Federal Register / Vol. 87, No. 45 / Tuesday, March 8, 2022 / Notices 13031 

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: Jefferies Private Credit BDC 

Inc., Jefferies Credit Management LLC, 

Jefferies Finance LLC, Jefferies Credit 

Partners LLC, Apex Credit Partners LLC, 

Apex Credit Holdings LLC, JFIN CLO 

2012 Ltd., JFIN CLO 2013 Ltd., JFIN 

CLO 2015–II Ltd., JFIN CLO 2016 Ltd., 

JFIN CLO 2017 Ltd., JFIN CLO 2017–II 

Ltd., Apex Credit CLO 2018 Ltd., Apex 

Credit CLO 2018–II Ltd., Apex Credit 

CLO 2019 Ltd., Apex Credit CLO 2019– 

II Ltd., Apex Credit CLO 2020 Ltd., 

Apex Credit CLO 2021 Ltd., Jefferies 

Direct Lending Fund LP, Jefferies Direct 

Lending Fund SPE LLC, Jefferies Direct 

Lending Offshore Fund LP, Jefferies 

Direct Lending Offshore Fund B LP, 

Jefferies Direct Lending Offshore Fund C 

LP, Jefferies Direct Lending Offshore 

Fund SPE LLC, Jefferies Direct Lending 

Offshore Fund C SPE LLC, Jefferies 

Senior Lending LLC, JFIN Revolver CLO 

2017–II Ltd., JFIN Revolver CLO 2017– 

III Ltd., JFIN Revolver CLO 2018 Ltd., 

JFIN Revolver CLO 2019 Ltd., JFIN 

Revolver CLO 2019–II Ltd., JFIN 

Revolver CLO 2020 Ltd., JFIN Revolver 

Funding 2021 Ltd., JFIN Revolver CLO 

2021–II Ltd., JFIN Revolver Funding 

2021–III Ltd., JFIN Revolver Funding 

2021–IV Ltd., JFIN Revolver CLO 2021– 

V Ltd., JFIN Revolver Fund, L.P., 

Massachusetts Mutual Life Insurance 

Company. 

FILING DATES: The application was filed 

on June 18, 2020, and amended on 

October 22, 2020, August 3, 2021, 

December 10, 2021 and January 12, 

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 Commission’s Secretary at 

Secretarys-Office@sec.gov. 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 March 28, 2022, 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 

emailing the Commission’s Secretary at 

Secretarys-Office@sec.gov. 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

Daniel M. Duval, Jefferies Finance LLC, 

dduval@jefferies.com, Michael R. 

Rosella, mikerosella@paulhastings.com, 

Frank Lopez, franklopez@

paulhastings.com, Vadim Avdeychik, 

vadimavdeychik@paulhastings.com, 

Rajib Chanda, rajib.chanda@

stblaw.com, Ryan Brizek, ryan.brizek@

stblaw.com. 

FOR FURTHER INFORMATION CONTACT: 

Barbara T. Heussler, Senior Counsel, or 

Trace W. Rakestraw, 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’ fourth amended and 

restated application, dated January 12, 

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 

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. 2022–04815 Filed 3–7–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–057, OMB Control No. 

3235–0057] 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Regulation 14C (Commission Rules 14c–1 

through 14c–7 and Schedule 14C) 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Section 14(c) of the Securities 

Exchange Act of 1934 (the ‘‘Exchange 

Act’’) operates to require issuers that do 

not solicit proxies or consents from any 

or all of the holders of record of a class 

of securities registered under Section 12 

of the Exchange Act and in accordance 

with the rules and regulations 

prescribed under Section 14(a) in 

connection with a meeting of security 

holders (including action by consent) to 

distribute to any holders that were not 

solicited an information statement 

substantially equivalent to the 

information that would be required to 

be transmitted if a proxy or consent 

solicitation were made. Regulation 14C 

(Exchange Act Rules 14c–1 through 

14c–7 and Schedule 14C) (17 CFR 

240.14c–1 through 240.14c–7 and 

240.14c–101) sets forth the requirements 

for the dissemination, content and filing 

of the information statement. We 

estimate that Schedule 14C takes 

approximately 132.058 hours per 

response and will be filed by 

approximately 569 issuers annually. In 

addition, we estimate that 75% of the 

132.058 hours per response (99.044 

hours) is prepared by the issuer for an 

annual reporting burden of 56,356 hours 

(99.044 hours per response × 569 

responses). 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden imposed by the collection 

of information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication by May 9, 2022. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 


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13032 Federal Register / Vol. 87, No. 45 / Tuesday, March 8, 2022 / Notices 

Please direct your written comment to 

David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: March 2, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–04802 Filed 3–7–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–258, OMB Control No. 

3235–0268] 

Proposed Collection; Comment 

Request; Extension: Rule 2a–7 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Rule 2a–7 (17 CFR 270.2a–7) under 

the Investment Company Act of 1940 

(15 U.S.C. 80a) (the ‘‘Act’’) governs 

money market funds. Money market 

funds are open-end management 

investment companies that differ from 

other open-end management investment 

companies in that they seek to maintain 

a stable price per share, usually $1.00. 

The rule exempts money market funds 

from the valuation requirements of the 

Act, and, subject to certain risk-limiting 

conditions, permits money market funds 

to use the ‘‘amortized cost method’’ of 

asset valuation or the ‘‘penny-rounding 

method’’ of share pricing. 

Rule 2a–7 also imposes certain 

recordkeeping and reporting obligations 

on money market funds. The board of 

directors of a money market fund, in 

supervising the fund’s operations, must 

establish written procedures designed to 

stabilize the fund’s net asset value 

(‘‘NAV’’); establish written procedures 

to test periodically the ability of the 

fund to maintain a stable NAV based on 

certain hypothetical events (‘‘stress 

testing’’); review, revise, and approve 

written procedures to stress test a fund’s 

portfolio; and create a report to the fund 

board documenting the results of stress 

testing. The board must also adopt 

guidelines and procedures relating to 

certain responsibilities it delegates to 

the fund’s investment adviser. These 

procedures and guidelines typically 

address various aspects of the fund’s 

operations. The fund must maintain and 

preserve for six years a written copy of 

both these procedures and guidelines. 

The fund also must maintain and 

preserve for six years a written record of 

the board’s considerations and actions 

taken in connection with the discharge 

of its responsibilities, to be included in 

the board’s minutes, including 

determinations to impose any liquidity 

fees or temporary suspension of 

redemptions. In addition, the fund must 

maintain and preserve for three years 

written records of certain credit risk 

analyses, evaluations with respect to 

securities subject to demand features or 

guarantees, evaluations with respect to 

asset-backed securities not subject to 

guarantees, and determinations with 

respect to adjustable rate securities and 

asset-backed securities. If the board 

takes action with respect to defaulted 

securities, events of insolvency, or 

deviations in share price, the fund must 

file with the Commission an exhibit to 

Form N–CR describing the nature and 

circumstances of the action. If any 

portfolio security fails to meet certain 

eligibility standards under the rule, the 

fund also must identify those securities 

in an exhibit to Form N–CR. After 

certain events of default or insolvency 

relating to a portfolio security, the fund 

must notify the Commission of the event 

and the actions the fund intends to take 

in response to the situation. 

A fund must also post certain periodic 

information on the its website including 

disclosure of portfolio holdings, 

disclosure of daily and weekly liquid 

assets and net shareholder flow, 

disclosure of daily current NAV, and 

disclosures of financial support received 

by the fund, the imposition and removal 

of liquidity fees, and the suspension and 

resumption of fund redemptions. Lastly, 

for funds that elect to be retail funds, 

they must create written policies and 

procedures reasonably designed to limit 

all beneficial owners of the fund to 

natural persons. 

The recordkeeping requirements in 

rule 2a–7 are designed to enable 

Commission staff in its examinations of 

money market funds to determine 

compliance with the rule, as well as to 

ensure that money market funds have 

established procedures for collecting the 

information necessary to make adequate 

credit reviews of securities in their 

portfolios. The reporting requirements 

of rule 2a–7 are intended to assist 

Commission staff in overseeing money 

market funds and reduce the likelihood 

that a fund is unable to maintain a 

stable NAV. 

Commission staff estimates that there 

are 320 money market funds (80 fund 

complexes), all of which are subject to 

rule 2a–7. Commission staff further 

estimates that there will be 

approximately 10 new money market 

funds established each year. 

Commission staff estimates that rule 2a– 

7 contains the following collection of 

information requirements: 

• Record of credit risk analyses, and 

determinations regarding adjustable rate 

securities, asset-backed securities, assetbacked securities not subject to 

guarantees, securities subject to a 

demand feature or guarantee, and 

counterparties to repurchase 

agreements. Commission staff estimates 

a total annual hour burden for 320 funds 

to be 260,440 hours. 

• Establishment of written procedures 

designed to stabilize NAV and 

guidelines and procedures for board 

delegation of authority. Commission 

staff estimates a total annual hour 

burden for 10 new money market funds 

to be 155 hours. 

• Board review of procedures and 

guidelines of any investment adviser or 

officers to whom the fund’s board has 

delegated responsibility under rule 2a– 

7 and amendment of such procedures 

and guidelines. Commission staff 

estimates a total annual hour burden for 

80 funds to be 400 hours. 

• Records of the board’s 

determination for imposing any 

liquidity fees or temporary suspension 

of redemptions. Commission staff 

estimates a total annual hour burden for 

2 funds to be 14 hours. 

• Records of the board’s 

determinations and actions related to 

failure of a security to meet certain 

eligibility standards or an event of 

default or insolvency. Commission staff 

estimates a total annual hour burden for 

20 funds to be 50 hours. 

• Establishment of written procedures 

to test periodically the ability of the 

fund to maintain a stable NAV per share 

based on certain hypothetical events 

(‘‘stress testing’’). Commission staff 

estimates a total annual hour burden for 

10 new money market funds to be 220 

hours. 

• Review, revise, and approve written 

procedures to stress test a fund’s 

portfolio. Commission staff estimates a 

total annual hour burden for 80 fund 

complexes to be 960 hours. 

• Reports to fund boards on the 

results of stress testing. Commission 

staff estimates a total annual hour 


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