Correspondence 0001133228-24-003008 from Great Elm Capital Corp. (GECC, GECCI, GECCM, GECCO, GECCZ) (CIK 0001675033) (GECC)
Great Elm Capital Corp. (GECC, GECCI, GECCM, GECCO, GECCZ) (CIK 0001675033)
Date: April 2, 2024 · CIK: 0001675033 · Accession: 0001133228-24-003008
AI Filing Summary & Sentiment
File numbers found in text: 333-277557
Letter
VIA EDGAR Division of Investment Management Re: Great Elm Capital Corp. Registration Statement on Form N-2 Filed February 29, 2024 File No. 333-277557
Dear Ms. O’Neal and Ms. Fettig:
Great Elm Capital Corp. (“GECC”) submits this letter in response to the oral comments of the staff (the “Staff”) of the Division of Investment Management of the U.S. Securities and Exchange Commission received by telephone on March 28, 2024, relating to GECC’s Registration Statement on Form N-2 (the “Registration Statement”) filed on February 29, 2024.
Simultaneously herewith, GECC has filed Pre-Effective Amendment No. 1 to the Registration Statement (the “Amended Registration Statement”).
Management’s Discussion and Analysis of Financial Condition and Results of Operations, Page 58
1. Please clarify GECC’s current ownership percentage of Great Elm Specialty Finance, LLC.
RESPONSE: In response to the Staff’s comment, GECC has revised its disclosure in the Amended Registration Statement to clarify that it currently owns approximately 87.5% of Great Elm Specialty Finance, LLC.
* * * * *
U.S. Securities and Exchange Commission
Division of Investment Management
April 2, 2024
Page 2
GECC believes that the information contained in this response letter, together with the Amended Registration Statement, is responsive to the oral comments received from the Staff on March 28, 2024.
Should you have any questions, please contact Rory T. Hood at Jones Day at (212) 326-3814 or by email: rhood@jonesday.com.
Thank you for your attention to this matter.
Very truly yours,
/s/ Adam M.
Kleinman
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CORRESP
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April 2, 2024
VIA EDGAR
Ms. Deborah O’Neal
Ms. Christina DiAngelo Fettig
U.S. Securities and Exchange Commission
Division of Investment Management
100 F Street N.E.
Washington, D.C. 20549
Re:
Great Elm Capital Corp.
Registration Statement on Form N-2
Filed February 29, 2024
File No. 333-277557
Dear Ms. O’Neal and Ms. Fettig:
Great Elm Capital Corp.
(“GECC”) submits this letter in response to the oral comments of the staff (the “Staff”) of the Division
of Investment Management of the U.S. Securities and Exchange Commission received by telephone on March 28, 2024, relating to GECC’s
Registration Statement on Form N-2 (the “Registration Statement”) filed on February 29, 2024.
Simultaneously herewith,
GECC has filed Pre-Effective Amendment No. 1 to the Registration Statement (the “Amended Registration Statement”).
Management’s Discussion and Analysis
of Financial Condition and Results of Operations, Page 58
1. Please clarify GECC’s current ownership
percentage of Great Elm Specialty Finance, LLC.
RESPONSE: In response
to the Staff’s comment, GECC has revised its disclosure in the Amended Registration Statement to clarify that it currently owns
approximately 87.5% of Great Elm Specialty Finance, LLC.
* * * * *
U.S. Securities and Exchange Commission
Division of Investment Management
April 2, 2024
Page 2
GECC believes that the information
contained in this response letter, together with the Amended Registration Statement, is responsive to the oral comments received from
the Staff on March 28, 2024.
Should you have any questions,
please contact Rory T. Hood at Jones Day at (212) 326-3814 or by email: rhood@jonesday.com.
Thank you for your attention
to this matter.
Very truly yours,
/s/ Adam M.
Kleinman
Adam M. Kleinman
Chief Compliance Officer and Secretary
cc:
Rory T. Hood
Jones Day