SEC Form 4/A · accession 0001544769-15-000005
BOULDER GROWTH & INCOME FUND · BIF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Mar 20, 2015 | P$0 | 2,574 | — | A | 4,874 | D | |
| Common StockF2,F4 | Mar 20, 2015 | P$0 | 2,194 | — | A | 7,068 | D | |
| Common StockF2,F5 | Mar 20, 2015 | P$0 | 10,309 | — | A | 17,377 | D |
Table II — derivative securities
Explanation of responses
- F1On 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").
- F2The 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.
- F3In connection with the Reorganization, Mr. Fischer received 2,574 BIF Shares (and cash for fractional shares, if any) for his 825 shares of BTF.
- F4In connection with the Reorganization, Mr. Fischer received 2,194 BIF Shares (and cash for fractional shares, if any) for his 900 shares of DNY.
- F5In connection with the Reorganization, Mr. Fischer received 10,309 BIF Shares (and cash for fractional shares, if any) for his 9,275 shares of FOFI.
Remarks
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 amount of securities acquired pursuant to the Reorganization in Column 4 of Table I, which exact amount was unknown at the time of filing the Original Form 4, (ii) correcting the amount of securities beneficially owned following the Reorganization in Column 5 of Table I, and (iii) amending the footnotes to provide more adequate disclosure of the Reorganization.