SEC Company Response from THIRD AVENUE VARIABLE SERIES TRUST (CIK 0001089107) — Apr 26, 2021
THIRD AVENUE VARIABLE SERIES TRUST (CIK 0001089107)
Date: April 26, 2021 · CIK: 0001089107 · Accession: 0001829126-21-002872
AI Filing Summary & Sentiment
File numbers found in text: 333-81141, 811-09395
Letter
Via EDGAR Division of Investment Management Attn: Mr. Dan Greenspan Re: Third Avenue Variable Series Trust (the “Trust”) Act File No. 811-09395 Act File No. 333-81141
Dear Mr. Greenspan,
This letter addresses the comments of the Securities and Exchange Commission’s staff (the “Staff”) to the Trust’s Post-Effective Amendment No. 37 to the Trust’s registration statement on Form N-1A filed with the Commission on March 1, 2021 (the “Amendment”), which was filed pursuant to Rule 485(a) under the Securities Act of 1933 (the “Securities Act”) in connection with the Trust’s annual update of its Registration Statement in order to incorporate certain material changes into the Prospectus and Statement of Additional Information (“SAI”) for the Third Avenue Value Portfolio (formerly, FFI Strategies Portfolio), a series of the Trust (the “Portfolio”). We appreciate the opportunity to respond to the Staff’s comments.
We have organized this letter by setting forth the Staff’s comments in italicized text followed by the Trust’s response. Capitalized terms not otherwise defined in this letter have the meanings assigned to the terms in the Amendment.
* * *
1. Please include a completed fee table, expense example, updated performance and financial information and other required information not provided in the Amendment.
Response: The Amendment has been updated to include such information.
2. With respect to the Principal Investment Strategies section of the Prospectus, please provide additional detail regarding what the Portfolio’s adviser considers to be well financed companies (including companies with high quality assets and conservative levels of liabilities), in which the Portfolio invests.
Response: The Prospectus has been revised to address the Staff’s comment. To clarify, the Portfolio’s investment adviser, Third Avenue Management LLC (the “Adviser” or “Third Avenue”) principally seeks to acquire, for the Portfolio, common stocks of companies that the Adviser believes have a high probability of growing net asset value and a low probability of financial impairment.
Third Avenue Variable Series Trust
April 26, 2021
Page
3. With respect to the Principal Investment Strategies section of the Prospectus, please provide additional detail regarding what the Portfolio’s adviser considers to be “high conviction opportunities.”
Response: The Prospectus has been revised to address the Staff’s comment. The Adviser seeks to concentrate the Portfolio in the Adviser’s highest conviction investment ideas (or investments that the Adviser believes to have the highest probability of above average returns) typically consisting of 20-40 positions. In constructing the Portfolio, the Adviser seeks investments whose market prices are low in relation to what the Adviser believes is their intrinsic value and/or whose total return potential is considered to be high.
4. The Staff noted that certain risks, including “Dividend-Oriented Companies Risk” and “Large-Capitalization Companies Risk,” were removed from the Principal Investment Risks section of the Prospectus. Please explain supplementally why such risk disclosure was removed.
Response: In connection with the resignation of Cadence Capital Management LLC (“Cadence”) as sub-adviser to the Portfolio and the related strategy change reflecting a single manager approach, risk disclosure relating specifically to the portion of the Portfolio allocated to Cadence, including “Dividend-Oriented Companies Risk” and “Large-Capitalization Companies Risk,” was removed from the Principal Investment Risks section of the Prospectus.
Please direct any questions concerning this letter to the undersigned at 215.981.4659.
Best
regards,
/s/
John P. Falco
Show Raw Text
CORRESP
1
filename1.htm
Troutman
Pepper Hamilton Sanders LLP
3000
Two Logan Square, Eighteenth and Arch Streets
Philadelphia,
PA 19103-2799
troutman.com
John
P. Falco
D
215.981.4659
F
866.422.2114
john.falco@troutman.com
April
26, 2021
Via
EDGAR
Division
of Investment Management
U.S.
Securities and Exchange Commission
100
F Street, NE
Washington,
D.C. 20549
Attn:
Mr. Dan Greenspan
Re:
Third
Avenue Variable Series Trust (the “Trust”)
1940
Act File No. 811-09395
1933
Act File No. 333-81141
Dear
Mr. Greenspan,
This
letter addresses the comments of the Securities and Exchange Commission’s staff (the “Staff”) to the Trust’s
Post-Effective Amendment No. 37 to the Trust’s registration statement on Form N-1A filed with the Commission on March 1,
2021 (the “Amendment”), which was filed pursuant to Rule 485(a) under the Securities Act of 1933 (the “Securities
Act”) in connection with the Trust’s annual update of its Registration Statement in order to incorporate certain material
changes into the Prospectus and Statement of Additional Information (“SAI”) for the Third Avenue Value Portfolio (formerly,
FFI Strategies Portfolio), a series of the Trust (the “Portfolio”). We appreciate the opportunity to respond to the
Staff’s comments.
We
have organized this letter by setting forth the Staff’s comments in italicized text followed by the Trust’s response.
Capitalized terms not otherwise defined in this letter have the meanings assigned to the terms in the Amendment.
* * *
1. Please
include a completed fee table, expense example, updated performance and financial information
and other required information not provided in the Amendment.
Response:
The Amendment has been updated to include such information.
2. With
respect to the Principal Investment Strategies section of the Prospectus, please provide
additional detail regarding what the Portfolio’s adviser considers to be well financed
companies (including companies with high quality assets and conservative levels of liabilities),
in which the Portfolio invests.
Response:
The Prospectus has been revised to address the Staff’s comment. To clarify, the Portfolio’s investment adviser, Third
Avenue Management LLC (the “Adviser” or “Third Avenue”) principally seeks to acquire, for the Portfolio,
common stocks of companies that the Adviser believes have a high probability of growing net asset value and a low probability
of financial impairment.
Third Avenue Variable Series Trust
April
26, 2021
Page
2
3. With
respect to the Principal Investment Strategies section of the Prospectus, please provide
additional detail regarding what the Portfolio’s adviser considers to be “high
conviction opportunities.”
Response:
The Prospectus has been revised to address the Staff’s comment. The Adviser seeks to concentrate the Portfolio in the Adviser’s
highest conviction investment ideas (or investments that the Adviser believes to have the highest probability of above average
returns) typically consisting of 20-40 positions. In constructing the Portfolio, the Adviser seeks investments whose market prices
are low in relation to what the Adviser believes is their intrinsic value and/or whose total return potential is considered to
be high.
4. The
Staff noted that certain risks, including “Dividend-Oriented Companies Risk”
and “Large-Capitalization Companies Risk,” were removed from the Principal
Investment Risks section of the Prospectus. Please explain supplementally why such risk
disclosure was removed.
Response:
In connection with the resignation of Cadence Capital Management LLC (“Cadence”) as sub-adviser to the Portfolio and
the related strategy change reflecting a single manager approach, risk disclosure relating specifically to the portion of the
Portfolio allocated to Cadence, including “Dividend-Oriented Companies Risk” and “Large-Capitalization Companies
Risk,” was removed from the Principal Investment Risks section of the Prospectus.
Please
direct any questions concerning this letter to the undersigned at 215.981.4659.
Best
regards,
/s/
John P. Falco
John
P. Falco
Partner
cc: Joel
L. Weiss, President of Third Avenue Variable Series Trust
T.
Richard Keyes, Treasurer of Third Avenue Variable Series Trust
John
M. Ford, Esq.