Correspondence 0001193125-25-005342 from HPS Corporate Lending Fund (CIK 0001838126)
HPS Corporate Lending Fund (CIK 0001838126)
Date: Jan. 13, 2025 · CIK: 0001838126 · Accession: 0001193125-25-005342
AI Filing Summary & Sentiment
File numbers found in text: 333-283686
Letter
Via Edgar Division of Investment Management Attn: Ms. Anu Dubey Re: HPS Corporate Lending Fund Amendment No. 1 to Registration Statement on Form N-14 File No. 333-283686
Dear Ms. Dubey:
On behalf of HPS Corporate Lending Fund (the “Company”), this letter responds to the comment issued by the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) in a phone call on January 13, 2025 between Anu Dubey of the Staff and Matthew Carter of Dechert LLP, counsel to the Company, relating to the Company’s Amendment No. 1 to the registration statement on Form N-14 that was filed with the SEC on January 10, 2025 (as amended, the “Registration Statement”) and the Company’s response letter submitted on January 10, 2025 (the “Prior Letter”).
For your convenience, the Staff’s comment is included in this letter and is followed by the response of the Company. Capitalized terms used in this letter and not otherwise defined herein shall have the meanings specified in the Registration Statement.
1. Comment: The Staff notes the response to comment #9 in the Prior Letter. Please confirm that the following requested change will be made in a filing pursuant to Rule 424 after acceleration of the Registration Statement: Please confirm that all references to the Section “Certain Material U.S. Federal Income Tax Considerations” are revised to delete “Certain” to conform to the change made on page 42.
Response: As requested, the Company confirms that the requested change will be made throughout the final prospectus to be filed pursuant to Rule 424 by the Company, which will be filed after effectiveness of the Registration Statement.
* * * * * *
January 13, 2025
Page
Should you have any questions regarding this letter, please contact me at (202) 261-3395 or by email at matthew.carter@dechert.com or Thomas Friedmann at (617) 641-7120 or by email at thomas.friedmann@dechert.com.
Sincerely,
/s/ Matthew J. Carter
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CORRESP 1 filename1.htm CORRESP 1900 K Street, NW Washington, DC 20006-1110 +1 202 261 3300 Main +1 202 261 3333 Fax www.dechert.com Matthew J. Carter matthew.carter@dechert.com +1 202 261 3395 Direct +1 202 261 3333 Fax January 13, 2025 Via Edgar U.S. Securities and Exchange Commission Division of Investment Management 100 F Street N.E. Washington DC 20549 Attn: Ms. Anu Dubey Re: HPS Corporate Lending Fund Amendment No. 1 to Registration Statement on Form N-14 File No. 333-283686 Dear Ms. Dubey: On behalf of HPS Corporate Lending Fund (the “Company”), this letter responds to the comment issued by the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC”) in a phone call on January 13, 2025 between Anu Dubey of the Staff and Matthew Carter of Dechert LLP, counsel to the Company, relating to the Company’s Amendment No. 1 to the registration statement on Form N-14 that was filed with the SEC on January 10, 2025 (as amended, the “Registration Statement”) and the Company’s response letter submitted on January 10, 2025 (the “Prior Letter”). For your convenience, the Staff’s comment is included in this letter and is followed by the response of the Company. Capitalized terms used in this letter and not otherwise defined herein shall have the meanings specified in the Registration Statement. 1. Comment: The Staff notes the response to comment #9 in the Prior Letter. Please confirm that the following requested change will be made in a filing pursuant to Rule 424 after acceleration of the Registration Statement: Please confirm that all references to the Section “Certain Material U.S. Federal Income Tax Considerations” are revised to delete “Certain” to conform to the change made on page 42. Response: As requested, the Company confirms that the requested change will be made throughout the final prospectus to be filed pursuant to Rule 424 by the Company, which will be filed after effectiveness of the Registration Statement. * * * * * * January 13, 2025 Page 2 Should you have any questions regarding this letter, please contact me at (202) 261-3395 or by email at matthew.carter@dechert.com or Thomas Friedmann at (617) 641-7120 or by email at thomas.friedmann@dechert.com. Sincerely, /s/ Matthew J. Carter Matthew J. Carter cc: Michael Patterson, HPS Corporate Lending Fund Grishma Parekh, HPS Corporate Lending Fund Robert Busch, HPS Corporate Lending Fund Thomas J. Friedmann, Dechert LLP Nadeea Zakharia, Dechert LLP