RSF 8-K
RiverNorth Capital & Income Fund, Inc. (RSF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported)
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
| 32-0472699 | |
| (Commission File Number) | (IRS Employer Identification No.) |
|
|
|
| (Address of Principal Executive Offices) | (Zip Code) |
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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. [ ]
ITEM 3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING
In anticipation of the events described in Item 8.01 below, the RiverNorth Capital and Income Fund, Inc.’s (the “Fund”) 5.875% Series A Term Preferred Stock (the “Series A Preferred Stock”) (NYSE: RMPL) will be suspended from the New York Stock Exchange (“NYSE”) before market open on the anticipated redemption date of October 4, 2024. A Form 25 will be filed with the Securities and Exchange Commission (“SEC”) to effect the withdrawal of the listing of the Series A Preferred Stock from the NYSE.
ITEM 8.01 OTHER EVENTS
On September 4, 2024, the Fund announced the redemption of all 1,656,000 outstanding shares of its Series A Preferred Stock. The anticipated redemption date is October 4, 2024 (the “Redemption Date”), but the redemption may be effected on a subsequent date no later than the mandatory redemption date of October 31, 2024, due to changes in market conditions or otherwise as determined by the Fund. The Series A Preferred Stock redemption price is estimated to be $25.20 per share of Series A Preferred Stock, which is equal to the liquidation preference of $25.00 per share plus $0.20 per share representing estimated accrued and unpaid dividends to the Redemption Date. The Fund has filed a notice of its intention to redeem the Series A Preferred Stock with the SEC.
The press release announcing the redemption and delisting of the Series A Preferred Stock is filed as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| 99.1 | Press Release, dated September 4, 2024 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RiverNorth Capital and Income Fund, Inc. | ||
| By: | /s/ Patrick W. Galley | |
| Name: | Patrick W. Galley | |
| Title: | President |
Date: September 4, 2024
RiverNorth
CAPITAL AND iNCOME fUND, INC.
to redeem its outstanding 5.875% SERIES A term preferred stock
West Palm Beach, FL ‒ September 4, 2024 ‒ The Board of Directors of the RiverNorth Capital and Income Fund, Inc. (the “Fund”) (NYSE: RSF) has authorized the redemption of all 1,656,000 outstanding shares of its 5.875% Series A Term Preferred Stock (the “Series A Preferred Stock”) (NYSE: RMPL).
The anticipated redemption date is October 4, 2024 (the “Redemption Date”), but the redemption may be effected on a subsequent date no later than the mandatory redemption date of October 31, 2024, due to changes in market conditions or otherwise as determined by the Fund. The Series A Preferred Stock redemption price is estimated to be $25.20 per share of Series A Preferred Stock, which is equal to the liquidation preference of $25.00 per share plus $0.20 per share representing estimated accrued and unpaid dividends to the Redemption Date. Once redeemed, the Series A Preferred Stock will no longer be deemed outstanding, dividends will cease to accumulate and all rights of the holders of the Series A Preferred Stock with respect to the Series A Preferred Stock will cease. The Fund has filed a notice of its intention to redeem the Series A Preferred Stock with the Securities and Exchange Commission.
In conjunction with the planned redemption, the Series A Preferred Stock will be suspended from the New York Stock Exchange (“NYSE”) before market open on the anticipated redemption date of October 4, 2024.
All shares of the Series A Preferred Stock are held through the Depository Trust Company ("DTC") and shares will be redeemed in accordance with the procedures of DTC. Payment to DTC for the Series A Preferred Stock will be made by DST Systems, Inc. as redemption agent. Any questions may be directed to the redemption agent toll-free at 844-569-4750.
Investor Contact
RiverNorth CEF Investor Relations
800-646-0148, Option 1
RiverNorth Capital and Income Fund, Inc.
The Fund is a closed-end fund whose investment objective is to seek a high level of current income. As of July 31, 2024, RSF had approximately $113 million of total managed assets1 and 3.9 million shares of common stock outstanding.
Closed-end funds are traded on the secondary market through one of the stock exchanges. The Fund's investment return and principal value will fluctuate so that an investor's shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the net asset value of the fund's portfolio. There is no assurance that the Fund will achieve its investment objective.
RiverNorth Capital Management, LLC
RiverNorth Capital Management, LLC is an investment management firm founded in 2000. With $5.1 billion1 in assets under management as of July 31, 2024, RiverNorth specializes in opportunistic investment strategies in niche markets where the potential to exploit inefficiencies is greatest. RiverNorth is an institutional investment manager to registered funds, private funds, and separately managed accounts.
Forward-Looking Statements
This press release may contain forward-looking statements that reflect current expectations about the future results, performance, or actions of the Fund and can be identified by words such as “may,” “will,” “expect,” “plans,” “intend,” “anticipate”, “should,” “estimate” or similar expressions. These statements are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements because of a number of factors, including those described in the Fund’s filings with the SEC including the prospectus, dated February 28, 2024 (the “Prospectus”). The Fund undertakes no duty to update any forward-looking statement made herein.
Investors should consider the Fund's investment objective, risks, charges, and expenses carefully before investing. The prospectus should be read carefully before investing. For more information, please read the prospectus, call your financial professional or call 844.569.4750.
Investing in the Fund involves certain risks, including loss of principal, that are described in the "Risks" section of the Prospectus.
Marketing services provided by ALPS Distributors Inc.
RiverNorth Capital Management, LLC is not affiliated with ALPS Distributors, Inc. or DST Systems, Inc.
| 1 | Managed Assets includes assets attributable to leverage and investments in affiliated funds. |
RiverNorth® is a registered trademark of RiverNorth Capital Management, LLC.
©2000-2024 RiverNorth Capital Management, LLC. All rights reserved.
RVN001730