0001245551-15-000006.txt : 20150507
0001245551-15-000006.hdr.sgml : 20150507
20150507183300
ACCESSION NUMBER: 0001245551-15-000006
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150320
FILED AS OF DATE: 20150507
DATE AS OF CHANGE: 20150507
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FIRST OPPORTUNITY FUND INC
CENTRAL INDEX KEY: 0000790202
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
IRS NUMBER: 133341573
STATE OF INCORPORATION: MD
FISCAL YEAR END: 0331
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: FIRST FINANCIAL FUND INC
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: FIRST SAVINGS & BANKING INSTITUTIONS FUND INC
DATE OF NAME CHANGE: 19860402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MILLER STEPHEN C
CENTRAL INDEX KEY: 0001245551
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 811-04605
FILM NUMBER: 15843494
MAIL ADDRESS:
STREET 1: 2344 SPRUCE STREET
STREET 2: SUITE A
CITY: BOULDER
STATE: CO
ZIP: 80302
4/A
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4/A
2015-03-20
2015-03-24
0
0000790202
FIRST OPPORTUNITY FUND INC
FOFI
0001245551
MILLER STEPHEN C
2344 SPRUCE STREET
SUITE A
BOULDER
CO
80302
0
1
0
0
President
Common Stock
2015-03-20
4
D
0
10900
D
0
D
Common Stock
2015-03-20
4
D
0
12150
D
0
I
By Self as Member of Erma Miller, LLC
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, Stephen C. Miller received 12,117 BIF Shares (and cash for fractional shares, if any) for his 10,900 shares of FOFI.
In connection with the Reorganization, Erma Miller, LLC received 13,507 BIF Shares (and cash for fractional shares, if any) for its 12,150 shares of FOFI.
The members of Erma Miller, LLC ("EMLLC") are Erma Miller, Stephen C. Miller, William Miller, Susan Roof, and Cynthia Ziegler. Such members may be deemed to control EMLLC and may be deemed to possess indirect beneficial ownership of the shares held by EMLLC. Stephen C. Miller and Erma Miller, acting alone, can vote or exercise dispositive authority over shares held by EMLLC.
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 code in Column 3 of Table I to reflect that the disposition of shares was an exempt transaction under Rule 16b-3(e) and not an open market or private sale of non-derivative or derivative security and (ii) amending the footnotes to provide more adequate disclosure of the Reorganization.
/s/ Stephen C. Miller
2015-05-07