424 Federal Register / Vol. 89, No. 2 / Wednesday, January 3, 2024 / Notices 

SUPPLEMENTARY INFORMATION: The 

United States Postal Service® hereby 

gives notice that, pursuant to 39 U.S.C. 

3642 and 3632(b)(3), on December 27, 

2023, it filed with the Postal Regulatory 

Commission a USPS Request to Add 

Priority Mail Express International, 

Priority Mail International & First-Class 

Package International Service Contract 

33 to Competitive Product List. 

Documents are available at 

www.prc.gov, Docket Nos. MC2024–145 

and CP2024–151. 

Sarah Sullivan, 

Attorney, Ethics & Legal Compliance. 

[FR Doc. 2023–28933 Filed 1–2–24; 8:45 am] 

BILLING CODE 7710–12–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

35083; File No. 812–15429] 

AB CarVal Opportunistic Credit Fund, 

et al. 

December 27, 2023. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’). 

ACTION: Notice. 

Notice of application for an order 

under section 17(d) of the Investment 

Company Act of 1940 (the ‘‘Act’’) and 

rule 17d–1 under the Act to permit 

certain joint transactions otherwise 

prohibited by section 17(d) of the Act 

and rule 17d–1 under the Act. 

Summary of Application: Applicants 

request an order to permit certain 

closed-end management investment 

companies to co-invest in portfolio 

companies with each other and with 

certain affiliated investment entities. 

Applicants: AB CarVal Opportunistic 

Credit Fund; AB CarVal Investors, L.P.; 

CarVal CLO Management, LLC; CarVal 

Investors GB LLP; CarVal Investors Pte, 

Ltd,; CarVal Wengsheng Private Fund 

Management (Shanghai) Co., Ltd; CarVal 

CCF US Corporation; CarVal Contingent 

Credit Fund LP; Centre Street CarVal 

Partnership LP; CarVal CSC US 

Corporation; CVI EMCOF US, LLC; CVI 

AIF Cayman Securities Ltd; CVI AIF 

Master Fund I LP; CVI AIF Master Fund 

II LP; CarVal CCF Luxembourg S.A R.L.; 

CarVal CCF Singapore Subfund; CarVal 

CCOF Luxembourg S.A R.L.; CVI CCOF 

Cayman Finance Corporation; CVI 

CCOF Cayman Securities Ltd; CVI CCOF 

Master Fund I LP; CVI CCOF Singapore 

Subfund; CVI CEF Cayman Securities 

Ltd; CVI CEF Luxembourg S.A R.L.; CVI 

CEF Master Fund I LP; CVI CEF Master 

Fund II LP; CVI CEF Master Fund III LP; 

CVI CEF Master Fund IV LP; CVI CEF 

II Master Fund I LP; CVI CEF II Master 

Fund II LP; CVI CEF II Master Fund III 

LP; CVI CEF II Master Fund IV LP; CVI 

CEF II Pooling Fund I LP; CVI CEF II 

Pooling Fund II LP; CVI CEF II Pooling 

Fund III LP; CVI CEF II Pooling Fund IV 

LP; CVI CEF II Cayman Finance 

Corporation; CVI CEF II Cayman 

Securities Ltd; CVI CEF II Luxembourg 

S.A R.L.; CarVal CLO I Ltd.; CarVal CLO 

II Ltd.; CarVal CLO III Ltd.; CarVal CLO 

IV Ltd.; CarVal CLO V–C Ltd.; CarVal 

CLO VII–C Ltd.; CarVal CSC Cayman 

Securities Ltd; CarVal CSC Cayman 

Finance Corporation; CarVal CSC 

Luxembourg S.A R.L.; CVI CSF US LLC; 

CVI CSF Cayman Finance Corporation; 

CVI CSF Master Fund I LP; CVI CSF 

Master Fund II LP; CVI CSF Master 

Fund III LP; CVI CSF Cayman Securities 

LP; CVI CSF Luxembourg S.A R.L.; CVI 

CVF IV Lux Master S.A R.L.; CVI CVF 

IV Master Fund I LP; CVI CVF IV Master 

Fund II LP; CVI CVF IV Master Fund III 

LP; CVI CVF IV Master Fund IV, LLC; 

CVI CVF IV Cayman Finance 

Corporation; CVI CVF IV Cayman 

Securities Ltd; CVI CVF IV Singapore 

Subfund; CVI Group Pooling RAIF 

S.C.A.–CVF V Sub-Fund; CVI CVF V 

Master Fund I LP; CVI CVF V Master 

Fund II LP; CVI CVF V Master Fund III 

LP; CVI CVF V Master Fund IV LP; CVI 

CVF V Pooling Fund I LP; CVI CVF V 

Pooling Fund II LP; CVI CVF V Pooling 

Fund III LP; CVI CVF V Cayman 

Finance Corporation; CVI CVF V 

Cayman Securities Ltd; CVI CVF V 

Renewables, LLC; CVI CVF V Singapore 

Subfund; CVI CVF VI Master Fund I LP; 

CVI CVF VI Master Fund II LP; CVI CVF 

VI Master Fund III LP; CVI CVF VI 

Pooling Fund I LP; CVI CVF VI Pooling 

Fund II LP; CVI CVF VI Pooling Fund 

III LP; CVI CVF VI Cayman Finance 

Corporation; CVI CVF VI Cayman 

Securities LP; CVI CVF VI Renewables, 

LLC; CVIC Cayman Holdings GP 

Corporation; CVIC Cayman Finance 

Corporation; CVIC Cayman Securities 

Ltd; CVIC Lux Finance S.A R.L.; CVIC 

Master Fund II, LLC; CVIC Master Fund 

III, LLC; CVIC Master Fund IV LP; CVIC 

Master Fund LP; CVIC Singapore 

Subfund; CVIC US Holdings II LP; CVIC 

Lux Securities Trading S.A R.L.; CVI 

EMCOF Lux S.A R.L.; CVI EMCOF 

Cayman Finance Corporation; CVI 

EMCOF Cayman Securities Ltd; CVI 

EMCOF Master Fund LP; CVI EMCOF 

Singapore Subfund; CVI GOF Cayman 

Securities Ltd; Britannica Recoveries 

S.A R.L.; Bohai Investment Holdings 

S.A R.L.; Insubria S.A R.L.; Mincio S.A 

R.L.; Lienza GP S.A R.L.; CVF III 

Mortgage Loan Trust II; CVF III 

Residential Investments II LLC; CVF III 

Mortgage Loan II Holdings LP; CVI CGS 

Mortgage Loan Trust I; CVI GCS 

Residential Investments I LLC; CVI CGS 

Mortgage Loan I Holdings LP; CVI LCF 

Mortgage Loan Trust I; CVI LCF 

Residential Investments I LLC; CVI SGP 

Acquisition Trust; CVI SGP–CO 

Acquisition Trust; CVI SGP LLC; Mill 

City Mortgage Loan Trust; CVI MC 

Residential Investments A LLC; CVI MC 

Residential Investments I LLC; Mill City 

Acquisition Holdings LP; Mill City 

Investment Holdings LP; Lyndale 

Holdings Limited; CVI Investment 

Holdings Limited; CVI AGL AssetCo 

Holdings, LLC; CVI VGY DevCo 

Holdings, LLC; CVI VGY Holdings, LLC; 

CVI Funding (TRS) I, LLC; CVI Loan 

Sub Holdings IV, LLC; CVI Loan Sub 

Holdings V, LLC; CVI SL Investment 

Trust; CVI SL Investment Trust II; CVI 

SKP FF Acquisition Trust; CVI 

SA1Senior Loan Holdings, LLC; CVI 

SKP Equity Holdings, LLC; Lyndale 

Investment Holdings LP; Mill City 

Holdings LLC; CVI REIT I, LLC; CarVal 

CCF Cayman Finance Corporation; 

CarVal CCF Cayman Securities Ltd; 

CarVal CLO VI–C Ltd.; CarVal CLO VIII– 

C Ltd.; CarVal CLO IX–C Ltd.; CVI CVF 

IV Lux Finance S.A R.L.; CVI CVF IV 

Lux Sub Holdings S.A R.L.; CVI CVF IV 

Lux Holdings S.A R.L.; CVI CVF IV Lux 

Securities S.A R.L.; CVI CVF IV 

Luxembourg S.A R.L.; CVIC Lux Master 

S.A R.L.; AB CarVal Euro CLO I–C 

Designated Activity Company; Shanghai 

CarVal Wensheng Equity Investment 

Partnership Enterprise (Limited 

Partnership); Lienza SCSp; Aergo 

Holdings Limited; Aergo Leasing II 

Limited; CVI Mezz Loan Sub Holdings 

VII, LLC; CVI SS CRE Holdings, LLC; 

CVI SA3 Senior Loan Holdings, LLC; 

Tesnik Tres Holdings Limited; CVI SL 

Investment Trust III; CVI SL FF 

Holdings, LLC; Wellington Lease 

Holding Limited; Wellington Lease 

Turbo Limited. 

Filing Dates: The application was 

filed on January 27, 2023, and amended 

on June 28, 2023 and September 15, 

2023. 

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 on any application by 

emailing the SEC’s Secretary at 

Secretarys-Office@sec.gov and serving 

the Applicants with a copy of the 

request by email, if an email address is 

listed for the relevant Applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

Applicant below. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on January 18, 2024 and 

should be accompanied by proof of 

service on the Applicants, in the form 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 2 / Wednesday, January 3, 2024 / Notices 425 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 98532 

(Sept. 26, 2023) 88 FR 67852. 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 98860, 

88 FR 77647 (Nov. 13, 2023). The Commission 

designated December 31, 2023 as the date by which 

the Commission shall approve or disapprove, or 

institute proceedings to determine whether to 

disapprove, the proposed rule change. 

6Comments received on the proposed rule change 

are available at: https://www.sec.gov/comments/srcboebzx-2023-063/srcboebzx2023063.htm. 

7 15 U.S.C. 78s(b)(2)(B). 

8For a full description of all aspects of the 

proposed rule change, please see the Notice, supra 

note 3. 

9 17 CFR 240.3a51–1(g). 

10See 17 CFR 240.3a51–1(g). A company seeking 

to qualify under only the Market Value of Listed 

Securities Standard would, among other things, also 

be required to maintain for 90 consecutive trading 

days the market value of its listed securities at $50 

million and the $2 price requirement prior to 

applying to list under the alternative standard. See 

proposed Exchange Rule 14.9(b)(2)(B). Under the 

Market Value of Listed Securities Standard, a 

company would need to achieve, among other 

things: (A) market value of listed securities of at 

least $50 million (current publicly traded issuers 

must meet this requirement and the price 

requirement for 90 consecutive trading days prior 

to applying for listing if qualifying to list only 

under the market value of listed securities 

standard); (B) stockholders’ equity of at least $4 

million; and (C) market value of publicly held 

shares of at least $15 million. The Exchange 

proposes to revise Rule 14.9(b)(2)(B) in order to 

make it consistent with the proposal. In particular, 

Rule 14.9(b)(2)(B)(i) would be revised to delete the 

specific reference to $4 bid price requirement, since 

an issuer seeking to initially list its securities under 

the Market Value of Listed Securities Standard 

using the proposed alternative price requirement 

would have to maintain a closing price of at least 

$2 per share for 90 consecutive trading days. 

11See Exchange Rule 14.9(b)(2)(A). 

12See Exchange Rule 14.9(b)(2)(C). 

13See proposed Exchange Rule 14.9(b)(2)(B). 

14The Exchange states that the proposed rule 

adopts the 15-month requirement to assure 

consistency with the timing requirements contained 

in Exchange Act Rule 3a51–1(g). 

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 

Secretarys-Office@sec.gov. 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

Matthew Bogart matthew.bogart@

abcarval.com, Kenneth Young 

ken.young@dechert.com, William J. 

Bielefeld william.bielefeld@

dechert.com, and Matthew Barsamian 

matthew.barsamian@dechert.com. 

FOR FURTHER INFORMATION CONTACT: 

Priscilla Dao, Senior Counsel, or Robert 

Shapiro, Assistant Director, at (202) 

551–6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

Applicants’ representations, legal 

analysis, and conditions, please refer to 

Applicants’ second amended and 

restated application, dated September 

15, 2023, which may be obtained via the 

Commission’s website by searching for 

the file number at the top of this 

document, or for an Applicant using the 

Company name search field, on the 

SEC’s EDGAR system. 

The SEC’s EDGAR system may be 

searched at http://www.sec.gov/edgar/ 

searchedgar/legacy/ 

companysearch.html. You may also call 

the SEC’s Public Reference Room at 

(202) 551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Christina Z. Milnor, 

Assistant Secretary. 

[FR Doc. 2023–28867 Filed 1–2–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–99247; File No. SR– 

CboeBZX–2023–063] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove a Proposed 

Rule Change To Adopt an Alternative 

to the Minimum $4 Price Requirement 

for Companies Seeking To List Tier II 

Securities on the Exchange 

December 27, 2023. 

On September 19, 2023, Cboe BZX 

Exchange, Inc. (‘‘BZX’’ 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 

adopt an alternative to the minimum $4 

price requirement for companies 

seeking to list Tier II securities on the 

Exchange. The proposed rule change 

was published for comment in the 

Federal Register on October 2, 2023.3

On November 6, 2023, pursuant to 

Section 19(b)(2) of the Act,4 the 

Commission designated a longer period 

within which to approve the proposed 

rule change, disapprove the proposed 

rule change, or institute proceedings to 

determine whether to disapprove the 

proposed rule change.5 The Commission 

received two comments letters on the 

proposed rule change.6 This order 

institutes proceedings under Section 

19(b)(2)(B) of the Act 7 to determine 

whether to approve or disapprove the 

proposed rule change. 

I. Summary of the Proposed Rule 

Change 8

The Exchange proposes to adopt an 

alternative to the current minimum $4 

price requirement for companies 

seeking to list securities on Tier II of the 

Exchange that are excluded from the 

definition of a ‘‘penny stock’’ under 

Exchange Act Rule 3a51–1(g) (the 

‘‘Penny Stock Rule’’).9 Specifically, 

under proposed Exchange Rule 

14.9(b)(1)(A)(ii), a company whose 

security maintains a $2 or $3 closing 

price for at least five consecutive 

business days prior to approval would 

qualify for listing as a Tier II security, 

if among other things, it meets the net 

tangible assets or average revenue tests 

of the alternative penny stock exclusion 

set forth in Exchange Act Rule 3a51– 

1(g) 10 and meets all existing listing 

standards except for the $4 price 

requirement. Such a company must 

instead have a minimum $3 price if it 

qualifies under the $5 million equity 11

or $750,000 net income alternatives 12 or 

a minimum $2 price if it qualifies under 

the $50 million market value of listed 

securities alternative.13 In addition, a 

company qualifying under the proposed 

standard must have either: (a) net 

tangible assets in excess of $2 million, 

if the company has been in continuous 

operation for at least three years; or (b) 

net tangible assets in excess of $5 

million, if the company has been in 

continuous operation for less than three 

years; or (c) average revenue of at least 

$6 million for the last three years. For 

this purpose, net tangible assets or 

revenue must be demonstrated on the 

company’s most recently filed audited 

financial statements, satisfying the 

requirements of the Commission, and 

which are dated less than 15 months 

prior to the date of listing.14

As proposed under new Interpretation 

and Policies .01(a) to Exchange Rule 

14.9, an Exchange-listed security could 

become subject to the Penny Stock Rule 

following initial listing if it no longer 

meets the tangible assets or average 

revenue tests of the alternative 

exclusion and does not qualify for 

another exclusion under the penny 

stock rules. Further, unlike securities 

listed under the Exchange’s existing 

initial standards, which have a blanket 

exclusion from the Penny Stock Rule, 

broker-dealers that effect recommended 

transactions in securities that originally 

qualified for listing under the 

Exchange’s alternative price standard 

would, among other things, under 

Exchange Act Rule 3a51–1(g), need to 


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