0001091477-15-000004.txt : 20150505
0001091477-15-000004.hdr.sgml : 20150505
20150505160847
ACCESSION NUMBER: 0001091477-15-000004
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150320
FILED AS OF DATE: 20150505
DATE AS OF CHANGE: 20150505
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BOULDER GROWTH & INCOME FUND
CENTRAL INDEX KEY: 0000102426
IRS NUMBER: 132729672
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1130
BUSINESS ADDRESS:
STREET 1: 2344 SPRUCE STREET
STREET 2: SUITE A
CITY: BOULDER
STATE: CO
ZIP: 80302
BUSINESS PHONE: 3034445483
MAIL ADDRESS:
STREET 1: 2344 SPRUCE STREET
STREET 2: SUITE A
CITY: BOULDER
STATE: CO
ZIP: 80302
FORMER COMPANY:
FORMER CONFORMED NAME: USLIFE INCOME FUND INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HOREJSI STEWART R
CENTRAL INDEX KEY: 0001246903
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 811-02328
FILM NUMBER: 15833031
MAIL ADDRESS:
STREET 1: 2121 E. CRAWFORD PLACE
CITY: SALINA
STATE: KS
ZIP: 67401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ERNEST HOREJSI TRUST NO 1B
CENTRAL INDEX KEY: 0001091477
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 811-02328
FILM NUMBER: 15833032
BUSINESS ADDRESS:
STREET 1: C/O ALASKA TRUST COMPANY
STREET 2: 1029 WEST 3RD AVENUE, SUITE 400
CITY: ANCHORAGE
STATE: AK
ZIP: 99501
BUSINESS PHONE: (303) 444-5483
MAIL ADDRESS:
STREET 1: C/O ALASKA TRUST COMPANY
STREET 2: 1029 WEST 3RD AVENUE, SUITE 400
CITY: ANCHORAGE
STATE: AK
ZIP: 99501
4/A
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4/A
2015-03-20
2015-03-24
0
0000102426
BOULDER GROWTH & INCOME FUND
BIF
0001091477
ERNEST HOREJSI TRUST NO 1B
C/O ALASKA TRUST COMPANY
1029 WEST 3RD AVENUE, SUITE 400
ANCHORAGE
AK
99501
0
0
1
0
0001246903
HOREJSI STEWART R
2121 E. CRAWFORD PLACE
SALINA
KS
67401
0
0
1
0
Common Stock
2015-03-20
4
P
0
9324543
A
16373154
D
On March 20, 2015, Boulder Total Return Fund, Inc. ("BTF"), The Denali Fund Inc. ("DNY") and First Opportunity Fund, Inc. ("FOFI") reorganized into Boulder Growth & Income Fund, Inc. ("BIF") (the "Reorganization") pursuant to that certain Agreement and Plan of Reorganization, dated as of March 5, 2015 (the "Agreement").
Pursuant to the Agreement, BIF acquired all of the assets and liabilities of BTF, DNY and FOFI in exchange for common shares of BIF (the "BIF Shares"). The Reorganization occurred based on the relative net asset values ("NAV") of BIF, BTF, DNY and FOFI as of the close of regular trading on the New York Stock Exchange on March 20, 2015. At such time, BIF reported net assets of $273,608,352.67 and a NAV per share of $10.73 and BTF reported net assets of $413,286,769.95 and a NAV per share of $33.50. Holders of BTF shares received 3.121182 BIF Shares for each BTF share owned. Fractional shares were paid in cash.
In connection with the Reorganization, the Ernest Horejsi Trust No. 1B received 9,324,543 BIF Shares (and cash for fractional shares, if any) for its 2,987,504 shares of BTF.
The trustees of the Ernest Horejsi Trust No. 1B (the "Trust") are Alaska Trust Company ("Alaska Trust"), Susan L. Ciciora and Larry Dunlap. Such trustees may be deemed to control the Trust and may be deemed to possess indirect beneficial ownership of the shares held by the Trust. However, none of the trustees, acting alone, can vote or exercise dispositive authority over shares held by the Trust. Accordingly, Alaska Trust, Ms. Ciciora and Mr. Dunlap disclaim beneficial ownership of the shares beneficially owned, directly or indirectly, by the Trust. In addition to serving as a trustee, Ms. Ciciora is also a beneficiary of the Trust. As a result of his advisory role with the Trust, Stewart R. Horejsi may be deemed to have indirect beneficial ownership of the shares directly beneficially owned by the Trust. However, Mr. Horejsi disclaims such beneficial ownership of the shares directly beneficially held by the Trust.
The Trust and trusts, persons and entities affiliated with the reporting person(s), including Evergreen Atlantic, LLC, Lola Brown Trust No. 1B, Mildred B. Horejsi Trust, Stewart West Indies Trust, Stewart R. Horejsi Trust No. 2, Susan L. Ciciora Trust, Susan L. Ciciora and Ellen O. Cooper (the "Horejsi Affiliates"), own an aggregate of 45,444,843 shares of BIF.
This Form 4/A (this "Amendment") is being filed by the Reporting Person to amend and restate in its entirety the Form 4 originally filed by the Reporting Person with the Securities and Exchange Commission on March 24, 2015 (the "Original Form 4"). This Amendment revises the Original Form 4 by (i) correcting the aggregate amount of BIF shares owned by the Horejsi Affiliates, which exact number was unknown at the time of filing the Original Form 4 and (ii) amending the footnotes to provide more adequate disclosure of the Reorganization.
/s/ Douglas J. Blattmachr, President, Alaska Trust Company, trustee of the Ernest Horejsi Trust No. 1B
2015-05-05
/s/ Stewart R. Horejsi
2015-05-05