Investment Company Act of 1940 — Sections 7(a) and 55(a)
New Mountain Finance Corporation
December 18, 2014
RESPONSE OF THE CHIEF COUNSEL'S OFFICE
DIVISION OF INVESTMENT MANAGEMENT
IM Ref. No. 20141217151
File No. 814-00832
On April 27, 2011, the Division issued a no-action letter to New Mountain Finance Corporation that provided assurances that, among other things, it would not recommend enforcement action to the Securities and Exchange Commission against certain named entities under sections 7(a) and 55(a) of the Investment Company Act of 1940 with respect to a master-feeder arrangement described in the letter.1 Since the issuance of the 2011 Letter, we have received a number of inquiries regarding the scope of the 2011 Letter. The Division generally permits third parties to rely on no-action letters to the extent that the third party's facts and circumstances are substantially similar to those described in the underlying request for the no-action letter.2 In light of the very fact-specific nature of the request underlying the 2011 Letter, however, we are clarifying that the 2011 Letter applies only to the entities named therein, and no other entity may rely on the position stated in the 2011 Letter. We are willing to consider similar requests from other business development companies.
1. New Mountain Finance Corporation, SEC No-Action Letter, pub. avail. Apr. 27, 2011 (the "2011 Letter").
2. See Informal Guidance Program for Small Entities, Investment Company Act Release No. 22587 (Mar. 27, 1997), n. 20.