Associated Capital Group Evaluating Morgan Group Exchange Offer
December 23 2019 - 10:00AM
Business Wire
Associated Capital Group, Inc. (NYSE: AC), (the “Company”),
announced today that its Board has authorized the Company to
explore an offer to exchange shares of its common stock for shares
of Morgan Group Holding Company, (OTC: MGHL) (“Morgan”). The
analysis should be concluded no later than the end of the first
quarter of 2020. There are no assurances that an exchange offer
will result.
On October 31, 2019, Associated Capital merged its institutional
research business, G.research, LLC with Morgan. Under the terms of
the transaction, Morgan issued 50,000,000 shares of Morgan’s common
stock to Associated Capital Group. As a result of the transaction,
the Company holds approximately 83% of Morgan’s outstanding common
shares. In addition, Vincent M. Amabile, Jr., President of Morgan
purchased 5 million shares of Morgan at closing.
G.research, LLC is an institutional research services firm
founded in 1976. The firm covers automotive, basic materials,
consumer staples, financials, healthcare, industrials, media,
technology, telecommunications, and utilities industries, with an
emphasis on small and mid-cap securities. Also known as Gabelli
& Company, Inc., the company hosts a number of industry
conferences on behalf of Gabelli Funds and offers research
subscription services.
About Associated Capital Group, Inc.
The Company has been publicly traded since November 30, 2015
following its spin-off from GAMCO.
The Company operates its investment management business via
Gabelli & Company Investment Advisers, Inc. (“GCIA” f/k/a
Gabelli Securities, Inc.), its 100% owned subsidiary. GCIA and its
wholly-owned subsidiary, Gabelli & Partners, collectively serve
as general partners or investment managers to investment funds
including limited partnerships, offshore companies and separate
accounts. The Company primarily manages assets in equity
event-driven strategies, across a range of risk and event arbitrage
portfolios and earns management and incentive fees from its
advisory activities. GCIA is registered with the Securities and
Exchange Commission as an investment advisor under the Investment
Advisers Act of 1940, as amended.
The Company also derives investment income/(loss) from
proprietary trading of assets awaiting deployment in its operating
businesses.
SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION
Our disclosure and analysis in this press release contain
“forward-looking statements”. 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 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 could cause our actual results
to differ from our expectations or beliefs include 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, and
a general downturn in the economy that negatively impacts our
operations. We also direct your attention to the more specific
discussions of these and other risks, uncertainties and other
important factors contained in our Form 10 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20191223005331/en/
Douglas R. Jamieson President & CEO (203) 629-2726
Associated-Capital-Group.com
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