UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Invesco New York Quality Municipal Securities
(Name of Issuer)
Variable Rate Muni Term Preferred Shares
(Title of Class of Securities)
46133F406
(CUSIP Number)
RBC Municipal Products, Inc.
c/o John Penn, Esq.
3 World Financial Center
200 Vesey Street
New York, New York 10281
212-858-7116
August 27, 2012
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ¨
CUSIP No. 46133F406 |
1. |
Names of Reporting Persons.
Royal Bank of Canada | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Source of Funds (See Instructions)
WC | |||||
5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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6. | Citizenship or Place of Organization
Canada | |||||
Number of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole Voting Power
| ||||
8. | Shared Voting Power
0 | |||||
9. | Sole Dispositive Power
| |||||
10. | Shared Dispositive Power
0 | |||||
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
¨ | |||||
13. |
Percent of Class Represented by Amount in Row (11)
0% | |||||
14. |
Type of Reporting Person (See Instructions)
BK |
CUSIP No. 46133F406 |
1. |
Names of Reporting Persons.
RBC Municipal Products, Inc. | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Source of Funds (See Instructions)
WC | |||||
5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨ | |||||
6. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With |
7. | Sole Voting Power
| ||||
8. | Shared Voting Power
0 | |||||
9. | Sole Dispositive Power
0 | |||||
10. | Shared Dispositive Power
| |||||
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
¨ | |||||
13. |
Percent of Class Represented by Amount in Row (11)
0% | |||||
14. |
Type of Reporting Person (See Instructions)
CO |
This Amendment No. 1 (this Amendment) amends, as set forth below, the statement on Schedule 13D, dated May 15, 2012 and filed with the SEC on May 25, 2012 (the Original Schedule 13D), for Royal Bank of Canada and RBC Municipal Products, Inc. (collectively, the Reporting Persons) with respect to the variable rate muni term preferred shares (VMTP) of Invesco New York Quality Municipal Securities (the Issuer). This Amendment is being filed as a result of the merger of the Issuer into Invesco Van Kampen Trust for Investment Grade New York Municipals (VTN) on August 27, 2012 (the Merger) pursuant to which the Reporting Persons exchanged their 136 shares of VMTP for an equal number of variable rate preferred shares of VTN.
All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to them in the Original Schedule 13D. Except as otherwise provided herein, each item of the Original Schedule 13D remains unchanged.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Original Schedule 13D is hereby amended by amending and restating the first paragraph as follows:
In connection with the Merger of the Issuer into VTN, the Reporting Persons exchanged their VMTP for an equal number of variable rate muni term preferred shares of VTN. No funds of the Reporting Persons were used in connection with the exchange of the VMTP.
Item 4. Purpose of Transaction
Item 4 of the Original Schedule 13D is hereby amended by amending and restating the first paragraph as follows:
In connection with the Merger of the Issuer into VTN, the Reporting Persons exchanged their VMTP for an equal number of variable rate muni term preferred shares of VTN. As a result of the Merger, the Reporting Persons no longer beneficially own any VMTP.
Item 5. Interest in Securities of the Issuer
Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
(a) (b) The responses of the Reporting Persons to Rows (7) through (11) of the cover pages of this Statement are incorporated herein by reference.
(c) The responses of the Reporting Persons in Item 3 and Item 4 are incorporated herein by reference.
(d) Not applicable.
(e) In connection with the Merger of the Issuer into VTN and the related exchange of VMTP for an equal number of variable rate muni term preferred shares of VTN, the Reporting Persons ceased being the beneficial owners of more than 5% of the VMTP on August 27, 2012.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
Item 6 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
The responses of the Reporting Persons to Item 3 and Item 4 are incorporated herein by reference. As a result of the Merger all financing and voting arrangements associated with the VMTP have been terminated.
Item 7. Material to be Filed as Exhibits
Item 7 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
Exhibit |
Description of Exhibit | |
99.1 | Joint Filing Agreement |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: August 28, 2012 | By: | ROYAL BANK OF CANADA | ||||||
By: | /s/ Tom Smee | |||||||
Name: | Tom Smee | |||||||
Title: | Senior Vice President | |||||||
By: | /s/ Peggy Dowdall-Logie | |||||||
Name: | Peggy Dowdall-Logie | |||||||
Title: | Senior Vice President | |||||||
By: | RBC MUNICIPAL PRODUCTS, INC. | |||||||
By: | /s/ Andrew B. Sanford | |||||||
Name: | Andrew B. Sanford | |||||||
Title: | President |
EXHIBIT 99.1
JOINT FILING AGREEMENT
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the Exchange Act), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.
IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date set forth below.
Date: August 28, 2012 | RBC MUNICIPAL PRODUCTS, INC. | |||||
By: | /s/ Andrew B. Sanford | |||||
Name: Andrew B. Sanford | ||||||
Title: President | ||||||
ROYAL BANK OF CANADA | ||||||
By: | /s/ Peggy Dowdall-Logie | |||||
Name: Peggy Dowdall-Logie | ||||||
Title: Senior Vice President | ||||||
By: | /s/ Tom Smee | |||||
Name: Tom Smee | ||||||
Title: Senior Vice President |