0001259749-15-000005.txt : 20150505 0001259749-15-000005.hdr.sgml : 20150505 20150505131540 ACCESSION NUMBER: 0001259749-15-000005 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: JACOBSON DEAN CENTRAL INDEX KEY: 0001259749 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 811-02328 FILM NUMBER: 15831717 MAIL ADDRESS: STREET 1: 4747 S LAKESHORE DR STREET 2: STE 203 CITY: TEMPE STATE: AZ ZIP: 85282-7196 4/A 1 primary_doc.xml PRIMARY DOCUMENT X0306 4/A 2015-03-20 2015-03-24 0 0000102426 BOULDER GROWTH & INCOME FUND BIF 0001259749 JACOBSON DEAN 4747 S LAKESHORE DR STE 203 TEMPE AZ 85282-7196 1 0 0 0 Common Stock 2015-03-20 4 A 0 6242 A 8909 D Common Stock 2015-03-20 4 A 0 4878 A 13787 D Common Stock 2015-03-20 4 A 0 1404 A 15191 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; BTF reported net assets of $413,286,769.95 and a NAV per share of $33.50; DNY reported net assets of $108,819,429.37 and a NAV per share of $26.18; and FOFI reported net assets of $342,875,845.30 and a NAV per share of $11.93. Holders of BTF shares received 3.121182 BIF Shares for each BTF share owned, holders of DNY shares received 2.439214 BIF Shares for each DNY share owned, and holders of FOFI shares received 1.111719 BIF Shares for each FOFI share owned. Fractional shares were paid in cash. In connection with the Reorganization, Mr. Jacobson received 6,242 BIF Shares (and cash for fractional shares, if any) for his 2,000 Shares of BTF. In connection with the Reorganization, Mr. Jacobson received 4,878 BIF Shares (and cash for fractional shares, if any) for his 2,000 Shares of DNY. In connection with the Reorganization, Mr. Jacobson received 1,404 BIF Shares (and cash for fractional shares, if any) for his 1,263.12 Shares of FOFI. 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 transaction codes in Column 3 of Table I to reflect that the acquisition of shares was an exempt transaction under Rule 16b-3(d) and not an open market or private purchase of non-derivative or derivative security and (ii) amending the footnotes to provide more adequate disclosure of the Reorganization. /s/ Dean Jacobson 2015-05-05