Original GBL Prospectus - Gabelli
Original GBL Prospectus - Gabelli Original GBL Prospectus - Gabelli
tants and Ñnancial consultants have not been a major source of new institutional Separate Accounts business for the Company. However, these consultants have signiÑcantly increased their presence among institutional investors. As a result, the Company intends both to add marketing personnel to target pension and Ñnancial consultants and to expand its eÅorts through its traditional marketing channels. ‚ Attracting and Retaining Experienced Professionals. Following the OÅering, the availability of publicly traded Class A Common Stock will enhance the Company's ability to attract and retain top performing investment professionals. The ability to attract and retain highly experienced investment and other professionals with a long-term commitment to the Company and its clients has been, and will continue to be, a signiÑcant factor in its long-term growth. As the Company continues to increase the breadth of its investment management capabilities, it plans to add portfolio managers and other investment personnel in order to foster expansion of its products. ‚ Capitalizing on Acquisitions and Strategic Alliances. The Company intends to selectively and opportunistically pursue acquisitions and alliances that will broaden its product oÅerings and add new sources of distribution. The Company believes that it will be better positioned to pursue acquisitions and alliances after the OÅering because it will be one of a relatively few publicly-traded investment management Ñrms. At present, the Company has no plans, arrangements or understandings relating to any speciÑc acquisitions or alliances. Mutual Funds The Mutual Funds include 23 open-end Mutual Funds and three closed-end funds which had total assets as of September 30, 1998 of $7.0 billion. The open-end Mutual Funds are available to individuals and institutions primarily on a no-load basis, while the closed-end funds are listed and traded on the NYSE. At September 30, 1998, the open-end funds had total assets of $5.5 billion and the closed-end funds had total assets of $1.5 billion. The assets managed in the closed-end funds represent approximately 21% of the assets in the Mutual Funds and 11% of the total assets under management of the Company at September 30, 1998. The Company's assets under management consist of a broad range of U.S. and international stock, bond and money market mutual funds that meet the varied needs and objectives of its Mutual Fund shareholders. At September 30, 1998, over two-thirds of the Company's assets under management in open-end, no-load equity Mutual Funds had been obtained through direct sales relationships. The Company, through its aÇliates, acts as adviser to all of the Mutual Funds, except with respect to the Gabelli Capital Asset Fund in which the Company acts as a subadviser and Guardian Investment Services Corporation, an unaÇliated company, acts as manager. As subadviser, the Company makes day-to-day investment decisions for the Gabelli Capital Asset Fund. Funds Adviser, a wholly owned subsidiary of the Company, acts as the investment adviser for all of the Mutual Funds other than the Gabelli Westwood family of funds and the Treasurer's Funds. Gabelli Advisers, Inc. acts as investment adviser to the Gabelli Westwood family of funds and has retained Westwood Management to act as subadviser for Ñve of the six portfolios. Westwood Management is a wholly owned subsidiary of Southwest Securities Group, Inc., a publicly held securities brokerage Ñrm. In its capacity as subadviser, Westwood Management makes day-to-day investment decisions and provides the portfolio management services for Ñve of the six current Gabelli Westwood portfolios. The Gabelli Westwood Mighty Mites SM Fund, launched in May 1998, is advised solely by Gabelli Advisers, Inc., using a team investment approach, without any subadvisers. Westwood Management owns 100% of the Class A common stock of Gabelli Advisers, Inc. (representing 20% of the economic interest), and is not an aÇliate of the Company. The Company believes that Gabelli Advisers, Inc. will serve as a platform for future growth and diversiÑcation of the Company's product line. Gabelli Fixed Income L.L.C. currently manages short-term and short-intermediate term Ñxed income securities for the Treasurer's Funds as well as for the Separate Accounts. In the future, the Company plans to further increase and diversify the number of Ñxed income products oÅered by Gabelli Fixed Income L.L.C. Certain members of senior management of Gabelli Fixed Income L.L.C. own a 19.9% equity interest in it. 38
The following table lists the Mutual Funds, together with the December 31, 1998 Morningstar overall rating, where rated (ratings are not available for the money-market Mutual Funds and other Mutual Funds, which collectively represent 15% of the assets under management in the Mutual Funds), the portfolio manager(s) and associate portfolio managers(s) for such Mutual Fund, and provides a description of the primary investment objective, fund characteristics, fees, the date that the Mutual Fund was initially oÅered to investors and the assets under management in the Mutual Fund as of September 30, 1998 and December 31, 1998. Fund Net Assets as of (Morningstar Overall Advisory 12b-1 Initial September 30, December 31, Rating)(1) Primary Investment Fund Fees Fees OÅer 1998 1998 Portfolio Manager(s) Objective Characteristics (%) (%) Date ($ in millions) GABELLI OPEN-END FUNDS: The Gabelli Growth Capital appreciation No-load, 1.00 .25 04/10/87 $1,405.5 $1,864.0 Fund from companies that Open-end, (rrrrr) have favorable, yet DiversiÑed undervalued, prospects Howard F. Ward for earnings growth. Invests in equity securities of companies that have above-average or expanding market shares and proÑt margins. The Gabelli Global High level of capital No-load, 1.00 .25 02/07/94 62.7 74.0 Interactive Couch appreciation through Open-end, Potato@ Fund investment in a Non-diversiÑed (rrrrr) portfolio of equity securities focused on Marc J. Gabelli the entertainment, media and communications sectors. The Gabelli Asset Fund Growth of capital as a No-load, 1.00 .25 03/03/86 1,373.7 1,593.6 (rrrr) primary investment Open-end, objective, with current DiversiÑed Mario J. Gabelli income as a secondary investment objective. Invests in equity securities of companies selling at a signiÑcant discount to their private market value. The Gabelli Equity High level of total No-load, 1.00 .25 01/02/92 79.7 87.2 Income Fund return with an emphasis Open-end, (rrrr) on income producing DiversiÑed equities with yields Mario J. Gabelli greater than the S&P James Foung 500 average. Gabelli International Capital appreciation by No-load, 1.00 .25 06/30/95 25.2 26.8 Growth Fund investing primarily in Open-end, (rrrr) equity securities of DiversiÑed foreign companies with Caesar M.P. Bryan rapid growth in revenues and earnings. 39
- Page 1 and 2: PROSPECTUS 6,000,000 Shares Gabelli
- Page 3 and 4: PROSPECTUS SUMMARY The following su
- Page 5 and 6: The Company's subsidiary, Gabelli &
- Page 7 and 8: ‚ Increasing Marketing for Instit
- Page 9 and 10: Summary Historical and Pro Forma Fi
- Page 11 and 12: Nine Months Year Ended Ended Decemb
- Page 13 and 14: ecause the Company did not pursue t
- Page 15 and 16: Competition and Competitors with Gr
- Page 17 and 18: additional Class B Common Stock cou
- Page 19 and 20: THE COMPANY The Company is a holdin
- Page 21 and 22: USE OF PROCEEDS The net proceeds to
- Page 23 and 24: CAPITALIZATION The following table
- Page 25 and 26: Gabelli Funds, Inc. and Subsidiarie
- Page 27 and 28: MANAGEMENT'S DISCUSSION AND ANALYSI
- Page 29 and 30: Commission revenues for the nine mo
- Page 31 and 32: As a result of increased agency tra
- Page 33 and 34: functions, such as pricing its secu
- Page 35 and 36: As of December 31, 1998, the Compan
- Page 37: ‚ Widely Recognized ""Gabelli'' B
- Page 41 and 42: Fund Net Assets as of (Morningstar
- Page 43 and 44: Fund Net Assets as of (Morningstar
- Page 45 and 46: assigned to a speciÑc client from
- Page 47 and 48: StaÅ At December 31, 1998, the Com
- Page 49 and 50: MANAGEMENT Directors and Executive
- Page 51 and 52: (Insurance), the International Coun
- Page 53 and 54: accepted accounting principles (bef
- Page 55 and 56: Transferability Except as otherwise
- Page 57 and 58: Prior to the OÅering, the Company
- Page 59 and 60: 1997, which loan accrued interest a
- Page 61 and 62: Stock. No shares of Common Stock ar
- Page 63 and 64: Stock''), voting together as a sing
- Page 65 and 66: Under the CertiÑcate of Incorporat
- Page 67 and 68: SHARES ELIGIBLE FOR FUTURE SALE Imm
- Page 69 and 70: The Underwriters propose to oÅer t
- Page 71 and 72: LEGAL MATTERS Certain legal matters
- Page 73 and 74: REPORT OF INDEPENDENT AUDITORS The
- Page 75 and 76: GABELLI FUNDS, INC. AND SUBSIDIARIE
- Page 77 and 78: GABELLI FUNDS, INC. AND SUBSIDIARIE
- Page 79 and 80: GABELLI FUNDS, INC. AND SUBSIDIARIE
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- Page 87 and 88: GABELLI FUNDS, INC. AND SUBSIDIARIE
tants and Ñnancial consultants have not been a major source of new institutional Separate Accounts<br />
business for the Company. However, these consultants have signiÑcantly increased their presence among<br />
institutional investors. As a result, the Company intends both to add marketing personnel to target pension<br />
and Ñnancial consultants and to expand its eÅorts through its traditional marketing channels.<br />
‚ Attracting and Retaining Experienced Professionals. Following the OÅering, the availability of publicly<br />
traded Class A Common Stock will enhance the Company's ability to attract and retain top performing<br />
investment professionals. The ability to attract and retain highly experienced investment and other<br />
professionals with a long-term commitment to the Company and its clients has been, and will continue to<br />
be, a signiÑcant factor in its long-term growth. As the Company continues to increase the breadth of its<br />
investment management capabilities, it plans to add portfolio managers and other investment personnel in<br />
order to foster expansion of its products.<br />
‚ Capitalizing on Acquisitions and Strategic Alliances. The Company intends to selectively and opportunistically<br />
pursue acquisitions and alliances that will broaden its product oÅerings and add new sources of<br />
distribution. The Company believes that it will be better positioned to pursue acquisitions and alliances after<br />
the OÅering because it will be one of a relatively few publicly-traded investment management Ñrms. At<br />
present, the Company has no plans, arrangements or understandings relating to any speciÑc acquisitions or<br />
alliances.<br />
Mutual Funds<br />
The Mutual Funds include 23 open-end Mutual Funds and three closed-end funds which had total assets<br />
as of September 30, 1998 of $7.0 billion. The open-end Mutual Funds are available to individuals and<br />
institutions primarily on a no-load basis, while the closed-end funds are listed and traded on the NYSE. At<br />
September 30, 1998, the open-end funds had total assets of $5.5 billion and the closed-end funds had total<br />
assets of $1.5 billion. The assets managed in the closed-end funds represent approximately 21% of the assets in<br />
the Mutual Funds and 11% of the total assets under management of the Company at September 30, 1998.<br />
The Company's assets under management consist of a broad range of U.S. and international stock, bond and<br />
money market mutual funds that meet the varied needs and objectives of its Mutual Fund shareholders. At<br />
September 30, 1998, over two-thirds of the Company's assets under management in open-end, no-load equity<br />
Mutual Funds had been obtained through direct sales relationships.<br />
The Company, through its aÇliates, acts as adviser to all of the Mutual Funds, except with respect to the<br />
<strong>Gabelli</strong> Capital Asset Fund in which the Company acts as a subadviser and Guardian Investment Services<br />
Corporation, an unaÇliated company, acts as manager. As subadviser, the Company makes day-to-day<br />
investment decisions for the <strong>Gabelli</strong> Capital Asset Fund.<br />
Funds Adviser, a wholly owned subsidiary of the Company, acts as the investment adviser for all of the<br />
Mutual Funds other than the <strong>Gabelli</strong> Westwood family of funds and the Treasurer's Funds.<br />
<strong>Gabelli</strong> Advisers, Inc. acts as investment adviser to the <strong>Gabelli</strong> Westwood family of funds and has<br />
retained Westwood Management to act as subadviser for Ñve of the six portfolios. Westwood Management is a<br />
wholly owned subsidiary of Southwest Securities Group, Inc., a publicly held securities brokerage Ñrm. In its<br />
capacity as subadviser, Westwood Management makes day-to-day investment decisions and provides the<br />
portfolio management services for Ñve of the six current <strong>Gabelli</strong> Westwood portfolios. The <strong>Gabelli</strong> Westwood<br />
Mighty Mites SM Fund, launched in May 1998, is advised solely by <strong>Gabelli</strong> Advisers, Inc., using a team<br />
investment approach, without any subadvisers. Westwood Management owns 100% of the Class A common<br />
stock of <strong>Gabelli</strong> Advisers, Inc. (representing 20% of the economic interest), and is not an aÇliate of the<br />
Company. The Company believes that <strong>Gabelli</strong> Advisers, Inc. will serve as a platform for future growth and<br />
diversiÑcation of the Company's product line.<br />
<strong>Gabelli</strong> Fixed Income L.L.C. currently manages short-term and short-intermediate term Ñxed income<br />
securities for the Treasurer's Funds as well as for the Separate Accounts. In the future, the Company plans to<br />
further increase and diversify the number of Ñxed income products oÅered by <strong>Gabelli</strong> Fixed Income L.L.C.<br />
Certain members of senior management of <strong>Gabelli</strong> Fixed Income L.L.C. own a 19.9% equity interest in it.<br />
38