Schedule 13D

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

 

 

 

Invesco Van Kampen Trust for Investment Grade New York Municipals

(Name of Issuer)

 

 

 

Variable Rate Muni Term Preferred Shares

(Title of Class of Securities)

 

46131T507

(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

 

May 15, 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. 46131T507  

 

  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)    ¨

 

  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

 

768

     9.   

Sole Dispositive Power

 

   10.   

Shared Dispositive Power

 

768     

11.

 

Aggregate Amount Beneficially Owned by Each Reporting Person

 

768     

12.

 

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    ¨

 

13.

 

Percent of Class Represented by Amount in Row (11)

 

100%     

14.

 

Type of Reporting Person (See Instructions)

 

BK     

 


CUSIP No. 46131T507  

 

  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

 

768

     9.   

Sole Dispositive Power

 

768

   10.   

Shared Dispositive Power

 

11.

 

Aggregate Amount Beneficially Owned by Each Reporting Person

 

768     

12.

 

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    ¨

 

13.

 

Percent of Class Represented by Amount in Row (11)

 

100%     

14.

 

Type of Reporting Person (See Instructions)

 

CO

 


Item 1. Security and Issuer

This statement on Schedule 13D (this “Statement”) relates to the variable rate muni term preferred shares (“VMTP”) of Invesco Van Kampen Trust for Investment Grade New York Municipals (the “Issuer”). The principal executive office of the Issuer is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309.

Item 2. Identity and Background

This Statement is being filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

i. Royal Bank of Canada (“RBC”)

ii. RBC Municipal Products, Inc. (“MPI”), which is an indirectly wholly owned subsidiary of RBC.

This Statement relates to the VMTP held for the account of MPI.

RBC has its principal places of business and principal offices at One Place Ville Marie, Montreal, Quebec, Canada HC3 3A9 and 200 Bay Street, Toronto, Ontario, Canada M5J 2J5.

The address of the principal business office of MPI is 3 World Financial Center, 200 Vesey Street, New York, New York 10281.

RBC and its subsidiaries, including MPI, provide diversified global financial services and products, including personal and commercial banking, wealth management services, corporate and investment banking, property, casualty and life insurance, and transaction processing services to clients worldwide. The principal business of MPI is the provision of financial administrative services, including the administration of tender option bond programs.

Information concerning each executive officer, director and controlling person (the “Listed Persons”) of the Reporting Persons is listed on Schedule I attached hereto, and is incorporated by reference herein.

During the last five years, none of the Reporting Persons, and to the best knowledge of the Reporting Persons, none of the Listed Persons, have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws.


Item 3. Source and Amount of Funds or Other Consideration

The aggregate amount of funds used by the Reporting Persons to purchase the securities reported herein was approximately $76,800,000. The source of funds was the working capital of the Reporting Persons. The entire purchase was sold on May 15, 2012 into a tender option bond financing trust (a “TOB”) named RBC Municipal Products, Inc. Trust, Series E-33 relating to $76,800,000 Invesco Van Kampen Trust for Investment Grade New York Municipals, Series 2015/6-VTN. The TOB has title to 100% of the VMTP but does not have the power to dispose or direct the disposition of the VMTP, which power is retained by MPI. No voting rights on the VMTP have been transferred to the TOB and voting rights on the VMTP are retained by MPI and the Voting Trust as described in Item 6.

The Reporting Persons declare that neither the filing of this Statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the Exchange Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding or disposing of securities of the Company or otherwise with respect to the Company or any securities of the Company or (ii) a member of any group with respect to the Company or any securities of the Company.

Item 4. Purpose of Transaction

MPI has purchased the VMTP for investment purposes. The VMPT were acquired by MPI from RBC Capital Markets, LLC, a registered broker dealer and affiliate of MPI (“RBCCM”). RBCCM acquired the VMTP directly from the Issuer pursuant to a Purchase Agreement, dated May 10, 2012, between the Issuer and RBCCM (the “Purchase Agreement”) on their initial issuance for a purchase price of $76,800,000 and distributed them to MPI on May 15, 2012 for a purchase price of $76,800,000.

The Reporting Persons have not acquired the subject securities with any purpose, or with the effect of, changing or influencing control of the issuer, or in connection with or as a participant in any transaction having that purpose or effect.

Item 5. Interest in Securities of the Issuer

(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) The TOB has the right to receive dividends from, or the proceeds from the sale of, the VMTP. MPI retains the power to dispose of or direct the disposition of the VMTP while in the TOB.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

The responses of the Reporting Persons to Item 3 and Item 4 are incorporated herein by reference. With respect to the VMTP owned by MPI, on May 10, 2012 RBCCM assigned certain preferred class voting rights on the VMTP to a voting trust (the “Voting Trust”) created pursuant to the Voting Trust Agreement, dated May 10, 2012 among RBCCM, Lord Securities Corporation, as voting trustee (the “Voting Trustee”) and Institutional Shareholder Services Inc. (the “Voting Consultant”). Voting and consent rights on the VMTP not assigned to the Voting Trust have been retained by MPI. The Voting Trust provides that with respect to voting or consent matters relating to the voting rights assigned to the Voting Trust, the Voting Consultant analyzes such voting or consent matters and makes a recommendation to the Voting Trustee on


voting or consenting. The Voting Trustee is obligated to follow any such recommendations of the Voting Consultant when providing a vote or consent. RBCCM has the right to cause the Issuer to register the VMTP pursuant to a Registration Rights Agreement, dated May 10, 2012, between the Issuer and RBCCM.

Item 7. Material to be Filed as Exhibits

 

Exhibit

  

Description of Exhibit

99.1    Joint Filing Agreement
99.2    Voting Trust Agreement
99.3    Registration Rights Agreement
99.4    Purchase Agreement
99.5    Series Trust Agreement
99.6    Master Terms of Trust 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: May 24, 2012   By:   ROYAL BANK OF CANADA
    By:   /s/ Thomas Smee
    Name:   Thomas 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


SCHEDULE I

EXECUTIVE OFFICERS AND DIRECTORS OF

REPORTING PERSONS

The following sets forth the name, Citizenship and present principal occupation of each executive officer and director of Royal Bank of Canada. Unless otherwise indicated, the business address of each such person is c/o Royal Bank at 200 Bay Street, Toronto, Ontario, Canada M5J 2J5.

Royal Bank of Canada

Executive Officers

 

Name

  

Address

  

Principal Occupation

  

Citizenship

Friis, Morten Nicolai

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

   Chief Risk Officer    Norwegian

Fukakusa, Janice Rose

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

  

Chief Administrative Officer and Chief

Financial Officer

   Canadian

Hirji, Zabeen

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

   Chief Human Resources Officer    Canadian

Lewis, Melville George

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

   Group Head, Wealth Management    Canadian

McGregor, Alex Douglas

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

  

Chairman, Co-Chief Executive Officer

and Co-Group Head, Capital Markets

   Canadian

McKay, David Ian

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

   Group Head, Canadian Banking    Canadian

Nixon, C.M., O.Ont.,

Gordon Melbourne

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

   President and Chief Executive Officer    Canadian

Standish, Mark Allan

  

RBC Capital Markets

3 World Financial Center

200 Vesey Street

New York, New York 10281-8098

  

President, Co-Chief Executive Officer

and Co-Group Head, Capital Markets

   American

Westlake, William James

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

  

Group Head, International Banking

and Insurance

   Canadian

Royal Bank of Canada

Directors

 

Name

  

Address

  

Principal Occupation

  

Citizenship

William Geoffrey Beattie

  

The Woodbridge Company Limited

65 Queen Street West, Suite 2400

Toronto, Ontario M5H 2M8

Canada

  

President and Chief Executive Officer

The Woodbridge Company Limited

Deputy Chairman

Thomson Reuters Corporation

   Canadian


The Hon. Paule Gauthier,

P.C., O.C., O.Q., Q.C.

  

Stein Monast L.L.P.

70 Dalhousie Street, Suite 300

Québec, Québec G1K 4B2

Canada

  

Senior Partner

Stein Monast L.L.P.

   Canadian

Richard Lee George, O.C.

  

Suncor Energy Inc.

150 – 6th Avenue S.W.

Calgary, Alberta T2P 3E3

Canada

   Corporate Director    Canadian and American

Timothy James Hearn

  

Hearn & Associates

#3840 Bankers Hall East

855 – 2nd Street S.W.

Calgary, Alberta T2P 4J8

Canada

  

Chairman

Hearn & Associates

   Canadian

Alice Delores Laberge

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

Canada

   Corporate Director    Canadian

Jacques Lamarre, O.C.

  

Heenan Blaikie LLP

1250 René-Lévesque Boulevard West

Suite 2500

Montréal, Québec H3B 4Y1

Canada

  

Strategic Advisor

Heenan Blaikie LLP

   Canadian

Brandt Channing Louie,

O.B.C., F.C.A.

  

H.Y. Louie Co. Limited

2821 Production Way

Burnaby, British Columbia V5A 3G7

Canada

  

President, Chairman and Chief Executive

Officer

H.Y. Louie Co. Limited

 

Chairman

London Drugs Limited

   Canadian

Michael Harrison McCain

  

Maple Leaf Foods Inc.

30 St. Clair Avenue West, 15th Floor

Toronto, Ontario M4V 3A2

Canada

  

President and Chief Executive Officer

Maple Leaf Foods Inc.

   Canadian

Heather Anne Munroe-Blum,

O.C., O.Q., Ph.D., FRSC

  

McGill University

James Administration Building,

Room 506 845 Sherbrooke Street West Montréal, Québec H3A 2T5

Canada

  

Principal, Vice-Chancellor and Professor of Medicine

McGill University

   Canadian

Gordon Melbourne Nixon,

C.M., O.Ont.

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

Canada

  

President and Chief Executive Officer

Royal Bank of Canada

   Canadian

David Peter O’Brien, O.C.

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

Canada

  

Chairman

Royal Bank of Canada

 

Chairman

EnCana Corporation

   Canadian

Joao Pedro Reinhard

  

Reinhard & Associates

801 Brickel Avenue, Suite 900

Miami, Florida, 33131

U.S.A.

  

President

Reinhard & Associates

   Brazilian

Edward Sonshine, O.Ont.,

Q.C.

  

RioCan Real Estate Investment Trust

RioCan Yonge Eglinton Centre

2300 Yonge Street, Suite 500

Toronto, Ontario M4P 1E4

Canada

  

Chief Executive Officer

RioCan Real Estate Investment Trust

   Canadian

Kathleen Patricia Taylor

  

Four Seasons Hotels and Resorts

1165 Leslie Street

Toronto, Ontario M3C 2K8

Canada

  

President and Chief Executive Officer

Four Seasons Hotels and Resorts

   Canadian

Bridget Anne van Kralingen

  

IBM Corporation

11 Madison Avenue

New York, New York 10010

U.S.A.

  

Senior Vice-President

IBM Global Business Services

IBM Corporation

   American and British


Victor Leyland Young, O.C.

  

Royal Bank of Canada

200 Bay Street, South Tower

Toronto, Ontario M5J 2J5

Canada

   Corporate Director    Canadian


The following sets forth the name and present principal occupation of each executive officer and director of RBC Municipal Products, Inc. Unless otherwise indicated, the business address of each such person is c/o RBC Municipal Products, Inc., 3 World Financial Center, 200 Vesey Street, New York, New York 10281, and each such person is a citizen of the United States.

RBC Municipal Products, Inc.

Executive Officers

 

Name

   Address    Principal Occupation    Citizenship

Decicco, Steven, MPI

Treasurer

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Chief Financial Officer

RBC Capital Markets, LLC

   American

McCandless, Jennifer, MPI

Chief Operating Officer

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Vice President,

Manager for Trade Support of Municipal
Products

RBC Capital Markets, LLC

   American

Sanford, Andrew, MPI

President

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Managing Director, Tender Option Bond
Portfolio Manager

RBC Capital Markets, LLC

   American

RBC Municipal Products, Inc.

Directors

 

Name

   Address    Principal Occupation    Citizenship

Hamel, Chris

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Managing Director, Head of Municipal Finance

RBC Capital Markets, LLC

   American

Maroney, Mark

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Managing Director, Head of US Rates,
Mortgages & Municipals

RBC Capital Markets, LLC

   American

Degagne, Renee

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Managing Director

Global Trading Client Manager

Royal Bank of Canada

   Canadian

LePage, Dan

   3 World Financial Center

200 Vesey Street

New York, New York 10281

   Managing Director, Head of U.S. Real Estate
Corporate Banking

RBC Capital Markets, LLC

   American