Monroe Capital Corporation, et al., 76526-76527 [2022-27043]

Download as PDF 76526 Federal Register / Vol. 87, No. 239 / Wednesday, December 14, 2022 / Notices ‘‘to protect investors and the public interest.’’ 31 The Commission asks that commenters address the sufficiency of the Exchange’s statements in support of the proposal, which are set forth in the Notice,32 in addition to any other comments they may wish to submit about the proposed rule change. In particular, the Commission seeks comment on the following questions and asks commenters to submit data where appropriate to support their views: • The Exchange asserts that the proposed rule change is designed to prevent fraudulent and manipulative acts and practices because the Shares will be listed and traded on the Exchange pursuant to the initial and continued listing criteria in NYSE Arca Rule 8.200–E.33 What are commenters’ views on whether the proposed Fund and Shares would be susceptible to manipulation? What are commenters’ views generally on whether the Exchange’s proposal is designed to prevent fraudulent and manipulative acts and practices? • According to the Exchange, the liquidity of tanker Freight Futures (clean and dirty) has been increasing, in lot terms, over the last five years.34 What are commenters’ views on the Exchange’s assertions regarding the increase in liquidity of Freight Futures and the data supporting such assertions? lotter on DSK11XQN23PROD with NOTICES1 III. Procedure: Request for Written Comments The Commission requests that interested persons provide written submissions of their views, data, and arguments with respect to the issues identified above, as well as any other concerns they may have with the proposal. In particular, the Commission invites the written views of interested persons concerning whether the proposal is consistent with Section 6(b)(5) or any other provision of the Act, and the rules and regulations thereunder. Although there do not appear to be any issues relevant to approval or disapproval that would be facilitated by an oral presentation of views, data, and arguments, the Commission will consider, pursuant to Rule 19b–4, any request for an opportunity to make an oral presentation.35 31 15 U.S.C. 78f(b)(5). Notice, supra note 3. 33 See Notice, 87 FR at 58558. 34 See id. at 58556. 35 Section 19(b)(2) of the Act, as amended by the Securities Act Amendments of 1975, Public Law 94–29 (June 4, 1975), grants the Commission flexibility to determine what type of proceeding— 32 See VerDate Sep<11>2014 17:11 Dec 13, 2022 Jkt 259001 Interested persons are invited to submit written data, views, and arguments regarding whether the proposal should be approved or disapproved by January 4, 2023. Any person who wishes to file a rebuttal to any other person’s submission must file that rebuttal by January 18, 2023. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission’s internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– NYSEARCA–2022–61 on the subject line. Paper Comments • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549–1090. All submissions should refer to File Number SR–NYSEARCA–2022–61. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission’s internet website (https://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for website viewing and printing in the Commission’s Public Reference Room, 100 F Street NE, Washington, DC 20549 on official business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of the filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change. Persons submitting comments are cautioned that we do not redact or edit personal identifying information from comment submissions. You should submit only information that you wish to make available publicly. All either oral or notice and opportunity for written comments—is appropriate for consideration of a particular proposal by a self-regulatory organization. See Securities Act Amendments of 1975, Senate Comm. on Banking, Housing & Urban Affairs, S. Rep. No. 75, 94th Cong., 1st Sess. 30 (1975). PO 00000 Frm 00075 Fmt 4703 Sfmt 4703 submissions should refer to File Number SR–NYSEARCA–2022–61 and should be submitted by January 4, 2023. Rebuttal comments should be submitted by January 18, 2023. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.36 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2022–27054 Filed 12–13–22; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 34769; File No. 812–15388] Monroe Capital Corporation, et al. December 8, 2022. Securities and Exchange Commission (‘‘Commission’’ or ‘‘SEC’’). ACTION: Notice. 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: Monroe Capital Corporation, Monroe Capital Income Plus Corporation, Monroe Capital BDC Advisors, LLC, Monroe Capital Management Advisors, LLC, Monroe Capital Asset Management LLC, Monroe Capital Management LLC, Monroe Capital CLO Manager LLC, Monroe Capital CLO Manager II LLC, Monroe Capital Partners Fund Advisors, Inc., Monroe Capital Partners Fund II Advisors, Inc., MRCC Holding Company I, LLC, MRCC Holding Company II, LLC, MRCC Holding Company III, LLC, MRCC Holding Company IV, LLC, MRCC Holding Company V, LLC, MRCC Holding Company VI, LLC, MRCC Holding Company VII, LLC, MRCC Holding Company VIII, LLC, MRCC Holding Company IX, LLC, MRCC Holding Company X, LLC, MRCC Holding Company XI, LLC, MRCC Holding Company XII, LLC, MRCC 36 17 E:\FR\FM\14DEN1.SGM CFR 200.30–3(a)(57). 14DEN1 lotter on DSK11XQN23PROD with NOTICES1 Federal Register / Vol. 87, No. 239 / Wednesday, December 14, 2022 / Notices Holding Company XIII, LLC, MRCC Holding Company XIV, LLC, MRCC Holding Company XV, LLC, MRCC Holding Company XVI, LLC, MRCC Holding Company XVII, LLC, MRCC Holding Company XVIII, LLC, MRCC Holding Company XIX, LLC, MRCC Holding Company XX, LLC, MC Income Plus Financing SPV LLC, Monroe Capital Income Plus ABS Funding, LLC, MCIP Holding Company I, LLC, MCIP Holding Company II, LLC, MCIP Holding Company III, LLC, MCIP Holding Company IV, LLC, MCIP Holding Company V, LLC, MCIP Holding Company VI, LLC, MCIP Holding Company VII, LLC, MCIP Holding Company VIII, LLC, MCIP Holding Company IX, LLC, MCIP Holding Company X, LLC, MCIP Holding Company XI, LLC, MCIP Holding Company XII, LLC, MCIP Holding Company XIII, LLC, MCIP Holding Company XIV, LLC, MCIP Holding Company XV, LLC, MCIP Holding Company XVI, LLC, MCIP Holding Company XVII, LLC, MCIP Holding Company XVIII, LLC, Monroe (NP) U.S. Private Debt Fund LP, Monroe Capital Fund SCSp SICAV–RAIF— Private Credit Fund (Marsupial), Monroe Capital Fund SCSp SICAV RAIF-Private Credit Fund III, Monroe Capital Fund SCSp SICAV RAIF-Private Credit Fund III (Unleveraged), Monroe Capital CLO 2014–1. Ltd., Monroe Capital MML CLO 2016–1, Ltd., Monroe Capital MMML CLO 2017–1, Ltd., Monroe Capital MML CLO VI, Ltd., Monroe Capital MMML CLO VII, Ltd., Monroe Capital MML CLO VIII, Ltd., Monroe Capital MML CLO IX, Ltd., Monroe Capital MML CLO X, LLC, Monroe Capital MML CLO XI, Ltd., Monroe Capital MML CLO XII, Ltd., Monroe Capital MML CLO XIII, LLC, Monroe Capital MML CLO XIV, Ltd., Monroe Capital MML CLO XV, Ltd., Monroe Capital Opportunistic Private Credit Master Fund SCSp, Monroe Capital Opportunistic II Private Credit Master Fund SCSp SICAV–RAIF, Monroe Capital Partners Fund II, LP, Monroe Capital Partners Fund, L.P., Monroe Capital Private Credit Fund 559 LP, Monroe Capital Private Credit Fund I LP, Monroe Capital Private Credit Fund II (Unleveraged Offshore) LP, Monroe Capital Private Credit Fund II– O (Unleveraged Offshore) LP, Monroe Capital Private Credit Fund II (Unleveraged) LP, Monroe Capital Private Credit Fund II LP, Monroe Capital Private Credit Fund III (Unleveraged) LP, Monroe Capital Private Credit Fund III LP, Monroe Capital Private Credit Fund L LP, Monroe Capital Private Credit Fund VT VerDate Sep<11>2014 17:11 Dec 13, 2022 Jkt 259001 LP, Monroe Capital Private Credit Master Fund IV (Unleveraged) SCSp, Monroe Capital Private Credit Master Fund IV SCSp, Monroe Capital Private Credit STARR (Unleveraged) Master Fund 1 LP, Monroe Capital Private Credit STARR Fund 1 LP, Monroe Capital Private Credit Versailles Master Fund SCSp SICAV–RAIF, Monroe Opportunistic Fund GG, LLC, Monroe Private Credit Fund A LP, Monroe FCM Direct Loan Fund, LP, Monroe Capital Fund O, LLC, Monroe Capital Insurance Fund Series Interests of the SALI MultiSeries Fund, L.P., Panther Lender MRCC BDC, LLC, Panther Lender MCIP BDC LLC. FILING DATES: The application was filed on September 26, 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 January 3, 2023, 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: Theodore Koenig at tkoenig@ monroecap.com. Steven B. Boehm, Esq., Stephani Hildebrandt, Esq., and Anne G. Oberndorf, Esq., Eversheds Sutherland (US) LLP, at anneoberndorf@evershedssutherland.us. FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, 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 analysis, and conditions, please refer to Applicants’ application, dated September 26, 2022, which may be obtained via the Commission’s website PO 00000 Frm 00076 Fmt 4703 Sfmt 4703 76527 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, 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. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2022–27043 Filed 12–13–22; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–96467; File No. SR– NASDAQ–2022–070] Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Its Schedule of Credits at Equity 7, Section 118(a) December 8, 2022. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on December 1, 2022, The Nasdaq Stock Market LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘Commission’’) the proposed rule change as described in Items I, II, and III, below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend the Exchange’s schedule of credits at Equity 7, Section 118(a), as described further below. The text of the proposed rule change is available on the Exchange’s website at https://listingcenter. nasdaq.com/rulebook/nasdaq/rules, at the principal office of the Exchange, and at the Commission’s Public Reference Room. 1 15 2 17 E:\FR\FM\14DEN1.SGM U.S.C. 78s(b)(1). CFR 240.19b–4. 14DEN1

Agencies

[Federal Register Volume 87, Number 239 (Wednesday, December 14, 2022)]
[Notices]
[Pages 76526-76527]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-27043]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34769; File No. 812-15388]


Monroe Capital Corporation, et al.

December 8, 2022.
AGENCY: Securities and Exchange Commission (``Commission'' or ``SEC'').

ACTION: Notice.

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    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:  Monroe Capital Corporation, Monroe Capital Income Plus 
Corporation, Monroe Capital BDC Advisors, LLC, Monroe Capital 
Management Advisors, LLC, Monroe Capital Asset Management LLC, Monroe 
Capital Management LLC, Monroe Capital CLO Manager LLC, Monroe Capital 
CLO Manager II LLC, Monroe Capital Partners Fund Advisors, Inc., Monroe 
Capital Partners Fund II Advisors, Inc., MRCC Holding Company I, LLC, 
MRCC Holding Company II, LLC, MRCC Holding Company III, LLC, MRCC 
Holding Company IV, LLC, MRCC Holding Company V, LLC, MRCC Holding 
Company VI, LLC, MRCC Holding Company VII, LLC, MRCC Holding Company 
VIII, LLC, MRCC Holding Company IX, LLC, MRCC Holding Company X, LLC, 
MRCC Holding Company XI, LLC, MRCC Holding Company XII, LLC, MRCC

[[Page 76527]]

Holding Company XIII, LLC, MRCC Holding Company XIV, LLC, MRCC Holding 
Company XV, LLC, MRCC Holding Company XVI, LLC, MRCC Holding Company 
XVII, LLC, MRCC Holding Company XVIII, LLC, MRCC Holding Company XIX, 
LLC, MRCC Holding Company XX, LLC, MC Income Plus Financing SPV LLC, 
Monroe Capital Income Plus ABS Funding, LLC, MCIP Holding Company I, 
LLC, MCIP Holding Company II, LLC, MCIP Holding Company III, LLC, MCIP 
Holding Company IV, LLC, MCIP Holding Company V, LLC, MCIP Holding 
Company VI, LLC, MCIP Holding Company VII, LLC, MCIP Holding Company 
VIII, LLC, MCIP Holding Company IX, LLC, MCIP Holding Company X, LLC, 
MCIP Holding Company XI, LLC, MCIP Holding Company XII, LLC, MCIP 
Holding Company XIII, LLC, MCIP Holding Company XIV, LLC, MCIP Holding 
Company XV, LLC, MCIP Holding Company XVI, LLC, MCIP Holding Company 
XVII, LLC, MCIP Holding Company XVIII, LLC, Monroe (NP) U.S. Private 
Debt Fund LP, Monroe Capital Fund SCSp SICAV-RAIF--Private Credit Fund 
(Marsupial), Monroe Capital Fund SCSp SICAV RAIF-Private Credit Fund 
III, Monroe Capital Fund SCSp SICAV RAIF-Private Credit Fund III 
(Unleveraged), Monroe Capital CLO 2014-1. Ltd., Monroe Capital MML CLO 
2016-1, Ltd., Monroe Capital MMML CLO 2017-1, Ltd., Monroe Capital MML 
CLO VI, Ltd., Monroe Capital MMML CLO VII, Ltd., Monroe Capital MML CLO 
VIII, Ltd., Monroe Capital MML CLO IX, Ltd., Monroe Capital MML CLO X, 
LLC, Monroe Capital MML CLO XI, Ltd., Monroe Capital MML CLO XII, Ltd., 
Monroe Capital MML CLO XIII, LLC, Monroe Capital MML CLO XIV, Ltd., 
Monroe Capital MML CLO XV, Ltd., Monroe Capital Opportunistic Private 
Credit Master Fund SCSp, Monroe Capital Opportunistic II Private Credit 
Master Fund SCSp SICAV-RAIF, Monroe Capital Partners Fund II, LP, 
Monroe Capital Partners Fund, L.P., Monroe Capital Private Credit Fund 
559 LP, Monroe Capital Private Credit Fund I LP, Monroe Capital Private 
Credit Fund II (Unleveraged Offshore) LP, Monroe Capital Private Credit 
Fund II-O (Unleveraged Offshore) LP, Monroe Capital Private Credit Fund 
II (Unleveraged) LP, Monroe Capital Private Credit Fund II LP, Monroe 
Capital Private Credit Fund III (Unleveraged) LP, Monroe Capital 
Private Credit Fund III LP, Monroe Capital Private Credit Fund L LP, 
Monroe Capital Private Credit Fund VT LP, Monroe Capital Private Credit 
Master Fund IV (Unleveraged) SCSp, Monroe Capital Private Credit Master 
Fund IV SCSp, Monroe Capital Private Credit STARR (Unleveraged) Master 
Fund 1 LP, Monroe Capital Private Credit STARR Fund 1 LP, Monroe 
Capital Private Credit Versailles Master Fund SCSp SICAV-RAIF, Monroe 
Opportunistic Fund GG, LLC, Monroe Private Credit Fund A LP, Monroe FCM 
Direct Loan Fund, LP, Monroe Capital Fund O, LLC, Monroe Capital 
Insurance Fund Series Interests of the SALI Multi-Series Fund, L.P., 
Panther Lender MRCC BDC, LLC, Panther Lender MCIP BDC LLC.

Filing Dates:  The application was filed on September 26, 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 January 
3, 2023, 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: 
Theodore Koenig at [email protected]. Steven B. Boehm, Esq., 
Stephani Hildebrandt, Esq., and Anne G. Oberndorf, Esq., Eversheds 
Sutherland (US) LLP, at [email protected].

FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, 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 
analysis, and conditions, please refer to Applicants' application, 
dated September 26, 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, 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.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2022-27043 Filed 12-13-22; 8:45 am]
BILLING CODE 8011-01-P
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