SEC Company Response from Franklin BSP Private Credit Fund (CIK 0001794041) — Sep 28, 2022
Franklin BSP Private Credit Fund (CIK 0001794041)
Date: Sept. 28, 2022 · CIK: 0001794041 · Accession: 0001104659-22-103748
AI Filing Summary & Sentiment
File numbers found in text: 333-234759, 811-23492
Letter
VIA EDGAR Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Ms. Karen Rossotto, Esq. and Mr. Jeffrey Long Re: Franklin BSP Private Credit Fund, File No. 811-23492, 333-234759 (the “Fund”)
Dear Ms. Rossotto:
This letter responds to comments provided to Thomas Friedmann, Jonathan Gaines and Thomas Cheeseman of Dechert LLP in telephonic discussions on September 22, 2022 and September 27, 2022 with respect to Pre-Effective Amendment No. 4 to the Registrant’s registration statement (the “Registration Statement”) filed on Form N-2 under the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940, as amended (the “1940 Act”), on August 19, 2022 on behalf of the Fund, a non-diversified, closed-end management investment company. The Fund has considered your comments and has authorized us, on its behalf, to make the responses and changes discussed below to the Registration Statement.
On behalf of the Fund, set forth below are the SEC staff’s comments along with our responses to or any supplemental explanations of such comments, as requested.
1. Comment: The Securities and Exchange Commission has taken the position that Accounting Standards Codification Topic 450, Contingencies (“ASC 450”) requires the deferred adviser recoupment contemplated in the Registration Statement to occur within three years of incurrence of the expense or to account for the possible recoupment as a liability.
Response: The disclosure and associated expense limitation agreement have been revised to only allow for deferred adviser recoupments within three years of incurrence of the expense.
* * * * *
Should you have any questions or comments, please contact the undersigned at 617.728.7120.
Sincerely,
/s/ Thomas J. Friedmann
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CORRESP
1
filename1.htm
100 Oliver
Street, 40th Floor
Boston, MA 02110
+1 617 728 7100 Main
+1 617 426 6567 Fax
www.dechert.com
Thomas Friedmann
thomas.friedmann@dechert.com
+1 617 728 7120 Direct
September 28, 2022
VIA EDGAR
Division of Investment Management
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Attn: Ms. Karen Rossotto, Esq. and Mr. Jeffrey Long
Re: Franklin BSP Private Credit Fund, File No. 811-23492, 333-234759 (the “Fund”)
Dear Ms. Rossotto:
This letter responds to comments provided to Thomas
Friedmann, Jonathan Gaines and Thomas Cheeseman of Dechert LLP in telephonic discussions on September 22, 2022 and September 27,
2022 with respect to Pre-Effective Amendment No. 4 to the Registrant’s registration statement (the “Registration Statement”)
filed on Form N-2 under the Securities Act of 1933, as amended (the “1933 Act”), and the Investment Company Act of 1940,
as amended (the “1940 Act”), on August 19, 2022 on behalf of the Fund, a non-diversified, closed-end management investment
company. The Fund has considered your comments and has authorized us, on its behalf, to make the responses and changes discussed below
to the Registration Statement.
On behalf of the Fund, set forth below are the
SEC staff’s comments along with our responses to or any supplemental explanations of such comments, as requested.
1. Comment: The Securities and Exchange Commission has taken the position that Accounting Standards
Codification Topic 450, Contingencies (“ASC 450”) requires the deferred adviser recoupment contemplated in the Registration
Statement to occur within three years of incurrence of the expense or to account for the possible recoupment as a liability.
Response:
The disclosure and associated expense limitation agreement have been revised to only allow for deferred adviser recoupments within three
years of incurrence of the expense.
* * * * *
Should
you have any questions or comments, please contact the undersigned at 617.728.7120.
Sincerely,
/s/ Thomas J. Friedmann
Thomas J. Friedmann