REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2022 • Morgan Stanley Direct Lending Fund • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 11, 2022, by and among Morgan Stanley Direct Lending Fund, a Delaware corporation (the “Company”), and SMBC Nikko Securities America, Inc., J.P. Morgan Securities LLC, MUFG Securities Americas Inc. and Truist Securities, Inc., as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $425,000,000 aggregate principal amount of the Company’s 4.500% Notes due 2027 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
MORGAN STANLEY DIRECT LENDING FUND as Issuer and as Trustee Indenture Dated as of February 11, 2022 Providing for the Issuance of Debt SecuritiesIndenture • February 11th, 2022 • Morgan Stanley Direct Lending Fund • New York
