[Federal Register Volume 64, Number 159 (Wednesday, August 18, 1999)]
[Notices]
[Pages 44976-44980]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-21361]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-41721; File No. SR-Amex-98-31]
Self-Regulatory Organizations; American Stock Exchange LLC; Order
Approving Proposed Rule Change and Amendment Nos. 1 and 2 Thereto and
Notice of Filing and Order Granting Accelerated Approval to Amendment
No. 3 to the Proposed Rule Change Relating to Options on the Cure for
Cancer Common Stock Index
I. Introduction
On August 14, 1998, the American Stock Exchange LLC (``Amex'' or
``Exchange'') submitted to the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act''),\1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to authorize options on the Cure for Cancer Common
Stock Index (``Index''). The Exchange submitted Amendment No. 1 to its
proposal on January 28, 1999,\3\ Amendment No. 2 on February 24,
1999,\4\ and Amendment No. 3 on May 19, 1999.\5\
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Amended Rule 19b-4 Filing (``Amendment No. 1'').
\4\ See Letter from Scott Van Hatten, Legal Counsel, Amex, to
Richard Strasser, Assistant Director, Division of Market Regulation
(``Division''), Commission, dated February 23, 1999 (``Amendment No.
2'').
\5\ In Amendment No. 3, the Exchange submitted a revised list of
component securities for the Index and confirmed that the revised
list of component securities satisfied all of the criteria set forth
in the notice. See Letter from Scott Van Hatten, Legal Counsel,
Amex, to Richard Strasser, Assistant Director, Division, Commission,
dated May 17, 1999 (``Amendment No. 3'').
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The proposed rule change, including Amendment Nos. 1 and 2, was
published for comment in the Federal Register on March 4, 1999.\6\ No
comments were received on the proposal. This order approves the
proposal, as amended.
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\6\ See Securities Exchange Act Release No. 41100 (February 24,
1999), 64 FR 10512.
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II. Description of Proposal
A. General
The Exchange proposes to trade standardized options on the Index, a
cash-settled narrow based index developed by the Amex. The Index is
composed of the stocks of twelve companies engaged in the research,
creation, development and production of cancer fighting drugs,
treatments and processes. The Exchange will use an equal dollar
weighted methodology to calculate the Index.\7\ The Index was
initialized at a level of 100.00 as of the close of trading on December
31, 1992.
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\7\ See infra Section II.C. entitled ``Index Calculation'' for a
description of this calculation method.
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B. Eligibility Standards for Index Components
Amex, as developer of the Index, is responsible for selecting and
maintaining the companies to be included in the Index. The Exchange
represents that the Index conforms with the criteria of Exchange Rule
901C for including stocks in an index on which standardized options
trade. In addition, all of the component securities currently meet the
following standards: (1) Each component has a market capitalization of
at least $75 million, except one that has a market value of at least
$50 million and accounts for no more than 10% of the weight of the
Index; (2) more than 80% of the weight of the Index is accounted for by
securities each having a trading volume of not less than 1,000,000
shares over each of the last six months and the remaining 20% of the
weight of the Index is accounted for by components having a trading
volume of not less than 850,000 shares over each of the last six
months,\8\ (3) at least 75% of the Index's components and its numerical
index value currently underlie standardized options; (4) foreign
country securities or American Depositary receipts (``ADR'') thereon
are
[[Page 44977]]
not currently represented in the Index; (5) all component stocks are
either listed on the New York Stock Exchange (``NYSE''), Amex, or
traded through the facilities of the National Association of Securities
Dealers Automated Quotation System (``Nasdaq'') and are reported
National Market System (``NMS'') securities; and (6) no component
security represents more than 25% of the weight of the Index, and the
five highest weighted component securities in the Index do not in the
aggregate account for more than 60% of the weight of the Index.\9\
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\8\ Previously, one component of the Index specifically agreed
to by the Commission was permitted to have a trading volume of not
less than 350,000 shares. However, because the Amex revised the
component securities comprising the Index (see Amendment No. 3,
supra note 5), this provision is no longer needed. Telephone
conversation between Scott Van Hatten, Legal Counsel, Amex, and
Terri Evans, Attorney, Division, Commission, on May 21, 1999.
\9\ The Amex confirmed that the individual component securities
satisfy all of the criteria set forth in the notice. See Amendment
No. 3, supra note 5.
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The Exchange believes the potential for manipulation of the Index
is minimized for the following reasons: (1) No single component
dominates the Index, which is equal dollar weighted, with each
component constituting approximately 8.3% of the Index; (2) at least
75% of the value of the Index is accounted for by stocks which
currently underlie standardized options; and (3) the component stocks
are substantial and liquid, having an average market capitalization of
$402.47 million, an average of 26.57 million shares outstanding, and a
six-month average monthly trading volume of 5.8 million shares.\10\
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\10\ See Amendment No. 3, supra note 5.
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C. Index Calculation
The Index will be calculated by the Amex using an ``equal dollar
weighted'' methodology designed to ensure that each of the component
securities is represented in an approximately equal dollar amount in
the Index. The following is a description of the methodology. As of the
market close on December 31, 1992, a portfolio of stocks was
established representing an investment of approximately $100,000 in the
stock (rounded to the nearest whole share) of each of the companies in
the Index. The value of the Index equals the current market value
(i.e., based on U.S. primary market prices) of the sum of the assigned
number of share of each of the stocks in the Index portfolio divided by
the Index divisor. The Index divisor was initially determined to yield
the benchmark value of 100.00 as of the close of trading on December
31, 1992. Quarterly, following the close of trading on the third Friday
of February, May August and November, the Index portfolio will be
adjusted by changing the number of whole shares of each component stock
so that each company is again represented in ``equal'' dollar amounts.
If necessary, a divisor adjustment is made during the rebalancing to
ensure continuity of the Index's value. The newly adjusted portfolio
becomes the basis for the Index's value on the first trading day
following the quarterly adjustment.
As noted above, the number of shares of each component stock in the
Index portfolio remain fixed between quarterly reviews except in the
event of certain types of corporate actions such as the payment of a
dividend other than an ordinary cash dividend, stock distribution,
reorganization, recapitalization, or similar event with respect to the
component stocks. In a merger or consolidation of an issuer of a
component stock if the stock remains in the Index, the number of shares
of that security in the portfolio may be adjusted, to the nearest whole
share, to maintain the component's relative weight in the Index at the
level immediately prior to the corporate action. In the event of a
stock addition or replacement, the average dollar value of the
remaining components will be calculated and that amount invested in the
stock of the new component to the nearest whole share. In all cases,
the divisor will be adjusted, if necessary, to ensure Index continuity.
Similar to other stock index values published by the Exchange, the
value of the Index will be calucated continuously and disseminated
every 15 seconds over the Consolidated Tape Association's Network B.
D. Index Maintenance
The Index will be maintained by the Exchange consistent with it
original purpose (i.e., to include components engaged in the research,
creation, development and production of cancer fighting drugs,
treatments and processes). As stated above, the number of shares of
each component stock in the Index portfolio will remain fixed between
quarterly rebalances except in the event of certain types of corporate
actions. If necessary in order to maintain continuity of the Index, its
divisor may be adjusted to reflect certain events relating to the
component stocks. These events include, but are not limited to, stock
distributions, stock splits, reverse stock splits, spin-offs, certain
rights issuance, recapalitalizations, reorganizations, and mergers and
acquisitions. All stock replacement and the handling of non-routine
corporate actions will be announced at least ten business days in
advance of such effective change, whenever possible. The Exchange will
make this information available to the public through dissemination of
an information circular.
The Exchange will maintain the Index so that (1) the Index is
comprised of no less than nine component securities; (2) the component
securities constituting the top 90% of the Index by weight, will have a
minimum market capitalization of $75 million and the component stocks
constituting the bottom 10% of the Index, by weight, may have a minimum
market capitalization of $50 million; (3) 75% of the Index's numerical
index value will meet the then current criteria for standardized option
trading set forth in Amex Rule 915, except that one component included
in the 75% may meet the then current criteria set forth in Amex Rule
916 if submitted to and approved by the Commission, \11\ (4) foreign
country securities or ADRs thereon that are not subject to
comprehensive surveillance agreements will not in the aggregate
represent more than 20% of the weight of the Index; (5) all component
stocks will either be listed on Amex, NYSE, or Nasdaq/NMS; and (6) each
of the component stocks shall have a minimum monthly trading volume of
at least 500,000 shares for each of the last six months, except that
for each of the lowest weighted components in the Index that in the
aggregate account for no more than 10% of the weight of the Index,
trading volume must be at least 400,000 shares for each of the last six
months.\12\
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\11\ The Commission previously agreed to a specific component
security that could satisfy Amex Rule 916 in lieu of Amex Rule 915.
The Index, however, no longer needs this specific component to
satisfy the 75% requirement. Nevertheless, the Amex has requested
that it be allowed the flexibility to have any one of the components
meet the maintenance requirements in Amex Rule 916 in complying with
the 75% options eligibility requirement should that be necessary in
the future. Telephone conversation between Scott Van Hatten, Legal
Counsel, Amex, and Terri Evans, Attorney, Division, Commission, on
May 21, 1999. The Commission has determined to allow Amex to utilize
the exception in maintaining the Index provided that Amex submits to
the Commission for its review and approval the proposed security
that would satisfy Amex Rule 916 in lieu of Amex Rule 915. The
factors the Commission will examine in determining whether to permit
Amex to utilize Amex Rule 916 standards include, among other things,
the security's market capitalization, daily and six month trading
volume, and the last six months price history.
\12\ The Amex raised the trading volume limit for the bottom 10%
of the weight of the Index from 350,000 to 400,000 shares. Telephone
conversation between Scott Van Hatten, Legal Counsel, Amex, and
Terri Evans, Attorney, Division, Commission, on May 21, 1999.
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The Exchange shall not open for trading any additional option
series should the Index fail to satisfy any of the maintenance criteria
set forth above unless such failure is determined by the
[[Page 44978]]
Exchange not to be significant and the Commission concurs in that
determination.
E. Expiration and Settlement
The exercise settlement value for all of the Index's expiring
options will be calculated based upon the primary exchange regular way
opening sale prices for the component stocks. In the case of securities
traded through the Nasdaq system, the first reported regular way sale
price will be used. If any component stock does not open for trading on
its primary market on the last trading day before expiration, then the
prior day's last sale price will be used in the calculation.\13\
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\13\ The Commission notes that pursuant to Article XVII, Section
4 of the Options Clearing Corporation's (``OCC'') by-laws, OCC is
empowered to fix an exercise settlement amount in the event it
determines a current index value is unreported or otherwise
unavailable. Further, OCC has the authority to fix an exercise
settlement amount whenever the primary market for the securities
representing a substantial part of the value of an underlying index
is not open for trading at the time when the current index value
(i.e., the value used for exercise settlement purposes) ordinarily
would be determined. See Securities Exchange Act Release No. 37315
(June 17, 1996), 61 FR 42671 (order approving SR-OCC-95-19).
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F. Contract Specifications
The proposed options on the Index will be European style (i.e.,
exercises permitted at expiration only) and cash settled. Standard
option trading hours (9:30 a.m. to 4:02 p.m. (ET)) will apply. The
options on the Index will expire on the Saturday following the third
Friday of the expiration month. The last trading day in an expiring
option series will normally be the second to last business day
preceding the Saturday following the third Friday of the expiration
month (normally a Thursday). Trading in expiring options will cease at
the close of trading on the last trading day.
G. Listing of Long-Term Options on the Full or Reduced Value of the
Index
The Exchange plans to list option series with expirations in the
three near-term calendar months and in the two additional calendar
months in the March cycle. In addition, longer term option series
having up to thirty-six months to expiration and FLEX Index options
\14\ may be traded on the Index. Instead of such long-term options on a
full value Index level, the Exchange may list long-term, reduced value
put and call options based on one-tenth (1/10th) of the Index's full
value. The interval between expirations months for either a full value
or reduced value long-term option will not be less than six months. The
trading of any long-term options, either full or reduced value, would
be subject to the same rules that govern the trading of all the
Exchange's index options, including sales practice rules, margin
requirements and floor trading procedures, and all options will have
European style exercise.
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\14\ See Securities Exchange Act Release No. 39928 (April 28,
1998), 63 FR 25130 (May 6, 1998) (approving FLEX options trading on
all indices, including stock index industry groups). The Commission
notes that the Amex has established position limits for industry
index FLEX options at four times the position limits for standard
options on the respective underlying industry index. Therefore, in
the present case, the position limit could not exceed 60,000
contracts. Telephone conversation between Scott Van Hatten, Legal
Counsel, Amex, and Terri Evans, Attorney, Division, Commission, on
August 9, 1999.
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H. Exchange Rules Applicable to Stock Index Options
Amex Rules 980C will apply to the trading of option contracts based
on the Index. These Exchange Rules cover issues such as surveillance,
exercise prices and position limits. The Index is deemed to be a Stock
Index Option under Amex Rule 901C(a) and a Stock Index Industry Group
under Amex Rule 900C(b)(1). With respect to Amex Rule 903C(b), the
Exchange proposes to list near-the-money (i.e., within ten points above
or below the current Index value) option series on the Index at 2\1/2\
point strike (exercise) price intervals when the value of the Index is
below 200 points. In addition, the Exchange expects that the review
required by Amex Rule 904C(c) will result in a position limit of 15,000
contracts with respect to options on this Index.
I. Surveillance
Surveillance procedures currently used to monitor trading in each
of the Exchange's other index options will also be used to monitor
trading options on the Index. These procedures include complete access
to trading activity in the underlying securities. Further, the
Intermarket Surveillance Group (``ISG'') Agreement, dated July 14,
1983, as amended on January 29, 1990, will be applicable to the trading
of options on the Index.\15\
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\15\ ISG was formed on July 14, 1983 to, among other things,
coordinate more effectively surveillance and investigative
information sharing arrangements in the stock and options markets.
See Intermarket Surveillance Group Agreement, July 14, 1983. The
most recent amendment to the ISG Agreement, which incorporates the
original agreement and all amendments made thereafter, was signed by
ISG members on January 29, 1990. See Second Amendment to the
Intermarket Surveillance Group Agreement, January 29, 1990. The
members of the ISG are: Amex; the Boston Stock Exchange, Inc.; the
Chicago Board Options Exchange Inc.; the Chicago Stock Exchange,
Inc.; the National Association of Securities Dealers, Inc.; the
NYSE; the Pacific Exchange, Inc.; and the Philadelphia Stock
Exchange, Inc. Because of potential opportunities for trading abuses
involving stock index futures, stock options, and the underlying
stock, and the need for greater sharing of surveillance information
for these potential intermarket trading abuses, the major stock
index futures exchanges (e.g., the Chicago Mercantile Exchange and
the Chicago Board of Trade) joined the ISG as affiliate members in
1990.
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III. Discussion
The Commission finds that the proposed rule change, as amended, is
consistent with the requirements of the Act and the rules and
regulations thereunder applicable to a national securities
exchange,\16\ and in particular, with the requirements of Section
6(b)(5).\17\ Specifically, the Commission finds that the trading of
options on the Index, including FLEX and long term full-value and
reduced value index options, will serve to promote the public interest
and help to remove impediments to a free and open securities market by
providing investors with an additional means to hedge exposure to
market risk associated with stocks in the cancer research industry.\18\
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\16\ In approving this rule, the Commission has considered the
proposed rule's impact on efficiency, competition, and capital
formation. 15 U.S.C. 78c(f).
\17\ 15 U.S.C. 78f(b)(5).
\18\ Pursuant to Section 6(b)(5) of the Act, the Commission must
predicate approval of any new option proposal upon a finding that
the introduction of such new derivative instrument is in the public
interest. Such a finding would be difficult for a derivative
instrument that served no hedging or other economic function,
because any benefits that might be derived by market participants
likely would be outweighed by the potential for manipulation,
diminished public confidence in the integrity of the markets, and
other valid regulatory concerns. In this regard, the trading of
listed options in the Index will provide investors with a hedging
vehicle that should reflect the overall movement of the stocks
representing companies in the cancer research sector in the U.S.
markets.
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The trading of options on the Index and reduced-value Index,
however, raises several issues relating to index design, customer
protection, surveillance and market impact. The Commission believes,
for the reasons discussed below, that the Amex adequately has addressed
these issues.
A. Index Design and Structure
The Commission believes it is appropriate for the Exchange to
designate the Index as narrow-based for purposes of index options
trading. The Index is comprised of a limited number of stocks intended
to track a discrete industry group: the cancer research sector of the
stock market. Accordingly, the Commission believes it is appropriate
for the Amex to apply its rules governing narrow-based index options to
trading in the proposed Index options.\19\
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\19\ See supra Section II.H. entitled ``Exchange Rules
Applicable to Stock Index Options.''
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[[Page 44979]]
The Commission also believes that the liquid markets, relatively
large capitalizations of the stocks comprising a majority of the weight
of the Index, and relative weightings of the Index's component stocks
minimize the potential for manipulation of the Index. First, most of
the stocks are actively traded. The minimum monthly trading volume in
the aforementioned top weighted component stocks of the Index as of May
14, 1999, ranged from 2.11 million to 5.81 million shares. Second the
market capitalization of those stocks are relatively large, ranging
from roughly $117.66 million to $1.19 billion. Third, because the Index
is equal dollar weighted, no one particular stock or group of stocks
dominates the Index. In addition, the Commission notes that the
Exchange will review and maintain the Index consistent with its
original purpose. Fourth, the Index will be maintained so that in
addition to the other maintenance criteria discussed above in Section
II.D., at each rebalancing, at least 75% of the Index's numerical value
will be composed of securities eligible for standardized options
trading, except that one component included in the 75% and specifically
agreed to by the Commission may meet the then current criteria set
forth in Amex Rule 916. Finally, the Commission believes that Amex's
existing mechanisms to monitor trading activity in the component stocks
of the Index, or options on those stocks in the Index will help deter
as well as detect any illegal activity.
B. Customer Protection
The Commission believes that a regulatory system designed to
protect public customers must be in place before the trading of
sophisticated financial instruments, such as options on the Index, can
commence on a national securities exchange. The Commission notes that
the trading of standardized exchange-traded options occurs in an
environment that is designed to ensure, among other things, that: (1)
The special risks of options are disclosed to public customers; (2)
only investors capable of evaluating and bearing the risks of options
trading are engaged in such trading, and (3) special compliance
procedures are applicable to options accounts. Accordingly, because
options on the Index will be subject to the same regulatory regime as
other standardized options currently traded on the Amex, the Commission
believes that adequate safeguards are in place to ensure the protection
of investors in options on the Index. Finally, the Amex has stated that
it will distribute information circulars to the public to notify the
public of changes in the composition of the Index and the handling of
non-routine corporate actions at least ten business days in advance of
the change, whenever possible. The Commission believes this should help
to protect investors and avoid investor confusion.
C. Surveillance
The Commission believes that a surveillance sharing agreement
between an exchange proposing to list a stock index derivative product
and the exchange(s) trading the stocks underlying the derivative
product is an important measure for surveillance of the derivative and
underlying securities market. Such agreements ensure the availability
of information necessary to detect and deter potential manipulations
and other trading abuses, thereby making the stock index product less
readily susceptible to manipulation.\20\ In this regard, markets on
which the components of the Index currently trade and the market on
which all component stocks trade are members of the ISG, which provides
for the exchange of all necessary surveillance information.
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\20\ See Securities Exchange Act Release No. 31243 (September
28, 1992), 57 FR 45849 (October 5, 1992).
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D. Market Impact
The Commission believes that the listing and trading of options on
the Index, including long-term full-value and reduced-value Index
options, on the Amex will not adversely impact the underlying
securities markets.\21\ First, as noted above, due to the equal dollar
weighting methodology, no one stock or group of stocks dominates the
Index. Second, as noted above, most of the stocks contained in the
Index have relatively large capitalizations and are relatively actively
traded. Third, the currently applicable 15,000 contract position and
exercise limits will serve to minimize potential manipulation and
market impact concerns. Fourth, the risk to investors of contraparty
non-performance will be minimized because the options on the Index will
be issued and guaranteed by the Options Clearing Corporation just like
any other standardized option traded in the United States.
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\21\ In addition, the Amex and the OPRA have represented that
the Amex and the OPRA have the necessary systems capacity to support
those new series of index options that would result from the
introduction of options on the Index. See Letters from Scott Van
Hatten, Legal Counsel, Amex, to Richard Strasser, Assistant
Director, Division, Commission, dated October 21, 1998, and from Joe
Corrigan, Executive Director, OPRA, to Richard Strasser, Assistant
Director, Division, Commission, dated January 15, 1999.
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Lastly, the Commission believes that settling expiration options on
the Index (including long-term full-value and reduced-value Index
options) based on the opening process of component securities is
reasonable and consistent with the Act. As noted in other contexts,
valuing options for exercise settlement on expiration based on opening
prices rather than closing prices may help reduce adverse effects on
markets for stock underlying options on the Index.\22\
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\22\ See Securities Exchange Release No. 30944 (July 21, 1992),
57 FR 33376 (July 28, 1992).
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The Commission also finds Amendment No. 3 consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to a national securities exchange. Specifically, the
Commission finds that the proposal is consistent with the requirements
of Section 6(b)(5) of the Act,\23\ because it removes impediments to
and perfects the mechanism of a free and open market and a national
market system and, in general, protects investors and the public
interest by providing investors with an additional means to hedge
exposure to market risk associated with stocks in the cancer research
industry while ensuring that only those component securities that
satisfy the requirements set forth above are included in the Index.
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\23\ 15 U.S.C. 78f(b)(5).
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The Commission finds good cause to approve Amendment No. 3 to the
proposed rule change prior to the thirtieth day after the publication
of notice of filing of the amendment in the Federal Register.
Specifically, Amendment No. 3 merely clarifies the composition of the
Index and revises the trading data for all component securities.
Accordingly, the Commission finds that there is good cause, consistent
with Sections 6(b)(5) and 19(b) of the Act,\24\ to approve Amendment
No. 3 to the proposal on an accelerated basis.
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\24\ 15 U.S.C. 78f(b)(5) and 78s(b).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Persons making written submissions
should file six copies thereof with the Secretary, Securities and
Exchange Commission, 450 Fifth Street, N.W., Washington, D.C. 20549-
0609. Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the
[[Page 44980]]
Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for inspection and copying in the
Commission's Public Reference Room in Washington, D.C. Copies of such
filing will also be available for inspection and copying at the
principal office of the Exchange. All submissions should refer to File
No. SR-Amex-98-31 and should be submitted by September 8, 1999.
V. Conclusion
It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\25\ that the proposed rule change (SR-Amex-98-31), as amended, is
approved.
\25\ 15 U.S.C. 78s(b)(2).
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For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\26\
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\26\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-21361 Filed 8-17-99; 8:45 am]
BILLING CODE 8010-01-M
