[Federal Register Volume 76, Number 173 (Wednesday, September 7, 2011)]
[Notices]
[Pages 55427-55428]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-22770]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 29777; 812-13876]


Horizon Technology Finance Corporation, et al.; Notice of 
Application

August 31, 2011.
AGENCY: Securities and Exchange Commission (Commission).

ACTION: Notice of an application for an order under section 6(c) of the 
Investment Company Act of 1940 (the ``Act'') for an exemption from 
sections 18(a) and 61(a) of the Act.

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    Applicants: Horizon Technology Finance Corporation (the 
``Company''), Horizon Technology Finance Management LLC (the 
``Investment Adviser''), Longview SBIC GP LLC (the ``General 
Partner''), and Longview SBIC LP (``Horizon SBIC'').
    Summary of the Application: The Company requests an order to permit 
it to adhere to a modified asset coverage requirement.

DATES: Filing Dates: The application was filed on March 1, 2011, and 
amended on August 29, 2011.
    Hearing or Notification of Hearing: An order granting the 
application will be issued unless the Commission orders a hearing. 
Interested persons may request a hearing by writing to the Commission's 
Secretary and serving applicants with a copy of the request, personally 
or by mail. Hearing requests should be received by the Commission by 
5:30 p.m. on September 26, 2011, and should be accompanied by proof of 
service on the Applicants, in the form of an affidavit or, for lawyers, 
a certificate of service. Hearing requests should state the nature of 
the writer's interest, the reason for the request, and the issues 
contested. Persons who wish to be notified of a hearing may request 
notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F 
Street, NE., Washington, DC 20549-1090. Applicants, 312 Farmington 
Avenue, Farmington, CT 06032.

FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel, at 
(202) 551-6876, or Dalia Osman Blass, Branch Chief, at (202) 551-6821 
(Division of Investment Management, Office of Investment Company 
Regulation).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained via the 
Commission's Web site by searching for the file

[[Page 55428]]

number, or an applicant using the Company name box, at http://www.sec.gov/search/search.htm or by calling (202) 551-8090.
    Applicants' Representations:
    1. The Company, a Delaware corporation, is an externally managed, 
non-diversified, closed-end management investment company that has 
elected to be regulated as a business development company (``BDC'') 
under the Act.\1\ The Company's investment objective is to generate 
current income from the loans it makes and capital appreciation from 
the warrants it receives when making such loans. The Investment 
Adviser, a Delaware limited liability company, is the external 
investment adviser to the Company. The Investment Adviser is registered 
under the Investment Advisers Act of 1940.
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    \1\ Section 2(a)(48) defines a BDC to be any closed-end 
investment company that operates for the purpose of making 
investments in securities described in section 55(a)(1) through 
55(a)(3) of the Act and makes available managerial assistance with 
respect to the issuers of such securities.
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    2. Horizon SBIC, a Delaware limited liability company, submitted an 
application to the Small Business Administration (``SBA'') for a 
license to operate as a small business investment company (``SBIC'') 
under the Small Investment Act of 1958 (``SBIA''). The application is 
currently pending, and Applicants represent that they will not rely on 
the order until the SBIC application has been approved. Horizon SBIC is 
excluded from the definition of investment company by section 3(c)(7) 
of the Act. The Company directly owns 99% of Horizon SBIC in the form 
of limited partnership interests. The General Partner, which is a 
wholly-owned subsidiary of the Company, is the general partner of 
Horizon SBIC and owns 1% of Horizon SBIC in the form of a general 
partnership interest. The Company is the sole manager of the General 
Partner and owns 100% of the General Partner's equity interests.
    Applicants' Legal Analysis:
    1. The Company requests an exemption pursuant to section 6(c) of 
the Act from the provisions of sections 18(a) and 61(a) of the Act to 
permit it to adhere to a modified asset coverage requirement with 
respect to any direct or indirect wholly owned subsidiary of the 
Company (each, a ``Subsidiary'') that is licensed by the SBA to operate 
under the SBIA as a SBIC and relies on section 3(c)(7) for an exclusion 
from the definition of ``investment company'' under the Act (each, a 
``SBIC Subsidiary'').\2\ Applicants state that companies operating 
under the SBIA, such as the SBIC Subsidiary, will be subject to the 
SBA's substantial regulation of permissible leverage in its capital 
structure.
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    \2\ All existing entities that currently intend to rely on the 
order are named as applicants. Any other entity that relies on the 
order in the future will comply with the terms and condition of the 
order.
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    2. Section 18(a) of the Act prohibits a registered closed-end 
investment company from issuing any class of senior security or selling 
any such security of which it is the issuer unless the company complies 
with the asset coverage requirements set forth in that section. Section 
61(a) of the Act makes section 18 applicable to BDCs, with certain 
modifications. Section 18(k) exempts an investment company operating as 
an SBIC from the asset coverage requirements for senior securities 
representing indebtedness that are contained in section 18(a)(1)(A) and 
(B).
    3. Applicants state that the Company may be required to comply with 
the asset coverage requirements of section 18(a) (as modified by 
section 61(a)) on a consolidated basis because the Company may be 
deemed to be an indirect issuer of any class of senior security issued 
by Horizon SBIC or another SBIC Subsidiary. Applicants state that 
applying section 18(a) (as modified by section 61(a)) on a consolidated 
basis generally would require that the Company treat as its own all 
assets and any liabilities held directly either by itself, by Horizon 
SBIC, or by another SBIC Subsidiary. Accordingly, the Company requests 
an order under section 6(c) of the Act exempting the Company from the 
provisions of section 18(a) (as modified by section 61(a)), such that 
senior securities issued by each SBIC Subsidiary that would be excluded 
from the SBIC Subsidiary's asset coverage ratio by section 18(k) if it 
were itself a BDC would also be excluded from the Company's 
consolidated asset coverage ratio.
    4. Section 6(c) of the Act, in relevant part, permits the 
Commission to exempt any transaction or class of transactions from any 
provision of the Act if and to the extent that such exemption is 
necessary or appropriate in the public interest and consistent with the 
protection of investors and the purposes fairly intended by the policy 
and provisions of the Act. Applicants state that the requested relief 
satisfies the section 6(c) standard. Applicants contend that, because 
the SBIC Subsidiary would be entitled to rely on section 18(k) if it 
was a BDC itself, there is no policy reason to deny the benefit of that 
exemption to the Company.
    Applicants' Condition:
    Applicants agree that the order granting the requested relief will 
be subject to the following condition:
    The Company shall not issue or sell any senior security, and the 
Company shall not cause or permit Horizon SBIC or any other SBIC 
Subsidiary to issue or sell any senior security of which the Company, 
Horizon SBIC or any other SBIC Subsidiary is the issuer except to the 
extent permitted by section 18 (as modified for BDCs by section 61) of 
the Act; provided that, immediately after the issuance or sale by any 
of the Company, Horizon SBIC or any other SBIC Subsidiary of any such 
senior security, the Company, individually and on a consolidated basis, 
shall have the asset coverage required by section 18(a) of the Act (as 
modified by section 61(a)). In determining whether the Company has the 
asset coverage on a consolidated basis required by section 18(a) of the 
Act (as modified by section 61(a)), any senior securities representing 
indebtedness of Horizon SBIC or another SBIC Subsidiary shall not be 
considered senior securities and, for purposes of the definition of 
``asset coverage'' in section 18(h), shall be treated as indebtedness 
not represented by senior securities.

For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Elizabeth M. Murphy,
Secretary.
 [FR Doc. 2011-22770 Filed 9-6-11; 8:45 am]
BILLING CODE 8011-01-P