Corporate Capital Trust, Inc., et al., 10941-10942 [2018-05072]

Download as PDF Federal Register / Vol. 83, No. 49 / Tuesday, March 13, 2018 / Notices amozie on DSK30RV082PROD with NOTICES Holding Period, it would be critically important that the firm be able to cancel its orders from Nasdaq and re-allocate those shares to other venues.96 This commenter stated that it does not believe any market participants would be harmed in such a circumstance.97 In Amendment No. 2, the Exchange responded that MELOs may be cancelled at any time, including during the Holding Period, to allow members to effectively manage risk.98 The Exchange also acknowledged that the potential exists for some participants to use MELOs in a way that conflicts with the stated intention of the order type to allow longer term investors the opportunity to safely find like-minded counterparties at the midpoint on Nasdaq.99 For this reason, the Exchange represented that MELOs would be subject to real-time surveillance to determine if the order type is being abused by market participants.100 The Exchange also stated that it plans to implement a process, at the same time as the implementation of MELOs, to monitor the use of MELOs, with the intent to apply additional measures, as necessary, to ensure that their usage is appropriately tied to the intent of the order type.101 According to the Exchange, this process may include metrics tied to participant behavior, such as the percentage of MELOs cancelled prior to completion of the Holding Period, the average duration of MELOs, and the percentage of MELOs where the NBBO midpoint is within the limit price when received.102 The Exchange stated that manipulative abuse is subject to potential disciplinary action under the Exchange’s rules, and other behavior that frustrates the purposes of the MELO order type may be subject to penalties or other requirements to discourage such behavior, should it occur.103 The Commission believes that the Exchange’s proposed measures are reasonably designed to deter potential improper use of the proposed MELO order type. In particular, the Commission notes that the Exchange has represented that it will conduct realtime surveillance to monitor the use of MELOs and ensure that such usage is appropriately tied to the intent of the order type.104 Moreover, importantly, the Exchange will measure the metrics 96 See id. id. 98 See Amendment No. 2 at 8. 99 See id. at 22. 100 See id. 101 See id. 102 See id. 103 See id. at 23. 104 See id. at 22–23. 97 See VerDate Sep<11>2014 17:47 Mar 12, 2018 noted above that reflect participant behavior with respect to MELOs, such as the percentage of a participant’s MELOs that are cancelled prior to the completion of the Holding Period.105 As the Exchange represented in its filing, the Commission expects the Exchange to continue to evaluate whether additional measures may be necessary to ensure that MELOs are used in a manner consistent with the intended purpose of the order type.106 IV. Solicitation of Comments on Amendment No. 3 to the Proposed Rule Change Interested persons are invited to submit written data, views, and arguments concerning whether Amendment No. 3 is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission’s internet comment form (http://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– NASDAQ–2017–074 on the subject line. Paper Comments • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549–1090. All submissions should refer to File Number SR–NASDAQ–2017–074. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission’s internet website (http://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for website viewing and printing in the Commission’s Public Reference Room, 100 F Street NE, Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of the filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change. Persons submitting comments are cautioned that we do not redact or edit personal identifying information from comment submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–NASDAQ–2017–074, and should be submitted on or before April 3, 2018. V. Accelerated Approval of Proposed Rule Change, as Modified by Amendment Nos. 1, 2, and 3 The Commission finds good cause to approve the proposed rule change, as modified by Amendment Nos. 1, 2, and 3, prior to the thirtieth day after the date of publication of notice of the filing of Amendment No. 3 in the Federal Register. As discussed above, in Amendment No. 3, the Exchange proposed to provide on Nasdaqtrader.com certain delayed aggregated volume statistics for MELOs executed on the Exchange. The Commission notes that Amendment No. 3 is designed to provide transparency regarding MELO executions on the Exchange. Accordingly, the Commission finds good cause, pursuant to Section 19(b)(2) of the Act,107 to approve the proposed rule change, as modified by Amendment Nos. 1, 2, and 3, on an accelerated basis. VI. Conclusion It is therefore ordered, pursuant to Section 19(b)(2) of the Act,108 that the proposed rule change (SR–NASDAQ– 2017–074), as modified by Amendment Nos. 1, 2, and 3 be, and hereby is, approved on an accelerated basis. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.109 Brent J. Fields, Secretary. [FR Doc. 2018–04979 Filed 3–12–18; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 33043; 812–14882] Corporate Capital Trust, Inc., et al. March 8, 2018. Securities and Exchange Commission (‘‘Commission’’). ACTION: Notice. AGENCY: 107 15 105 See id. at 22. 106 See id. Jkt 244001 PO 00000 Frm 00119 Fmt 4703 U.S.C. 78s(b)(2). 108 Id. 109 17 Sfmt 4703 10941 E:\FR\FM\13MRN1.SGM CFR 200.30–3(a)(12). 13MRN1 amozie on DSK30RV082PROD with NOTICES 10942 Federal Register / Vol. 83, No. 49 / Tuesday, March 13, 2018 / Notices Notice of application for an order to amend a prior order under sections 17(d) and 57(i) of the Investment Company Act of 1940 (the ‘‘Act’’) and rule 17d–1 under the Act permitting 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 amend a prior order that permits certain business development companies (‘‘BDCs’’) and registered closed-end investment companies (‘‘closed-end funds’’) to coinvest in portfolio companies with each other and with affiliated investment funds and accounts. Applicants: Corporate Capital Trust, Inc. (‘‘CCT I’’), a BDC; Corporate Capital Trust II (‘‘CCT II’’), a BDC; KKR Income Opportunities Fund (‘‘KIO’’), a closedend fund; FS/KKR Advisor, LLC (‘‘FS/ KKR Advisor’’); KKR Credit Advisors (US) LLC (‘‘KKR Credit’’); the investment advisory subsidiaries and relying advisers of KKR Credit set forth on Schedule A to the application (collectively, with FS/KKR Advisor and KKR Credit, the ‘‘Existing KKR Credit Advisers’’); KKR Capital Markets Holdings L.P. and its capital markets subsidiaries and other indirect, whollyor majority-owned subsidiaries of KKR & Co. L.P. (‘‘KKR’’) set forth on Schedule A to the application (collectively, the ‘‘KCM Companies’’); KKR Financial Holdings LLC (‘‘KFN’’) and its wholly-owned subsidiaries set forth on Schedule A to the application (together with wholly-owned subsidiaries of KFN that may be formed in the future, the ‘‘KFN Subsidiaries.’’); and the Existing Affiliated Funds set forth on Schedule A to the application. Filing Dates: The application was filed on March 6, 2018. 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 by writing to the Commission’s Secretary and serving applicants with a copy of the request, personally or by mail. Hearing requests should be received by the Commission by 5:30 p.m. on April 2, 2018, and should be accompanied by proof of service on applicants, in the form of an affidavit or, for lawyers, a certificate of service. Hearing requests should state the nature of the writer’s interest, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by writing to the Commission’s Secretary. ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F St. VerDate Sep<11>2014 17:47 Mar 12, 2018 Jkt 244001 NE, Washington, DC 20549–1090. Applicants: 555 California Street 50th Floor, San Francisco, CA 94104 FOR FURTHER INFORMATION CONTACT: Bruce MacNeil, Senior Counsel, at (202) 551–6817 or David J. Marcinkus, Branch Chief, at (202) 551–6821 (Division of Investment Management, Chief Counsel’s Office). SUPPLEMENTARY INFORMATION: The following is a summary of the application. The complete application may be obtained via the Commission’s website by searching for the file number, or for an applicant using the Company name box, at http:// www.sec.gov/search/search.htm or by calling (202) 551–8090. Applicants’ Representations: 1. On June 19, 2017, the Applicants received an order under Sections 17(d) and 57(i) of the Act and Rule 17d–1 thereunder, permitting certain joint transactions that otherwise may be prohibited by Sections 17(d) and 57(a)(4) and Rule 17d–1 (the ‘‘Prior Order’’).1 Unless stated otherwise, defined terms used in the application have the meanings provided in the application for the Prior Order (the ‘‘Prior Application’’). 2. The Applicants seek an order (the ‘‘Order’’) to amend the Prior Order to extend the relief granted therein to Future Regulated Entities whose investment adviser is a KKR Credit Adviser.2 Applicants also seek to amend the Prior Order to add FS/KKR Advisor as an Applicant and to remove CNL Fund Advisors Company and CNL Fund Advisors II, LLC as Applicants.3 3. FS/KKR Advisor is a Delaware limited liability company, and, prior to relying on the requested relief, will be registered as an investment adviser under the Advisers Act and controlled by KKR Credit. 4. Applicants state that the legal analysis in the Prior Application is equally applicable to this application. Applicants’ Conditions: If the Order is granted, the Conditions of the Prior Order, as stated in the Prior Application, will remain in effect. 1 Corporate Capital Trust, Inc., et al. (File No. 812–14408), Investment Company Act Release Nos. 32642 (May 22, 2017) (notice) and 32683 (June 19, 2017) (order). 2 Per the Order, the term ‘‘Future Regulated Entity’’ would mean a closed-end management investment company (a) that is registered under the Act or has elected to be regulated as a BDC and (b) whose investment adviser is a KKR Credit Adviser that is registered as an investment adviser under the Investment Advisers Act of 1940 (the ‘‘Advisers Act’’). 3 CNL Fund Advisors Company and CNL Fund Advisors II, LLC currently serve as investment adviser to CCT I and CCT II, respectively. PO 00000 Frm 00120 Fmt 4703 Sfmt 4703 For the Commission, by the Division of Investment Management, under delegated authority. Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018–05072 Filed 3–12–18; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 33042; 812–14849] Nationwide Fund Advisors and ETF Series Solutions March 8, 2018. Securities and Exchange Commission (‘‘Commission’’). ACTION: Notice. AGENCY: Notice of an application for an order under section 6(c) of the Investment Company Act of 1940 (the ‘‘Act’’) for an exemption from sections 2(a)(32), 5(a)(1), 22(d), and 22(e) of the Act and rule 22c–1 under the Act, under sections 6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the Act, and under section 12(d)(1)(J) of the Act for an exemption from sections 12(d)(1)(A) and 12(d)(1)(B) of the Act. The requested order would permit (a) activelymanaged series of certain open-end management investment companies (‘‘Funds’’) to issue shares redeemable in large aggregations only (‘‘Creation Units’’); (b) secondary market transactions in Fund shares to occur at negotiated market prices rather than at net asset value (‘‘NAV’’); (c) certain Funds to pay redemption proceeds, under certain circumstances, more than seven days after the tender of shares for redemption; (d) certain affiliated persons of a Fund to deposit securities into, and receive securities from, the Fund in connection with the purchase and redemption of Creation Units; (e) certain registered management investment companies and unit investment trusts outside of the same group of investment companies as the Funds (‘‘Funds of Funds’’) to acquire shares of the Funds; and (f) certain Funds (‘‘Feeder Funds’’) to create and redeem Creation Units in-kind in a master-feeder structure. APPLICANTS: Nationwide Fund Advisors (the ‘‘Initial Adviser’’), a business trust organized under the laws of the state of Delaware registered as an investment adviser under the Investment Advisers Act of 1940, ETF Series Solutions (the ‘‘Trust’’), a Delaware statutory trust registered under the Act as an open-end E:\FR\FM\13MRN1.SGM 13MRN1

Agencies

[Federal Register Volume 83, Number 49 (Tuesday, March 13, 2018)]
[Notices]
[Pages 10941-10942]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-05072]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 33043; 812-14882]


Corporate Capital Trust, Inc., et al.

March 8, 2018.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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[[Page 10942]]

    Notice of application for an order to amend a prior order under 
sections 17(d) and 57(i) of the Investment Company Act of 1940 (the 
``Act'') and rule 17d-1 under the Act permitting 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 amend a prior 
order that permits certain business development companies (``BDCs'') 
and registered closed-end investment companies (``closed-end funds'') 
to co-invest in portfolio companies with each other and with affiliated 
investment funds and accounts.
    Applicants: Corporate Capital Trust, Inc. (``CCT I''), a BDC; 
Corporate Capital Trust II (``CCT II''), a BDC; KKR Income 
Opportunities Fund (``KIO''), a closed-end fund; FS/KKR Advisor, LLC 
(``FS/KKR Advisor''); KKR Credit Advisors (US) LLC (``KKR Credit''); 
the investment advisory subsidiaries and relying advisers of KKR Credit 
set forth on Schedule A to the application (collectively, with FS/KKR 
Advisor and KKR Credit, the ``Existing KKR Credit Advisers''); KKR 
Capital Markets Holdings L.P. and its capital markets subsidiaries and 
other indirect, wholly- or majority-owned subsidiaries of KKR & Co. 
L.P. (``KKR'') set forth on Schedule A to the application 
(collectively, the ``KCM Companies''); KKR Financial Holdings LLC 
(``KFN'') and its wholly-owned subsidiaries set forth on Schedule A to 
the application (together with wholly-owned subsidiaries of KFN that 
may be formed in the future, the ``KFN Subsidiaries.''); and the 
Existing Affiliated Funds set forth on Schedule A to the application.
    Filing Dates: The application was filed on March 6, 2018.
    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 by writing to the Commission's 
Secretary and serving applicants with a copy of the request, personally 
or by mail. Hearing requests should be received by the Commission by 
5:30 p.m. on April 2, 2018, and should be accompanied by proof of 
service on applicants, in the form of an affidavit or, for lawyers, a 
certificate of service. Hearing requests should state the nature of the 
writer's interest, the reason for the request, and the issues 
contested. Persons who wish to be notified of a hearing may request 
notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F 
St. NE, Washington, DC 20549-1090. Applicants: 555 California Street 
50th Floor, San Francisco, CA 94104

FOR FURTHER INFORMATION CONTACT: Bruce MacNeil, Senior Counsel, at 
(202) 551-6817 or David J. Marcinkus, Branch Chief, at (202) 551-6821 
(Division of Investment Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained via the 
Commission's website by searching for the file number, or for an 
applicant using the Company name box, at http://www.sec.gov/search/search.htm or by calling (202) 551-8090.
    Applicants' Representations:
    1. On June 19, 2017, the Applicants received an order under 
Sections 17(d) and 57(i) of the Act and Rule 17d-1 thereunder, 
permitting certain joint transactions that otherwise may be prohibited 
by Sections 17(d) and 57(a)(4) and Rule 17d-1 (the ``Prior Order'').\1\ 
Unless stated otherwise, defined terms used in the application have the 
meanings provided in the application for the Prior Order (the ``Prior 
Application'').
---------------------------------------------------------------------------

    \1\ Corporate Capital Trust, Inc., et al. (File No. 812-14408), 
Investment Company Act Release Nos. 32642 (May 22, 2017) (notice) 
and 32683 (June 19, 2017) (order).
---------------------------------------------------------------------------

    2. The Applicants seek an order (the ``Order'') to amend the Prior 
Order to extend the relief granted therein to Future Regulated Entities 
whose investment adviser is a KKR Credit Adviser.\2\ Applicants also 
seek to amend the Prior Order to add FS/KKR Advisor as an Applicant and 
to remove CNL Fund Advisors Company and CNL Fund Advisors II, LLC as 
Applicants.\3\
---------------------------------------------------------------------------

    \2\ Per the Order, the term ``Future Regulated Entity'' would 
mean a closed-end management investment company (a) that is 
registered under the Act or has elected to be regulated as a BDC and 
(b) whose investment adviser is a KKR Credit Adviser that is 
registered as an investment adviser under the Investment Advisers 
Act of 1940 (the ``Advisers Act'').
    \3\ CNL Fund Advisors Company and CNL Fund Advisors II, LLC 
currently serve as investment adviser to CCT I and CCT II, 
respectively.
---------------------------------------------------------------------------

    3. FS/KKR Advisor is a Delaware limited liability company, and, 
prior to relying on the requested relief, will be registered as an 
investment adviser under the Advisers Act and controlled by KKR Credit.
    4. Applicants state that the legal analysis in the Prior 
Application is equally applicable to this application.
    Applicants' Conditions:
    If the Order is granted, the Conditions of the Prior Order, as 
stated in the Prior Application, will remain in effect.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-05072 Filed 3-12-18; 8:45 am]
BILLING CODE 8011-01-P