UNITED STATES

SECURITIES & EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___

Commission File No. 001-14761


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

Delaware		13-4007862
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

191 Mason Street, Greenwich, CT 06830 One Corporate Center, Rye, NY 10580		(203) 629-2726
(Address of principle executive offices)(Zip Code)		Registrant’s telephone number, including area code

N/A

(Former name, former address and former fiscal year, if changed since last report)

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No □

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No □

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐	Accelerated filer ☒
Non-accelerated filer ☐	Smaller reporting company ☒	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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the Registrant’s classes of Common Stock, as of the latest practical date.

Class		Outstanding at April 30, 2022
Class A Common Stock, $0.001 par value	(Including 406,200 restricted stock awards)	7,478,221
Class B Common Stock, $0.001 par value		19,024,117
In addition, there are 375,800 phantom restricted stock awards outstanding as of April 30, 2022.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

INDEX

PART I.	FINANCIAL INFORMATION	Page

Item 1.	Unaudited Condensed Consolidated Financial Statements

	Condensed Consolidated Statements of Financial Condition as of March 31, 2022 (unaudited) and December 31, 2021	3

	Condensed Consolidated Statements of Income for the three months ended March 31, 2022 and 2021 (unaudited)	4

	Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2022 and 2021 (unaudited)	5

	Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2022 and 2021 (unaudited)	6

	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021 (unaudited)	7

	Notes to Condensed Consolidated Financial Statements (unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26

Item 4.	Controls and Procedures	27

PART II.	OTHER INFORMATION *

Item 1.	Legal Proceedings	27

Item 1A.	Risk Factors	27

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28

Item 6.	Exhibits	28

	Signature	28

* Items other than those listed above have been omitted because they are not applicable.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

UNAUDITED

(in thousands, except per share data)

	March 31,			December 31,
	2022			2021
ASSETS
Cash and cash equivalents (a)	$	144,369		$	142,027
Investments in equity securities, at fair value		37,982			32,344
Investment advisory fees receivable		21,211			30,977
Deferred tax asset and income tax receivable		7,456			6,707
Finance lease		3,831			4,055
Receivable from affiliates		3,554			3,440
Goodwill and identifiable intangible assets		3,176			3,176
Receivable from brokers		2,873			3,930
Other assets		5,730			5,016
Total assets	$	230,182		$	231,672
LIABILITIES AND STOCKHOLDERS' EQUITY
Compensation payable	$	20,139		$	21,049
Lease liability obligations		6,561			6,799
Income taxes payable		7,373			315
Payable to affiliates		413			5,198
Payable for investments purchased		-			14,990
Accrued expenses and other liabilities		37,346			38,451
Sub-total		71,832			86,802
Subordinated Notes (net of issuance costs of $62 and $75, respectively) (due June 15, 2023) (Note 7)		50,935			50,990
Total liabilities		122,767			137,792

Commitments and contingencies (Note 10)

Stockholders' Equity
Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued and outstanding		-			-
Class A Common Stock, $0.001 par value; 100,000,000 shares authorized; 16,543,976 and 16,547,476 shares issued, respectively; 7,559,627 and 7,704,022 shares outstanding, respectively		14			14
Class B Common Stock, $0.001 par value; 25,000,000 shares authorized; 24,000,000 shares issued; 19,024,117 outstanding		19			19
Additional paid-in capital		29,092			28,753
Retained earnings		426,710			410,333
Accumulated other comprehensive loss		(208	)		(177	)
Treasury stock, at cost (8,984,349 and 8,843,454 shares, respectively)		(348,212	)		(345,062	)
Total stockholders' equity		107,415			93,880
Total liabilities and stockholders' equity	$	230,182		$	231,672

(a)	Includes U.S. Treasury Bills with maturities of three months or less when purchased of $138 million and $123 million at March 31, 2022 and December 31, 2021, respectively.

See notes to condensed consolidated financial statements.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

UNAUDITED

(in thousands, except per share data)

	Three Months Ended
	March 31,
	2022			2021
Revenues
Investment advisory and incentive fees	$	63,762		$	61,470
Distribution fees and other income		5,861			6,458
Total revenues		69,623			67,928
Expenses
Compensation		29,058			30,682
Management fee		1,312			2,517
Distribution costs		7,145			6,971
Other operating expenses		6,147			5,304
Total expenses		43,662			45,474

Operating income		25,961			22,454
Non-operating income / (loss)
Gain / (loss) from investments, net		(2,822	)		680
Interest and dividend income		228			185
Interest expense		(816	)		(662	)
Total non-operating income / (loss)		(3,410	)		203
Income before income taxes		22,551			22,657
Provision for income taxes		5,097			6,707
Net income	$	17,454		$	15,950

Earnings per share:
Basic	$	0.67		$	0.60
Diluted	$	0.66		$	0.59

SEC Form 10-Q filed by Gamco Investors Inc.