13D Filing: Rivernorth Capital Management to Purchase 9.22 Million Shares of Fifth Street Finance Corp. (FSC)

(c)

RiverNorth Management has not entered into any transaction in the Shares since the filing of the Initial 13D. The transactions, if any, in the Shares on behalf of each of RNCP, RNIP, RNCO, and RNSI during the past sixty (60) days are as set forth in Schedule A and are incorporated herein by reference.

F. Mr. Rochman

(a)

As of the close of business on February 22, 2016, Mr. Rochman beneficially owned 255,804 Shares.5

Percentage: Less than 1%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 255,804

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 255,804

(c)

The transactions in the Shares by Mr. Rochman during the past sixty (60) days are as set forth in Schedule A and are incorporated herein by reference.

G. Mr. Steingraber

(a)

As of the close of business on February 22, 2016, Mr. Steingraber did not directly own any Shares.

Percentage: 0%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 0

(c)

Mr. Steingraber has not entered into any transaction in the Shares since the filing of the Initial 13D.

H. Mr. Wise

(a)

As of the close of business on February 22, 2016, Mr. Wise beneficially owned 116,500 Shares.6

Percentage: Less than 1%

5 Consists of shares held directly by West Family Investments, Inc., an affiliate of Mr. Rochman. Mr. Rochman may be deemed to share voting and dispositive power with respect to such shares; therefore, Mr. Rochman may be deemed to beneficially own such shares.

6 Consists of shares held directly by Crayton Road, LLC, Wise Capital Partners L.P. and Wise Family Foundation, each an affiliate of Mr. Wise. Mr. Wise may be deemed to share voting and dispositive power with respect to such shares; therefore, Mr. Wise may be deemed to beneficially own such shares.

13D Filing: Rivernorth Capital Management to Purchase 9.22 Million Shares of Fifth Street Finance Corp. (FSC)

Published on February 24, 2016 at 3:20 pm by Meena Krishnamsetty in Hedge Funds, News

Page 14 of 20 SEC Filing

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