The following constitutes Amendment No. 6 to the Schedule 13D filed by the undersigned (“Amendment No. 6”). This Amendment No. 6 amends the Schedule 13D as specifically set forth.
Item 3.
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Source and Amount of Funds or Other Consideration
.
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Item 3 is hereby amended and restated to read as follows:
The aggregate purchase price of the 1,007,894 Shares beneficially owned by WILLC is approximately $11,928,904. The Shares beneficially owned by WILLC consist of 400 Shares that were acquired with WILLC’s working capital, 389,787 Shares that were acquired with WIHP’s working capital, 200,648 Shares that were acquired
with WITRP’s working capital and 417,059 Shares that were acquired with WITRL’s working capital.
The aggregate purchase price of the Share directly owned by Mr. Lipson is approximately $14.25.
The aggregate purchase price of the 140,457 Shares beneficially owned by BPM is approximately $1,664,769. The Shares beneficially owned by BPM consist of 88,719 Shares that were acquired with BPIP’s working capital and 51,738 Shares that were acquired with BPP’s working capital.
Item 4.
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Purpose of Transaction
.
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Item 4 is hereby amended to add the following:
On July 29, 2009, WITRL filed a complaint (the “Complaint”) in the United States District Court for the District of Massachusetts against the Trustees of the Issuer, Nuveen Florida Investment Quality Municipal Fund, Nuveen Insured Florida Tax-Free Advantage Municipal Fund and Nuveen Insured Florida Premium Income Municipal
Fund (collectively, the “Florida Funds”). The Complaint seeks damages on behalf of classes of shareholders of the Florida Funds as of January 20, 2009 arising from alleged breaches of fiduciary duties by the Trustees of the Florida Funds in connection with the proposed merger of the Florida Funds with and into other funds sponsored by Nuveen Investments, Inc.
Item 5.
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Interest in Securities of the Issuer
.
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Item 5(a) is hereby amended and restated to read as follows:
(a) The aggregate percentage of Shares reported owned by each person named herein is based upon 14,111,195 Shares outstanding, which is the total number of Shares outstanding as of April 30, 2009, as reported in the Issuer’s Certified Shareholder Report of Registered
Management Investment Companies on Form N-CSR, filed with the Securities and Exchange Commission on July 8, 2009.
As of the close of business on September 25, 2009, WIHP, WITRP and WITRL beneficially owned 389,787, 200,648 and 417,059 Shares, respectively, constituting approximately 2.8%, 1.4% and 2.96%, respectively, of the Shares outstanding. As the investment manager of WITRL and the general partner of each of WIHP and WITRP, WILLC may
be deemed to beneficially own the 1,007,494 Shares owned in the aggregate by WIHP, WITRP and WITRL, constituting approximately 7.1% of the Shares outstanding, in addition to the 400 Shares it holds directly. As the managing member of WILLC, Mr. Lipson may be deemed to beneficially own the 1,007,894 Shares beneficially owned by WILLC, constituting approximately 7.1% of the Shares outstanding, in addition to the Share he holds directly. As members of a group for the purposes of Rule 13d-5(b)(1)
of the Securities Exchange Act of 1934, as amended, the Western Entities may be deemed to beneficially own the 140,457 Shares owned by the other Reporting Persons. The Western Entities disclaim beneficial ownership of such Shares.
As of the close of business on September 25, 2009, BPIP and BPP beneficially owned 88,719 and 51,738 Shares, respectively, constituting less than 1% and less than 1%, respectively, of the Shares outstanding. As the managing member of each of BPIP and BPP, BPM may be deemed to beneficially own the 140,457 Shares owned in the
aggregate by BPIP and BPP, constituting less than 1% of the Shares outstanding. As managing members of BPM, each of Messrs. Franzblau and Ferguson may be deemed to beneficially own the 140,457 Shares beneficially owned by BPM, constituting less than 1% of the Shares outstanding. As members of a group for the purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended, the Benchmark Entities may be deemed to beneficially own the 1,007,895 Shares owned by the other Reporting
Persons. The Benchmark Entities disclaim beneficial ownership of such Shares.
Mr. Daniels does not own directly any Shares. As a member of a “group” for the purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended, Mr. Daniels may be deemed to beneficially own the 1,148,352 Shares beneficially owned in the aggregate by the other Reporting Persons. Mr. Daniels
disclaims beneficial ownership of such Shares.
Item 5(c) is hereby amended to add the following:
(c) Schedule A annexed hereto lists all transactions in securities of the Issuer since the filing of the Amendment No. 5 to the Schedule 13D. All of such transactions were effected in the open market.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: September 28, 2009
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WESTERN INVESTMENT LLC
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By:
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Name:
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Arthur D. Lipson
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Title:
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Managing Member
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WESTERN INVESTMENT HEDGED PARTNERS L.P.
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By:
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Western Investment LLC
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General Partner
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By:
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Name:
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Arthur D. Lipson
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Title:
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Managing Member
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WESTERN INVESTMENT TOTAL RETURN PARTNERS L.P.
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By:
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Western Investment LLC
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General Partner
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By:
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Name:
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Arthur D. Lipson
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Title:
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Managing Member
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WESTERN INVESTMENT TOTAL RETURN FUND LTD.
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By:
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Western Investment LLC
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Investment Manager
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By:
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Name:
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Arthur D. Lipson
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Title:
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Managing Member
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BENCHMARK PLUS INSTITUTIONAL PARTNERS, L.L.C.
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By:
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Benchmark Plus Management, L.L.C.
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Managing Member
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By:
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Name:
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Robert Ferguson
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Title:
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Managing Member
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By:
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Name:
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Scott Franzblau
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Title:
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Managing Member
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BENCHMARK PLUS PARTNERS, L.L.C.
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By:
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Benchmark Plus Management, L.L.C.
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Managing Member
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By:
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Name:
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Robert Ferguson
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Title:
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Managing Member
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By:
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Name:
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Scott Franzblau
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Title:
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Managing Member
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BENCHMARK PLUS MANAGEMENT, L.L.C.
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By:
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Name:
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Robert Ferguson
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Title:
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Managing Member
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By:
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Name:
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Scott Franzblau
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Title:
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Managing Member
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ARTHUR D. LIPSON
As Attorney-In-Fact for Robert H. Daniels
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SCHEDULE A
Transactions in the Shares Since the Filing of Amendment No. 5 to the Schedule 13D
Date of
Purchase
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Shares of Common Stock
Purchased
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Price Per
Share ($)
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WESTERN INVESTMENT HEDGED PARTNERS L.P.
08/13/09
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100
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12.6785
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08/17/09
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1,900
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12.7009
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08/18/09
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1,200
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12.7093
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08/19/09
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1,150
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12.7402
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08/24/09
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1,763
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12.8185
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08/26/09
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1,800
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12.8085
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08/27/09
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567
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12.8685
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09/04/09
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7,151
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13.0816
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09/08/09
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12,297
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13.1540
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09/09/09
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3,983
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13.1907
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09/10/09
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933
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13.1758
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09/14/09
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1,399
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13.1545
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09/15/09
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3,050
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13.2354
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09/16/09
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2,035
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13.2969
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09/17/09
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5,782
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13.3423
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09/18/09
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1,673
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13.3472
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09/21/09
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924
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13.3357
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09/23/09
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1,782
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13.4015
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09/24/09
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3,291
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13.3936
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09/25/09
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2,500
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13.4276
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WESTERN INVESTMENT LLC
None
WESTERN INVESTMENT TOTAL RETURN FUND LTD.
09/08/09
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7,931
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13.1540
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09/10/09
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933
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13.1758
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09/15/09
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3,050
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13.2354
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09/17/09
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3,982
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13.3423
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09/25/09
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2,500
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13.4276
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WESTERN INVESTMENT TOTAL RETURN PARTNERS L.P.
08/10/09
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800
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12.7885
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08/11/09
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1,288
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12.6601
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08/14/09
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822
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12.6885
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08/17/09
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1,900
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12.7009
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08/18/09
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1,200
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12.7093
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08/19/09
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1,150
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12.7402
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08/20/09
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2,000
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12.7785
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08/24/09
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1,762
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12.8185
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08/26/09
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1,800
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12.8085
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09/01/09
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100
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12.8685
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09/04/09
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7,151
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13.0816
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09/08/09
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2,766
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13.1540
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09/09/09
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1,795
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13.1907
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09/10/09
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934
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13.1758
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09/15/09
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1,041
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13.2354
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09/16/09
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1,546
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13.2969
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09/17/09
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2,333
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13.3423
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09/18/09
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1,226
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13.3472
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09/21/09
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1,139
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13.3357
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09/22/09
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3,462
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13.3906
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09/23/09
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4,426
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13.4015
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09/24/09
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1,535
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13.3936
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09/25/09
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2,500
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13.4276
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ARTHUR D. LIPSON
None
BENCHMARK PLUS INSTITUTIONAL PARTNERS, L.L.C.
08/28/09
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1,200
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12.8368
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09/02/09
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2,600
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12.9223
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09/04/09
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2,498
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13.0856
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09/08/09
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1,381
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13.1612
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09/14/09
|
601
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13.1711
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09/15/09
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659
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13.2506
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09/16/09
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1,319
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13.3045
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09/17/09
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1,542
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13.3488
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09/18/09
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1,042
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13.3568
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09/21/09
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1,537
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13.3422
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09/22/09
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3,963
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13.3931
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09/23/09
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492
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13.4218
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09/25/09
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2,500
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13.4316
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BENCHMARK PLUS PARTNERS, L.L.C.
09/17/09
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861
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13.3539
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09/18/09
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659
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13.3624
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BENCHMARK PLUS MANAGEMENT, L.L.C.
None
SCOTT FRANZBLAU
None
ROBERT FERGUSON
None
ROBERT H. DANIELS
None