Correspondence 0001528621-24-000680 from GUGGENHEIM DEFINED PORTFOLIOS, SERIES 2412 (CIK 0002008067)
GUGGENHEIM DEFINED PORTFOLIOS, SERIES 2412 (CIK 0002008067)
Date: June 28, 2024 · CIK: 0002008067 · Accession: 0001528621-24-000680
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-279659, 811-03763
Letter
Via EDGAR Filing Division of Investment Management Securities and Exchange Commission Washington, DC 20549 Re: Guggenheim Defined Portfolios, Series 2412 Balanced Income Builder Portfolio, Series 48 File Nos. 333-279659 and 811-03763
Dear Mr. Rosenberg:
This letter responds to the comments given during a telephone conversation with our office regarding the registration statement on Form S-6 for Guggenheim Defined Portfolios, Series 2412, filed on May 23, 2024, with the Securities and Exchange Commission (the “Commission”). The registration statement proposes to offer the Balanced Income Builder Portfolio, Series 48 (the “trust”).
PROSPECTUS
Investment Summary — Principal Investment Strategy
1. The staff of the Commission (the “Staff”) notes the reference to “emerging markets” and “real estate investment trusts” (“REITs”) in the Principal Investment Strategy section. Please provide corresponding risk disclosure with respect to emerging market securities and REITs.
Response: Once the portfolio is selected, the section entitled “Principal Risks” will be revised to include the principal risks of the trust, as appropriate. See Comment 3 below.
2. The Staff notes the reference to “significant dividends” in the Principal Investment Strategy section. Please disclose how the fund defines significant dividends.
Response: Pursuant to the Staff’s comment, the referenced disclosure has been revised to “significant dividends (as determined by the sponsor and GPIM).”
3. The Staff notes the disclosure “[a]s of the date of deposit, this trust will hold a significant amount of its assets in” in the Principal Investment Strategy section. Please complete the disclosure and provide appropriate risk disclosure for such assets.
Response: Once the portfolio is selected, the referenced disclosure will state the types of investments that represent a significant amount of the trust’s assets as of the date of deposit. The section entitled “Principal Risks” will be revised to match this list, as appropriate.
Investment Summary — Security Selection
4. The Staff notes the risk factor “[t]he Trust invests in securities issued by mid-capitalization companies and certain ETFs held by the trust may invest in securities issued by small-capitalization and/or mid-capitalization companies” in the Principal Risks section. However, the Principal Investment Strategy section states that the trust may invest in large-, mid-, and small-capitalization companies. Please reconcile. Please also describe the differences with respect to mid- and small-capitalization companies.
Response: Once the portfolio is selected, the referenced risk disclosure will reflect the capitalizations of the investments that represent a significant amount of the trust’s assets as of the date of deposit.
For the differences in determining mid-capitalization and small-capitalization companies, please see the “Principal Investment Strategy” section which states that, “capitalization are determined by FTSE Russell”.
* * * * *
We appreciate your prompt attention to this registration statement. If you have any questions or comments or would like to discuss our responses to your questions, please feel free to contact the undersigned at (312) 845-3484.
Very truly yours,
Chapman
and Cutler LLP
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Chapman and Cutler LLP
320 South Canal Street, 27th Floor
Chicago, Illinois 60606
June 28, 2024
Via EDGAR Filing
Mr. Michael Rosenberg
Division of Investment Management
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Re: Guggenheim Defined Portfolios, Series 2412
Balanced Income Builder Portfolio, Series 48
File Nos. 333-279659 and 811-03763
Dear Mr. Rosenberg:
This letter responds to
the comments given during a telephone conversation with our office regarding the registration statement on Form S-6 for Guggenheim
Defined Portfolios, Series 2412, filed on May 23, 2024, with the Securities and Exchange Commission (the “Commission”).
The registration statement proposes to offer the Balanced Income Builder Portfolio, Series 48 (the “trust”).
PROSPECTUS
Investment
Summary — Principal Investment Strategy
1. The
staff of the Commission (the “Staff”) notes the reference to “emerging markets” and “real estate
investment trusts” (“REITs”) in the Principal Investment Strategy section. Please provide corresponding risk
disclosure with respect to emerging market securities and REITs.
Response: Once the portfolio
is selected, the section entitled “Principal Risks” will be revised to include the principal risks of the trust, as appropriate.
See Comment 3 below.
2. The
Staff notes the reference to “significant dividends” in the Principal Investment Strategy section. Please disclose how the
fund defines significant dividends.
Response: Pursuant to
the Staff’s comment, the referenced disclosure has been revised to “significant dividends (as determined by the sponsor and
GPIM).”
3. The
Staff notes the disclosure “[a]s of the date of deposit, this trust will hold a significant amount of its assets in” in the
Principal Investment Strategy section. Please complete the disclosure and provide appropriate risk disclosure for such assets.
Response: Once
the portfolio is selected, the referenced disclosure will state the types of investments that represent a significant amount of the trust’s
assets as of the date of deposit. The section entitled “Principal Risks” will be revised to match this list, as appropriate.
Investment Summary — Security Selection
4. The Staff notes
the risk factor “[t]he Trust invests in securities issued by mid-capitalization companies and certain ETFs held by the trust
may invest in securities issued by small-capitalization and/or mid-capitalization companies” in the Principal Risks section.
However, the Principal Investment Strategy section states that the trust may invest in large-, mid-, and small-capitalization
companies. Please reconcile. Please also describe the differences with respect to mid- and small-capitalization companies.
Response: Once the portfolio is selected,
the referenced risk disclosure will reflect the capitalizations of the investments that represent a significant amount of the trust’s
assets as of the date of deposit.
For the differences in
determining mid-capitalization and small-capitalization companies, please see the “Principal Investment Strategy” section
which states that, “capitalization are determined by FTSE Russell”.
* * * * *
We appreciate your prompt
attention to this registration statement. If you have any questions or comments or would like to discuss our responses to your questions,
please feel free to contact the undersigned at (312) 845-3484.
Very truly yours,
Chapman
and Cutler LLP
By /s/ Morrison
C. Warren
Morrison C. Warren