83 FR 31800 - Vivaldi Opportunities Fund and Vivaldi Asset Management, LLC

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 131 (July 9, 2018)

Page Range		31800-31801
FR Document		2018-14662

Federal Register, Volume 83 Issue 131 (Monday, July 9, 2018)

[Federal Register Volume 83, Number 131 (Monday, July 9, 2018)]
[Notices]
[Pages 31800-31801]
From the Federal Register Online [www.thefederalregister.org]
[FR Doc No: 2018-14662]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 33147; File No. 812-14896]

Vivaldi Opportunities Fund and Vivaldi Asset Management, LLC

July 3, 2018.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

-----------------------------------------------------------------------

Notice of an application under section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from section 19(b) of
the Act and rule 19b-1 under the Act to permit a registered closed-end
investment company to make periodic distributions of long-term capital
gains more frequently than permitted by section 19(b) or rule 19b-1.
Applicants: The Vivaldi Opportunities Fund (the ``Fund''), a newly-
organized, non-diversified closed-end investment company registered
under the Act and organized as a corporation under the laws of
Maryland, and Vivaldi Asset Management, LLC (the ``Adviser'') (together
with the Fund, the ``Applicants''), registered under the Investment
Advisers Act of 1940, organized as a limited liability company under
the laws of Delaware, and serving as investment adviser to the Fund.\1\
---------------------------------------------------------------------------

\1\ Applicants request that the order also apply to each other
registered closed-end investment company advised or to be advised in
the future by the Adviser or by an entity controlling, controlled
by, or under common control (within the meaning of section 2(a)(9)
of the Act) with the Adviser (including any successor in interest)
(each such entity, including the Adviser, also the ``Adviser'') that
in the future seeks to rely on the order (such investment companies,
together with the Fund, are collectively the ``Funds'' and,
individually, a ``Fund''). A successor in interest is limited to
entities that result from a reorganization into another jurisdiction
or a change in the type of business organization.
---------------------------------------------------------------------------

Filing Dates: The application was filed on April 17, 2018, and
amended on June 21, 2018.
Hearing or Notification of Hearing: An order granting the
application 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 July 28, 2018, and should be accompanied by proof of
service on 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 writing to the
Commission's Secretary.

ADDRESSES: The Commission: Secretary, U.S. Securities and Exchange
Commission, 100 F Street NE, Washington, DC 20549-1090. Applicants:
Joshua B. Derringer, Esq., Drinker Biddle & Reath LLP, One Logan
Square, Suite 2000, Philadelphia, PA 19103, and Michelle M. Comella,
Chief Compliance Officer & General Counsel, Vivaldi Asset Management,
LLC, 225 W Wacker Drive, Suite 2100, Chicago, IL 60606.

FOR FURTHER INFORMATION CONTACT: Stephan N. Packs, Senior Counsel at
(202) 551-6853, or Nadya Roytblat, Assistant Chief Counsel, at (202)
551-6825 (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.
Summary of the Application:
1. Section 19(b) of the Act generally makes it unlawful for any
registered investment company to make long-term capital gains
distributions more than once every twelve months. Rule 19b-1 under the
Act limits to one the number of capital gain dividends, as defined in
section 852(b)(3)(C) of the Internal Revenue Code of 1986 (``Code,''
and such dividends, ``distributions''), that a registered investment
company may make with respect to any one taxable year, plus a
supplemental distribution made pursuant to section 855 of the Code not
exceeding 10% of the total amount distributed for the year, plus one
additional capital gain dividend made in whole or in part to avoid the
excise tax under section 4982 of the Code.
2. Applicants believe that investors in certain closed-end funds
may prefer an investment vehicle that provides regular current income
through a fixed distribution policy (``Distribution Policy'').
Applicants propose that the Fund be permitted to adopt a Distribution
Policy, pursuant to which the Fund would distribute periodically to its
stockholders a fixed monthly percentage of the market price of the
Fund's common stock at a particular point in time or a fixed monthly
percentage of net asset value (``NAV'') at a particular time or a fixed
monthly amount per share of common stock, any of which may be adjusted
from time to time.
3. Applicants request an order under section 6(c) of the Act
granting an exemption from section 19(b) of the Act and rule 19b-1 to
permit a Fund to distribute periodic capital gain dividends (as defined
in section 852(b)(3)(C) of the Code) as frequently as twelve times in
any one taxable year in respect of its common stock and as often as
specified by, or determined in accordance with the terms of, any
preferred stock issued by the Fund. Section 6(c) of the Act provides,
in relevant part, that the Commission may exempt any person or
transaction from any provision of the Act to the extent that 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.
4. Applicants state that any order granting the requested relief
will be subject to the terms and conditions stated in the application,
which generally are designed to address the concerns underlying section
19(b) and rule 19b-1, including concerns about proper disclosures and
shareholders' understanding of the source(s) of a Fund's distributions
and concerns about improper sales practices. Among other things, such
terms and conditions require that (1) the board of directors or
trustees of the Fund (the ``Board'') review such information as is
reasonably necessary to make an informed determination of whether to
adopt the proposed Distribution Policy and that the Board periodically
review the amount of the distributions in light of the investment
experience of the Fund, and (2) that the Fund's shareholders receive
appropriate disclosures concerning the distributions.

[[Page 31801]]

For the Commission, by the Division of Investment Management,
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-14662 Filed 7-6-18; 8:45 am]
BILLING CODE 8011-01-P

Federal Register / Vol. 83, No. 131 / Monday, July 9, 2018 / Notices 31801

For the Commission, by the Division of agency, including whether the issuer of a class of securities registered
Investment Management, under delegated information has practical utility; (b) the under the Securities Act of 1933 (the
authority. accuracy of the agency’s estimate of the ‘‘Securities Act’’)(15 U.S.C. 77a et seq.).
Eduardo A. Aleman, burden imposed by the collection of Form 11–K provides employees of an
Assistant Secretary. information; (c) ways to enhance the issuer with financial information so that
[FR Doc. 2018–14662 Filed 7–6–18; 8:45 am] quality, utility, and clarity of the they can assess the performance of the
BILLING CODE 8011–01–P information collected; and (d) ways to investment vehicle or stock plan. Form
minimize the burden of the collection of 11–K takes approximately 30 burden
information on respondents, including hours per response and is filed by 1,302
SECURITIES AND EXCHANGE through the use of automated collection respondents for total of 39,060 burden
COMMISSION techniques or other forms of information hours (30 hours per response × 1,302
[SEC File No. 270–475, OMB Control No. technology. Consideration will be given responses).
3235–0536] to comments and suggestions submitted Written comments are invited on: (a)
in writing within 60 days of this Whether this proposed collection of
Proposed Collection; Comment publication. information is necessary for the proper
Request An agency may not conduct or performance of the functions of the
sponsor, and a person is not required to agency, including whether the
Upon Written Request Copies Available respond to, a collection of information information will have practical utility;
From: Securities and Exchange unless it displays a currently valid (b) the accuracy of the agency’s estimate
Commission, Office of FOIA Services, control number. of the burden imposed by the collection
100 F Street NE, Washington, DC Please direct your written comment to of information; (c) ways to enhance the
20549–2736 Pamela Dyson, Director/Chief quality, utility, and clarity of the
Extension: Information Officer, Securities and information collected; and (d) ways to
Regulation FD Exchange Commission, c/o Candace minimize the burden of the collection of
Notice is hereby given that, pursuant Kenner, 100 F Street NE, Washington, information on respondents, including
to the Paperwork Reduction Act of 1995 DC 20549 or send an email to: PRA_ through the use of automated collection
(44 U.S.C. 3501 et seq.), the Securities Mailbox@sec.gov. techniques or other forms of information
and Exchange Commission Dated: July 3, 2018. technology. Consideration will be given
(‘‘Commission’’) is soliciting comments Eduardo A. Aleman, to comments and suggestions submitted
on the collection of information in writing within 60 days of this
Assistant Secretary.
summarized below. The Commission publication.
[FR Doc. 2018–14656 Filed 7–6–18; 8:45 am]
plans to submit this existing collection An agency may not conduct or
BILLING CODE 8011–01–P sponsor, and a person is not required to
of information to the Office of
Management and Budget for extension respond to, a collection of information
and approval. unless it displays a currently valid
SECURITIES AND EXCHANGE
Regulation FD (17 CFR 243.100 et control number.
COMMISSION Please direct your written comment to
seq.)—Other Disclosure Materials
requires public disclosure of material Proposed Collection; Comment Pamela Dyson, Director/Chief
information from issuers of publicly Request Information Officer, Securities and
traded securities so that investors have Exchange Commission, c/o Candace
current information upon which to base Upon Written Request Copies Available Kenner, 100 F Street NE, Washington,
investment decisions. The purpose of From: Securities and Exchange DC 20549 or send an email to: PRA_
the regulation is to require: (1) An issuer Commission, Office of FOIA Services, Mailbox@sec.gov.
that intentionally discloses material 100 F Street NE, Washington, DC Dated: July 3, 2018.
information, to do so through public 20549–2736
Eduardo A. Aleman,
disclosure, not selective disclosure; and Extension: Assistant Secretary.
(2) to make prompt public disclosure of Form 11–K, SEC File No. 270–101, OMB
[FR Doc. 2018–14651 Filed 7–6–18; 8:45 am]
material information that was Control No. 3235–0082
BILLING CODE 8011–01–P
unintentionally selectively disclosed. Notice is hereby given that, pursuant
We estimate that approximately 13,000 to the Paperwork Reduction Act of 1995
issuers make Regulation FD disclosures (44 U.S.C. 3501 et seq.), the Securities SECURITIES AND EXCHANGE
approximately five times a year for a and Exchange Commission COMMISSION
total of 58,000 submissions annually, (‘‘Commission’’) is soliciting comments
not including an estimated 7,000 issuers on the collection of information Proposed Collection; Comment
who file Form 8–K to comply with summarized below. The Commission Request
Regulation FD. We estimate that it takes plans to submit this existing collection
Upon Written Request Copies Available
5 hours per response (58,000 responses of information to the Office of
From: Securities and Exchange
× 5 hours) for a total burden of 290,000 Management and Budget for extension
Commission, Office of FOIA Services,
hours annually. In addition, we estimate and approval.
100 F Street NE, Washington, DC
that 25% of the 5 hours per response Form 11–K (17 CFR 249.311) is the
20549–2736
(1.25 hours) is prepared by the filer for annual report designed for use by
sradovich on DSK3GMQ082PROD with NOTICES

an annual reporting burden of 72,500 employee stock purchase, savings and Extension:
hours (1.25 hours per response × 58,000 similar plans to comply with the Rule 239; SEC File No. 270–638, OMB
responses). reporting requirements under Section Control No. 3235–0687.
Written comments are invited on: (a) 15(d) of the Securities and Exchange Act Notice is hereby given that, pursuant
Whether the proposed collection of of 1934 (the ‘‘Exchange Act’’) (15 U.S.C. to the Paperwork Reduction Act of 1995
information is necessary for the proper 78o(d)). Section 15(d) establishes a (44 U.S.C. 3501 et seq.), the Securities
performance of the functions of the periodic reporting obligation for every and Exchange Commission

VerDate Sep<11>2014 18:00 Jul 06, 2018 Jkt 244001 PO 00000 Frm 00087 Fmt 4703 Sfmt 4703 E:\FR\FM\09JYN1.SGM 09JYN1

Document Created: 2018-07-07 00:41:56
Document Modified: 2018-07-07 00:41:56

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
Action		Notice.
Dates		The application was filed on April 17, 2018, and amended on June 21, 2018.
Contact		Stephan N. Packs, Senior Counsel at (202) 551-6853, or Nadya Roytblat, Assistant Chief Counsel, at (202) 551-6825 (Division of Investment Management, Chief Counsel's Office).
FR Citation		83 FR 31800