UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 

Investment Company Act file number 811-23255

 

Vivaldi Opportunities Fund

 

(Exact name of registrant as specified in charter)

 

c/o UMB Fund Services, Inc.

235 West Galena Street

Milwaukee, WI 53212

 

(Address of principal executive offices) (Zip code)

 

Terrance P. Gallagher

235 West Galena Street

Milwaukee, WI 53212

 

(Name and address of agent for service)

 

registrant's telephone number, including area code: (414) 299-2270

 

Date of fiscal year end: March 31

 

Date of reporting period: March 31, 2019

 

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 

 

 

 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

The Report to Shareholders is attached herewith.

 

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[MISSING IMAGE: LG_VIVALDI-LR.JPG]
Vivaldi Opportunities Fund
ANNUAL REPORT
March 31, 2019
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you hold shares at the Fund’s transfer agent, you may elect to receive shareholder reports and other communications from the Fund electronically by contacting the Fund, c/o UMB Fund Services at 235 West Galena Street, Milwaukee, WI 53212, or by calling toll-free at 1 (877) 779-1999. If you own your shares through a financial intermediary (such as a broker-dealer or bank), you must contact your financial intermediary. You may elect to receive all future reports in paper free of charge.
You can inform the Fund or your financial intermediary, as applicable, that you wish to receive paper copies of your shareholder reports by contacting them directly. Your election to receive reports in paper will apply the Fund and all funds held through your financial intermediary, as applicable.
Vivaldi Asset Management, LLC | 225 W. Wacker Dr. | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300

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Vivaldi Opportunities Fund
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This report and the financial statements contained herein are provided for the general information of the shareholders of Vivaldi Opportunities Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

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[MISSING IMAGE: LG_GRANT-THORNTON.JPG]
Grant Thornton LLP
Grant Thornton Tower
171 N. Clark Street, Suite 200
Chicago, IL 60601-3370
D +1 312 856 0200
F +1 312 565 4719
gt.com
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders of
Vivaldi Opportunities Fund
Opinion on the financial statements
We have audited the accompanying statement of assets and liabilities of Vivaldi Opportunities Fund (the “Fund”), including the schedule of investments, as of March 31, 2019, the related statements of operations and cash flows for the year then ended, and the statements of changes in net assets and the financial highlights for the year then ended and for the period from October 2, 2017 (commencement of operations) to March 31, 2018, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of March 31, 2019, and the results of its operations and its cash flows for the year then ended and its financial highlights for the year then ended and for the period from October 2, 2017 (commencement of operations) to March 31, 2018, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of March 31, 2019, by correspondence with the custodians and brokers, or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2017.
Chicago, Illinois
May 30, 2019
1

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS
As of March 31, 2019
Principal
Amount
Value
         ​
Asset-Backed Securities – 12.2%
ARES XLIV CLO Ltd.
$ 500,000
Series 2017-44A, Class E, 10.837% (LIBOR 3 Month+805 basis points), 10/15/2029 1,2,3 ,4
$ 461,018
Ashford Hospitality Trust
500,000
Series 2018-KEYS, Class F, 8.484% (LIBOR 1 Month+600 basis points), 5/15/2035 1,2,3 ,4
499,370
CPS Auto Receivables Trust 2017-D
500,000
Series 2017-D, Class E, 5.300%, 6/17/2024 1,3
503,804
Deephaven Residential Mortgage Trust 2018-1
345,000
Series 2018-1A, Class B1, 4.340%, 12/25/2057 1,3,4
340,040
Deephaven Residential Mortgage Trust 2018-4
500,000
Series 2018-4A, Class B2, 6.125%, 10/25/2058 1,3,4
498,311
Fannie Mae Connecticut Avenue Securities
300,000
Series 2017-C03, Class 1M2, 5.486% (LIBOR 1 Month+300 basis points), 10/25/2029 1,2 ,4
316,569
400,000
Series 2018-C01, Class 1M2, 4.736% (LIBOR 1 Month+225 basis points), 7/25/2030 1,2 ,4
402,271
750,000
Series 2018-C05, Class 1B1, 6.736% (LIBOR 1 Month+425 basis points), 1/25/2031 1,2 ,4
758,977
Invitation Homes Trust
68,668
Series 2017-SFR2, Class F, 5.482% (LIBOR 1 Month+300 basis points), 12/17/2036 2,3 ,4
69,184
Magnetite XVI Ltd.
250,000
Series 2015-16A, Class F, 9.280% (LIBOR 3 Month+650 basis points), 1/18/2028 1,2,3 ,4
228,471
MMCF CLO LLC
1,000,000
Series 2017-1A, Class D, 9.167% (LIBOR 3 Month+638 basis points), 1/15/2028 1,2,3 ,4
970,288
Monroe Capital MML CLO VI Ltd.
1,000,000
Series 2018-1A, Class E, 9.687% (LIBOR 3 Month+690 basis points), 4/15/2030 1,2,3 ,4
930,409
Mosaic Solar Loan Trust
335,000
Series 2018-1A, Class C, 0.000%, 6/22/2043 1,3
289,537
Mosaic Solar Loan Trust 2019-1
400,000
Series 2019-1A, Class B, 0.000%, 12/21/2043 1,3
301,788
Mosaic Solar Loans 2017-2 LLC
453,900
Series 2017-2A, Class D, 0.000%, 6/22/2043 1,3
419,227
New Residential Mortgage Loan Trust 2019-NQM1
231,000
Series 2019-NQM1, Class B1, 5.495%, 1/25/2049 1,3,4
237,480
500,000
Series 2019-NQM1, Class B2, 5.495%, 1/25/2049 1,3,4
493,676
OZLM VI Ltd.
700,000
Series 2014-6A, Class ES, 11.413% (LIBOR 3 Month+864 basis points), 4/17/2031 1,2,3 ,4
649,696
RBSSP Resecuritization Trust
759,310
Series  2009-10, Class 2A2, 2.000%, 1/26/2037 1,3,4
517,266
2

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Principal
Amount
Value
         ​
Asset-Backed Securities  (Continued)
Velocity Commercial Capital Loan Trust
$ 220,826
Series 2018-1, Class M6, 7.260%, 4/25/2048 1,3
$ 220,663
York CLO-2 Ltd.
1,000,000
Series 2015-1A, Class F, 10.011% (LIBOR 3 Month+725 basis
points), 1/22/2031 1,2,3
862,388
TOTAL Asset-Backed Securities
(Cost $10,169,656)
9,970,433
Bank Loans – 4.3%
2,000,000
BJ Services
12.980%, 1/3/2023 8
1,980,000
1,500,000
Vista Outdoor
10.490%, 11/19/2023 8
1,492,500
TOTAL Bank Loans
(Cost $3,473,443)
3,472,500
Number of
    Shares    
Closed-End Funds – 34.5%
40,722 Aberdeen Emerging Markets Equity Income Fund, Inc. 296,049
85,046 Aberdeen Total Dynamic Dividend Fund 5 701,630
9,105 Advent Claymore Convertible Securities and Income Fund 5 134,390
12,153 Alliance California Municipal Income Fund, Inc. 5 179,621
39,282 AllianzGI Convertible & Income 2024 Target 5 353,538
41,587 AllianzGI NFJ Dividend Interest & Premium Strategy Fund 5 501,539
71,440 Barings BDC, Inc. 5 700,826
4,667 BlackRock California Municipal Income Trust 59,878
19,342 BlackRock Debt Strategies Fund, Inc. 207,346
4,400 BlackRock Floating Rate Income Trust 53,724
7,610 BlackRock Municipal 2030 Target Term Trust 169,246
13,404 BlackRock Resources & Commodities Strategy Trust 109,511
40,743 BrandywineGLOBAL Global Income Opportunities Fund, Inc. 5 453,470
55,870 Clough Global Opportunities Fund 5 539,704
46,076 Cornerstone Strategic Value Fund, Inc. 5 561,206
15,153 Cornerstone Total Return Fund, Inc. 5 181,685
60,565 Delaware Enhanced Global Dividend & Income Fund 5 585,664
15,439 Eagle Growth & Income Opportunities Fund 5 237,297
61,096 Eaton Vance Limited Duration Income Fund 5 772,864
6,264 Eaton Vance Tax-Managed Buy-Write Strategy Fund 58,005
13,789 Franklin Ltd. Duration Income Trust 132,788
37,609 Garrison Capital, Inc. 5 270,033
62,744 Highland Floating Rate Opportunities Fund 5 871,514
49,517 Invesco Dynamic Credit Opportunities Fund 537,259
35,176 Invesco High Income Trust II 5 504,424
3

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Closed-end Funds (Continued)
14,812 Invesco Municipal Opportunity Trust 5 $ 176,707
228,344 Invesco Senior Income Trust 5 959,045
22,670 Kayne Anderson MLP/Midstream Investment Co. 5 363,400
30,037 Lazard World Dividend & Income Fund, Inc. 5 297,667
39,648 Liberty All Star Growth Fund, Inc. 5 220,443
28,043 Morgan Stanley Emerging Markets Debt Fund, Inc. 5 252,107
7,580 Neuberger Berman California Municipal Fund, Inc. 98,767
44,699 Neuberger Berman High Yield Strategies Fund, Inc. 504,652
3,648 NexPoint Strategic Opportunities Fund 5 79,417
16,457 Nuveen California Quality Municipal Income Fund 226,778
106,617 Nuveen Credit Strategies Income Fund 5 824,149
20,343 Nuveen Emerging Markets Debt 2022 Target Term Fund 5 177,188
10,198 Nuveen Intermediate Duration Quality Municipal Term Fund 5 133,390
18,154 Nuveen Mortgage Opportunity Term Fund 5 421,717
14,365 Nuveen Mortgage Opportunity Term Fund 2 5 323,213
176,437 Palmer Square Opportunistic Income Fund 3,272,913
86,443 PGIM Global High Yield Fund, Inc. 5 1,205,015
29,128 PGIM High Yield Bond Fund, Inc. 5 413,035
461,766 PIMCO Flexible Credit Income Fund 4,589,949
147,061 Pomona Investment LP 7 1,474,642
10,203 Special Opportunities Fund, Inc. 5 137,026
30,756 Sprott Focus Trust, Inc. 5 209,448
16,861 Templeton Emerging Markets Income Fund 5 172,657
69,718 Templeton Global Income Fund 5 439,223
8,198 The India Fund, Inc. 5 175,273
29,985 Tortoise Midstream Energy Fund, Inc. 5 420,390
24,584 Virtus Total Return Fund, Inc. 5 247,069
196,436 Voya Prime Rate Trust 5 938,964
1,943 Western Asset Corporate Loan Fund, Inc. 18,400
28,228 Western Asset Global High Income Fund, Inc. 5 265,061
TOTAL Closed-End Funds
(Cost $29,102,918)
28,210,916
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TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Principal
Amount
Value
Collateralized Mortgage Obligations – 13.7%
Alternative Loan Trust
$ 3,817,487
Series 2005-59, Class 2X, 1.023%, 11/20/2035 1,4
$ 189,095
7,239,705
Series 2006-HY10, Class 1X, 0.476%, 5/25/2036 1,4
99,336
American Home Mortgage Assets Trust
515,184
Series 2006-6, Class XP, 1.400%, 12/25/2046 1,4
41,382
American Home Mortgage Investment Trust
235,296
Series 2006-1, Class 12A1, 2.886% (LIBOR 1 Month+40 basis points), 3/25/2046 1,2 ,4
224,875
1,297,684
Series 2006-2, Class 1A2, 2.806% (LIBOR 1 Month+32 basis points), 6/25/2046 1,2 ,4
523,071
BAMLL Commercial Mortgage Securities Trust
500,000
Series 2019-AHT, Class F, 6.678% (LIBOR 1 Month+420 basis points), 3/15/2021 4
500,000
Banc of America Funding Trust
813,918
Series 2006-H, Class 4A1, 4.463%, 9/20/2046 1,4
729,164
CHL Mortgage Pass-Through Trust
6,955,856
Series 2004-29, Class 1X, 0.913%, 2/25/2035 1,4
121,832
Citigroup Commercial Mortgage Trust
250,000
Series 2018-TBR, Class F, 6.134% (LIBOR 1 Month+365 basis points), 12/15/2036 1,2,3 ,4
250,976
COMM Mortgage Trust
500,000
Series 2013-CR10, Class D, 4.793%, 8/10/2046 1,3,4
495,294
Csail Commercial Mortgage Trust
100,000
Series 2015-C2, Class C, 4.204%, 6/15/2057 1,4
98,930
CSMC 2018-RPL2 Trust
500,000
Series 2018-RPL2, Class A2, 4.204%, 8/25/2062 1,3,4
491,548
Deutsche Alt-A Securities Mortgage Loan Trust Series
2,000,000
Series 2007-BAR1, Class A4, 2.726% (LIBOR 1 Month+24 basis points), 3/25/2037 1,2 ,4
255,792
Fannie Mae Connecticut Avenue Securities
500,000
Series 2018-C02, Class 2M2, 4.686% (LIBOR 1 Month+220 basis points), 8/25/2030 1,2 ,4
498,532
250,000
Series 2018-C06, Class 2M2, 4.586% (LIBOR 1 Month+210 basis points), 3/25/2031 1,2 ,4
246,802
Freddie Mac Structured Agency Credit Risk Debt Notes
750,000
Series 2017-DNA3, Class M2, 4.986% (LIBOR 1 Month+250 basis points), 3/25/2030 1,2 ,4
768,041
250,000
Series 2017-HQA3, Class M2, 4.836% (LIBOR 1 Month+235 basis points), 4/25/2030 1,2 ,4
253,592
GS Mortgage Securities Trust 2018-HART
250,000
Series 2018-HART, Class F, 6.384% (LIBOR 1 Month+390 basis points), 10/15/2031 2,3 ,4
250,700
5

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Principal
Amount
Value
Collateralized Mortgage Obligations  (Continued)
Home Partners of America Trust
$ 512,000
Series 2018-1, Class F, 4.832% (LIBOR 1 Month+235 basis points),
7/17/2037 2,3 ,4
$ 507,772
IndyMac INDX Mortgage Loan Trust
3,757,537
Series 2004-AR12, Class AX2, 0.724%, 12/25/2034 1,4
139,209
J.P. Morgan Chase Commercial Mortgage Securities Trust
250,000
Series 2018-ASH8, Class F, 6.484% (LIBOR 1 Month+400 basis points), 2/15/2035 1,2,3 ,4
251,290
Luminent Mortgage Trust
393,871
Series 2006-6, Class A2B, 2.726% (LIBOR 1 Month+24 basis points), 10/25/2046 1,2 ,4
307,702
Morgan Stanley Mortgage Loan Trust
27,570
Series 2007-10XS, Class A2, 6.250%, 2/25/2037 1,4
18,361
555,549
Series 2007-7AX, Class 2A1, 2.606% (LIBOR 1 Month+12 basis points), 4/25/2037 1,2 ,4
275,262
RALI Series Trust
1,101,284
Series 2008-QR1, Class 1A4, 6.000%, 8/25/2036 1
937,811
548,805
Series 2006-QS17, Class A7, 6.000%, 12/25/2036 1
501,613
Ready Capital Mortgage Trust 2019-5
250,000
Series 2019-5, Class E, 5.551%, 2/25/2052 1,3,4
207,156
Residential Asset Securitization Trust
1,543,447
Series 2006-A8, Class 2A7, 6.500%, 8/25/2036 1
801,381
484,435
Series 2007-A6, Class 1A3, 6.000%, 6/25/2037 1
418,719
STACR Trust
500,000
Series 2018-DNA3, Class M2, 4.586% (LIBOR 1 Month+210 basis points), 9/25/2048 1,2,3 ,4
493,269
Verus Securitization Trust 2019-1
250,000
Series 2019-1, Class B1, 5.311%, 2/25/2059 1,3,4
252,744
TOTAL Collateralized Mortgage Obligations
(Cost $11,428,151)
11,151,251
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TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Common Stocks – 25.1%
Communications – 1.8%
165,772 eDreams ODIGEO S.A.* $ 497,409
1,992 Fox Corp. – Class A* 73,126
22,740 Houghton Mifflin Harcourt Co.* ,5 165,320
31,329 IMAX Corp.* ,5,6 710,542
26 Tribune Media Co. 1,200
1,447,597
Consumer Discretionary – 2.5%
44,097 BlueLinx Holdings, Inc.* ,5 1,174,744
35,806 Garrett Motion, Inc.* ,5 527,422
39,223 Potbelly Corp.* ,5 333,788
2,035,954
Consumer Staples – 1.1%
41,734 Darling Ingredients, Inc.* ,5
903,541
Energy – 0.4%
16,458 CrossAmerica Partners LP
300,523
Financials – 5.2%
4,504 8i Enterprises Acquisition Corp.* ,6 45,220
5,404 Alberton Acquisition Corp.* ,6 54,310
5,590 Andina Acquisition Corp. III* ,6 56,459
2,674 Big Rock Partners Acquisition Corp.* 27,596
330 Bioceres Crop Solutions Corp.* ,6 1,723
1,816 Black Ridge Acquisition Corp.* ,5 18,541
4,354 Boxwood Merger Corp.* 43,845
11,640 BSB Bancorp, Inc.* 382,258
3,127 CF Finance Acquisition Corp.* 31,895
4,157 Chardan Healthcare Acquisition Corp.* 41,695
3,751 ChaSerg Technology Acquisition Corp.* 37,885
2,952 CM Seven Star Acquisition Corp.* ,5,6 21,579
3,744 Crescent Acquisition Corp.* 37,440
5,717 DD3 Acquisition Corp.* ,6 57,970
5,437 Diamond Hill Investment Group, Inc. 5 761,180
3,751 Edtechx Holdings Acquisition Corp.* 38,260
8,329 Ellie Mae, Inc.* 821,989
2,268 Far Point Acquisition Corp. – Class A* 22,567
3,235 FinTech Acquisition Corp. III* 32,965
282 First Data Corp.* 7,408
15,202 Gordon Pointe Acquisition Corp.* 153,540
5,615 Graf Industrial Corp.* 56,824
98,791 Great Elm Capital Group, Inc.* ,5 419,862
7

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Common Stocks  (Continued)
Financials  (Continued)
4,074 Hennessy Capital Acquisition Corp. IV* $ 41,066
1,206 Insurance Acquisition Corp.* 12,181
2,223 Legacy Acquisition Corp.* 22,319
6,444 Leisure Acquisition Corp.* 64,440
1,391 Monocle Acquisition Corp.* 13,924
15,771 MTech Acquisition Corp.* ,5 159,129
8,811 Mudrick Capital Acquisition Corp. – Class A* 88,815
4,462 Oaktree Capital Group LLC 221,538
11,416 One Madison Corp.* ,6 117,014
5,323 Opes Acquisition Corp.* 54,028
1,867 Pivotal Acquisition Corp.* 18,950
5,506 Schultze Special Purpose Acquisition Corp.* 55,225
2,486 TCF Financial Corp. 51,435
5,718 Trine Acquisition Corp.* 57,294
4,032 Tuscan Holdings Corp.* 41,893
3,408 Twelve Seas Investment Co.* ,6 34,080
4,175 Wealthbridge Acquisition Ltd.* ,6 41,750
4,268,092
Health Care – 1.0%
5,188 Celgene Corp.* 489,436
3,080 Spark Therapeutics, Inc.* 350,750
840,186
Industrials – 0.6%
9,696 Heritage-Crystal Clean, Inc.* 266,155
127,711 Vertex Energy, Inc.* ,5 206,892
473,047
Materials – 3.8%
16,848 AdvanSix, Inc.* ,5 481,347
7,719 Berry Global Group, Inc.* ,5 415,823
123,372 Chemtrade Logistics Income Fund 843,774
1,324 DowDuPont, Inc. 70,583
76,134 Goldcorp, Inc. 6 870,973
10,583 SunCoke Energy Partners LP 131,758
13,959 Univar, Inc.* 309,332
3,123,590
8

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Common Stocks  (Continued)
Technology – 8.5%
94,664 Adesto Technologies Corp.* ,5 $ 572,717
4,005 ARRIS International PLC* ,6 126,598
7,421 Attunity Ltd.* ,6 174,022
85,461 EXFO, Inc.* ,5,6 316,206
9,654 KEMET Corp. 163,828
4,586 Luxoft Holding, Inc.* ,6 269,244
8,127 Mellanox Technologies Ltd.* ,6 961,912
7,089 MicroStrategy, Inc. – Class A* ,5 1,022,588
20,240 OneSpan, Inc.* ,5 389,013
9,978 Quantenna Communications, Inc.* 242,765
4,236 Red Hat, Inc.* ,5 773,917
73,347 Telenav, Inc.* ,5 445,216
4,458 Ultimate Software Group, Inc.* 1,471,720
6,929,746
Utilities – 0.2%
8,440 Luxfer Holdings PLC 5,6
210,831
TOTAL Common Stocks
(Cost $20,093,563)
20,533,107
Principal
Amount
Corporate Bonds – 1.2%
Financials – 1.2%
$ 500,000
ConnectOne Bancorp, Inc.
5.200% (LIBOR 3 Month+284 basis points), 2/1/2028 1,4
500,215
500,000
Nationstar Mortgage Holdings, Inc.
8.125%, 7/15/2023 1,3
515,000
1,015,215
TOTAL Corporate Bonds
(Cost $1,000,000)
1,015,215
9

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Principal
Amount
Value
Exchange-Traded Debt Securities – 1.0%
$ 2,803
Capital Southwest Corp.
5.950%, 12/15/2022 1
$ 71,280
1,965
Monroe Capital Corp.
5.750%, 10/31/2023 1
48,870
1,146
OFS Capital Corp.
6.500%, 10/31/2025 1
28,444
14,000
Oxford Square Capital Corp.
6.500%, 3/30/2024 1
356,720
400
Stellus Capital Investment Corp.
5.750%, 9/15/2022 1
10,080
7,281
THL Credit, Inc.
6.750%, 12/30/2022 1
183,554
4,620
THL Credit, Inc.
6.125%, 10/30/2023 1
117,440
TOTAL Exchange-Traded Debt Securities
(Cost $812,806)
816,388
Number
   of Shares   
Investment Funds – 10.5%
N/A DSC Meridian LP 7,10,12,16 1,520,085
N/A Linden Investors LP 7,10,12,17 1,531,100
2,000 ShoreBridge Point72 LP 7,10,13,16 1,983,487
N/A Walleye Opportunities LP 7,11,14,17 2,080,963
N/A Whitebox Asymmetric LP 7,10,15,17 1,482,418
TOTAL Investment Funds
(Cost $8,500,000)
8,598,053
Mutual Funds – 0.7%
21,841
Morgan Stanley Institutional Fund, Inc. – Emerging Markets
Portfolio – Class I
528,118
TOTAL Mutual Funds
(Cost $557,568)
528,118
10

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Contracts
Value
Purchased Options Contracts – 0.0%
Call Options – 0.0%
Mellanox Technologies, Ltd.
14
Exercise Price: $115.00, Notional Amount: $161,000,
Expiration Date: June 21, 2019
$    6,020
TOTAL Call Options
(Cost $6,743)
6,020
Put Options – 0.0%
Goldcorp, Inc.
14
Exercise Price: $10.00, Notional Amount: $14,000,
Expiration Date: April 18, 2019
84
Utilities Select Sector SPDR Fund
27
Exercise Price: $49.00, Notional Amount: $132,300,
Expiration Date: June 21, 2019
230
TOTAL Put Options
(Cost $3,805)
314
TOTAL Purchased Options Contracts
(Cost $10,548)
6,334
Number of
    Shares    
Rights – 0.0%
2,674 Big Rock Partners Acquisition Corp., Expiration Date: July 3, 2019* 776
908 Black Ridge Acquisition Corp., Expiration Date: July 3, 2019* ,5 318
2,952 CM Seven Star Acquisition Corp., Expiration Date: April 25, 2019* ,5,6 974
18,163 Corium International, Expiration Date: March 31, 2020* ,5,8
35,774 Pan American Silver Corp. Expiration Date: February 22, 2029* ,6,8 8,192
3,408 Twelve Seas Investment Co.* ,6 920
TOTAL Rights
(Cost $—)
11,180
Short-Term Investments – 1.0%
833,911
Morgan Stanley Institutional Liquidity Fund – Government
Portfolio – Institutional Class, 2.28% 5,9
833,911
TOTAL Short-Term Investments
(Cost $833,911)
833,911
Units – 0.0%
1 Leisure Acquisition Corp.* 10
TOTAL Units
(Cost $10)
10
11

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Warrants – 0.1%
1,337
Big Rock Partners Acquisition Corp., Expiration Date: December 1,
2022*
$ 241
4,994 Bioceres Crop Solutions Corp., Expiration Date: July 1, 2025* ,6 1,348
2,108 Black Ridge Acquisition Corp., Expiration Date: October 25, 2022* ,5 632
1,476
CM Seven Star Acquisition Corp., Expiration Date: November 6,
2022* ,5,6
251
756 Far Point Acquisition Corp., Expiration Date: June 1, 2025* 945
15,202 Gordon Pointe Acquisition Corp., Expiration Date: January 25, 2023* 5,625
2,223 Legacy Acquisition Corp., Expiration Date: November 30, 2022* 667
3,222 Leisure Acquisition Corp., Expiration Date: December 28, 2022* 1,392
15,771 MTech Acquisition Corp., Expiration Date: August 1, 2024* 10,093
8,811 Mudrick Capital Acquisition Corp., Expiration Date: March 12, 2025* 4,494
5,708 One Madison Corp., Expiration Date: February 22, 2023* ,6 6,450
1,031 OneSpaWorld Holding, Ltd., Expiration Date: March 19, 2024* 2,485
5,323 Opes Acquisition Corp., Expiration Date: January 15, 2023* 1,277
3,408 Twelve Seas Investment Co., Expiration Date: July 13, 2023* ,6 886
TOTAL Warrants
(Cost $2,485)
36,786
TOTAL Investments – 104.3%
(Cost $85,985,059)
85,184,202
Liabilities in Excess of Other Assets – (4.3)% (3,489,105 )
TOTAL Net Assets – 100.0% $ 81,695,097
Securities Sold Short – (14.9)%
Common Stocks – (12.9)%
Communications – (0.5)%
(7,018 ) Gray Television, Inc.* (149,904 )
(16,593 ) Meet Group, Inc.* (83,463 )
(835 ) Shopify, Inc.* ,6 (172,528 )
(405,895 )
Consumer Discretionary – (2.9)%
(400 ) Cracker Barrel Old Country Store, Inc. (64,644 )
(6,506 ) Denny’s Corp.* (119,385 )
(2,733 ) El Pollo Loco Holdings, Inc.* (35,556 )
(4,018 ) Freshpet, Inc.* (169,921 )
(3,130 ) Leggett & Platt, Inc. (132,149 )
(2,394 ) Lovesac Co.* (66,577 )
(4,041 ) Malibu Boats, Inc. – Class A* (159,943 )
(6,653 ) MarineMax, Inc.* (127,471 )
(13,932 ) Party City Holdco, Inc.* (110,620 )
(3,800 ) PCM, Inc.* (139,194 )
(2,292 ) Robert Half International, Inc. (149,347 )
12

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Securities Sold Short  (Continued)
Common Stocks  (Continued)
Consumer Discretionary  (Continued)
(6,488 ) Ruth’s Hospitality Group, Inc. $ (166,028 )
(3,659 ) Sleep Number Corp.* (171,973 )
(1,541 ) Tesla, Inc.* (431,264 )
(8,755 ) Waitr Holdings, Inc.* (107,599 )
(3,020 ) Wingstop, Inc. (229,611 )
(2,381,282 )
Consumer Staples – (0.1)%
(1,600 ) Ollie’s Bargain Outlet Holdings, Inc.*
(136,528 )
Energy – (0.0)%
(3,212 ) American Superconductor Corp.*
(41,306 )
Financials – (1.6)%
(4,624 ) Axos Financial, Inc.* (133,911 )
(2,403 ) Brookfield Asset Management, Inc. – Class A 6 (112,100 )
(1,264 ) Chemical Financial Corp. (52,026 )
(85 ) Fiserv, Inc.* (7,504 )
(350 ) General Finance Corp.* (3,266 )
(15,258 ) National General Holdings Corp. (362,072 )
(23,279 ) People’s United Financial, Inc. (382,706 )
(3,272 ) Seritage Growth Properties (145,408 )
(3,519 ) Trupanion, Inc.* (115,212 )
(1,314,205 )
Health Care – (2.7)%
(10,234 ) AtriCure, Inc.* (274,169 )
(5,188 ) Bristol-Myers Squibb Co. (247,519 )
(400 ) Heska Corp.* (34,048 )
(3,250 ) iRhythm Technologies, Inc.* (243,620 )
(10,038 ) Lannett Co., Inc.* (78,999 )
(7,911 ) Mallinckrodt PLC* ,6 (171,985 )
(1,085 ) Pacira Pharmaceuticals, Inc.* (41,295 )
(4,755 ) STAAR Surgical Co.* (162,573 )
(5,755 ) Tactile Systems Technology, Inc.* (303,404 )
(8,848 ) Teladoc Health, Inc.* (491,950 )
(1,736 ) USANA Health Sciences, Inc.* (145,598 )
(2,195,160 )
13

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Securities Sold Short  (Continued)
Common Stocks  (Continued)
Industrials – (1.1)%
(8,635 ) AAON, Inc. $ (398,764 )
(3,645 ) ArcBest Corp. (112,230 )
(5,001 ) Kratos Defense & Security Solutions, Inc.* (78,166 )
(960 ) Littelfuse, Inc. (175,181 )
(3,392 ) Mobile Mini, Inc. (115,124 )
(879,465 )
Materials – (1.7)%
(441 ) Dow, Inc.* (22,769 )
(1,324 ) DowDuPont, Inc.* (47,757 )
(24,971 ) Newmont Mining Corp. (893,212 )
(882 ) Pan American Silver Corp. 6 (11,687 )
(1,468 ) Quaker Chemical Corp. (294,084 )
(14,016 ) SunCoke Energy, Inc.* (118,996 )
(1,388,505 )
Technology – (2.1)%
(2,300 ) Amdocs Ltd. 6 (124,453 )
(2,200 ) Benefitfocus, Inc.* (108,944 )
(4,587 ) Ciena Corp.* (171,279 )
(4,610 ) CTS Corp. (135,396 )
(4,896 ) Diodes, Inc.* (169,891 )
(19,101 ) FormFactor, Inc.* (307,334 )
(7,231 ) Inovalon Holdings, Inc. – Class A* (89,881 )
(10,176 ) Inseego Corp.* (48,031 )
(3,108 ) Intelligent Systems Corp.* (99,270 )
(16,231 ) KeyW Holding Corp.* (139,911 )
(10,255 ) NetScout Systems, Inc.* (287,858 )
(1,682,248 )
Utilities – (0.2)%
(17,400 ) Superior Plus Corp.
(149,080 )
TOTAL Common Stocks
(Proceeds $10,589,646)
(10,573,674 )
14

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
Number
of Shares
Value
Securities Sold Short  (Continued)
Exchange-Traded Funds – (2.0)%
(5,500 ) iShares iBoxx High Yield Corporate Bond ETF $ (475,585 )
(4,291 ) iShares U.S. Home Construction ETF (151,215 )
(25,525 ) SPDR Bloomberg Barclays Short Term High Yield Bond ETF (695,557 )
(963 ) SPDR S&P500 ETF Trust (272,028 )
TOTAL Exchange-Traded Funds
(Proceeds $1,561,483)
(1,594,385 )
Number of
    Contracts    
written Options Contracts – 0.0%
Call Options – 0.0%
Mellanox Technologies, Ltd.
(22 )
Exercise Price: $120.00, Notional Amount: $(264,000),
Expiration Date: June 21, 2019*
(2,090 )
(42 )
Exercise Price: $120.00, Notional Amount: $(504,000),
Expiration Date: April 18, 2019*
(210 )
Red Hat, Inc.
(3 )
Exercise Price: $180.00, Notional Amount: $(54,000),
Expiration Date: May 17, 2019*
(1,260 )
SunCoke Energy, Inc.
(8 )
Exercise Price: $7.50, Notional Amount: $(6,000),
Expiration Date: June 21, 2019
(1,120 )
(1 )
Exercise Price: $180.00, Notional Amount: $(18,000),
Expiration Date: June 21, 2019*
(550 )
TOTAL Call Options
(Proceeds $8,965)
(5,230 )
Put Options – 0.0%
Celgene Corp.
(5 )
Exercise Price: $80.00, Notional Amount: $(40,000),
Expiration Date: April 19, 2019*
(135 )
(1 )
Exercise Price: $85.00, Notional Amount: $(8,500),
Expiration Date: April 18, 2019*
(44 )
Utilities Select Sector SPDR Fund
(27 )
Exercise Price: $45.00, Notional Amount: $(121,500),
Expiration Date: June 21, 2019
(189 )
TOTAL Put Options
(Proceeds $1,640)
(368 )
TOTAL written Options Contracts
(Proceeds $10,605)
(5,598 )
TOTAL Securities Sold Short
(Proceeds $12,161,734)
$ (12,173,657 )
15

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
ETF – Exchange-Traded Fund
LP – Limited Partnership
PLC – Public Limited Company
* Non-income producing security.
1 Callable.
2 Floating rate security, upon which the interest rate adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. Rate shown is the rate in effect as of period end.
3 Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities are restricted and may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities is $12,208,365 which represents 14.9% of Net Assets.
4 Variable rate security, upon which the interest rate adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. Rate shown is the rate in effect as of period end.
5 All or a portion of this security is segregated as collateral for securities sold short and borrowing agreement. Aggregate value of segregated securities was $18,916,297.
6 Foreign security denominated in U.S. Dollars.
7 Securities generally offered in private placement transactions and as such are illiquid and generally restricted as to resale. Total cost and fair value of illiquid and restricted securities as of December 31, 2018 was $10,163,963 and $10,072,695, respectively.
8 Level 3 security fair valued under procedures established by the Board of Trustees, represents 4.3% of Net Assets. The total value of these securities is $3,480,692.
9 The rate is the annualized seven-day yield at period end.
10 The Investment Fund permits quarterly redemptions.
11 The Investment Fund permits monthly redemptions.
12 The Investment Fund imposes a 65 day redemption notice period.
13 The Investment Fund imposes a 55 day redemption notice period.
14 The Investment Fund imposes a 45 day redemption notice period.
15 The Investment Fund imposes a 60 day redemption notice period.
16 The Investment Fund can institute a gate provision on redemptions at the investor level of 25% of the fair value of the investment in the Investment Fund.
17 The Investment Fund can institute a gate provision on redemptions at the fund level of 20 – 25% of the fair value of the investment in the Investment Fund.
See accompanying Notes to Financial Statements.
16

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SCHEDULE OF INVESTMENTS — Continued
As of March 31, 2019
FUTURES CONTRACTS
Number of Contracts
Description
Expiration
Date
Value at
Trade Date
Value at
March 31, 2019
Unrealized
Depreciation
(2)
CBOT 10-Year Eris Swap
March 2029
$ (203,577 ) $ (210,163 ) $ (6,586 )
(30) CBOT 3-Year Eris Swap
March 2021
(2,907,126 ) (2,942,478 ) (35,352 )
TOTAL FUTURES CONTRACTS $ (3,110,703 ) $ (3,152,641 ) $ (41,938 )
See accompanying Notes to Financial Statements.
17

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SUMMARY OF INVESTMENTS
As of March 31, 2019
Security Type/Sector
Percent of
Total Net Assets
Asset-Backed Securities
12.2 %
Bank Loans
4.3 %
Closed-End Funds
34.5 %
Collateralized Mortgage Obligations
13.7 %
Common Stocks
Technology
8.5 %
Financials
5.2 %
Materials
3.8 %
Consumer Discretionary
2.5 %
Communications
1.8 %
Consumer Staples
1.1 %
Health Care
1.0 %
Industrials
0.6 %
Energy
0.4 %
Utilities
0.2 %
Total Common Stocks
25.1 %
Corporate Bonds
Financials
1.2 %
Total Corporate Bonds
1.2 %
Exchange-Traded Debt Securities
1.0 %
Investment Funds
10.5 %
Mutual Funds
0.7 %
Purchased Options Contracts
Call Options
0.0 %
Put Options
0.0 %
Total Purchased Options Contracts
0.0 %
Short-Term Investments
1.0 %
Rights
0.0 %
Warrants
0.1 %
Units
0.0 %
Total Investments
104.3 %
Liabilities in Excess of Other Assets
(4.3 )%
Total Net Assets
100.0 %
This table does not include securities sold short, written options or futures contracts. Please refer to the schedule of investments for information on those security types.
See accompanying Notes to Financial Statements.
18

TABLE OF CONTENTS
Vivaldi Opportunities Fund
STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2019
Assets:
Investments in unaffiliated issuers, at value (cost $85,974,511)
$ 85,177,868
Options, at value (cost $10,548)
6,334
Cash deposited with broker
29,033,911
Receivables:
Investment securities sold
1,201,305
Investments purchased in advance
750,000
Dividends and interest
426,623
Variation margin
3,749
Prepaid offering costs
100,174
Total assets
116,699,964
Liabilities:
Borrowing agreement
19,043,418
Securities sold short, at value (proceeds $12,151,129)
12,168,059
Foreign currency due to custodian, at value (proceeds $1,050,587)
1,028,181
Written options contracts, at value (proceeds $10,605)
5,598
Payables:
Investment securities purchased
2,523,791
Investment manager fees
129,790
Auditing fees
38,803
Legal fees
29,220
Custody fees
7,715
Dividends and interest on securities sold short
5,731
Fund administration fees
3,920
Transfer agent fees and expenses
3,549
Pricing expense
3,388
Fund accounting fees
3,063
Directors’ fees and expenses
60
Chief Compliance Officer fees
32
Stock exchange listing fees
20
Accrued other expenses
10,529
Total liabilities
35,004,867
Net Assets
$ 81,695,097
See accompanying Notes to Financial Statements.
19

TABLE OF CONTENTS
Vivaldi Opportunities Fund
STATEMENT OF ASSETS AND LIABILITIES — Continued
As of March 31, 2019
Components of Net Assets:
Paid-in capital (par value of  $0.01 per share with an unlimited number of shares authorized)
83,126,626
Total accumulated deficit
(1,431,529 )
Net Assets
$ 81,695,097
Offering Price per Share:
Investor Class Shares:
Net assets applicable to shares outstanding
$ 81,695,097
Shares of beneficial interest issued and outstanding
5,696,426
Offering and redemption price per share
$ 14.34
See accompanying Notes to Financial Statements.
20

TABLE OF CONTENTS
Vivaldi Opportunities Fund
STATEMENT OF OPERATIONS
For the Year Ended March 31, 2019
Investment Income:
Dividends from unaffiliated issuers (net of withholding tax of  $3,089)
$ 3,429,410
Dividends from affiliated issuers
250,851
Interest
1,938,633
Total investment income
5,618,894
Expenses:
Investment manager fees
1,586,099
Interest expense on borrowing agreement
517,810
Dividends on securities sold short
242,935
Legal fees
138,421
Interest expense on securities sold short
60,575
Fund administration fees
46,377
Directors’ fees and expenses
45,024
Stock exchange listing fees
44,444
Custody fees
44,303
Auditing fees
41,425
Fund accounting fees
35,573
Transfer agent fees and expenses
31,442
Broker expenses
31,189
Pricing fees
30,760
Offering costs
29,869
Shareholder reporting fees
17,141
Chief Compliance Officer fees
17,070
Registration fees
13,644
Insurance fees
10,564
SEC fees
1,146
Miscellaneous
13,726
Total expenses
2,999,537
Net investment income
2,619,357
Realized and Unrealized Gain (Loss) on Investments, Securities Sold Short, Purchased Options Contracts, Written Options Contracts, Futures Contracts, Swaps and Foreign Currency
Net realized gain (loss) on:
Investments in unaffiliated issuers
619,641
Investments in affiliated issuers
(328,281 )
Securities sold short
262,747
Purchased options contracts
(214,881 )
Written options contracts
(82,972 )
Futures contracts
(10,386 )
Foreign currency transactions
86,930
Swap contracts
302
Net realized gain
333,100
Net change in unrealized appreciation/depreciation on:
Investments in unaffiliated issuers
559,571
Investments in affiliated issuers
82,226
Purchased options contracts
23,531
Securities sold short
173,558
Written options contracts
53,388
Futures contracts
(41,938 )
Foreign currency translations
20,776
Forward foreign currency contracts
(95 )
Net change in unrealized appreciation/depreciation
871,017
Net realized and unrealized gain on investments and securities sold short purchased options contracts, written options contracts, futures contracts, swaps and foreign currency
1,204,117
Net Increase in Net Assets from Operations
$ 3,823,474
See accompanying Notes to Financial Statements.
21

TABLE OF CONTENTS
Vivaldi Opportunities Fund
STATEMENTS OF CHANGES IN NET ASSETS
For the Year
Ended
March 31, 2019
For the Period
October 2, 2017*
Through
March 31, 2018
Increase (Decrease) in Net Assets from:
Operations:
Net investment income
$ 2,619,357 $ 54,622
Net realized gain (loss) on investments, securities sold short, purchased option contracts, written option contracts, futures contracts and foreign currency
333,100 (299,676 )
Net change in unrealized appreciation/depreciation on investments,
securities sold short, purchased option contracts, written option
contracts, futures contracts and foreign currency
871,017 (1,703,337 )
Net increase (decrease) in net assets resulting from operations
3,823,474 (1,948,391 )
Distributions to Shareholders:
Distributions: 1
(4,377,885 )
From return of capital
(1,070,422 )
Total distributions to shareholders
(5,448,307 )
From net realized gains:
(6,916 )
Total distributions to shareholders
(6,916 )
Capital Transactions:
Net proceeds from shares sold:
83,606,900
Reinvestment of distributions:
1,668,050 6,450
Cost of shares redeemed:
(6,163 )
Net increase in net assets from capital transactions
1,661,887 83,613,350
Total increase in net assets
37,054 81,658,043
Net Assets:
Beginning of period
81,658,043
End of period 2
$ 81,695,097 $ 81,658,043
Capital Share Transactions:
Shares sold:
5,580,409
Shares reinvested:
116,007 430
Shares redeemed:
(420 )
Net increase in capital share transactions
115,587 5,580,839
* Commencement of Operations
1 The SEC eliminated the requirement to disclose components of distributions paid to shareholders in 2018.
2 For the period ended March 31, 2018, net assets included accumulated undistributed net investment income of  $55,521. The SEC eliminated the requirement to disclose undistributed net investment income in 2018.
See accompanying Notes to Financial Statements.
22

TABLE OF CONTENTS
Vivaldi Opportunities Fund
STATEMENT OF CASH FLOWS
For the Year Ended March 31, 2019
Increase (Decrease) in Cash:
Cash flows provided by (used for) operating activities:
Net increase in net assets resulting from operations
$ 3,823,474
Adjustments to reconcile net decrease in net assets from operations to net cash used for operating activities:
Purchases of long-term portfolio investments
(223,565,952 )
Sales of long-term portfolio investments
217,003,171
Proceeds from securities sold short
70,975,654
Cover short securities
(67,956,204 )
Proceeds from written options
447,815
Closed written options
(570,462 )
Sales of short-term investments, net
6,881,812
Return of capital
3,914,818
Decrease in foreign currency
143,285
Increase in cash deposited with broker
(13,381,163 )
Increase in dividends and interest receivable
(108,140 )
Increase in variation margin
(3,749 )
Decrease in prepaid expenses
5,491
Increase in prepaid offering costs
(70,305 )
Increase in foreign currency due to custodian
59,815
Decrease in due to custodian
(117,275 )
Increase in investment manager fees
8,070
Decrease in dividends and interest on securities sold short
(5,266 )
Decrease in accrued expenses
(19,158 )
Net amortization on investments
(61,777 )
Net realized gain
(159,030 )
Net change in unrealized appreciation/depreciation
(892,178 )
Net cash used for operating activities
(3,647,254 )
Cash flows provided by (used for) financing activities:
Proceeds from shares sold
Cost of shares redeemed
(6,163 )
Dividends paid to shareholders, net of reinvestments
(3,780,257 )
Proceeds from borrowing agreement, net
7,433,674
Net cash provided by financing activities
3,647,254
Net increase (decrease) in cash
Cash:
Beginning of period
End of period
$
Non cash financing activities not included herein consist of  $1,668,050 of reinvested distributions.
Cash paid for interest on securities sold short was $60,575.
Interest expense paid under borrowing agreement was $517,810 (see Note 10).
See accompanying Notes to Financial Statements.
23

TABLE OF CONTENTS
Vivaldi Opportunities Fund
FINANCIAL HIGHLIGHTS
Per share operating performance.
For a capital share outstanding throughout each period.
For the Year
Ended
March 31, 2019
For the Period
October 2, 2017*
Through
March 31, 2018
Net asset value, beginning of period
$ 14.63 $ 15.00
Income from Investment Operations:
Net investment income 1
0.47 0.02
Net realized and unrealized gain (loss) on investments
0.21 (0.39 )
Total from investment operations
0.68 (0.37 )
Less Distributions:
From net investment income
(0.52 )
From net realized gains
(0.24 ) 2
From return of capital
(0.21 )
Total distributions
(0.97 )
Net asset value, end of period
$ 14.34 $ 14.63
Per Share market value, end of period
$ 14.02 N/A 3
Total net asset value return
4.83 % (2.45 )% 4
Total market value return
2.49 % N/A 3
Ratios and Supplemental Data:
Net assets, end of period (in thousands)
$ 81,695 $ 81,658
Ratio of expenses to average net assets:
(including interest expense and interest on securities sold short)
3.67 % 6 3.46 % 5,6
Ratio of net investment income to average net assets:
(including interest expense and interest on securities sold short)
3.21 % 0.21 % 5
Portfolio turnover rate
282 % 79 % 4
Senior Securities
Total borrowings (000’s omitted)
$ 19,043 $ 11,610
Asset coverage per $1,000 unit of senior indebtedness 7
$ 5,290 $ 8,034
* Commencement of operations.
1 Based on average shares outstanding for the period.
2 Amount represents less than $0.01 per share.
3 The Fund did not begin trading on the New York Stock Exchange until May 10, 2018.
4 Not annualized.
5 Annualized.
6 If interest expense and dividends on securities sold short had been excluded, the expense ratios would have been lowered by 1.00% for the year ended March 31, 2019 and 0.51% for the period ended March 31, 2018.
7 Calculated by subtracting the Fund’s total liabilities (not including borrowings) from the Fund’s total assets and dividing this by the total number of senior indebtedness units, where one unit equals $1,000 of senior indebtedness.
See accompanying Notes to Financial Statements.
24

TABLE OF CONTENTS
Vivaldi Opportunities Fund
NOTES TO FINANCIAL STATEMENTS
March 31, 2019
Note 1 — Organization
Vivaldi Opportunities Fund (the “Fund”) is a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and organized as a Maryland corporation on March 29, 2017. Vivaldi Asset Management, LLC serves as the investment adviser (the “Investment Manager”) of the Fund. The Investment Manager provides day-to-day investment management services to the Fund. The Fund is non-diversified, which means that under the Investment Company Act, it is not limited in the percentage of its assets that it may invest in any single issuer of securities.
The investment objective of the Fund is to seek to achieve long-term capital appreciation by pursuing positive absolute returns across market cycles. In pursuing its objective, the Fund seeks to generate attractive long-term returns with low sensitivity to traditional equity and fixed income indices. The Fund uses a “multi-manager” approach whereby the Fund’s assets are allocated amongst the Investment Manager and one or more sub-advisers (each, a “Sub-Adviser” and together, the “Sub-Advisers”), in percentages determined at the discretion of the Investment Manager. Currently, RiverNorth Capital Management, LLC and Angel Oak Capital Advisors, LLC serve as Sub-Advisors to the Fund. The Fund commenced investment operations on October 2, 2017.
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services — Investment Companies.”
Note 2 — Accounting Policies
The following is a summary of the significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
(a) Valuation of Investments
The Fund’s Valuation Committee will oversee the valuation of the Fund’s investments on behalf of the Fund. The Board of Directors of the Fund (the “Board”) has approved valuation procedures for the Fund (the “Valuation Procedures”). Securities traded on one or more of the U.S. national securities exchanges, the Nasdaq Stock Market or any foreign stock exchange will be valued at the last sale price or the official closing price on the exchange or system where such securities are principally traded for the business day as of the relevant determination date. If no sale or official closing price of particular securities are reported on a particular day, the securities will be valued at the closing bid price for securities held long, or the closing ask price for securities held short, or if a closing bid or ask price, as applicable, is not available, at either the exchange or system-defined closing price on the exchange or system in which such securities are principally traded. Over-the-counter securities not quoted on the Nasdaq Stock Market will be valued at the last sale price on the relevant determination date or, if no sale occurs, at the last bid price, in the case of securities held long, or the last ask price, in the case of securities held short, at the time net asset value is determined. Equity securities for which no prices are obtained under the foregoing procedures, including those for which a pricing service supplies no exchange quotation or a quotation that is believed by Investment Manager or a Sub-Adviser not to reflect the market value, will be valued at the bid price, in the case of securities held long, or the ask price, in the case of securities held short, supplied by one or more dealers making a market in those securities or one or more brokers, in accordance with the Valuation Procedures. Futures index options will be valued at the mid-point between the last bid price and the last ask price on the relevant determination date at the time net asset value is determined. The mid-point of the last bid and the last ask is also known as the ‘mark’.
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Fixed-income securities with a remaining maturity of sixty (60) days or more for which accurate market quotations are readily available will normally be valued according to dealer-supplied bid quotations or bid quotations from a recognized pricing service. Fixed-income securities for which market quotations are not readily available or are believed by the Investment Manager or a Sub-Adviser not to reflect market value will be valued based upon broker-supplied quotations in accordance with the Valuation Procedures, provided that if such quotations are unavailable or are believed by the Investment Manager or a Sub-Adviser not to reflect market value, such fixed-income securities will be valued at fair value in accordance with the Valuation Procedures, which may include the utilization of valuation models that take into account spread and daily yield changes on government securities in the appropriate market (e.g., matrix pricing). High quality investment grade debt securities (e.g., treasuries, commercial paper, etc.) with a remaining maturity of sixty (60) days or less are valued by the Investment Manager or a Sub-Adviser at amortized cost, which the Board has determined to approximate fair value. All other instruments held by the Fund will be valued in accordance with the Valuation Procedures.
If no price is obtained for a security in accordance with the foregoing, because either an external price is not readily available or such external price is believed by the Investment Manager or a Sub-Adviser not to reflect the market value, the Valuation Committee will make a determination in good faith of the fair value of the security in accordance with the Valuation Procedures. In general, fair value represents a good faith approximation of the current value of an asset and will be used when there is no public market or possibly no market at all for the asset. The fair values of one or more assets may not be the prices at which those assets are ultimately sold and the differences may be significant.
The Fund will generally value shares of exchange traded funds (“ETFs”) at the last sale price on the exchange on which the ETF is principally traded. The Fund will generally value shares of open-end investment companies and closed-end investment companies that do not trade on one or more of the U.S. national securities exchanges at their respective daily closing net asset values.
The Fund will generally value private investment funds in accordance with the value determined as of such date by each private investment fund in accordance with the private investment fund’s valuation policies and reported at the time of the Fund’s valuation. As a general matter, the fair value of the Fund’s interest in a private investment fund will represent the amount that the Fund could reasonably expect to receive from the private investment fund if the Fund’s interest was redeemed at the time of valuation, based on information reasonably available at the time the valuation is made and that the Fund believes to be reliable. In the event that the private investment fund does not report a value to the Fund on a timely basis, the Fund will determine the fair value of such private investment fund based on the most recent final or estimated value reported by the private investment fund, as well as any other relevant information available at the time the Fund values its portfolio. Using the nomenclature of the hedge fund industry, any values reported as “estimated” or “final” values are expected to reasonably reflect market values of securities when available or fair value as of the Fund’s valuation date. A substantial amount of time may elapse between the occurrence of an event necessitating the pricing of Fund assets and the receipt of valuation information from the underlying manager of a private investment fund.
(b) Foreign Currency Translation
The Fund’s records are maintained in U.S. dollars. The value of securities, currencies and other assets and liabilities denominated in currencies other than U.S. dollars are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the reporting period. The currencies are translated into U.S. dollars by using the exchange rates quoted as of 4:00 PM Eastern Standard Time. Purchases and sales of investment securities, income and expenses are translated on the respective dates of such transactions.
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The Fund does not isolate that portion of its net realized and unrealized gains and losses on investments resulting from changes in foreign exchange rates from the impact arising from changes in market prices. Such fluctuations are included with net realized and unrealized gain or loss from investments and foreign currency.
Net realized foreign currency transaction gains and losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the differences between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency translation gains and losses arise from changes in the value of assets and liabilities, other than investments in securities, resulting from changes in the exchange rates.
(c) Short Sales
Short sales are transactions in which the Fund sells a security it does not own in anticipation of a decline in the value of that security. To complete such a transaction, the Fund must borrow the security to make delivery to the buyer. The Fund then is obligated to replace the security borrowed by purchasing the security at market price at the time of replacement. The price at such time may be more or less than the price at which the security was sold by the Fund. When a security is sold short, a decrease in the value of the security will be recognized as a gain and an increase in the value of the security will be recognized as a loss, which is potentially limitless. Until the security is replaced, the Fund is required to pay the lender amounts equal to dividend or interest that accrue during the period of the loan, which is recorded as an expense. To borrow the security, the Fund also may be required to pay a premium or an interest fee, which are recorded as interest expense. Cash or securities are segregated for the broker to meet the necessary margin requirements. The Fund is subject to the risk that it may not always be able to close out a short position at a particular time or at an acceptable price.
(d) Options
The Fund may write or purchase options contracts primarily to enhance the Fund’s returns or reduce volatility. In addition, the Fund may utilize options in an attempt to generate gains from option premiums or to reduce overall portfolio risk. When the Fund writes or purchases an option, an amount equal to the premium received or paid by the Fund is recorded as an asset or a liability and is subsequently adjusted to the current market value of the option written or purchased. Premiums received or paid from writing or purchasing options which expire unexercised are treated by the Fund on the expiration date as realized gains or losses. The difference between the premium and the amount paid or received on effecting a closing purchase or sale transaction, including brokerage commissions, is also treated as a realized gain or loss. If an option is exercised, the premium paid or received is added to the cost of the purchase or proceeds from the sale in determining whether the Fund has realized a gain or a loss on investment transactions. The Fund, as a writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option.
(e) Exchange Traded Funds (“ETFs”)
ETFs typically trade on securities exchanges and their shares may, at times, trade at a premium or discount to their net asset values. In addition, an ETF may not replicate exactly the performance of the benchmark index it seeks to track for a number of reasons, including transaction costs incurred by the ETF, the temporary unavailability of certain index securities in the secondary market or discrepancies between the ETF and the index with respect to the weighting of securities or the number of securities held. Investing in ETFs, which are investment companies, may involve duplication of advisory fees and
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certain other expenses. As a result, Fund shareholders indirectly bear their proportionate share of these incurred expenses. Therefore, the cost of investing in the Fund will be higher than the cost of investing directly in ETFs and may be higher than other funds that invest directly in securities.
Each ETF in which the Fund invests is subject to specific risks, depending on the nature of the ETF. Each ETF is subject to the risks associated with direct ownership of the securities comprising the index on which the ETF is based. These risks could include liquidity risk, sector risk, and risks associated with fixed-income securities.
(f) Closed-end Funds (“CEFs”)
The Fund may invest in shares of CEFs. A CEF is a pooled investment vehicle that is registered under the Investment Company Act and whose shares are listed and traded on U.S. national securities exchanges. Investments in CEFs are subject to various risks, including reliance on management’s ability to meet a CEF’s investment objective and to manage a CEF’s portfolio, and fluctuation in the market value of a CEF’s shares compared to the changes in the value of the underlying securities that the CEF owns. In addition, the Fund bears a pro rata share of the management fees and expenses of each underlying CEF in addition to the Fund’s management fees and expenses, which results in the Fund’s shareholders being subject to higher expenses than if they invested directly in the CEFs.
(g) Futures Contracts
The Fund may enter into futures contracts (including contracts relating to foreign currencies, interest rates, commodities securities and other financial indexes and other commodities), and purchase and write (sell) related options traded on exchanges designated by the Commodity Futures Trading Commission (“CFTC”) or, consistent with CFTC regulations, on foreign exchanges. A futures contract provides for the future sale by one party and the purchase by the other party of a specified amount of a commodity, such as an energy, financial, agricultural or metal commodity, at a specified price, date, time and place. For example, a foreign currency futures contract provides for the future sale by one party and the purchase by the other party of a certain amount of a specified non-U.S. currency at a specified price, date, time and place. Similarly, an interest rate futures contract provides for the future sale by one party and the purchase by the other party of a certain amount of a specific interest rate sensitive financial instrument (e.g., a debt security) at a specified price, date, time and place. Securities, commodities and other financial indexes are capitalization weighted indexes that reflect the market value of the securities, commodities or other financial instruments, respectively, represented in the indexes. A futures contract on an index is an agreement to be settled by delivery of an amount of cash equal to a specified multiplier times the difference between the value of the index at the close of the last trading day on the contract and the price at which the agreement is made. The clearing house of the exchange on which a futures contract is entered into becomes the counterparty to each purchaser and seller of the futures contract.
A futures contract held by the Fund is valued daily at the official settlement price on the exchange on which it is traded. In computing daily net asset value, the Fund will mark to market its open futures positions. The Fund also is required to deposit and to maintain margin with respect to put and call options on futures contracts written by it. Such margin deposits will vary depending on the nature of the underlying futures contract (and the related initial margin requirements), the current market value of the option and other futures positions held by the Fund. Although some futures contracts call for making or taking delivery of the underlying assets, generally these obligations are closed out prior to delivery by offsetting purchases or sales of matching futures contracts (involving the same exchange, underlying security or index and delivery month). If an offsetting purchase price is less than the original sale price, the Fund realizes a capital gain, or if it is more, the Fund realizes a capital loss. Conversely, if an offsetting sale price is more than the original purchase price, the Fund realizes a capital gain, or if it is less, the Fund realizes a capital loss. The transaction costs also must be included in these
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March 31, 2019
calculations. As discussed below, however, the Fund may not always be able to make an offsetting purchase or sale. In the case of a physically settled futures contract, this could result in the Fund being required to deliver, or receive, the underlying physical commodity, which could be adverse to the Fund.
At any time prior to the expiration of a futures contract, the Fund may seek to close the position by seeking to take an opposite position, which would operate to terminate the Fund’s existing position in the contract. Positions in futures contracts and options on futures contracts may be closed out only on the exchange on which they were entered into (or through a linked exchange). No secondary market for such contracts exists. Although the Fund may enter into futures contracts only if there is an active market for such contracts, there is no assurance that an active market will exist at any particular time. Most futures exchanges limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified periods during the day. It is possible that futures contract prices could move to the daily limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions at an advantageous price and subjecting the Fund to substantial losses. In such event, and in the event of adverse price movements, the Fund would be required to make daily cash payments of variation margin. In such situations, if the Fund had insufficient cash, it might have to sell assets to meet daily variation margin requirements at a time when it would be disadvantageous to do so. In addition, if the transaction is entered into for hedging purposes, in such circumstances the Fund may realize a loss on a futures contract or option that is not offset by an increase in the value of the hedged position. Losses incurred in futures transactions and the costs of these transactions will affect the Fund’s performance.
(h) Equity Swaps
The Fund may enter into equity swap contracts for hedging or investment purposes. Equity swap contracts may be structured in different ways. The counterparty may agree to pay the Fund the amount, if any, by which the notional amount of the equity swap contract would have increased in value had it been invested in particular stocks (or an index of stocks), plus the dividends that would have been received on those stocks. In these cases, the Funds may agree to pay to the counterparty a floating-rate of interest on the notional amount of the equity swap contract plus the amount, if any, by which that notional amount would have decreased in value had it been invested in such stocks. In these cases, the return to the Fund on any equity swap contract should be the gain or loss on the notional amount plus dividends on the stocks less the interest paid by the Fund on the notional amount. In other cases, the counterparty and the Fund may agree to pay the other the difference between the relative investment performance that would have been achieved if the notional amount of the equity swap contract had been invested in different stocks (or indices of stocks).
(i) Investment Transactions, Investment Income and Expenses
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income and expense is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statement of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Fund records a reclaim receivable based on a number of factors, including a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention. Discounts or premiums on debt securities are accreted or amortized to interest income over the lives of the respective securities using the effective interest method.
The Fund incurred offering costs of approximately $83,921, which were being amortized over a one-year period from October 2, 2017. See Note 2(l) below regarding additional offering costs incurred during the year ended March 31, 2019.
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(j) Federal Income Taxes
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized gains to its shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Fund.
Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund’s tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
The Income Tax Statement requires management of the Fund to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund’s current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of March 31, 2019, and from the commencement of operations on October 2, 2017, the Fund did not have a liability for any unrecognized tax benefits. The Fund has no examination in progress and is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
(k) Distributions to Shareholders
The Fund intends to make monthly distributions to its shareholders equal to 10% annually of the Fund’s net asset value per Share (the “Distribution Policy”). This predetermined dividend rate may be modified by the Board from time to time. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income expense and gain (loss) items for financial statement and tax purposes.
If, for any distribution, investment company taxable income (which term includes net short-term capital gain), if any, and net tax-exempt income, if any, is less than the amount of this predetermined dividend rate, then assets of the Fund will be sold and the difference will generally be a tax-free return of capital from the Fund’s assets. The Fund’s final distribution for each calendar year will include any remaining investment company taxable income and net tax-exempt income undistributed during the year, as well as the remaining net capital gain realized during the year. If the total distributions made in any calendar year exceed investment company taxable income, net tax-exempt income and net capital gain, such excess distributed amount would be treated as ordinary dividend income to the extent of the Fund’s current and accumulated earnings and profits. Payments in excess of the earnings and profits would first be a tax-free return of capital to the extent of the adjusted tax basis in the Shares. After such adjusted tax basis is reduced to zero, the payment would constitute capital gain (assuming the Shares are held as capital assets). This Distribution Policy may, under certain circumstances, have certain adverse consequences to the Fund and its shareholders because it may result in a return of capital resulting in less of a shareholder’s assets being invested in the Fund and, over time, increase the Fund’s expense ratio. The Distribution Policy also may cause the Fund to sell a security at a time it would not otherwise do so in order to manage the distribution of income and gain.
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(l) Capital Share Shelf Offering
During the current reporting period, the Fund was authorized by the Securities and Exchange Commission to issue additional shares through a shelf offering (“Shelf Offering”), in which the aggregate offering amount is not to exceed $250,000,000. Under this offering, the Fund, subject to market conditions, may raise additional capital from time to time in varying amounts and offering methods at a net price at or above the Fund’s NAV per common share. As of March 31, 2019, no additional shares were sold in connection with the Shelf Offering.
Costs incurred by the Fund in connection with the Shelf Offering were recorded as a prepaid expense and recognized as prepaid offering costs on the Statement of Assets and Liabilities. These costs will be amortized pro rata as shares are sold and will be recognized as a component of capital. Any deferred offering costs remaining one year after effectiveness of the Shelf Offering will be expensed. Costs incurred by the Fund to keep the Shelf Offering current will be expensed as incurred and recognized as a component of  “Other expenses” on the Statement of Operations. As of March 31, 2019, no amounts of offering costs were amortized in connection with the Shelf Offering given that no shares had been sold in connection with the Shelf Offering.
Note 3 — Investment Advisory and Other Agreements
The Fund has agreed to pay the Investment Manager a management fee payable on a monthly basis at the annual rate of 1.40% of the Fund’s average daily Managed Assets (as defined below) in consideration of the advisory and other services it provides. Pursuant to a separate sub-advisory agreement, the Investment Manager (and not the Fund) has agreed to pay RiverNorth Capital Management, LLC a sub-advisory fee payable on a monthly basis at the annual rate of 1.00% of its portion of the Fund’s average daily net assets for the services it provides. Pursuant to a separate sub-advisory agreement, the Investment Manager (and not the Fund) has agreed to pay Angel Oak Capital Advisors, LLC a sub-advisory fee payable on a monthly basis at the annual rate of 0.80% of its portion of the Fund’s average daily net assets for the services it provides. “Managed Assets” means the total assets of the Fund, including leverage, minus liabilities (other than debt representing leverage and any preferred stock that may be outstanding). As a result, the Investment Manager is paid more if the Fund uses leverage, which creates a conflict of interest for the Investment Manager. The Investment Manager will seek to manage that potential conflict by utilizing leverage only when it determines such action is in the best interests of the Fund.
Foreside Fund Services, LLC serves as the Fund’s distributor; UMB Fund Services, Inc. (“UMBFS”) serves as the Fund’s fund accountant, transfer agent and administrator; UMB Bank, N.A., an affiliate of UMBFS, serves as the Fund’s custodian.
Certain officers of the Fund are employees of UMBFS. The Fund does not compensate officers affiliated with the Fund’s administrator. For the year ended March 31, 2019, the Fund’s allocated fees incurred for directors are reported on the Statement of Operations.
Vigilant Compliance, LLC provides Chief Compliance Officer (“CCO”) services to the Fund. The Fund’s allocated fees incurred for CCO services for the year ended March 31, 2019, are reported on the Statement of Operations.
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Note 4 — Federal Income Taxes
At March 31, 2019, gross unrealized appreciation and depreciation on investments and short securities, based on cost for federal income tax purposes, were as follows:
Cost of investments
$ 74,377,649
Gross unrealized appreciation
$ 2,602,192
Gross unrealized depreciation
(3,969,296 )
Net unrealized depreciation on investments
$ (1,367,104 )
The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in securities transactions.
Accounting principles generally accepted in the United States require that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the period ended December 31, 2018, permanent differences in book and tax accounting have been reclassified to paid-in capital, undistributed net investment income (loss) and accumulated realized gain (loss) as follows:
Increase (Decrease)
Paid-In Capital
Total Accumulated Deficit
$(1,073,031)
$1,073,031
As of December 31, 2018 the components of accumulated earnings (deficit) on a tax basis were as follows:
Undistributed ordinary income
$
Undistributed long-term gains
Tax accumulated earnings
Accumulated capital and other losses
Unrealized depreciation on investments
(1,367,104 )
Total accumulated deficit
$ (1,367,104 )
The tax character of distributions paid during the year ended December 31, 2018 and the period from October 2 (commencement of operations) to December 31, 2017 were as follows:
2018
2017
Distribution paid from:
Ordinary income
$ 2,626,669 $ 5,858
Net long-term capital gains
403,175 1,058
Return of capital
1,070,422
Total distributions paid
$ 4,100,266 $ 6,916
Note 5 — Investment Transactions
For the year ended March 31, 2019, purchases and sales of investments, excluding short-term investments, were $223,776,154 and $216,131,793, respectively. Proceeds from securities sold short and cover short securities were $71,104,964 and $68,009,514, respectively, for the same year.
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Note 6 — Indemnifications
In the normal course of business, the Fund enters into contracts that contain a variety of representations which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss to be remote.
Note 7 — Fair Value Measurements and Disclosure
Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.
Under Fair Value Measurements and Disclosures , various inputs are used in determining the value of the Fund’s investments. These inputs are summarized into three broad levels as described below:

Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
In accordance with Accounting Standards Update (“ASU”) 2015-7, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent), investments valued at the net asset value as practical expedient are no longer included in the fair value hierarchy. As such, investments in securities with a fair value of  $10,072,695 are excluded from the fair value hierarchy as of March 31, 2019.
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The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following table summarizes the Fund’s investments that are measured at fair value by level within the fair value hierarchy as of March 31, 2019:
Level 1
Level 2
Level 3
Total
Assets
Investments
Asset-Backed Securities
$ $ 9,970,433 $ $ 9,970,433
Bank Loans
3,472,500 3,472,500
Closed-End Funds
26,736,274 26,736,274
Collateralized Mortgage Obligations
11,151,251 11,151,251
Common Stock
Communications
1,447,597 1,447,597
Consumer Discretionary
2,035,954 2,035,954
Consumer Staples
903,541 903,541
Energy
300,523 300,523
Financials
4,069,332 198,760 4,268,092
Health Care
840,186 840,186
Industrials
473,047 473,047
Materials
3,123,590 3,123,590
Technology
6,929,746 6,929,746
Utilities
210,831 210,831
Corporate Bonds*
1,015,215 1,015,215
Exchange-Traded Debt Securities**
816,388 816,388
Mutual Funds
528,118 528,118
Purchased Options Contracts
6,104 230 6,334
Rights
2,212 776 8,192 11,180
Units
10 10
Warrants
27,416 9,370 36,786
Short-Term Investments
833,911 833,911
Subtotal $ 49,284,770 $ 22,346,045 $ 3,480,692 $ 75,111,507
Closed-End Funds
1,474,642
Investment Funds
8,598,053
Total Assets
85,184,202
Liabilities
Securities Sold Short
Common Stocks**
$ 10,573,674 $ $ $ 10,573,674
Exchange-Traded Funds**
1,594,385 1,594,385
Written Options Contracts
5,409 189 5,598
Other Financial Instruments 1
Futures Contracts
41,938 41,938
Total Liabilities
$ 12,215,406 $ 189 $ $ 12,215,595
* All corporate bonds held in the Fund are Level 2 securities. For a detailed break-out of corporate bonds by major industry classification, please refer to the Schedule of Investments.
** All exchange-traded debt securities, common stocks sold short, and exchange-traded funds held in the Fund are Level 1 securities. For a detailed break-out of exchange-traded debt securities, common stocks sold short, and exchange-traded funds securities by major industry classification, please refer to the Schedule of Investments.
34

TABLE OF CONTENTS
Vivaldi Opportunities Fund
NOTES TO FINANCIAL STATEMENTS — Continued
March 31, 2019
1 Other financial instruments are derivative instruments such as futures contracts. Futures contracts are valued at the unrealized appreciation (depreciation) on the instrument.
The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining value:
Beginning balance March 31, 2018
$
Transfers into Level 3 during the period
Transfers out of Level 3 during the period
Total realized gain/(loss)
Total unrealized appreciation/(depreciation)
7,249
Net purchases
3,472,500
Net sales
Amortization
943
Balance as of March 31, 2019
$ 3,480,692
The following table presents additional information about valuation methodologies and inputs used for investments that are measured at fair value and categorized within Level 3 as of March 31, 2019:
Fair Value March 31,
2019
Valuation
Methodologies
Unobservable
Input 1
Input
Range/Value
Impact to
Valuation
from an
increase in
Input 2
$3,480,692
Recent Transaction Price
Recent Transaction Price
Increase
1 The investment sub-advisor considers relevant indications of value that are reasonably and timely available to it in determining the fair value to be assigned to a particular security, such as the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions. The Fund’s use of fair value pricing may cause the net asset value of Fund shares to differ from the net asset value that would be calculated using market quotations. Fair value pricing involves subjective judgments and it is possible that the fair value determined for a security may be materially different than the value that could be realized upon the sale of that security.
2 This column represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect.
Note 8 — Investments in Affiliated Issuers
An affiliated issuer is an entity in which the Fund has ownership of at least 5% of the voting securities or any other investment which is advised by or sponsored by the Investment Manager or a Sub-Adviser. In the case of the Fund, RiverNorth Capital Management, LLC. (“RiverNorth”) acts as a Sub-Adviser to the Fund. During the year ended March 31, 2019, the Fund owned the holding noted below which is advised by RiverNorth. Issuers that are affiliates of the Fund at period-end, if any, are noted in the Fund’s Schedule of Investments. Additional security purchases and the reduction of shares outstanding of existing portfolio holdings that were not considered affiliated in prior years may result in the Fund owning in excess of 5% of the outstanding shares at period-end. The table below reflects transactions during the period with entities that are affiliates as of March 31, 2019 and may include acquisitions of new investments, prior year holdings that became affiliated during the period and prior period affiliated holdings that are no longer affiliated as of period-end.
35

TABLE OF CONTENTS
Vivaldi Opportunities Fund
NOTES TO FINANCIAL STATEMENTS — Continued
March 31, 2019
Security Description
Value
Beginning
of Year
Purchases
Sales
Proceeds
Net Realized
Gain (Loss)
Change in
Unrealized
Appreciation
(Depreciation)
Value End
of Year
Interest/​
Income
Credited to
Income
RiverNorth
Marketplace
Lending
Corporation
$ 3,467,774 $    — $ (3,221,718 ) $ (328,282 ) $ 82,226 $    — $ 250,851
Security Description
Principal Amount/Shares
Beginning of Year
Purchases
Sales
Principal Amount/Shares
End of Year
RiverNorth Marketplace Lending Corporation
144,792 (144,792 )
Note 9 — Derivative and Hedging Disclosure
The Fund has adopted the disclosure provisions of FASB Standard Codification 815, Derivatives and Hedging, which requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effects on the Fund’s financial position, performance and cash flows.
For either investment or hedging purposes, the Fund may invest substantially in a broad range of derivative instruments, including structured products, swaps (including credit default swaps), futures contracts, and options. Such derivatives may trade over-the-counter or on an exchange and may principally be used for one or more of the following purposes: speculation, currency hedging, duration management, or to pursue the Fund’s investment objective. The Fund’s derivative investments have risks, including the imperfect correlation between the value of such instruments and the underlying asset, rate or index, which creates the possibility that the loss on such instruments may be greater than the gain in the value of the underlying asset, rate or index; the loss of principal; the possible default of the other party to the transaction; and illiquidity of the derivative investments. The Fund invested in options contracts, futures contracts, and swap contracts during the year ended March 31, 2019, which did not have a material impact on the Fund’s performance.
The effects of these derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations are presented in the tables below. The fair values of derivative instruments as of March 31, 2019 by risk category are as follows:
Asset Derivatives
Liability Derivatives
Derivatives not designated as
hedging instruments
Statement of Asset
and Liabilities
Location
Value
Statement of Asset
and Liabilities
Location
Value
Equity price risk
Purchased options contracts, at value
$ 6,334
Written options
contracts, at value
$ 5,598
Interest rate risk
Unrealized
appreciation
on open futures
contracts
41,938
Total $ 6,334 $ 47,536
36

TABLE OF CONTENTS
Vivaldi Opportunities Fund
NOTES TO FINANCIAL STATEMENTS — Continued
March 31, 2019
The effects of derivative instruments on the Statement of Operations for the year ended March 31, 2019 are as follows:
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Derivatives not designated as hedging instruments
Purchased
Options
Contracts
Written
Options
Contracts
Futures
Contracts
Swap
Contracts
Equity price risk
$ (214,881 ) $ (82,972 ) $ $ 302
Interest rate risk
(10,386 )
Total
$ (214,881 ) $ (82,972 ) $ (10,386 ) $ 302
Change in Unrealized Appreciation/Depreciation on Derivatives Recognized in Income
Derivatives not designated as hedging instruments
Purchased
Options
Contracts
Written
Options
Contracts
Futures
Contracts
Total
Equity price risk
$ 23,531 $ 53,388 $       — $ 76,919
Interest rate risk
(41,938 ) (41,938 )
Total
$ 23,531 $ 53,388 $ (41,938 ) $ 34,981
The number of contracts are included on the Schedule of Investments. The quarterly average volumes of derivative instruments as of March 31, 2019 are as follows:
Derivative
Quarterly Average
Amount
Options Contracts — Purchased
Average Notional Value
$ 1,897,760
Options Contracts — Written
Average Notional Value
(1,876,320 )
Futures Contracts — Short
Average Notional Value
(1,787,524 )
Note 10 — Borrowing
The Fund has entered into a borrowing agreement with BNP Paribas. The Fund may borrow amounts up to one-third of the value of its assets. The Fund is charged interest of one-month Libor plus 0.75% for borrowing under this agreement. The average interest rate, average daily loan balance, maximum outstanding and amount recoded as interest expense for the year ended March 31, 2019 were 2.98%, $16,907,060, $21,236,468, and $517,810. The Fund had outstanding borrowings for 365 days during this year. At March 31, 2019, the balance was $19,043,418 and the interest rate was 3.24%.
Note 11 — Results of Annual Meeting of Shareholders (Unaudited)
The Annual Meeting of Shareholders of the Fund (the “Annual Meeting”) was held on March 5, 2019 pursuant to notice given to all shareholders of record as of the close of business on January 15, 2019. At the Annual Meeting, the following matter was submitted to the vote of the shareholders, with the results of voting set forth below:
Proposal 1. The Fund’s shareholders elected the following Class I directors to the Fund’s Board of Directors, to hold office until the annual meeting of shareholders to be held in 2022:
Director Nominee
Votes For
Votes Withheld
Anthony Fischer
4,674,854.195 20.000
David G. Lee
4,674,874.195 0.000
37

TABLE OF CONTENTS
Vivaldi Opportunities Fund
NOTES TO FINANCIAL STATEMENTS — Continued
March 31, 2019
Note 12 — New Accounting Pronouncement
In August 2018, the SEC adopted regulations that eliminated or amended disclosure requirements that were redundant or outdated in light of changes in SEC requirements, GAAP, International Financial Reporting Standards, or changes in technology or the business environment. These regulations were effective November 5, 2018, and the Fund is complying with them effective with these financial statements.
In August 2018, FASB issued Accounting Standards Update No. 2018-13 (“ASU 2018-13”), “Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement,” which amends the fair value measurement disclosure requirements of ASC Topic 820 (“ASC 820”), “Fair Value Measurement.” ASU 2018-13 includes new, eliminated, and modified disclosure requirements for ASC 820. In addition, ASU 2018-13 clarifies that materiality is an appropriate consideration of entities when evaluating disclosure requirements. ASU 2018-13 is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods therein. Early adoption is permitted, and the Fund has adopted ASU 2018-13 with these financial statements.
Note 13 — Events Subsequent to the Fiscal Year End
The Fund has adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Fund’s related events and transactions that occurred through the date of issuance of the Fund’s financial statements. There were no events or transactions that occurred during this year that materially impacted the amounts or disclosures in the Fund’s financial statements.
38

TABLE OF CONTENTS
Vivaldi Opportunities Fund
FUND MANAGEMENT (Unaudited)
March 31, 2019
The identity of the members of the Board and the Fund’s officers and brief biographical information as of March 31, 2019 is set forth below. The Fund’s Statement of Additional Information includes additional information about the membership of the Board.
INDEPENDENT DIRECTORS
Name, Address
and Year of Birth
Position(s)
Held With
the Fund
Length of
Time Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios
in Fund
Complex*
Overseen
by Director
Other
Directorships
Held by Director
David G. Lee
Year of Birth: 1952
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Director Since
Inception
President and Director, Client Opinions, Inc. (2003 – 2012); Chief Operating Officer, Brandywine Global Investment Management
(1998 – 2002).
6
None
Robert Seyferth
Year of Birth: 1952
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Director Since
Inception
Chief Procurement Officer/​Senior Managing Director, Bear Stearns/​
JP Morgan Chase
(1993 – 2009).
6
None
Gary Shugrue
Year of Birth: 1954
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Director Since
January 1,
2018
Managing Director, Veritable LP (2016 –  Present)
Founder/President, Ascendant Capital Partners, LP (2001 – 2015).
6
Trustee, Quaker Investment Trust (5 portfolios) (registered investment company); Scotia Institutional Funds (2006 – 2014) (3 portfolios)
(registered investment company)
INTERESTED DIRECTORS AND OFFICERS
Name, Address
and Year of Birth
Position(s)
Held With
the Fund
Length of
Time Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios
in Fund
Complex*
Overseen
by Director
Other
Directorships
Held by Director
or Officer
Anthony Fischer**
Year of Birth: 1959
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Chairman and Director Since Inception Executive Director – National Sales of UMB Bank for Institutional Banking and Asset Servicing (Until 2018); President of UMB Fund Services (2014 – 2018); Executive Vice President in charge of Business Development, UMB Fund Services (2013 – 2014); Senior Vice President in Business Development, UMB Fund Services (2008 – 2013).
6
None
39

TABLE OF CONTENTS
Vivaldi Opportunities Fund
FUND MANAGEMENT (Unaudited) — Continued
March 31, 2019
Name, Address
and Year of Birth
Position(s)
Held With
the Fund
Length of
Time Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios
in Fund
Complex*
Overseen
by Director
Other
Directorships
Held by Director
or Officer
Michael Peck
Year of Birth:1980
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
President Since Inception President and Co-CIO, Vivaldi Capital Management, LLC (2012 – present); Portfolio Manager, Coe Capital Management (2010 – 2012); Senior Financial Analyst and Risk Manager, the Bond Companies (2006 – 2008).
N/A
N/A
Chad Eisenberg
Year of Birth: 1982
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Treasurer Since Inception Chief Operating Officer, Vivaldi Capital Management LLC (2012 – present); Director, Coe Capital Management LLC
(2010 – 2011).
N/A
N/A
Perpetua Seidenberg
Year of Birth: 1990
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Chief Compliance Officer Since
June 5,
2018
Compliance Director, Vigilant Compliance, LLC (an investment management services company)
(2014 – Present); Auditor, PricewaterhouseCoopers from (2012 – 2014).
N/A
N/A
Ann Maurer
Year of Birth: 1972
c/o UMB Fund Services, Inc.
235 W. Galena St.
Milwaukee, WI 53212
Secretary Since September 5, 2018 Senior Vice President, Client Services (2017 – Present); Vice President, Senior Client Service Manager
(2013 – 2017), Assistant Vice President, Client Relations Manager (2002 – 2013); UMB Fund Services, Inc.
N/A
N/A
* The Fund Complex consists of the Fund, The Relative Value Fund, Infinity Core Alternative Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, and Cliffwater Corporate Lending Fund.
** Mr. Fischer is deemed an interested person of the Fund because of his prior affiliation with an affiliate of the Fund’s Administrator.
40

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SUPPLEMENTAL INFORMATION
March 31, 2019 (Unaudited)
FUND INFORMATION
TICKER
CUSIP
Vivaldi Opportunities Fund
VAM 92853C207
Proxy Voting Policies and Procedures
A description of the Fund’s proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Fund at (877) 779-1999 or on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.
Proxy Voting Record
Information regarding how the Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling the Fund at (877) 779-1999 or by accessing the Fund’s Form N-PX on the SEC’s website at www.sec.gov.
Form N-Q Disclosure
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC website at www.sec.gov or by calling the Fund at (877) 779-1999.
Qualified Dividend Income
For the year ended December 31, 2018, 22.66% of dividends to be paid from net investment income, including short-term capital gains from the Fund (if any), are designated as qualified dividend income.
Corporate Dividends Received Deduction
For the year ended December 31, 2018, 14.75% of the dividends to be paid from net investment income, including short-term capital gains from the Fund (if any), are designated as dividends received deduction available to corporate shareholders.
Long-Term Capital Gain Designation
For the year ended December 31, 2018, the Fund designated $403,175 as long-term capital gain distributions.
Vivaldi Opportunities Fund
235 West Galena Street
Milwaukee, WI 53212
Toll Free: (877) 779-1999
41

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SUPPLEMENTAL INFORMATION — Continued
March 31, 2019 (Unaudited)
Dividend Reinvestment Plan
The Fund will operate a dividend reinvestment plan (the “Plan” or “DRIP”) administered by the Fund’s transfer agent (the “Plan Administrator”). Pursuant to the Plan, the Fund’s income dividends or capital gains or other distributions (each, a “Distribution” and collectively, “Distributions”), net of any applicable U.S. withholding tax, are reinvested in Shares of the Fund.
Shareholders automatically participate in the Plan, unless and until an election is made to withdraw from the Plan on behalf of such participating shareholder. Shareholders who do not wish to have Distributions automatically reinvested should so notify the Plan Administrator in writing. Such written notice must be received and processed by the Plan Administrator prior to the record date of the Distribution or the shareholder will receive such Distribution in Shares through the Plan and such termination will be effective with respect to any subsequently declared Distribution. Under the Plan, the Fund’s Distributions to shareholders are reinvested in full and fractional Shares as described below.
Whenever the Fund declares a Distribution payable in cash, non-participants in the Plan will receive cash and participants in the Plan will receive the equivalent in Shares. The Shares will be acquired by the Plan Administrator for the participants’ accounts, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized Shares from the Fund (“Newly Issued Common Shares”) or (ii) by purchase of outstanding Shares on the open market (“Open-Market Purchases”) on the NYSE or elsewhere. If, on the payment date for any Distribution, the closing market price plus estimated brokerage commissions per common share is equal to or greater than the net asset value per common share, the Plan Administrator will invest the Distribution amount in Newly Issued Common Shares on behalf of the participants. The number of Newly Issued Common Shares to be credited to each participant’s account will be determined by dividing the dollar amount of the Distribution by the Fund’s net asset value per common share on the payment date. If, on the payment date for any Distribution, the net asset value per common share is greater than the closing market value plus estimated brokerage commissions (i.e., the Fund’s Shares are trading at a discount), the Plan Administrator will invest the Distribution amount in Shares acquired on behalf of the participants in Open-Market Purchases.
In the event of a market discount on the payment date for any Distribution, the Plan Administrator will have until the last business day before the next date on which the Shares trade on an “ex-dividend” basis or thirty (30) days after the payment date for such Distribution, whichever is sooner (the “Last Purchase Date”), to invest the Distribution amount in Shares acquired in Open-Market Purchases. It is contemplated that the Fund will pay monthly income Distributions. If, before the Plan Administrator has completed its Open-Market Purchases, the market price per common share exceeds the net asset value per common share, the average per common share purchase price paid by the Plan Administrator may exceed the net asset value of the Shares, resulting in the acquisition of fewer Shares than if the Distribution had been paid in Newly Issued Common Shares on the Distribution payment date. Because of the foregoing difficulty with respect to Open-Market Purchases, the Plan provides that if the Plan Administrator is unable to invest the full Distribution amount in Open-Market Purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Administrator may cease making Open-Market Purchases and may invest the uninvested portion of the Distribution amount in Newly Issued Common Shares at the net asset value per common share at the close of business on the Last Purchase Date.
The Plan Administrator maintains all shareholders’ accounts in the Plan and furnishes written confirmation of all transactions in the accounts, including information needed by shareholders for tax records. Common shares in the account of each Plan participant will be held by the Plan Administrator on behalf of the Plan participant, and each shareholder proxy will include those shares purchased or received pursuant to the Plan. The Plan Administrator will forward all proxy solicitation materials to participants and vote proxies for shares held under the Plan in accordance with the instructions of the participants.
42

TABLE OF CONTENTS
Vivaldi Opportunities Fund
SUPPLEMENTAL INFORMATION — Continued
March 31, 2019 (Unaudited)
Beneficial owners of Shares who hold their Shares in the name of a broker or nominee should contact the broker or nominee to determine whether and how they may participate in the Plan. In the case of Shareholders such as banks, brokers or nominees which hold shares for others who are the beneficial owners, the Plan Administrator will administer the Plan on the basis of the number of Shares certified from time to time by the record shareholder’s name and held for the account of beneficial owners who participate in the Plan.
There will be no brokerage charges with respect to Shares issued directly by the Fund. However, each participant will pay a pro rata share of brokerage commissions incurred in connection with Open-Market Purchases. Participants that request a sale of Shares through the Plan Administrator are subject to brokerage commissions.
Neither the Plan Administrator nor the Fund shall have any responsibility or liability beyond the exercise of ordinary care for any action taken or omitted pursuant to the Plan, nor shall they have any duties, responsibilities or liabilities except as expressly set forth herein. Neither shall they be liable hereunder for any act done in good faith or for any good faith omissions to act, including without limitation, failure to terminate a participant’s account prior to receipt of written notice of his or her death or with respect to prices at which shares are purchased or sold for the participant’s account and the terms on which such purchases and sales are made, subject to applicable provisions of the federal securities laws.
The automatic reinvestment of Distributions will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such Distributions. See “U.S. Federal Income Tax Matters.”
The Fund reserves the right to amend or terminate the Plan. There is no direct service charge to participants with regard to purchases under the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.
All correspondence concerning the Plan should be directed to the Plan Administrator at American Stock Transfer & Trust Company — Plan Administration Department, P.O. Box 922, Wall Street Station, New York, New York 10269-0560. Certain transactions can be performed by calling the toll free number 1-800-937-5449.
43

TABLE OF CONTENTS
Vivaldi Opportunities Fund
PRIVACY POLICY
March 31, 2019 (Unaudited)
FACTS
WHAT DOES THE FUND DO WITH YOUR PERSONAL INFORMATION?
Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?
The types of personal information we collect and share depend on the product or service you have with us. This information can include:

Social Security number

account balances

account transactions

transaction history

wire transfer instructions

checking account information
Even when you are no longer our customer, we continue to share your information as described in this notice.
How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons funds choose to share; and whether you can limit this sharing.
Reasons we can share your personal information
Does the Fund share?
Can you limit this sharing?
For our everyday business purposes —  such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus Yes No
For our marketing purposes —  to offer our products and services to you
No We don’t share
For joint marketing with other financial companies
No We don’t share
For our affiliates’ everyday business purposes —  information about your transactions and experiences
Yes No
For our affiliates’ everyday business purposes —  information about your creditworthiness
No We don’t share
For our affiliates to market to you
No We don’t share
For nonaffiliates to market to you
No We don’t share
44

TABLE OF CONTENTS
Vivaldi Opportunities Fund
PRIVACY POLICY — Continued
March 31, 2019 (Unaudited)
What we do
How does the Fund protect my personal information?
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Fund collect my personal information?
We collect your personal information, for example, when you

open an account

provide account information

give us your contact information

make a wire transfer

tell us where to send money
We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?
Federal law gives you the right to limit only

sharing for affiliates’ everyday business purposes —  information about your creditworthiness

sharing for affiliates from using your information to market to you

sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates
Companies related by common ownership or control. They can be financial and nonfinancial companies.

Our affiliates include companies such as Vivaldi Asset Management, LLC.
Nonaffiliates
Companies not related by common ownership or control. They can be financial and nonfinancial companies.

The Fund doesn’t share with nonaffiliates so they can market to you.
Joint marketing
A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

The Fund doesn’t jointly market.
Questions?
Call 1-877-779-1999.
45

 

 

 

 

ITEM 2. CODE OF ETHICS.

 

(a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

 

(c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

 

(d) The registrant has not granted any waivers, during the period covered by this report, including an implicit waiver, from a provision of the code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item's instructions.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

As of the end of the period covered by the report, the registrant's board of directors has determined that Mr. David G. Lee, Mr. Robert Seyferth and Mr. Gary Shugrue are qualified to serve as the audit committee financial experts serving on its audit committee and that they are "independent," as defined by Item 3 of Form N-CSR.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Audit Fees

 

(a) The aggregate fees billed for the last fiscal year ended March 31, 2019, and the fiscal period October 2, 2017 through March 31, 2018, for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements are $38,150 and $37,500, respectively.

 

 

 

 

Audit-Related Fees

 

(b) The aggregate fees billed for the last fiscal year ended March 31, 2019, and the fiscal period October 2, 2017 through March 31, 2018, for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item are $0 and $0, respectively. The fees listed in item 4 (b) are related to out-of-pocket expenses in relation to the annual audit of the registrant.

 

Tax Fees

 

(c) The aggregate fees billed for the last fiscal year ended March 31, 2019, and the fiscal period October 2, 2017 through March 31, 2018, for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $6,250 and $5,600, respectively.

 

All Other Fees

 

(d) The aggregate fees billed for the last fiscal year ended March 31, 2019, and the fiscal period October 2, 2017 through March 31, 2018, for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 and $0, respectively.

 

(e)(1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

 

The Registrant's Audit Committee must pre-approve the audit and non-audit services of the Auditors prior to the Auditor's engagement.

 

(e)(2) The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

 

(b) 0%

 

(c) 0%

 

(d) 0%

 

(f) The percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal period that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was less than fifty percent.

 

(g) The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for the last fiscal year ended March 31, 2019, and the fiscal period October 2, 2017 through March 31, 2018, of the registrant was $0 and $0, respectively.

 

 

 

 

 

(h) The registrant's audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

The Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The Registrant’s Audit Committee members include David G. Lee, Robert Seyferth and Gary Shugrue.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

 

Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Vivaldi Asset Management, LLC

PROXY POLICY AND PROCEDURE

INTRODUCTION

 

Vivaldi Asset Management, LLC (“Vivaldi”) acts as either the advisor or sub-advisor to a number of registered investment companies (the “Funds”). In accord with Rule 206(4)-6 of the Investment Advisers Act of 1940, as amended, Vivaldi has adopted the following policies and procedures to provide information on Vivaldi’s proxy policy generally as well as on procedures for each of the Funds specifically (the “Proxy Policy and Procedure”). These policies and procedures apply only to Vivaldi. Investment managers engaged as sub-advisors for one of the Funds are required to vote proxies in accord with their own policies and procedures and any applicable management agreements.

 

GENERAL GUIDELINES

 

Vivaldi’s Proxy Policy and Procedure is designed to ensure that proxies are voted in a manner (i) reasonably believed to be in the best interests of the Funds and their shareholders 1 and (ii) not affected by any material conflict of interest. Vivaldi considers shareholders’ best economic interests over the long term (i.e. addresses the common interest of all shareholders over time). Although shareholders may have differing political or social interests or values, their economic interest is generally uniform.

 

Vivaldi has adopted voting guidelines to assist in making voting decisions on common issues. The guidelines are designed to address those securities in which the Funds generally invest and may be revised in Vivaldi’s discretion. Any non-routine matters not addressed by the proxy voting guidelines are addressed on a case-by-case basis, taking into account all relevant facts and circumstances at the time of the vote, particularly where such matters have a potential for major economic impact on the issuer’s structure or operations. In making voting determinations, Vivaldi typically will rely on the individual portfolio managers who invest in and track particular companies as they are the most knowledgeable about, and best suited to make decisions regarding, particular proxy matters. In addition, Vivaldi may conduct research internally and/or use the resources of an independent research consultant. Vivaldi may also consider other materials such as studies of corporate governance and/or analyses of shareholder and management proposals by a certain sector of companies and may engage in dialogue with an issuer’s management.

 

 

 

 

Vivaldi acknowledges its responsibility to identify material conflicts of interest related to voting proxies. Vivaldi’s employees are required to disclose to the Chief Compliance Officer any personal conflicts, such as officer or director positions held by them, their spouses or close relatives, in any publicly traded company. Conflicts based on business relationships with Vivaldi, any affiliate or any person associated with Vivaldi will be considered only to the extent that Vivaldi has actual knowledge of such relationships. Vivaldi then takes appropriate steps to address identified conflicts. Typically, in those instances when a proxy vote may present a conflict between the interests of the Fund, on the one hand, and Vivaldi’s interests or the interests of a person affiliated with Vivaldi on the other, Vivaldi will abstain from making a voting decision and will document the decision and reasoning for doing so.

 

In some cases, the cost of voting a proxy may outweigh the expected benefits. For example, casting a vote on a foreign security may involve additional costs such as hiring a translator or traveling to the foreign country to vote the security in person. Vivaldi may abstain from voting a proxy if the effect on shareholders’ economic interests or the value of the portfolio holding is indeterminable or insignificant.

 

In certain cases, securities on loan as part of a securities lending program may not be voted. Nothing in the proxy voting policies shall obligate Vivaldi to exercise voting rights with respect to a portfolio security if it is prohibited by the terms of the security or by applicable law or otherwise.

 

Vivaldi will not discuss with members of the public how they intend to vote on any particular proxy proposal.

 

The Fund will be required to file Form N-PX, with its complete proxy voting record for the twelve months ended June 30, no later than August 31 of each year. The Fund’s Form N-PX filing will be available: (i) without charge, upon request, by calling the Fund at (877) 779-1999 or (ii) by visiting the SEC’s website at www.sec.gov.

 

ISS PROXYEDGE

 

Vivaldi has entered into a contractual relationship with Institutional Shareholder Services Inc. (“ISS”) through which ISS provides certain proxy management services to Vivaldi’s portfolio management teams. Specifically, ISS (i) provides access to the ISS ProxyExchange web-based voting and research platform to access vote recommendations, research reports, execute vote instructions and run reports relevant to Subscriber’s proxy voting environment; (ii) implements and maps Vivaldi’s designated proxy voting policies to applicable accounts and generates vote recommendations based on the application of such policies; and (iii) monitors Vivaldi’s incoming ballots, performs ballot-to-account reconciliations with Vivaldi and its third party providers to help ensure that ISS is receiving all ballots for which Vivaldi has voting rights.

 

ISS provides two options for how proxy ballots are executed:

1. Implied Consent: ISS executes ballots on Vivaldi’s behalf based on policy guidelines chosen at the time Vivaldi entered into the relationship with ISS.
2. Mandatory Signoff: ISS is not permitted to mark or process any ballot on Vivaldi’s behalf without first receiving Vivaldi’s specific voting instructions via ProxyExchange.

 

 

 

 

Vivaldi has opted for Option 1. Implied Consent and in so doing has chosen to allow ISS to vote proxies on its behalf “with management’s recommendations.” Vivaldi has the option however to change its vote from the “with management’s recommendations” default at any point prior to the voting deadline if the portfolio managers following the subject company determine it is in the best interests of the Funds and their shareholders to do so. In those instances when the subject company’s management has not provided a voting recommendation, Vivaldi will either vote based on its own determination of what would align most closely with the best interests of the Funds and their shareholders or will opt to allow ISS to submit an “abstain” vote on its behalf. In addition, in those limited instances when share blocking 2 may apply, Vivaldi has instructed ISS not to cast a vote on Vivaldi’s behalf unless Vivaldi provides specific instructions via ProxyExchange.

 

FUND-SPECIFIC POLICIES AND PROCEDURES

 

Infinity Core Alternative Fund (“ICAF”)

 

ICAF is a “fund of funds” that invests primarily in general or limited partnerships, funds, corporations, trusts or other investment vehicles (collectively, “Investment Funds”). While it is unlikely that ICAF will receive notices or proxies from Investment Funds (or in connection with any other portfolio securities), to the extent that ICAF does receive such notices or proxies and ICAF has voting interests in such Investment Funds, the responsibility for decisions regarding proxy voting for securities held by ICAF lies with Vivaldi as ICAF’s advisor. Vivaldi will vote such proxies in accordance with the proxy policies and procedures noted above.

 

ICAF will be required to file Form N-PX with its complete proxy voting record for the twelve months ended June 30th, no later than August 31st of each year. The Fund’s Form N PX filing will be available: (i) without charge, upon request, by calling 1.877.779.1999 or (ii) by visiting the SEC’s website at www.sec.gov.

 

All Other Funds

 

With the exception of the Vivaldi Merger Arbitrage Fund, the Funds for which Vivaldi is presently either an advisor or a sub-advisor are managed by multiple internal and external portfolio management teams. As is noted above, the policies and procedures outlined within this Proxy Policy and Procedure apply to those securities being held in that portion of the Funds’ portfolios managed by a Vivaldi portfolio manager only.

 

Each Fund will be required to file Form N-PX annually, with its complete proxy voting record for the twelve months immediately prior to the Fund’s year-end, no later than sixty (60) days following the Fund’s year-end. The Fund’s Form N-PX filing will be available: (i) without charge, upon request, from the Fund’s administrator or (ii) by visiting the SEC’s website at www.sec.gov.

 

1 Actions taken in accord with the best interests of the Funds and their shareholders are those which align most closely with the Funds’ stated investment objectives and strategies.

2 Proxy voting in certain countries requires share blocking. Shareholders wishing to vote their proxies must deposit their shares shortly before the meeting date with a designated depositary. During this blocking period, any shares held by the designated depositary cannot be sold until the meeting has taken place and the shares have been returned to Vivaldi’s custodian banks. Vivaldi generally opts not to participate in share blocking proxies given these restrictions on their ability to trade.

 

 

 

 

Angel Oak Capital Advisors

PROXY POLICY AND PROCEDURE

 

Angel Oak Capital Advisors, LLC (“Angel Oak” or the “Firm”), as a matter of policy and as a fiduciary to our Clients 1 , has responsibility for voting proxies for portfolio securities consistent with the best economic interests of our Clients.

 

Investment advisers registered with the U.S. Securities and Exchange Commission (“SEC”), which exercise voting authority with respect to Client securities, are required by Rule 206(4)-6 of the Investment Advisers Act of 1940 to (a) adopt and implement written policies and procedures that are reasonably designed to ensure that Client securities are voted in the best interests of Clients, which must include how an adviser addresses material conflicts that may arise between an adviser’s interests and those of its Clients; (b) to disclose to Clients how they may obtain information from the adviser with respect to the voting of proxies for their securities; (c) to describe to Clients a summary of its proxy voting policies and procedures and, upon request, furnish a copy to its Clients; and (d) maintain certain records relating to the adviser’s proxy voting activities when the adviser does have proxy voting authority.

 

Angel Oak will vote all proxies in the best interests of Clients and in accordance with the procedures outlined below, unless otherwise mandated by investment management agreement or applicable law. Our policy includes the responsibility to monitor corporate actions, receive and vote Client proxies, and disclose any potential conflicts of interest as well as making information available to Clients about the voting of proxies for their portfolio securities and maintaining relevant and required records.

 

Proxy voting is an important right of shareholders and reasonable care and diligence must be undertaken to ensure that such rights are properly and timely exercised.

 

Voting Procedures

· All proxies that are sent to Clients and received by Angel Oak to vote on behalf of Clients will be logged by Angel Oak Operations personnel and provided to the portfolio manager responsible for the asset class subject to the proxy.

 

· The portfolio manager will determine which Client accounts hold the security to which the proxy relates.

 

· Prior to voting any proxy, the portfolio manager, in consultation with the Chief Compliance Officer (“CCO”) if necessary, will determine if there are any conflicts of interest related to the proxy. If a conflict is identified, the conflict will be addressed as outlined below.

 

· Absent material conflicts, the portfolio manager will determine how Angel Oak should vote the proxy in accordance with applicable voting guidelines. Operations personnel will vote the proxy per the portfolio manager’s instructions in a timely and appropriate manner.

 

 

 

1 Clients of Angel Oak include: Publicly offered open-end and closed-end registered investment companies registered under the Investment Company Act of 1940 (“Registered Funds”); private investment funds organized as onshore or offshore pooled investment vehicles exempt from registration under the Investment Company Act of 1940 (“Private Funds”); and institutional and individual investors (“Separately Managed Accounts”).

 

 

 

 

Voting Guidelines

· In the absence of specific voting guidelines from the Client, Angel Oak will vote proxies in the best interests of each particular Client. Angel Oak’s policy is to vote all proxies from a specific issuer the same way for each Client absent qualifying restrictions from a Client. Clients are permitted to place reasonable restrictions on Angel Oak’s voting authority in the same manner that they may place such restrictions on the selection of account securities or other investment guidelines.

 

· Angel Oak will generally vote in favor of routine corporate housekeeping proposals such as the election of directors and selection of auditors, absent conflicts of interest raised by an auditor’s non-audit services. Angel Oak will seek to maximize long-term value for Clients, protect Clients’ rights, and promote governance structures and practices that reinforce the accountability of corporate management and boards of directors to shareholders.

 

· Angel Oak will generally vote against proposals that cause board members to become entrenched or cause unequal voting rights.

 

· In reviewing proposals, Angel Oak will further consider the opinion of management as well as the effect of the proposal on management, shareholder value, and the issuer’s business practices.

 

· In certain circumstances, Angel Oak may refrain from voting where the economic or other opportunity cost of voting a company’s proxy exceeds any anticipated benefits of that proxy proposal. In each situation, the portfolio manager’s decision not to vote will be documented, reviewed by Compliance, and retained in the Firm’s books and records.

 

Conflicts of Interest

· Angel Oak will identify any conflicts that exist between the interests of Angel Oak and the Client by reviewing the relationship of Angel Oak with the issuer of each security to determine if Angel Oak or any of its employees has any financial, business, or personal relationship with the issuer.

 

· If a material conflict of interest exists, the CCO will disclose the conflict to the affected Client(s), to give the Client(s) an opportunity to vote the proxies themselves, or to address the voting issue through other objective means such as voting in a manner consistent with a predetermined voting policy or receiving an independent third-party voting recommendation.

 

· Angel Oak will maintain a record of the voting resolution of any conflict of interest.

 

Client Requests for Information

· All Client requests for information regarding proxy votes, or policies and procedures, received by any employee should be forwarded to the CCO.

 

· In response to any request, the CCO will prepare a written response to the Client with the information requested, and as applicable will include the name of the issuer, the proposal voted upon, and how Angel Oak voted the Client’s proxy with respect to each proposal about which the Client inquired.

 

 

 

 

Use of Third-Party Proxy Advisory Services

 

The SEC has noted that registered investment advisers may prove that proxies were voted in the best interest of their clients by casting votes based on recommendations of independent third-parties. Currently, Angel Oak predominantly trades fixed-income products which generally have little to no voting authority and therefore very few proxies are voted by Angel Oak. Given the limited level of proxies, Angel Oak has not engaged a third-party proxy advisory service. In the future, Angel Oak may engage such a service. At that time, Angel Oak would be required to vet the independence of the firm engaged to cast those votes, ascertain whether the firm has the capacity and competency to adequately analyze proxy voting issues, evaluate the staffing adequacy and quality of the firm’s personnel, and review the robustness of the firm’s policies and procedures to ensure accurate votes and mitigate conflicts of interest.

 

Certification

Given the limited level of proxies that Angel Oak expects to see in addition to the expectation of portfolio manager’s in-depth level of monitoring and knowledge of their issuer positions, Compliance expects portfolio managers to certify each quarter, as part of a portfolio manager certification, that all proxies, if any, for their positions have been voted in the best interest of the Clients. Compliance expects that such certification will demonstrate that Angel Oak personnel are constantly reminded of their obligations under this policy even in extended periods of little to zero proxy activities for the Firm’s positions.

 

Recordkeeping

Angel Oak will retain the following proxy records in accordance with the SEC’s five-year retention requirement.

· These policies and procedures and any amendments;

 

· Each proxy statement that Angel Oak receives;

 

· A record of each vote that Angel Oak casts;

 

· Any document Angel Oak created that was material to making a decision on how to vote proxies, or that memorializes that decision including periodic reports to the CCO or proxy committee, if applicable;

 

· Any documentation of a determination that a conflict of interest exists and the resolution of that conflict; and

 

· A copy of each written request from a Client for information on how Angel Oak voted such Client’s proxies, and a copy of any written response.

 

 

 

 

RiverNorth Capital Management

PROXY POLICY AND PROCEDURE

 

Pursuant to the recent adoption by the Securities and Exchange Commission (the "Commission") of Rule 206(4)-6 (17 CFR 275.206(4)-6) and amendments to Rule 204-2 (17 CFR 275.204-2) under the Investment Advisers Act of 1940 (the "Act"), it is a fraudulent, deceptive, or manipulative act, practice or course of business, within the meaning of Section 206(4) of the Act, for an investment adviser to exercise voting authority with respect to client securities, unless (i) the adviser has adopted and implemented written policies and procedures that are reasonably designed to ensure that the adviser votes proxies in the best interests of its clients, (ii) the adviser describes its proxy voting procedures to its clients and provides copies on request, and (iii) the adviser discloses to clients how they may obtain information on how the adviser voted their proxies.

 

In its standard investment advisory agreement, RiverNorth Capital Management, LLC (RiverNorth Capital) specifically states that it does not vote proxies and the client, including clients governed by ERISA, is responsible for voting proxies. Therefore, RiverNorth Capital will not vote proxies for these clients. However, RiverNorth Capital will vote proxies on behalf of investment company clients ("Funds"). RiverNorth Capital has instructed all custodians, other than Fund custodians, to forward proxies directly to its clients, and if RiverNorth Capital accidentally receives a proxy for any non-Fund client, current or former, the Chief Compliance Officer will promptly forward the proxy to the client. In order to fulfill its responsibilities to Funds, RiverNorth Capital (hereinafter "we" or "our") has adopted the following policies and procedures for proxy voting with regard to companies in any Fund's investment portfolios.

 

KEY OBJECTIVES

 

The key objectives of these policies and procedures recognize that a company's management is entrusted with the day-to-day operations and longer term strategic planning of the company, subject to the oversight of the company's board of directors. While "ordinary business matters" are primarily the responsibility of management and should be approved solely by the corporation's board of directors, these objectives also recognize that the company's shareholders must have final say over how management and directors are performing, and how shareholders' rights and ownership interests are handled, especially when matters could have substantial economic implications to the shareholders.

 

Therefore, we will pay particular attention to the following matters in exercising our proxy voting responsibilities as a fiduciary for our clients:

 

Accountability. Each company should have effective means in place to hold those entrusted with running a company's business accountable for their actions. Management of a company should be accountable to its board of directors and the board should be accountable to shareholders.

 

Alignment of Management and Shareholder Interests. Each company should endeavor to align the interests of management and the board of directors with the interests of the company's shareholders. For example, we generally believe that compensation should be designed to reward management for doing a good job of creating value for the shareholders of the company.

 

 

 

 

Transparency. Promotion of timely disclosure of important information about a company's business operations and financial performance enables investors to evaluate the performance of a company and to make informed decisions about the purchase and sale of a company's securities.

 

DECISION METHODS

We generally believe that the individual portfolio managers that invest in and track particular companies are the most knowledgeable and best suited to make decisions with regard to proxy votes. Therefore, we rely on those individuals to make the final decisions on how to cast proxy votes.

 

No set of proxy voting guidelines can anticipate all situations that may arise. In special cases, we may seek insight from our managers and analysts on how a particular proxy proposal will impact the financial prospects of a company, and vote accordingly.

 

In some instances, a proxy vote may present a conflict between the interests of a client, on the one hand, and our interests or the interests of a person affiliated with us, on the other. In such a case, we will abstain from making a voting decision and will forward all of the necessary proxy voting materials to the client to enable the client to cast the votes.

 

Notwithstanding the forgoing, the following policies will apply to investment company shares owned by a Fund. Under Section 12(d)(l) of the Investment Company Act of 1940, as amended, (the "1940 Act"), a fund may only invest up to 5% of its total assets in the securities of any one investment company, but may not own more than 3% of the outstanding voting stock of any one investment company or invest more than l0% of its total assets in the securities of other investment companies. However, Section 12(d)(l)(F) of the l 940 Act provides that the provisions of paragraph 12(d)(l ) shall not apply to securities purchased or otherwise acquired by a fund if (i) immediately after such purchase or acquisition not more than 3% of the total outstanding stock of such registered investment company is owned by the fund and all affiliated persons of the fund; and (ii) the fund is not proposing to offer or sell any security issued by it through a principal underwriter or otherwise at a public or offering price which includes a sales load of more than l Y,% percent. Therefore, each Fund (or the Adviser acting on behalf of the Fund) must comply with the following voting restrictions unless it is determined that the Fund is not relying on Section 12(d)( l )(F):

 

when the Fund exercises voting rights, by proxy or otherwise, with respect to any investment company owned by the Fund, the Fund will either

 

o seek instruction from the Fund's shareholders with regard to the voting of all proxies and vote in accordance with such instructions, or

 

o vote the shares held by the Fund in the same proportion as the vote of all other holders of such security.

 

 

 

 

PROXY VOTING GUIDELINES

Election of the Board of Directors

We believe that good corporate governance generally starts with a board composed primarily of independent directors, unfettered by significant ties to management, all of whose members are elected annually. We also believe that turnover in board composition promotes independent board action, fresh approaches to governance, and generally has a positive impact on shareholder value. We will generally vote in favor of non-incumbent independent directors.

 

The election of a company's board of directors is one of the most fundamental rights held by shareholders. Because a classified board structure prevents shareholders from electing a full slate of directors annually, we will generally support efforts to declassify boards or other measures that permit shareholders to remove a majority of directors at any time, and will generally oppose efforts to adopt classified board structures.

 

Approval of Independent Auditors

 

We believe that the relationship between a company and its auditors should be limited primarily to the audit engagement, although it may include certain closely related activities that do not raise an appearance of impaired independence.

 

We will evaluate on a case-by-case basis instances in which the audit firm has a substantial non-audit relationship with a company to determine whether we believe independence has been, or could be, compromised.

 

Equity-based compensation plans

 

We believe that appropriately designed equity-based compensation plans, approved by shareholders, can be an effective way to align the interests of shareholders and the interests of directors, management, and employees by providing incentives to increase shareholder value. Conversely, we are opposed to plans that substantially dilute ownership interests in the company, provide participants with excessive awards, or have inherently objectionable structural features.

 

We will generally support measures intended to increase stock ownership by executives and the use of employee stock purchase plans to increase company stock ownership by employees. These may include:

 

1. Requiring senior executives to hold stock in a company.

2. Requiring stock acquired through option exercise to be held for a certain period of time.

These are guidelines, and we consider other factors, such as the nature of the industry and size of the company, when assessing a plan's impact on ownership interests.

 

Corporate Structure

We view the exercise of shareholders' rights, including the rights to act by written consent, to call special meetings and to remove directors, to be fundamental to good corporate governance.

 

Because classes of common stock with unequal voting rights limit the rights of certain shareholders, we generally believe that shareholders should have voting power equal to their equity interest in the company and should be able to approve or reject changes to a company's by-laws by a simple majority vote.

 

We will generally support the ability of shareholders to cumulate their votes for the election of directors.

 

 

 

 

Shareholder Rights Plans

 

While we recognize that there are arguments both in favor of and against shareholder rights plans, also known as poison pills, such measures may tend to entrench current management, which we generally consider to have a negative impact on shareholder value. Therefore, while we will evaluate such plans on a case by case basis, we will generally oppose such plans.

 

CLIENT INFORMATION

 

A copy of these Proxy Voting Policies and Procedures is available to our clients, without charge, upon request, by calling 1-800-646-0148. We will send a copy of these Proxy Voting Policies and Procedures within three business days of receipt of a request, by first-class mail or other means designed to ensure equally prompt delivery.

 

In addition, we will provide each client, without charge, upon request, information regarding the proxy votes cast by us with regard to the client's securities.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

(a)(1) Identification of Portfolio Manager(s) or Management Team Members and Description of Role of Portfolio Manager(s) or Management Team Members

 

The following table provides biographical information about the members of Vivaldi Asset Management, LLC (the “Investment Manager”), RiverNorth Capital Management, LLC and Angel Oak Capital Advisors, LLC (the "Sub-Advisers"), who are primarily responsible for the day-to-day portfolio management of the Vivaldi Opportunities Fund as of June 7, 2019:

 

Name of Portfolio Management Team Member Title Length of Time of Service to the Fund Business Experience During the Past 5 Years Role of Portfolio Management Team Member
Michael Peck President & Co-Chief Investment Officer Since Inception President, Co-Chief Investment Officer, and Portfolio Manager, Vivaldi Capital Management, LLC (2012 – present) Portfolio Management
         
Scott Hergott Director of Research & Co-Chief Investment Officer Since Inception Director of Research, Co-Chief Investment Officer, and Portfolio Manager, Vivaldi Capital Management, LLC (2013 – present) Portfolio Management
         
Brian Murphy Senior Research Analyst Since Inception Senior Research Analyst and Portfolio Manager, Vivaldi Capital Management, LLC (2014 – present); Director, Voyager Management, LLC (2010 – 2014) Portfolio Management
         

 

 

 

 

Kyle Mowery Portfolio Manager Since Inception Portfolio Manager, Vivaldi Capital Management, LLC (2015 – present); Managing Partner, GrizzlyRock Capital, LLC (2012 – present) Portfolio Management
         
Jeff O’Brien Portfolio Manager Since Inception Portfolio Manager, Vivaldi Capital Management, LLC (2014 – present); Founder and Managing Member of Glenfinnen Capital, LLC (2000 – 2014) Portfolio Management
         
Daniel Lancz Portfolio Manager Since Inception Portfolio Manager, Vivaldi Capital Management, LLC (2014 – present); Director of Research, Glenfinnen Capital, LLC (2003 – 2014) Portfolio Management
         
Sreeni Prabu Managing Partner & Chief Investment Officer 10/26/2017 Managing Partner & Chief Investment Officer, Angel Oak Capital Advisors, 2009-present Portfolio Management
         
Sam Dunlap Senior Portfolio Manager 10/26/2017 Senior Portfolio Manager, Angel Oak Capital Advisors, 2009-present Portfolio Management
         
Berkin Kologlu Senior Portfolio Manager 10/26/2017 Senior Portfolio Manager, Angel Oak Capital Advisors, 2013-present; Executive Director, UBS, 2013-2007 Portfolio Management
         
Matt Kennedy Senior Portfolio Manager 10/26/2017 Senior Portfolio Manager, Angel Oak Capital Advisors, 2016-present; Portfolio Manager, Rainier Investment Management, 2009-2016 Portfolio Management
         
Colin McBurnette Portfolio Manager 10/26/2017 Portfolio Manager, Angel Oak Capital Advisors, 2012-present Portfolio Management
         
Patrick Galley Chief Investment Officer, Portfolio Manager Since inception CIO/PM, RiverNorth Capital Management, LLC (2004-present). Portfolio Management
         
Steve O’Neill Portfolio Manager Since inception PM, RiverNorth Capital Management, LLC (2007-present). Portfolio Management
         

 

 

 

 

(a)(2) Other Accounts Managed by Portfolio Manager(s) or Management Team Member and Potential Conflicts of Interest

 

The following table provides information about portfolios and accounts, other than the Vivaldi Opportunities Fund, for which the members of the Investment Committee of the Sub-Adviser are primarily responsible for the day-to-day portfolio management as of March 31, 2019:

 

Name of Portfolio Management Team Member Number of Accounts and Total Value of Assets for Which Advisory Fee is Performance-Based: Number of Other Accounts Managed and Total Value of Assets by Account Type for Which There is No Performance-Based Fee:
  Registered investment companies Other pooled investment vehicles Other accounts Registered investment companies Other pooled investment vehicles Other accounts
Michael Peck 0 0 0 2 accounts
$65M
0 0
Scott Hergott 0 0 0 2 accounts
$65M
0 0
Brian Murphy 0 0 0 2 accounts
$65M
0 0
Kyle Mowery 0 1 account $96.5M 0 3 accounts
$108M
0 0
Jeff O’Brien 0 1 account $15.7M 0 3 accounts
$595M
0 0
Daniel Lancz 0 1 account $15.7M 0 3 accounts
$595M
0 0
Sreeni Prabu 0

7 accounts

$691M

0

7 accounts

$7.8B

1 account

$687M

0
Sam Dunlap 0

1 account

$104M

0

3 accounts

$7.4B

1 account

$687M

7 accounts

$305M

Berkin Kologlu 0

1 account

$104M

0

5 accounts

$7.5B

1 account

$687M

6 accounts

$304M

Matt Kennedy 0

1 account

$104M

0

2 accounts

$73M

1 account

$687M

0
Colin McBurnette 0

1 account

$104M

0

5 accounts

$7.6B

1 account

$687M

3 accounts

$27M

Patrick Galley 0 4 accounts
$437M
0 10 accounts
$3.1B
0

2 accounts

$23M

Steve O’Neill 0 3 accounts
$358M
0 9 accounts
$2.9B
0

2 accounts

$23M

 

 

 

 

Conflicts of Interest

 

The Investment Manager, Sub-Advisers and Portfolio Managers may manage multiple funds and/or other accounts, and as a result may be presented with one or more of the following actual or potential conflicts:

 

The management of multiple funds and/or other accounts may result in the Investment Manager, a Sub-Adviser or Portfolio Manager devoting unequal time and attention to the management of each fund and/or other account. The Investment Manager seeks to manage such competing interests for the time and attention of a Portfolio Manager by having the Portfolio Manager focus on a particular investment discipline. Most other accounts managed by a Portfolio Manager are managed using the same investment models that are used in connection with the management of the Fund.

 

If the Investment Manager, a Sub-Adviser or Portfolio Manager identifies a limited investment opportunity which may be suitable for more than one fund or other account, a fund may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible funds and other accounts. To deal with these situations, the Investment Manager and Sub-Advisers have adopted procedures for allocating portfolio transactions across multiple accounts.

 

The Investment Manager and Sub-Advisers have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

(a)(3) Compensation Structure of Portfolio Manager

 

Compensation of the Investment Committee

 

The members of the Investment Committee are not directly compensated for their work with respect to the Fund; however, each member of the Investment Committee is an equity owner of the parent company of the Sub-Adviser and therefore benefits indirectly from the revenue generated from the Sub-Advisory Agreement.

 

(a)(4) Disclosure of Securities Ownership

 

Portfolio Management Team’s Ownership of Shares

 

Name of Portfolio Management Team Member: Dollar Range of Shares Beneficially Owned by Portfolio Management Team Member:
Michael Peck $500,001 - $1,000,000
Scott Hergott $100,001 - $500,000
Brian Murphy $50,001 - $100,000
Kyle Mowery $10,001 - $50,000
Jeff O’Brien $0 - $10,000
Daniel Lancz $0 - $10,000

 

 

 

 

Sreeni Prabu None
Sam Dunlap None
Berkin Kologlu None
Matt Kennedy None
Colin McBurnette None
Patrick Galley None
Steve O’Neill None

 

(b) Not Applicable

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17CFR 229.407), or this Item.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a)         The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

 

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT COMPANIES.

 

Not applicable.

 

 

 

 

 

ITEM 13. EXHIBITS.

 

(a)(1) Code of ethics or any amendments thereto, that is subject to disclosure required by item 2 is attached hereto.

 

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

(a)(3) Not applicable.

 

(a)(4) Not applicable.

 

(b) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(registrant) Vivaldi Opportunities Fund

 

By (Signature and Title)*    /s/ Michael Peck                                    

Michael Peck, President

(Principal Executive Officer)

 

Date June 7, 2019

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)*    /s/ Michael Peck                                    

Michael Peck, President

(Principal Executive Officer)

 

Date June 7, 2019

 

By (Signature and Title)*    /s/ Chad Eisenberg                                  

Chad Eisenberg, Treasurer

(Principal Financial Officer)

 

Date June 7, 2019

 

* Print the name and title of each signing officer under his or her signature.

 

 

 

** Signatures on this page are for all the series

· The Relative Value Fund
· Vivaldi Opportunities Fund

 

 

 

 

 

EX-99.CODEETH

 

The Vivaldi Opportunities Fund

FINANCIAL OFFICER CODE OF ETHICS

 

Purposes of the Code

 

The reputation and integrity of The Vivaldi Opportunities Fund (the “Fund”) are valuable assets that are vital to the Fund’s success. Each officer and employee of the Fund, including each of the Fund’s senior financial officers (“SFOs”), is responsible for conducting the Fund’s business in a manner that demonstrates a commitment to the highest standards of integrity. SFOs include the principal executive officer, the principal financial officer, comptroller (or principal accounting officer), and any person who performs a similar function. The Fund has adopted a Code of Ethics under Rule 17j-1 under the Investment Company Act of 1940. The Fund’s Rule 17j-1 Code is designed to prevent certain conflicts of interest that may arise when officers, employees, or trustees know about present or future Fund transactions, have the power to influence those transactions; and engage in securities transactions in their personal account(s).

 

The Fund has chosen to adopt a financial officer code of ethics for the purpose of promoting:

 

· Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
· Full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or submits to, the SEC, and in other public communications made by the Fund;
· Compliance with applicable laws and governmental rules and regulations;
· The prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and
· Accountability for adherence to the Code.

 

This Code of Ethics should be read in conjunction with the Fund’s other policy statements, including its Rule 17j-1 Code and its Disclosure Controls and Procedures.

 

Principles for the Handling of Financial Information

 

The Fund has adopted the following principles to govern the manner in which SFOs perform their duties. Persons subject to these guidelines include the principal executive officer, the principal financial officer, comptroller (or principal accounting officer), and any Fund officer or employee who performs a similar function or who participates in the preparation of any part of the Fund’s financial statements. Specifically, persons subject to this Code shall:

 

· Act with honesty and integrity
· Avoid actual or apparent conflicts of interest with the Fund in personal and professional relationships
· Provide information to the Fund’s employees and service providers (Investment Manager, administrator, outside auditor, outside counsel, custodian, etc.) that is accurate, complete, objective, relevant, timely, and understandable

 

 

 

 

· Endeavor to ensure full, fair, timely, accurate, and understandable disclosure in the Fund’s periodic reports
· Comply with the Federal Securities Laws and other applicable laws and rules, such as the Internal Revenue Code
· Act in good faith, responsibly, and with due care, competence and diligence, without misrepresenting material facts or subordinating independent judgment to another end
· Respect the confidentiality of information acquired in the course of their work, except where disclosure is expressly permitted or is otherwise legally mandated
· Record (or participate in the recording of) entries in the Fund’s books and records that are accurate
· Refrain from using confidential information for personal advantage

 

Violations of the Code

 

Any action that directly or indirectly contravenes one or more of the Principles outlined above shall be treated as a violation of this Code unless good cause for such apparent contravention is found to exist.

 

Dishonest or unethical conduct or conduct that is illegal will constitute a per se violation of this Code, regardless of whether this Code refers to that particular conduct.

 

A violation of this Code may result in disciplinary action, up to and including termination of employment. The Fund must and will report all suspected criminal violations to the appropriate authorities for possible prosecution, and will investigate, address and report as appropriate, non-criminal violations.

 

Enforcement of the Code

 

Violations

 

All persons subject to this Code who observe, learn of, or, in good faith, suspect a current or threatened violation of the Code must immediately report the violation in writing to the Compliance Officer, another member of the Fund’s senior management, or to the Audit Committee of the Board. An example of a possible Code violation is the preparation and filing of financial disclosure that omits material facts, or that is accurate but is written in a way that obscures its meaning.

 

Disclosures

 

All persons subject to this Code shall file a letter (a “Disclosure Letter”) regarding any transaction or relationship that reasonably appears to involve an actual or apparent conflict of interest with the Fund within 10 days of becoming aware of such transaction or relationship. A Disclosure Letter should be prepared regarding these transactions or relationships whether you are involved or have only observed the transaction or relationship. All Disclosure Letters shall be submitted to the Compliance Officer, or if it is not possible to disclose the matter to the Compliance Officer, then the Disclosure Letter shall be submitted to another member of the Fund’s senior management or to the Audit Committee of the Board.

 

 

 

 

An executive officer of the Fund or the Audit Committee will review all Disclosure Letters and determine whether further action is warranted. All determinations will be documented in writing and will be maintained by the Compliance Officer or other appropriate officers of the Fund.

 

Outside Service Providers

 

Because service providers to the Fund, such as the Administrator, outside accounting firm, and custodian, provide much of the work relating to the Fund’s financial statements, you should be alert for actions by service providers that may be illegal, or that could be viewed as dishonest or unethical conduct. You should report these actions to the Compliance Officer even if you know, or think, that the service provider has its own code of ethics covering persons who are Fund SFOs or employees.

 

Non-Retaliation Policy

 

SFOs who report violations or suspected violations in good faith will not be subject to retaliation of any kind. Reported violations will be investigated and addressed promptly and will be treated confidentially to the extent possible.

 

Annual Certification

 

SFOs will receive training on the contents and importance of this Code and related policies and the manner in which violations must be reported and how Disclosure Letters must be submitted. Each SFO will be asked to certify on an annual basis that he/she is in full compliance with the Code and any related policy statements.

 

Questions about the Code

 

The Fund’s Board of Trustees has designated Perpetua Seidenberg to be the Compliance Officer for purposes of implementing and administering this Code. Any questions about this Code should be directed to the Compliance Officer.

 

 

Effective: June 2017

Revised: June 5, 2019

 

 

 

 

EX-99.CERT

 

CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF

THE SARBANES-OXLEY ACT

I, Michael Peck, certify that:

 

1. I have reviewed this report on Form N-CSR of Vivaldi Opportunities Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

 

 

 

 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: June 7, 2019

/s/ Michael Peck                                                             

Michael Peck, President

(Principal Executive Officer)

 

 

** Signatures on this page are for all the series

  · The Relative Value Fund
  · Vivaldi Opportunities Fund

 

 

 

 

CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF

THE SARBANES-OXLEY ACT

I, Chad Eisenberg, certify that:

 

1. I have reviewed this report on Form N-CSR of Vivaldi Opportunities Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

 

 

 

 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: June 7, 2019

/s/ Chad Eisenberg                                                                

Chad Eisenberg, Treasurer

(Principal Financial Officer)

 

 

** Signatures on this page are for all the series

· The Relative Value Fund
· Vivaldi Opportunities Fund

 

 

 

 

EX-99.906CERT

 

CERTIFICATIONS PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Michael Peck, President of Vivaldi Opportunities Fund, certify that to my knowledge:

 

1. The Form N-CSR of the registrant for the period ended March 31, 2019 (the "Report") fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.

 

 

/s/ Michael Peck                                                    

Michael Peck

President and Principal Executive Officer

June 7, 2019

 

 

I, Chad Eisenberg, Treasurer of Vivaldi Opportunities Fund, certify that to my knowledge:

 

1. The Form N-CSR of the registrant for the period ended March 31, 2019 (the "Report") fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the registrant.

 

 

/s/ Chad Eisenberg                                              

Chad Eisenberg

Treasurer and Principal Financial Officer

June 7, 2019

 

 

These certifications are being furnished to the Commission solely pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. (S) 1350 and are not being filed as part of the Form N-CSR with the Commission.

 

 

 

** Signatures on this page are for all the series

· The Relative Value Fund
· Vivaldi Opportunities Fund