Calamos Investment Trust, et al., 28160-28161 [2021-10960]
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28160
Federal Register / Vol. 86, No. 99 / Tuesday, May 25, 2021 / Notices
39 CFR part 3040, subpart B. Comment
deadline(s) for each request appear in
section II.
II. Docketed Proceeding(s)
1. Docket No(s).: MC2021–93 and
CP2021–96; Filing Title: USPS Request
to Add Priority Mail Contract 701 to
Competitive Product List and Notice of
Filing Materials Under Seal; Filing
Acceptance Date: May 19, 2021; Filing
Authority: 39 CFR 3035.105; Public
Representative: Kenneth R. Moeller;
Comments Due: May 27, 2021.
This Notice will be published in the
Federal Register.
Jennie L. Jbara,
Alternate Certifying Officer.
[FR Doc. 2021–10977 Filed 5–24–21; 8:45 am]
BILLING CODE 7710–FW–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
34273; File No. 812–15173]
Calamos Investment Trust, et al.
May 19, 2021.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
jbell on DSKJLSW7X2PROD with NOTICES
Notice of an application for an order
pursuant to: (a) Section 6(c) of the
Investment Company Act of 1940
(‘‘Act’’) granting an exemption from
sections 18(f) and 21(b) of the Act; (b)
section 12(d)(1)(J) of the Act granting an
exemption from section 12(d)(l) of the
Act; (c) sections 6(c) and 17(b) of the
Act granting an exemption from sections
17(a)(1), 17(a)(2) and 17(a)(3) of the Act;
and (d) section 17(d) of the Act and rule
17d–l under the Act to permit certain
joint arrangements and transactions.
Applicants request an order that would
permit certain registered management
investment companies to participate in
a joint lending and borrowing facility.
APPLICANTS: Calamos Investment Trust
(‘‘Calamos’’), registered under the Act as
an open-end management investment
company on behalf of all existing
series; 1 and Calamos Advisors LLC
(‘‘CAI’’), registered as an investment
adviser under the Investment Advisers
Act of 1940.
1 Certain of the Funds (defined below) may be
money market funds that comply with Rule 2a–7
under the Act (each a ‘‘Money Market Fund’’). None
of the existing Funds is a Money Market Fund, but
if Money Market Funds rely on this relief in the
future, they typically will not participate as
borrowers because such Funds rarely need to
borrow cash to meet redemptions.
VerDate Sep<11>2014
18:09 May 24, 2021
Jkt 253001
The application was filed
on October 26, 2020 and amended on
February 2, 2021.
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 emailing the
Commission’s Secretary at SecretarysOffice@sec.gov and serving applicants
with a copy of the request by email.
Hearing requests should be received by
the Commission by 5:30 p.m. on June
14, 2021 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 SecretarysOffice@sec.gov.
ADDRESSES: The Commission:
Secretarys-Office@sec.gov. Applicants: J.
Christopher Jackson, cjackson@
calamos.com (with a copy to Paulita
Pike, Esq., paulita.pike@ropesgray.com,
and to Rita Rubin, Esq., rita.rubin@
ropesgray.com).
FILING DATES:
FOR FURTHER INFORMATION CONTACT:
Harry Eisenstein, Senior Special
Counsel, at (202) 551–6764 and Holly
Hunter-Ceci, Assistant Chief Counsel, at
(202) 551–6825 (Division of lnvestment
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 an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
Summary of the Application:
1. Applicants request an order that
would permit the applicants to
participate in an interfund lending
facility where each Fund could lend
money directly to and borrow money
directly from other Funds to cover
unanticipated cash shortfalls, such as
unanticipated redemptions or trade
fails.2 The Funds will not borrow under
2 Applicants request that the order apply to the
Applicants and to any existing or future registered
open-end management investment company or
series thereof for which CAL or any successor
thereto or an investment adviser controlling,
controlled by, or under common control (within the
meaning of Section 2(a)(9) of the Act) with CAL or
any successor thereto serves as investment adviser
PO 00000
Frm 00108
Fmt 4703
Sfmt 4703
the facility for leverage purposes and
the loans’ duration will be no more than
seven days.3
2. Applicants anticipate that the
proposed facility would provide a
borrowing Fund with a source of
liquidity at a rate lower than the bank
borrowing rate at times when the cash
position of the Fund is insufficient to
meet temporary cash requirements. In
addition, Funds making short-term cash
loans directly to other Funds would
earn interest at a rate higher than they
otherwise could obtain from investing
their cash in repurchase agreements or
certain other short-term money market
instruments. Thus, applicants assert that
the facility would benefit both
borrowing and lending Funds.
3. Applicants agree that any order
granting the requested relief will be
subject to the terms and conditions
stated in the application. Among others,
the Adviser, through certain members of
the Adviser’ administrative and other
personnel (the ‘‘InterFund Program
Team’’), would administer the facility as
a disinterested fiduciary as part of its
duties under the investment
management agreements with each
Fund and would receive no additional
fee as compensation for its services in
connection with the administration of
the facility. The facility would be
subject to oversight and certain
approvals by the Funds’ Boards,
including, among others, approval of the
interest rate formula and of the method
for allocating loans across Funds, as
well as review of the process in place to
evaluate the liquidity implications for
the Funds. A Fund’s aggregate
outstanding interfund loans will not
exceed 15% of its current net assets, and
the Fund’s loans to any one Fund will
not exceed 5% of the lending Fund’s net
assets.4
4. Applicants assert that the facility
does not raise the concerns underlying
section 12(d)(l) of the Act given that the
Funds are part of the same group of
investment companies and there will be
no duplicative costs or fees to the
Funds.5 Applicants also assert that the
(each such investment adviser entity being included
in the term ‘‘Adviser,’’ and each such investment
company, or series thereof, a ‘‘Fund’’ and
collectively the ‘‘Funds’’). For purposes of the
requested order, ‘‘successor’’ is limited to any entity
that results from a reorganization into another
jurisdiction or a change in the type of a business
organization.
3 Any Fund, however, will be able to call a loan
on one business day’s notice.
4 Under certain circumstances, a borrowing Fund
will be required to pledge collateral to secure the
loan.
5 Applicants state that the obligation to repay an
interfund loan could be deemed to constitute a
security for the purposes of sections 17(a)(1) and
12(d)(1) of the Act.
E:\FR\FM\25MYN1.SGM
25MYN1
jbell on DSKJLSW7X2PROD with NOTICES
Federal Register / Vol. 86, No. 99 / Tuesday, May 25, 2021 / Notices
proposed transactions do not raise the
concerns underlying sections 17(a)(l),
17(a)(3), 17(d) and 21(b) of the Act as
the Funds would not engage in lending
transactions that unfairly benefit
insiders or are detrimental to the Funds.
Applicants state that the facility will
offer both reduced borrowing costs and
enhanced returns on loaned funds to all
participating Funds and each Fund
would have an equal opportunity to
borrow and lend on equal terms based
on an interest rate formula that is
objective and verifiable. With respect to
the relief from section 17(a)(2) of the
Act, applicants note that any collateral
pledged to secure an interfund loan
would be subject to the same conditions
imposed by any other lender to a Fund
that imposes conditions on the quality
of or access to collateral for a borrowing
(if the lender is another Fund) or the
same or better conditions (in any other
circumstance).6
5. Applicants also believe that the
limited relief from section 18(f)(1) of the
Act that is necessary to implement the
facility (because the lending Funds are
not banks) is appropriate in light of the
conditions and safeguards described in
the application and because the openend Funds would remain subject to the
requirement of section 18(f)(1) that all
borrowings of the open-end Fund,
including combined interfund loans and
bank borrowings, have at least 300%
asset coverage.
6. Section 6(c) of the Act permits the
Commission to exempt any persons or
transactions from any provision of the
Act if such exemption is necessary or
appropriate in the public interest and
consistent with the protection of
investors and the purposes fairly
intended by the policy and provisions of
the Act. Section 12(d)(l)(J) of the Act
provides that the Commission may
exempt any person, security, or
transaction, or any class or classes of
persons, securities, or transactions, from
any provision of section 12(d)(l) if the
exemption is consistent with the public
interest and the protection of investors.
Section 17(b) of the Act authorizes the
Commission to grant an order
permitting a transaction otherwise
prohibited by section 17(a) if it finds
that (a) the terms of the proposed
transaction are fair and reasonable and
do not involve overreaching on the part
of any person concerned; (b) the
proposed transaction is consistent with
the policies of each registered
investment company involved; and (c)
6 Applicants state that any pledge of securities to
secure an interfund loan could constitute a
purchase of securities for purposes of section
17(a)(2) of the Act.
VerDate Sep<11>2014
18:09 May 24, 2021
Jkt 253001
the proposed transaction is consistent
with the general purposes of the Act.
Rule 17d–l(b) under the Act provides
that in passing upon an application filed
under the rule, the Commission will
consider whether the participation of
the registered investment company in a
joint enterprise, joint arrangement or
profit sharing plan on the basis
proposed is consistent with the
provisions, policies and purposes of the
Act and the extent to which such
participation is on a basis different from
or less advantageous than that of the
other participants.
For the Commission, by the Division of
Investment Management, under delegated
authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–10960 Filed 5–24–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–91937; File No. SR–FINRA–
2021–010]
Self-Regulatory Organizations;
Financial Industry Regulatory
Authority, Inc.; Notice of Filing of a
Proposed Rule Change To Amend the
Requirements for Covered Agency
Transactions Under FINRA Rule 4210
(Margin Requirements) as Approved
Pursuant to SR–FINRA–2015–036
May 19, 2021.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on May 7,
2021, the Financial Industry Regulatory
Authority, Inc. (‘‘FINRA’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I, II,
and III below, which Items have been
prepared by FINRA. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
FINRA is proposing to amend the
requirements for Covered Agency
Transactions under FINRA Rule 4210
(Margin Requirements) as approved by
the SEC pursuant to SR–FINRA–2015–
036. The proposed rule change would
amend, under FINRA Rule 4210,
paragraphs (e)(2)(H), (e)(2)(I), (f)(6), and
Supplementary Material .02 through .05,
1 15
2 17
PO 00000
U.S.C. 78s(b)(1).
CFR 240.19b–4.
Frm 00109
Fmt 4703
28161
each as amended or established
pursuant to SR–FINRA–2015–036.
The text of the proposed rule change
is available on FINRA’s website at
https://www.finra.org, at the principal
office of FINRA and at the
Commission’s Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission,
FINRA included statements concerning
the purpose of and basis for the
proposed rule change and discussed any
comments it received on the proposed
rule change. The text of these statements
may be examined at the places specified
in Item IV below. FINRA has prepared
summaries, set forth in sections A, B,
and C below, of the most significant
aspects of such statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
On October 6, 2015, FINRA filed with
the Commission proposed rule change
SR–FINRA–2015–036, which proposed
to amend FINRA Rule 4210 to establish
margin requirements for: (1) To Be
Announced (‘‘TBA’’) transactions,3
inclusive of adjustable rate mortgage
(‘‘ARM’’) transactions; (2) Specified
Pool Transactions; 4 and (3) transactions
in Collateralized Mortgage Obligations
(‘‘CMOs’’),5 issued in conformity with a
3 FINRA Rule 6710(u) defines ‘‘TBA’’ to mean a
transaction in an Agency Pass-Through MortgageBacked Security (‘‘MBS’’) or a Small Business
Administration (‘‘SBA’’)-Backed Asset-Backed
Security (‘‘ABS’’) where the parties agree that the
seller will deliver to the buyer a pool or pools of
a specified face amount and meeting certain other
criteria but the specific pool or pools to be
delivered at settlement is not specified at the Time
of Execution, and includes TBA transactions for
good delivery and TBA transactions not for good
delivery. Agency Pass-Through MBS and SBABacked ABS are defined under FINRA Rule 6710(v)
and FINRA Rule 6710(bb), respectively. The term
‘‘Time of Execution’’ is defined under FINRA Rule
6710(d).
4 FINRA Rule 6710(x) defines Specified Pool
Transaction to mean a transaction in an Agency
Pass-Through MBS or an SBA-Backed ABS
requiring the delivery at settlement of a pool or
pools that is identified by a unique pool
identification number at the time of execution.
5 FINRA Rule 6710(dd) defines CMO to mean a
type of Securitized Product backed by Agency PassThrough MBS, mortgage loans, certificates backed
by project loans or construction loans, other types
of MBS or assets derivative of MBS, structured in
multiple classes or tranches with each class or
tranche entitled to receive distributions of principal
or interest according to the requirements adopted
for the specific class or tranche, and includes a real
estate mortgage investment conduit (‘‘REMIC’’). The
Continued
Sfmt 4703
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25MYN1
]]>Agencies
[Federal Register Volume 86, Number 99 (Tuesday, May 25, 2021)]
[Notices]
[Pages 28160-28161]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-10960]
=======================================================================
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 34273; File No. 812-15173]
Calamos Investment Trust, et al.
May 19, 2021.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
Notice of an application for an order pursuant to: (a) Section 6(c)
of the Investment Company Act of 1940 (``Act'') granting an exemption
from sections 18(f) and 21(b) of the Act; (b) section 12(d)(1)(J) of
the Act granting an exemption from section 12(d)(l) of the Act; (c)
sections 6(c) and 17(b) of the Act granting an exemption from sections
17(a)(1), 17(a)(2) and 17(a)(3) of the Act; and (d) section 17(d) of
the Act and rule 17d-l under the Act to permit certain joint
arrangements and transactions. Applicants request an order that would
permit certain registered management investment companies to
participate in a joint lending and borrowing facility.
APPLICANTS: Calamos Investment Trust (``Calamos''), registered under
the Act as an open-end management investment company on behalf of all
existing series; \1\ and Calamos Advisors LLC (``CAI''), registered as
an investment adviser under the Investment Advisers Act of 1940.
---------------------------------------------------------------------------
\1\ Certain of the Funds (defined below) may be money market
funds that comply with Rule 2a-7 under the Act (each a ``Money
Market Fund''). None of the existing Funds is a Money Market Fund,
but if Money Market Funds rely on this relief in the future, they
typically will not participate as borrowers because such Funds
rarely need to borrow cash to meet redemptions.
FILING DATES: The application was filed on October 26, 2020 and amended
---------------------------------------------------------------------------
on February 2, 2021.
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 emailing the Commission's
Secretary at [email protected] and serving applicants with a
copy of the request by email. Hearing requests should be received by
the Commission by 5:30 p.m. on June 14, 2021 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 [email protected].
ADDRESSES: The Commission: [email protected]. Applicants: J.
Christopher Jackson, [email protected] (with a copy to Paulita Pike,
Esq., [email protected], and to Rita Rubin, Esq.,
[email protected]).
FOR FURTHER INFORMATION CONTACT: Harry Eisenstein, Senior Special
Counsel, at (202) 551-6764 and Holly Hunter-Ceci, Assistant Chief
Counsel, at (202) 551-6825 (Division of lnvestment 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 an applicant
using the Company name box, at https://www.sec.gov/search/search.htm or
by calling (202) 551-8090.
Summary of the Application:
1. Applicants request an order that would permit the applicants to
participate in an interfund lending facility where each Fund could lend
money directly to and borrow money directly from other Funds to cover
unanticipated cash shortfalls, such as unanticipated redemptions or
trade fails.\2\ The Funds will not borrow under the facility for
leverage purposes and the loans' duration will be no more than seven
days.\3\
---------------------------------------------------------------------------
\2\ Applicants request that the order apply to the Applicants
and to any existing or future registered open-end management
investment company or series thereof for which CAL or any successor
thereto or an investment adviser controlling, controlled by, or
under common control (within the meaning of Section 2(a)(9) of the
Act) with CAL or any successor thereto serves as investment adviser
(each such investment adviser entity being included in the term
``Adviser,'' and each such investment company, or series thereof, a
``Fund'' and collectively the ``Funds''). For purposes of the
requested order, ``successor'' is limited to any entity that results
from a reorganization into another jurisdiction or a change in the
type of a business organization.
\3\ Any Fund, however, will be able to call a loan on one
business day's notice.
---------------------------------------------------------------------------
2. Applicants anticipate that the proposed facility would provide a
borrowing Fund with a source of liquidity at a rate lower than the bank
borrowing rate at times when the cash position of the Fund is
insufficient to meet temporary cash requirements. In addition, Funds
making short-term cash loans directly to other Funds would earn
interest at a rate higher than they otherwise could obtain from
investing their cash in repurchase agreements or certain other short-
term money market instruments. Thus, applicants assert that the
facility would benefit both borrowing and lending Funds.
3. Applicants agree that any order granting the requested relief
will be subject to the terms and conditions stated in the application.
Among others, the Adviser, through certain members of the Adviser'
administrative and other personnel (the ``InterFund Program Team''),
would administer the facility as a disinterested fiduciary as part of
its duties under the investment management agreements with each Fund
and would receive no additional fee as compensation for its services in
connection with the administration of the facility. The facility would
be subject to oversight and certain approvals by the Funds' Boards,
including, among others, approval of the interest rate formula and of
the method for allocating loans across Funds, as well as review of the
process in place to evaluate the liquidity implications for the Funds.
A Fund's aggregate outstanding interfund loans will not exceed 15% of
its current net assets, and the Fund's loans to any one Fund will not
exceed 5% of the lending Fund's net assets.\4\
---------------------------------------------------------------------------
\4\ Under certain circumstances, a borrowing Fund will be
required to pledge collateral to secure the loan.
---------------------------------------------------------------------------
4. Applicants assert that the facility does not raise the concerns
underlying section 12(d)(l) of the Act given that the Funds are part of
the same group of investment companies and there will be no duplicative
costs or fees to the Funds.\5\ Applicants also assert that the
[[Page 28161]]
proposed transactions do not raise the concerns underlying sections
17(a)(l), 17(a)(3), 17(d) and 21(b) of the Act as the Funds would not
engage in lending transactions that unfairly benefit insiders or are
detrimental to the Funds. Applicants state that the facility will offer
both reduced borrowing costs and enhanced returns on loaned funds to
all participating Funds and each Fund would have an equal opportunity
to borrow and lend on equal terms based on an interest rate formula
that is objective and verifiable. With respect to the relief from
section 17(a)(2) of the Act, applicants note that any collateral
pledged to secure an interfund loan would be subject to the same
conditions imposed by any other lender to a Fund that imposes
conditions on the quality of or access to collateral for a borrowing
(if the lender is another Fund) or the same or better conditions (in
any other circumstance).\6\
---------------------------------------------------------------------------
\5\ Applicants state that the obligation to repay an interfund
loan could be deemed to constitute a security for the purposes of
sections 17(a)(1) and 12(d)(1) of the Act.
\6\ Applicants state that any pledge of securities to secure an
interfund loan could constitute a purchase of securities for
purposes of section 17(a)(2) of the Act.
---------------------------------------------------------------------------
5. Applicants also believe that the limited relief from section
18(f)(1) of the Act that is necessary to implement the facility
(because the lending Funds are not banks) is appropriate in light of
the conditions and safeguards described in the application and because
the open-end Funds would remain subject to the requirement of section
18(f)(1) that all borrowings of the open-end Fund, including combined
interfund loans and bank borrowings, have at least 300% asset coverage.
6. Section 6(c) of the Act permits the Commission to exempt any
persons or transactions from any provision of the Act if such exemption
is necessary or appropriate in the public interest and consistent with
the protection of investors and the purposes fairly intended by the
policy and provisions of the Act. Section 12(d)(l)(J) of the Act
provides that the Commission may exempt any person, security, or
transaction, or any class or classes of persons, securities, or
transactions, from any provision of section 12(d)(l) if the exemption
is consistent with the public interest and the protection of investors.
Section 17(b) of the Act authorizes the Commission to grant an order
permitting a transaction otherwise prohibited by section 17(a) if it
finds that (a) the terms of the proposed transaction are fair and
reasonable and do not involve overreaching on the part of any person
concerned; (b) the proposed transaction is consistent with the policies
of each registered investment company involved; and (c) the proposed
transaction is consistent with the general purposes of the Act. Rule
17d-l(b) under the Act provides that in passing upon an application
filed under the rule, the Commission will consider whether the
participation of the registered investment company in a joint
enterprise, joint arrangement or profit sharing plan on the basis
proposed is consistent with the provisions, policies and purposes of
the Act and the extent to which such participation is on a basis
different from or less advantageous than that of the other
participants.
For the Commission, by the Division of Investment Management,
under delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-10960 Filed 5-24-21; 8:45 am]
BILLING CODE 8011-01-P
