0001060349-21-000005.txt : 20210202 0001060349-21-000005.hdr.sgml : 20210202 20210202140119 ACCESSION NUMBER: 0001060349-21-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210202 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210202 DATE AS OF CHANGE: 20210202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GAMCO INVESTORS, INC. ET AL CENTRAL INDEX KEY: 0001060349 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 134007862 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14761 FILM NUMBER: 21580273 BUSINESS ADDRESS: STREET 1: ONE CORPORATE CENTER STREET 2: 401 THEODORE FREMD AVENUE CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 9149213700 MAIL ADDRESS: STREET 1: ONE CORPORATE CENTER STREET 2: 401 THEODORE FREMD AVENUE CITY: RYE STATE: NY ZIP: 10580 FORMER COMPANY: FORMER CONFORMED NAME: GABELLI ASSET MANAGEMENT INC DATE OF NAME CHANGE: 19990112 FORMER COMPANY: FORMER CONFORMED NAME: ALPHA G INC DATE OF NAME CHANGE: 19980423 8-K 1 gbl8k020221.htm FORM 8-K, DATED FEBRUARY 2, 2021

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 _____________________________________________________________________________________________________________________________________________
FORM 8-K
 _____________________________________________________________________________________________________________________________________________
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): February 2, 2021
 
 _____________________________________________________________________________________________________________________________________________
GAMCO INVESTORS, INC.
(Exact name of Registrant as Specified in Its Charter)
 _____________________________________________________________________________________________________________________________________________
Delaware
 
1-14761
 
13-4007862
(State or Other Jurisdiction
 
of Incorporation)
 
(Commission File Number)
 
(IRS Employer
 
Identification No.)
 
 
 

191 Mason Street, Greenwich, CT
One Corporate Center, Rye, NY
 
 
 

06830
10580
(Address of Principal Executive Offices)
 
 
 
(Zip Code)
 
Registrant's Telephone Number, Including Area Code:     (203) 629-2726

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
_____________________________________________________________________________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol
 
Name of each exchange on which registered
 
Class A Common Stock, $0.001 par value
 
GBL
 
New York Stock Exchange
 
 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
    Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
____________________________________________________________________________________________________________________________________________


 

 
 
Item 2.02
 
Results of Operations and Financial Condition.
   
  The following information is furnished pursuant to Item 2.02, "Results of Operations and Financial Condition."
 
  
  On February 2, 2021, GAMCO Investors, Inc. ("GAMCO") announced its results of operations for the quarter and year ended December 31, 2020.  A copy of the related press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.
 
  The information furnished under Item 2.02, including the exhibit attached hereto, is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as otherwise expressly stated in such filing.
 

 
 
 
Item 9.01.

Financial Statements and Exhibits.

  (d)    Exhibits
 

 Exhibit
 
 
 Number
 
 Description
 
 GAMCO's Press Release, dated February 2, 2021
 
 
Exhibit Index
 
 Exhibit
 
 
 Number
 
 Description
 
 GAMCO's Press Release, dated February 2, 2021

  
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
GAMCO Investors, Inc.
 
By: /s/ Kieran Caterina
 
Kieran Caterina
Senior Vice President and Principal Financial Officer
 
Date:February 2, 2021

























EX-99.1 2 ex991020221.htm EXHIBIT 99.1, DATED FEBRUARY 2, 2021

Exhibit 99.1

 
For Immediate Release:
 
Contact:
 
Howard Green
 
 
SVP of Corporate Development
(914) 921-7729
 
 
 
 
 
For further information please visit
 
 
www.gabelli.com

GAMCO Investors, Inc. Reports Results for the Fourth Quarter 2020
 and Year Ended December 31, 2020

-
Fourth quarter net income was $19.7 million; $58.7 million for the full year
-
Fully diluted fourth quarter earnings were $0.74 per share; $2.20 for the full year
-
December 31, 2020 AUM was $32.6 billion; average AUM of $30.9 billion for the fourth quarter
-
Launch of actively managed non-transparent ETFs - Love Our Planet & People (LOPP) and Growth Innovators (GGRW)
Greenwich, Connecticut, February 2, 2021 – GAMCO Investors, Inc. (“GAMCO”) (NYSE: GBL) today reported its operating results for the quarter ended December 31, 2020.
Fourth Quarter Results

Financial Highlights (Unaudited)
                             
 
 
Three Months Ended
   
Year Ended
 
(In thousands, except per share data)
 
December 31, 2020
   
September 30, 2020
   
December 31, 2019
   
December 31, 2020
   
December 31, 2019
 
 
                             
U.S. GAAP Basis
                             
Revenues
 
$
71,348
   
$
61,252
   
$
86,280
   
$
259,726
   
$
312,368
 
Operating income
   
23,684
     
31,842
     
33,043
     
99,609
     
117,984
 
Net income
   
19,723
     
16,435
     
24,382
     
58,693
     
81,917
 
Diluted earnings per common share
 
$
0.74
   
$
0.62
   
$
0.91
   
$
2.20
   
$
2.98
 
Weighted average diluted shares outstanding
   
26,680
     
26,613
     
26,892
     
26,680
     
27,479
 
Shares outstanding
   
27,503
     
27,485
     
27,380
     
27,503
     
27,380
 
 
                                       
Assets Under Management
                                       
AUM - end of period (in millions)
 
$
32,561
   
$
29,692
   
$
36,475
   
$
32,561
   
$
36,475
 
AUM - average (in millions)
   
30,928
     
30,326
     
35,940
     
30,992
     
36,443
 

Giving Back to Society – (Y)our “S” in ESG

The Board of Directors approved in August 2020 a $0.25 per share shareholder designated charitable contribution (“SDCC”), a 25% increase from the prior year’s $0.20 per share designation under the program. We estimate this will total approximately $5.4 million. Since the inception of GAMCO’s SDCC program in 2013, and counting this current amount, shareholders will have designated charitable gifts of close to $37 million to more than 280 501(c)(3) institutions. When combined with our other charitable donations, this boosts our total contributions to approximately $62 million since our initial public offering in February 1999.

1

SHAREHOLDERS HAVE UNTIL THE RECORD DATE OF FEBRUARY 28, 2021 TO REGISTER THEIR SHARES WITH OUR TRANSFER AGENT IN ORDER TO PARTICIPATE IN THE CURRENT SDCC.

This charitable program underscores our giving back to society as part of our commitment to managing socially responsible portfolios since 1987, which has evolved to include integrating ESG (environmental, social, and governance) factors.

Actively managed non-transparent ETFs

On February 1, 2021, we launched our first actively managed non-transparent ETF, the Love our Planet & People (LOPP) ETF. In an effort to encourage investment, and to acknowledge our appreciation for our private wealth and mutual fund clients, we will offer a loyalty program under which the first $100 million invested in LOPP will incur no fees or expenses for at least one year. The advisor is absorbing these costs underscoring our emphasis on the environment, and to incentivize our clients’ investment in the future of planet and our people.

Revenues – Sequential Growth

-
Total revenues for the fourth quarter of 2020 were $71.3 million compared with $61.3 million in the third quarter of 2020. This increase includes incentive fees of $8.5 million in the fourth quarter and none in the third quarter.

-
Investment advisory fees were $65.0 million in the fourth quarter of 2020 versus $54.9 million in the third quarter of 2020:

-
Gabelli Funds’ revenues were $40.3 million compared to $38.9 million in the third quarter of 2020.

-
Institutional and Private Wealth Management revenues, which are generally billed on portfolio values at the beginning of the quarter, were $15.0 million compared to $14.8 million in the third quarter of 2020.

-
SICAV revenues were $1.2 million for each quarter.

-
Distribution fees from our equity mutual funds and other income were $6.4 million for both quarters.

Operating Income

For the fourth quarter of 2020, operating income was $23.7 million versus $31.8 million in the third quarter. Waivers of CEO compensation bolstered operating income in the fourth quarter of 2020 by $4.7 million and by $10.0 million in the third quarter of 2020.


2

Non-Operating Income

Mark-to-market investment gains were $3.9 million in the fourth quarter of 2020 versus losses of $3.1 million in the third quarter of 2020. Interest expense was $0.6 million in the fourth quarter of 2020 and $0.7 million in the third quarter of 2020.

Income Taxes

GAMCO’s effective tax rate for the quarter ended December 31, 2020 was 28.4% versus 27.4% for the quarter ended September 30, 2020.

Year over Year

Total revenues for 2020 were $259.7 million compared with $312.4 million in 2019.

For 2020, operating income of $99.6 million was bolstered by a $14.7 million benefit from CEO compensation waivers. Operating income for 2019 was $118.0 million, enhanced by the $27.2 million benefit from CEO compensation waivers but reduced by $19.3 million of deferred compensation amortization, a non-cash charge which includes the impact of the change in GBL share price.

For the year, mark-to-market investment losses were $6.6 million higher at $15.9 million in 2020 versus losses of $9.3 million in 2019. Interest expense was unchanged at $2.6 million for the full years 2020 and 2019.

GAMCO’s effective tax rate for 2020 was 29.9% versus 24.6% for 2019. This increase is primarily as a result of non-deductibility of certain expenses as a result of the 2017 Tax Cuts and Jobs Act.

Business Highlights

-
The COVID-19 pandemic has had no material impact on our operations, including our financial reporting systems, internal controls over financial reporting, and disclosure controls and procedures.  From July 1st to December 31st, GAMCO paid the premiums for all teammates enrolled in our healthcare plans.

-
On November 2nd and 3rd, Gabelli Funds hosted the 44th Annual Auto Symposium with virtual presentations from leading automotive companies with a particular focus on the EV ecosystem.

-
On November 13th, Gabelli Funds and the Columbia Business School hosted the 2nd Annual Healthcare Symposium which included panels that discussed vaccines and therapeutics to treat COVID-19, health policy and reimbursement trends, and healthcare delivery in a virtual world.

-
On January 4th, GAMCO International SICAV launched GAMCO Convertible Securities. The fund, managed by our Dinsmore team, leverages the firm’s history of investing in dedicated convertible security portfolios since 1979. Multiple share classes were available at launch and are tailored for global institutional investors as well as select non-U.S. retail investors. 
-
On January 7th, we received regulatory approval for our actively managed non-transparent ETFs. We launched the first fund, Love our Planet & People, on February 1, 2021, and the second one, Gabelli Growth Innovators, is expected to launch later in February.


3

Balance Sheet

GAMCO ended the year with cash and investments of $124.2 million and short-term debt of $24.2 million. Also of note was the reduction in payables of over $36 million.

Return to Shareholders

During the quarter, GAMCO paid an extra $0.90 per share dividend in addition to the regular $0.02 per share for a total of $25.2 million. The Company purchased 42,116 shares for $0.5 million, at an average price of $12.98 per share.

On February 2, 2021, GAMCO’s board of directors declared a regular quarterly dividend of $0.02 per share, which is payable on March 30, 2021 to class A and class B shareholders of record on March 16, 2021.

About GAMCO Investors, Inc.

GAMCO is known for its research-driven approach to equity investing. GAMCO conducts its investment advisory business principally through two subsidiaries: GAMCO Asset Management Inc. (approximately 1,500 institutional and private wealth separate accounts, principally in the U.S.) and Gabelli Funds, LLC (24 open-end funds, a SICAV, and 16 closed-end funds). GAMCO serves a broad client base including institutions, intermediaries, offshore investors, private wealth, and direct retail investors.

GAMCO offers a wide range of solutions for clients across Value and Growth Equity, ESG, Convertibles, sector-focused strategies including Gold and Utilities, Merger Arbitrage, and Fixed Income. In 1977, GAMCO launched its flagship All Cap Value strategy, Gabelli Value, and in 1986 launched its mutual fund business.



4



Table I: Assets Under Management and Fund Flows - 4th Quarter 2020 (in millions)
             
 
                         
Fund
       
 
                   
Market
   
distributions,
       
 
 
September 30,
   
Client
   
Client
   
appreciation/
   
net of
   
December 31,
 
 
 
2020
   
Inflows
   
Outflows
   
(depreciation)
   
reinvestments
   
2020
 
Equities:
                                   
Mutual Funds
 
$
8,855
   
$
305
   
$
(726
)
 
$
1,147
   
$
(40
)
 
$
9,541
 
Closed-end Funds
   
7,017
     
40
     
(57
)
   
900
     
(127
)
   
7,773
 
Institutional & PWM (a)
   
10,539
     
155
     
(544
)
   
2,221
     
-
     
12,371
 
SICAV
   
437
     
90
     
(91
)
   
38
     
-
     
474
 
Total Equities
   
26,848
     
590
     
(1,418
)
   
4,306
     
(167
)
   
30,159
 
 
                                               
100% U.S. Treasury Fund
   
2,822
     
700
     
(1,153
)
   
1
     
-
     
2,370
 
Institutional & PWM Fixed Income
   
22
     
10
     
-
     
-
     
-
     
32
 
Total Treasuries & Fixed Income
   
2,844
     
710
     
(1,153
)
   
1
     
-
     
2,402
 
Total Assets Under Management
 
$
29,692
   
$
1,300
   
$
(2,571
)
 
$
4,307
   
$
(167
)
 
$
32,561
 
 
                                               
(a) Includes $196 and $166 of 100% U.S. Treasury Fund AUM at September 30, 2020 and December 31, 2020, respectively.
         
 
                                               



5


Table II
                       
GAMCO INVESTORS, INC.
 
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 
(In thousands, except per share data)
 
 
                       
 
 
Three Months Ended
   
Twelve Months Ended
 
 
 
December 31
   
December 31
 
 
 
2020
   
2019
   
2020
   
2019
 
 
                       
Investment advisory and incentive fees
 
$
64,991
   
$
78,197
   
$
233,628
   
$
279,090
 
Distribution fees and other income
   
6,357
     
8,083
     
26,098
     
33,278
 
Total revenues
   
71,348
     
86,280
     
259,726
     
312,368
 
 
                               
Compensation costs (a)
   
29,859
     
33,165
     
102,347
     
123,528
 
Management fee expense (a)
   
1,651
     
1,661
     
5,376
     
9,963
 
Distribution costs
   
7,216
     
8,680
     
28,474
     
34,226
 
Other operating expenses
   
8,938
     
9,731
     
23,920
     
26,667
 
Total expenses
   
47,664
     
53,237
     
160,117
     
194,384
 
 
                               
Operating income
   
23,684
     
33,043
     
99,609
     
117,984
 
 
                               
Investment gain/(loss)
   
4,492
     
(1,307
)
   
(7,869
)
   
(2,217
)
Interest expense
   
(635
)
   
(647
)
   
(2,620
)
   
(2,609
)
Shareholder-designated contribution
   
-
     
-
     
(5,436
)
   
(4,500
)
Non-operating loss
   
3,857
     
(1,954
)
   
(15,925
)
   
(9,326
)
 
                               
Income before income taxes
   
27,541
     
31,089
     
83,684
     
108,658
 
Provision for income taxes
   
7,818
     
6,707
     
24,991
     
26,741
 
Net income
 
$
19,723
   
$
24,382
   
$
58,693
   
$
81,917
 
 
                               
Net income:
                               
Basic
 
$
0.75
   
$
0.91
   
$
2.21
   
$
2.99
 
Diluted
 
$
0.74
   
$
0.91
   
$
2.20
   
$
2.98
 
 
                               
Weighted average shares outstanding:
                               
Basic
   
26,439
     
26,801
     
26,571
     
27,407
 
Diluted
   
26,680
     
26,892
     
26,680
     
27,479
 
 
                               
Actual shares outstanding (b)
   
27,503
     
27,380
     
27,503
     
27,380
 
 
                               
(a) The CEO waiver reduced compensation costs by $3,821, $7,154, $12,367, and $23,010, respectively
         
and management fee expense by $885, $1,928, $2,293, and $4,219, respectively.
                 
(b) Includes 1,080 RSA shares at December 31, 2020 and 661 RSA shares at December 31, 2019.
         
 
                               


6

Table III
           
GAMCO INVESTORS, INC.
 
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 
(In thousands, except per share data)
 
 
           
 
 
December 31,
   
December 31,
 
 
 
2020
   
2019
 
 
           
ASSETS
           
Cash, cash equivalents, and U.S. Treasury Bills
 
$
98,313
   
$
86,136
 
Investments in securities
   
25,845
     
34,273
 
Receivable from brokers
   
5,833
     
989
 
Other receivables
   
32,524
     
41,557
 
Deferred tax asset and income tax receivable
   
9,462
     
16,389
 
Other assets
   
11,896
     
10,542
 
  Total assets
 
$
183,873
   
$
189,886
 
 
               
LIABILITIES AND STOCKHOLDERS' EQUITY
               
Payable to brokers
 
$
1
   
$
-
 
Securities sold, not yet purchased
   
799
     
-
 
Income taxes payable and deferred tax liabilities
   
2,381
     
757
 
Compensation payable
   
21,543
     
64,279
 
Accrued expenses and other liabilities
   
48,023
     
45,942
 
Sub-total
   
72,747
     
110,978
 
5.875% Senior Notes (due June 1, 2021)
   
24,215
     
24,191
 
Total liabilities
   
96,962
     
135,169
 
 
               
Stockholders' equity (a)
   
86,911
     
54,717
 
 
               
Total liabilities and stockholders' equity
 
$
183,873
   
$
189,886
 
 
               
(a) Shares outstanding of 27,503, and 27,380, respectively.
               
 
               


7

Non-GAAP information and reconciliation:
Management believes the use of non-GAAP measures provides relevant information to allow investors to view operating trends, perform analytical comparisons and benchmark performance between periods for its core operating results. Management uses non-GAAP measures in its financial, investing and operational decision-making process, for internal reporting and as part of its forecasting and budgeting processes. GAMCO’s calculation of non-GAAP measures may not be comparable to other companies due to potential differences between companies in the method of calculation. Non-GAAP measures should not be considered a substitute for related U.S. GAAP measures.

The following table reconciles the U.S. GAAP basis amounts, as reported, to the non-GAAP measures:

 
 
Three Months Ended
   
Year Ended
 
(Unaudited)
(In thousands, except per share data)
 
December 31, 2020
   
December 31, 2019
   
December 31, 2020
   
December 31, 2019
 
 
                       
Net income, U.S. GAAP basis
 
$
19,723
   
$
24,382
   
$
58,693
   
$
81,917
 
Impact of DCCAs on expenses and taxes (a):
                               
Compensation costs
   
-
     
1,660
     
(1,409
)
   
14,791
 
Management fee expense
   
-
     
1,030
     
-
     
4,538
 
Provision for income taxes
   
-
     
(646
)
   
349
     
(4,639
)
Total impact of DCCAs on expenses and taxes
   
-
     
2,044
     
(1,060
)
   
14,690
 
Net income, as adjusted
 
$
19,723
   
$
26,426
   
$
57,633
   
$
96,607
 
 
                               
Per fully diluted share:
                               
Net income, U.S. GAAP basis
 
$
0.74
   
$
0.91
   
$
2.20
   
$
2.98
 
Impact of DCCAs
 
$
-
   
$
0.08
   
$
(0.04
)
 
$
0.54
 
Net income, as adjusted
 
$
0.74
   
$
0.99
   
$
2.16
   
$
3.52
 
 
                               
(a) The non-GAAP adjustments relate to multiple deferred cash compensation agreements ("DCCAs").
         
                                 
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Our disclosure and analysis in this press release, which do not present historical information, contain “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements convey our current expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning. They also appear in any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance of our products, expenses, the outcome of any legal proceedings, and financial results. Although we believe that we are basing our expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, the economy, the effects of the Tax Cuts and Jobs Act, and other conditions, there can be no assurance that our actual results will not differ materially from what we expect or believe. Therefore, you should proceed with caution in relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance.

Forward-looking statements involve a number of known and unknown risks, uncertainties and other important factors, some of which are listed below, that are difficult to predict and could cause actual results and outcomes to differ materially from any future results or outcomes expressed or implied by such forward-looking statements. Some of the factors that may cause our actual results to differ from our expectations include risks associated with the duration and scope of the ongoing coronavirus pandemic resulting in volatile market conditions, a decline in the securities markets that adversely affect our assets under management, negative performance of our products, the failure to perform as required under our investment management agreements, a general downturn in the economy that negatively impacts our operations, and the ongoing impacts of the Tax Cuts and Jobs Act with respect to tax rates and the non-deductibility of certain portions of named executive officer compensation. We also direct your attention to the more specific discussions of these and other risks, uncertainties and other important factors contained in our Annual Report on Form 10-K and other public filings. Other factors that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We do not undertake to update publicly any forward-looking statements if we subsequently learn that we are unlikely to achieve our expectations whether as a result of new information, future developments or otherwise, except as may be required by law.

Gabelli Funds, LLC is a registered investment adviser with the Securities and Exchange Commission and is a wholly owned subsidiary of GAMCO Investors, Inc. (NYSE: GBL).
Investors should carefully consider the investment objectives, risks, charges and expenses of the Fund before investing. The prospectus, which contains more complete information about this and other matters, should be read carefully before investing. To obtain a prospectus, please call 800 GABELLI or visit www.gabelli.com

8