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April 16, 2021 |
Thomas J. Friedmann
thomas.friedmann@dechert.com +1 617 728 7120 Direct +1 617 426 6567 Fax |
VIA EDGAR
United States Securities and Exchange Commission
Division of Investment Management
100 F Street, N.E.
Washington, DC 20549
| Attn: | Mr. Edward Bartz |
| Re: | Business Development Corporation of America |
| Preliminary Proxy Statement on Schedule 14A filed on April 1, 2021 |
Dear Mr. Bartz:
On behalf of Business Development Corporation of America (the “Company”), we hereby respond to the comments of the staff (the “Staff”) of the Securities and Exchange Commission received from Edward Bartz of the Staff on April 7, 2021 relating to the Company’s Preliminary Proxy Statement on Schedule 14A filed on April 1, 2021. The Company will also file a Definitive Proxy Statement on Schedule 14A on or about the date hereof responding to the Staff’s comments. For your convenience, a transcription of the Staff’s comments is included in this letter, and each comment is followed by the applicable response.
| 1. | Please include a copy of the proxy card with the Definitive Proxy Statement, as well as future Preliminary Proxy Statements. |
Response:
A copy of the proxy card has been included with the Definitive Proxy Statement and will be included in future Preliminary Proxy Statements.
| 2. | On page 4, the Preliminary Proxy Statement states that “[a]bstentions and broker non-votes will be counted as present for the purpose of establishing a quorum.” Because both matters submitted for a stockholder vote are non-routine matters, please revise the disclosure to clarify that broke non-votes will not be counted as present for the purpose of establishing a quorum. |
Response:
The disclosure on page 4 has been revised accordingly.
| | Mr. Edward Bartz April 16, 2021 Page 2 |
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If you have any questions, please feel free to contact the undersigned by telephone at 617.728.7120 (or by email at thomas.friedmann@dechert.com) or Matthew S. Virag at 617.728.7112 (or by email at matthew.virag@dechert.com). Thank you for your cooperation and attention to this matter.
Sincerely,
/s/ Thomas J. Friedmann
Thomas J. Friedmann
cc:
Richard J. Byrne, Business Development Corporation of America
Nina K. Baryski, Business Development Corporation of America
Leeor P. Avigdor, Business Development Corporation of America
Jonathan H. Gaines, Dechert LLP
Matthew S. Virag, Dechert LLP