SEC Company Response from RIVERNORTH OPPORTUNITIES FUND, INC. (RIV, RIV-PA) (CIK 0001501072) (RIV) — Aug 13, 2018
RIVERNORTH OPPORTUNITIES FUND, INC. (RIV, RIV-PA) (CIK 0001501072)
Date: Aug. 13, 2018 · CIK: 0001501072 · Accession: 0001398344-18-011678
AI Filing Summary & Sentiment
File numbers found in text: 333-225152, 811-22472
Letter
Securities and Exchange Commission Washington, D.C. 20549 Attention: Lauren Hamilton, Staff Accountant Re: RiverNorth Opportunities Fund, Inc. File Nos. 333-225152; 811-22472
Dear Ms. Hamilton:
We are writing in response to telephonic comments provided on July 12, 2018, with respect to your review pursuant to the Sarbanes-Oxley Act of 2002 of certain annual reports and other filings of the RiverNorth Opportunities Fund, Inc. (the “Fund”), a closed-end investment company. The Fund has considered your comments and has authorized us to make the responses and changes discussed below to the applicable annual reports and other such filings on its behalf.
On behalf of the Fund, set forth below are the SEC staff’s comments along with our responses to or any supplemental explanations of such comments, as requested.
Comment 1. In the Schedule of Investments on Form N-CSR, please consider including additional categories for the underlying funds in which the Fund invests based upon the investment strategies of the underlying funds.
Response 1. The Fund acknowledges your comment and respectfully submits its belief that the current categories for the underlying funds in which the Fund invests are sufficient and appropriate as they correspond to the categories included in the Fund’s principal investment strategy.
Comment 2. In the Schedule of Investments on Form N-CSR, as per Article 12-12 of Regulation S-X, please disclose the class(es) of shares held of other registered funds as part of the title of issue.
Response 2. The Fund will address this comment and the disclosure will be revised accordingly in future filings.
Comment 3. In order to ensure that the Financial Highlights are not misleading, please ensure the expense ratio required by Form N-2 is the most prominently presented in the Financial Highlights. Please consider moving the other supplemental ratios to footnotes below the Financial Highlights table.
Ms. Lauren Hamilton
August 13, 2018
Page 2
Response 3. The Fund respectfully acknowledges your comment and will revise the “Supplemental Data” section of the Financial Highlights table in future filings. The expense ratio required by Form N-2 will appear first and in bold font. Any additional expense ratios will appear in non-bold font. The Fund believes this presentation will not be misleading to investors.
Comment 4. We note that in the Schedule of Investments in Form N-CSR filed for the fiscal year ended October 31, 2017, the Fund’s position in Atlantic Acquisition Corp. was indicated as being fair valued by the Board of Directors of the Fund. This position was fair valued at $165,828 or 22 basis points to net asset value. Please supplementally explain why Atlantic Acquisition Corp. was not included under “Level 3” in the “Investments in Securities at Value” table.
Response 4. As per the procedures for valuation established by the Board of Directors, only securities with significant unobservable prices or inputs where there is little or no market activity for the asset at the measurement date are fair valued and classified as “Level 3” securities within the fair value hierarchy. Atlantic Acquisition Corp. was fair valued as a “Level 2” security by the Fund’s Fair Valuation Committee using relevant observable market inputs that were available at the measurement date. Atlantic Acquisition Corp. was included in the “Investments in Securities at Value” table as a Special Purpose Acquisition Company under “Level 2.”
* * *
If you would like to discuss any of these responses in further detail or if you have any questions, please feel free to contact me at 212-698-3526. Thank you.
Sincerely,
/s/ Allison M. Fumai
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CORRESP
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filename1.htm
1095 Avenue of the Americas
New York, NY 10036-6797
+1 212 698 3500 Main
+1 212 698 3599 Fax
www.dechert.com
Allison M. Fumai
allison.fumai@dechert.com
+1 212 698 3526 Direct
+1 212 698 3599 Fax
August 13, 2018
Securities and Exchange Commission
Washington, D.C. 20549
Attention: Lauren Hamilton, Staff Accountant
Re: RiverNorth Opportunities Fund, Inc.
File Nos. 333-225152; 811-22472
Dear Ms. Hamilton:
We are writing in response
to telephonic comments provided on July 12, 2018, with respect to your review pursuant to the Sarbanes-Oxley Act of 2002 of certain
annual reports and other filings of the RiverNorth Opportunities Fund, Inc. (the “Fund”), a closed-end investment company.
The Fund has considered your comments and has authorized us to make the responses and changes discussed below to the applicable
annual reports and other such filings on its behalf.
On behalf of the Fund, set
forth below are the SEC staff’s comments along with our responses to or any supplemental explanations of such comments, as
requested.
Comment 1. In the
Schedule of Investments on Form N-CSR, please consider including additional categories for the underlying funds in which the Fund
invests based upon the investment strategies of the underlying funds.
Response 1. The
Fund acknowledges your comment and respectfully submits its belief that the current categories for the underlying funds in which
the Fund invests are sufficient and appropriate as they correspond to the categories included in the Fund’s principal investment
strategy.
Comment 2. In the
Schedule of Investments on Form N-CSR, as per Article 12-12 of Regulation S-X, please disclose the class(es) of shares held of
other registered funds as part of the title of issue.
Response 2. The
Fund will address this comment and the disclosure will be revised accordingly in future filings.
Comment 3. In order
to ensure that the Financial Highlights are not misleading, please ensure the expense ratio required by Form N-2 is the most prominently
presented in the Financial Highlights. Please consider moving the other supplemental ratios to footnotes below the Financial Highlights
table.
Ms. Lauren Hamilton
August 13, 2018
Page 2
Response 3. The
Fund respectfully acknowledges your comment and will revise the “Supplemental Data” section of the Financial Highlights
table in future filings. The expense ratio required by Form N-2 will appear first and in bold font. Any additional expense ratios
will appear in non-bold font. The Fund believes this presentation will not be misleading to investors.
Comment 4. We note
that in the Schedule of Investments in Form N-CSR filed for the fiscal year ended October 31, 2017, the Fund’s position in
Atlantic Acquisition Corp. was indicated as being fair valued by the Board of Directors of the Fund. This position was fair valued
at $165,828 or 22 basis points to net asset value. Please supplementally explain why Atlantic Acquisition Corp. was not included
under “Level 3” in the “Investments in Securities at Value” table.
Response 4. As
per the procedures for valuation established by the Board of Directors, only securities with significant unobservable prices or
inputs where there is little or no market activity for the asset at the measurement date are fair valued and classified as “Level
3” securities within the fair value hierarchy. Atlantic Acquisition Corp. was fair valued as a “Level 2” security
by the Fund’s Fair Valuation Committee using relevant observable market inputs that were available at the measurement date.
Atlantic Acquisition Corp. was included in the “Investments in Securities at Value” table as a Special Purpose Acquisition
Company under “Level 2.”
* * *
If you would like to discuss
any of these responses in further detail or if you have any questions, please feel free to contact me at 212-698-3526. Thank you.
Sincerely,
/s/ Allison M. Fumai
Allison M. Fumai