Division of Investment Management Announces Expanded Use of Draft Registration Statement Review Procedures for BDCs

Following the lead of the SEC's Division of Corporation Finance with respect to emerging growth companies, the SEC's Division of Investment Management (the "Division") recently announced that it will accept for nonpublic review certain draft registration statements of business development companies (BDCs). Among other things, this draft review process allows a company to begin the registration process without revealing confidential or proprietary information to the public, including competitors, which further mitigates such confidentiality concerns if the company subsequently decides to withdraw its registration statement. The Division confirmed that it will accept for nonpublic review two types of draft registration statements submitted by BDCs: (i) draft initial registration statements submitted under Section 12(b) of the Securities Exchange Act of 1934 (the "Exchange Act"), and (ii) draft registration statements relating to offerings under the Securities Act of 1933. However, with respect to the latter, such draft registration statements must be submitted by BDCs within one year of an initial offering or of an initial registration under Section 12(b) of the Exchange Act. The Accounting and Disclosure Information (ADI) can be found here.