SEC Company Response from Bain Capital Specialty Finance, Inc. (BCSF) (CIK 0001655050) (BCSF) — May 7, 2020
Bain Capital Specialty Finance, Inc. (BCSF) (CIK 0001655050)
Date: May 7, 2020 · CIK: 0001655050 · Accession: 0001104659-20-057986
AI Filing Summary & Sentiment
File numbers found in text: 333-237460
Letter
VIA EDGAR Division of Investment Management Securities and Exchange Commission Washington, DC 20549 Attn: Ms. Lisa Larkin Re: Bain Capital Specialty Finance, Inc. (the “Company”) File No. 333-237460
Dear Ms. Larkin:
We are writing in response to comments you provided telephonically to Dechert LLP, counsel to the Company, on May 6, 2020 with respect to Pre-Effective Amendment No. 1 to the Registrant’s registration statement filed on Form N-2 (the “Registration Statement”) on May 5, 2020. On behalf of the Registrant, we have summarized your comments below and provided the Registrant’s responses immediately thereafter. The below responses will be reflected in the final prospectus filed pursuant to Rule 497 under the Securities Act of 1933, as amended. Capitalized terms have the meanings attributed to such terms in the Registration Statement.
1. Comment: Please include a statement that the rights offering does not discriminate among stockholders, except for the possible de minimis effect of not offering fractional rights.
Response: The disclosure has been revised accordingly.
2. Comment: Please include a statement that the Company will use its best efforts to ensure an adequate trading market for the rights will exist.
Response: The disclosure has been revised accordingly.
3. Comment: Please include a statement that the Company’s board has made a good faith determination that the rights offering would result in a net benefit to existing stockholders.
Response: The disclosure has been revised accordingly.
4. Comment: Please include a statement that stockholders who do not wish to exercise their rights should consider selling them.
Response: The disclosure has been revised accordingly.
* * * * *
Should you have any questions or comments, please contact the undersigned at 212.698.3525.
Sincerely,
/s/ Richard Horowitz
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CORRESP 1 filename1.htm 1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.dechert.com RICHARD HOROWITZ richard.horowitz@dechert.com +1 212 698 3525 Direct +1 212 698 8452 Fax May 7, 2020 VIA EDGAR Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Ms. Lisa Larkin Re: Bain Capital Specialty Finance, Inc. (the “Company”) File No. 333-237460 Dear Ms. Larkin: We are writing in response to comments you provided telephonically to Dechert LLP, counsel to the Company, on May 6, 2020 with respect to Pre-Effective Amendment No. 1 to the Registrant’s registration statement filed on Form N-2 (the “Registration Statement”) on May 5, 2020. On behalf of the Registrant, we have summarized your comments below and provided the Registrant’s responses immediately thereafter. The below responses will be reflected in the final prospectus filed pursuant to Rule 497 under the Securities Act of 1933, as amended. Capitalized terms have the meanings attributed to such terms in the Registration Statement. 1. Comment: Please include a statement that the rights offering does not discriminate among stockholders, except for the possible de minimis effect of not offering fractional rights. Response: The disclosure has been revised accordingly. 2. Comment: Please include a statement that the Company will use its best efforts to ensure an adequate trading market for the rights will exist. Response: The disclosure has been revised accordingly. 3. Comment: Please include a statement that the Company’s board has made a good faith determination that the rights offering would result in a net benefit to existing stockholders. Response: The disclosure has been revised accordingly. 4. Comment: Please include a statement that stockholders who do not wish to exercise their rights should consider selling them. Response: The disclosure has been revised accordingly. * * * * * Should you have any questions or comments, please contact the undersigned at 212.698.3525. Sincerely, /s/ Richard Horowitz Richard Horowitz 2