0001638181-15-000004.txt : 20150505
0001638181-15-000004.hdr.sgml : 20150505
20150505190008
ACCESSION NUMBER: 0001638181-15-000004
CONFORMED SUBMISSION TYPE: 3/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: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 811-02328
FILM NUMBER: 15834616
MAIL ADDRESS:
STREET 1: 2121 E. CRAWFORD PLACE
CITY: SALINA
STATE: KS
ZIP: 67401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STEWART R. HOREJSI TRUST NO. 2
CENTRAL INDEX KEY: 0001638181
STATE OF INCORPORATION: AK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 811-02328
FILM NUMBER: 15834617
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: 907-278-6775
MAIL ADDRESS:
STREET 1: C/O ALASKA TRUST COMPANY
STREET 2: 1029 WEST 3RD AVENUE, SUITE 400
CITY: ANCHORAGE
STATE: AK
ZIP: 99501
FORMER NAME:
FORMER CONFORMED NAME: Stewart R. Horejsi Trust No. 2
DATE OF NAME CHANGE: 20150330
3/A
1
primary_doc.xml
PRIMARY DOCUMENT
X0206
3/A
2015-03-20
2015-03-31
0
0000102426
BOULDER GROWTH & INCOME FUND
BIF
0001638181
STEWART R. HOREJSI TRUST NO. 2
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
2411987
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 FOFI reported net assets of $342,875,845.30 and a NAV per share of $11.93. 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, the Stewart R. Horejsi Trust No. 2 received 2,411,987 BIF Shares (and cash for fractional shares, if any) for its 2,169,602 shares of FOFI.
The trustees of the Stewart R. Horejsi Trust No. 2 (the "Trust") are Alaska Trust Company ("Alaska Trust"), Laura Tatooles and Brian Sippy. 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. Tatooles and Mr. Sippy disclaim beneficial ownership of the shares beneficially owned, directly or indirectly, by 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, Ernest Horejsi Trust No. 1B, Mildred B. Horejsi Trust, Stewart West Indies Trust, 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 3/A (this "Amendment") is being filed by the Reporting Person to amend and restate in its entirety the Form 3 originally filed by the Reporting Person with the Securities and Exchange Commission on March 31, 2015 (the "Original Form 3"). This Amendment revises the Original Form 3 by (i) correcting the aggregate amount of BIF shares owned by the Horejsi Affiliates, which exact amount was unknown at the time of filing the original Form 3 and (ii) amending the footnotes to provide more adequate disclosure of the Reorganization.
/s/ Douglas J. Blattmachr, President, Alaska Trust Company, trustee of the Stewart R. Horejsi Trust No. 2
2015-05-05
/s/ Stewart R. Horejsi
2015-05-05