October 29, 2013
VIA EDGAR AND BY FEDERAL EXPRESS
Sheila Stout, Esq.
Mary A. Cole, Esq.
United States Securities and Exchange Commission
Division of Investment Management
100 F Street, N.E.
Washington, D.C. 20549-0404
Dear Ms. Stout:
On behalf of our client, TriplePoint Venture Growth BDC Corp., a Maryland corporation (the "Company"), set forth below is the Company's response to the comment of the Staff of the Division of Investment Management (the "Staff") of the Securities and Exchange Commission provided telephonically on October 8, 2013 (the "October 8 Call").
Please supplementally provide the Staff with a table indicating the date that each loan listed in the Company's initial portfolio was made by TPC Venture Growth Partners 1 LLC ("TPC 1") or acquired by TPC 1 from an affiliated entity.
In response to the Staff's comment, the Company is supplementally providing the Staff with the below table which indicates the date that each loan listed in the Company's initial portfolio was made by TPC 1 or acquired by TPC 1 from an affiliated entity. TPC 1 was formed on June 7, 2013 and, as illustrated in the table below, all of the loans have been either made or acquired by TPC 1 within the last several months. Accordingly, the Company does not believe that an audit of TPC 1 would provide potential investors with any additional meaningful information in making an investment decision. As stated during the October 8 Call, the Company will include an audited schedule of investments which it believes will provide potential investors with sufficient information regarding each of the Company's initial investments.
(Industry)Venture Growth Stage Company | Date(1) | Type of Investment | Outstanding Principal Amount | Maturity Date | |||||
|---|---|---|---|---|---|---|---|---|---|
Advance Electronics and Memory Systems | |||||||||
[Name To Come] | June 25, 2013 | Growth Capital Loan | $ | 4,601,719 | June 2015 | ||||
[Name To Come] | July 10, 2013 | Growth Capital Loan | $ | 2,982,944 | July 2016 | ||||
[Name To Come] | July 17, 2013 | Growth Capital Loan | $ | 1,987,083 | July 2016 | ||||
Big Data Analytics / Database Software | |||||||||
[Name To Come] | July 10, 2013 | Growth Capital Loan | $ | 10,562,340 | December 2016 | ||||
[Name To Come] | July 10, 2013 | Growth Capital Loan | $ | 5,114,867 | July 2016 | ||||
Clothing / Accessories Retailer | |||||||||
[Name To Come] | June 25, 2013 | Growth Capital Loan | $ | 995,231 | June 2016 | ||||
[Name To Come] | July 16, 2013 | Growth Capital Loan | $ | 1,985,304 | July 2016 | ||||
[Name To Come] | August 22, 2013 | Growth Capital Loan | $ | 2,000,000 | August 2016 | ||||
[Name To Come] | August 16, 2013 | Equipment Financing | $ | 926,767 | August 2016 | ||||
Communications | |||||||||
[Name To Come] | June 28, 2013 | Growth Capital Loan | $ | 3,976,298 | June 2016 | ||||
[Name To Come] | August 19, 2013 | Growth Capital Loan | $ | 5,000,000 | August 2016 | ||||
Consumer Retail | |||||||||
[Name To Come] | June 20, 2013 | Growth Capital Loan | $ | 9,918,008 | June 2017 | ||||
[Name To Come] | June 20, 2013 | Growth Capital Loan | $ | 15,000,000 | August 2017 | ||||
[Name To Come] | October 9, 2013 | Growth Capital Loan | $ | 5,000,000.00 | October 2016 | ||||
Please review your disclosure in light of the observations from the Division of Investment Management:Business Development Companies—Separate Financial Statements or Summarized Financial Information of Certain Subsidiaries (Sept. 2013) available at the Commission's website,http://www.sec.gov/divisions/investment/guidance/im-guidance-2013-07.pdf.
The Company acknowledges the Staff's guidance regarding the application of Regulation S-X Rules 3-09 and Rule 4-08(g) and informs the Staff that the Company does not currently have any unconsolidated subsidiaries which would individually meet the definition of "significant subsidiary" in Rule 1-02(w) of Regulation S-X.
The Company supplementally informs the Staff that it will monitor its subsidiaries, if any, on an ongoing basis in order to determine whether the application of Rule 3-09 or Rule 4-08(g) would result in the presentation of either financial statements or summarized financial information of an unconsolidated subsidiary.
If you have any questions or comments regarding the foregoing, or have additional questions or comments, please contact the undersigned at 212-878-8332 or Clifford R. Cone at 212-878-3180.
Very truly yours,
| | | |
|---|---|---|
| /s/ ANDREW S. EPSTEIN Andrew S. Epstein |
Sutherland Asbill & Brennan LLP
Steven B. Boehm
John J. Mahon
Clifford Chance US LLP
Clifford R. Cone
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