Owl Rock Capital Corporation, et al., 50360-50361 [2022-17524]

Download as PDF 50360 Federal Register / Vol. 87, No. 157 / Tuesday, August 16, 2022 / Notices the Exchange has incorporated by reference. Accordingly, it is ordered, pursuant to Section 36 of the Exchange Act,16 that the Exchange is exempt from the rule filing requirements of Section 19(b) of the Exchange Act solely with respect to changes to the rules identified in the Exemptive Request, provided that the Exchange promptly provides written notice to its applicants and members whenever Nasdaq proposes to change a rule that the Exchange has incorporated by reference. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.17 J. Matthew DeLesDernier, Deputy Secretary. [FR Doc. 2022–17530 Filed 8–15–22; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 34670; File No. 812–15341] Owl Rock Capital Corporation, et al. August 10, 2022. Securities and Exchange Commission (‘‘Commission’’ or ‘‘SEC’’). ACTION: Notice. lotter on DSK11XQN23PROD with NOTICES1 AGENCY: Notice of application for an order (‘‘Order’’) under sections 17(d) and 57(i) of the Investment Company Act of 1940 (the ‘‘Act’’) and rule 17d–1 under the Act to permit certain joint transactions otherwise prohibited by sections 17(d) and 57(a)(4) of the Act and rule 17d–1 under the Act. SUMMARY OF APPLICATION: Applicants request an order to amend a previous order granted by the Commission that permits certain business development companies (‘‘BDCs’’) and closed-end management investment companies to co-invest in portfolio companies with each other and with certain affiliated investment entities. APPLICANTS: Owl Rock Capital Corporation, Owl Rock Capital Corporation II, Owl Rock Capital Corporation III, Owl Rock Core Income Corp., Owl Rock Technology Finance Corp., Owl Rock Technology Finance Corp. II, Owl Rock Technology Income Corp., Owl Rock Capital Advisors LLC, Owl Rock Technology Advisors LLC, Owl Rock Technology Advisors II LLC, Owl Rock Capital Private Fund Advisors LLC, Owl Rock Diversified Advisors LLC, Owl Rock First Lien Master Fund, 16 15 17 17 U.S.C. 78mm. CFR 200.30–3(a)(76). VerDate Sep<11>2014 18:35 Aug 15, 2022 Jkt 256001 L.P., Owl Rock First Lien Sub-Master Fund 2, L.P., Owl Rock First Lien SubMaster Fund Zero, L.P., Parliament Funding I LLC, Owl Rock First Lien Master Fund II, L.P., Owl Rock Diversified Lending 2020 Master Fund, L.P., Owl Rock Unlevered Diversified Lending 2020 Master Fund L.P., Owl Rock Unlevered Diversified Lending Sub-Master Fund 1, L.P., Owl Rock Unlevered Diversified Lending SubMaster Fund 2, L.P., Parliament Funding III LLC, Owl Rock US Direct Lending SMA 2019 LP, OR Opportunistic DL (C), L.P., Owl Rock Opportunistic Master Fund I, L.P., Owl Rock Opportunistic Master Fund II, L.P, OR Opportunistic I (H), L.P., Owl Rock Access Fund, L.P., OR Opportunistic Co-Invest II (A), L.P., ORO II Master Fund I, L.P., ORO II Master Fund II, L.P., OR Lending LLC, ORCC Financing II LLC, ORCC Financing III LLC, ORCC Financing IV LLC, Owl Rock CLO I, LLC, Owl Rock CLO I, LTD, Owl Rock CLO II, LLC, Owl Rock CLO II, LTD, Owl Rock CLO III, LTD, Owl Rock CLO IV, LTD, Owl Rock CLO V, LTD, Owl Rock CLO VI, LTD, OR AH I LLC, OR DH I LLC, OR GH I LLC, OR MH I LLC, OR HH I LLC, OR HEH I LLC, OR PCF I LLC, ORCC BC 2 LLC, ORCC BC 3 LLC, ORCC BC 4 LLC, ORCC BC 5 LLC, ORCC BC 6 LLC, ORCC BC 7 LLC, ORCC BC 8 LLC, OR Atlanta MH LLC, OR Garden State MH LLC, OR Jemico MH LLC, OR Long Island MH LLC, OR Midwest MH LLC, OR Toronto MH LLC, OR Lending II LLC, ORCC II Financing LLC, ORCC II Financing II LLC, OR DH II LLC, OR MH II LLC, OR HH II LLC, OR HEH II LLC, OR Long Island MH II LLC, OR Garden State MH II LLC, OR Toronto MH II LLC, OR Midwest MH II LLC, OR Jemico MH II LLC, OR Atlanta MH II LLC, OR PCF II LLC, OR GH II LLC, OR AH II LLC, ORCC II BC 2 LLC, ORCC II BC 3 LLC, ORCC II BC 4 LLC, ORCC II BC 5 LLC, ORCC II BC 6 LLC, ORCC II BC 7 LLC, ORCC II BC 8 LLC, OR Lending III LLC, ORCC III Financing LLC, ORCC III Financing II LLC, OR PCF III LLC, OR AH III LLC, ORCC III BC 2 LLC, ORCC III BC 3 LLC, ORCC III BC 4 LLC, ORCC III BC 5 LLC, ORCC III BC 6 LLC, ORCC III BC 7 LLC, ORCC III BC 8 LLC, ORCIC AH LLC, ORCIC BC 2 LLC, ORCIC BC 3 LLC, ORCIC BC 4 LLC, ORCIC BC 5 LLC, ORCIC BC 6 LLC, OR Lending IC LLC, ORCIC PCF LLC, Core Income Funding I LLC, Core Income Funding II LLC, Core Income Funding III LLC, Core Income Funding IV LLC, OR Tech Lending LLC, OR Tech Financing I LLC, Owl Rock Technology Financing 2020–1, Owl Rock Technology Financing 2020–1 LLC, ORTF Funding I LLC, ORT KB LLC, PO 00000 Frm 00076 Fmt 4703 Sfmt 4703 ORTF BC 1 LLC, ORTF BC 2 LLC, ORTF BC 3 LLC, ORTF BC 4 LLC, OR Tech Lending II LLC, ORTF II BC 1 LLC, ORTF II BC 2 LLC, OR Tech Lending IC LLC, ORTIC BC 1 LLC, ORTIC BC 2 LLC, Tech Income Funding I LLC, ORCIC BC 7 LLC, ORCIC BC 8 LLC, ORCIC BC 9 LLC, Owl Rock CLO VII LLC, ORCIC BC 10 LLC, ORCIC BC 11 LLC, ORCIC BC 12 LLC, ORCIC JV WH LLC, ORCIC JV WH II LLC, ORTF II BC 3 LLC, ORTF II BC 4 LLC, ORTF II BC 5 LLC, Athena Funding I LLC, Athena Funding II LLC, Athena Funding III LLC, ORCC BC 9 LLC, ORCC BC 10 LLC, ORCC BC 11 LLC, ORCC II BC 9 LLC, ORCC II BC 10 LLC, ORCC II BC 11 LLC, ORCC III BC 9 LLC, ORCC III BC 10 LLC, ORTF BC 5 LLC, ORTF BC 6 LLC, and OR Diversified Lending (CP), L.P. FILING DATES: The application was filed on May 24, 2022, and amended on July 20, 2022. HEARING OR NOTIFICATION OF HEARING: An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC’s Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on, September 6, 2022, and should be accompanied by proof of service on applicants, in the form of an affidavit or, for lawyers, a certificate of service. Pursuant to rule 0–5 under the Act, hearing requests should state the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission’s Secretary at Secretarys-Office@sec.gov. ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: Neena Reddy, Vice President and Secretary, Owl Rock Capital Corporation, at neena.reddy@ blueowl.com, and Cynthia M. Krus, Esq., and Anne G. Oberndorf, Esq., Eversheds Sutherland (US) LLP, at anneoberndorf@evershedssutherland.us. FOR FURTHER INFORMATION CONTACT: Kieran G. Brown, Senior Counsel, or Terri Jordan, Branch Chief, at (202) 551– 6825 (Division of Investment Management, Chief Counsel’s Office). SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal E:\FR\FM\16AUN1.SGM 16AUN1 Federal Register / Vol. 87, No. 157 / Tuesday, August 16, 2022 / Notices analysis, and conditions, please refer to Applicants’ first amended and restated application, dated July 20, 2022, which may be obtained via the Commission’s website by searching for the file number at the top of this document, or for an Applicant using the Company name search field, on the SEC’s EDGAR system. The SEC’s EDGAR system may be searched at, https://www.sec.gov/ edgar/searchedgar/legacy/ companysearch.html. You may also call the SEC’s Public Reference Room at (202) 551–8090. For the Commission, by the Division of Investment Management, under delegated authority. J. Matthew DeLesDernier, Deputy Secretary. [FR Doc. 2022–17524 Filed 8–15–22; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [SEC File No. 270–482, OMB Control No. 3235–0540] lotter on DSK11XQN23PROD with NOTICES1 Submission for OMB Review; Comment Request; Extension: Rule 17a–25 Upon Written Request Copies Available From: Securities and Exchange Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 20549–2736 Notice is hereby given that pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.) (‘‘PRA’’), the Securities and Exchange Commission (‘‘Commission’’) has submitted to the Office of Management and Budget (‘‘OMB’’) a request for approval of extension of the existing collection of information provided for in Rule 17a–25 (17 CFR 204.17a–25) under the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.). Paragraph (a)(1) of Rule 17a–25 requires registered broker-dealers to electronically submit securities transaction information, including identifiers for prime brokerage arrangements, average price accounts, and depository institutions, in a standardized format when requested by the Commission staff. In addition, Paragraph (c) of Rule 17a–25 requires broker-dealers to submit, and keep current, contact person information for electronic blue sheets (‘‘EBS’’) requests. The Commission uses the information for enforcement inquiries or investigations and trading reconstructions, as well as for inspections and examinations. VerDate Sep<11>2014 18:35 Aug 15, 2022 Jkt 256001 The Commission estimates that it sends approximately 13,558 electronic blue sheet requests per year to clearing broker-dealers that in turn submit an average 223,057 responses.1 It is estimated that each broker-dealer that responds electronically will take 8 minutes, and each broker-dealer that responds manually will take 11⁄2 hours to prepare and submit the securities trading data requested by the Commission. The annual aggregate hour burden for electronic and manual response firms is estimated to be 29,924 (223,057 × 8 ÷ 60 = 29,741 hours) + (122 × 1.5 = 183 hours), respectively.2 An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information under the PRA unless it displays a currently valid OMB control number. The public may view background documentation for this information collection at the following website: www.reginfo.gov. Find this particular information collection by selecting ‘‘Currently under 30-day Review—Open for Public Comments’’ or by using the search function. Written comments and recommendations for the proposed information collection should be sent by September 15, 2022 to (i) MBX.OMB.OIRA.SEC_desk_officer@ omb.eop.gov and (ii) David Bottom, Director/Chief Information Officer, Securities and Exchange Commission, c/o John Pezzullo, 100 F Street NE, Washington, DC 20549, or by sending an email to: PRA_Mailbox@sec.gov. Dated: August 10, 2022. J. Matthew DeLesDernier, Deputy Secretary. [FR Doc. 2022–17527 Filed 8–15–22; 8:45 am] BILLING CODE 8011–01–P 1 A single EBS request has a unique number assigned to each request (e.g., ’’0900001’’). However, the number of broker-dealer responses generated from one EBS request can range from one to several thousand. EBS requests are sent directly to clearing firms, as the clearing firm is the repository for trading data for securities transactions information provided by the clearing firm and the correspondent firms. Clearing brokers respond for themselves and other firms they clear for. There were 446,113 responses during the 24month period, for an average of 223,057 annual responses. 2 Few respondents submit manual EBS responses. The small percentage of respondents that submit manual responses do so by hand, via email, spreadsheet, disk, or other electronic media. Thus, the number of manual submissions (approximately 122 per year) has minimal effect on the total annual burden hours. PO 00000 Frm 00077 Fmt 4703 Sfmt 4703 50361 SECURITIES AND EXCHANGE COMMISSION [SEC File No. 270–507, OMB Control No. 3235–0563] Submission for OMB Review; Comment Request; Extension: Rule 17a–10 Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 20549–2736. Notice is hereby given that pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.) (‘‘PRA’’) the Securities and Exchange Commission (‘‘Commission’’) has submitted to the Office of Management and Budget (‘‘OMB’’) a request for extension of the previously approved collection of information discussed below. Section 17(a) of the Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) (the ‘‘Act’’), generally prohibits affiliated persons of a registered investment company (‘‘fund’’) from borrowing money or other property from, or selling or buying securities or other property to or from, the fund or any company that the fund controls.1 Section 2(a)(3) of the Act defines ‘‘affiliated person’’ of a fund to include its investment advisers.2 Rule 17a–10 (17 CFR 270.17a–10) permits (i) a subadviser 3 of a fund to enter into transactions with funds the subadviser does not advise but that are affiliated persons of a fund that it does advise (e.g., other funds in the fund complex), and (ii) a subadviser (and its affiliated persons) to enter into transactions and arrangements with funds the subadviser does advise, but only with respect to discrete portions of the subadvised fund for which the subadviser does not provide investment advice. To qualify for the exemptions in rule 17a–10, the subadvisory relationship must be the sole reason why section 17(a) prohibits the transaction. In addition, the advisory contracts of the subadviser entering into the transaction, and any subadviser that is advising the purchasing portion of the fund, must prohibit the subadvisers from consulting with each other concerning securities transactions of the fund, and limit their responsibility to providing advice with respect to discrete portions of the fund’s portfolio.4 This requirement regarding 1 15 U.S.C. 80a–17(a). U.S.C. 80a–2(a)(3)(E). 3 As defined in rule 17a–10(b)(2). 17 CFR 270.17a–10(b)(2). 4 17 CFR 270.17a–10(a)(2). 2 15 E:\FR\FM\16AUN1.SGM 16AUN1

Agencies

[Federal Register Volume 87, Number 157 (Tuesday, August 16, 2022)]
[Notices]
[Pages 50360-50361]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-17524]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34670; File No. 812-15341]


Owl Rock Capital Corporation, et al.

August 10, 2022.
AGENCY: Securities and Exchange Commission (``Commission'' or ``SEC'').

ACTION: Notice.

-----------------------------------------------------------------------

    Notice of application for an order (``Order'') under sections 17(d) 
and 57(i) of the Investment Company Act of 1940 (the ``Act'') and rule 
17d-1 under the Act to permit certain joint transactions otherwise 
prohibited by sections 17(d) and 57(a)(4) of the Act and rule 17d-1 
under the Act.

Summary of Application: Applicants request an order to amend a previous 
order granted by the Commission that permits certain business 
development companies (``BDCs'') and closed-end management investment 
companies to co-invest in portfolio companies with each other and with 
certain affiliated investment entities.

Applicants: Owl Rock Capital Corporation, Owl Rock Capital Corporation 
II, Owl Rock Capital Corporation III, Owl Rock Core Income Corp., Owl 
Rock Technology Finance Corp., Owl Rock Technology Finance Corp. II, 
Owl Rock Technology Income Corp., Owl Rock Capital Advisors LLC, Owl 
Rock Technology Advisors LLC, Owl Rock Technology Advisors II LLC, Owl 
Rock Capital Private Fund Advisors LLC, Owl Rock Diversified Advisors 
LLC, Owl Rock First Lien Master Fund, L.P., Owl Rock First Lien Sub-
Master Fund 2, L.P., Owl Rock First Lien Sub-Master Fund Zero, L.P., 
Parliament Funding I LLC, Owl Rock First Lien Master Fund II, L.P., Owl 
Rock Diversified Lending 2020 Master Fund, L.P., Owl Rock Unlevered 
Diversified Lending 2020 Master Fund L.P., Owl Rock Unlevered 
Diversified Lending Sub-Master Fund 1, L.P., Owl Rock Unlevered 
Diversified Lending Sub-Master Fund 2, L.P., Parliament Funding III 
LLC, Owl Rock US Direct Lending SMA 2019 LP, OR Opportunistic DL (C), 
L.P., Owl Rock Opportunistic Master Fund I, L.P., Owl Rock 
Opportunistic Master Fund II, L.P, OR Opportunistic I (H), L.P., Owl 
Rock Access Fund, L.P., OR Opportunistic Co-Invest II (A), L.P., ORO II 
Master Fund I, L.P., ORO II Master Fund II, L.P., OR Lending LLC, ORCC 
Financing II LLC, ORCC Financing III LLC, ORCC Financing IV LLC, Owl 
Rock CLO I, LLC, Owl Rock CLO I, LTD, Owl Rock CLO II, LLC, Owl Rock 
CLO II, LTD, Owl Rock CLO III, LTD, Owl Rock CLO IV, LTD, Owl Rock CLO 
V, LTD, Owl Rock CLO VI, LTD, OR AH I LLC, OR DH I LLC, OR GH I LLC, OR 
MH I LLC, OR HH I LLC, OR HEH I LLC, OR PCF I LLC, ORCC BC 2 LLC, ORCC 
BC 3 LLC, ORCC BC 4 LLC, ORCC BC 5 LLC, ORCC BC 6 LLC, ORCC BC 7 LLC, 
ORCC BC 8 LLC, OR Atlanta MH LLC, OR Garden State MH LLC, OR Jemico MH 
LLC, OR Long Island MH LLC, OR Midwest MH LLC, OR Toronto MH LLC, OR 
Lending II LLC, ORCC II Financing LLC, ORCC II Financing II LLC, OR DH 
II LLC, OR MH II LLC, OR HH II LLC, OR HEH II LLC, OR Long Island MH II 
LLC, OR Garden State MH II LLC, OR Toronto MH II LLC, OR Midwest MH II 
LLC, OR Jemico MH II LLC, OR Atlanta MH II LLC, OR PCF II LLC, OR GH II 
LLC, OR AH II LLC, ORCC II BC 2 LLC, ORCC II BC 3 LLC, ORCC II BC 4 
LLC, ORCC II BC 5 LLC, ORCC II BC 6 LLC, ORCC II BC 7 LLC, ORCC II BC 8 
LLC, OR Lending III LLC, ORCC III Financing LLC, ORCC III Financing II 
LLC, OR PCF III LLC, OR AH III LLC, ORCC III BC 2 LLC, ORCC III BC 3 
LLC, ORCC III BC 4 LLC, ORCC III BC 5 LLC, ORCC III BC 6 LLC, ORCC III 
BC 7 LLC, ORCC III BC 8 LLC, ORCIC AH LLC, ORCIC BC 2 LLC, ORCIC BC 3 
LLC, ORCIC BC 4 LLC, ORCIC BC 5 LLC, ORCIC BC 6 LLC, OR Lending IC LLC, 
ORCIC PCF LLC, Core Income Funding I LLC, Core Income Funding II LLC, 
Core Income Funding III LLC, Core Income Funding IV LLC, OR Tech 
Lending LLC, OR Tech Financing I LLC, Owl Rock Technology Financing 
2020-1, Owl Rock Technology Financing 2020-1 LLC, ORTF Funding I LLC, 
ORT KB LLC, ORTF BC 1 LLC, ORTF BC 2 LLC, ORTF BC 3 LLC, ORTF BC 4 LLC, 
OR Tech Lending II LLC, ORTF II BC 1 LLC, ORTF II BC 2 LLC, OR Tech 
Lending IC LLC, ORTIC BC 1 LLC, ORTIC BC 2 LLC, Tech Income Funding I 
LLC, ORCIC BC 7 LLC, ORCIC BC 8 LLC, ORCIC BC 9 LLC, Owl Rock CLO VII 
LLC, ORCIC BC 10 LLC, ORCIC BC 11 LLC, ORCIC BC 12 LLC, ORCIC JV WH 
LLC, ORCIC JV WH II LLC, ORTF II BC 3 LLC, ORTF II BC 4 LLC, ORTF II BC 
5 LLC, Athena Funding I LLC, Athena Funding II LLC, Athena Funding III 
LLC, ORCC BC 9 LLC, ORCC BC 10 LLC, ORCC BC 11 LLC, ORCC II BC 9 LLC, 
ORCC II BC 10 LLC, ORCC II BC 11 LLC, ORCC III BC 9 LLC, ORCC III BC 10 
LLC, ORTF BC 5 LLC, ORTF BC 6 LLC, and OR Diversified Lending (CP), 
L.P.

Filing Dates: The application was filed on May 24, 2022, and amended on 
July 20, 2022.

Hearing or Notification of Hearing:  An order granting the requested 
relief will be issued unless the Commission orders a hearing. 
Interested persons may request a hearing on any application by emailing 
the SEC's Secretary at [email protected] and serving the 
Applicants with a copy of the request by email, if an email address is 
listed for the relevant Applicant below, or personally or by mail, if a 
physical address is listed for the relevant Applicant below. Hearing 
requests should be received by the Commission by 5:30 p.m. on, 
September 6, 2022, and should be accompanied by proof of service on 
applicants, in the form of an affidavit or, for lawyers, a certificate 
of service. Pursuant to rule 0-5 under the Act, hearing requests should 
state the nature of the writer's interest, any facts bearing upon the 
desirability of a hearing on the matter, the reason for the request, 
and the issues contested. Persons who wish to be notified of a hearing 
may request notification by emailing the Commission's Secretary at 
[email protected].

ADDRESSES: The Commission: [email protected]. Applicants: Neena 
Reddy, Vice President and Secretary, Owl Rock Capital Corporation, at 
[email protected], and Cynthia M. Krus, Esq., and Anne G. 
Oberndorf, Esq., Eversheds Sutherland (US) LLP, at 
[email protected].

FOR FURTHER INFORMATION CONTACT: Kieran G. Brown, Senior Counsel, or 
Terri Jordan, Branch Chief, at (202) 551-6825 (Division of Investment 
Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION: For Applicants' representations, legal

[[Page 50361]]

analysis, and conditions, please refer to Applicants' first amended and 
restated application, dated July 20, 2022, which may be obtained via 
the Commission's website by searching for the file number at the top of 
this document, or for an Applicant using the Company name search field, 
on the SEC's EDGAR system. The SEC's EDGAR system may be searched at, 
https://www.sec.gov/edgar/searchedgar/legacy/companysearch.html. You may 
also call the SEC's Public Reference Room at (202) 551-8090.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2022-17524 Filed 8-15-22; 8:45 am]
BILLING CODE 8011-01-P


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