Filing Details
- Accession Number:
- 0001567619-19-019853
- Form Type:
- 13D Filing
- Publication Date:
- 2019-10-22 14:36:21
- Filed By:
- Bank Of America Corp /de/
- Company:
- Federated Hermes Premier Municipal Income Fund (NYSE:FMN)
- Filing Date:
- 2019-10-22
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| BANK OF AMERICA CORP DE 56-0906609 | 0 | 2,272 | 0 | 2,272 | 2,272 | 97.97% |
| Bank of America, N.A. 94-1687665 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Banc of America Preferred Funding Corp 75 | 0 | 1,809 | 0 | 1,809 | 1,809 | 78.00% |
| Blue Ridge Investments | 0 | 463 | 0 | 463 | 463 | 19.97% |
Filing
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No.
3
)*
FEDERATED PREMIER MUNICIPAL INCOME FUND
(Name of
Issuer)
PREFERRED SHARES
(Title of
Class of Securities)
31423P, 31423P504
(CUSIP
Number)
Bank of America Corporation,
Bank of America Corporate Center,
100 N. Tryon Street,
Charlotte,
North Carolina
28255
Phone : 980-254-4395
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
October 18, 2019
(Date of
Event which Requires Filing of this Statement)
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
Note: Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits. See §240.13d-7 for other parties to whom copies are to
be sent.
* The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
BANK OF AMERICA CORP /DE/ 56-0906609 | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | x | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
WC | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| x | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
Delaware | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
0 | |||||
8 |
SHARED
VOTING POWER
| ||||
2,272 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
0 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
2,272 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
2,272 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
97.97%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
HC | |||||
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Bank of America, N.A. 94-1687665 | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | x | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
OO | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
United States | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
0 | |||||
8 |
SHARED
VOTING POWER
| ||||
0 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
0 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
0 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
0 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
0.00%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
BK | |||||
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Banc of America Preferred Funding Corp 75-2939570 | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | x | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
WC | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
Delaware | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
0 | |||||
8 |
SHARED
VOTING POWER
| ||||
1,809 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
0 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
1,809 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
1,809 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
78.00%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
CO | |||||
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Blue Ridge Investments, L.L.C. 56-1970824 | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | x | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
WC | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
Delaware | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
0 | |||||
8 |
SHARED
VOTING POWER
| ||||
463 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
0 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
463 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
463 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
19.97%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
OO | |||||
Item 1. | Security and Issuer |
This Amendment No. 3 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated January 1, 2011 and filed with the SEC on January 11, 2011 (the "Original Schedule 13D"), as amended by Amendment No. 1 dated January 5, 2012 and filed with the SEC on January 13, 2012 ("Amendment No. 1"), as further amended by Amendment No. 2 dated November 17, 2017 and filed with the SEC on November 21, 2017 ("Amendment No. 2") for Bank of America Corporation ("BAC"), Bank of America, N.A. ("BANA"), Blue Ridge Investments, L.L.C. ("Blue Ridge") and Banc of America Preferred Funding Corporation ("BAPFC") (collectively, the "Reporting Persons") with respect to the auction rate preferred shares ("ARPS Shares") and the variable rate municipal term preferred shares ("VMTP Shares") of Federated Premier Municipal Income Fund (the "Issuer").
This Amendment is being filed as a result of (i) the sale to the Issuer of the ARPS Shares of the Issuer (CUSIP No. 31423P) in connection with the tender, pursuant to a tender offer made by the issuer as described on Schedule TO, filed with the SEC on September 18, 2019 (the "Tender Offer"), in the amount of (x) 237 shares by BANA and (y) 926 shares by Blue Ridge and (ii) the purchase of VMTP Shares described as the Variable Rate Municipal Term Preferred Shares, Series 2019 (the "2019 VMTP Shares") of the Issuer (CUSIP No. 31423P504) in the amount of (i) 1,809 shares purchased by BAPFC and (ii) 463 shares purchased by Blue Ridge. |
Item 2. | Identity and Background |
(a) | Item 2 of the Original Schedule 13D is hereby amended by:
(i) deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment; and (ii) deleting the paragraphs related to the names and addresses of the Reporting Persons and replacing such paragraphs with the following: "This Statement is being filed on behalf of each of the following persons (collectively, the "Reporting Persons"): i. Bank of America Corporation ("BAC"); ii. Bank of America, N.A. ("BANA"); iii. Banc of America Preferred Funding Corporation ("BAPFC"); and iv. Blue Ridge Investments, L.L.C. ("Blue Ridge"). This Statement relates to the VMTP Shares that were purchased for the account of BAPFC and Blue Ridge. The address of the principal business office of BAC is: Bank of America Corporate Center 100 North Tryon Street Charlotte, North Carolina 28255 The address of the principal business office of BANA is: 101 South Tryon Street Charlotte, North Carolina 28255 The address of the principal business office of BAPFC is: 214 North Tryon Street Charlotte, North Carolina 28255 The address of the principal business office of Blue Ridge is: One Bryant Park New York, New York 10036" |
(b) |
(c) |
(d) |
(e) |
(f) |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraphs at the end thereof:
"The ARPS Shares of the Issuer held by BANA and Blue Ridge have been sold to the Issuer as of October 18, 2019 (the "Tender") in connection with the Tender Offer, and as a result of the Tender, the Reporting Persons no longer own any ARPS Shares of the Issuer. The Reporting Persons purchased 2,272 variable rate municipal term preferred shares (CUSIP No. 31423P504) from the Issuer (the "Purchase"). The aggregate amount of funds used by the Reporting Persons for the Purchase was approximately $113,600,000. The source of funds was the working capital of the Reporting Persons." |
Item 4. |
Purpose
of Transaction
|
Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraphs at the end thereof:
"As a result of the Tender, the Reporting Persons no longer own any ARPS Shares of the Issuer. BAPFC and Blue Ridge made the Purchase for investment purposes. BAPFC and Blue Ridge acquired the 2019 VMTP Shares (CUSIP No. 31423P504) pursuant to a VMTP Purchase Agreement, dated October 18, 2019, between the Issuer, BAPFC and Blue Ridge (the "Purchase Agreement") on their initial issuance for a purchase price of $113,600,000. The Reporting Persons have not acquired the subject securities with any purpose, or with the effect of, changing or influencing control of the Issuer, or in connection with or as a participant in any transaction having that purpose or effect." |
(a) |
(b) |
(c) |
(d) |
(e) |
(f) |
(g) |
(h) |
(i) |
(j) |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | Paragraphs (c), (d) and (e) of Item 5 of the Original Schedule 13D are hereby amended and restated in their entirety with the following:
"(c) Not applicable. (d) Not applicable. (e) On October 18, 2019, as a result of the Tender, the Reporting Persons ceased to be the beneficial owner of more than five percent of the class of securities with respect to the ARPS Shares." |
(b) |
(c) |
| Transaction Date | Shares or Units Purchased (Sold) | Price Per Share or Unit |
(d) |
(e) |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
Item 6 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
"The responses of the Reporting Persons to Item 4 are incorporated herein by reference. With respect to the VMTP Shares owned by BAPFC and Blue Ridge, on October 18, 2019, BAPFC and Blue Ridge assigned certain preferred class voting rights on the VMTP Shares to a voting trust (the “Voting Trust”) created pursuant to the Voting Trust Agreement, dated October 18, 2019 among BAPFC, Blue Ridge, Lord Securities Corporation, as voting trustee (the “Voting Trustee”) and Institutional Shareholder Services Inc. (the “Voting Consultant”). Voting and consent rights on the VMTP Shares not assigned to the Voting Trust have been retained by BAPFC and Blue Ridge. The Voting Trust provides that with respect to voting or consent matters relating to the voting rights assigned to the Voting Trust, the Voting Consultant analyzes such voting or consent matters and makes a recommendation to the Voting Trustee on voting or consenting. The Voting Trustee is obligated to follow any such recommendations of the Voting Consultant when providing a vote or consent. BAPFC and Blue Ridge have the right to cause the Issuer to register the VMTP Shares pursuant to a Registration Rights Agreement, dated October 18, 2019 among the Issuer, BAPFC and Blue Ridge." |
Item 7. |
Material
to Be Filed as Exhibits
|
Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 and Exhibit 99.2 thereto and the insertion of the following exhibits:
"Exhibit Description of Exhibit 99.1 Joint Filing Agreement 99.2 Power of Attorney 99.3 Voting Trust Agreement, dated October 18, 2019 99.4 Registration Rights Agreement, dated October 18, 2019 99.5 VMTP Purchase Agreement, dated October 18, 2019" |
Signature
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement is true,
complete and correct.
BANK OF AMERICA CORPORATION | |||
October 22, 2019 | By: |
/s/
Ally Pecarro | |
Attorney-in-fact | |||
BANK OF AMERICA, N.A. | |||
October 22, 2019 | By: |
/s/
Michael Jentis | |
Managing Director | |||
BANC OF AMERICA PREFERRED FUNDING CORPORATION | |||
October 22, 2019 | By: |
/s/
Michael Jentis | |
Authorized Signatory | |||
BLUE RIDGE INVESTMENTS, L.L.C. | |||
October 22, 2019 | By: |
/s/
Michael Jentis | |
Authorized Signatory | |||
The
original statement shall be signed by each person on whose behalf the statement
is filed or his authorized representative. If the statement is signed on behalf
of a person by his authorized representative (other than an executive officer or
general partner of the filing person), evidence of the representative’s
authority to sign on behalf of such person shall be filed with the statement:
provided, however, that a power of attorney for this purpose which is already on
file with the Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or printed beneath
his signature.
Footnotes:
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001)