[Federal Register Volume 87, Number 132 (Tuesday, July 12, 2022)]
[Notices]
[Page 41365]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-14748]



[[Page 41365]]

=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34643; File No. 812-15327]


Morgan Stanley Direct Lending Fund, et al.

July 6, 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: Morgan Stanley Direct Lending Fund, MS Capital Partners 
Adviser Inc., NH Credit Partners III Holdings L.P., NH Expansion Credit 
Fund Holdings LP, North Haven Credit Partners II L.P., North Haven 
Credit Partners III L.P., North Haven Senior Loan Fund (ALMA) 
Designated Activity Company, North Haven Senior Loan Fund L.P., North 
Haven Senior Loan Fund Offshore L.P., North Haven Senior Loan Fund 
Unleveraged Offshore L.P., North Haven Tactical Value Fund (AIV) LP, 
North Haven Tactical Value Fund LP, North Haven Unleveraged Senior Loan 
Fund (Yen) L.P., NH Senior Loan Fund Offshore Holdings L.P., NH Senior 
Loan Fund Onshore Holdings LLC, DLF CA SPV LLC, DLF Equity Holdings 
LLC, DLF SPV LLC, DLF Financing SPV LLC, SL Investment Corp., SLIC CA 
SPV LLC, SLIC Equity Holdings LLC, SLIC Financing SPV LLC, T Series 
Middle Market Loan Fund LLC, T Series CA SPV LLC, T Series Equity 
Holdings LLC, T Series Financing SPV LLC, North Haven Private Income 
Fund LLC, PIF CA SPV LLC, NHPIF Equity Holdings SPV LLC, Credit 
Opportunities (Series M) LP, NH-G 2022 SCSp, North Haven Senior Loan 
Fund (ALMA) II Designated Activity Company, North Haven Expansion 
Credit II L.P.
    Filing Dates: The application was filed on April 25, 2022, and 
amended on June 9, 2022, and June 30, 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 August 1, 
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: 
Thomas J. Friedmann at [email protected] or Matthew J. 
Carter at [email protected].

FOR FURTHER INFORMATION CONTACT:  Bruce R. MacNeil, Senior Counsel, or 
Kaitlin C. Bottock, 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' second amended 
and restated application, dated June 30, 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 http://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,
Assistant Secretary.
[FR Doc. 2022-14748 Filed 7-11-22; 8:45 am]
BILLING CODE 8011-01-P


