[Federal Register Volume 79, Number 171 (Thursday, September 4, 2014)]
[Notices]
[Pages 52779-52780]
[FR Doc No: 2014-21004]

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SECURITIES AND EXCHANGE COMMISSION

Investment Company Act Release No. IC-31235; 812-14242; Monroe
Capital Corporation, et al.; Notice of Application

August 28, 2014.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (the ``Act'') for an exemption from
sections 18(a) and 61(a) of the Act.

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    Applicants: Monroe Capital Corporation (the ``Company''), Monroe
Capital BDC Advisors, LLC (the ``Investment Adviser''), MCC SBIC GP,
LLC (the ``General Partner''), and Monroe Capital Corporation SBIC, LP
(``Monroe SBIC'').
    Summary of the Application: The Company requests an order to permit
it to adhere to a modified asset coverage requirement.
    Filing Dates: The application was filed November 21, 2013, and
amended on May 23, 2014.
    Hearing or Notification of Hearing: An order granting the
application will be issued unless the Commission orders a hearing.
Interested persons may request a hearing by writing to the Commission's
Secretary and serving applicants with a copy of the request, personally
or by mail. Hearing requests should be received by the Commission by
5:30 p.m. on September 22, 2014 and should be accompanied by proof of
service on the Applicants, in the form of an affidavit or, for lawyers,
a certificate of service. Hearing requests should state the nature of
the writer's interest, the reason for the request, and the issues
contested. Persons who wish to be notified of a hearing may request
notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F
Street NE., Washington, DC 20549-1090. Applicants: Theodore L. Koenig,
Monroe Capital Corporation, 311 South Wacker Drive, Suite 6400,
Chicago, Illinois 60606.

FOR FURTHER INFORMATION CONTACT: Stephan N. Packs, Senior Counsel, at
(202) 551-6853, or James M. Curtis, Branch Chief, at<PHONE_NUMBER>
(Division of Investment Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained via the
Commission's Web site by searching for the file number, or for an
applicant using the Company name box, at http://www.sec.gov/search/search.htm or by calling<PHONE_NUMBER>.

Applicants' Representations

    1. The Company, a Maryland corporation, is an externally managed,
non-diversified, closed-end management investment company that has
elected to be regulated as a business development company (``BDC'')
under the Act.\1\ The Company's investment objective is to maximize the
total return to its stockholders in the form of current income and
capital appreciation through investments in senior, unitranche and
junior secured debt and, to a lesser extent, unsecured subordinated
debt and equity investments. The Investment Adviser, a Delaware limited
liability company, is the investment adviser to the Company. The
Investment Adviser is registered under the Investment Advisers Act of
1940.
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    \1\ Section 2(a)(48) defines a BDC to be any closed-end
investment company that operates for the purpose of making
investments in securities described in section 55(a)(1) through
55(a)(3) of the Act and makes available significant managerial
assistance with respect to the issuers of such securities.
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    2. Monroe SBIC, a Delaware limited partnership, is a small business
investment company (``SBIC'') licensed by the Small Business
Administration (``SBA'') to operate under the Small Business Investment
Act of 1958 (``SBIA''). Monroe SBIC is excluded from the definition of
investment company by section 3(c)(7) of the Act. The Company directly
owns 99% of Monroe SBIC in the form of a limited partnership interest
in Monroe SBIC. Since Monroe SBIC's inception, the General Partner, a
Delaware limited liability company, has been the general partner of
Monroe SBIC and owns 1% of Monroe SBIC in the form of a general
partnership interest. The Company owns 100% of the General Partner's
equity interests. As a result, the Company, directly or indirectly
through the General Partner, wholly owns Monroe SBIC.

Applicants' Legal Analysis

    1. The Company requests an exemption pursuant to section 6(c) of
the Act from the provisions of sections 18(a) and 61(a) of the Act to
permit it to adhere to a modified asset coverage requirement with
respect to any direct or indirect wholly owned subsidiary of the
Company that is licensed by the SBA to operate under the SBIA as a SBIC
and relies on Section 3(c)(7) for an exemption from the definition of
``investment company'' under the 1940 Act (each, a ``SBIC
Subsidiary'').\2\ Applicants state that companies operating under the
SBIA, such as the SBIC Subsidiary, will be subject to the SBA's
substantial regulation of permissible leverage in their capital
structure.
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    \2\ All existing entities that currently intend to rely on the
order are named as applicants. Any newly formed SBIC Subsidiary that
may rely on the order in the future will comply with the terms and
condition of the order.
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    2. Section 18(a) of the Act prohibits a registered closed-end
investment company from issuing any class of senior security or selling
any such security of which it is the issuer unless the company complies
with the asset coverage requirements set forth in that section. Section
61(a) of the Act makes section 18 applicable to a BDC, with certain
modifications. Section 18(k) exempts an investment company operating as
an SBIC from the asset coverage requirements for senior securities
representing indebtedness that are contained in section 18(a)(1)(A) and
(B).
    3. Applicants state that the Company may be required to comply with
the asset coverage requirements of section 18(a) (as modified by
section 61(a)) on a consolidated basis because the Company may be
deemed to be an indirect issuer of any class of senior security issued
by Monroe SBIC or another SBIC Subsidiary. Applicants state that
applying section 18(a) (as modified by section 61(a)) on a consolidated
basis generally would require that the Company treat as its own all
assets and any liabilities held directly either by itself, by Monroe
SBIC, or by another SBIC Subsidiary. Accordingly, the Company requests
an order under section 6(c) of the Act exempting the Company from the
provisions of section 18(a) (as modified by section 61(a)), such that
senior securities issued by each SBIC Subsidiary that would be excluded
from the SBIC Subsidiary's asset coverage ratio by section 18(k) if it
were itself a BDC would also be excluded from the Company's
consolidated asset coverage ratio.
    4. Section 6(c) of the Act authorizes the Commission to exempt any
person, security, or transaction or any class or classes of persons,
securities, or transactions from any provision or provisions of the Act
or of any rule or regulation thereunder if, and to the extent that such
exemption is necessary or appropriate, in the public interest and
consistent with the protection of investors and the purposes fairly
intended by the policy and provisions of

the Act. Applicants state that the requested relief satisfies the
section 6(c) standard. Applicants contend that, because the SBIC
Subsidiary would be entitled to rely on section 18(k) if it were a BDC
itself, there is no policy reason to deny the benefit of that exemption
to the Company.

Applicants' Condition

    Applicants agree that any order granting the requested relief will
be subject to the following condition:
    The Company shall not issue or sell any senior security, and the
Company shall not cause or permit Monroe SBIC or any other SBIC
Subsidiary to issue or sell any senior security of which the Company,
Monroe SBIC or any other SBIC Subsidiary is the issuer except to the
extent permitted by section 18 (as modified for BDCs by section 61) of
the Act; provided that, immediately after the issuance or sale by any
of the Company, Monroe SBIC or any other SBIC Subsidiary of any such
senior security, the Company, individually and on a consolidated basis,
shall have the asset coverage required by section 18(a) of the Act (as
modified by section 61(a)). In determining whether the Company has the
asset coverage on a consolidated basis required by section 18(a) of the
Act (as modified by section 61(a)), any senior securities representing
indebtedness of an SBIC Subsidiary if that SBIC Subsidiary has issued
indebtedness that is held or guaranteed by the SBA shall not be
considered senior securities and, for purposes of the definition of
``asset coverage'' in Section 18(h), shall be treated as indebtedness
not represented by senior securities.

    For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Kevin M. O'Neill,
 Deputy Secretary.
[FR Doc. 2014-21004 Filed 9-3-14; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 77, Number 192 (Wednesday, October 3, 2012)]
[Proposed Rules]
[Pages 60339-60341]
[FR Doc No: 2012-24380]

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ENVIRONMENTAL PROTECTION AGENCY

40 CFR Part 52

[EPA-R03-OAR-2010-0601; FRL-9736-1]

Approval and Promulgation of Air Quality Implementation Plans;
Pennsylvania; The 2002 Base Year Inventory for the Pittsburgh-Beaver
Valley Area for 1997 Fine Particulate Matter National Ambient Air
Quality Standard

AGENCY: Environmental Protection Agency (EPA).

ACTION: Proposed rule.

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SUMMARY: EPA is proposing to approve the fine particulate matter
(PM2.5) 2002 base year emissions inventory portion of the
Pennsylvania State Implementation Plan (SIP) revision submitted by the
Commonwealth of Pennsylvania, through the Pennsylvania Department of

Environmental Protection (PADEP), on November 10, 2009 for the
Pittsburgh-Beaver Valley, PA nonattainment area (hereafter referred to
as the Area). The emissions inventory is part of the November 10, 2009
SIP revision that was submitted to meet nonattainment requirements
related to the Area for the 1997 PM2.5 National Ambient Air
Quality Standard (NAAQS) SIP. EPA is proposing to approve the 2002 base
year PM2.5 emissions inventory for the Area in accordance
with the requirements of the Clean Air Act (CAA).

DATES: Written comments must be received on or before November 2, 2012.

ADDRESSES: Submit your comments, identified by Docket ID Number EPA-
R03-OAR-2010-0601 by one of the following methods:
    A. www.regulations.gov. Follow the on-line instructions for
submitting comments.
    B. Email<EMAIL_ADDRESS>    C. Mail: EPA-R03-OAR-2010-0140, Donna Mastro, Acting Associate
Director, Office of Air Program Planning, Mailcode 3AP30, U.S.
Environmental Protection Agency, Region III, 1650 Arch Street,
Philadelphia, Pennsylvania 19103.
    D. Hand Delivery: At the previously-listed EPA Region III address.
Such deliveries are only accepted during the Docket's normal hours of
operation, and special arrangements should be made for deliveries of
boxed information.
    Instructions: Direct your comments to Docket ID No. EPA-R03-OAR-
2010-0601. EPA's policy is that all comments received will be included
in the public docket without change, and may be made available online
at www.regulations.gov, including any personal information provided,
unless the comment includes information claimed to be Confidential
Business Information (CBI) or other information whose disclosure is
restricted by statute. Do not submit information that you consider to
be CBI or otherwise protected through www.regulations.gov or email. The
www.regulations.gov Web site is an ``anonymous access'' system, which
means EPA will not know your identity or contact information unless you
provide it in the body of your comment. If you send an email comment
directly to EPA without going through www.regulations.gov, your email
address will be automatically captured and included as part of the
comment that is placed in the public docket and made available on the
Internet. If you submit an electronic comment, EPA recommends that you
include your name and other contact information in the body of your
comment and with any disk or CD-ROM you submit. If EPA cannot read your
comment due to technical difficulties and cannot contact you for
clarification, EPA may not be able to consider your comment. Electronic
files should avoid the use of special characters, any form of
encryption, and be free of any defects or viruses.
    Docket: All documents in the electronic docket are listed in the
www.regulations.gov index. Although listed in the index, some
information is not publicly available, i.e., CBI or other information
whose disclosure is restricted by statute. Certain other material, such
as copyrighted material, is not placed on the Internet and will be
publicly available only in hard copy form. Publicly available docket
materials are available either electronically in www.regulations.gov or
in hard copy during normal business hours at the Air Protection
Division, U.S. Environmental Protection Agency, Region III, 1650 Arch
Street, Philadelphia, Pennsylvania 19103. Copies of the State submittal
are available at the Pennsylvania Department of Environmental
Protection, Bureau of Air Quality Control, P.O. Box 8468, 400 Market
Street, Harrisburg, Pennsylvania 17105.

FOR FURTHER INFORMATION CONTACT: Ruth Knapp,<PHONE_NUMBER>, or by
email at<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

I. Background
II. Summary of SIP Revision
III. Proposed Action
IV. Statutory and Executive Order Reviews

I. Background

    Throughout this document, whenever ``we,'' ``us,'' or ``our'' is
used, we mean EPA. On July 18, 1997 (62 FR 38652), EPA promulgated the
1997 PM2.5 NAAQS, including an annual standard of 15.0
micrograms per cubic meter ([mu]g/m\3\) based on a 3-year average of
annual mean PM2.5 concentrations, and a 24-hour (or daily)
standard of 65 [mu]g/m\3\ based on a 3-year average of the 98th
percentile of 24-hour concentrations. EPA established the standards
based on significant evidence and numerous health studies demonstrating
that serious health effects are associated with exposures to
PM2.5.
    Following promulgation of a new or revised NAAQS, EPA is required
by the CAA to designate areas throughout the United States as attaining
or not attaining the NAAQS; this designation process is described in
section 107(d)(1) of the CAA. In 1999, EPA and state air quality
agencies initiated the monitoring process for the 1997 PM2.5
NAAQS and, by January 2001, established a complete set of air quality
monitors. On January 5, 2005, EPA promulgated initial air quality
designations for the 1997 PM2.5 NAAQS (70 FR 944), which
became effective on April 5, 2005, based on air quality monitoring data
for calendar years 2001-03.
    On April 14, 2005, EPA promulgated a supplemental rule (70 FR
19844) amending our initial designations (70 FR 944), with the same
effective date (April 5, 2005). As a result of this supplemental rule,
PM2.5 nonattainment designations are in effect for 39 areas,
comprising 208 counties within 20 states (and the District of Columbia)
nationwide, with a combined population of approximately 88 million. The
Area, which is the subject of this rulemaking, was included in the list
of areas not attaining the 1997 PM2.5 NAAQS. The Area
consists of the following: Allegheny County (remainder of county not
included in Liberty-Clairton nonattainment area); Armstrong County
(portion consisting of Elderton Borough and Plum Creek and Washington
Townships); Beaver County; Butler County; Greene County (portion
consisting of Monongahela Township); Lawrence County (portion
consisting of Township of Taylor south of New Castle City); Washington
County; and Westmorland County.
    Section 172(c)(3) of the CAA requires submission and approval of a
comprehensive, accurate, and current inventory of actual emissions.
This proposed approval is limited to the emissions inventory for the
Area. Separate action will be taken on the remainder of Pennsylvania's
November 10, 2009 SIP submittal.

II. Summary of SIP Revision

    The 2002 base year emission inventory submitted by PADEP on
November 10, 2009 for the Area includes emissions estimates that cover
the general source categories of point sources, area sources, on-road
mobile sources, and non-road mobile sources. The pollutants that
comprise the inventory are PM2.5, coarse particles
(PM10), nitrogen oxides (NOX), volatile organic
compounds (VOCs), ammonia (NH3), and sulfur dioxide
(SO2). EPA has reviewed the results, procedures and
methodologies for the base year emissions inventory submitted by PADEP.
The year 2002 was selected by PADEP as the base year for the emissions
inventory per 40 CFR 51.1008(b). A discussion of the emissions
inventory development as well as the emissions inventory for the Area
can be found in Section III of the November 10, 2009 SIP submittal.

    Table 1, below, provides a summary of the annual 2002 emissions of
PM2.5, PM10, SO2, NOX,
VOCs, and NH3 for the Area submittal.

                                         Table 1--2002 Annual Emissions
                                                 [Tons per year]
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      Pittsburgh-Beaver Valley Area 2002          PM2.5       PM10       SO2        NOX        VOC        NH3
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Stationary Point Sources......................       4868      11149     463501     110618       5157        462
Area Sources..................................       7916      41206       9905       8622      36683       2948
Highway Vehicle Sources.......................        824       1164       1770      53268      25638       1884
Non-Road Sources..............................       1297       1359       1694      25975      13421          8
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    Totals....................................      14904      54879     476871     198483      80898       5303
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    The CAA section 172(c)(3) emissions inventory is developed by the
incorporation of data from multiple sources. States were required to
develop and submit to EPA a triennial emissions inventory according to
the Consolidated Emissions Reporting Rule (CERR) for all source
categories (i.e., point, area, nonroad mobile and on-road mobile). The
review and evaluation of the methods used for the emissions inventory
submitted by Pennsylvania are found in the Technical Support Document
dated August 12, 2010 available online at www.regulations.gov, Docket
No. EPA-R03-OAR-2010-0601. EPA finds that the process used to develop
this emissions inventory for the Area is adequate to meet the
requirements of CAA section 172(c)(3), the implementing regulations,
and EPA guidance for emission inventories.

III. Proposed Action

    EPA is proposing to approve the 2002 base year emissions inventory
portion of the SIP revision submitted by the Commonwealth of
Pennsylvania on November 10, 2009 for the Pittsburgh-Beaver Valley
Area. We have made the determination that this action is consistent
with section 110 of the CAA. EPA is soliciting public comments on the
issues discussed in this document. These comments will be considered
before taking final action.

IV. Statutory and Executive Order Reviews

    Under the CAA, the Administrator is required to approve a SIP
submission that complies with the provisions of the CAA and applicable
Federal regulations. 42 U.S.C. 7410(k); 40 CFR 52.02(a). Thus, in
reviewing SIP submissions, EPA's role is to approve state choices,
provided that they meet the criteria of the CAA. Accordingly, this
action merely proposes to approve state law as meeting Federal
requirements and does not impose additional requirements beyond those
imposed by state law. For that reason, this proposed action:
     Is not a ``significant regulatory action'' subject to
review by the Office of Management and Budget under Executive Order
12866 (58 FR 51735, October 4, 1993);
     Does not impose an information collection burden under the
provisions of the Paperwork Reduction Act (44 U.S.C. 3501 et seq.);
     Is certified as not having a significant economic impact
on a substantial number of small entities under the Regulatory
Flexibility Act (5 U.S.C. 601 et seq.);
     Does not contain any unfunded mandate or significantly or
uniquely affect small governments, as described in the Unfunded
Mandates Reform Act of 1995 (Pub. L. 104-4);
     Does not have Federalism implications as specified in
Executive Order 13132 (64 FR 43255, August 10, 1999);
     Is not an economically significant regulatory action based
on health or safety risks subject to Executive Order 13045 (62 FR
19885, April 23, 1997);
     Is not a significant regulatory action subject to
Executive Order 13211 (66 FR 28355, May 22, 2001);
     Is not subject to requirements of Section 12(d) of the
National Technology Transfer and Advancement Act of 1995 (15 U.S.C. 272
note) because application of those requirements would be inconsistent
with the CAA; and
     Does not provide EPA with the discretionary authority to
address, as appropriate, disproportionate human health or environmental
effects, using practicable and legally permissible methods, under
Executive Order 12898 (59 FR 7629, February 16, 1994).
    In addition, this proposed rule, pertaining to the PM2.5
2002 base year emissions inventory portion of the Pennsylvania SIP for
the Pittsburgh-Beaver Valley Area, does not have tribal implications as
specified by Executive Order 13175 (65 FR 67249, November 9, 2000),
because the SIP is not approved to apply in Indian country located in
the state, and EPA notes that it will not impose substantial direct
costs on tribal governments or preempt tribal law.

List of Subjects in 40 CFR Part 52

    Environmental protection, Air pollution control, Nitrogen dioxide,
Particulate matter, Reporting and recordkeeping requirements, Sulfur
oxides, Volatile organic compounds.

    Authority: 42 U.S.C. 7401 et seq.

    Dated: September 18, 2012.
W.C. Early,
Acting Regional Administrator, Region III.
[FR Doc. 2012-24380 Filed 10-2-12; 8:45 am]
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