Application for Deregistration (n-8f)
May 12 2023 - 5:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-8F
Application Pursuant to Section 8(f) of the
Investment Company Act of 1940 (Act) and
Rule 8f-1 Thereunder for Order Declaring
that a Registered Investment Company has Ceased to
be an Investment Company under the Act
I. |
General Identifying Information |
1. |
Reason fund is applying to deregister (check only one; for descriptions, see Instruction 1 above):
|
☒ Merger ☐ Liquidation ☐
Abandonment of Registration
(Note: Abandonments of Registration answer only questions 1 through 15, 24 and 25 of this form and
complete verification at the end of the form.)
☐ Election of status as a Business Development Company
(Note: Business Development Companies answer only questions 1 through 10 of this form and complete verification at the end of the form.)
2. |
Name of fund: Invesco Dynamic Credit Opportunities Fund (the Fund) |
3. |
Securities and Exchange Commission File No.: 811-22043
|
4. |
Is this an initial Form N-8F or an amendment to a previously filed Form
N-8F? |
☒ Initial
Application ☐ Amendment
5. |
Address of Principal Executive Office (include No. & Street, City, State, Zip Code): |
1331 Spring Street NW Suite 2500, Atlanta, GA 30309
6. |
Name, address, and telephone number of individual the Commission staff should contact with any questions
regarding this form: |
Adrienne Ruffle
Invesco Advisers, Inc.
225
Liberty Street, 15th FL
New York, NY 10281-1087
212-323-5231
7. |
Name, address and telephone number of individual or entity responsible for maintenance and preservation of fund
records in accordance with rules 31a-1 and 31a-2 under the Act [17 CFR 270.3 1a-l, .3
1a-2]: |
Invesco Advisers, Inc., 1331 Spring Street NW Suite 2500, Atlanta, GA
30309, (404) 4393217 (records relating to its functions as investment adviser, administrator, and fund accountant to the Fund)
|
NOTE: |
Once de registered, a fund is still required to maintain and preserve the records described in rules 31a-l and 31a-2for the periods specified in those rules. |
8. |
Classification of fund (check only one): |
|
☐ |
Unit investment trust; or |
|
☐ |
Face-amount certificate company. |
9. |
Subclassification if the fund is a management company (check only one): |
☐ Open-end
☒ Closed-end
10. |
State law under which the fund was organized or formed (e.g., Delaware, Massachusetts): |
State of Delaware
11. |
Provide the name and address of each investment adviser of the fund (including subadvisers) during the last
five years, even if the funds contracts with those advisers have been terminated: |
Invesco Advisers, Inc.
1331 Spring Street NW Suite 2500
Atlanta, GA 30309
Invesco Asset
Management Deutschland GmbH
An der Welle S
1st Floor
Frankfurt, Germany 60322
Invesco
Asset Management Limited
Perpetual Park
Perpetual Park Drive
Henley-on-Thames
Oxfordshire, RG91HH
United Kingdom
Invesco Asset Management (Japan) Limited
Roppongi Hills Mori Tower 14F
6-10-1 Roppongi
Minato-ku, Tokyo 106-6114
Invesco Hong Kong Limited
41/F
Citibank Tower
3 Garden Road, Central
Hong Kong
Invesco Senior Secured
Management, Inc.
225 Liberty Street
New York, NY 10281
Invesco
Canada Ltd.
120 Bloor Street East, Suite 700
Toronto, ON M4W 1B7
12. |
Provide the name and address of each principal underwriter of the fund during the last five years, even if the
funds contracts with those underwriters have been terminated: Not applicable |
13. |
If the fund is a unit investment trust (UIT) provide: Not applicable |
|
(a) |
Depositors name(s) and addressees): |
|
(b) |
Trustees name(s) and address(es): |
14. |
Is there a UIT registered under the Act that served as a vehicle for investment in the fund (e.g., an insurance
company separate account)? |
☐ Yes ☒ No
If Yes, for each UIT state:
Name(s):
File No.: 811
Business Address:
15. |
(a) Did the fund obtain approval from the board of directors concerning the decision to engage in a Merger,
Liquidation or Abandonment of Registration? |
☒ Yes ☐
No
If Yes, state the date on which the board vote took place: May 7, 2021
If No, explain: The Fund never became effective or commenced operations.
|
(b) |
Did the fund obtain approval from the shareholders concerning the decision to engage in a Merger, Liquidation
or Abandonment of Registration? |
☒ Yes ☐
No
If Yes, state the date on which the shareholder vote took place: September 3, 2021 If No, explain:
II. |
Distributions to Shareholders |
16. |
Has the fund distributed any assets to its shareholders in connection with the Merger or
Liquidation? ☐ Yes ☒ No |
|
(a) |
If Yes, list the date(s) on which the fund made those distributions: |
|
(b) |
Were the distributions made on the basis of net assets? |
☐ Yes ☐
No
|
(c) |
Were the distributions made pro rata based on share ownership? |
☐ Yes ☐
No
|
(d) |
If No to (b) or (c) above, describe the method of distributions to shareholders. For Mergers, provide the
exchange ratio(s) used and explain how it was calculated: |
Were any distributions to shareholders made in kind?
☐ Yes ☐
No
If Yes, indicate the percentage of fund shares owned by affiliates, or any other affiliation of shareholders:
17. |
Closed-end funds only: |
Has the fund issued senior securities?
☐ Yes ☒
No
If Yes, describe the method of calculating payments to senior securityholders and distributions
to other shareholders:
18. |
Has the fund distributed all of its assets to the funds
shareholders? ☒ Yes ☐ No |
If No,
|
(a) |
How many shareholders does the fund have as of the date this form is filed? |
|
(b) |
Describe the relationship of each remaining shareholder to the fund: |
19. |
Are there any shareholders who have not yet received distributions in complete liquidation of their interests?
|
☐ Yes ☒
No
If Yes, describe briefly the plans (if any) for distributing to, or preserving the interests of, those shareholders:
III. |
Assets and Liabilities |
20. |
Does the fund have any assets as of the date this form is filed? |
(See question 18 above)
☐ Yes ☒
No
If Yes,
|
(a) |
Describe the type and amount of each asset retained by the fund as of the date this form is filed:
|
|
(b) |
Why has the fund retained the remaining assets? |
|
(c) |
Will the remaining assets be invested in securities? |
☐ Yes ☐
No
21. |
Does the fund have any outstanding debts (other than face-amount certificates if the fund is a face-amount
certificate company) or any other liabilities? |
☐ Yes ☒
No
If Yes,
|
(a) |
Describe the type and amount of each debt or other liability: |
|
(b) |
How does the fund intend to pay these outstanding debts or other liabilities? |
IV. |
Information About Event(s) Leading to Request For Deregistration |
22. |
(a) List the expenses incurred in connection with the Merger or
Liquidation: |
|
(i) |
Legal expenses: $327,762.22 |
|
(ii) |
Accounting expenses: $6,000.00 |
|
(iii) |
Other expenses (list and identify separately): $166,414.641
|
|
(iv) |
Total expenses (sum of lines (i)-(iii) above): $500,176.86 |
|
1. |
Includes proxy printing, mailing and solicitation fees. |
|
(b) |
How were those expenses allocated? The Fund bore all merger-related expenses. |
|
(c) |
Who paid those expenses? The Fund bore all merger-related expenses. |
|
(d) |
How did the fund pay for unamortized expenses (if any)? Not applicable. |
23. |
Has the fund previously filed an application for an order of the Commission regarding the Merger or
Liquidation? |
☐ Yes ☒
No
If Yes, cite the release numbers of the Commissions notice and order or, if no notice or order has been issued,
the file number and date the application was filed:
V. |
Conclusion of Fund Business |
24. |
Is the fund a party to any litigation or administrative proceeding? |
☐ Yes ☒
No
If Yes, describe the nature of any litigation or proceeding and the position taken by the fund in that litigation:
25. |
Is the fund now engaged, or intending to engage, in any business activities other than those necessary for
winding up its affairs? |
☐ Yes ☒
No
If Yes, describe the nature and extent of those activities:
26. |
(a) State the name of the fund surviving the Merger: Invesco Dynamic Credit Opportunity Fund
|
|
(b) |
State the Investment Company Act file number of the fund surviving the Merger:
811-23665 |
|
(c) |
If the merger or reorganization agreement has been filed with the Commission, state the file number(s), form
type used and date the agreement was filed: Form N-14 8C/A filed on July 18, 2021, SEC Accession
No. 0001680359-21-000145, SEC File No. 211095373. |
|
(d) |
If the merger or reorganization agreement has not been filed with the Commission, provide a copy of the
agreement as an exhibit to this form. |
VERIFICATION
The undersigned states that (i) she has executed this Form N-8F application for an order under section 8(f) of
the Investment Company Act of 1940 on behalf of Invesco Dynamic Credit Opportunities Fund, (ii) she is the Assistant Secretary of Invesco Dynamic Credit Opportunities Fund and (iii) all actions by shareholders, directors, and any other
body necessary to authorize the undersigned to execute and file this Form N-8F application have been taken. The undersigned also states that the facts set forth in this Form
N-8F application are true to the best of her knowledge, information and belief.
|
/s/Adrienne Ruffle |
Name: Adrienne Ruffle |
Title: Assistant Secretary |
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