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July 1, 2022 6:40 AM EDT

 

As filed with the Securities and Exchange Commission on July 1, 2022

 

Securities Act File No. 333-195076
Investment Company Act File No. 811-22955

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-2

 

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 x

Pre-Effective Amendment No.

Post-Effective Amendment No. 9

 

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 x

Amendment No. 14

 

TEKLA HEALTHCARE OPPORTUNITIES FUND

(Exact Name of Registrant as Specified in Charter)

 

100 Federal Street, 19th Floor

Boston, MA 02110
(617) 772-8500

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s
Principal Executive Offices)

 

Daniel R. Omstead, Ph.D.
100 Federal Street, 19th Floor

Boston, MA 02110

(Name, address including zip code, and telephone number, including area code, of agent for
service)

 

With Copies to:

 

Christopher P. Harvey, Esq.
Dechert LLP
One International Place, 40th Floor

100 Oliver Street
Boston, MA 02110

 

Approximate Date of Proposed Public Offering: As soon as practicable after the effective date of this Registration Statement

 

If any securities being registered on this form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933, other than securities offered in connection with a dividend reinvestment plan, check the following box ¨.

 

This post-effective amendment will become effective immediately pursuant to Rule 462(d).

 

 

 

 

 

 

EXPLANATORY NOTE

 

This Post-Effective Amendment No. 9 to the Registration Statement on Form N-2 (File No. 333-195076) of Tekla Healthcare Opportunities Fund (the “Registration Statement”) is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of filing an exhibit to the Registration Statement. No changes have been made to Part A, Part B or Part C of the Registration Statement, other than the Items of Part C of the Registration Statement as set forth below. Accordingly, this Post-Effective Amendment No. 9 consists only of a facing page, this explanatory note and Part C of the Registration Statement on Form N-2 setting forth the exhibits to the Registration Statement. This Post-Effective Amendment No. 9 does not modify any other part of the Registration Statement. The contents of the Registration Statement are hereby incorporated by reference.

 

2

 

 

PART C: OTHER INFORMATION

 

Item 25. Financial Statements and Exhibits

 

2.Exhibits:

 

a.(i) Amended and Restated Declaration of Trust of the Registrant, dated as of June 11, 2014(2)

 

  (ii) Notice of Change of Trustee dated December 20, 2017(5)
 
  (iii) Notice of Change of Trustee dated December 13, 2018(6)
 
  (iv) Notice of Change of Trustee dated June 13, 2019(7)
 
  (v) Notice of Change of Trustee dated August 27, 2020(9)
     
  (vi) Notice of Change of Trustee dated June 16, 2021(11)
     
  (vii) Notice of Change of Trustee, dated December 22, 2021 (14)
     
  (viii) Notice of Change of Trustee, filed herewith

 

b.By-Laws of the Registrant, as amended(10)

 

c.Not Applicable

 

d.Not Applicable

 

e.Form of Dividend Reinvestment and Stock Purchase Plan(2)

 

f.Not Applicable

 

g.Form of Investment Advisory Agreement between the Registrant and Tekla Capital Management, LLC(2)

 

h.(i) Form of Underwriting Agreement(2)

 

(ii)Form of Master Selected Dealers Agreement(2)

 

(iii)Form of Master Agreement Among Underwriters(2)

 

(iv)Form of Wells Fargo Securities, LLC Structuring Fee Agreement(3)

 

(v)Form of Morgan Stanley & Co. LLC Structuring Fee Agreement(3)

 

(vi)Form of UBS Securities LLC Structuring Fee Agreement(3)

 

(vii)Form of Raymond James & Associates, Inc. Structuring Fee Agreement(3)

 

(viii)Form of Ameriprise Financial Services, Inc. Structuring Fee Agreement(3)

 

(ix)Form of RBC Capital Markets, LLC Structuring Fee Agreement(3)

 

(x)Form of Janney Montgomery Scott LLC Sales Incentive Fee Agreement(3)

 

(xi)Form of D.A. Davidson & Co. Sales Incentive Fee Agreement(3)

 

3

 

 

(xii)Form of Oppenheimer & Co. Inc. Sales Incentive Fee Agreement(3)

 

(xiii)Form of Pershing LLC Sales Incentive Fee Agreement(3)

 

(xiv)Form of Wedbush Securities Inc. Sales Incentive Fee Agreement(3)

 

i.Not Applicable

 

j.Form of Custodian Agreement between the Registrant and State Street Bank and Trust Company(2)

 

k.(i) Form of Administration Agreement between Registrant and State Street Bank and Trust Company(2)

 

(ii)Form of Transfer Agency and Service Agreement between Registrant and Computershare Inc. and Computershare Trust Company, N.A.(2)

 

(iii)Form of Investor Support Services Agreement between Registrant and Destra Capital Investments LLC(2)

 

(iv)Form of Distribution Assistance Agreement between the Investment Adviser and Destra Capital Investments LLC(2)

 

(v)Support Services Agreement between the Registrant and Destra Capital Investments LLC dated January 1, 2016 (8)

 

(vi)Assignment of Support Services Agreement with Destra Capital Investments LLC to Destra Capital Advisors LLC dated April 2, 2018(5)

 

l.Opinion and Consent of Dechert LLP(4)

 

m.Not Applicable

 

n.(i) Consent of Deloitte & Touche LLP(4)

 

  (ii) Powers of Attorney, dated June 9, 2014(1); Power of Attorney dated April 9, 2018(5); Power of Attorney dated December 13, 2018(6); Power of Attorney dated August 27, 2020(9), Power of Attorney dated November 30, 2021, (12), Power of Attorney dated June 9, 2022, filed herewith

 

o.Not Applicable

 

p.Form of Subscription Agreement(2)

 

q.Not Applicable

 

r.Code of Ethics of Registrant and its Investment Adviser(2)

 

4

 

 

 

(1)Incorporated by reference from the Registration Statement on Form N-2, File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on June 9, 2014.

 

(2)Incorporated by reference from the Registration Statement on Form N-2, File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on June 26, 2014.

 

(3)Incorporated by reference from the Registration Statement on Form N-2, File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on July 25, 2014.

 

(4)Incorporated by reference from the Registration Statement on Form N-2, File no. 333-197683 and 811-22955, as filed with the Securities and Exchange Commission on July 28, 2014.

 

(5)Incorporated by reference from the Registration Statement on Form N-2, File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on April 18, 2018.

 

(6)Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securites and Exchange Commission on March 12, 2019.

 

(7)Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securites and Exchange Commission on June 20, 2019.

 

(8)Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on June 19, 2017.

 

(9)Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on September 10, 2020.
   
 (10) Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on January 5, 2021.
   
 (11) Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on July 2, 2021.
   
 (12)Incorporated by reference from the Registration Statement on Form N-2. File no. 333-195076 and 811-22955, as filed with the Securities and Exchange Commission on December 22, 2021.

 

5

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this Post-Effective Amendment No. 9 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston and Commonwealth of Massachusetts on the 16th day of June, 2022.

 

  TEKLA HEALTHCARE OPPORTUNITIES FUND
     
  By: /s/ Daniel R. Omstead
    President

 

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

 

Name   Title   Date
         
/s/ Daniel R. Omstead   Trustee and President (Principal Executive Officer)   July 1, 2022
Daniel R. Omstead        
         
/s/ Laura Woodward   Treasurer (Principal Financial Officer)   July 1, 2022
Laura Woodward        
         
/s/ Jeffrey A. Bailey***   Trustee and Chairman of the Board   July 1, 2022
Jeffrey A. Bailey      
         
/s/ Kathleen L. Goetz****   Trustee   July 1, 2022
Kathleen L. Goetz        
         
/s/ Rakesh K. Jain*   Trustee   July 1, 2022
Rakesh K. Jain        
         
/s/ Thomas M. Kent**   Trustee   July 1, 2022
Thomas M.  Kent        
         
/s/ Oleg M. Pohotsky*   Trustee   July 1, 2022
Oleg M. Pohotsky        
         
/s/ W. Mark Watson   Trustee   July 1, 2022
W. Mark Watson        

 

*By: Daniel R. Omstead, as attorney in-fact of each person so indicated and pursuant to the powers of attorney previously filed on June 9, 2014.

 

**By: Daniel R. Omstead, as attorney in-fact of each person so indicated and pursuant to the power of attorney previously filed on April 18, 2018.

 

*** By: Daniel R. Omstead as attorney-in-fact of each person so indicated and pursuant to the power of attorney previously filed on September 10, 2020.

 

**** By: Daniel R. Omstead as attorney-in-fact of each person so indicated and pursuant to the power of attorney previously filed on December 22, 2021.

 

6

 

 

EXHIBIT LIST

 

(a)(viii) Notice of Change of Trustee
  
(n)(ii)Power of Attorney dated June 9, 2022

 

7

Exhibit (a)(viii)

 

TEKLA HEALTHCARE OPPORTUNITES FUND

Amendment to Declaration of Trust

 

Notice of Change of Trustee

 

WHEREAS, by Action of Written Consent, the Trustees of Tekla Healthcare Opportunities Fund (the “Fund”), the Trustees of the Fund appointed W. Mark Watson as Trustee to the Fund, effective upon his written acceptance and agreement to be bound by the terms of the Declaration of Trust of the Fund, dated and filed with the Secretary of State of the Commonwealth of Massachusetts on April 3, 2014, as amended;

 

WHEREAS William S. Reardon retired as a Trustee of Tekla Healthcare Opportunities Fund, effective June 9, 2022, the Fund issues this notice in accordance with the terms of the Declaration of Trust of the Fund, dated and filed with the Secretary of State of the Commonwealth of Massachusetts on April 3, 2014, as amended;

 

NOW, THEREFORE, as a result of the foregoing Trustee’s appointment and retirement, the seven Trustees of the Tekla Healthcare Opportunities Fund are:

 

Jeffrey A. Bailey 100 Federal Street, 19th Floor
  Boston, MA 02110
   
Kathleen L. Goetz 100 Federal Street, 19th Floor
  Boston, MA 02110
   
Rakesh K. Jain, Ph.D. 100 Federal Street, 19th Floor
  Boston, MA 02110
   
Thomas M. Kent 100 Federal Street, 19th Floor
  Boston, MA 02110
   
Daniel R. Omstead, Ph.D. 100 Federal Street, 19th Floor
  Boston, MA 02110
   
Oleg M. Pohotsky 100 Federal Street, 19th Floor
  Boston, MA 02110
   
W. Mark Watson 100 Federal Street, 19th Floor
  Boston, MA 02110

 

IN WITNESS WHEREOF, this Notice has been subscribed this 16th day of June, 2022, by the undersigned who affirms that the statements made herein are true under the penalties of perjury.

 

/s/ Laura Woodward  
Laura Woodward, Secretary  

 

 

 

Exhibit (n)(ii)

 

POWER OF ATTORNEY

 

KNOW ALL PERSONS BY THESE PRESENTS, that W. Mark Watson, whose signature appears below, constitutes and appoints Daniel R. Omstead, Laura Woodward, Christopher Harvey and Kaitlin McGrath and each of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution among himself or herself and each of the persons appointed herein, for him or her in his or her name, place and stead, in any and all capacities, to sign the Declaration of Trust and any and all registration statements of TEKLA HEALTHCARE OPPORTUNITIES FUND (the “Fund”), and any amendments or supplements thereto and all instruments necessary or incidental in connection therewith, and to file the same, with all exhibits thereto and other documents in connection therewith, with the U.S. Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent or his or her substitutes, may lawfully do or cause to be done by virtue hereof.

 

 

Dated: June 9, 2022

 

 

/s/ W. Mark Watson  
W. Mark Watson  

 

 

 


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