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Alger Next Gen Growth Fund Seeks Co-Investment Exemptive Relief

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Summary

The SEC has published notice of an application filed by Alger Next Gen Growth Fund, Fred Alger Management, LLC, Weatherbie Capital, LLC, and certain affiliated entities seeking an order under sections 17(d) and 57(i) of the Investment Company Act of 1940 and rule 17d-1 to permit certain registered closed-end management investment companies and business development companies to co-invest in portfolio companies with each other and with affiliated investment entities, in transactions otherwise prohibited by those statutory provisions. The application was filed September 25, 2025 and amended March 9, 2026. Interested persons may request a hearing on the application by May 12, 2026.

“Applicants request an order to permit certain registered closed-end management investment companies and business development companies to co-invest in portfolio companies with each other and with certain affiliated investment entities.”

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What changed

The application seeks an exemptive order that would allow registered closed-end management investment companies and business development companies to co-invest in portfolio companies alongside each other and affiliated investment entities, transactions currently prohibited under sections 17(d) and 57(a)(4) of the Investment Company Act and rule 17d-1. The relief, if granted, would provide a structured framework for affiliated co-investment activity without requiring individual transaction-by-transaction SEC approval. Affected parties—including other registered closed-end funds, BDCs, and their investment advisers considering similar co-investment arrangements—should monitor this proceeding for potential precedential effect on future exemptive relief applications.

The filing has operational implications for fund managers and BDCs that wish to participate in co-investment opportunities alongside affiliated funds or entities, as the current statutory prohibitions require either costly individual exemptive relief or foregone investment opportunities. If a hearing is not ordered and the SEC grants the relief, similar structured co-investment programs may become more accessible to the broader closed-end fund and BDC industry, reducing regulatory barriers to affiliated deal participation.

Archived snapshot

Apr 21, 2026

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Content

April 17, 2026.

ACTION:

Notice.

Notice of application for an order under sections 17(d) and 57(i) of the Investment Company Act of 1940 (the “Act”) and rule
17d-1 under the Act to permit certain joint transactions otherwise prohibited by sections 17(d) and 57(a)(4) of the Act and
rule 17d-1 under the Act.

Summary of Application:

Applicants request an order to permit certain registered closed-end management investment companies and business development
companies to co-invest in portfolio companies with each other and with certain affiliated investment entities.

Applicants:

Alger Next Gen Growth Fund, Fred Alger Management, LLC, Weatherbie Capital, LLC, and certain affiliated entities identified
on Schedule A to the Application.

Filing Dates:

The application was filed on September 25, 2025 and amended on March 9, 2026.

Hearing or Notification of Hearing:

An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request
a hearing on any application by emailing the SEC's Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below,
or personally or by mail, if a physical address is listed for the relevant Applicant below. The email should include the file
number referenced above. Hearing requests should be received by the Commission by 5:30 p.m. Eastern time on May 12, 2026,
and should be accompanied by proof of service on the Applicants, in the form of an affidavit or, for lawyers, a certificate
of service. Pursuant to rule 0-5 under the Act, hearing requests should state the nature of the writer's interest, any facts
bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who
wish to be notified of a hearing may request notification by emailing the Commission's Secretary at Secretarys-Office@sec.gov.

ADDRESSES:

The Commission: Secretarys-Office@sec.gov. Applicants: Tina Payne, Esq., Fred Alger Management, LLC, 100 Pearl Street, 27th Floor, New York, NY 10004, tpayne@alger.com; Nicole M. Runyan, P.C. and Kim Kaufman, Esq., Kirkland & Ellis LLP, 601 Lexington Avenue, New York, NY 10022, nicole.runyan@kirkland.com and kim.kaufman@kirkland.com.

FOR FURTHER INFORMATION CONTACT:

Kris Easter Guidroz, Senior Counsel, or Adam Large, Senior Special Counsel, at (202) 551-6825 (Division of Investment Management,
Chief Counsel's Office).

SUPPLEMENTARY INFORMATION:

For Applicants' representations, legal analysis, and conditions, please refer to Applicants' amended application filed March
9, 2026, which may be obtained via the Commission's website by searching for the file number at the top of this document,
or for an Applicant using the Company name search field, on the SEC's EDGAR system. The SEC's EDGAR system may be searched
at https://www.sec.gov/search-filings. You may also call the SEC's Office of Investor Education and Advocacy at (202) 551-8090.

For the Commission, by the Division of Investment Management, under delegated authority.

Vanessa A. Countryman, Secretary. [FR Doc. 2026-07763 Filed 4-20-26; 8:45 am] BILLING CODE 8011-01-P

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Named provisions

Section 17(d) Section 57(a)(4) Rule 17d-1

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Last updated

Classification

Agency
SEC
Published
April 17th, 2026
Comment period closes
May 12th, 2026 (21 days)
Instrument
Notice
Branch
Executive
Legal weight
Non-binding
Stage
Final
Change scope
Substantive
Docket
SEC-2026-2452-0001

Who this affects

Applies to
Fund managers Public companies Investors
Industry sector
5239 Asset Management
Activity scope
Co-investment transactions Exemptive relief applications Affiliated investment entities
Geographic scope
United States US

Taxonomy

Primary area
Securities
Operational domain
Regulatory Affairs
Compliance frameworks
Dodd-Frank
Topics
Investment Companies Financial Services

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