”), BXPE U.S., the Feeder, Parallel Funds, BXPE Lux and other vehicles sponsored, advised and/or managed by Blackstone or its affiliates are affiliates of the Aggregator.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Recent Accounting Pronouncements

In June 2022, the Financial Accounting Standards Board issued amended guidance on the accounting for Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The guidance requires that reporting entities not consider contractual sale restrictions that prohibit the sale of equity securities when measuring fair value and introduces new disclosure requirements for equity securities subject to contractual sale restrictions. The Aggregator adopted the amended guidance on January 1, 2025 and was adopted on a prospective basis. There was no significant impact on the condensed consolidated financial statements or any measurement impacts upon adoption.

3. Investments and Fair Value Measurement

The following tables summarize the valuation of the Aggregator’s investments by the fair value hierarchy levels as of March 31, 2025 and December 31, 2024:


	March 31, 2025
	Level I		Level II		Level III		NAV		Total
Assets
Cash and Cash Equivalents
Cash Held at Banks	$	83,140	$	—	$	—	$	—	$	83,140
Money Market Fund		8,608		—		—		—		8,608

Total Cash and Cash Equivalents		91,748		—		—		—		91,748

Investments
Portfolio Companies		—		62,317		5,566,512		40,158		5,668,987
Debt Investments		—		683,945		589,562		—		1,273,507

Total Investments		—		746,262		6,156,074		40,158		6,942,494
Investments in Affiliated Investee Funds		—		—		231,132		670,670		901,802

	$	91,748	$	746,262	$	6,387,206	$	710,828	$	7,936,044

Liabilities
Derivative Liabilities	$	—	$	17,084	$	—	$	—	$	17,084


	December 31, 2024
	Level I		Level II		Level III		NAV		Total
Assets
Cash and Cash Equivalents
Cash Held at Banks	$	54,407	$	—	$	—	$	—	$	54,407
Money Market Fund		60,283		—		—		—		60,283

Total Cash and Cash Equivalents		114,690		—		—		—		114,690

Investments
Portfolio Companies		—		2,768		4,028,240		34,885		4,065,893
Derivative Assets		—		47,182		—		—		47,182
Debt Investments		—		722,180		541,284		—		1,263,464

Total Investments		—		772,130		4,569,524		34,885		5,376,539
Investments in Affiliated Investee Funds		—		—		248,934		584,018		832,952

	$	114,690	$	772,130	$	4,818,458	$	618,903	$	6,324,181

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The Aggregator may hold equity securities that are subject to sale restrictions. The nature of such restrictions are contractual or legal in nature and are deemed an attribute of the holder rather than the investment. Contractual restrictions may include but are not limited to: consent-rights or event-based transfer restrictions imposed by third parties, underwriter

lock-ups

and sale or transfer restrictions applicable to investments pledged as collateral. Restrictions will generally lapse over time or after a predetermined date. As of March 31, 2025, there were no equity securities subject to sales restrictions within the Aggregator’s Level I and II assets. The Aggregator’s Level Ill equity securities are generally illiquid and privately negotiated in nature and may also be subject to contractual sale or transfer restrictions including those pursuant to their respective governing or similar agreements.

The following table summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of March 31, 2025:

Fair Value

Valuation

Techniques

Unobservable Inputs

Ranges

Weighted-

Average

Impact to

Valuation
from an
Increase
in Input

Financial Assets

Investments

Portfolio Companies

5,558,336

Discounted Cash Flows

WACC

9.1

% -

31.5

17.8

Lower

Exit Multiple

7.6x - 24.0x

16.4x

Higher

8,176

Transactional Value

n/a

Debt Investments

589,562

Discounted Cash Flows

WACC

8.3

% -

15.3

12.8

Lower

Total Investments

6,156,074

Investments in Affiliated Investee Funds

185,942

Third-Party Pricing

n/a

45,190

Discounted Cash Flows

WACC

11.1

Lower

6,387,206

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The following table summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of December 31, 2024:

Fair Value

Valuation Techniques

Unobservable Inputs

Ranges

Weighted-

Average

Impact to
Valuation
from an
Increase
in Input

Financial Assets

Investments

Portfolio Companies

3,645,852

Discounted Cash Flows

WACC

9.3% - 31.4%

17.9%

Lower

Exit Multiple

7.6x - 22x

15.8x

Higher

382,388

Transactional Value

n/a

Debt Investments

541,284

Discounted Cash Flows

WACC

8.4% - 15.3%

12.5%

Lower

Total Investments

4,569,524

Investments in Affiliated Investee Funds

203,929

Third-Party Pricing

n/a

45,005

Discounted Cash Flows

WACC

10.3%

Lower

4,818,458


n/a		Not applicable.
WACC		Weighted-Average Cost of Capital.
Exit Multiple		Ranges include the last twelve months EBITDA multiples and the next twelve months forward EBITDA multiples.
Third-Party Pricing		Third-Party Pricing is generally determined on the basis of unadjusted prices between market participants provided by reputable dealers or pricing services.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

For the three months ended March 31, 2025 and 2024, the following tables present changes in the fair value of investments for which Level III inputs were used to determine the fair value:


	Level III Financial Assets at Fair Value
	Three Months Ended March 31,
	2025												2024
							Affiliated										Affiliated
	Portfolio			Debt			Investee						Portfolio		Debt		Investee
	Companies			Investments			Funds			Total			Companies		Securities		Funds		Total
Balance, Beginning of Period	$	4,028,240		$	541,284		$	248,934		$	4,818,458		$	—	$	—	$	—	$	—
Purchases		1,321,804			26,009			—			1,347,813			657,094		1,400		84,040		742,534
Sales and Proceeds from Investments		(38,577	)		(8,003	)		(424	)		(47,004	)		—		—		—		—
Transfer Out of Level III (a)		(64,680	)		—			—			(64,680	)		—		—		—		—
Change in Gain (Loss) Included in Net Assets		319,725			30,272			(17,378	)		332,619			9,355		9		2,436		11,800

Balance, End of Period	$	5,566,512		$	589,562		$	231,132		$	6,387,206		$	666,449	$	1,409	$	86,476	$	754,334

Changes in Unrealized Gain (Loss) Included in Earnings Related to Financial Assets Still Held at the Reporting Date	$	319,725		$	30,272		$	(17,378	)	$	332,619		$	9,355	$	9	$	2,436	$	11,800

(a)

For the three months ended March 31, 2025, the transfers out of Level III financial assets were primarily due to a change of observability of inputs used in the valuation of such assets. For the three months ended March 31, 2024, there were no transfers of investments into or out of Level III of the fair value hierarchy.

NAV as a Practical Expedient

The tables below summarize investments that estimate the fair value of an investment using NAV as a practical expedient. This includes investment information such as investment strategy, or industry, unfunded commitments (if applicable) and the fair value of the respective investment(s). As of March 31, 2025 and December 31, 2024, a majority of these investments may not be redeemed at or within three months of the reporting date and certain investments may not be sold without a general partner’s consent. Certain investments cannot be redeemed and distributions received will be a result of income and/or sales of underlying assets of each investment; however, an estimate of the period of time over which the underlying assets are expected to be liquidated for such investments cannot be made.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The following table summarizes investments that estimate the fair value of an investment using NAV as a practical expedient as of March 31, 2025:


NAV as a Practical Expedient Investments by Industry	Unfunded Commitment		Fair Value
Energy
Other Investment(s) in Affiliated Investee Funds	$	24,240	$	37,020

		24,240		37,020

Financial Services
Other Investment(s) in Affiliated Investee Funds		16,177		20,785
Other Investment(s) in Portfolio Companies		—		40,158

		16,177		60,943

Infrastructure
Other Investment(s) in Affiliated Investee Funds		10,477		70,157

		10,477		70,157

Software
Other Investment(s) in Affiliated Investee Funds		—		73,482

		—		73,482

Secondaries
Other Investment(s) in Affiliated Investee Funds		92,829		102,872

		92,829		102,872

Specialty Finance
Other Investment(s) in Affiliated Investee Funds		35,418		273,661

		35,418		273,661

Technology & Services
Other Investment(s) in Affiliated Investee Funds		18,497		92,693

		18,497		92,693

	$	197,638	$	710,828

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The following table summarizes investments that estimate the fair value of an investment using NAV as a practical expedient as of December 31, 2024:


NAV as a Practical Expedient Investments by Industry	Unfunded Commitment		Fair Value

Financial Services
Other Investment(s) in Portfolio Companies	$	—	$	34,885

		—		34,885

Secondaries
Other Investment(s) in Affiliated Investee Funds		129,000		236,643

		129,000		236,643

Specialty Finance
Blackstone CLO Management LLC – Series 9		—		88,584
Other Investment(s) in Affiliated Investee Funds		40,000		258,791

		40,000		347,375

	$	169,000	$	618,903

4. Derivative Instruments

In the normal course of business, the Aggregator may enter into derivative contracts to achieve certain risk management objectives.

The Aggregator may enter into derivative instruments to hedge against foreign currency exchange rate risk on a portion or all of its

non-U.S.

dollar denominated investments. These instruments primarily include (a) forward currency contracts and (b) foreign currency swaps. The Aggregator utilizes forward currency contracts and foreign currency swaps, collectively referred to as foreign exchange contracts, to economically hedge the currency exposure associated with certain foreign-denominated investments. These derivative contracts are not designated as hedging instruments for accounting purposes. The use of foreign exchange contracts does not eliminate fluctuations in the price of the underlying investments recognized by the Aggregator.

As a result of the use of derivative contracts, the Aggregator is exposed to the risk that counterparties will fail to fulfill their contractual obligations. To mitigate such counterparty risk, the Aggregator enters into contracts with certain major financial institutions, all of which have investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments.

The table below summarizes the aggregate notional amount and fair value of the derivative instruments. The notional amount represents the absolute value amount of the foreign exchange contracts (in thousands):


	March 31, 2025								December 31, 2024
	Assets				Liabilities				Assets				Liabilities
			Fair				Fair				Fair				Fair
	Notional		Value		Notional		Value		Notional		Value		Notional		Value
Derivative Instruments
Foreign Currency Contracts (EUR)	€	—	$	—	€	692,518	$	14,103	€	506,054	$	41,880	€	—	$	—
Foreign Currency Contracts (GBP)	£	—		—	£	116,249		2,981	£	61,967		5,302	£	—		—

			$	—			$	17,084			$	47,182			$	—

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The table below summarizes the impact to the Condensed Consolidated Statements of Operations from derivative instruments:


	Three Months Ended March 31,
	2025			2024
Derivative Instruments
Realized Gain
Foreign Currency Contracts	$	33,946		$	—

Net Change in Unrealized Gain (Loss)
Foreign Currency Contracts		(64,266	)		—

	$	(30,320)		$	—

As of March 31, 2025 and December 31, 2024, the Aggregator had not designated any derivatives as fair value, cash flow or net investment hedges for accounting

purposes

5. Borrowings

Bonavista Credit Facility

On July 25, 2024, Bonavista Funding Ltd. (“Bonavista”), a consolidated wholly owned subsidiary of the Aggregator that holds broadly syndicated loans, entered into a revolving credit agreement (the “Bonavista Credit Facility”) pursuant to which the lenders thereunder agreed to provide loans for an aggregate principal amount not to exceed the aggregate commitment of $

300.0

million, subject to customary conditions. The Bonavista Credit

Facility is collateralized by assets of Bonavista. The obligations under the Bonavista Credit Facility have limited recourse, with repayment solely from the assets collateralizing Bonavista. The liabilities of Bonavista do not have recourse to the general credit of the Aggregator. On December 19, 2024, the maximum aggregate commitment was increased to $

400.0

million through September 18, 2025, after which date the maximum aggregate commitment will decrease and return to the previous amount of $

300.0

million.

The parties to the Bonavista Credit Facility include Bonavista, as borrower, the Aggregator, a third-party administrative agent (in such capacity, the “Bonavista Administrative Agent”), also serving as sole lead arranger and sole book manager, and the other third-party lenders as identified in the Bonavista Credit Facility. The Bonavista Credit Facility matures on July 27, 2026, and may not be extended. Upon an event of default, the Bonavista Administrative Agent may also terminate its commitment.

Under the Bonavista Credit Facility, borrowings denominated in U.S. dollars will bear interest, at the borrower’s discretion, at a rate of the

(a) one-month

term Secured Overnight Financing Rate (“SOFR”) plus a spread of 1.25% per annum or (b) base rate (as defined in the Bonavista Credit Facility) plus a spread of 1.25%. The Aggregator may voluntarily prepay any loans upon notice to the Bonavista Administrative Agent without a premium or penalty, subject to certain conditions. The Bonavista Credit Facility is subject to a commitment fee that is generally calculated based on two components, the “First Unused Amount” and “Second Unused Amount” (as defined below). The First Unused Amount incurs no commitment fee for the first nine months the Bonavista Credit Facility is outstanding; thereafter, the commitment fee on the First Unused Amount is generally equal to (a) a varying percentage of the unused aggregate commitment amount, less total borrowings outstanding, multiplied by (b) 1%. The Second Unused Amount incurs no commitment fee for the first three-month period the Bonavista Credit Facility is outstanding; on and after the three-month anniversary and prior to the nine-month anniversary, the commitment fee on the Second Unused Amount is equal to (a) the unused aggregate commitment amount, less total borrowings outstanding, multiplied by (b) 0.3%; thereafter, the commitment fee on the Second Unused Amount is generally equal to (a) a varying percentage of the unused aggregate commitment amount, less total borrowings outstanding, multiplied by (b) 0.3%.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

As of March 31, 2025 and December 31, 2024, Bonavista had

$390.0

million and $129.0 million outstanding under the Bonavista Credit Facility, respectively, the entirety of which was subsequently repaid. The borrowing carrying amount outstanding under the Bonavista Credit Facility as of March 31, 2025 and December 31, 2024, approximates fair value and this facility would be classified as Level III within the fair value hierarchy. As of March 31, 2025 and December 31, 2024, the effective interest rate on borrowings outstanding

was 5.6%

and 5.7%, respectively.

Aggregator Credit Agreement

On October 3, 2024, the Aggregator entered into a revolving credit agreement (the “Aggregator Credit Agreement”) pursuant to which multiple third-party lenders and letter of credit issuers thereunder agreed to provide loans and letters of credit for up to an aggregate initial commitment of $375.0 million, subject to customary conditions. The available capacity under the Aggregator Credit Agreement may be increased on a permanent or a temporary basis up to an amount agreed by the Joint Lead Arrangers (as defined below) and the increasing lenders, provided that the Aggregator may not incur new loans or letters of credit in excess of the applicable loan to value ratio (which may be between 10% and 20%) and maintains a loan to value ratio of not more than 30%,

where value equals the sum of the adjusted net asset values of eligible investments and certain other items (as specified in the Aggregator Credit Agreement). On October 31, 2024, the aggregate commitment was increased to

$675.0

million, and on January 7, 2025, the aggregate commitment was increased to

$900.0

million. On April 30, 2025, the aggregate commitment was increased again by

$150.0 million to $1.1

billion.

The parties to the Aggregator Credit Agreement include the Aggregator, as borrower, a third-party administrative agent (in such capacity, the “Aggregator Administrative Agent”), third-party joint lead arrangers (in such capacities, the “Joint Lead Arrangers”) and

co-structuring

agents, and certain other lenders and the letter of credit issuers as identified in the Aggregator Credit Agreement. The Aggregator Credit Agreement matures on October 1, 2027, subject to a

one-year

extension option requiring approval by the Aggregator Administrative Agent and extending lenders and the satisfaction of customary conditions.

nder the Aggregator Credit Agreement, borrowings denominated in U.S. dollars will bear interest, at the Aggregator’s discretion, at a rate of the

(a) one-month

term SOFR plus a spread of 3.50% per annum, (b) daily simple SOFR plus a spread of 3.50% per annum, or (c) base rate (as defined in the Aggregator Credit Agreement) plus a spread of 2.50%. Such rates may be increased by up to 2.50% per annum during a continuing event of default and/or a cash sweep event. The Aggregator Credit Agreement is subject to a commitment fee that is generally based on (a) the total facility commitments, less total borrowings outstanding, multiplied by (b) the commitment fee rate. The unused commitment fee per annum rate varies from 0.50% to 0.70% and is dependent on the total borrowings outstanding. Under the Aggregator Credit Agreement, the Aggregator will bear customary expenses for a credit facility of this size and type, including closing fees, arrangement fees, administration fees and unused fees.

The Aggregator Credit Agreement contains customary representations and warranties, events of default, cash sweep events and affirmative and negative covenants. The Aggregator’s obligations under the Aggregator Credit Agreement are

non-recourse

to BXPE U.S. and secured by the Aggregator’s distributions received from investments and the equity interest in certain of its subsidiaries. Upon an event of default, the lenders of the Aggregator Credit Agreement may also terminate their commitment.

As of March 31, 2025 and December 31, 2024, the Aggregator had no borrowings or amounts outstanding under the Aggregator Credit Agreement.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

6. Net Assets

The Aggregator, at the direction of the General Partner, has the authority to issue an unlimited number of Class A Units and Class B Units (each, an “Aggregator Unit”). No Class B Units have been issued by the Aggregator since inception. As of March 31, 2025, the Aggregator has two limited partners, BXPE U.S. and a Parallel Fund. Class A Units are issued to both the BXPE U.S. limited partner and the Parallel Fund limited partner. BXPE U.S. and the Parallel Fund receive monthly subscriptions from their investors, which are in turn invested into the Aggregator. BXPE U.S. and the Parallel Fund are issued Class A Units in exchange for their contributions to the Aggregator.

The term “Transactional NAV” refers to the price at which transactions in the Aggregator’s Units are made, calculated in accordance with a valuation policy that has been approved by the Board of Directors. The purchase price per Aggregator Unit of each limited partner is equal to the Transactional NAV per Aggregator Unit for such limited partner as of the last calendar day of the immediately preceding month. Before the Aggregator determined its first Transactional NAV, the initial purchase price for the Aggregator’s Units was $25.00 per Aggregator Unit. The Aggregator’s Transactional NAV was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, the Transactional NAV is based on the

month-end

values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities, the accrual and allocation of the Management Fee, Administration Fee and the Performance Participation Allocation (each as defined below) and the deduction of

expenses.

Aggregator Unit issuances related to monthly contributions are effective the first calendar day of each month. Aggregator Units are issued at a price per Aggregator Unit equivalent to the Aggregator’s most recent Transactional NAV per Aggregator Unit available for Class A Units, which is the Aggregator’s prior

month-end

Transactional NAV per Aggregator Unit.

The following table presents transactions in the Aggregator’s Units during the three months ended March 31, 2025 and 2024:


	Class A
	Units			Total
Units Outstanding as of December 31, 2023		—			—
Units Issued		100,725,569			100,725,569

Units Outstanding as of March 31, 2024		100,725,569			100,725,569


Units Outstanding as of December 31, 2024		214,889,732			214,889,732
Units Issued		36,684,501			36,684,501
Repurchase of Units		(408,668	)		(408,668	)

Units Outstanding as of March 31, 2025		251,165,565			251,165,565

In accordance with the Aggregator Partnership Agreement, the General Partner can cause the Aggregator to offer to repurchase Aggregator Units from limited partners to match any repurchase offers made by BXPE U.S. and any Parallel Fund. Any repurchase of Aggregator Units will be effected by the Aggregator as needed to comply with the repurchase program of BXPE U.S. and any Parallel Fund and otherwise as determined by the General Partner. A Parallel Fund may withdraw entirely from the Aggregator and have all of its Aggregator Units repurchased by the Aggregator only with the consent of BXPE U.S., including, if applicable, approval by the Board of Directors.

During the three months ended March 31, 2025, 408,668 Aggregator Units were repurchased for an aggregate value of $12.1 million. During the three months ended March 31, 2024, there were no repurchase requests submitted.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

7. Related Party Transactions

Partnership Agreement

The Aggregator has entered into the Aggregator Partnership Agreement with the General Partner. Under the terms of the Aggregator Partnership Agreement, overall responsibility for the Aggregator rests with the General Partner. The General Partner has delegated BXPE’s portfolio management function to the Investment Manager on January 2, 2024.

Performance Participation Allocation

The General Partner receives a performance participation allocation (“Performance Participation Allocation”) by BXPE U.S. (indirectly through the Aggregator) equal to 12.5% of total return subject to a 5% annual hurdle amount and a high water mark with 100%

catch-up.

Such allocation is measured on a calendar year basis, paid quarterly, accrued monthly (subject to

pro-rating

for partial periods), and without taking into account accrued and unpaid taxes of any intermediate entity through which BXPE indirectly invests in an investment or taxes paid by any such intermediate entity during the applicable month. For the first calendar year of BXPE’s operations, the allocation is paid annually, after the end of such first calendar year, and thereafter, the allocation will be paid quarterly. The General Partner may elect to receive the Performance Participation Allocation in cash, the Aggregator’s, BXPE U.S.’s, the Feeder’s, or the Parallel Fund’s units and/or equity of intermediate entities. If the Performance Participation Allocation is paid in units, such units may be repurchased at the General Partner’s request and will be subject to certain limitations.

For the three months ende

d March 31, 2025 and 2024, the Aggregator accrued Performance Participation Allocation of $44.3 million and $5.2

million, respectively, which was paid in cash to the General Partner subsequent to the three months ended March 31, 2025 and 2024, respectively.

Investment Management Agreement

On January 2, 2024, BXPE U.S. entered into an investment management agreement with the Investment Manager (the “Investment Management Agreement”). As part of carrying out its investment management services (including structuring investments through the Aggregator), the Investment Manager has entered into, and may enter into additional

sub-advisory,

or other similar arrangements, with other advisory subsidiaries of Blackstone. These

sub-advisory

relationships do not affect the terms of the Investment Management Agreement.

Management Fee

In consideration for its investment management services, the Aggregator, on behalf of its limited partners, pays the Investment Manager a management fee (the “Management Fee”) equal to 1.25%

of the Aggregator’s Transactional NAV per year, payable monthly, before giving effect to any accruals for the Management Fee, servicing fees related to BXPE U.S.’s and the Feeder’s

Class S/S-TE

and

Class D/D-TE

units, Administration Fee (as defined below), Performance Participation Allocation, pending unit repurchases, any distributions and without taking into account accrued and unpaid taxes of any intermediate entity through which the Aggregator indirectly invests in an investment or taxes paid by any such intermediate entity during the applicable month.

The Investment Manager may elect to receive the Management Fee in cash, the Aggregator’s, BXPE U.S.’s, the Feeder’s, or the Parallel Fund’s units and/or equity of intermediate entities. If the Management Fee is paid in units, such units may be repurchased at the Investment Manager’s request and will be subject to certain limitations. Additionally, the Investment Manager may separately elect for the Management Fee to be paid (in whole or in part) to an affiliate of the Investment Manager in satisfaction of Management Fee amounts owed to the Investment Manager in connection with services provided by such affiliate to BXPE and/or any intermediate entity.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. The Investment Manager at its discretion, did not extend the Management Fee waiver. As of July 1, 2024, Management Fees may be offset by certain fees paid to the Investment Manager or its affiliates in connection with BXPE’s investments consistent with the Aggregator Partnership Agreement and the Investment Management Agreement. These fees, when recognized, are presented as Management Fees Waived. There were no such management fee offsets for the three months ended March 31, 2025 and 2024. Refer to Note 2, “Summary of Significant Accounting Policies” for more information on management fee waivers.

For the three months ended March 31, 2025, the Aggregator accrued gross Management Fees of $

22.0

million, which was all repaid subsequent to the three months ended March 31, 2025. For the three months ended March 31, 2024, the Aggregator accrued gross Management Fees of $5.7 million, which were fully waived by the Investment Manager.

Administration Fee

The Investment Manager and its affiliates provide administration services to BXPE, consistent with the Aggregator Partnership Agreement and Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by the Aggregator, equal to, in the aggregate, 0.10% of the

Aggregator’s Transactional NAV per annum, payable monthly, before giving effect to any accruals for the Management Fee, the servicing fee, Administration Fee and the Performance Participation Allocation, pending unit repurchases, any distributions and without taking into account accrued and unpaid taxes of any intermediate entity through which BXPE indirectly invests in an investment or taxes paid by any such intermediate entity during the applicable month.

From time to time

, the Investment Manager may outsource certain administrative duties provided to BXPE with respect to the Administration Fee to third parties. The fees, costs and expenses of any such third-party service providers will be payable by the Investment Manager out of its Administration Fee such that the Administration Fee should not exceed, in the aggregate, 0.10% of the Aggregator’s Transactional NAV.

For the three months ended March 31, 2025 and 2024, the Aggregator accrued Administration Fees of $1.7 million and $0.5 million, respectively.

Investments in Affiliated Investee Funds

The Aggregator has investments in certain Blackstone-affiliated investment funds (“Investments in Affiliated Investee Funds”). As of March 31, 2025 and December 31, 2024, the Aggregator had Investments in Affiliated Investee Funds of $901.8 million and $833.0 million, respectively. Refer to Note 2. “Summary of Significant Accounting Policies” for more information on Investments in Affiliated Investee Funds.

Expense Support

During 2024, the Investment Manager voluntarily agreed to pay certain expenses on behalf of BXPE such that the total expenses borne by BXPE (excluding interest expense, organization and offering expenses, servicing fees, the Performance Participation Allocation and taxes) did not exceed an annualized rate of 0.50% of BXPE’s NAV.

For the three months ended March 31, 2024, the Aggregator recognized Expense Support

of $0.2

million that was paid by the Investment Manager subsequent to the three months ended March 31, 2024. No fees were charged to the Investment Manager for agreeing to bear these expenses and the Investment Manager will not be reimbursed by the Aggregator. There was no accrued Expense Support for the three months ended March 31, 2025.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Due to/from Affiliates

Due to Affiliates consists of cash advances made by Blackstone Holdings Finance Co. L.L.C., a subsidiary of Blackstone, on behalf of the Aggregator for the payment of fund expenses. These amounts are intended to be cash reimbursed by the Aggregator and are

non-interest

bearing. Due from Affiliates is composed of balances owed to the Aggregator from other non-consolidated entities within BXPE.

BXPE Lux

Related Party Transactions

BXPE may from time to time enter into transactions with certain affiliates. During the three months ended March 31, 2025, the Aggregator participated in a post-closing syndication transaction for the purchase of one investment for an aggregate purchase price of $56.2 million from other entities or vehicles controlled, sponsored, advised and/or managed by Blackstone or its affiliates. The investment was purchased at cost plus a fee for the time the investment was held by such affiliate.

As a small portion of BXPE’s overall investment strategy, the Aggregator participates in investments alongside other vehicles sponsored, advised and/or managed by Blackstone or its affiliates in a programmatic manner through elections to Blackstone’s

side-by-side

investment program. As a participant in the program, from time to time, the Aggregator and other vehicles sponsored, advised and/or managed by Blackstone or its affiliates may sell or syndicate portions of an investment to a related party, including

co-investment

vehicles managed by Blackstone. Such syndication transactions are generally required for all participants in the program and are typically made within six months of closing and are effected at cost, plus a fee for the time the investment is held by the Aggregator. During the three months ended March 31, 2025, the program participant syndicated portions of five investments for an aggregate sale price of $8.3 million to related parties.

8. Commitments and Contingencies

Commitments

The Investment Manager agreed to advance organizational and offering expenses, other than servicing fees related to

Class S/S-TE

and

Class D/D-TE

units, on BXPE’s behalf through the first anniversary of the Initial Closing Date (such first anniversary, the “Effective Date”). As of December 31, 2024, the Investment Manager and its affiliates have incurred organizational and offering expenses on BXPE’s behalf in the amount of $8.3 million of which $5.6 million relate

to Organizational Expenses and was expensed as incurred and $2.7

million related to offering costs that are capitalized as a deferred expense and amortized over twelve months. As of March 31, 2025, these accruals were paid off in full

and there

were no additional expenses that the Investment Manager advanced on BXPE’s behalf

As of March 31, 2025 and December 31, 2024, the Aggregator had unfunded commitments to existing investments of $690.1 million and $568.7 million, respectively, and the BXPE Fund Program had additional conditional commitments of $629.8 million and $1.9 billion, respectively, to new investments. Conditional commitments are held among the BXPE Fund Program and BXPE’s allocation will be determined at closing. Conditional commitments are subject to certain terms and conditions prior to closing of the relevant transactions and there can be no assurance that such transactions will close as

expected or at all.

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BXPE US Aggregator (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Contingencies

The Aggregator may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of March 31, 2025, the Aggregator was not subject to any material litigation nor was the Aggregator aware of any material litigation threatened against it.

Indemnifications

In the normal course of business, the Aggregator enters into contracts that contain a variety of indemnification arrangements. The Aggregator’s exposure under these arrangements, if any, cannot be quantified. However, the Aggregator has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of March 31, 2025.

9. Income Taxes

The Aggregator’s Provision for Taxes was $26.7 million and $0.3 million for the three months ended March 31, 2025 and 2024, respectively, which resulted in an effective tax rate of 8.6% and 26.5%, respectively. For the three months ended March 31, 2025 and 2024, the primary driver giving rise to the difference between the 0.0% federal statutory rate applicable to partnerships and the effective tax rate was that the Aggregator is only taxed on a portion of its income, primarily income that is considered effectively connected to the U.S. on income from the Aggregator Corporations resulting in federal, state and/or local taxes.

To the

extent investments made by the Aggregator are engaged in a U.S. trade or business, the Aggregator will generally be subject to a U.S. federal income tax of 21.0% of its share of taxable income effectively connected with the conduct of a U.S. trade or business and may be subject to additional branch profits tax of 30.0

of its share of effectively connected earnings and profits, adjusted as provided by law. The subsidiaries may also be subject to state tax and local taxes.

Uncertain Tax Positions

As of March 31, 2025 and December 31, 2024, the Aggregator is not aware of any uncertain tax positions that would require recognition in the condensed consolidated financial statements.

Corporate Alternative Minimum Tax

corporate alternative minimum tax (“CAMT”) on adjusted financial statement income. These IRA provisions are either not applicable or not material to the Aggregator’s condensed consolidated financial statements for the three months ended March 31, 2025 and 2024.

Tax Contingencies

The Aggregator files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Aggregator and the Aggregator Corporations are subject to examination by various taxing authorities.

10. Financial Highlights

The following financial highlights for the three months ended March 31, 2025 and 2024 are calculated for the limited partners as a whole. Calculation of these highlights on an individual limited partner basis may yield results that vary from those stated herein due to the timing of capital transactions and differing fee arrangements. No Class B Units have been issued by the Aggregator since

inception.

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BXPE US Aggre

tor (CYM) L.P.

Notes to Condensed Consolidated Financial Statements (Unaudited)

(All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)


	Class A Units (a)
	Three Months Ended March 31,
	2025		2024
Per Unit Data
Net Asset Value, Beginning of Period	$	28.38	$	—

Proceeds from Units Issued		—		25.00

Net Investment Income (Loss)		(0.22)		0.11
Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies		1.42		0.33

Net Increase in Net Assets		1.20		0.44

Net Asset Value, End of Period	$	29.58	$	25.44

Units Outstanding, End of Period		251,165,565		100,725,569
Total Return Based on Net Asset Value (b) (c)		4.22%		1.75%
Ratios to Weighted-Average Net Assets (Non-Annualized)
Expenses without Waivers (d)		0.54%		0.78%
Expense Support and Management Fees Waivers (d)		—		-0.33%
Accrued Performance Participation Allocation		0.64%		0.29%

Total Expenses		1.18%		0.74%

Net Investment Income (Loss)		-0.82%		0.68%

(a)	Amounts may not add due to rounding.

(b)

For the three months ended March 31, 2025, total return is calculated as the change in Net Asset Value per Aggregator Unit during the period, plus distributions per Aggregator Unit (assuming dividends and distributions are reinvested in accordance with the Aggregator’s distribution reinvestment plan) divided by the beginning Net Asset Value per Unit. Total return does not include upfront transaction fees, if any.

(c)

For the three months ended March 31, 2024, total return is calculated as the change in Net Asset Value per Aggregator Unit during the period, plus distributions per Aggregator Unit (assuming dividends and distributions are reinvested in accordance with the Aggregator’s distribution reinvestment plan) divided by the initial Net Asset Value per Aggregator Unit of $25.00. Total return does not include upfront transaction fees, if any.

(d)

Expense ratio includes Management Fees, Organizational Expenses, Professional Fees, Deferred Offering Costs Amortization, Deferred Financing Cost Amortization, Administration Fees, Interest Expense and Other. For the three months ended March 31, 2024, the expense ratio did not include Interest Expense.

11. Subsequent Events

The Aggregator has evaluated the impact of all subsequent events through May 14, 2025, which is the date that these condensed consolidated financial statements were available to be issued, and has determined that there were no subsequent events requiring adjustment to or disclosure in the condensed consolidated financial statements.

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

The following discussion and analysis should be read in conjunction with the unaudited condensed financial statements and the related notes of Blackstone Private Equity Strategies Fund L.P. and the unaudited condensed consolidated financial statements and the related notes of BXPE US Aggregator (CYM) L.P. both included within this Quarterly Report on Form

10-Q.

In this report, we refer to Blackstone Private Equity Strategies Fund L.P. as “BXPE U.S.” The terms “BXPE,” the “Fund,” “we,” “us” or “our” collectively refers to BXPE U.S., Blackstone Private Equity Strategies Fund (TE) L.P. (the “Feeder”), BXPE US Aggregator (CYM) L.P. (the “Aggregator”) and its consolidated subsidiaries and any Parallel Funds (as defined in Part I. Item 1. Financial Statements), as the context requires. BXPE and Blackstone Private Equity Strategies Fund SICAV (“BXPE Lux”) are together referred to as the “BXPE Fund Program.”

The investment activities of BXPE are carried out through the Aggregator, a

non-consolidated

affiliate of BXPE U.S. As such, in this discussion and analysis, we believe it is important to present information for both BXPE U.S. and the Aggregator. The unaudited financial statements of each entity are presented in “Part I. Item 1. Financial Statements” of this document and for information related to the principles of consolidation see “—Critical Accounting Estimates — Principles of Consolidation.”

Overview

On January 2, 2024, Blackstone launched the BXPE Fund Program, Blackstone’s perpetual private equity solution for eligible individual investors, to provide investors greater access to Blackstone’s private equity platform. Our investment objectives are to deliver medium- to long-term capital appreciation and, to a lesser extent, generate modest current income. We seek to meet our investment objectives by investing primarily in privately negotiated, equity-oriented investments (“Private Equity Investments”) to deliver an attractive portfolio of alternative investments diversified across strategies, sectors and geographies.

BXPE is structured as a perpetual-life strategy, with monthly, fully funded subscriptions and periodic repurchase offers, which we believe enables investors to better manage exposure to the private equity asset class and achieve the potential benefits of compounding returns. As an investor in BXPE, individuals gain direct exposure to the largest global private equity platform. BXPE is designed to invest across all of Blackstone private equity’s major strategies: Corporate Private Equity, Secondaries, Opportunistic, Growth and Life Sciences. As of March 31, 2025, we have constructed a portfolio that includes strategic, sector and geographic diversification, focusing on businesses that align with our thematic approach to investing.

BXPE’s differentiated access to the world’s largest global private equity platform uniquely positions BXPE among competitors, allowing for a broader universe of investment and deployment opportunities. Identifying, closing and realizing attractive private equity investments that fall within BXPE’s investment mandate is highly competitive and involves a high degree of uncertainty. We believe the depth and breadth of our investment strategy and Blackstone’s PE Platform, including the deep reservoir of proprietary data, represents a significant advantage as we compete for quality investment opportunities and help our portfolio companies compete in their respective markets.

We focus on transactions where Blackstone’s scale, brand and/or operating intervention capabilities can create competitive advantages for the BXPE Fund Program. In the ordinary course, we will generally seek to invest at least 80% of our NAV in Private Equity Investments and up to 20% of our NAV in Debt and Other Securities. Our investments may vary materially from these indicative allocation ranges, including due to factors such as a large inflow to capital over a short period of time, the Sponsor’s assessment of the relative attractiveness of opportunities, or an increase in anticipated cash requirements or repurchase requests and subject to any limitations or requirements relating to applicable law.

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Recent Developments

As of March 31, 2025, the BXPE Fund Program’s portfolio consists of 85+ Private Equity Investments, including both closed and future signed commitments, with an aggregate value of $11.2 billion. We aim to have a significant majority of our portfolio invested behind Blackstone’s high-conviction themes, including artificial intelligence (“AI”) and data generation, power and energy demand, innovation in healthcare and life sciences, digitization, experiences and franchisors.

As of May 14, 2025, public markets have experienced heightened volatility, driven by the impact of U.S. and reciprocal tariffs and ongoing uncertainty in global economic markets. There is significant uncertainty as to the outcome of ongoing global trade negotiations, the extent of retaliatory measures taken by other countries and the ultimate impact on the U.S. and global economies. A prolonged period of policy-driven uncertainty and continued market volatility increases the likelihood of a slowdown in the U.S. and global economies which could adversely affect us, our investors, our portfolio companies and the value of the underlying assets related to our investments. Historically, private markets have exhibited lower levels of volatility compared to public equities during periods of market disruption, offering investors potential diversification benefits. We believe private markets strategies provide unique opportunities for value creation through strategic and operational support, enabling portfolio companies to unlock their full potential. However, ongoing fluctuations in industry dynamics, regulatory developments, and broader macroeconomic factors may continue to contribute to elevated levels of market volatility both in the United States and internationally.

Performance Summary

Since inception in January 2024, we have delivered positive performance across all classes in BXPE U.S.:


	March 31, 2025
	Year To Date	Inception To Date
Unit Class	Total Return	Total Return
Class S	4.0%	13.8%
Class D	4.2%	14.5%
Class I	4.3%	14.8%

•	Inception to date is an annualized return from January 2, 2024.

•

Returns shown reflect the percent change in the Transactional NAV per unit from the beginning of the applicable period, plus the amount of any distribution per unit declared in the period. Returns shown are reflective of each unit class and not of an individual investor. The Fund believes total return is a useful measure of overall investment performance of our Units.

Investment Portfolio

As of March 31, 2025, BXPE’s top 10 Private Equity Investments, based on fair value, were:


Investments		Description
Adevinta		Online classifieds company
AI Fire		Provider of fire and life safety services
AIR		Commercial Heating, Ventilation and Air Conditioning (“HVAC”) representation
AirTrunk		Data center developer and operator
ATG		Live theatre operator
CoreWeave		AI infrastructure
Higginbotham		Insurance brokerage
Jersey Mike’s		Fast-casual submarine sandwich franchisor
L’Occitane		Multi-brand beauty and skincare
Recognition (formerly known as Hipgnosis)		Music royalties

•	Investments listed in alphabetical order.

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The charts below present the diversification of BXPE’s portfolio companies by strategy, sector and geography based on the fair value of our Private Equity Investments as of March 31, 2025:

•	% of fair value may not add due to rounding.

•	% of fair value represents the Aggregator’s sum of Investments at Fair Value and Affiliated Investee Funds (exclusive of bank loans, and interests in collateralized loan obligations (“CLOs”)), with additional exclusions specified below.

•	“Regional Breakdown” excludes investments in certain Secondaries funds that have underlying investments with diverse region classifications. Region is generally based on where each investment is headquartered.

•	“Sector Breakdown” excludes investments in certain Secondaries funds that have underlying investments with diverse sector classifications. All determinations are made by BXPE in its sole discretion.

•	“Thematic Breakdown” themes are designed to classify certain investments into BXPE’s high-conviction themes. All determinations are made by BXPE in its sole discretion. Investments classified as Other are generally not aligned to a core theme.

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Key Components of Our Results of Operations and Financial Metrics

Our key financial measures and the results of operations are discussed below.

Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P.

BXPE U.S. generates income primarily from its investment in the Aggregator. BXPE U.S. had an interest of 78.9% in the Aggregator as of March 31, 2025, an increase of 2.2%, compared to 76.7% as of March 31, 2024, primarily due to relative subscriptions between BXPE U.S. and the Parallel Fund. For the three months ended March 31, 2025, the Aggregator generated a Net Increase in Net Assets Resulting from Operations of $284.6 million, an increase of $253.8 million, compared to $30.8 million for the three months ended March 31, 2024. This resulted in BXPE U.S. recognizing a Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. of $222.3 million, an increase of $194.4 million, compared to $27.9 million for the three months ended March 31, 2024. There was no net realized gains or losses from the investment in the Aggregator for the three months ended March 31, 2025 and 2024. Key drivers of the results of operations of the Aggregator are discussed below.

Aggregator Income, Expenses and Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies

The Aggregator generates income primarily from investments in Private Equity Investments and in Debt and Other Securities, including net realized and unrealized gains and losses and net realized and unrealized gains and losses of foreign exchange translation of assets and liabilities denominated in foreign currencies. Realized gains or losses are measured as the difference between the net proceeds from the sale, repayment, or disposal of an asset and the adjusted cost basis of the asset, without regard to unrealized gains or losses previously recognized. Net change in unrealized gains or losses reflects the change in investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses, when gains or losses are realized.

We also generate income in the form of dividends and distributions on our Private Equity Investments. To a lesser extent, the Aggregator’s Debt and Other Securities generates interest income.

The increase in the Aggregator’s Net Increase in Net Assets Resulting from Operations of $253.8 million was attributable to an increase of $322.3 million in Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, partially offset by a decrease of $68.5 million in Net Investment Income (Loss).

Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies

For the three months ended March 31, 2025, the Aggregator had $340.8 million of Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, an increase of $322.3 million, compared to $18.5 million for the three months ended March 31, 2024. The primary drivers contributing to the increase are discussed below:

For the three months ended March 31, 2025, the Aggregator had $308.6 million of Net Change in Unrealized Gain (Loss) on Investments, an increase of $287.6 million, compared to $21.0 million for the three months ended March 31, 2024, primarily due to an increase in purchases of Private Equity Investments and unrealized appreciation on Corporate Private Equity, Growth and Secondaries investments.

For the three months ended March 31, 2025, the Aggregator had $56.4 million of Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies, an increase of $58.7 million, compared to $(2.3) million for the three months ended March 31, 2024, primarily due to an increase in purchases and appreciation of foreign-denominated investments.

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For the three months ended March 31, 2025, the Aggregator had $40.1 million of Net Realized Gain (Loss) on Investments and Derivative Instruments, an increase of $40.2 million, compared to $(0.1) million for the three months ended March 31, 2024, primarily because the Aggregator held no derivative assets or liabilities as of March 31, 2024.

For the three months ended March 31, 2025, the Aggregator had $(64.3) million of Net Change in Unrealized Gain (Loss) on Derivative Instruments. The Aggregator held no derivative assets or liabilities as of March 31, 2024, so there was no Net Change in Unrealized Gain (Loss) on Derivative Instruments for the three months ended March 31, 2024.

Net Investment Income (Loss)

For the three

months ended March 31, 2025, the Aggregator’s Net Investment Income (Loss) was $(56.3) million, a decrease of $68.5 million, compared to $12.3 million for the three months ended March 31, 2024. The decrease in Net Investment Income (Loss) was attributable to increases of $68.1 million in Net Expenses and $26.4 million in Provision (Benefit) for Taxes, partially offset by an increase of $25.9 million in Total Income.

Aggregator Income

For the three months ended March 31, 2025, the Aggregator generated $51.9 million in Total Income, an increase of $25.9 million, compared to $26.0 million for the three months ended March 31, 2024. The increase was primarily driven by an increase of $26.9 million in Dividend Income, principally due to an increase in dividend income from Opportunistic investments.

Aggregator Expenses

Except as specifically provided below, all investment professionals and staff of the Investment Manager, when and to the extent engaged in providing investment management services to us, and the base compensation, bonus and benefits, and the routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Investment Manager. The Aggregator bears other expenses of its operations, including, but not limited to (a) investment management and administration fees paid to the Investment Manager pursuant to BXPE U.S.’s Investment Management Agreement (as defined in Part I. Item 1. Financial Statements), (b) Performance Participation Allocation (as defined in Part I. Item 1. Financial Statements) paid to the General Partner, (c) other expenses incurred, charged or specifically attributed or allocated by the General Partner, the Investment Manager and/or their affiliates in performing administrative and/or accounting services for BXPE or any Portfolio Entity and (d) all other expenses of BXPE’s operations, administrations and transactions, excluding expenses specific to BXPE U.S. (described below).

For the three months ended March 31, 2025, the Aggregator incurred $81.5 million in gross Total Expenses, an increase of $62.2 million, compared to $19.3 million for the three months ended March 31, 2024. The increase was primarily composed of increases in Performance Participation Allocation and Gross Management Fees. For the three months ended March 31, 2025, the Aggregator had $44.3 million of Performance Participation Allocation, an increase of $39.1 million, compared to $5.2 million for the three months ended March 31, 2024, primarily due to an increase in Net Change in Unrealized Gain (Loss) on Investments. For the three months ended March 31, 2025, the Aggregator had $22.0 million of Gross Management Fees, an increase of $16.3 million, compared to $5.7 million for the three months ended March 31, 2024, primarily due to an increase in Transactional Net Asset Value.

For the three months ended March 31, 2025, the Aggregator incurred $81.5 million in Net Expenses, which represents total gross expenses less amounts waived, an increase of $68.1 million, compared to $13.4 million for the three months ended March 31, 2024, primarily driven by management fees being fully waived by the Investment Manager for the three months ended March 31, 2024, but not in the three months ended March 31, 2025.

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BXPE U.S. Expenses

For the three months ended March 31, 2025, BXPE U.S. incurred $0.6 million in Net Expenses, a decrease of $0.1 million, compared to $0.7 million for the three months ended March 31, 2024.

Financial Condition, Liquidity and Capital Resources

As of March 31, 2025, BXPE U.S. had Total Assets of $5.9 billion, an increase of $1.2 billion, compared to $4.7 billion as of December 31, 2024. The increase in Total Assets was principally due to an increase of $1.2 billion in Investment in BXPE US Aggregator (CYM) L.P. at Fair Value. As of March 31, 2025, the Aggregator had Total Assets of $8.0 billion, an increase of $1.6 billion, compared to $6.4 billion as of December 31, 2024. The increase in Total Assets was principally due to an increase of $1.6 billion in Investments at Fair Value.

As of March 31, 2025, BXPE U.S. had Total Liabilities of $136.3 million, an increase of $27.4 million, compared to $108.9 million as of December 31, 2024. The increase in Total Liabilities was principally driven by an increase of $22.0 million in Servicing Fees Payable which was primarily driven by an increase in subscriptions in BXPE U.S. and increase in Transactional Net Asset Value. As of March 31, 2025, the Aggregator had Total Liabilities of $568.0 million, an increase of $260.9 million, compared to $307.1 million as of December 31, 2024. The increase in Total Liabilities was primarily driven by an increase of $261.0 million in Credit Facility, which relates to Bonavista credit facility (as defined in Note 5. “Borrowings” in the “Notes to the Condensed Consolidated Financial Statements” of BXPE US Aggregator (CYM) L.P. in “Part I. Item 1. Financial Statements” in this Quarterly Report on Form

10-Q)

where the Aggregator had $390.0 million outstanding as of March 31, 2025, compared to $129.0 million outstanding as of December 31, 2024.

BXPE generates cash primarily from the net proceeds of its continuous offering of Units, income earned from Private Equity Investments, proceeds from net borrowings on our credit facilities and income earned and repayments on principal on our debt investments. The primary uses of our Cash and Cash Equivalents are for purchasing investments in companies via intermediaries and other equity and debt instruments, funding the costs of our operations, funding repurchases under our Unit repurchase program, debt service, repayment and other financing costs of our borrowings and cash distributions to the holders of our Units.

As of March 31, 2025, BXPE U.S. had $4.2 million in Cash and Cash Equivalents. During the three months ended March 31, 2025, Net Cash Provided by (Used in) Operating Activities was $(983.9) million, primarily driven by $(984.9) million in Investment in BXPE US Aggregator (CYM) L.P. During the three months ended March 31, 2025, Net Cash Provided by (Used In) Financial Activities was $986.5 million, primarily driven by $989.8 million in proceeds from issuance of units.

As of March 31, 2025, the Aggregator had $91.7 million in Cash and Cash Equivalents. During the three months ended March 31, 2025, Net Cash Provided By (Used In) Operating Activities was $(1.3) billion, primarily due to $(1.5) billion in purchases of investments, partially offset by $0.2 million of proceeds from investments. Net Cash Provided By (Used In) Financial Activities was $1.3 billion during the three months ended March 31, 2025, primarily driven by $1.1 billion from proceeds from issuance of units, $1.0 billion from proceeds from credit facilities, partially offset by $762.0 million from repayment on the credit facilities.

As of March 31, 2025, Cash and Cash Equivalents, taken together with $910.0 million of unused capacity under the Aggregator’s credit facilities and $300.0 million of unused capacity under BXPE U.S.’s Line of Credit, proceeds from new or amended financing arrangements and the continuous offering of Units is expected to be sufficient for investing activities and to conduct operations in the near term.

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Contractual Obligations and Commitments

For contractual obligations and commitments extending beyond March 31, 2025, see Note 8. “Commitments and Contingencies” in the “Notes to Condensed Financial Statements” of Blackstone Private Equity Strategies Fund L.P. and Note 5. “Borrowings” and Note 8. “Commitments and Contingencies” in the “Notes to Condensed Consolidated Financial Statements” of BXPE US Aggregator (CYM) L.P. in “Part I. Item 1. Financial Statements” in this Quarterly Report on Form

10-Q.

Transactional Net Asset Value

BXPE U.S. calculates its Transactional NAV per Unit in accordance with valuation policies and procedures that have been approved by the Board of Directors. BXPE U.S.’s Transactional NAV is the price at which it sells and repurchases its Units and serves as a basis for certain fees incurred by BXPE U.S. The Sponsor also evaluates changes to BXPE U.S.’s Transactional NAV to monitor fund performance. BXPE U.S.’s Transactional NAV is based on the

month-end

values of its investments and other assets and the deduction of any liabilities, including certain fees and expenses, in all cases as determined in accordance with its valuation policy that has been approved by the Board of Directors. Organizational and offering expenses advanced on BXPE U.S.’s behalf by the Investment Manager are recognized as a reduction to BXPE U.S.’s Transactional NAV ratably over 60 months beginning on January 1, 2025, and Unitholder servicing fees, as applicable, are recognized as a reduction to BXPE U.S.’s Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to BXPE U.S.’s Transactional NAV if the General Partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment.


	March 31, 2025
	(Dollars in Thousands)
Components of BXPE U.S.’s Transactional Net Asset Value
Investment in Aggregator (a)	$	5,888,925
Cash and Cash Equivalents		4,171
Other Assets		5,663
Accrued Unitholder Servicing Fees (b)		(3,138	)
Other Liabilities (c)		(7,329	)

Transactional Net Asset Value	$	5,888,292

(a)

For BXPE U.S.’s Transactional NAV, Investment in Aggregator includes organizational and offering expenses paid by the Investment Manager in the month the Aggregator reimburses the Investment Manager for such costs, Performance Participation Allocation accrual and Management Fee accrual. Investment in Aggregator excludes certain contingent tax liabilities which the General Partner reasonably expects will not be recognized upon divestment of the underlying investment.

(b)	Accrued Unitholder servicing fees only apply to Class S and Class D Units. For purposes of BXPE U.S.’s Transactional NAV, the fees are recognized as a reduction of BXPE U.S.’s Transactional NAV on a monthly basis.

(c)	Includes repurchase payables. For purposes of computing Transactional NAV per Unit, such repurchase payables are excluded.

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The Transactional NAV per Unit for each class of BXPE U.S. as of March 31, 2025 was as follows:


	March 31, 2025
	Transactional NAV		Number of
	per Unit		Units
Class S	$	29.36		77,766,478
Class D	$	29.58		2,522,223
Class I	$	29.67		118,980,768

				199,269,469

The following table reconciles GAAP Net Asset Value to BXPE U.S.’s Transactional Net Asset Value.


	March 31, 2025
	(Dollars in Thousands)
GAAP Net Asset Value	$	5,738,792
Adjustments
Organizational and Offering Expenses (a)		6,293
Servicing Fee (b)		125,870
Tax Liabilities (c)		17,337

Transactional Net Asset Value	$	5,888,292

(a)	Represents an adjustment to the Investment in Aggregator to reflect the recognition of organizational and offering expenses ratably over the 60-month reimbursement period beginning January 1, 2025.

(b)	Represents an adjustment to reflect Unitholder servicing fees on Class S and Class D Units as they are accrued on a monthly basis.

(c)	Represents an adjustment to remove certain contingent tax liabilities which the General Partner reasonably expects will not be recognized upon divestment of the underlying investment.

Critical Accounting Estimates

The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of income and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. The following is a summary of our significant accounting policies that we believe are the most affected by our judgments, estimates and assumptions.

Fair Value

As investment companies under Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946,

Financial Services – Investment Companies

(“ASC 946”), BXPE U.S. and the Aggregator are required to report investments, including those for which current market values are not readily available, at fair value in accordance with ASC 820,

Fair Value Measurements

(“ASC 820”). ASC 820 defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. The fair value process is used to both recognize the investments in accordance with GAAP and for purposes of computing a monthly Transactional NAV.

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Private Equity Direct Investments that Are Publicly Traded in Active Markets

Securities that are publicly traded and for which market quotations are readily available will be valued at the closing price of such securities in the principal market in which the security trades. If market quotations are not readily available, the fair value will be determined in good faith by the Sponsor using a widely accepted valuation methodology on the valuation date.

In some cases, securities will include legal and contractual restrictions that limit their purchase or sale for a period of time. A discount to publicly traded price may be appropriate in instances where a legal restriction is a characteristic of the security. The amount of the discount, if taken, will be determined based on the time period that must pass before the restricted security becomes unrestricted or otherwise available for sale.

Private Equity Direct Investments that Are Not Publicly Traded

Investments for which market prices are not observable include investments in common equity or preferred equity of operating companies. The primary methodology for determining the fair values of such investments is generally the income approach, whereby fair value is derived based on the present value of cash flows that a business, or security is expected to generate in the future. The most widely used methodology under the income approach is the discounted cash flow method, which includes significant assumptions about the underlying investment’s projected net earnings or cash flows, discount rate, capitalization rate and exit multiple. The Sponsor’s secondary methodology, generally used to corroborate the results of the income approach, is typically the market approach. The most widely used methodology under the market approach relies upon valuations for comparable public companies, transactions or assets, and includes making judgments about which companies, transactions or assets are comparable. In certain cases, debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices and market transactions in comparable investments and various relationships between investments. Depending on the facts and circumstances associated with the investment, different primary and secondary methodologies may be used, including option value, contingent claims or scenario analysis, yield analysis, projected cash flow through maturity or expiration, probability-weighted methods and/or recent round of financing. Generally, material differences between the primary and secondary approaches will be investigated and updates may be made to model inputs as deemed necessary.

Secondary Investments and Primary Commitments

Secondary Investments and Primary Commitments are generally valued based on the latest NAV reported or provided by the investment fund’s investment advisor or investment manager. If the latest NAV of an investment fund is not available at the time BXPE U.S. is calculating its NAV, the Sponsor will update the last available NAV by recognizing any cash flow activity for the investment fund during the month. Cash flows since the reference date of the last NAV received by an investment fund are recognized by adding the nominal amount of the investment-related capital calls and deducting the nominal amount of investment-related distributions from the NAV as reported.

Debt and Other Securities

In general, Debt and Other Securities will be valued by the Sponsor based on market quotations or at fair value determined in accordance with the valuation policy and are accounted for on a settlement basis.

Market quotations may be obtained from third-party pricing service providers or, if not available from third-party pricing service providers, broker-dealers for certain of the Aggregator’s Debt and Other Securities. Securities that are traded publicly on an exchange or other public market (stocks, exchange traded derivatives and securities convertible into publicly traded securities, such as warrants) will be valued at the closing price of such securities in the principal market in which the security trades.

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If market quotations are not readily available (or are otherwise not reliable for a particular investment), the fair value will be determined in good faith by the Sponsor. The primary methodology for determining the fair value of such investments is generally a yield analysis whereby the Sponsor determines if there is adequate collateral value supporting such investments and whether the investment’s yield approximates market yield. If the market yield is estimated to approximate the investment’s yield, then such investment is valued at its par value. If the market yield is not estimated to approximate the investment’s yield, the Sponsor will project the expected cash flows of the investment based on its contractual terms and discount such cash flows back to the valuation date based on an estimated market yield. Market yield is estimated based on a variety of inputs regarding the collateral asset(s) performance and capital market conditions, in each case as determined in good faith by the Sponsor. The Sponsor may determine that certain Investments in Debt and Other Securities will be valued using different procedures.

Sponsor Process on Fair Value

Due to the importance of fair value throughout the financial statements and the significant judgment required to be applied in arriving at those fair values, the Sponsor has developed a process around valuation that incorporates several levels of approval and review from both internal and external sources.

For investments valued utilizing the income method and where the Sponsor has information rights, the Sponsor generally has a direct line of communication with each of the portfolio companies’ and underlying assets’ finance teams and collect financial data used to support projections used in a discounted cash flow analysis. The valuation team then analyzes the data received and updates the valuation models reflecting any changes in the underlying cash flow projections, weighted-average cost of capital, exit multiple or capitalization rate and any other valuation input relevant to economic conditions.

The results of all valuations of investments are reviewed by the BXPE Fund Program valuation

sub-committee,

which consists of key personnel including BXPE Fund Program’s Chairperson, Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Portfolio Manager and the Investment Manager’s Chief Compliance Officer. See “Part I. Item 1. Business — Investment Process Overview” in BXPE U.S.’s Annual Report on Form

10-K

for the year ended December 31, 2024. To further corroborate results, each quarter, the Sponsor will engage a qualified, independent valuation advisor to provide positive assurance for the valuations of each of the Aggregator’s Direct Investments prepared by the Sponsor. It is expected that the independent valuation advisor will provide such positive assurance on a rolling basis throughout the quarter, such that the Aggregator’s Direct Investments may be reviewed at different times during the quarter but that the independent valuation advisor would provide positive assurance on each Direct Investment at least once per quarter. Additionally, a second independent valuation advisor will provide a more detailed “range of value” analysis on a rolling basis throughout the year, such that the value of Aggregator’s Direct Investments may be estimated by an independent valuation advisor at different times during the year but that the independent valuation advisor would provide a range of value on each Direct Investment at least once per year. Both independent valuation advisors will be engaged on a monthly basis and will review a portion of the portfolio each month. Finally, valuation is subject to the annual audit of the financial statements performed by our independent auditor.

Servicing Fees

Pursuant to the Dealer Manager Agreement entered into between BXPE U.S., the Feeder and Blackstone Securities Partners L.P. (the “Dealer Manager”), BXPE U.S. pays the Dealer Manager a servicing fee in the amount of (a) 0.85% per annum of the aggregate NAV for the Class S Units as of the last day of each month and (b) 0.25% per annum of the aggregate NAV for the Class D Units as of the last day of each month, in each case, payable

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monthly. BXPE U.S. or its affiliates do not pay the Dealer Manager a servicing fee in respect of the purchase of any Class I Units. In calculating the servicing fee, BXPE U.S. uses its NAV before giving effect to any accruals for the servicing fee, repurchases, if any, for that month and distributions payable on its Units. The servicing fees are payable to the Dealer Manager, but the Dealer Manager anticipates that all of such fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.

BXPE U.S. accrues the cost of the servicing fees for the estimated life of its Units as an offering cost at the time it sells Class S Units and Class D Units. The calculation of the estimated amount of servicing fees to be paid in future periods includes significant estimates including the estimated life of the Units held by a Unitholder and judgments including market expectations. Servicing Fees Payable as of March 31, 2025 is $129.0 million.

Principles of Consolidation

BXPE U.S. and the Aggregator are both investment companies under ASC 946. There is inherent judgment in how to apply ASC Topic 810,

Consolidation

(“ASC 810”), to instances where an investment company invests in another investment company as generally investment companies do not consolidate their investments and rather report them at fair value. BXPE U.S. considered the guidance in ASC 810, ASC 946 and certain SEC industry guidance in concluding that

non-consolidation

of the Aggregator by BXPE U.S. was appropriate. In considering ASC 810, the following factors were deemed important in supporting a conclusion that BXPE U.S. does not have a controlling financial interest in the Aggregator: (a) the Aggregator’s purpose is to pool investments across funds from various regions, (b) there is no contractual mechanism for BXPE U.S. to control the Aggregator and (c) essentially all of the Aggregator’s activities are not conducted solely on behalf of BXPE U.S. BXPE U.S. believes

non-consolidation

is the financial presentation that most meaningfully presents the financial position and results of operations. As the investment in and operations of the Aggregator are an integral part of BXPE U.S.’s condensed financial statements, two sets of financial statements are included in this report, one for BXPE U.S. and one for the Aggregator. Barring a significant change to the activities and structure of the Aggregator, we do not expect this consolidation conclusion and the resulting presentation to change.

Recent Accounting Developments

For information regarding recent accounting developments and their impact on BXPE U.S. and the Aggregator, see Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Financial Statements” of Blackstone Private Equity Strategies Fund L.P. and Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Consolidated Financial Statements” of BXPE US Aggregator (CYM) L.P. in “Part I. Item 1. Financial Statements” in this Quarterly Report on

Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Uncertainty with respect to economic conditions introduces significant volatility in the financial markets, and the effect of that volatility could materially impact our market risks. We are subject to financial market risks, including fair value risk, foreign exchange risk and interest rate risk.

Fair Value Risk

BXPE makes Private Equity Investments and, to a lesser extent, investments in Debt and Other Securities, all of which are reported at fair value. Determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments made by BXPE. Based on the fair value of the portfolio companies and debt investments as of March 31, 2025, we estimate that a 10% decline in the fair value of such investments would result in a decline in the Net Realized and Unrealized Gain (Loss) on Investments of the Aggregator of $784.4 million and a decline in BXPE U.S.’s Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. of $576.3 million.

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Exchange Rate Risk

BXPE holds investments that are denominated in

non-U.S.

dollar currencies that may be affected by movements in the rate of exchange between the U.S. dollar and

non-U.S.

dollar currencies. BXPE may manage exposure to investments in portfolio companies in foreign currencies by hedging such risks. As of March 31, 2025, the Aggregator held foreign currency contracts to hedge a change in exchange rates against the U.S. dollar. We estimate that as of March 31, 2025, a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar would result in a decline in the Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies of the Aggregator of $85.9 million and a decline in BXPE U.S.’s Net Change in Unrealized Gain (Loss) on Investment in BXPE US Aggregator (CYM) L.P. of $58.4 million.

Interest Rate Risk

BXPE has a diversified portfolio of liquid assets and to meet its liquidity needs. This portfolio may include open-ended money market funds, bank loan debt instruments, treasury securities and other debt investments that are exposed to interest rate risks and BXPE may utilize a wide variety of derivative instruments to manage such risks. As of March 31, 2025, BXPE has not entered into any derivative instruments or other arrangements to hedge an increase in interest rates.

BXPE has credit facilities that accrue interest at variable rates. Interest rate changes may therefore affect the amount of our interest payments, future earnings and cash flows.

If interest rates were to increase by one percentage point, we estimate annualized Interest Income of the Aggregator would increase by $6.9 million, offset by the annualized Interest Expense of the Aggregator increasing by $1.0 million, and BXPE U.S.’s Net Change in Unrealized Gain (Loss) on Investments Allocated from BXPE US Aggregator (CYM) L.P. would increase by $4.0 million.

In the event interest rates rise, the assumed cost of capital for portfolio companies could increase under the discounted cash flow analysis, which could negatively impact such investment’s valuations. These impacts could be substantial depending upon the magnitude of the change in interest rates and the length of time such rates remain elevated and may, in certain cases, offset positive increases in fair value changes on other investments. Further, increases in interest rates may over time result in lower valuations of certain debt investments whose interest rates are not variable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as such term is defined in Rules

13a-15(e)

and

15d-15(e)

under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chairperson and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired objectives.

Our management, including our Chairperson and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule

13a-15

under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, our Chairperson and Chief Financial Officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures (as defined in Rule 13a-

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15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chairperson and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

No change in our internal control over financial reporting (as such term is defined in

Rules 13a-15(f)

and

15d-15(f)

under the Exchange Act) occurred during our most recent quarter, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Part II. Other Information

Item 1. Legal Proceedings

We are not currently subject to any pending material legal proceedings. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. We may also be subject to regulatory proceedings.

Item 1A. Risk Factors

For a discussion of our potential risks and uncertainties, see the information under the heading “Risk Factors” in our Annual Report on Form

10-K

for the year ended December 31, 2024 and in our subsequently filed periodic reports as such factors may be updated from time to time, all of which are accessible on the Securities and Exchange Commission’s website at www.sec.gov and www.bxpe.com. The risks described in our Annual Report on

Form 10-K

are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

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

Unregistered Sales of Equity Securities

All sales of unregistered securities during the three months ended March 31, 2025 were previously disclosed.

Unit Repurchases

The following table sets forth information regarding repurchases of Units during the three months ended March 31, 2025:

Total Number of Units

Maximum Number of

Total Number

Average

Purchased as Part of

Units that May Yet Be

of Units

Price Paid

Publicly Announced

Purchased Under the

Purchased

per Unit

Plans or Programs

Repurchase Pricing Date

(All Classes)

(All Classes) (a)

(All Classes)

(All Classes) (b)

March 31, 2025

133,171

28.46

133,171

—

(a)	Average Price Paid per Unit reflects the 5% early repurchase deduction, as applicable.

(b)	All repurchase requests were satisfied in full.

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For additional information on our repurchase program, including a breakdown by class, see “Repurchase Program” in Note 5. “Net Assets” in the “Notes to Condensed Financial Statements” of Blackstone Private Equity Strategies Fund L.P. in “Part I. Item 1. Financial Statements” in this Quarterly Report on

Form 10-Q.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits


Exhibit Number		Exhibit Description

10.1+		Form of Restricted Unit Award Agreement (incorporated herein by reference to Exhibit 10.6 to the registrant’s Annual Report on Form 10-K filed with the SEC on March 14, 2025).

31.1*		Certification of the Principal Executive Officer pursuant to Rule 13a-14(a).

31.2*		Certification of the Principal Financial Officer pursuant to Rule 13a-14(a).

32.1**		Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**		Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*		Inline XBRL Taxonomy Extension Schema Document.

101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*	Filed herewith.

**	Furnished herewith.

+	Management contract or compensatory plan or arrangement in which directors or executive officers are eligible to participate.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: May 14, 2025


Blackstone Private Equity Strategies Fund L.P.

/s/ Christopher J. James
Name:		Christopher J. James
Title:		Chairperson
		(Principal Executive Officer)

Date: May 14, 2025


Blackstone Private Equity Strategies Fund L.P.

/s/ Christopher Striano
Name:		Christopher Striano
Title:		Chief Financial Officer
		(Principal Financial Officer and
		Principal Accounting Officer)