8-K 1 pplusczn18k_0401.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D. C. 20549

__________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

~~The~~of the Securities Exchange Act of 1934

~~_________________________~~Date of Report (Date of earliest event reported): April 1, 2020 (April 1, 2020)

Date of Report (Date of earliest event reported): October 1, 2019

MERRILL LYNCH DEPOSITOR, INC.

(on behalf of PREFERREDPLUS TRUST SERIES CZN-1)

(Exact name of registrant as specified in its charter)

Delaware	~~Delaware~~	001-16669	~~13-3891329~~	13-3891329
	(State or other	(Commission	(I. R. S. Employer
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
	jurisdiction of	File Number)	Identification No.)
	incorporation)
	One Bryant Park, 4th FL		10036
	New York, NY		(Zip Code)
	(Address of principal
	executive offices)

__________________________

One Bryant Park, 4th FL

New York, NY

10036

(Address of Principal Executive Offices)

(zip code)

Registrant’s telephone number, including area code: (646) 855-6745

~~INFORMATION~~N/A ~~TO BE INCLUDED IN REPORT~~

~~Check~~(Former ~~the~~name ~~appropriate~~or ~~box~~former ~~below~~address, if ~~the Form 8-K~~changed ~~filing~~since islast ~~intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.~~report):

¨Check ~~Written communications~~the ~~pursuant~~appropriate box below if the Form 8-K filing is intended to ~~Rule~~simultaneously ~~425~~satisfy ~~under~~the filing obligation of the ~~Securities~~registrant ~~Act~~under ~~(17~~any ~~CFR~~of ~~230.425)~~the following provisions:

¨☐ ~~Soliciting material~~Written communications pursuant to Rule ~~14a-12~~425 under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

¨☐ ~~Pre-commencement communications~~Soliciting material pursuant to Rule ~~14d~~14a-~~2(b)~~12 under the Exchange Act (17 CFR 240.~~14d~~14a-~~2(b~~12))

¨☐ Pre-commencement communications pursuant to Rule ~~13e~~14d-42(cb) under the Exchange Act (17 CFR 240.~~13e~~14d-42(cb))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

PPLUS Trust Series CZN-1

PIY

NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

~~Section~~Item 18.01 ~~Registrant’s~~– ~~Business~~Other ~~and Operations~~Events

~~Not~~On ~~applicable~~April 1, 2020, Frontier Communications Corporation failed to pay interest due on the Underlying Securities. Such interest payment default is not an “Event of Default” under the Underlying Securities Indenture until it has continued for 60 days, however, such interest payment default immediately constitutes a “Default” under Section 7.01(d) of the Standard Terms for Trust Agreements, dated as of February 20, 1998 (the “Standard Terms”), between Merrill Lynch Depositor, Inc., as Depositor (the “Depositor”) and The Bank of New York Mellon, as Trustee (the “Trustee”). The Trustee will be sending notice of this interest payment default to the Depositor and the Certificateholders within the next 10 days.

There is expected to be a distribution to Certificateholders, with the form and timing of such distribution dependent on whether certain events occur during the 60-day grace period. If, prior to the end of such grace period, Frontier Communications Corporation files a Chapter 11 voluntary petition, the Underlying Securities are expected to be considered accelerated by the Trustee and as a result, there will be a distribution in kind of the Underlying Securities to Certificateholders in accordance with Section 23.04 ~~Financial~~of ~~Information~~the Standard Terms and paragraph (b)(iii) of the Distribution Election specified in the Series Supplement for the Certificates between the Depositor and the Trustee dated as of August 29, 2001 (the “Series Supplement”). If there is no such filing during the grace period, then, in accordance with Section 3.04 of the Standard Terms and paragraph (a) of the Distribution Election specified in the Series Supplement, the Trustee will direct the Market Agent to sell the Underlying Securities in accordance with the Sale Procedures as defined in the Standard Terms and upon such sale, the liquidation proceeds from such sale of the Underlying Securities shall be deposited into the Certificate Account for distribution to Certificateholders. If the relevant interest shortfall is fully cured during the 60-day grace period, the relevant interest amounts may be distributed on the next Distribution Date specified under the Series Supplement, unless the Trustee designates an earlier date.

~~Not~~Frontier ~~applicable~~Communications Corporation is a reporting company and information about the company and its most recent filings are available from the SEC at http://www.sec.gov/edgar under Commission file number 001-11001.

~~Section 3. Securities and Trading Markets~~SIGNATURES

~~Not~~Pursuant ~~applicable~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Section 4. Matters Related to Accountants and Financial Statements


	MERRILL LYNCH DEPOSITOR, INC.


Date: April 1, 2020	By:	/s/ Matthew J. Nelson
		Matthew J. Nelson
		President

Not applicable.

Section 5. Corporate Governance and Management

Not applicable.

Section 6. Asset-Backed Securities

Not applicable.

Section 7. Regulation FD

Not applicable.

Section 8. Other Events

Item 8.01 Other events

99.1 Distribution to holders of the PreferredPLUS Trust Certificates Series CZN-1 on October 1, 2019

The underlying securities issuer, Citizens Communications Company, is now known as Frontier Communications Co.

For information with respect to the underlying securities held by PreferredPLUS Trust Series CZN-1, please refer to Frontier Communications Co. (Commission file number 001-11001) periodic reports, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and other information on file with the Securities and Exchange Commission (the “SEC”). You can read and copy these reports and other information at the public reference facilities maintained by the SEC at Room 1580, 100 F Street, NE, Washington, D.C. 20549. You may obtain copies of this material for a fee by writing to the SEC’s Public Reference Section at 100 F Street, NE, Washington, D.C. 20549. You may obtain information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. You can also access some of this information electronically by means of the SEC’s website on the Internet at http://www.sec.gov, which contains reports, proxy and information statements and other information that the underlying securities issuer has filed electronically with the SEC.

Although we have no reason to believe the information concerning the underlying securities or the underlying securities issuer contained in the underlying securities issuer’s Exchange Act reports is not reliable, neither the depositor nor the trustee participated in the preparation of such documents or made any due diligence inquiry with respect to the information provided therein. No investigation with respect to the underlying securities issuer (including, without limitation, no investigation as to its financial condition or creditworthiness) or of the underlying securities has been made. You should obtain and evaluate the same information concerning the underlying securities issuer as you would obtain and evaluate if your investment were directly in the underlying securities or in other securities issued by the underlying securities issuer. There can be no assurance that events affecting the underlying securities or the underlying securities issuer have not occurred or have not yet been publicly disclosed which would affect the accuracy or completeness of the publicly available documents described above.

Section 9. Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(a) Financial statements of business acquired.

Not Applicable.

(b) Pro forma financial information.

Not Applicable.

Not Applicable

99.1 Trustee’s report in respect of the October 1, 2019 distribution to holders of the PreferredPLUS Trust Certificates Series CZN-1.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

		MERRILL LYNCH DEPOSITOR, INC.
Date: October 3, 2019	By:	/s/ Mohammad N. Islam
		Name:	Mohammad N. Islam
		Title:	President

EXHIBIT INDEX

99.1 Trustee’s report in respect of the October 1, 2019 distribution to holders of the PreferredPLUS Trust Certificates Series CZN-1.

Filing Compare · MERRILL LYNCH DEPOSITOR INC PREFERREDPLUS TRUST SER CZN 1