0001060349-12-000031.txt : 20120619 0001060349-12-000031.hdr.sgml : 20120619 20120619083345 ACCESSION NUMBER: 0001060349-12-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120618 ITEM INFORMATION: Other Events FILED AS OF DATE: 20120619 DATE AS OF CHANGE: 20120619 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: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14761 FILM NUMBER: 12913788 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 form8k061812.htm FORM 8-K, DATED JUNE 18, 2012 form8k061812.htm
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): June 18, 2012


GAMCO INVESTORS, INC.
(Exact name of registrant as specified in its charter)
 

 
 New York
 1-14761
 13-4007862
 (State or other jurisdiction of incorporation)
 (Commission File Number)
 (IRS Employer Identification No.)
     
 
 
 One Corporate Center, Rye, NY
 
10580
 (Address of principal executive offices)
 
(Zip Code)
     
 
    
Registrant's telephone number, including area code (914) 921-3700

 
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))

 
 
 
 
 
Item 8.01. Other Events.
 
On June 19, 2012, GAMCO Investors, Inc. issued a press release announcing that the Company would increase its tender offer to purchase up to the entire principal amount ($86,114,564) of its 0% Subordinated Debentures due 2015, up from the original maximum amount of $50 million, and would extend the offer from midnight June 18, 2012 to 5:00 p.m. Eastern time on July 2, 2012  A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 
 
Item 9.01. Financial Statements and Exhibits.
 
    (d)   Exhibits
 
Exhibit No.      Description
 
99.1          Press release dated June 19, 2012

 
 
 
 
 
SIGNATURE
 
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/ Robert S. Zuccaro
 
Robert S. Zuccaro
Executive Vice-President and Chief Financial Officer

 
 
Date:
  
June 19, 2012
 
 
 
 

EXHIBIT INDEX
 
Exhibit No.      Description
 
99.1          Press release dated June 19, 2012

 
 
 
EX-99.1 2 pressrelease061812.htm EXHIBIT 99.1, DATED JUNE 19, 2012 pressrelease061812.htm
 
Exhibit 99.1
 
One Corporate Center                                                                                                   GAMCO Investors, Inc.
Rye, NY 10580-1422
Fax (914) 921-5392
www.gabelli.com
 
For Immediate Release:
Contact:
Robert S. Zuccaro
   
Executive Vice President
and Chief Financial Officer
   
(914) 921-5088
     
   
For further information please visit
   
www.gabelli.com

GAMCO Upsizes Tender Offer for its
0% Subordinated Debentures due 2015 to Purchase All Debentures Outstanding

Extends Expiration Date to 5:00 p.m. on July 2, 2012

Rye, New York, June 19, 2012 – GAMCO Investors, Inc. (“GAMCO”) (NYSE: GBL) announced today that it has amended its tender offer (the “Offer”) to purchase for cash its 0% Subordinated Debentures due 2015 (CUSIP No. 361438AA2) (the “Debentures”) to increase the maximum principal amount of Debentures that GAMCO will purchase in the Offer to the entire principal amount of Debentures outstanding.  As of June 18, 2012, there was $86,114,564 principal amount of Debentures outstanding.  Additionally, GAMCO has amended the Offer to extend the expiration date of the Offer to 5:00 p.m., Eastern Time, on July 2, 2012.  The Offer was previously scheduled to expire at 12:00 midnight, Eastern Time, on June 18, 2012.

As of 5:00 p.m., Eastern Time, on June 18, 2012, approximately $63,203,000 principal amount of Debentures had been validly tendered and not properly withdrawn, including $38,212,800 principal amount of Debentures tendered by GAMCO’s Chairman, Chief Executive Officer, and Chief Investment Officer - Value Portfolios, Mario J. Gabelli, out of $45,772,300 principal amount of Debentures he beneficially owned, and $1,448,800 principal amount of Debentures tendered by GAMCO’s other directors and executive officers out of $1,599,700 principal amount of Debentures they beneficially owned.  GAMCO’s directors and executive officers, including Mr. Gabelli, have indicated to GAMCO that they do not intend to withdraw their existing tenders.  Existing tenders of Debentures may be withdrawn at any time prior to the expiration of the Offer.

All of the other terms and conditions of the Offer, including the price range of the Offer ($820-$870 per $1,000 of principal amount), remain unchanged.  As previously announced, GAMCO has retained Morrow & Co., LLC (“Morrow”) to serve as information agent for the Offer.  A copy of the Offer documents may be obtained from Morrow at (877) 815-6525 or GAMCO.info@morrowco.com.  Please contact Morrow with any questions regarding the Offer.

*************************

GAMCO conducts its investment advisory business principally through: GAMCO Asset Management Inc. (Institutional and Private Wealth Management), Gabelli Funds, LLC (Mutual Funds) and Gabelli Securities, Inc. (Investment Partnerships). GAMCO also acts as an underwriter and provides institutional research through Gabelli & Company, Inc. its broker-dealer subsidiary.

SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION

Our disclosure in this press release contains some forward-looking statements. Forward-looking statements give our current intentions, expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. Although we believe that we are basing our intentions, expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, there can be no assurance that our actual actions or results will not differ materially from what we currently expect or believe. We direct your attention to specific discussions of risk contained in our Form 10-K and other public filings. We are providing these statements as permitted by the Private Litigation Reform Act of 1995. We do not undertake to update publicly any forwardlooking statements if we subsequently learn that we are unlikely to achieve our intentions or expectations, or if we receive any additional information relating to the subject matters of our forward-looking statements.