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Cypress Creek Private Strategies Master Fund Co-Investment Order Application

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Summary

The SEC published notice of an application by Cypress Creek Private Strategies Master Fund, L.P. and affiliated entities requesting an order under sections 17(d) and 57(i) of the Investment Company Act of 1940 and rule 17d-1. The application seeks to permit business development companies (BDCs) and closed-end management investment companies to co-invest in portfolio companies with each other and with affiliated investment entities. The application (File No. 812-15899) was filed September 16, 2025 and amended March 5, 2026.

Published by Securities and Exchange Commission on federalregister.gov . Detected, standardized, and enriched by GovPing. Review our methodology and editorial standards .

What changed

The SEC published notice of an application filed by Cypress Creek Private Strategies Master Fund, L.P., Endowment Advisers L.P. (d/b/a Cypress Creek Partners), and certain affiliated entities seeking exemptive relief under the Investment Company Act of 1940. The applicants request an order permitting BDCs and closed-end management investment companies to co-invest in portfolio companies with each other and with affiliated investment entities, which would otherwise be prohibited under sections 17(d) and 57(a)(4) and rule 17d-1.

Interested persons may request a hearing on the application by emailing the SEC Secretary by 5:30 p.m. Eastern time on April 27, 2026. The application may be obtained via the SEC's EDGAR system using File No. 812-15899. This is a standard exemptive relief notice; no compliance obligations arise from the notice itself. Fund managers and investors involved with BDCs or closed-end investment companies may wish to review the application to assess potential impact on co-investment practices.

What to do next

  1. Review the amended application on SEC EDGAR (File No. 812-15899) to assess impact on co-investment practices
  2. Submit hearing requests or comments to SEC by April 27, 2026 if interested in the application outcome
  3. Contact legal counsel if co-investment arrangements with affiliated entities require this relief

Archived snapshot

Apr 3, 2026

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Notice

Cypress Creek Private Strategies Master Fund, L.P., et al.

A Notice by the Securities and Exchange Commission on 04/03/2026

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  • Public Inspection Published Document: 2026-06546 (91 FR 17018) Document Headings ###### Securities and Exchange Commission
  1. [Investment Company Act Release No. 36074; File No. 812-15899] April 1, 2026. # AGENCY:

Securities and Exchange Commission (“Commission” or “SEC”).

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 business development companies (“BDCs”) and closed-end management investment companies to co-invest in portfolio companies with each other and with certain affiliated investment entities.

APPLICANTS:

Cypress Creek Private Strategies Master Fund, L.P., Endowment Advisers, L.P., d/b/a Cypress Creek Partners, and certain of their affiliated entities as described in Appendix A to the application.

FILING DATES:

The application was filed on September 16, 2025 and amended on March 5, 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 April 27, 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: Cal J. Gilmartin, K&L Gates LLP, cal.gilmartin@klgates.com, with a copy to Cypress Creek Private Strategies Master Fund L.P., c/o William P. Prather III, 712 W 34th Street, Suite 201, Austin, TX 78705.

FOR FURTHER INFORMATION CONTACT:

Jill Ehrlich, 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 5, 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.

Sherry R. Haywood,

Assistant Secretary.

[FR Doc. 2026-06546 Filed 4-2-26; 8:45 am]

BILLING CODE 8011-01-P

Published Document: 2026-06546 (91 FR 17018)

CFR references

17 CFR 270.17d-1 17 CFR 270.0-5

Named provisions

Sections 17(d) and 57(a)(4) of the Investment Company Act Rule 17d-1

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Last updated

Classification

Agency
Securities and Exchange Commission
Published
April 3rd, 2026
Comment period closes
April 27th, 2026 (10 days)
Instrument
Notice
Legal weight
Non-binding
Stage
Final
Change scope
Minor
Document ID
91 FR 17018 / Investment Company Act Release No. 36074
Docket
Investment Company Act Release No. 36074 File No. 812-15899

Who this affects

Applies to
Fund managers Investors Financial advisers
Industry sector
5239 Asset Management 5231 Securities & Investments
Activity scope
Exemptive Relief Applications Co-Investment Transactions Business Development Company Investments
Geographic scope
United States US

Taxonomy

Primary area
Securities
Operational domain
Compliance, Legal
Compliance frameworks
Dodd-Frank
Topics
Investment Companies Business Development Companies

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