31800 Federal Register / Vol. 83, No. 131 / Monday, July 9, 2018 / Notices 

73 17 CFR 200.30–3(a)(12). 

1Applicants 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. 

to make available publicly. All 

submissions should refer to File 

Number SR–ISE–2018–56, and should 

be submitted on or before July 30, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.73

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14544 Filed 7–6–18; 8:45 am] 

BILLING CODE P 

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

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. 


sradovich on DSK3GMQ082PROD with NOTICES
Federal Register / Vol. 83, No. 131 / Monday, July 9, 2018 / Notices 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 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–475, OMB Control No. 

3235–0536] 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Regulation FD 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Regulation FD (17 CFR 243.100 et 

seq.)—Other Disclosure Materials 

requires public disclosure of material 

information from issuers of publicly 

traded securities so that investors have 

current information upon which to base 

investment decisions. The purpose of 

the regulation is to require: (1) An issuer 

that intentionally discloses material 

information, to do so through public 

disclosure, not selective disclosure; and 

(2) to make prompt public disclosure of 

material information that was 

unintentionally selectively disclosed. 

We estimate that approximately 13,000 

issuers make Regulation FD disclosures 

approximately five times a year for a 

total of 58,000 submissions annually, 

not including an estimated 7,000 issuers 

who file Form 8–K to comply with 

Regulation FD. We estimate that it takes 

5 hours per response (58,000 responses 

× 5 hours) for a total burden of 290,000 

hours annually. In addition, we estimate 

that 25% of the 5 hours per response 

(1.25 hours) is prepared by the filer for 

an annual reporting burden of 72,500 

hours (1.25 hours per response × 58,000 

responses). 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information has practical utility; (b) the 

accuracy of the agency’s estimate of the 

burden imposed by the collection of 

information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 

Please direct your written comment to 

Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Candace 

Kenner, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: July 3, 2018. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14656 Filed 7–6–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Form 11–K, SEC File No. 270–101, OMB 

Control No. 3235–0082 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Form 11–K (17 CFR 249.311) is the 

annual report designed for use by 

employee stock purchase, savings and 

similar plans to comply with the 

reporting requirements under Section 

15(d) of the Securities and Exchange Act 

of 1934 (the ‘‘Exchange Act’’) (15 U.S.C. 

78o(d)). Section 15(d) establishes a 

periodic reporting obligation for every 

issuer of a class of securities registered 

under the Securities Act of 1933 (the 

‘‘Securities Act’’)(15 U.S.C. 77a et seq.). 

Form 11–K provides employees of an 

issuer with financial information so that 

they can assess the performance of the 

investment vehicle or stock plan. Form 

11–K takes approximately 30 burden 

hours per response and is filed by 1,302 

respondents for total of 39,060 burden 

hours (30 hours per response × 1,302 

responses). 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden imposed by the collection 

of information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 

Please direct your written comment to 

Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Candace 

Kenner, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: July 3, 2018. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14651 Filed 7–6–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Rule 239; SEC File No. 270–638, OMB 

Control No. 3235–0687. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 


sradovich on DSK3GMQ082PROD with NOTICES