Rule 425 60 Day Federal Register Notice

Federal Register / Vol. 85, No. 208 / Tuesday, October 27, 2020 / Notices
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE,
Washington, DC 20549, on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–C2–2020–016 and should
be submitted on or before November 17,
2020.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.24
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–23685 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–558, OMB Control No.
3235–0617]

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

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Extension:
Rule 433

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 433 (17 CFR 230.433) governs
the use and filing of free writing
prospectuses under the Securities Act of
1933 (15 U.S.C. 77a et seq.). The
purpose of Rule 433 is to reduce the
restrictions on communications that an
issuer can make to investors during a
registered offering of its securities,
while maintaining important investor
protections. A free writing prospectus
meeting the conditions of Rule 433(d)(1)
must be filed with the Commission and
24 17

CFR 200.30–3(a)(12).

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is publicly available. We estimate that it
takes approximately 1.28 burden hours
per response to prepare a free writing
prospectus and that the information is
filed by 2,906 respondents
approximately 5.4026 times per year for
a total of 15,700 responses. We estimate
that 25% of the 1.28 burden hours per
response (0.32 hours) is prepared by the
issuer for total annual reporting burden
of approximately 5,024 hours (0.32
hours × 15,700 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. 2020–23753 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–556, OMB Control No.
3235–0619]

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 163

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 163 (17 CFR 230.163) provides
an exemption from Section 5(c) (15

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68103

U.S.C. 77e(c)) under the Securities Act
of 1933 (15 U.S.C. 77a et seq.) for certain
communications by or on behalf of a
well-known seasoned issuer. The
information filed under Rule 163 is
publicly available. We estimate that it
takes approximately 0.24 burden hours
per response to provide the information
required under Rule 163 and is filed by
approximately 53 issuers. We estimate
that 25% of the 0.24 hours per response
(0.06 hours) is prepared by the issuer for
an annual reporting burden of 3 hours
(0.06 hours per response × 53
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. 2020–23750 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–462, OMB Control No.
3235–0521]

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 425

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

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

approved collection of information
discussed below.
Rule 425 (17 CFR 230.425) under the
Securities Act of 1933 (15 U.S.C. 77a et
seq.) requires the filing of certain
prospectuses and communications
under Rule 135 (17 CFR 230.135) and
Rule 165 (17 CFR 230.165) in
connection with business combination
transactions. The purpose of the rule is
to permit more oral and written
communications with shareholders
about tender offers, mergers and other
business combination transactions on a
more-timely basis, so long as the written
communications are filed on the date of
first use. The information provided
under Rule 425 is made available to the
public upon request. Also, the
information provided under Rule 425 is
mandatory. Approximately 7,160 issuers
file communications under Rule 425 at
an estimated 0.25 hours per response for
a total of 1,790 annual burden hours
(0.25 hours per response × 7,160
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. 2020–23752 Filed 10–26–20; 8:45 am]
BILLING CODE 8011–01–P

jbell on DSKJLSW7X2PROD with NOTICES

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–094, OMB Control No.
3235–0085]

Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,

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100 F Street NE, Washington, DC
20549–2736
Extension:
Rule 17a–11

Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for approval of
extension of the previously approved
collection of information provided for in
Rule 17a–11, Notification Provisions for
Brokers and Dealers (17 CFR 240.17a–
11), under the Securities Exchange Act
of 1934 (15 U.S.C. 78a et seq.)
(‘‘Exchange Act’’).
In response to an operational crisis in
the securities industry between 1967
and 1970, the Commission adopted Rule
17a–11 under the Exchange Act on July
11, 1971. Rule 17a–11 requires brokerdealers that are experiencing financial
or operational difficulties to provide
notice to the Commission, the brokerdealer’s designated examining authority
(‘‘DEA’’), and the Commodity Futures
Trading Commission (‘‘CFTC’’) if the
broker-dealer is registered with the
CFTC as a futures commission
merchant. Rule 17a–11 is an integral
part of the Commission’s financial
responsibility program which enables
the Commission, a broker-dealer’s DEA,
and the CFTC to increase surveillance of
a broker-dealer experiencing difficulties
and to obtain any additional
information necessary to gauge the
broker-dealer’s financial or operational
condition.
Rule 17a–11 also requires over-thecounter (‘‘OTC’’) derivatives dealers and
broker-dealers that are permitted to
compute net capital pursuant to
Appendix E to Exchange Act Rule 15c3–
1 to notify the Commission when their
tentative net capital drops below certain
levels.
To ensure the provision of these types
of notices to the Commission, Rule 17a–
11 requires every national securities
exchange or national securities
association to notify the Commission
when it learns that a member brokerdealer has failed to send a notice or
transmit a report required under the
Rule.
Compliance with the Rule is
mandatory. The Commission will
generally not publish or make available
to any person notices or reports received
pursuant to Rule 17a–11. The
Commission believes that information
obtained under Rule 17a–11 relates to a
condition report prepared for the use of
the Commission, other federal
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industry self-regulatory organizations
responsible for the regulation or
supervision of financial institutions.
The Commission expects to receive
343 notices from broker-dealers whose
capital declines below certain specified
levels or who are otherwise
experiencing financial or operational
problems and eleven notices each year
from national securities exchange or
national securities association notifying
it that a member broker-dealer has failed
to send the Commission a notice or
transmit a report required under the
Rule. The Commission expects that it
will take approximately one hour to
prepare and transmit each notice.
Therefore, the Commission estimates
the total annual reporting burden arising
from this section of the rule will be
approximately 354 hours.1
Rule 17a–11 also requires brokerdealers engaged in securities lending or
repurchase activities to either: (1) File a
notice with the Commission and their
DEA whenever the total money payable
against all securities loaned, subject to
a reverse repurchase agreement or the
contract value of all securities borrowed
or subject to a repurchase agreement,
exceeds 2,500% of tentative net capital;
or, alternatively, (2) report monthly
their securities lending and repurchase
activities to their DEA in a form
acceptable to their DEA.
The Commission estimates that,
annually, six broker-dealers will submit
the monthly stock loan/borrow report.
The Commission estimates each firm
will spend, on average, approximately
one hour per month (or twelve hours
per year) of employee resources to
prepare and send the report or to
prepare the information for the FOCUS
report (as required by the firm’s DEA, if
applicable). Therefore, the Commission
estimates the total annual reporting
burden arising from this section of the
rule will be approximately 72 hours.2
Therefore, the total annual reporting
burden associated with Rule 17a–11 is
approximately 426 hours.3
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
under the PRA unless it displays a
currently valid OMB 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
1 343

hours + 11 hours = 354 hours.
broker-dealers × 12 hours per year = 72 hours.
3 343 hours + 11 hours + 72 hours = 426 hours.
26

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