[Federal Register Volume 90, Number 90 (Monday, May 12, 2025)]
[Notices]
[Pages 20200-20201]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-08322]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 35574; File No. 812-15738]
Morgan Stanley Direct Lending Fund, et al.
May 7, 2025.
AGENCY: Securities and Exchange Commission (``Commission'' or ``SEC'').
ACTION: Notice.
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Notice of application for an 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 permit 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: Morgan Stanley Direct Lending Fund, SL Investment Fund II
LLC, T Series Middle Market Loan Fund LLC, North Haven Private Income
Fund LLC, North Haven Private Income Fund A LLC, LGAM Private Credit
LLC, MS Capital Partners Adviser Inc., DLF CA SPV LLC, DLF Equity
Holdings LLC, DLF SPV LLC, DLF Financing SPV LLC, T Series CA SPV LLC,
T Series Equity Holdings LLC, T Series Financing SPV LLC, T Series
Financing II SPV LLC, T Series Financing III SPV LLC, LGAM CA SPV LLC,
1585 Koala Holdings LLC, LGAM Financing SPV LLC, LGAM Equity Holdings
LLC, PIF A CA SPV LLC, Broadway Funding Holdings II LLC, PIF A
Financing SPV LLC, PIF A Equity Holdings LLC, SLIF II CA SPV LLC, SLIF
II LLC, SLIF II Financing SPV LLC, SLIF II Equity Holdings LLC, PIF CA
SPV LLC, Broadway Funding Holdings LLC, PIF Financing SPV LLC, PIF
Financing II SPV LLC, NHPIF Equity Holdings SPV LLC, SLIC CA SPV LLC,
SLIC Equity Holdings LLC, SLIC Financing SPV LLC, and an Existing
Proprietary Account and certain Existing Affiliated Funds as described
in Appendix A to the application.
Filing Dates: The application was filed on March 28, 2025, and amended
on April 10, 2025 and May 2, 2025.
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 June 2,
2025, and should be accompanied by proof of service on the 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
[[Page 20201]]
hearing may request notification by emailing the Commission's Secretary
at [email protected].
ADDRESSES: The Commission: [email protected]. Applicants: Orit
Mizrachi, Chief Operating Officer, Morgan Stanley,
[email protected], Thomas Friedman, Esq.,
[email protected], and William J. Bielefeld, Esq.,
[email protected], both of Dechert LLP.
FOR FURTHER INFORMATION CONTACT: Adam Large, Senior Special Counsel,
Stephan N. Packs, Senior Counsel, or Daniele Marchesani, Assistant
Chief Counsel, 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' Second Amended
and Restated Application, dated May 2, 2025, 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
www.sec.gov/edgar/searchedgar/companysearch. You may also call the
SEC's Office of Investor Education and Advocacy at (202) 551-8090.
For the Commission, by the Division of Investment Management,
under delegated authority.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-08322 Filed 5-9-25; 8:45 am]
BILLING CODE 8011-01-P