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Form SC 13G TORTOISE ENERGY INDEPEND Filed by: Aristides Capital LLC

April 29, 2021 5:20 PM EDT

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. )1

 

Tortoise Energy Independence Fund, Inc.

 (Name of Issuer)

Common Stock, par value $0.001 per share

 (Title of Class of Securities)

89148K200

 (CUSIP Number)

April 29, 2021

 (Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     Rule 13d-1(b)

     Rule 13d-1(c)

     Rule 13d-1(d)

 

 

 

1              The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 89148K200

 

  1   NAME OF REPORTING PERSON  
         
        ARISTIDES CAPITAL LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☒
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         304,131  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         - 0 -  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          304,131  
    8   SHARED DISPOSITIVE POWER  
           
          - 0 -  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        304,131  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        16.5%  
  12   TYPE OF REPORTING PERSON  
         
        OO  

  

2

CUSIP No. 89148K200

  1   NAME OF REPORTING PERSON  
         
        CHRISTOPHER M. BROWN  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☒
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         304,131  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         - 0 -  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          304,131  
    8   SHARED DISPOSITIVE POWER  
           
          - 0 -  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        304,131  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        16.5%  
  12   TYPE OF REPORTING PERSON  
         
        IN  

  

3

CUSIP No. 89148K200

 

  1   NAME OF REPORTING PERSON  
         
        ARISTIDES FUND LP  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☒
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         184,000  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         - 0 -  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          184,000  
    8   SHARED DISPOSITIVE POWER  
           
          - 0 -  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        184,000  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        10.0%  
  12   TYPE OF REPORTING PERSON  
         
        PN  

  

4

CUSIP No. 89148K200

 

  1   NAME OF REPORTING PERSON  
         
        ARISTIDES FUND QP, LP  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☒
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         120,131  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         - 0 -  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          120,131  
    8   SHARED DISPOSITIVE POWER  
           
          - 0 -  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        120,131  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        6.5%  
  12   TYPE OF REPORTING PERSON  
         
        PN  

  

5

CUSIP No. 89148K200

The Reporting Persons (as defined below) initially filed a Schedule 13G with respect to the securities of the Issuer (as defined below) on September 9, 2020. Subsequently, the Reporting Persons’ filed a Schedule 13D on October 29. 2020, in accordance with Rule 13d-1(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Effective as of April 29, 2021, the Reporting Persons withdrew their solicitation against the Issuer’s (as defined below) proposed merger with Tortoise Pipeline & Energy Fund, Inc., and do not hold securities of the Issuer with a purpose or 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. Accordingly, the Reporting Persons are transitioning back to a Schedule 13G pursuant to Rule 13d-1(h) of the Exchange Act.

 

Item 1(a).Name of Issuer:

 

Tortoise Energy Independence Fund, Inc., a Maryland corporation (the “Issuer”).

 

Item 1(b).Address of Issuer's Principal Executive Offices:

 

5100 W. 115th Place, Leawood, KS 66211.

 

Item 2(a).Name of Person Filing

This statement (this “Statement”) is being filed by: (1) Christopher M. Brown; (2) Aristides Capital LLC, a Delaware limited liability company (the “General Partner”); (3) Aristides Fund QP, LP, a Delaware limited partnership (“Aristides Fund QP”); and (4) Aristides Fund LP, a Delaware limited partnership (“Aristides Fund”, and together with Aristides Fund QP, the “Funds”) (all of the foregoing, collectively, the “Reporting Persons”). The Funds are private investment vehicles. The Funds directly own the Common Stock (as defined below) reported in this Statement. Mr. Brown and the General Partner may be deemed to beneficially own the Common Stock owned directly by the Funds. Each Reporting Person disclaims beneficial ownership with respect to any shares other than the shares owned directly by such Reporting Person.

Item 2(b).Address of Principal Business Office or, if None, Residence

 

The address of the principal office of each of the Reporting Persons is c/o Aristides Capital LLC, 25 S. Huron St., Suite 2A, Toledo, Ohio 43604.

 

Item 2(c).Citizenship

 

For citizenship information see Item 4 of the cover page of each Reporting Person.

 

Item 2(d).Title of Class of Securities:

Common Stock, par value $0.001 per share (the “Shares”)

 

Item 2(e).CUSIP Number:

89148K200

 

6

CUSIP No. 89148K200

Item 3.If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
    /x/ Not applicable.
       
  (a) / / Broker or dealer registered under Section 15 of the Exchange Act.
       
  (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act.
       
  (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act.
       
  (d) / / Investment company registered under Section 8 of the Investment Company Act.
       
  (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
       
  (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
       
  (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
       
  (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
       
  (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
       
  (j) / / A non-U.S. institution, in accordance with Rule 13d-1(b)(1)(ii)(J).
       
  (k) / / Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____

 

Item 4.Ownership
(a)Amount beneficially owned:

 

See Cover Page Item 9 for each Reporting Person. The filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that are not directly owned by such Reporting Person except to the extent of his or its pecuniary interest therein.

 

(b)Percent of class:

 

See Cover Page Item 11 for each Reporting Person. The percentages of Shares reported owned by each person named herein is based upon 1,845,997 Shares outstanding, as of November 30, 2020, which is the total number of Shares outstanding as reported in the Issuer’s Proxy Statement on Form DEF 14A filed with the Securities and Exchange Commission on February 23, 2021.

 

7

CUSIP No. 89148K200

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote

 

See Cover Pages Items 5-9.

 

(ii)Shared power to vote or to direct the vote

 

See Cover Pages Items 5-9.

 

(iii)Sole power to dispose or to direct the disposition of

 

See Cover Pages Items 5-9.

 

(iv)Shared power to dispose or to direct the disposition of

 

See Cover Pages Items 5-9.

 

Item 5.Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person.

Aristides Capital LLC and Christopher M. Brown have the power to vote and dispose of the Shares beneficially owned by Aristides Fund LP and Aristides Fund QP, LP.

 

Item 7.Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable.

 

Item 8.Identification and Classification of Members of the Group.

See Exhibit 99.1.

 

Item 9.Notice of Dissolution of Group.

Not Applicable.

 

Item 10.Certifications.

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

8

CUSIP No. 89148K200

SIGNATURE

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: April 29, 2021

 

Christopher M. Brown
Aristides Capital LLC
Aristides Fund LP
Aristides Fund QP, LP
 
 
 

/s/ Christopher M. Brown

Christopher M. Brown, for himself and as the Managing Member of the General Partner (for itself and on behalf of each of the Funds)

9

 

Exhibit 99.1

 

Joint Filing Agreement

 

The undersigned hereby agree that the Statement on Schedule 13G dated April 29, 2021 with respect to the Common Stock, par value $0.001 per share of Tortoise Energy Independence Fund, Inc., a Maryland corporation, and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

 

Dated: April 29, 2021

 

 

Christopher M. Brown
Aristides Capital LLC
Aristides Fund LP
Aristides Fund QP, LP
 
 
 

/s/ Christopher M. Brown

Christopher M. Brown, for himself and as the Managing Member of the General Partner (for itself and on behalf of each of the Funds)

 



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