If You Invested in RiverNorth Opportunities (RIV)

RiverNorth Opportunities Fund, Inc. (NYSE: RIV) is a diversified, closed-end management investment company. According to the Fund, its primary investment objective is total return consisting of capital appreciation and current income. RIV trades on the New York Stock Exchange as a closed-end fund, meaning it does not continuously issue new shares for sale like an open-end mutual fund; instead, its shares trade in the secondary market and their price is based on market value.

The Fund describes itself as a closed-end fund that now trades in the secondary market. Investors who wish to buy or sell RIV shares must place orders through an intermediary or broker. The Fund emphasizes that risk is inherent in all investing and that investing in any investment company security involves the risk of receiving little or no return or losing part or all of the invested capital. It directs prospective investors to review its prospectus, annual report and semi-annual report for a detailed discussion of its investment objective, risks, fees and expenses.

RIV is part of the finance and insurance sector and is associated with the securities and commodity exchanges industry classification. As a closed-end management investment company, it is structured to pursue its stated objective of total return through capital appreciation and current income, within the framework and risk factors outlined in its regulatory and shareholder documents.

Closed-end fund structure

The Fund notes that it is a closed-end fund and does not continuously issue stock for sale as open-end mutual funds do. Once issued, its common shares trade on the New York Stock Exchange under the ticker symbol RIV. The share price of the Fund is based on market value, which may differ from the Fund’s net asset value. The Fund highlights that investors should consider that its net asset value and distribution rate may vary and can be affected by factors described in its reports and risk disclosures.

RIV has conducted transferable rights offerings, as described in multiple press releases. In these offerings, common stockholders of record received transferable subscription rights allowing them to subscribe for additional shares of common stock, subject to terms such as a subscription formula based on a percentage of reported net asset value or market price on a specified expiration date. These offerings were made pursuant to an effective shelf registration statement and a prospectus supplement and accompanying prospectus filed with the U.S. Securities and Exchange Commission.

Investment objective and risk disclosure

The Fund repeatedly states that its investment objective is total return consisting of capital appreciation and current income. It cautions that past performance is no guarantee of future results and that an investment in the Fund is not appropriate for all investors and is not intended to be a complete investment program. The Fund is described as designed for long-term investment rather than as a trading vehicle.

RIV’s disclosures explain that investing in the Fund involves risks, including the possibility of receiving little or no return or losing part or all of the investment. The Fund notes that its net asset value will vary and that its distribution rate may vary. These may be affected by factors such as changes in market conditions and the Fund’s use of leverage, as discussed in its risk sections. The Fund also notes that distributions may be paid from sources other than ordinary income, such as net realized short-term capital gains, net realized long-term capital gains and return of capital, and that final tax characterization is determined after year-end.

Capital structure and preferred stock

In addition to its common stock, RiverNorth Opportunities Fund, Inc. has issued 6.00% Series A Perpetual Preferred Stock, which is listed on the New York Stock Exchange under the symbol RIVPRA. The Fund has announced preferred dividends on this series in multiple press releases, specifying ex-dates, record dates, payable dates and distribution amounts per share. The Fund notes that these distributions are calculated based on a liquidation preference of $25.00 per preferred share and the applicable quarterly distribution rate.

The Fund explains that preferred distributions may be treated as paid from sources other than net income, including short-term capital gain, long-term capital gain and return of capital. It emphasizes that the final determination of the source of all distributions is made after year-end for tax reporting purposes and that shareholders receive Form 1099-DIV, if applicable, specifying the tax characterization of distributions.

Advisory and management relationships

RiverNorth Opportunities Fund, Inc. has disclosed advisory and sub-advisory arrangements in its public communications. In certain periods described in the news releases, ALPS Advisors, Inc. is identified as the investment adviser to the Fund, with RiverNorth Capital Management, LLC serving as the investment sub-adviser. In a separate release, the Fund announced shareholder approval of a new investment advisory agreement with RiverNorth Capital Management, LLC, noting that RiverNorth had been responsible for making day-to-day investment decisions since the Fund’s inception and that the new agreement was expected to take effect on or about a specified date.

RiverNorth Capital Management, LLC is described in the releases as an investment management firm founded in 2000 that specializes in opportunistic investment strategies in niche markets where the potential to exploit inefficiencies is greatest. It is identified as an institutional investment manager to registered funds, private funds and separately managed accounts. Marketing and distribution services in the releases are associated with ALPS entities, which are described as not affiliated with RiverNorth.

Rights offerings and capital raising

The Fund has announced multiple transferable rights offerings to its common stockholders. In these offerings, stockholders of record on a specified record date received one transferable subscription right for each share of common stock held. For every three rights held, a holder could subscribe for one new share of common stock in a primary subscription, subject to the detailed terms in the prospectus supplement and accompanying prospectus.

The Fund’s disclosures explain that the subscription price per share in these offerings was determined based on a formula using a percentage of the Fund’s reported net asset value per share and, in some cases, a percentage of the market price per share, with the higher of the two used on the expiration date. The Fund also notes that rights were expected to be listed and tradable on the New York Stock Exchange under a separate ticker (RIV.RT) during certain offerings. The press releases emphasize that these communications do not constitute an offer to sell or a solicitation of an offer to buy and that the rights offerings are made only by means of a prospectus supplement and accompanying prospectus filed with the SEC.

Investor information and disclosures

Across its public communications, RiverNorth Opportunities Fund, Inc. directs investors to review its prospectus, prospectus supplements, annual reports and semi-annual reports for comprehensive information about the Fund. It highlights that these documents contain details about the investment objective, risks, fees, expenses and other information about the Fund. The Fund also notes that investors can obtain these documents through the channels identified in its releases.

The Fund reiterates standard disclaimers that its shares are not FDIC insured, may lose value and have no bank guarantee. It underscores that its investment objectives and policies are not designed to seek to return the initial investment to investors who purchase shares, and that its use of leverage can magnify fluctuations in net asset value. Potential investors are encouraged in the Fund’s communications to carefully consider the risks described in its prospectus and related materials before investing.

Position within the financial sector

Based on the provided classification, RiverNorth Opportunities Fund, Inc. is associated with the finance and insurance sector and the securities and commodity exchanges industry. As a closed-end management investment company trading on the New York Stock Exchange, RIV provides investors with exposure to a professionally managed portfolio that is structured to pursue total return through capital appreciation and current income, subject to the risks and policies outlined in its offering and shareholder documents.