0001365133-15-000002.txt : 20150324 0001365133-15-000002.hdr.sgml : 20150324 20150324215450 ACCESSION NUMBER: 0001365133-15-000002 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150320 FILED AS OF DATE: 20150324 DATE AS OF CHANGE: 20150324 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: CICIORA SUSAN L CENTRAL INDEX KEY: 0001245558 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 811-02328 FILM NUMBER: 15723167 MAIL ADDRESS: STREET 1: 2344 SPRUCE STREET, STE A CITY: BOULDER STATE: CO ZIP: 80302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOREJSI STEWART R CENTRAL INDEX KEY: 0001246903 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 811-02328 FILM NUMBER: 15723168 MAIL ADDRESS: STREET 1: 200 SOUTH SANTA FE CITY: SALINA STATE: KS ZIP: 67401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILDRED B. HOREJSI TRUST CENTRAL INDEX KEY: 0001365133 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 811-02328 FILM NUMBER: 15723169 BUSINESS ADDRESS: STREET 1: 1029 WEST 3RD AVENUE, SUITE 400 CITY: ANCHORAGE STATE: AK ZIP: 99503 BUSINESS PHONE: (303) 442-2156 MAIL ADDRESS: STREET 1: 1029 WEST 3RD AVENUE, SUITE 400 CITY: ANCHORAGE STATE: AK ZIP: 99503 FORMER NAME: FORMER CONFORMED NAME: Mildred B. Horejsi Trust DATE OF NAME CHANGE: 20060605 3 1 primary_doc.xml PRIMARY DOCUMENT X0206 3 2015-03-20 0 0000102426 BOULDER GROWTH & INCOME FUND BIF 0001365133 MILDRED B. HOREJSI TRUST 1029 WEST 3RD AVENUE, SUITE 400 ANCHORAGE AK 99503 0 0 1 0 0001246903 HOREJSI STEWART R 200 SOUTH SANTA FE SALINA KS 67401 0 0 1 0 0001245558 CICIORA SUSAN L 2344 SPRUCE STREET, STE A BOULDER CO 80302 0 0 1 0 Common Stock 5543696 D Received in exchange for 1,030,344 shares of The Denali Fund Inc. (DNY) common stock and 2,725,929 shares of First Opportunity Fund, Inc. (FOFI) common stock pursuant to an Agreement and Plan of Reorganization between the Issuer, the foregoing funds and an affiliated fund (the Merger). a. On March 20, 2015, the effective date of the Merger, Shares of DNY were exchanged for shares of Issuer at a conversion rate of 2.439214 Shares of Issuers common stock (net asset value $10.73 per share) for each share of DNYs common stock (net asset value $26.18 per share). b. On March 20, 2015, the effective date of the Merger, Shares of FOFI were exchanged for shares of Issuer at a conversion rate of 1.111719 Shares of Issuers common stock (net asset value $10.73 per share) for each share of FOFIs common stock (net asset value $11.93 per share). The trustees of the Mildred B. Horejsi Trust (the "Mildred Trust") are Alaska Trust Company ("Alaska Trust"), Susan L. Ciciora and Brian Sippy. Such trustees may be deemed to control the Mildred Trust and may be deemed to possess indirect beneficial ownership of the Shares held by the Mildred Trust. However, none of the trustees, acting alone, can vote or exercise dispositive authority over Shares held by the Mildred Trust. Accordingly, Alaska Trust, Ms. Ciciora and Mr. Sippy disclaim beneficial ownership of the Shares beneficially owned, directly or indirectly, by the Mildred Trust. In addition to serving as a trustee, Ms. Ciciora is also a beneficiary of the Mildred Trust. As a result of his advisory role with the Mildred Trust, Stewart R. Horejsi may be deemed to have indirect beneficial ownership of the Shares directly beneficially owned by the Mildred Trust. However, Mr. Horejsi disclaims such beneficial ownership of the Shares directly beneficially held by the Mildred Trust. Trusts, persons and entities affiliated with the reporting person(s), including Evergreen Atlantic, LLC, Lola Brown Trust No. 1B, Ernest Horejsi Trust No. 1B, Mildred B. Horejsi Trust, Stewart West Indies Trust, Stewart R. Horejsi Trust and the Susan L. Ciciora Trust, will own an aggregate of 45,444,848 Shares of the Issuer after the reorganization of the Issuer on March 20, 2015. Douglas J. Blattmachr, President, Alaska Trust Company, trustee of the Mildred B. Horejsi Trust 2015-03-24 Stewart R. Horejsi 2015-03-24