82 FR 37244 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Designation of Longer Period for Commission Action on a Proposed Rule Change, as Modified by Amendment No. 1, To Amend Section 102.01B of the NYSE Listed Company Manual To Provide for the Listing of Companies That List Without a Prior Exchange Act Registration and That Are Not Listing in Connection With an Underwritten Initial Public Offering and Related Changes to Rules 15, 104, and 123D
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 152 (August 9, 2017)
Federal Register Volume 82, Issue 152 (August 9, 2017)
| Page Range | 37244-37245 | |
| FR Document | 2017-16741 |
[Federal Register Volume 82, Number 152 (Wednesday, August 9, 2017)] [Notices] [Pages 37244-37245] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-16741] ======================================================================= ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-81309; File No. SR-NYSE-2017-30] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Designation of Longer Period for Commission Action on a Proposed Rule Change, as Modified by Amendment No. 1, To Amend Section 102.01B of the NYSE Listed Company Manual To Provide for the Listing of Companies That List Without a Prior Exchange Act Registration and That Are Not Listing in Connection With an Underwritten Initial Public Offering and Related Changes to Rules 15, 104, and 123D August 3, 2017. On June 13, 2017, the New York Stock Exchange LLC (``NYSE'' or the ``Exchange'') filed with the Securities and Exchange Commission (``Commission''), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to amend Section 102.01B of the Manual to modify the provisions relating to the qualification of companies listing without a prior Exchange Act registration and an underwritten offering to permit the listing of such companies immediately upon effectiveness of an Exchange Act registration statement without a concurrent public offering registered under the Securities Act of 1933 provided the company meets all other listing requirements. The proposal, also would (i) eliminate the requirement to have a private placement market trading price if there is a valuation from an independent third-party of $250 million in market value of publicly-held shares; (ii) amend Rule 15 to add a Reference Price for when a security is listed under Footnote (E) to Section 102.01B; (iii) amend Rule 104 to specify Designated Market Maker (``DMM'') requirements when a security is listed under Footnote (E) to Section 102.01B and there has been no trading in the private market for such security; and (iv) amend Rule 123D to specify that the Exchange may declare a regulatory halt in a security that is the subject of an initial listing on the Exchange. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- The proposed rule change was published for comment in the Federal Register on June 20, 2017.\3\ The [[Page 37245]] Commission received one comment in response to the proposed rule change.\4\ The Exchange filed Amendment No. 1, which supersedes and replaces the proposed rule change in its entirety, on July 28, 2017.\5\ --------------------------------------------------------------------------- \3\ See Securities Exchange Act Release No. 34-80933 (June 15, 2017), 82 FR 28200 (June 20, 2017) (``Notice''). \4\ See letter to the Commission from James J. Angel, Ph.D., CFA, Georgetown University, dated July 28, 2017. \5\ Amendment No. 1 removes the proposal to allow the Exchange to declare a regulatory halt in a security that is the subject of an initial public offering, and amends the proposed provisions of Rule 15 and Rule 104 relating to private placement market trading and proposed Rule 123D(d) relating to trading halts for initial listings. Amendment No. 1 is available at https://www.sec.gov/comments/sr-nyse-2017-30/nyse201730.htm. --------------------------------------------------------------------------- Section 19(b)(2) of the Act \6\ provides that, within 45 days of the publication of the notice of the filing of a proposed rule change, or within such longer period up to 90 days as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or as to which the self-regulatory organization consents, the Commission shall approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether the proposed rule change should be disapproved. The Commission is extending this 45-day time period. --------------------------------------------------------------------------- \6\ 15 U.S.C. 78s(b)(2). --------------------------------------------------------------------------- The Commission finds that it is appropriate to designate a longer period within which to take action on the proposed rule change so that it has sufficient time to consider the proposed rule change, as modified by Amendment No. 1. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,\7\ designates September 18, 2017, as the date by which the Commission should approve, disapprove, or institute proceedings to determine whether to disapprove the proposed rule change (File No. SR-NYSE-2017-30), as modified by Amendment No. 1. --------------------------------------------------------------------------- \7\ Id. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\8\ --------------------------------------------------------------------------- \8\ 17 CFR 200.30-3(a)(57). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-16741 Filed 8-8-17; 8:45 am] BILLING CODE 8011-01-P
![37244 Federal Register / Vol. 82, No. 152 / Wednesday, August 9, 2017 / Notices
dominant or the competitive product Service Agreement and Application for SECURITIES AND EXCHANGE
list. Non-Public Treatment of Materials Filed COMMISSION
Section II identifies the docket Under Seal; Filing Acceptance Date:
number(s) associated with each Postal [Release No. 34–81309; File No. SR–NYSE–
August 3, 2017; Filing Authority: 39 CFR
2017–30]
Service request, the title of each Postal 3015.5; Public Representative:
Service request, the request’s acceptance Christopher C. Mohr; Comments Due: Self-Regulatory Organizations; New
date, and the authority cited by the August 14, 2017. York Stock Exchange LLC; Notice of
Postal Service for each request. For each 4. Docket No(s).: CP2017–252; Filing Designation of Longer Period for
request, the Commission appoints an Title: Notice of the United States Postal Commission Action on a Proposed
officer of the Commission to represent Service of Filing a Functionally Rule Change, as Modified by
the interests of the general public in the Equivalent Global Plus 1D Negotiated Amendment No. 1, To Amend Section
proceeding, pursuant to 39 U.S.C. 505 Service Agreement and Application for 102.01B of the NYSE Listed Company
(Public Representative). Section II also Non-Public Treatment of Materials Filed Manual To Provide for the Listing of
establishes comment deadline(s) Under Seal; Filing Acceptance Date: Companies That List Without a Prior
pertaining to each request. August 3, 2017; Filing Authority: 39 CFR Exchange Act Registration and That
The public portions of the Postal 3015.5; Public Representative: Are Not Listing in Connection With an
Service’s request(s) can be accessed via Christopher C. Mohr; Comments Due: Underwritten Initial Public Offering and
the Commission’s Web site (http:// August 14, 2017.
www.prc.gov). Non-public portions of Related Changes to Rules 15, 104, and
5. Docket No(s).: CP2017–253; Filing
the Postal Service’s request(s), if any, 123D
Title: Notice of the United States Postal
can be accessed through compliance Service of Filing a Functionally August 3, 2017.
with the requirements of 39 CFR Equivalent Global Plus 1D Negotiated On June 13, 2017, the New York Stock
3007.40. Service Agreement and Application for Exchange LLC (‘‘NYSE’’ or the
The Commission invites comments on Non-Public Treatment of Materials Filed ‘‘Exchange’’) filed with the Securities
whether the Postal Service’s request(s) Under Seal; Filing Acceptance Date: and Exchange Commission
in the captioned docket(s) are consistent August 3, 2017; Filing Authority: 39 CFR (‘‘Commission’’), pursuant to Section
with the policies of title 39. For 3015.5; Public Representative: 19(b)(1) of the Securities Exchange Act
request(s) that the Postal Service states Christopher C. Mohr; Comments Due: of 1934 (‘‘Act’’) 1 and Rule 19b–4
concern market dominant product(s), August 14, 2017. thereunder,2 a proposed rule change to
applicable statutory and regulatory 6. Docket No(s).: CP2017–254; Filing amend Section 102.01B of the Manual to
requirements include 39 U.S.C. 3622, 39 Title: Notice of the United States Postal modify the provisions relating to the
U.S.C. 3642, 39 CFR part 3010, and 39 Service of Filing a Functionally qualification of companies listing
CFR part 3020, subpart B. For request(s) Equivalent Global Plus 1D Negotiated without a prior Exchange Act
that the Postal Service states concern Service Agreement and Application for registration and an underwritten
competitive product(s), applicable Non-Public Treatment of Materials Filed offering to permit the listing of such
statutory and regulatory requirements Under Seal; Filing Acceptance Date: companies immediately upon
include 39 U.S.C. 3632, 39 U.S.C. 3633, August 3, 2017; Filing Authority: 39 CFR effectiveness of an Exchange Act
39 U.S.C. 3642, 39 CFR part 3015, and 3015.5; Public Representative: registration statement without a
39 CFR part 3020, subpart B. Comment Christopher C. Mohr; Comments Due: concurrent public offering registered
deadline(s) for each request appear in August 15, 2017 under the Securities Act of 1933
section II. 7. Docket No(s).: CP2017–255; Filing provided the company meets all other
II. Docketed Proceeding(s) Title: Notice of the United States Postal listing requirements. The proposal, also
Service of Filing a Functionally would (i) eliminate the requirement to
1. Docket No(s).: CP2017–249; Filing Equivalent Global Plus 1D Negotiated have a private placement market trading
Title: Notice of the United States Postal Service Agreement and Application for price if there is a valuation from an
Service of Filing a Functionally Non-Public Treatment of Materials Filed independent third-party of $250 million
Equivalent Global Plus 3 Negotiated Under Seal; Filing Acceptance Date: in market value of publicly-held shares;
Service Agreement and Application for August 3, 2017; Filing Authority: 39 CFR (ii) amend Rule 15 to add a Reference
Non-Public Treatment of Materials Filed 3015.5; Public Representative: Price for when a security is listed under
Under Seal; Filing Acceptance Date: Christopher C. Mohr; Comments Due: Footnote (E) to Section 102.01B; (iii)
August 3, 2017; Filing Authority: 39 CFR August 15, 2017 amend Rule 104 to specify Designated
3015.5; Public Representative: Kenneth 8. Docket No(s).: CP2017–256; Filing Market Maker (‘‘DMM’’) requirements
R. Moeller; Comments Due: August 14, Title: Notice of the United States Postal when a security is listed under Footnote
2017. Service of Filing a Functionally
2. Docket No(s).: CP2017–250; Filing (E) to Section 102.01B and there has
Equivalent Global Plus 1D Negotiated been no trading in the private market for
Title: Notice of the United States Postal Service Agreement and Application for
Service of Filing a Functionally such security; and (iv) amend Rule 123D
Non-Public Treatment of Materials Filed to specify that the Exchange may
Equivalent Global Plus 3 Negotiated Under Seal; Filing Acceptance Date:
Service Agreement and Application for declare a regulatory halt in a security
August 3, 2017; Filing Authority: 39 CFR that is the subject of an initial listing on
Non-Public Treatment of Materials Filed 3015.5; Public Representative:
Under Seal; Filing Acceptance Date: the Exchange.
Christopher C. Mohr; Comments Due: The proposed rule change was
sradovich on DSK3GMQ082PROD with NOTICES
August 3, 2017; Filing Authority: 39 CFR August 15, 2017
3015.5; Public Representative: Kenneth published for comment in the Federal
This notice will be published in the Register on June 20, 2017.3 The
R. Moeller; Comments Due: August 14, Federal Register.
2017. 1 15
Stacy L. Ruble, U.S.C. 78s(b)(1).
3. Docket No(s).: CP2017–251; Filing 2 17
Secretary. CFR 240.19b–4.
Title: Notice of the United States Postal 3 See Securities Exchange Act Release No. 34–
Service of Filing a Functionally [FR Doc. 2017–16800 Filed 8–8–17; 8:45 am] 80933 (June 15, 2017), 82 FR 28200 (June 20, 2017)
Equivalent Global Plus 1D Negotiated BILLING CODE 7710–FW–P (‘‘Notice’’).
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![Federal Register / Vol. 82, No. 152 / Wednesday, August 9, 2017 / Notices 37245
Commission received one comment in SECURITIES AND EXCHANGE Orders 4 routed to NYSE American LLC
response to the proposed rule change.4 COMMISSION (‘‘NYSE American’’).5 Rule 7.37(b)(7)(C)
The Exchange filed Amendment No. 1, provides that the Exchange rejects
which supersedes and replaces the [Release No. 34–81303; File No. SR– requests to cancel or to reduce in size
proposed rule change in its entirety, on NYSEArca–2017–83] a Market-on-Close Order (‘‘MOC Order’’)
July 28, 2017.5 or a Limit-on-Close Order (‘‘LOC
Self-Regulatory Organizations; NYSE Order’’) in NYSE-listed securities or
Section 19(b)(2) of the Act 6 provides
Arca, Inc.; Notice of Filing and NYSE MKT-listed securities (‘‘NYSE
that, within 45 days of the publication
Immediate Effectiveness of Proposed American-listed securities’’) 6 that is
of the notice of the filing of a proposed Rule Change Amending Rule 7.37
rule change, or within such longer electronically entered after the time
period up to 90 days as the Commission August 3, 2017. specified in NYSE Rules [sic] 123C(3)(b)
may designate if it finds such longer Pursuant to Section 19(b)(1) 1 of the and NYSE MKT Rule 123C(3)(b)—
period to be appropriate and publishes Securities Exchange Act of 1934 (the Equities (‘‘NYSE American Rule
its reasons for so finding or as to which ‘‘Act’’) 2 and Rule 19b–4 thereunder,3 123C(3)(b)—Equities’’) 7 and
the self-regulatory organization notice is hereby given that, on July 26, Supplementary Material .40 to those
consents, the Commission shall approve 2017, NYSE Arca, Inc. (the ‘‘Exchange’’ rules.8
the proposed rule change, disapprove or ‘‘NYSE Arca’’) filed with the The Exchange proposes to amend
the proposed rule change, or institute Securities and Exchange Commission Rule 7.37(b)(7)(C) to provide that the
proceedings to determine whether the (the ‘‘Commission’’) the proposed rule Exchange would no longer reject
proposed rule change should be change as described in Items I and II requests to cancel or reduce in size
disapproved. The Commission is below, which Items have been prepared MOC/LOC Orders in NYSE American-
extending this 45-day time period. by the self-regulatory organization. The listed securities. The Exchange is
Commission is publishing this notice to enhancing functionality to coincide
The Commission finds that it is solicit comments on the proposed rule
appropriate to designate a longer period with the recent migration of NYSE
change from interested persons. American to the Pillar trading system.
within which to take action on the
proposed rule change so that it has I. Self-Regulatory Organization’s On Pillar, NYSE American no longer
sufficient time to consider the proposed Statement of the Terms of Substance of processes MOC or LOC Orders under
rule change, as modified by Amendment the Proposed Rule Change NYSE American Rule 123C—Equities
No. 1. Accordingly, the Commission, and instead processes such orders under
The Exchange proposes to [sic] Rule
pursuant to Section 19(b)(2) of the Act,7 NYSE American Rule 7.35E.9 Because
7.37 (Order Execution and Routing). The
designates September 18, 2017, as the NYSE American will systemically
proposed rule change is available on the
date by which the Commission should Exchange’s Web site at www.nyse.com, enforce its requirements by rejecting
approve, disapprove, or institute at the principal office of the Exchange, requests to cancel or requests to cancel
proceedings to determine whether to and at the Commission’s Public
4 A Market-on-Close Order is a Market Order that
disapprove the proposed rule change Reference Room.
is to be traded only during the Closing Auction and
(File No. SR–NYSE–2017–30), as II. Self-Regulatory Organization’s a Limit-on-Close Order is a Limit Order that is to
modified by Amendment No. 1. Statement of the Purpose of, and be traded only during the Closing Auction. See Rule
7.31(c)(3) and (4). If the Exchange does not conduct
For the Commission, by the Division of Statutory Basis for, the Proposed Rule a closing auction in a UTP Security, the Exchange
Trading and Markets, pursuant to delegated Change routes MOC/LOC Orders in such a UTP Security to
authority.8 the primary listing market. See Rule 7.34(c)(2)(B).
In its filing with the Commission, the 5 On July 24, 2017, the Exchange’s affiliate, NYSE
Eduardo A. Aleman, self-regulatory organization included MKT LLC, transitioned to the Pillar trading
Assistant Secretary. statements concerning the purpose of, platform and was renamed NYSE American LLC.
See Securities Exchange Act Release Nos. 79242
[FR Doc. 2017–16741 Filed 8–8–17; 8:45 am] and basis for, the proposed rule change (November 4, 2016), 81 FR 79081 (November 10,
BILLING CODE 8011–01–P and discussed any comments it received 2016) (SR–NYSEMKT–2016–97); 79400 (November
on the proposed rule change. The text 25, 2016), 81 FR 86750 (December 1, 2016) (SR–
of those statements may be examined at NYSEMKT–2016–103); 80283 (March 21, 2017), 82
FR 15244 (March 27, 2017) (SR–NYSEMKT–2017–
the places specified in Item IV below. 14); and 80748 (May 23, 2017), 82 FR 24764 (May
The Exchange has prepared summaries, 30, 2017) (SR–NYSEMKT–2017–20).
set forth in sections A, B, and C below, 6 See supra, note 5.
of the most significant parts of such 7 See supra, note 5.
statements. 8 NYSE Rule 123C(3)(b) and NYSE American Rule
123C(3)(b)—Equities provide that between 3:45
4 See letter to the Commission from James J. A. Self-Regulatory Organization’s p.m. and 3:58 p.m., MOC, LOC and CO Orders may
Angel, Ph.D., CFA, Georgetown University, dated Statement of the Purpose of, and the be cancelled or reduced in size to correct a
legitimate error, and NYSE Rule 123C(3)(c) and
July 28, 2017. Statutory Basis for, the Proposed Rule NYSE American Rule 123C(3)(c)—Equities provide
5 Amendment No. 1 removes the proposal to
Change that MOC, LOC and CO Orders may not be
allow the Exchange to declare a regulatory halt in cancelled or adjusted for any reason after 3:58 p.m.
a security that is the subject of an initial public 1. Purpose unless there is an Extreme Order Imbalance at or
offering, and amends the proposed provisions of Near the Close, as provided in NYSE Rule 123C(9)
sradovich on DSK3GMQ082PROD with NOTICES
Rule 15 and Rule 104 relating to private placement
The Exchange proposes to amend and NYSE American Rule 123C(9)—Equities.
market trading and proposed Rule 123D(d) relating Rule 7.37 (Order Execution and Accordingly, between 3:45 p.m. and 3:58 p.m.,
to trading halts for initial listings. Amendment No. Routing) to reflect changes to how the NYSE and NYSE American accept requests to
1 is available at https://www.sec.gov/comments/sr- Exchange would process MOC/LOC cancel MOC and LOC Orders.
9 NYSE American Rule 7.35E(d)(2)(B) provides
nyse-2017-30/nyse201730.htm.
6 15 U.S.C. 78s(b)(2).
that when the Closing Auction Imbalance Freeze
1 15 U.S.C. 78s(b)(1). begins, NYSE American will reject requests to
7 Id. 2 15 U.S.C. 78a. cancel and requests to cancel and replace MOC
8 17 CFR 200.30–3(a)(57). 3 17 CFR 240.19b–4. Orders and LOC Orders.
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Document Created: 2017-08-09 02:18:11
Document Modified: 2017-08-09 02:18:11
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 82 FR 37244 |
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