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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Retail Opportunity Investments Corp
(Name of Issuer)
Common Stock
(Title of Class of Securities)
76131N101
(CUSIP Number)
December 7, 2010
(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)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in 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. 76131N101
1. Names of Reporting Persons.
Provident Advisors 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, United States
5. Sole Voting Power: 2,265,751
Number of
Shares 6. Shared Voting Power: 0
Beneficially
Owned by 7. Sole Dispositive Power: 2,265,751
Each Reporting
Person With 8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,265,751
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
5.14%
12. Type of Reporting Person
IA
Item 1. (a) Name of Issuer: Retail Opportunity Investments Corp
(b) Address of Issuer's Principal Executive Offices:
3 Manhattanville Road
Purchase, NY 10577
Item 2. (a) Name of Person Filing:
Provident Advisors LLC
(b) Address of Principal Business Office, or, if None, Residence:
14601 27th Ave. N, Suite. 102
Plymouth, MN 55447
(c) Citizenship:
Please see Item 4 on the cover sheet for each of the Reporting Persons
(d) Title of Class of Securities:
Common Stock
(e) CUSIP No.: 76131N101
Item 3. If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940.
(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 associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940;
(j) [ ] A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
Not Applicable
Item 4. Ownership
As of the date of this filing, the Reporting Person may be deemed to be
the beneficial owner of 2,265,751 shares of common stock if warrants were
exercised. The percent of class is determined based on 44,070,426 shares,
the number of shares of common stock issued and outstanding, 41,804,675,
plus the number of shares of common stock that could be acquired if
warrants were exercised, 2,265,751.
A. Provident Advisors LLC
(a) Amount beneficially owned: 2,265,751
(b) Percent of class: 5.14%
(c)(i) Sole power to vote or direct the vote: 2,265,751
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or direct the disposition: 2,265,751
(iv) Shared power to dispose or direct the disposition:
0
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which 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
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certifications
By signing below I certify that, to the best of my 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.
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.
Dated: February 6, 2012
Provident Advisors LLC
By: /s/ Irvin R. Kessler
--------------------------
Name: Irvin R. Kessler
Title: Managing Member and Chief
Investment Officer