Guggenheim Defined Portfolios, Series 2135 Flaherty & Crumrine
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Guggenheim Defined Portfolios, Series 2135 Flaherty & Crumrine Preferred Portfolio, Series 53 GUGGENHEIM LOGO ® FLAHERTY & CRUMRINE LOGO PROSPECTUS PART A DATED MAY 26, 2021 A portfolio containing securities selected by Guggenheim Funds Distributors, LLC with the assistance of Flaherty & Crumrine Incorporated. The Securities and Exchange Commission has not approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. INVESTMENT SUMMARY also invest in real estate investment trusts and master limited partnerships. Use this Investment Summary to help you decide whether an investment in this trust is In choosing the securities the primary right for you. More detailed information can be factors include, but are not limited to, credit found later in this prospectus. quality of the issuer and the liquidity and yield of the security as of the trust’s initial date of Overview deposit. Certain of the securities are rated below investment-grade and are considered to Guggenheim Defined Portfolios, Series 2135 be high-yield or “junk” securities. As a result is a unit investment trust that consists of the of this strategy, the trust is concentrated in the Flaherty & Crumrine Preferred Portfolio, financial sector. Series 53 (the “trust”). Guggenheim Funds Distributors, LLC (“Guggenheim Funds” or the Security Selection “sponsor”) serves as the sponsor of the trust. With assistance from Flaherty, the sponsor The trust is scheduled to terminate in has selected preferred securities and baby bonds approximately two years. believed to have the best potential for current income with the potential for capital appreciation. The sponsor believes that an Investment Objective investment in a portfolio of preferred securities The trust primarily seeks to provide current and baby bonds offers investors an opportunity income with a secondary objective of capital to receive many of the income flow advantages appreciation. of bonds. The trust is diversified across the listed preferred and baby bonds market, with attention paid to the credit quality of the issuer Principal Investment Strategy and the liquidity and yield of the security. As of Under normal circumstances, the trust will the trust’s initial date of deposit (the “Inception invest at least 80% of the value of its assets in Date”), at least 50% of the securities included preferred securities. The sponsor has selected in the trust are rated investment-grade quality Flaherty & Crumrine Incorporated (“Flaherty”) to by at least one nationally recognized statistical serve as the trust’s portfolio consultant. The rating organization. portfolio consultant is responsible for assisting the sponsor with the selection of the trust’s portfolio. See “Description of Ratings” in Part B of the prospectus for additional information The trust consists of a portfolio of regarding the ratings criteria. exchange-listed preferred securities, which include traditional and hybrid preferred Preferred Stock. As of the Inception Date, securities, and baby bonds selected from 84.51% of the trust consists of preferred stocks, Flaherty’s proprietary preferred securities including the preferred stocks of real estate database and its internally generated credit investment trusts. Similar to bonds, preferred research. The U.S.-listed common stocks held stocks offer a stated rate of return, paid in the by the trust may include the common stocks of form of a dividend, and are traded on the basis U.S. and non-U.S. companies. The trust may of their credit risk and yield. Dividend 2 Investment Summary distributions of preferred stocks may be eligible baby bonds usually have a stated maturity that is for the dividends-received deduction for at least 10 years after they are issued, and some corporations and typically count as qualified are issued for as long as 50 years. When a baby dividend income for individual investors. bond reaches maturity, the issuing organization is required to repay the principal to the Like common stock, preferred stocks usually bondholder. The distributions from baby bonds are perpetual equity securities representing are generally treated as interest for federal ownership in a company. Preferred stock ranks income tax purposes and therefore, are not senior to common stock and preferred eligible for the dividends-received deduction for stockholders enjoy preference over common corporations and do not count as qualified stockholders with regard to liquidations. Preferred dividend income for individual investors. stockholders may also forfeit or at least be limited in their voting rights. The preferred stocks Flaherty & Crumrine Incorporated included in the trust, if applicable, are traded on the national stock exchanges. Flaherty & Crumrine Incorporated was formed in 1983 with the express intention of managing portfolios of preferred and debt Hybrid Preferred Securities. As of the securities for institutional investors. The firm Inception Date, 13.76% of the trust consists of has experience dating back to 1991 in managing hybrid preferred securities, including the preferred securities funds. Through its preferred securities of master limited experience in the preferred and debt securities partnerships. Hybrid preferred securities possess markets, Flaherty has developed the expertise varying combinations of features of both debt and necessary to implement the portfolio and interest traditional preferred securities. As such, they may rate management strategies necessary in seeking constitute subordinated debt or preferred shares in to obtain the highest sustainable income. In an issuer’s capital structure. Certain hybrid addition to receiving a portfolio consulting fee, preferred securities are typically issued by the trust pays Flaherty a licensing fee for the use corporations, generally in the form of interest- of its intellectual property. bearing notes or preferred securities, or by an affiliated business trust of a corporation, generally in the form of beneficial interests in subordinated Future Trusts debentures issued by the corporation. Unlike The sponsor may create future trusts that preferred stocks, distributions for hybrid preferred follow the same general investment strategy. securities are generally treated as interest rather One such trust is expected to be available than dividends for federal income tax purposes approximately six months after the trust’s initial and therefore are not eligible for the dividends- date of deposit (the “Inception Date”) and upon received deduction for corporations and typically the trust’s termination. Each trust is designed to do not count as qualified dividend income for be part of a longer term strategy. individual investors. Baby Bonds. As of the Inception Date, 1.73% of the trust consists of baby bonds. Baby bonds are generally long-term, fixed-income senior debt securities that are issued in small denominations. As with other types of bonds, Investment Summary 3 Essential Information Summary of Ratings Approximate (as of the Inception Date) _________________Standard & Poor’s _____________________ Portfolio Percentage Inception Date May 26, 2021 BBB+ 3.01% Unit Price $10.00 BBB 14.01 Termination Date May 26, 2023 BBB- 24.52 Distribution Date 25th day of each month BB+ 26.22 (commencing June 25, 2021, if any) BB 13.50 Record Date 15th day of each month BB- 3.49 (commencing June 15, 2021, if any) B+ 5.51 N/R ______ 9.74 CUSIP Numbers Total 100.00% ______ Cash Distributions Standard Accounts 40177A100 Minimum Investment Fee Account Cash 40177A126 All accounts 1 unit Reinvested Distributions Standard Accounts 40177A118 Fee Account Reinvest 40177A134 Principal Risks Ticker CPRECX As with all investments, you may lose some or all of your investment in the trust. No Portfolio Diversification assurance can be given that the trust’s investment Approximate objective will be achieved. The trust also might _________________Security Type _____________________ Portfolio Percentage not perform as well as you expect. This can Baby Bond 1.73% happen for reasons such as these: Hybrid Preferred 13.76 Preferred Stock ______ 84.51 Total 100.00% • Securities prices can be volatile. The ______ value of your investment may fall Approximate over time. Market value fluctuates in response to various factors. These can _________________Sector/Industry _____________________ Portfolio Percentage Communication Services 0.99% include stock market movements, Energy 4.01 purchases or sales of securities by the Financials 83.49 trust, government policies, litigation, Real Estate 2.00 and changes in interest rates, inflation, Utilities ______ 9.51 Total 100.00% the financial condition of the ______ securities’ issuer or even perceptions Country/Territory Approximate of the issuer. Changes in legal, political, regulatory, tax and economic _________________(Headquartered) _____________________ Portfolio Percentage Bermuda 5.49% conditions may cause fluctuations in Canada 1.00 markets and securities prices, which United States ______ 93.51 could negatively impact the value of Total 100.00% ______ the trust. Additionally, event such war, terrorism, natural and environmental disasters and the spread of infectious illnesses or other public health emergencies may adversely affect the economy, various markets and issuers. Recently, the outbreak of 4 Investment Summary a novel and highly contagious form of • Certain of the preferred securities coronavirus (“COVID-19”) has held by the trust have “make