SECURITIES AND EXCHANGE COMMISSION

Investment Company Act Release No. 35036; File No. 812-15398

26North BDC, Inc., et al.

October 24, 2023

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: 26North BDC, Inc., 26North Direct Lending LP, 26North Direct Lending II LP, Tidal 

Notes Issuer LLC, Gemini Notes Issuer LLC, Jordan Notes Issuer LLC, Ripple Notes Issuer LLC, 

Chestnut Notes Issuer LLC and Element Notes Issuer LLC.

Filing Dates: The application was filed on October 20, 2022, and amended on February 2, 2023,

and August 2, 2023. 

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 Secretarys-Office@sec.gov 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 November 13, 2023 and should be accompanied by 
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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@sec.gov.

ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: fmarra@26n.com, 

nicole.runyan@kirkland.com, and gregory.rowland@davispolk.com.

FOR FURTHER INFORMATION CONTACT: Stephan N. Packs, Senior Counsel, or Terri G. 

Jordan, 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 August 2,

2023, 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, 

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.

Sherry R. Haywood,

Assistant Secretary.