Correspondence 0001445546-24-002827 from FT 11423 (CIK 0002011039)
FT 11423 (CIK 0002011039)
Date: April 12, 2024 · CIK: 0002011039 · Accession: 0001445546-24-002827
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File numbers found in text: 333-277965
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Chapman and Cutler LLP
320 South Canal Street, 27th Floor
Chicago, Illinois 60606
T 312.845.3000
F 312.701.2361
www.chapman.com
April 12, 2024
Mark Cowan
U.S. Securities and Exchange Commission
Division of Investment Management
Disclosure Review Office
100 F Street, N.E.
Washington, D.C. 20549
Re:
FT 11423
Interest Rate Hedge Portfolio, Series 153
(the “Trust”)
CIK No. 2011039 File No. 333-277965
Dear Mr. Cowan:
We received your comments
regarding the Registration Statement for the above captioned Trust. This letter serves to respond to your comments.
Comments
Portfolio
1.The
Staff notes the following disclosure, “The Trust invests in common stocks of companies with a history of dividend growth, as well
as ETFs which invest in convertible securities, Treasury Inflation Protected Securities (“TIPS”), master limited partnerships
(“MLPs”), limited duration bonds and real estate investment trusts (“REITs”).” With respect to the above
disclosure, please build out how the Trust selects common stocks.
Response:In
accordance with the Staff’s comment, the Trust has revised the disclosure in the section entitled “Portfolio Selection Process”
as follows:
“The Trust invests in common stocks
of companies with a history of dividend growth, as well as ETFs which invest in convertible securities, Treasury Inflation Protected Securities
(“TIPS”), master limited partnerships (“MLPs”), limited duration bonds and real estate investment trusts (“REITs”).
Common Stock Selection Process
The Trust invests in common stocks of companies
with a history of dividend growth. The research department begins its common stock selection process with the companies listed in the
S&P 1500® Index and eliminates those companies that do not meet its investment criteria as of the date the portfolio was selected.
These criteria are designed to identify companies with the following qualities:
• Well-capitalized with strong balance
sheets.
• Record of financial strength and
profit growth, as indicated by strong return on equity and long-term debt to market value of equity measures.
• A history of dividend payments with
the ability to generate dividend growth, as indicated by high dividend yields, five-year dividend growth rates and dividend payout ratios.
The investment criteria include:
• Market Capitalization greater than
$1 billion;
• Long-Term Debt to Market Value of
Equity less than 40%;
• Return on Equity greater than 10%;
• Dividend Yield greater than 1.5%;
• 5-Year Dividend Growth Rate greater
than 5%; and
• Dividend Payout Ratio less than 50%.
The final step in the research department's
process is to select companies based on the fundamental analysis of its team of research analysts. The stocks selected for the portfolio
are the 25 highest ranking stocks that meet the above criteria, the investment objectives, trade at attractive valuations and, in the
research department's opinion, are likely to exceed market expectations of future cash flows. The stocks are approximately evenly weighted.
ETF Selection Process
The Sponsor believes that the ETF asset
classes described above have characteristics that tend to be less sensitive to interest rate changes and thus serve as a hedge to interest
rate risk. The Sponsor does not require maturity or investment quality policies when selecting the ETFs for the portfolio. Under normal
circumstances, the weighted average duration of all the ETFs held by the Trust will be four years or less.
The duration of a bond is a measure of its
price sensitivity to interest rate movements based on the bond’s weighted average term to maturity. In general, duration represents
the expected percentage change in the value of a security for an immediate 1% change in interest rates. For example, the price of a security
with a three-year duration would be expected to drop by approximately 3% in response to a 1% increase in interest rates.
The ETFs were selected by our research department
based on the following factors: the size and liquidity of the ETFs (requiring a minimum market capitalization of $50,000,000), the current
dividend yield of the ETFs (prioritizing ETFs with the highest dividend yields) and the quality and character of the securities held by
the ETFs (focusing on ETFs with shorter durations, given rising interest rates). All other factors being equal, the Sponsor will select
ETFs with lower expense ratios while attempting to limit the overlap of the securities held by the ETFs. ETFs that satisfy the above criteria
are selected for inclusion in the portfolio. The Trust’s portfolio may include both actively managed ETFs and ETFs that track an
index.
In connection with the Trust’s investments
in ETFs advised by First Trust Advisors L.P., an affiliate of the Trust’s Sponsor, First Trust Advisors L.P. will receive advisory
fees from the underlying ETFs which it would not otherwise receive if the Trust invested solely in ETFs advised by unaffiliated third-parties.
This may provide an incentive for the Sponsor to select ETFs advised by First Trust Advisors L.P. over ETFs advised by unaffiliated third-parties.
However, the Sponsor selected what it considered to be the best suited ETFs to achieve the Trust’s investment objectives even though
there may be other ETFs, including those advised by unaffiliated third-parties, that provide similar results.
While not a part of the Trust’s portfolio
selection process, the Trust also invests in common stocks that are issued by foreign companies and in companies with various market capitalizations,
and through the Trust’s investment in the Funds, the Trust has exposure to investment grade securities, foreign securities (including
American Depositary Receipts, Global Depositary Receipts and New York Registry Shares) and companies with various market capitalizations.
As with any similar investments, there can
be no guarantee that the objective of the Trust will be achieved. See “Risk Factors” for a discussion of the risks of investing
in the Trust.”
2.The
Staff notes that the Portfolio Selection Process does not include parameters on the percentage of the portfolio that is common stocks
and ETFs. With the Sponsor’s other trusts with two distinct sleeves of investments, the Staff has seen the percentage of the portfolio
that each sleeve would comprise. The Trust should do so similarly here. If this percentage is unknown until the portfolio is constructed,
then indicate so and provide a note to investors to see the Schedule of Investments for how the portfolio is ultimately constructed.
Response:The
Trust believes that the disclosure provided in the Portfolio Selection Process is appropriate for investor comprehension. Additionally,
the portfolio composition will be available in the Schedule of Investments.
3.The
Staff notes the following disclosure, “While not a part of the Trust's portfolio selection process, the Trust also invests in foreign
securities and companies with various market capitalizations, and through the Trust's investment in the Funds, the Trust has exposure
to investment grade securities, foreign securities (including American Depositary Receipts, Global Depositary Receipts and New York Registry
Shares) and companies with various market capitalizations.” The Staff notes that the first part of the above-referenced disclosure
referencing that the Trust also invests in foreign securities and companies with various market capitalizations is confusing. If not part
of the portfolio selection process, please remove that clause.
Response:In
accordance with the Staffs comment, the disclosure will be revised as follows:
“While not a part of the Trust's portfolio
selection process, the Trust also invests in common stocks that are issued by foreign companies and in companies with various market capitalizations,
and through the Trust's investment in the Funds, the Trust has exposure to investment grade securities, foreign securities (including
American Depositary Receipts, Global Depositary Receipts and New York Registry Shares) and companies with various market capitalizations.”
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 Brian D. Free at (312) 845-3017 or the undersigned at (312) 845-3721.
Very truly yours,
Chapman and Cutler llp
By:
/s/ Daniel J. Fallon
Daniel J. Fallon