Statement Summary
The SEC has received an application from MSD Investment Corp. and others, seeking an order under the Investment Company Act of 1940 to allow certain business development companies (BDCs) and closed-end management investment companies to co-invest in portfolio companies. This application aims to permit joint transactions that are otherwise restricted by the Act. The application, initially filed on April 11, 2024, includes amended filings and specifies several affiliated entities involved in the request. Interested parties have until June 6, 2025 to request a hearing regarding the application, which will proceed unless such a request is made. Detailed information and legal analyses can be found in the fourth amended application available on the SEC’s website.
Original Statement
SECURITIES AND EXCHANGE COMMISSION
Investment Company Act Release No. 35582; File No. 812-15562
MSD Investment Corp., et al.
May 12, 2025.
AGENCY: Securities and Exchange Commission (“Commission” or “SEC”).
ACTION: Notice.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: MSD Investment Corp., MSD Partners, L.P., BDT Capital Partners, LLC, BDTCP Investments 2022, LLC, Arcus Parent, LLC, Arcus Holdings, Inc., Investors Life Insurance Company of North America, MSD BDC SPV I, LLC, MSD BDC SPV II, LLC, and MSD BDC CLO I, LLC, and certain of their affiliated entities as described in Schedule A to the application.
Filing Dates: The application was filed on April 11, 2024, and amended on August 13, 2024, November 25, 2024, March 26, 2025, and April 29, 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 e-mailing the SEC’s Secretary at Secretarys-Office and serving the Applicants with a copy of the request by e-mail, if an e-mail 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 6, 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 hearing may request notification by e-mailing the Commission’s Secretary at Secretarys-Office.
ADDRESSES: The Commission: Secretarys-Office
Applicants: Robert Simonds, MSD Partners, L.P., 550 Madison Avenue, 20th Floor, New York, NY 10022,
bsimonds
Anne G. Oberndorf, Eversheds Sutherland (US) LLP, 700 Sixth Street, NW, Suite 700, Washington, DC 20001,
anneoberndorfFOR FURTHER INFORMATION CONTACT: Adam Large, Senior Special Counsel, Deepak T. Pai, 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’ fourth amended application, filed April 29, 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 [link to SEC’s EDGAR system]. 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.
