The Fund’s Chief Executive Officer has certified to the New York Stock Exchange (NYSE) that, as of June 8, 2021, she was not aware of any violation by the Fund of applicable NYSE corporate governance listing standards. The Fund reports to the SEC on Form N-CSR which contains certifications by the Fund’s principal executive officer and principal financial officer that relate to the Fund’s disclosure in such reports and that are required by Rule 30a-2(a) under the 1940 Act.
Shares
|
|
|
|
|
Cost
|
|
|
Market
Value
|
|
|
|
|
|
MANDATORY CONVERTIBLE SECURITIES (d) (Continued)
|
|
|
|
|
Semiconductors — 1.4%
|
|
2,015
|
|
|
Broadcom Inc., Ser. A
|
|
|
|
|
|
|
|
|
|
|
|
|
8.000%, 09/30/22
|
|
$
|
2,068,877
|
|
|
$
|
2,920,642
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL
MANDATORY CONVERTIBLE SECURITIES
|
|
|
16,645,746
|
|
|
|
21,933,308
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON STOCKS — 1.6%
|
|
|
|
|
Energy and Utilities — 0.0%
|
|
133
|
|
|
Goodrich Petroleum Corp.†
|
|
|
1,500
|
|
|
|
1,337
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate Investment Trusts — 1.6%
|
|
18,136
|
|
|
Crown Castle International
Corp.(e)
|
|
|
2,110,465
|
|
|
|
3,428,792
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL COMMON STOCKS
|
|
|
2,111,965
|
|
|
|
3,430,129
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WARRANTS — 0.0%
|
|
|
|
|
Energy and Utilities — 0.0%
|
|
1,135
|
|
|
Goodrich Petroleum Corp.,
expire 10/12/26†(c)
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
Amount
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. GOVERNMENT OBLIGATIONS — 4.3%
|
$
|
9,111,000
|
|
|
U.S. Treasury Bills,
|
|
|
|
|
|
|
|
|
|
|
|
|
0.005% to 0.036%††,
|
|
|
|
|
|
|
|
|
|
|
|
|
05/06/21 to 07/22/21
|
|
|
9,110,872
|
|
|
|
9,110,900
|
|
|
|
Cost
|
|
|
Market
Value
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS — 100.0%
|
|
$
|
157,097,340
|
|
|
$
|
212,315,725
|
|
|
|
|
|
|
|
|
|
|
Other Assets and Liabilities (Net)
|
|
|
|
|
|
|
(1,438,892
|
)
|
|
|
|
|
|
|
|
|
|
PREFERRED SHARES
|
|
|
|
|
|
|
|
|
(1,200,000 preferred shares outstanding)
|
|
|
|
|
|
|
(30,000,000
|
)
|
|
|
|
|
|
|
|
|
|
NET ASSETS — COMMON STOCK
|
|
|
|
|
|
|
|
|
(5,517,786 common shares outstanding)
|
|
|
|
|
|
$
|
180,876,833
|
|
|
|
|
|
|
|
|
|
|
NET ASSET VALUE PER COMMON SHARE
|
|
|
|
|
|
|
|
|
($180,876,833 ÷ 5,517,786 shares
outstanding)
|
|
|
|
|
|
$
|
32.78
|
|
|
(a)
|
Security
exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions
exempt from registration, normally to qualified institutional buyers.
|
|
(b)
|
At
April 30, 2021, the Fund held an investment in a restricted and illiquid security amounting to $3,033,600 or 1.43% of the Fund’s
total investments, which were valued under methods approved by the Board of Trustees as follows:
|
Acquisition
Principal
Amount
|
|
|
Issuer
|
|
|
Acquisition
Date
|
|
|
Acquisition
Cost
|
|
|
04/30/21
Carrying
Value
Per Bond
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
960,000
|
|
|
Colony Capital Operating Co.
LLC, 5.750%, 07/15/25
|
|
|
07/17/20-
11/11/20
|
|
|
$
|
1,190,604
|
|
|
$
|
3,160.0000
|
|
|
(c)
|
Security
is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy.
|
|
(d)
|
Mandatory
convertible securities are required to be converted on the dates listed; they generally may be converted prior to these dates
at the option of the holder.
|
|
(e)
|
Securities,
or a portion thereof, with a value of $2,268,720 were segregated at the custodian.
|
|
†
|
Non-income
producing security.
|
|
††
|
Represents annualized yields at dates of purchase.
|
See
accompanying notes to financial statements.
Bancroft
Fund Ltd.
Statement
of Assets and Liabilities
April 30, 2021 (Unaudited)
Assets:
|
|
|
|
Investments,
at value (cost $157,097,340)
|
|
$
|
212,315,725
|
|
Cash
|
|
|
38,248
|
|
Dividends
and interest receivable
|
|
|
631,481
|
|
Deferred
offering expense
|
|
|
124,477
|
|
Prepaid
expenses
|
|
|
3,826
|
|
Total
Assets
|
|
|
213,113,757
|
|
Liabilities:
|
|
|
|
|
Distributions
payable
|
|
|
156,771
|
|
Payable
for investments purchased
|
|
|
1,700,000
|
|
Payable
for investment advisory fees
|
|
|
115,715
|
|
Payable
for payroll expenses
|
|
|
25,049
|
|
Payable
for accounting fees
|
|
|
7,500
|
|
Other
accrued expenses
|
|
|
231,889
|
|
Total
Liabilities
|
|
|
2,236,924
|
|
Preferred
Shares:
|
|
|
|
|
Series
A Cumulative Preferred Shares (5.375%,$25 liquidation value, $0.01 par value, unlimited shares authorized with 1,200,000
shares issued and outstanding)
|
|
|
30,000,000
|
|
Net
Assets Attributable to Common Shareholders
|
|
$
|
180,876,833
|
|
Net
Assets Attributable to Common Shareholders Consist of:
|
|
|
|
|
Paid-in
capital
|
|
$
|
112,976,770
|
|
Total
distributable earnings
|
|
|
67,900,063
|
|
Net
Assets
|
|
$
|
180,876,833
|
|
|
|
|
|
|
Net
Asset Value per Common Share:
|
|
|
|
|
($180,876,833
÷ 5,517,786 shares outstanding at $0.01 par value; unlimited number of shares authorized)
|
|
|
|
$32.78
|
|
Statement
of Operations
For
the Six Months Ended April 30, 2021 (Unaudited)
Investment Income:
|
|
|
|
Dividends
|
|
$
|
838,012
|
|
Interest
|
|
|
1,077,035
|
|
Total
Investment Income
|
|
|
1,915,047
|
|
Expenses:
|
|
|
|
|
Investment advisory
fees
|
|
|
691,372
|
|
Trustees’ fees
|
|
|
65,775
|
|
Legal and audit fees
|
|
|
44,057
|
|
Shareholder communications
expenses
|
|
|
39,369
|
|
Payroll expenses
|
|
|
36,166
|
|
Accounting fees
|
|
|
22,500
|
|
Shareholder services
fees
|
|
|
16,566
|
|
Custodian fees
|
|
|
7,824
|
|
Interest expense
|
|
|
217
|
|
Miscellaneous expenses
|
|
|
49,508
|
|
Total
Expenses
|
|
|
973,354
|
|
Less:
|
|
|
|
|
Expenses paid indirectly
by broker
|
|
|
|
|
(See Note 3)
|
|
|
(639
|
)
|
Net
Expenses
|
|
|
972,715
|
|
Net
Investment Income
|
|
|
942,332
|
|
Net
Realized and Unrealized Gain on Investments:
|
|
|
|
|
Net realized gain on
investments
|
|
|
15,170,106
|
|
Net change in unrealized
appreciation/depreciation on investments
|
|
|
20,126,902
|
|
Net
Realized and Unrealized Gain on Investments
|
|
|
35,297,008
|
|
Net
Increase in Net Assets Resulting from Operations
|
|
|
36,239,340
|
|
Total Distributions
to Preferred Shareholders
|
|
|
(806,250
|
)
|
Net
Increase in Net Assets Attributable to Common Shareholders Resulting from Operations
|
|
$
|
35,433,090
|
|
See
accompanying notes to financial statements.
Bancroft
Fund Ltd.
Statement
of Changes in Net Assets Attributable to Common Shareholders
|
|
Six
Months Ended
April 30, 2021
(Unaudited)
|
|
Year
Ended
October 31, 2020
|
Operations:
|
|
|
|
|
|
|
|
|
|
|
Net
investment income
|
|
|
$
|
942,332
|
|
|
|
$
|
2,220,644
|
|
Net
realized gain on investments
|
|
|
|
15,170,106
|
|
|
|
|
16,528,668
|
|
Net
change in unrealized appreciation/depreciation on investments
|
|
|
|
20,126,902
|
|
|
|
|
8,202,613
|
|
Net
Increase in Net Assets Resulting from Operations
|
|
|
|
36,239,340
|
|
|
|
|
26,951,925
|
|
Distributions
to Preferred Shareholders
|
|
|
|
(806,250
|
)*
|
|
|
|
(1,612,500
|
)
|
Net
Increase in Net Asset Attributable to Common Shareholders Resulting from Operations
|
|
|
|
35,433,090
|
|
|
|
|
25,339,425
|
|
Distributions
to Common Shareholders
|
|
|
|
(13,746,921
|
)*
|
|
|
|
(9,751,306
|
)
|
Fund
Share Transactions:
|
|
|
|
|
|
|
|
|
|
|
Net
increase in net assets from common shares issued upon reinvestment of distributions
|
|
|
|
5,662,229
|
|
|
|
|
2,505,599
|
|
Net
decrease from repurchase of common shares (includes transaction costs)
|
|
|
|
—
|
|
|
|
|
(726,125
|
)
|
Net
Increase in Net Assets from Fund Share Transactions
|
|
|
|
5,662,229
|
|
|
|
|
1,779,474
|
|
Net
Increase in Net Assets Attributable to Common Shareholders
|
|
|
|
27,348,398
|
|
|
|
|
17,367,593
|
|
Net
Assets Attributable to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
Beginning
of year
|
|
|
|
153,528,435
|
|
|
|
|
136,160,842
|
|
End
of period
|
|
|
$
|
180,876,833
|
|
|
|
$
|
153,528,435
|
|
*
|
Based
on year to date book income. Amounts are subject to change and recharacterization at year end.
|
See
accompanying notes to financial statements.
Bancroft
Fund Ltd.
Financial Highlights
Selected
data for a common share of beneficial interest outstanding throughout each period:
|
|
Six
Months Ended
April 30, 2021
|
|
|
|
|
|
Year
Ended October 31,
|
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
2020
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
Operating
Performance:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of year
|
|
$28.83
|
|
|
$25.92
|
|
|
$24.22
|
|
|
$24.24
|
|
|
$22.02
|
|
|
$23.19
|
|
Net
investment income
|
|
0.19
|
|
|
0.42
|
|
|
0.44
|
|
|
0.25
|
|
|
0.51
|
|
|
0.44
|
|
Net
realized and unrealized gain on investments
|
|
6.53
|
|
|
4.65
|
|
|
4.05
|
|
|
1.11
|
|
|
3.33
|
|
|
0.50
|
|
Total
from investment operations
|
|
6.72
|
|
|
5.07
|
|
|
4.49
|
|
|
1.36
|
|
|
3.84
|
|
|
0.94
|
|
Distributions
to Preferred Shareholders: (a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income
|
|
(0.01
|
)*
|
|
(0.03
|
)
|
|
(0.05
|
)
|
|
(0.19
|
)
|
|
(0.07
|
)
|
|
(0.03
|
)
|
Net
realized gain
|
|
(0.14
|
)*
|
|
(0.27
|
)
|
|
(0.26
|
)
|
|
(0.12
|
)
|
|
(0.24
|
)
|
|
(0.04
|
)
|
Total
distributions to preferred shareholders
|
|
(0.15
|
)
|
|
(0.30
|
)
|
|
(0.31
|
)
|
|
(0.31
|
)
|
|
(0.31
|
)
|
|
(0.07
|
)
|
Net
Increase in Net Assets Attributable to Common
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders
Resulting from Operations
|
|
6.57
|
|
|
4.77
|
|
|
4.18
|
|
|
1.05
|
|
|
3.53
|
|
|
0.87
|
|
Distributions
to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income
|
|
(0.61
|
)*
|
|
(0.22
|
)
|
|
(0.45
|
)
|
|
(0.71
|
)
|
|
(0.29
|
)
|
|
(0.85
|
)
|
Net
realized gain
|
|
(1.93
|
)*
|
|
(1.62
|
)
|
|
(1.95
|
)
|
|
(0.45
|
)
|
|
(0.98
|
)
|
|
(0.92
|
)
|
Total
distributions to common shareholders
|
|
(2.54
|
)
|
|
(1.84
|
)
|
|
(2.40
|
)
|
|
(1.16
|
)
|
|
(1.27
|
)
|
|
(1.77
|
)
|
Fund Share Transactions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in net
asset value from repurchase of common shares
|
|
—
|
|
|
0.02
|
|
|
0.04
|
|
|
0.11
|
|
|
—
|
|
|
0.04
|
|
Decrease
in net asset value from common shares issued upon reinvestment of distributions
|
|
(0.08
|
)
|
|
(0.04
|
)
|
|
(0.12
|
)
|
|
(0.02
|
)
|
|
(0.03
|
)
|
|
(0.10
|
)
|
Offering costs for
preferred shares charged to paid-in capital
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.00
|
)
|
|
(0.01
|
)
|
|
(0.21
|
)
|
Total Fund share
transactions
|
|
(0.08
|
)
|
|
(0.02
|
)
|
|
(0.08
|
)
|
|
0.09
|
|
|
(0.04
|
)
|
|
(0.27
|
)
|
Net
Asset Value Attributable to Common Shareholders, End of Period
|
|
$32.78
|
|
|
$28.83
|
|
|
$25.92
|
|
|
$24.22
|
|
|
$24.24
|
|
|
$22.02
|
|
NAV
total return†
|
|
23.51
|
%
|
|
19.55
|
%
|
|
18.41
|
%
|
|
4.58
|
%
|
|
16.29
|
%
|
|
2.85
|
%
|
Market value, end
of Period
|
|
$31.21
|
|
|
$24.63
|
|
|
$23.94
|
|
|
$20.41
|
|
|
$21.90
|
|
|
$20.81
|
|
Investment
total return††
|
|
37.89
|
%
|
|
11.08
|
%
|
|
31.92
|
%
|
|
(1.77
|
)%
|
|
11.75
|
%
|
|
17.23
|
%
|
See
accompanying notes to financial statements.
Bancroft
Fund Ltd.
Financial Highlights (Continued)
Selected
data for a common share of beneficial interest outstanding throughout each period:
|
|
Six Months Ended
April 30, 2021
|
|
|
|
|
|
Year Ended October 31,
|
|
|
|
|
|
|
(Unaudited)
|
|
|
2020
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
Ratios to Average Net Assets and Supplemental Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets including liquidation value of preferred shares, end of period (in 000’s)
|
|
$
|
210,877
|
|
|
$
|
183,528
|
|
|
$
|
166,161
|
|
|
$
|
153,926
|
|
|
$
|
157,254
|
|
|
$
|
144,040
|
|
Net assets attributable to common shares, end of period (in 000’s)
|
|
$
|
180,877
|
|
|
$
|
153,528
|
|
|
$
|
136,161
|
|
|
$
|
123,926
|
|
|
$
|
127,254
|
|
|
$
|
114,040
|
|
Ratio of net investment income to average net assets attributable to common shares before preferred distributions
|
|
|
1.07
|
%(b)
|
|
|
1.56
|
%
|
|
|
1.77
|
%
|
|
|
1.17
|
%
|
|
|
2.09
|
%
|
|
|
1.98
|
%
|
Ratio of operating expenses to average net assets attributable to common shares(c)(d)
|
|
|
1.11
|
%(b)
|
|
|
1.24
|
%
|
|
|
1.33
|
%
|
|
|
1.22
|
%
|
|
|
1.28
|
%
|
|
|
1.15
|
%
|
Portfolio turnover rate
|
|
|
20.2
|
%
|
|
|
58.0
|
%
|
|
|
42.0
|
%
|
|
|
43.0
|
%
|
|
|
33.0
|
%
|
|
|
50.0
|
%
|
Cumulative Preferred Shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.375% Series A Preferred
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquidation value, end of period (in 000’s)
|
|
$
|
30,000
|
|
|
$
|
30,000
|
|
|
$
|
30,000
|
|
|
$
|
30,000
|
|
|
$
|
30,000
|
|
|
$
|
30,000
|
|
Total shares outstanding (in 000’s)
|
|
|
1,200
|
|
|
|
1,200
|
|
|
|
1,200
|
|
|
|
1,200
|
|
|
|
1,200
|
|
|
|
1,200
|
|
Liquidation preference per share
|
|
$
|
25.00
|
|
|
$
|
25.00
|
|
|
$
|
25.00
|
|
|
$
|
25.00
|
|
|
$
|
25.00
|
|
|
$
|
25.00
|
|
Average market value (e)
|
|
$
|
25.78
|
|
|
$
|
25.65
|
|
|
$
|
25.36
|
|
|
$
|
25.24
|
|
|
$
|
25.11
|
|
|
$
|
25.49
|
|
Asset coverage per share
|
|
$
|
175.73
|
|
|
$
|
152.94
|
|
|
$
|
138.47
|
|
|
$
|
128.27
|
|
|
$
|
131.04
|
|
|
$
|
120.03
|
|
Asset Coverage
|
|
|
703
|
%
|
|
|
612
|
%
|
|
|
554
|
%
|
|
|
513
|
%
|
|
|
524
|
%
|
|
|
480
|
%
|
†
|
Based
on net asset value per share, adjusted for reinvestment of distributions at prices determined under the Fund’s dividend
reinvestment plan. Total return for a period of less than one year is not annualized.
|
††
|
Based
on market value per share, adjusted for reinvestment of distributions at prices determined under the Fund’s dividend
reinvestment plan. Total return for a period of less than one year is not annualized.
|
*
|
Based
on year to date book income. Amounts are subject to change and recharacterization at year end.
|
(a)
|
Calculated
based on average common shares outstanding on the record dates throughout the years.
|
(b)
|
Annualized.
|
(c)
|
Ratios
of operating expenses to average net assets including liquidation value of preferred shares for the six months ended April
30, 2021 and the years
|
|
ended
October 31, 2020, 2019, 2018, 2017, and 2016 were 0.95%, 1.02%, 1.07%, 0.99%, 1.03%, and 1.08%, respectively.
|
(d)
|
The
Fund received credits from a designated broker who agreed to pay certain Fund operating
expenses. For all periods presented, there was no impact on
the expense ratios.
|
(e)
|
Based
on weekly prices.
|
See
accompanying notes to financial statements.
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited)
1. Organization. Bancroft Fund Ltd. currently operates as a diversified closed-end management investment company organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the 1940 Act). Investment operations commenced in April 1971.
The Fund’s primary investment objective is to provide income and the potential for capital appreciation, which objectives the Fund considers to be relatively equal over the long term due to the nature of the securities in which it invests. The Fund invests primarily in convertible and equity securities.
2. Significant Accounting Policies. As an investment company, the Fund follows the investment company accounting and reporting guidance, which is part of U.S. generally accepted accounting principles (GAAP) that may require the use of management estimates and assumptions in the preparation of its financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.
The global outbreak of the novel coronavirus disease, known as COVID-19, has caused adverse effects on many companies, sectors, nations, regions and the markets in general, and may continue for an unpredictable duration. The effects of this pandemic may materially impact the value and performance of the Fund, its ability to buy and sell fund investments at appropriate valuations, and its ability to achieve its investment objectives.
New Accounting Pronouncements. To improve the effectiveness of fair value disclosure requirements, the Financial Accounting Standards Board issued Accounting Standard Update (ASU) 2018-13, Fair Value Measurement Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13), which added, removed, and modified certain aspects relating to fair value disclosure. Management has fully adopted the ASU 2018-13 in these financial statements.
Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the Board) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the Adviser).
Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market, but prior to the close of business on the day the securities are being valued. Debt obligations for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Certain securities are valued principally using dealer quotations. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded. OTC
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
futures and options on futures for which market quotations are readily available will be valued by quotations received from a pricing service or, if no quotations are available from a pricing service, by quotations obtained from one or more dealers in the instrument in question by the Adviser.
Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S. dollar value American Depositary Receipt securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.
The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
|
●
|
Level
1 — quoted prices in active markets for identical securities;
|
|
●
|
Level
2 — other significant observable inputs (including quoted prices for similar securities,
interest rates, prepayment speeds, credit risk, etc.); and
|
|
●
|
Level
3 — significant unobservable inputs (including the Board’s determinations
as to the fair value of investments).
|
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities by inputs used to value the Fund’s investments as of April 30, 2021 is as follows:
|
|
Valuation Inputs
|
|
|
|
|
|
Level 1 Quoted Prices
|
|
Level 2 Other Significant Observable Inputs
|
|
Level 3 Significant Unobservable Inputs(a)
|
|
Total Market Value at 4/30/21
|
INVESTMENTS
IN SECURITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
(Market Value):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible
Corporate Bonds (b)
|
|
|
—
|
|
|
$
|
170,234,979
|
|
|
|
—
|
|
|
$
|
170,234,979
|
|
Convertible
Preferred Stocks:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business
Services
|
|
|
—
|
|
|
|
|
|
|
$
|
452,399
|
|
|
|
452,399
|
|
Other
Industries (b)
|
|
$
|
7,154,010
|
|
|
|
—
|
|
|
|
—
|
|
|
|
7,154,010
|
|
Total
Convertible Preferred Stocks
|
|
|
7,154,010
|
|
|
|
—
|
|
|
|
452,399
|
|
|
|
7,606,409
|
|
Mandatory
Convertible Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial
Services
|
|
|
1,211,280
|
|
|
|
1,853,507
|
|
|
|
—
|
|
|
|
3,064,787
|
|
Other
Industries (b)
|
|
|
18,868,521
|
|
|
|
—
|
|
|
|
—
|
|
|
|
18,868,521
|
|
Total
Mandatory Convertible Securities
|
|
|
20,079,801
|
|
|
|
1,853,507
|
|
|
|
—
|
|
|
|
21,933,308
|
|
Common
Stocks (b)
|
|
|
3,430,129
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3,430,129
|
|
Warrants
(b)
|
|
|
—
|
|
|
|
—
|
|
|
|
0
|
|
|
|
0
|
|
U.S.
Government Obligations
|
|
|
—
|
|
|
|
9,110,900
|
|
|
|
—
|
|
|
|
9,110,900
|
|
TOTAL
INVESTMENTS IN SECURITIES
|
|
$
|
30,663,940
|
|
|
$
|
181,199,386
|
|
|
$
|
452,399
|
|
|
$
|
212,315,725
|
|
(a) The inputs for these securities are not readily available and are derived based on the judgment of the Adviser according to procedures approved by the Board of Trustees.
(b) Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings.
During the six months ended April 30, 2021, the Fund did not have transfers into or out of Level 3.
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
The following table reconciles Level 3 investments for the Fund for which significant unobservable inputs were used to determine fair value.
|
|
Balance
as of
10/31/20
|
|
Accrued
discounts/
(premiums)
|
|
Realized
gain/
(loss)
|
|
Change in
unrealized
appreciation/
depreciation†
|
|
Purchases
|
|
Sales
|
|
Transfers
into
Level 3
|
|
Transfers
out of
Level 3
|
|
|
Balance
as of
04/30/21
|
|
Net change
in unrealized
appreciation/
depreciation
during the
period on
Level 3
investments
still held at
04/30/21†
|
|
INVESTMENTS IN
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SECURITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS (Market Value):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Preferred Stocks(a)
|
|
$
|
452,399
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
452,399
|
|
|
—
|
|
Warrants(a)
|
|
|
0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
0
|
|
|
—
|
|
TOTAL INVESTMENTS IN
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SECURITIES
|
|
$
|
452,399
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
452,399
|
|
|
—
|
|
†
|
Net
change in unrealized appreciation/depreciation on investments is included in the Statement of Operations.
|
|
(a)
|
Please refer to the SOI
for the industry classifications of these portfolio holdings.
|
Additional Information to Evaluate Qualitative Information.
General. The Fund uses recognized industry pricing services – approved by the Board and unaffiliated with the Adviser – to value most of its securities, and uses broker quotes provided by market makers of securities not valued by these and other recognized pricing sources. Several different pricing feeds are received to value domestic equity securities, international equity securities, preferred equity securities, and fixed income securities. The data within these feeds are ultimately sourced from major stock exchanges and trading systems where these securities trade. The prices supplied by external sources are checked by obtaining quotations or actual transaction prices from market participants. If a price obtained from the pricing source is deemed unreliable, prices will be sought from another pricing service or from a broker/dealer that trades that security or similar securities.
Fair Valuation. Fair valued securities may be common or preferred equities, warrants, options, rights, or fixed income obligations. Where appropriate, Level 3 securities are those for which market quotations are not available, such as securities not traded for several days, or for which current bids are not available, or which are restricted as to transfer. When fair valuing a security, factors to consider include recent prices of comparable securities that are publicly traded, reliable prices of securities not publicly traded, the use of valuation models, current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. A significant change in the unobservable inputs could result in a lower or higher value in Level 3 securities. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.
The Adviser reports quarterly to the Board the results of the application of fair valuation policies and procedures. These may include backtesting the prices realized in subsequent trades of these fair valued securities to fair values previously recognized.
Investments in Other Investment Companies.
The Fund may invest, from time to time, in shares of other investment companies (or entities that would be considered
investment companies but are excluded from the
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
definition pursuant to certain exceptions under the 1940 Act) (the Acquired Funds) in accordance with the 1940 Act and related rules. Shareholders in the Fund would bear the pro rata portion of the periodic expenses of the Acquired Funds in addition to the Fund’s expenses. During the six months ended April 30, 2021, the Fund did not incur such periodic expenses.
Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.
Foreign Securities. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the inability to repatriate funds, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.
Foreign Taxes. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
Restricted Securities. The Fund may invest up to 20% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. For the restricted security held as of April 30, 2021, please refer to the Schedule of Investments.
Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain/(loss) on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on the accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method or amortized to earliest call date, if applicable. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities that are recorded as soon after the ex-dividend date as the Fund becomes aware of such dividends.
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
Custodian Fee Credits. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense offset, if any, shown as “Custodian fee credits.”
Distributions to Shareholders. Distributions to common shareholders are recorded on the ex-dividend date. The characterization of distributions to shareholders is based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities and foreign currency transactions held by the Fund, timing differences, and differing characterizations of distributions made by the Fund. Distributions from net investment income for federal income tax purposes include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. These reclassifications have no impact on the NAV of the Fund.
Under the Fund’s current common share distribution policy, the Fund declares and pays quarterly distributions from net investment income, capital gains, and paid-in capital. The actual source of the distribution is determined after the end of the year. Pursuant to this policy, distributions during the year may be made in excess of required distributions. To the extent such distributions are made from current earnings and profits, they are considered ordinary income or long term capital gains. Distributions sourced from paid-in capital should not be considered as dividend yield or the total return from an investment in the Fund. The Board will continue to monitor the Fund’s distribution level, taking into consideration the Fund’s NAV and the financial market environment. The Fund’s distribution policy is subject to modification by the Board at any time.
Distributions to 5.375% Series A Preferred Shares are recorded on a daily basis and are determined as described in Note 5.
The tax character of distributions paid during the fiscal year ended October 31, 2020 was as follows:
|
|
Year
Ended
|
|
|
October
31, 2020
|
|
|
Common
|
|
Preferred
|
Distributions
paid from:
|
|
|
|
|
|
|
|
Ordinary
income (inclusive of short term capital gains)
|
|
$
|
4,305,016
|
|
|
$
|
711,888
|
Net
long term capital gains
|
|
|
5,446,290
|
|
|
|
900,612
|
Total
distributions paid
|
|
$
|
9,751,306
|
|
|
$
|
1,612,500
|
Provision for Income Taxes. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the Code). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
The
following summarizes the tax cost of investments and the related net unrealized appreciation at April 30, 2021:
|
|
Cost
|
|
Gross
Unrealized
Appreciation
|
|
Gross
Unrealized
Depreciation
|
|
Net
Unrealized
Appreciation
|
Investments
|
|
$157,097,347
|
|
$56,714,694
|
|
$(1,496,316)
|
|
$55,218,378
|
The
Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns
to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority.
Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if
the tax positions were deemed not to meet the more-likely-than-not threshold. During the six months ended April 30, 2021, the
Fund did not incur any income tax, interest, or penalties. As of April 30, 2021, the Adviser has reviewed all open tax years and
concluded that there was no impact to the Fund’s net assets or results of operations. The Fund’s federal and state
tax returns for the prior three fiscal years remain open, subject to examination. On an ongoing basis, the Adviser will monitor
the Fund’s tax positions to determine if adjustments to this conclusion are necessary.
3.
Investment Advisory Agreement and Other Transactions. The Fund has entered into an investment advisory agreement (the Advisory
Agreement) with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, equal on
an annual basis to 0.80% of the first $100,000,000 of the Fund’s average weekly net assets and 0.55% of the Fund’s
average weekly net assets in excess of $100,000,000. In accordance with the Advisory Agreement, the Adviser provides a continuous
investment program for the Fund’s portfolio and oversees the administration of all aspects of the Fund’s business
and affairs.
During
the six months ended April 30, 2021, the Fund received credits from a designated broker who agreed to pay certain Fund operating
expenses. The amount of such expenses paid through this directed brokerage arrangement during this period was $639.
The
cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement between the Fund and the
Adviser. During the six months ended April 30, 2021, the Fund accrued $22,500 in connection with the cost of computing the Fund’s
NAV.
As
per the approval of the Board, the Fund compensates officers of the Fund, who are employed by the Fund and are not employed by
the Adviser (although the officers may receive incentive based variable compensation from affiliates of the Adviser). During the
six months ended April 30, 2021, the Fund paid or accrued $36,166 in payroll expenses in the Statement of Operations.
The
Fund pays retainer and per meeting fees to Trustees not affiliated with the Adviser, plus specified amounts to the Lead Trustee
and Audit Committee Chairman. Trustees are also reimbursed for out of pocket expenses incurred in attending meetings. Trustees
who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the
Fund.
4.
Portfolio Securities. Purchases and sales of securities during the six months ended April 30, 2021, other than short term
securities and U.S. Government obligations, aggregated $40,302,691 and $53,149,638, respectively.
5.
Capital. The Fund is authorized to issue an unlimited number of common shares of beneficial interest (par value $0.01). The
Board has authorized the repurchase of its shares in the open market when the shares are
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
trading
at a discount of 10.0% or more (or such other percentage as the Board may determine from time to time) from the NAV of the shares.
During the fiscal year ended October 31, 2020, the Fund repurchased and retired 28,028 of its common shares at an investment of
$726,125 and an average discount of 13.41%, from its net asset value.
Transactions
in common shares of beneficial interest for the six months ended April 30, 2021 and fiscal year ended October 31, 2020 were as
follows:
|
|
Six
Months Ended
April 30, 2021
(Unaudited)
|
|
Year
Ended
October 31, 2020
|
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
Net increase in net assets from common shares issued upon
|
|
|
|
|
|
|
|
|
reinvestment of distributions
|
|
192,795
|
|
$5,662,229
|
|
100,024
|
|
$2,505,599
|
Net decrease from repurchase of common shares
|
|
—
|
|
—
|
|
(28,028)
|
|
(726,125)
|
Net increase from transactions in Fund shares
|
|
192,795
|
|
$5,662,229
|
|
71,996
|
|
$1,779,474
|
The
Fund has an effective shell registration authorizing the offering of an additional $100 million of common or preferred shares.
On
August 9, 2016, the Fund issued 1,200,000 shares of Series A Cumulative Preferred Shares (Series A Preferred) with a liquidation
value of $25 per share. The Series A Preferred has an annual dividend rate of 5.375%. Commencing August 9, 2021 and at any time
thereafter, the Fund, at its option, may redeem the Series A Preferred in whole or in part at the redemption price plus an amount
equal to the accumulated and unpaid dividends whether or not declared on such shares. In addition, the Board has authorized the
repurchase of Series A Preferred Shares in the open market at prices less than the $25 liquidation value per share. During the
six months ended April 30, 2021 and the fiscal year ended October 31, 2020, the Fund did not repurchase any of the Series A Preferred.
At April 30, 2021, 1,200,000 Series A Preferred were outstanding and accrued dividends amounted to $156,771.
The
Fund’s Declaration of Trust, as amended, authorized the issuance of the Series A Preferred, par value $0.01. The Series
A Preferred are senior to the common shares and result in the financial leveraging of the common shares. Such leveraging tends
to magnify both the risks and opportunities to common shareholders. Dividends on the Series A Preferred are cumulative. The Fund
is required by the 1940 Act and by the Statement of Preferences to meet certain asset coverage tests with respect to the Series
A Preferred. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem,
in part or in full, the Series A Preferred at the redemption price of $25 per share plus an amount equal to the accumulated and
unpaid dividends whether or not declared on such shares in order to meet these requirements. Additionally, failure to meet the
foregoing asset coverage requirements could restrict the Fund’s ability to pay dividends to common shareholders and could
lead to sales of portfolio securities at inopportune times. The income received on the Fund’s assets may vary in a manner
unrelated to the fixed rate, which could have either a beneficial or detrimental impact on net investment income and gains available
to common shareholders.
The
holders of Series A Preferred generally are entitled to one vote per share held on each matter submitted to a vote of shareholders
of the Fund and will vote together with holders of common shares as a single class. The holders of Series A Preferred voting together
as a single class also currently have the right to elect two Trustees and under certain circumstances are entitled to elect a
majority of the Board of Trustees. In addition,
Bancroft
Fund Ltd.
Notes
to Financial Statements (Unaudited) (Continued)
the
affirmative vote of a majority of the votes entitled to be cast by holders of all outstanding shares of the Series A Preferred,
voting as a single class, will be required to approve any plan of reorganization adversely affecting the Series A Preferred, and
the approval of two-thirds of each class, voting separately, of the Fund’s outstanding voting stock must approve the conversion
of the Fund from a closed-end to an open-end investment company. The approval of a majority (as defined in the 1940 Act) of the
outstanding Series A Preferred and a majority (as defined in the 1940 Act) of the Fund’s outstanding voting securities are
required to approve certain other actions, including changes in the Fund’s investment objectives or fundamental investment
policies.
6.
Convertible Securities Concentration. It is the Fund’s policy to invest at least 65% of its assets in convertible securities.
Although convertible securities do derive part of their value from that of the securities into which they are convertible, they
are not considered derivative financial instruments. However, the Fund’s mandatory convertible securities include features
which render them more sensitive to price changes of their underlying securities. Thus they expose the Fund to greater downside
risk than traditional convertible securities, but generally less than that of the underlying common stock.
7.
Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure
under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management
has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.
8.
Subsequent Events. Management has evaluated the impact on the Fund of all subsequent events occurring through the date the
financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in
the financial statements.
Shareholder
Meeting – May 10, 2021 – Final Results
The
Fund’s Annual Meeting of Shareholders was held virtually on May 10, 2021. At that meeting common and preferred shareholders,
voting together as a single class, re-elected Mario J. Gabelli, Daniel D. Harding, and Nicolas W. Platt as Trustees of the Fund,
with 3,850,261 votes, 4,742,885 votes, and 4,742,798 votes cast in favor of these Trustees, and 1,060,732 votes, 168,108 votes,
and 168,195 votes withheld for these Trustees, respectively.
In
addition, preferred shareholders, voting as a separate class, re-elected Kuni Nakamura as a Trustee of the Fund, with 831,187
votes cast in favor of this Trustee and 62,551 votes withheld for this Trustee.
Kinchen
C. Bizzell, Elizabeth C. Bogan, James P. Conn, Frank J. Fahrenkopf, Jr., Michael J. Melarkey, Agnes Mullady, Jane D. O’Keeffe,
and Anthonie C. van Ekris continue to serve in their capacities as Trustees of the Fund.
We
thank you for your participation and appreciate your continued support.
AUTOMATIC
DIVIDEND REINVESTMENT
AND
VOLUNTARY CASH PURCHASE PLANS
Enrollment
in the Plan
It
is the policy of Bancroft Fund Ltd. to automatically reinvest dividends payable to common shareholders. As a “registered”
shareholder you automatically become a participant in the Fund’s Automatic Dividend Reinvestment Plan (the “Plan”).
The Plan authorizes the Fund to credit common shares to participants upon an income dividend or a capital gains distribution regardless
of whether the shares are trading at a discount or a premium to net asset value. All distributions to shareholders whose shares
are registered in their own names will be automatically reinvested pursuant to the Plan in additional shares of the Fund. Plan
participants may send their share certificates to American Stock Transfer (“AST”) to be held in their dividend reinvestment
account. Registered shareholders wishing to receive their distributions in cash must submit this request in writing to:
Bancroft
Fund Ltd.
c/o
American Stock Transfer
6201
15th Avenue
Brooklyn,
NY 11219
Shareholders
requesting this cash election must include the shareholder’s name and address as they appear on the share certificate. Shareholders
with additional questions regarding the Plan or requesting a copy of the terms of the Plan, may contact AST at (877) 208-9514.
If
your shares are held in the name of a broker, bank, or nominee, you should contact such institution. If such institution is not
participating in the Plan, your account will be credited with a cash dividend. In order to participate in the Plan through such
institution, it may be necessary for you to have your shares taken out of “street name” and re-registered in your
own name. Once registered in your own name your distributions will be automatically reinvested. Certain brokers participate in
the Plan. Shareholders holding shares in “street name” at participating institutions will have dividends automatically
reinvested. Shareholders wishing a cash dividend at such institution must contact their broker to make this change.
The
number of common shares distributed to participants in the Plan in lieu of cash dividends is determined in the following manner.
Under the Plan, for the first three calendar quarter distributions, whenever the market price of the Fund’s common shares
is equal to or exceeds net asset value at the time shares are valued for purposes of determining the number of shares equivalent
to the cash dividends or capital gains distribution, participants are issued common shares valued at the greater of (i) the net
asset value as most recently determined or (ii) 95% of the then current market price of the Fund’s common shares. The valuation
date is the dividend or distribution payment date or, if that date is not a NYSE American trading day, the next trading day. If
the net asset value of the common shares at the time of valuation exceeds the market price of the common shares, participants
will receive common shares from the Fund valued at market price. For the fourth calendar quarter distribution when the market
price is lower, the Fund will issue shares at the market price. If the Fund should declare a dividend or capital gains distribution
payable only in cash, AST will buy common shares in the open market, or on the NYSE American, or elsewhere, for the participants’
accounts, except that AST will endeavor to terminate purchases in the open market and cause the Fund to issue shares at net asset
value if, following the commencement of such purchases, the market value of the common shares exceeds the then current net asset
value.
The
automatic reinvestment of dividends and capital gains distributions will not relieve participants of any income tax which may
be payable on such distributions. A participant in the Plan will be treated for federal income tax purposes as having received,
on a dividend payment date, a dividend or distribution in an amount equal to the cash the participant could have received instead
of shares.
Voluntary
Cash Purchase Plan
The
Voluntary Cash Purchase Plan is yet another vehicle for our shareholders to increase their investment in the Fund. In order to
participate in the Voluntary Cash Purchase Plan, shareholders must have their shares registered in their own name.
Participants
in the Voluntary Cash Purchase Plan have the option of making additional cash payments to AST for investments in the Fund’s
common shares at the then current market price. Shareholders may send an amount from $100 to $10,000. AST will use these funds
to purchase shares in the open market on or about the 15th of each month. AST will charge each shareholder who participates a
pro rata share of the brokerage commissions. Brokerage charges for such purchases are expected to be less than the usual brokerage
charge for such transactions. It is suggested that any voluntary cash payments be sent to American Stock Transfer, 6201 15th Avenue,
Brooklyn, NY 11219 such that AST receives such payments approximately 10 days before the investment date. Funds not received at
least five days before the investment date shall be held for investment until the next purchase date. A payment may be withdrawn
without charge if notice is received by AST at least 48 hours before such payment is to be invested.
Shareholders
wishing to liquidate shares held at AST must do so in writing or by telephone. Please submit your request to the above mentioned
address or telephone number. Include in your request your name, address, and account number. Brokerage charges are expected to
be less than the usual brokerage charge for such transactions.
For
more information regarding the Automatic Dividend Reinvestment Plan and Voluntary Cash Purchase Plan, brochures are available
by calling (914) 921-5070 or by writing directly to the Fund.
The
Fund reserves the right to amend or terminate the Plan as applied to any voluntary cash payments made and any dividend or distribution
paid subsequent to written notice of the change sent to the members of the Plan at least 90 days before the record date for such
dividend or distribution. The Plan also may be amended or terminated by AST on at least 90 days written notice to participants
in the Plan.
BANCROFT
FUND LTD.
AND
YOUR PERSONAL PRIVACY
Who
are we?
The
Bancroft Fund Ltd. is a closed-end management investment company registered with the Securities and Exchange Commission under
the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC, which is affiliated with GAMCO Investors, Inc. which
is a publicly held company that has subsidiaries that provide investment advisory services for a variety of clients.
What
kind of non-public information do we collect about you if you become a Fund shareholder?
When
you purchase shares of the Fund on the NYSE American, you have the option of registering directly with our transfer agent in order,
for example, to participate in our dividend reinvestment plan.
●
|
Information
you give us on your application form. This could include your name, address, telephone
number, social security number, bank account number, and other information.
|
●
|
Information
about your transactions with us. This would include information about the shares
that you buy or sell; it may also include information about whether you sell or exercise
rights that we have issued from time to time. If we hire someone else to provide services
— like a transfer agent — we will also have information about the transactions
that you conduct through them.
|
What
information do we disclose and to whom do we disclose it?
We
do not disclose any non-public personal information about our customers or former customers to anyone other than our affiliates,
our service providers who need to know such information, and as otherwise permitted by law. If you want to find out what the law
permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of
Federal Regulations, Part 248. The Commission often posts information about its regulations on its website, www.sec.gov.
What
do we do to protect your personal information?
We
restrict access to non-public personal information about you to the people who need to know that information in order to provide
services to you or the Fund and to ensure that we are complying with the laws governing the securities business. We maintain physical,
electronic, and procedural safeguards to keep your personal information confidential.
This
page was intentionally left blank.
Bancroft
Fund Ltd.
One
Corporate Center
Rye,
NY 10580-1422
Portfolio
Management Team Biographies
Thomas
H. Dinsmore, CFA, joined Gabelli Funds, LLC in 2015. He currently serves as a portfolio manager of Gabelli Funds, LLC and
manages several funds within the Fund Complex. Previously Mr. Dinsmore was Chairman and CEO of Dinsmore Capital Management; CEO
and Portfolio Manager of Bancroft Fund Ltd; and CEO, Portfolio Manager, and co-founder of Ellsworth Growth and Income Fund Ltd.
He received a BS in Economics from the Wharton School of Business and an MA degree in Economics from Fairleigh Dickinson University.
Jane
D. O’Keeffe joined Gabelli Funds, LLC in 2015. She currently serves as a portfolio manager of Gabelli Funds, LLC and
manages several funds within the Fund Complex. Previously Ms. O’Keeffe was President and Director of Dinsmore Capital Management
where she was also a Portfolio Manager of Bancroft Fund Ltd. and Ellsworth Growth and Income Fund Ltd. Prior to joining Dinsmore
Capital Management, Ms. O’Keeffe held positions of increasing responsibilities at IDS Progressive Fund, Soros Fund Management
Company, Simms Capital Management, and Fiduciary Trust International. She earned a BA from the University of New Hampshire and
attended the Lubin Graduate School of Business at Pace University.
James
A. Dinsmore, CFA, joined Gabelli Funds, LLC in 2015. He currently serves as a portfolio manager of Gabelli Funds, LLC and
manages several funds within the Fund Complex. Mr. Dinsmore received a BA in Economics from Cornell University and an MBA degree
from Rutgers University.
We
have separated the portfolio managers’ commentary from the financial statements and investment portfolio due to corporate
governance regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that the content of the portfolio
managers’ commentary is unrestricted. Both the commentary and the financial statements, including the portfolio of investments,
will be available on our website at www.gabelli.com.
|
The
Net Asset Value per share appears in the Publicly Traded Funds column, under the heading “Convertible Securities Funds,”
in Monday’s The Wall Street Journal. It is also listed in Barron’s Mutual Funds/Closed End Funds section under the
heading “Convertible Securities Funds.”
The Net Asset Value per share may be obtained each day by calling (914) 921-5070
or visiting www.gabelli.com.
The
NASDAQ symbol for the Net Asset Value is “XBCVX.”
Notice
is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that the Fund may from
time to time purchase its common shares in the open market when the Fund’s shares are trading at a discount of 10% or
more from the net asset value of the shares. The Fund may also, from time to time, purchase its preferred shares in the open
market when the preferred shares are trading at a discount to the liquidation value.
|
BANCROFT
FUND LTD.
One
Corporate Center
Rye,
NY 10580-1422
t
800-GABELLI (800-422-3554)
f
914-921-5118
e
info@gabelli.com
GABELLI.COM
TRUSTEES
Mario
J. Gabelli, CFA
Chairman
and
Chief
Executive Officer,
GAMCO
Investors, Inc.
Executive
Chairman,
Associated
Capital Group Inc.
Kinchen
C. Bizzell
Former
Managing Director,
CAVU
Securities
Elizabeth
C. Bogan
Former
Senior Lecturer, Economics
Princeton
University
James
P. Conn
Former
Managing Director &
Chief
Investment Officer,
Financial
Security Assurance
Holdings
Ltd.
Frank
J. Fahrenkopf, Jr.
Former
President &
Chief
Executive Officer,
American
Gaming Association
Daniel
D. Harding
Managing
General Director,
Global
Equity Income Fund
Michael
J. Melarkey
Of
Counsel,
McDonald
Carano Wilson LLP
Agnes
Mullady
Former
Senior Vice President,
GAMCO
Investors, Inc.
Kuni
Nakamura
President,
Advanced
Polymer, Inc.
Jane
D. O’Keeffe
Portfolio
Manager,
Gabelli
Funds, LLC
Nicolas
W. Platt
Former
Managing Director,
FTI
Consulting Inc.
|
Anthonie
C. van Ekris
Chairman,
BALMAC
International Inc.
OFFICERS
Jane
D. O’Keeffe
President
John
C. Ball
Treasurer
Peter
Goldstein
Secretary
& Vice President
Richard
J. Walz
Chief
Compliance Officer
Laurissa
M. Martire
Vice
President & Ombudsman
Bethany
Uhlein
Vice
President & Ombudsman
INVESTMENT
ADVISER
Gabelli
Funds, LLC
CUSTODIAN
State
Street Bank and Trust
Company
COUNSEL
Skadden,
Arps, Slate, Meagher &
Flom
LLP
TRANSFER
AGENT AND
REGISTRAR
American
Stock Transfer and
Trust
Company
|
BCV
Q2/2021