Correspondence 0001398344-23-023519 from RIVERNORTH OPPORTUNITIES FUND, INC. (RIV)
RIVERNORTH OPPORTUNITIES FUND, INC.
Date: Dec. 28, 2023 · CIK: 0001501072 · Accession: 0001398344-23-023519
AI Filing Summary & Sentiment
File numbers found in text: 333-274473, 811-22472
Letter
VIA EDGAR TRANSMISSION Washington, D.C. 20549 Attention: Lauren Hamilton and Lisa Larkin Re: RiverNorth Opportunities Fund, Inc. (the “Fund” or the “Registrant”) (File Nos. 333-274473; 811-22472); Response to Examiner Comments on N-2
Dear Mses. Hamilton and Larkin:
This letter responds to the staff’s comments that you provided via telephone on October 12, 2023 and October 24, 2023, in connection with your review of the Fund’s above-referenced registration statement (“Registration Statement”) on Form N-2. The changes to the Fund’s disclosure discussed below will be reflected in Pre-Effective Amendment No. 1 to the Registration Statement under the Securities Act of 1933, as amended (the “Revised Registration Statement”).
For your convenience, we have repeated each comment below in bold, and our responses follow your comments. Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Registration Statement, unless otherwise indicated.
ACCOUNTING
1. The Staff notes that the Fund’s expense structure appears to be a unitary fee structure whereby the Adviser is obligated to pay service providers on behalf of the Fund. Please supplementally describe if the Adviser is current with all payments to the Fund’s service providers. Additionally, please supplementally describe if the agreements filed with the Commission contain provisions whereby the Fund is contractually obligated to pay such service providers.
The Fund confirms that the Adviser is current on all payments to the Fund’s service providers.
The Fund further confirms that with respect to its agreements with its service providers, such as the Administration Agreement, Custodian Agreement and Transfer Agency Agreement, the Fund is contractually responsible to pay for such services. It is possible that the Fund could be held liable for these expenses if the Adviser were to default. However, the Adviser is contractually obligated to pay these expenses of the Fund, and this contractual obligation may not be terminated so long as the Advisory Agreement is in effect without the approval of shareholders.
2. Please update the Summary of Fund Expenses table to reflect the most recent annual report filed.
The Registrant confirms that the Summary of Fund Expenses table will be updated to reflect the most recent annual report filed in the Revised Registration Statement.
3. Please update the Information Regarding Senior Securities table to reflect the most recent annual report filed.
The Registrant confirms that the Information Regarding Senior Securities table will be updated to reflect the most recent annual report filed in the Revised Registration Statement.
4. Please update the Incorporation by Reference section to include the most recent annual report filed.
The Registrant confirms that the Incorporation by Reference section will be updated to include the most recent annual report filed in the Revised Registration Statement.
DISCLOSURE
1. Please confirm that the Financial Highlights section will be updated to reflect the most recent annual report filed.
The Registrant confirms that the Financial Highlights will be updated to reflect the most recent annual report filed in the Revised Registration Statement.
2. Please confirm that there will not be a repurchase plan within 60 days of an initial public offering (“IPO”).
The Registrant confirms that there will not be a repurchase plan within 60 days of an IPO.
3. Please confirm that there are no substantive changes in the Investment Restrictions section of the Statement of Additional Information (“SAI”).
The Registrant confirms that there are no substantive changes in the Investment Restrictions section of the SAI.
We trust that the foregoing is responsive to your comments. Questions and comments concerning this filing may be directed to the undersigned at (312) 569-1107.
Sincerely,
/s/ David L. Williams
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CORRESP
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Faegre Drinker Biddle & Reath LLP
320 South Canal Street, Suite 3300
Chicago, IL 60606
(312) 569-1000 (Phone)
(312) 569-3000 (Facsimile)
www.faegredrinker.com
December 28, 2023
VIA EDGAR TRANSMISSION
U.S. Securities and Exchange Commission (the “Commission”)
100 F Street, N.E.
Washington, D.C. 20549
Attention: Lauren Hamilton and Lisa Larkin
Re:
RiverNorth Opportunities Fund, Inc. (the “Fund” or the “Registrant”) (File
Nos. 333-274473; 811-22472); Response to Examiner Comments on N-2
Dear Mses. Hamilton and Larkin:
This letter
responds to the staff’s comments that you provided via telephone on October 12, 2023 and October 24, 2023, in connection with
your review of the Fund’s above-referenced registration statement (“Registration Statement”) on Form N-2. The
changes to the Fund’s disclosure discussed below will be reflected in Pre-Effective Amendment No. 1 to the Registration
Statement under the Securities Act of 1933, as amended (the “Revised Registration Statement”).
For your convenience,
we have repeated each comment below in bold, and our responses follow your comments. Capitalized terms not otherwise defined herein shall
have the meaning ascribed to them in the Registration Statement, unless otherwise indicated.
ACCOUNTING
1. The Staff notes that the Fund’s expense structure appears to be a unitary fee structure whereby the Adviser is obligated
to pay service providers on behalf of the Fund. Please supplementally describe if the Adviser is current with all payments to the Fund’s
service providers. Additionally, please supplementally describe if the agreements filed with the Commission contain provisions whereby
the Fund is contractually obligated to pay such service providers.
The Fund confirms that the Adviser is current on all payments
to the Fund’s service providers.
The Fund further confirms that with respect to its agreements
with its service providers, such as the Administration Agreement, Custodian Agreement and Transfer Agency Agreement, the Fund is contractually
responsible to pay for such services. It is possible that the Fund could be held liable for these expenses if the Adviser were to default.
However, the Adviser is contractually obligated to pay these expenses of the Fund, and this contractual obligation may not be terminated
so long as the Advisory Agreement is in effect without the approval of shareholders.
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2. Please update the Summary of Fund Expenses table to reflect the most recent annual report filed.
The Registrant confirms that the Summary of Fund Expenses table
will be updated to reflect the most recent annual report filed in the Revised Registration Statement.
3. Please update the Information Regarding Senior Securities table to reflect the most recent annual report filed.
The Registrant confirms that the Information Regarding Senior
Securities table will be updated to reflect the most recent annual report filed in the Revised Registration Statement.
4. Please update the Incorporation by Reference section to include the most recent annual report filed.
The Registrant confirms that the Incorporation by Reference section
will be updated to include the most recent annual report filed in the Revised Registration Statement.
DISCLOSURE
1. Please confirm that the Financial Highlights section will be updated to reflect the most recent annual report filed.
The Registrant confirms that the Financial Highlights will be
updated to reflect the most recent annual report filed in the Revised Registration Statement.
2. Please confirm that there will not be a repurchase plan within 60 days of an initial public offering (“IPO”).
The Registrant confirms that there will not
be a repurchase plan within 60 days of an IPO.
3. Please confirm that there are no substantive changes in the Investment Restrictions section of the Statement of Additional Information
(“SAI”).
The Registrant confirms that there are no substantive
changes in the Investment Restrictions section of the SAI.
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We trust that the
foregoing is responsive to your comments. Questions and comments concerning this filing may be directed to the undersigned at (312) 569-1107.
Sincerely,
/s/ David L. Williams
David L. Williams
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