0000913849-15-000254.txt : 20150923 0000913849-15-000254.hdr.sgml : 20150923 20150923153107 ACCESSION NUMBER: 0000913849-15-000254 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20150923 DATE AS OF CHANGE: 20150923 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND CENTRAL INDEX KEY: 0001162028 IRS NUMBER: 000000000 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80785 FILM NUMBER: 151121030 BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129692124 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RIVERNORTH CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001447578 IRS NUMBER: 271560688 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 325 N. LASALLE STREET STREET 2: SUITE 645 CITY: CHICAGO STATE: IL ZIP: 60654 BUSINESS PHONE: 312-832-0409 MAIL ADDRESS: STREET 1: 325 N. LASALLE STREET STREET 2: SUITE 645 CITY: CHICAGO STATE: IL ZIP: 60654 FORMER COMPANY: FORMER CONFORMED NAME: RIVERNORTH CAPITAL MANAGEMENT, INC. DATE OF NAME CHANGE: 20081009 SC 13D/A 1 sc13da_091515.htm SCHEDULE 13D/A sc13da_091515.htm
 


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
Alliance California Municipal Income Fund, Inc.
(Name of Issuer)
 
Auction Rate Preferred Shares
(Title of Class of Securities)
 
018547208; 018547307
(CUSIP Number)
 
Marc Collins
RiverNorth Capital Management, LLC
325 N. LaSalle St., Suite 645
Chicago, Illinois 60654-7030
(312) 445-2251
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
September 1, 2015
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 for other parties to whom copies are to be sent.
 
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 

 
 
CUSIP No. 018547208; 018547307
 
 
 
1.
 
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
RiverNorth Capital Management, LLC
I.R.S. Identification No.: 27-1560688
 
 
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions):
(a)
o
(b)
 
o
 
 
3.
 
SEC Use Only
 
 
 
 
4.
 
Source of Funds (See Instructions):
 
 
WC
 
5.
 
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e):    o
 
 
6.
 
Citizenship or Place of Organization:
 
 
Delaware
  Number of
  Shares
  Beneficially
  Owned
  by Each
  Reporting
  Person With
 
7. Sole Voting Power:
 
 
0
 
 
 
8. Shared Voting Power:
 
 
 
 
9. Sole Dispositive Power:
 
 
0
 
 
10. Shared Dispositive Power:
 
 
 
11.
 
Aggregate Amount Beneficially Owned by Each Reporting Person:     0
 
12.
 
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):      o
 
 
13.
 
Percent of Class Represented by Amount in Row (11):     0%
 
 
14.
 
Type of Reporting Person (See Instructions)
 
 
IA
   
   
 
 
 
2

 
 
CUSIP No. 018547208; 018547307
 
 
 
1.
 
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
RiverNorth Capital Partners, L.P.
I.R.S. Identification No.: 20-8247249
 
 
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions):
(a)
o
(b)
 
o
 
 
3.
 
SEC Use Only
 
 
 
 
4.
 
Source of Funds (See Instructions):
 
 
WC
 
5.
 
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e):    o
 
 
6.
 
Citizenship or Place of Organization:
 
 
Delaware
  Number of
  Shares
  Beneficially
  Owned
  by Each
  Reporting
  Person With
 
7. Sole Voting Power:
 
 
 
 
8. Shared Voting Power:
 
 
0
 
 
9. Sole Dispositive Power:
 
 
 
 
10. Shared Dispositive Power:
 
0
 
 
11.
 
Aggregate Amount Beneficially Owned by Each Reporting Person:     0
 
 
12.
 
 
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):      o
 
 
13.
 
Percent of Class Represented by Amount in Row (11):     0%
 
 
14.
 
Type of Reporting Person (See Instructions)
 
 
PN
   
   
 
 
 
3

 
 
CUSIP No. 018547208; 018547307
 
 
 
1.
 
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
RiverNorth Institutional Partners, L.P.
I.R.S. Identification No.: 27-1087172
 
 
2.
 
Check the Appropriate Box if a Member of a Group (See Instructions):
(a)
o
(b)
 
o
 
 
3.
 
SEC Use Only
 
 
 
 
4.
 
Source of Funds (See Instructions):
 
 
WC
 
5.
 
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e):    o
 
 
6.
 
Citizenship or Place of Organization:
 
 
Delaware
  Number of
  Shares
  Beneficially
  Owned
  by Each
  Reporting
  Person With
 
7. Sole Voting Power:
 
 
 
 
8. Shared Voting Power:
 
 
0
 
 
9. Sole Dispositive Power:
 
 
 
 
10. Shared Dispositive Power:
 
0
 
 
11.
 
Aggregate Amount Beneficially Owned by Each Reporting Person:     0
 
 
12.
 
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):      o
 
 
13.
 
Percent of Class Represented by Amount in Row (11):     0%
 
 
14.
 
Type of Reporting Person (See Instructions)
 
 
PN
   
   
 
 
 
4

 
 
Item 1.     Security and Issuer
 
This Amendment No. 1 to the Statement on Schedule 13D filed on November 17, 2015 (the “Original Schedule 13D”), relates to shares of Series M and Series T Auction Rate Preferred Stock having a liquidation value of $23,500 per share plus accumulated and unpaid dividends (the “ARPS”) of Alliance California Municipal Income Fund, Inc. (the “Issuer”).  The Issuer’s principal executive offices are located at Alliancebernstein L.P., 1345 Avenue of the Americas, New York, NY 10105.  Both series of ARPS issued by the Issuer are treated as one class of securities for purposes of this Schedule 13D.  Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Original Schedule 13D.  Except as amended or supplemented below, the information set forth in the Original Schedule 13D remains unchanged.
 
Item 4.     Purpose of Transaction
 
Pursuant to the Issuer’s tender offer for up to 100% of its outstanding ARPS, on September 1, 2015, the Issuer accepted for purchase all tendered ARPS at a price equal to 94% of the liquidation preference of $25,000 per share (or $23,500 per share), plus all accrued and unpaid dividends, which included all ARPS that had been tendered by the Reporting Persons.  Accordingly, this Amendment is a close out filing.
 
Item 5.     Interest in Securities of the Issuer
 
Items 5(a), 5(b) and 5(c) are hereby supplemented to read as follows:
 
(a)-(b)      The responses of the Reporting Persons to Rows (7) through (11) of the cover pages of this Statement are incorporated herein by reference.
 
(c)            The following transactions in the ARPS were effected by the Reporting Persons during the past sixty days:
 
Date
 
Nature of Transaction
 
No. of
Shares
 
Price
 
9/1/2015
Disposed
1,474
94% of par

 
 
5

 
 
Item 7.     Material to Be Filed as Exhibits
                                
 
Exhibit
 
Description
 
99.1
Joint Filing Agreement, dated as of November 17, 2014, by and among the Reporting Persons (incorporated herein by reference to the Joint Filing Agreement filed as Exhibit 99.1 to the Original Schedule 13D).
 
 
 
6

 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct
 
.
 
 
September 23, 2015
RiverNorth Capital Management, LLC
 
By: /s/Marcus Collins                     
   Marcus Collins, General Counsel and Chief Compliance Officer
 
 
RiverNorth Capital Partners, L.P.
 
By:  RiverNorth Capital Management, LLC, General Partner
 
  By: /s/Marcus Collins                                                                           
     Marcus Collins, General Counsel and Chief Compliance Officer
 
 
RiverNorth Institutional Partners, L.P.
 
By:  RiverNorth Capital Management, LLC, General Partner
 
  By: /s/Marcus Collins                                                                           
     Marcus Collins, General Counsel and Chief Compliance Officer
 
 
 
7
 
 
 
EX-99.1 2 ex99-1.htm JOINT FILING AGREEMENT, DATED AS OF NOVEMBER 17, 2014, BY AND AMONG THE REPORTING PERSONS. ex99-1.htm
Exhibit 99.1
 
JOINT FILING AGREEMENT
 
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned does hereby consent and agree to the joint filing on behalf of each of them of a Statement on Schedule 13D and all amendments thereto with respect to the Auction Rate Preferred Shares of Alliance California Municipal Income Fund beneficially owned by each of them, and to the inclusion of this Joint Filing Agreement as an exhibit thereto.
 
 
November 17, 2014
RiverNorth Capital Management, LLC
 
By:___________________________________________________
Marcus Collins, General Counsel and Chief Compliance Officer
 
 
RiverNorth Capital Partners, L.P.
 
By:  RiverNorth Capital Management, LLC, General Partner
 
  By:________________________________________________
  Marcus Collins, General Counsel and Chief Compliance Officer
 
 
RiverNorth Institutional Partners, L.P.
 
By:  RiverNorth Capital Management, LLC, General Partner
 
  By:_________________________________________________
  Marcus Collins, General Counsel and Chief Compliance Officer