Boulder Growth & Income Fund, Boulder Total Return Fund, The Denali Fund and First Opportunity Fund Announce Stockholder Approval of the Reorganizations and Related Proposals

BOULDER, Colo.--()--Boulder Growth & Income Fund, Inc. (NYSE:BIF), Boulder Total Return Fund, Inc. (NYSE:BTF), The Denali Fund Inc. (NYSE:DNY) and First Opportunity Fund, Inc. (OTC:FOFI) (the “Funds”) announced today that, at a joint special meeting of stockholders held earlier today, stockholders of each Fund approved all proposals presented with regard to the reorganization of each of BTF, DNY and FOFI into BIF, the single surviving Fund.

At today’s meeting:

  • FOFI stockholders approved (i) an amendment to the Fund’s charter eliminating the right of stockholders to demand the fair value for shares in connection with a reorganization of FOFI with another affiliated investment company and (ii) the agreement and plan of reorganization pursuant to which FOFI will transfer all of its assets to BIF in exchange for shares of BIF, and the assumption by BIF of all of the liabilities of FOFI;
  • BTF stockholders approved an agreement and plan of reorganization pursuant to which BTF will transfer all of its assets to BIF in exchange for shares of BIF, and the assumption by BIF of all of the liabilities of BTF;
  • DNY stockholders approved an agreement and plan of reorganization pursuant to which DNY would transfer all of its assets to BIF in exchange for shares of BIF, and the assumption by BIF of all of the liabilities of DNY; and
  • BIF stockholders approved (i) the issuance of additional common shares of BIF in connection with the reorganizations pursuant to an agreement and plan of reorganization among the Funds, (ii) the elimination of a fundamental investment policy limiting BIF’s ability to invest more than 4% of total assets in any single issuer; and (iii) new investment co-advisory agreements with Rocky Mountain Advisers, LLC and Stewart Investment Advisers (aka, Stewart West Indies Trading Company, Ltd).

(the foregoing being the “Reorganization Proposals”).

Each of the Reorganization Proposals received the requisite votes for passage. The voting results weighed heavily in favor of all Reorganization Proposals, with approximately 86% or more of votes cast voting FOR each of the FOFI proposals, 98% or more of votes cast voting FOR each of the BTF proposals, 98% or more of votes cast voting FOR each of the DNY proposals, and 97% or more of votes cast voting FOR each of the BIF proposals.

Steve Miller, the Funds’ President, said, “Approval of the reorganization proposals is the culmination of a lot of hard work and careful analysis over the past year. We are pleased that unaffiliated stockholders so enthusiastically supported each of the proposals. We are also excited to begin the reorganization process and believe that all the Funds’ stockholders will benefit from the new structure.” Mr. Miller mentioned that the Reorganization is expected to be consummated in late March of 2015. He also mentioned that, in recognition of BIF stockholder approval of the new advisory agreements which contemplate a 1.00% advisory fee, the advisers for all the Funds have agreed to reduce the advisory fee for each of the Funds (currently at 1.25% with a 0.10% temporary waiver) to a flat rate of 1.00% (i.e., 1.25% contractual rate less a 0.25% waiver), effective December 1, 2014, through the effectiveness of the reorganizations.

For more information on the Funds, including information regarding the Reorganization Proposals, please visit the Funds’ website at www.boulderfunds.net. The Funds’ joint proxy statement and supplemental proxy materials describing the Reorganization Proposals are also available on the Funds’ website.

Forward-Looking Statements

Statements made in this press release that look forward in time involve risks and uncertainties and are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “assume,” “outlook,” “seek,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions identify forward-looking statements, which generally are not historical in nature. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and the Funds assume no duty to, and do not undertake to, update forward looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

Contacts

Fund Administrative Services, LLC
Brandon Krinhop, 303-449-0426

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