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Federal Register / Vol. 86, No. 121 / Monday, June 28, 2021 / Notices
khammond on DSKJM1Z7X2PROD with NOTICES

3. The Funds common shares are not offered or traded in the secondary market and are not listed on any exchange or quoted on any quotation medium.
4. Applicants request an order to permit each Fund to offer to repurchase a portion of its common shares at onemonth intervals, rather than the three, six, or twelve-month intervals specified by rule 23c3. Each Fund will disclose in its prospectus and annual reports its fundamental policy to make monthly offers to repurchase a portion of its common shares at net asset value, less deduction of a repurchase fee, if any, as permitted by rule 23c3b1.3 The fundamental policy will be changeable only by a majority vote of the holders of such Funds outstanding voting securities. Under the fundamental policy, the repurchase offer amount will be determined by the board of trustees of the applicable Fund Board prior to each repurchase offer. Each Fund will comply with rule 23c3b8s requirements with respect to its trustees who are not interested persons of such Fund, within the meaning of section 2a19 of the Act Disinterested Trustees and their legal counsel. Each Fund will make monthly offers to repurchase not less than 5% of its outstanding shares at the time of the repurchase request deadline. The repurchase offer amounts for the thencurrent monthly period, plus the repurchase offer amounts for the two monthly periods immediately preceding the then-current monthly period, will not exceed 25% of the outstanding common shares of the applicable Fund.
5. Each Funds fundamental policies will specify the means to determine the repurchase request deadline and the maximum number of days between each repurchase request deadline and the repurchase pricing date. Each Funds repurchase pricing date normally will be the same date as the repurchase request deadline and pricing will be determined after close of business on that date.
6. Pursuant to rule 23c3b1, each Fund will repurchase shares for cash on or before the repurchase payment deadline, which will be no later than seven calendar days after the repurchase pricing date. The Fund and any Future Any entity that relies on the requested order in the future will do so only in accordance with the terms and conditions of the application.
3 Applicants also note that the Fund has exemptive relief that permits the Fund to issue multiple classes of shares and to impose asset-based distribution fees and early withdrawal fees. See In the Matter of Lord Abbett Credit Opportunities Fund, et al., Investment Company Act Rel. Nos.
33513 June 19, 2019 notice and 33558 July 16, 2019 order.

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Fund currently intends to make payment by the fifth business day or seventh calendar day whichever period is shorter following the repurchase pricing date. Each Fund will make payment for shares repurchased in the previous months repurchase offer at least five business days before sending notification of the next repurchase offer.
The Fund and a Future Fund may deduct a repurchase fee in an amount not to exceed 2% from the repurchase proceeds payable to tendering shareholders, in compliance with rule 23c3b1.
7. Each Fund will provide common shareholders with notification of each repurchase offer no less than seven days and no more than fourteen days prior to the repurchase request deadline. The notification will include all information required by rule 23c3b4i. Each Fund will file the notification and the Form N23c3 with the Commission within three business days after sending the notification to its respective common shareholders.
8. Each Fund will not suspend or postpone a repurchase offer except pursuant to the vote of a majority of its Trustees, including a majority of its Disinterested Trustees, and only under the limited circumstances specified in rule 23c3b3i. Each Fund will not condition a repurchase offer upon tender of any minimum amount of shares. In addition, each Fund will comply with the pro ration and other allocation requirements of rule 23c 3b5 if common shareholders tender more than the repurchase offer amount.
Further, each Fund will permit tenders to be withdrawn or modified at any time until the repurchase request deadline, but will not permit tenders to be withdrawn or modified thereafter.
9. From the time a Fund sends its notification to shareholders of the repurchase offer until the repurchase pricing date, a percentage of such Funds assets equal to at least 100% of the repurchase offer amount will consist of: a Assets that can be sold or disposed of in the ordinary course of business at approximately the price at which such Fund has valued such investment within a period equal to the period between the repurchase request deadline and the repurchase payment deadline; or b assets that mature by the next repurchase payment deadline. In the event the assets of a Fund fail to comply with this requirement, the Board will cause such Fund to take such action as it deems appropriate to ensure compliance.
10. In compliance with the asset coverage requirements of section 18 of the Act, any senior security issued by,
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or other indebtedness of, a Fund will either mature by the next repurchase pricing date or provide for such Funds ability to call, repay or redeem such senior security or other indebtedness by the next repurchase pricing date, either in whole or in part, without penalty or premium, as necessary to permit that Fund to complete the repurchase offer in such amounts determined by its Board.
11. The Board of each Fund will adopt written procedures to ensure that such Funds portfolio assets are sufficiently liquid so that it can comply with its fundamental policy on repurchases and the liquidity requirements of rule 23c3b10i. The Board of each Fund will review the overall composition of the portfolio and make and approve such changes to the procedures as it deems necessary.
Applicants Legal Analysis 1. Section 6c of the Act provides that the Commission may exempt any person, security, or transaction, or any class or classes of persons, securities, or transactions, from any provision of the Act or rule thereunder, if and 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.
2. Section 23c of the Act provides in relevant part that no registered closedend investment company shall purchase any securities of any class of which it is the issuer except: a On a securities exchange or other open market; b pursuant to tenders, after reasonable opportunity to submit tenders given to all holders of securities of the class to be purchased; or c under such other circumstances as the Commission may permit by rules and regulations or orders for the protection of investors.
3. Rule 23c3 under the Act permits a registered closed-end investment company to make repurchase offers for its common stock at net asset value at periodic intervals pursuant to a fundamental policy of the investment company. Periodic interval is defined in rule 23c3a1 as an interval of three, six, or twelve months. Rule 23c 3b4 requires that notification of each repurchase offer be sent to shareholders no less than 21 calendar days and no more than 42 calendar days before the repurchase request deadline.
4. Applicants request an order pursuant to sections 6c and 23c of the Act exempting them from rule 23c 3a1 to the extent necessary to permit the Funds to make monthly repurchase offers. Applicants also request an
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