Rule 13e-3 30 Day Federal Register Notice

Rule 13e-3.FederalRegister.30 Day Notice.pdf

Private Transaction - Rule 13e-3 (Schedule 13E-3) under the Securities Exchange Act of 1934

Rule 13e-3 30 Day Federal Register Notice

OMB: 3235-0007

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68110

Federal Register / Vol. 85, No. 208 / Tuesday, October 27, 2020 / Notices

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orders issued by regulatory or
enforcement agencies addressing the
Conduct.
4. GS Group and each Applicant and
Covered Person will comply in all
material respects with the material
terms and conditions of the Plea
Agreement and with the material terms
of the DPA, the FRB Order, the DFS
Order, the SEC Order, the Malaysian
Settlement Agreement, the U.K. Notices,
the SFC Statement, the Singapore
Notice, the MAS Letter and any other
orders issued by regulatory or
enforcement agencies addressing the
Conduct. In addition, within 30 days of
each anniversary of the Permanent
Order (until and including the third
such anniversary), GS Group will
submit a certification signed by its chief
executive officer and its global head of
regulatory affairs, confirming that the
Pleading Entity has complied with the
terms and conditions of the Plea
Agreement in all material respects and
that GS Group has complied with the
terms and conditions of the DPA in all
material respects. Each such
certification will be submitted to the
Chief Counsel of the Commission’s
Division of Investment Management
with a copy to the Chief Counsel of the
Commission’s Division of Enforcement.
5. Applicants will provide written
notification to the Chief Counsel of the
Commission’s Division of Investment
Management with a copy to the Chief
Counsel of the Commission’s Division of
Enforcement of a material violation of
the terms and conditions of the Orders
within 30 days of discovery of the
material violation. In addition, GS
Group will submit to the Chief Counsel
of the Commission’s Division of
Investment Management, with a copy to
the Chief Counsel of the Commission’s
Division of Enforcement, a copy of each
report submitted to the Department of
Justice pursuant to Paragraph 14 and
Attachments C and D of the DPA within
five days of the submission of each
report to the Department of Justice. GS
Group’s first such report will be signed
by its chief executive officer and global
head of regulatory affairs.
Temporary Order
The Commission has considered the
matter and finds that Applicants have
made the necessary showing to justify
granting a temporary exemption.
Accordingly,
It is hereby ordered, pursuant to
section 9(c) of the Act, that the
Applicants and any other Covered
Persons are granted a temporary
exemption from the provisions of
section 9(a), effective as the date of the
Guilty Plea, solely with respect to the

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Guilty Plea entered into pursuant to the
Plea Agreement, subject to the
representations and conditions in the
application, until the Commission takes
final action on their application for a
permanent order.
By the Commission.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–23778 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–557, OMB Control No.
3235–0618]

‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission,
c/o Cynthia Roscoe, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: [email protected].
Dated: October 22, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–23751 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

Submission for OMB Review;
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 173

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’’) has submitted to the
Office of Management and Budget this
request for extension of the previously
approved collection of information
discussed below.
Securities Act Rule 173 (17 CFR
230.173) provides a notice of
registration to investors who purchased
securities in a registered offering under
the Securities Act of 1933 (15 U.S.C. 77a
et seq.). A Rule 173 notice must be
provided by each underwriter or dealer
to each investor who purchased
securities from the underwriter or
dealer. The Rule 173 notice is not
publicly available. We estimate that it
takes approximately 0.0167 hour per
response to provide the information
required under Rule 173 and that the
information is filed by approximately
5,338 respondents approximately 43,546
times a year for a total of 232,448,548
responses. We estimate that the total
annual reporting burden for Rule 173 is
3,881,891 hours (0.0167 hours per
response × 232,448,548 responses).
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.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting

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SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–1, OMB Control No. 3235–
0007]

Submission for OMB Review;
Comment Request
Upon Written Request Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–02736
Extension:
Rule 13e–3 (Schedule 13E–3)

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’’) has submitted to the
Office of Management and Budget this
request for extension of the previously
approved collection of information
discussed below.
Rule 13e–3 (17 CFR 240.13e–3) and
Schedule 13E–3 (17 CFR 240.13e–
100)—Rule 13e–3 prescribes the filing,
disclosure and dissemination
requirements in connection with a going
private transaction by an issuer or an
affiliate. Schedule 13E–3 provides
shareholders and the marketplace with
material information concerning a going
private transaction. The information
collected permits verification of
compliance with securities laws
requirements and ensures the public
availability and dissemination of the
collected information. This information
is made available to the public.
Information provided on Schedule 13E–
3 is mandatory. We estimate that
Schedule 13E–3 is filed by
approximately 77 issuers annually and
it takes approximately 137.42 hours per
response. We estimate that 25% of the
137.42 hours per response is prepared
by the filer for a total annual reporting

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Federal Register / Vol. 85, No. 208 / Tuesday, October 27, 2020 / Notices
burden of 2,646 hours (34.36 hours per
response × 77 responses).
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.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission, c/
o Cynthia Roscoe, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: [email protected].
Dated: October 22, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–23749 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

Dated: October 22, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.

SECURITIES AND EXCHANGE
COMMISSION

[FR Doc. 2020–23754 Filed 10–26–20; 8:45 am]

[SEC File No. 270–114, OMB Control No.
3235–0102]

BILLING CODE 8011–01–P

Submission for OMB Review;
Comment Request

SECURITIES AND EXCHANGE
COMMISSION

Upon Written Request Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Regulations 14D and 14E, Schedule
14D–9

jbell on DSKJLSW7X2PROD with NOTICES

hours per response to prepare and is
filed by 169 companies annually. We
estimate that 25% of the 260.56 hours
per response (65.14 hours) is prepared
by the company for an annual reporting
burden of 11,009 hours (65.14 hours per
response × 169 responses).
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.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission,
c/o Cynthia Roscoe, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: [email protected].

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’’) has submitted to the
Office of Management and Budget this
request for extension of the previously
approved collection of information
discussed below.
Regulation 14D (17 CFR 240.14d–1—
240.14d–11) and Regulation 14E (17
CFR 240.14e–1—240.14f–1) and related
Schedule 14D–9 (17 CFR 240.14d–101)
require information important to
security holders in deciding how to
respond to tender offers. This
information is made available to the
public. Information provided on
Schedule 14D–9 is mandatory. Schedule
14D–9 takes approximately 260.56

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[Release No. 34–90240; File No. SRCboeBZX–2020–075]

Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Enhance Its
Drill-Through Protections and Make
Other Clarifying Change
October 21, 2020.

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 October
9, 2020, Cboe BZX Exchange, Inc.
(‘‘Exchange’’ or ‘‘BZX’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
1 15
2 17

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U.S.C. 78s(b)(1).
CFR 240.19b–4.

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I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe BZX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BZX Options’’)
proposes to enhance its drill-through
protections and make other clarifying
changes. The text of the proposed rule
change is provided in Exhibit 5.
The text of the proposed rule change
is also available on the Exchange’s
website (http://markets.cboe.com/us/
equities/regulation/rule_filings/bzx/), at
the Exchange’s Office of the Secretary,
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, the
Exchange 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. The
Exchange 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
The Exchange proposes to enhance its
drill-through protections for orders and
make other clarifying changes.
Currently, pursuant to Rule 21.17(d), the
System will execute a marketable buy
(sell) order, respectively, up to a buffer
amount above (below) the limit of the
Opening Collar or the national best offer
(‘‘NBO’’) (national best bid (‘‘NBB’’)), as
applicable (the ‘‘drill-through price’’).
The System enters any order (or
unexecuted portion) into the BZX
Options Book at the drill-through price
for a specified period of time
(determined by the Exchange).3 At the
end of the time period, the System
cancels any portion of the order not
executed during that time period.
The Exchange proposes to permit
orders to rest in the BZX Options Book
for multiple time periods and at more
3 The current time period is two seconds, and the
current default amounts are available in the
technical specifications available at https://
cdn.cboe.com/resources/membership/US_Options_
BOE_Specification.pdf. Upon implementation of
the proposed rule change, the Exchange will likely
reduce the length of the time period and maintain
the same buffer amounts.

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