UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-22041
Gabelli 787 Fund, Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
John C. Ball
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-422-3554
Date of fiscal year end: October 31
Date of reporting period: April 30, 2023
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
| (a) | The Report to Shareholders is attached herewith. |
Gabelli Enterprise Mergers and Acquisitions Fund
Semiannual Report — April 30, 2023
To Our Shareholders,
For the six months ended April 30, 2023, the net asset value (NAV) total return per Class A Share of the Gabelli Enterprise Mergers and Acquisitions Fund was 1.9% compared with a total return of 8.6% for the Standard & Poor’s (S&P) 500 Index. The performance of the ICE BofA 3 Month U.S. Treasury Bill Index for the six months ended April 30, 2023 was 2.1%. Other classes of shares are available. See page 3 for additional performance information for all classes.
Enclosed are the financial statements, including the schedule of investments, as of April 30, 2023.
Investment Objective and Strategy (Unaudited)
The Fund’s primary investment objective is capital appreciation. Under normal circumstances, the Fund intends to invest primarily in equity securities of companies believed to be likely acquisition targets within twelve to eighteen months. The Fund also may engage in arbitrage transactions by investing in the equity securities of companies that are involved in publicly announced mergers, takeovers, tender offers, leveraged buyouts, spinoffs, liquidations, and other corporate reorganizations.
As permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s annual and semiannual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund’s website (www.gabelli.com), and you will be notified by mail each time a report is posted and provided with a website link to access the report. If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. To elect to receive all future reports on paper free of charge, please contact your financial intermediary, or, if you invest directly with the Fund, you may call 800-422-3554 or send an email request to info@gabelli.com. |
Performance Discussion (Unaudited)
Mergers and acquisitions (M&A) announcements were not immune to the fluctuations in the equity and fixed income markets for the first six months of the Fund’s fiscal cycle. Global M&A activity totaled $3.6 trillion, down 37% year-over-year and totaling $798 billion in the calendar fourth quarter. While 2022 numbers may appear depressed when compared with the $3.1 and $2.8 trillion announced in 2018 and 2019, respectively, deal values certainly remain strong. A total of nearly 15,000 deals were announced worldwide, with more than 3,500 in the United States in the final three months of 2022. The Federal Reserve’s fight with inflation, increased global regulatory scrutiny, and tightening financing markets all impacted the deal making landscape.
Deal spreads fluctuated in the first fiscal half. Global regulators announced more stringent reviews of specific transactions, putting further pressure on previously announced deals. The Federal Reserve’s interest rate increases have benefited merger arbitrage and companies gain better visibility into global concerns and look for highly strategic acquisitions with excess cash levels.
Done Deals
Alleghany Corp. operates within the property and casualty insurance and reinsurance businesses, as well as other industrial businesses. On March 21, 2022, Berkshire Hathaway Inc. entered into an agreement to acquire Alleghany for $848.02 per share in cash or $11.6 billion. The deal required approval from shareholders as well as global regulatory authorities. The transaction closed on October 19, 2022.
Oyster Point Pharma is a commercial stage biopharma company focused on therapies to treat ophthalmic diseases and eye care. On November 7, 2022, the company agreed to be acquired by Viatris for $11 cash per share, plus a CVR up to $2 per share. The transaction closed on January 3, 2023, following a tender by majority shareholders.
South Jersey Industries is a regulated natural gas company serving seven counties in New Jersey. The company agreed to be acquired by the Infrastructure Investment Fund for $36 cash per share or $8.1 billion total deal value. The deal closed on February 1, 2023, following approval from the NJ Board of Public Utilities.
We appreciate your confidence and trust.
The views expressed reflect the opinions of the Fund’s portfolio manager and Gabelli Funds, LLC, the Adviser, as of the date of this report and are subject to change without notice based on changes in market, economic, or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results. |
Comparative Results
Average Annual Returns through April 30, 2023 (a)(b) (Unaudited)
Total returns and average annual returns reflect changes in share price, reinvestment of distributions, and are net of expenses. Performance returns for periods of less than one year are not annualized.
| | Six Months | | | 1 Year | | | 5 Year | | | 10 Year | | | 15 Year | | | Since Inception (2/28/01) | |
Class A (EMAAX) | | | 1.92 | % | | | (2.19 | )% | | | 1.75 | % | | | 3.09 | % | | | 3.14 | % | | | 3.83 | % |
With sales charge (c) | | | (3.94 | ) | | | (7.82 | ) | | | 0.56 | | | | 2.48 | | | | 2.73 | | | | 3.56 | |
Class AAA (EAAAX) (d) | | | 1.96 | | | | (2.13 | ) | | | 1.86 | | | | 3.24 | | | | 3.29 | | | | 3.93 | |
Class C (EMACX) | | | 1.50 | | | | (2.90 | ) | | | 1.10 | | | | 2.46 | | | | 2.54 | | | | 3.24 | |
With contingent deferred sales charge (e) | | | 0.50 | | | | (3.87 | ) | | | 1.10 | | | | 2.46 | | | | 2.54 | | | | 3.24 | |
Class Y (EMAYX) | | | 2.29 | | | | (1.42 | ) | | | 2.33 | | | | 3.61 | | | | 3.65 | | | | 4.33 | |
S&P 500 Index (f) | | | 8.63 | | | | 2.66 | | | | 11.45 | | | | 12.20 | | | | 9.82 | | | | 7.69 | |
Lipper U.S. Treasury Money Market Fund Average (f) | | | 0.73 | | | | 1.97 | | | | 1.38 | | | | 2.72 | | | | 2.77 | | | | 1.09 | |
ICE BofA 3 Month U.S. Treasury Bill Index (f) | | | 2.09 | | | | 2.81 | | | | 1.44 | | | | 0.90 | | | | 0.71 | | | | 1.44 | |
| (a) | The Fund’s fiscal year ends on October 31. |
| (b) | The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days of purchase. |
| (c) | Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period. |
| (d) | The Class A Share NAVs are used to calculate the performance for the periods prior to the issuance of Class AAA Shares on February 26, 2010. The actual performance for the Class AAA Shares would have been higher due to lower expenses associated with this share class. |
| (e) | Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase. |
| (f) | The S&P 500 Index is a market capitalization weighted index of 500 large capitalization stocks commonly used to represent the U.S. equity market. The Lipper U.S. Treasury Money Market Fund Average reflects the average performance of mutual funds classified in this particular category. Dividends are considered reinvested. The ICE BofA 3 Month U.S. Treasury Bill Index is comprised of a single issue purchased at the beginning of the month and held for a full month. At the end of the month, that issue is sold and rolled into the outstanding Treasury Bill that matures closest to, but not beyond three months from the rebalancing date. To qualify for selection, an issue must have settled on or before the rebalancing (month end) date. You cannot invest directly in an index. |
In the current prospectuses dated February 28, 2023, the Fund’s gross expense ratios are 1.71%, 1.71%, 2.46%, and 1.46% for the Class AAA, A, C, and Y Shares, respectively, and the net expense ratio for Class Y Shares after contractual reimbursements by the Adviser is 1.02%. See page 12 for the expense ratios for the six months ended April 30, 2023. Class AAA and Class Y Shares have no sales charge. The maximum sales charge for Class A Shares and Class C Shares is 5.75% and 1.00%, respectively.
Returns represent past performance and do not guarantee future results. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end.
Gabelli Enterprise Mergers and Acquisitions Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from November 1, 2022 through April 30, 2023 | Expense Table |
We believe it is important for you to understand the impact of fees and expenses regarding your investment. All mutual funds have operating expenses. As a shareholder of a fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of a fund. When a fund’s expenses are expressed as a percentage of its average net assets, this figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
The Expense Table below illustrates your Fund’s costs in two ways:
Actual Fund Return: This section provides information about actual account values and actual expenses. You may use this section to help you to estimate the actual expenses that you paid over the period after any fee waivers and expense reimbursements. The “Ending Account Value” shown is derived from the Fund’s actual return during the past six months, and the “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period” to estimate the expenses you paid during this period.
Hypothetical 5% Return: This section provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio. It assumes a hypothetical annualized return of 5% before expenses during the period shown. In this case – because the hypothetical return used is not the Fund’s actual return – the results do not apply to your investment and you cannot use the hypothetical account value and expense to estimate the actual ending account balance or expenses you
paid for the period. This example is useful in making comparisons of the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads), redemption fees, or exchange fees, if any, which are described in the Prospectus. If these costs were applied to your account, your costs would be higher. Therefore, the 5% hypothetical return is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| | Beginning Account Value 11/01/22 | | | Ending Account Value 04/30/23 | | | Annualized Expense Ratio | | | Expenses Paid During Period * | |
The Gabelli Enterprise Mergers and Acquisitions Fund | |
Actual Fund Return | | | | | | | | | | | | | | | | |
Class AAA | | $ | 1,000.00 | | | $ | 1,019.60 | | | | 1.80% | | | $ | 9.01 | |
Class A | | $ | 1,000.00 | | | $ | 1,019.20 | | | | 1.80% | | | $ | 9.01 | |
Class C | | $ | 1,000.00 | | | $ | 1,015.00 | | | | 2.55% | | | $ | 12.74 | |
Class Y | | $ | 1,000.00 | | | $ | 1,022.90 | | | | 1.01% | | | $ | 5.07 | |
Hypothetical 5% Return | | | | | | | | | | | | | | | | |
Class AAA | | $ | 1,000.00 | | | $ | 1,015.87 | | | | 1.80% | | | $ | 9.00 | |
Class A | | $ | 1,000.00 | | | $ | 1,015.87 | | | | 1.80% | | | $ | 9.00 | |
Class C | | $ | 1,000.00 | | | $ | 1,012.15 | | | | 2.55% | | | $ | 12.72 | |
Class Y | | $ | 1,000.00 | | | $ | 1,019.79 | | | | 1.01% | | | $ | 5.06 | |
| * | Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (181 days), then divided by 365. |
Summary of Portfolio Holdings (Unaudited)
The following table presents portfolio holdings as a percent of net assets as of April 30, 2023:
Gabelli Enterprise Mergers and Acquisitions Fund
Long Positions | | | | |
Energy and Utilities | | | 12.2 | % |
Health Care | | | 12.0 | % |
Diversified Industrial | | | 9.6 | % |
Building and Construction | | | 5.7 | % |
Computer Software and Services | | | 4.9 | % |
Aerospace and Defense | | | 4.9 | % |
Financial Services | | | 4.8 | % |
U.S. Government Obligations | | | 4.2 | % |
Entertainment | | | 3.9 | % |
Retail | | | 3.5 | % |
Cable and Satellite | | | 3.2 | % |
Wireless Communications | | | 2.7 | % |
Media | | | 2.4 | % |
Machinery | | | 2.2 | % |
Broadcasting | | | 2.2 | % |
Telecommunications | | | 2.1 | % |
Real Estate | | | 1.8 | % |
Metals and Mining | | | 1.6 | % |
Specialty Chemicals | | | 1.4 | % |
Food and Beverage | | | 1.3 | % |
Consumer Services | | | 1.1 | % |
Materials | | | 1.0 | % |
Business Services | | | 0.8 | % |
Consumer Products | | | 0.8 | % |
Hotels and Gaming | | | 0.7 | % |
Electronics | | | 0.5 | % |
Communications Equipment | | | 0.3 | % |
Automotive | | | 0.3 | % |
Containers and Packaging | | | 0.2 | % |
Closed-End Funds | | | 0.1 | % |
Publishing | | | 0.0 | %* |
Semiconductors | | | 0.0 | %* |
Other Assets and Liabilities (Net) | | | 7.9 | % |
Short Positions | | | | |
Building and Construction | | | (0.2 | )% |
Financial Services | | | (0.1 | )% |
| | | 100.0 | % |
| * | Amount represents less than 0.05%. |
The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (the SEC) for the first and third quarters of each fiscal year on Form N-PORT. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Fund’s Form N-PORT is available on the SEC’s website at www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.
Proxy Voting
The Fund files Form N-PX with its complete proxy voting record for the twelve months ended June 30, no later than August 31 of each year. A description of the Fund’s proxy voting policies, procedures, and how the Fund voted proxies relating to portfolio securities is available without charge, upon request, by (i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SEC’s website at www.sec.gov.
Gabelli Enterprise Mergers and Acquisitions Fund
Schedule of Investments — April 30, 2023 (Unaudited)
Shares | | | | | Cost | | | Market Value | |
| | | | COMMON STOCKS — 87.5% | | | | | | | | |
| | | | Aerospace and Defense — 4.9% | | | | | | | | |
| 42,500 | | | Aerojet Rocketdyne Holdings Inc.† | | $ | 1,800,457 | | | $ | 2,397,425 | |
| 18,500 | | | Kaman Corp. | | | 670,175 | | | | 408,295 | |
| 1,200 | | | L3Harris Technologies Inc. | | | 228,236 | | | | 234,180 | |
| | | | | | | 2,698,868 | | | | 3,039,900 | |
| | | | Automotive — 0.3% | | | | | | | | |
| 20,000 | | | Iveco Group NV† | | | 119,446 | | | | 179,610 | |
| | | | | | | | | | | | |
| | | | Broadcasting — 2.2% | | | | | | | | |
| 20,000 | | | Sinclair Broadcast Group Inc., Cl. A | | | 400,699 | | | | 397,800 | |
| 58,000 | | | TEGNA Inc. | | | 1,187,471 | | | | 991,800 | |
| | | | | | | 1,588,170 | | | | 1,389,600 | |
| | | | Building and Construction — 5.7% | | | | | | | | |
| 4,500 | | | Carrier Global Corp. | | | 65,150 | | | | 188,190 | |
| 18,500 | | | Griffon Corp. | | | 157,250 | | | | 526,325 | |
| 2,500 | | | Lennar Corp., Cl. B | | | 181,162 | | | | 244,550 | |
| 11,510 | | | Nobility Homes Inc. | | | 168,049 | | | | 297,533 | |
| 7,500 | | | Skyline Champion Corp.† | | | 35,946 | | | | 556,275 | |
| 10,000 | | | Vulcan Materials Co. | | | 393,583 | | | | 1,751,200 | |
| | | | | | | 1,001,140 | | | | 3,564,073 | |
| | | | Business Services — 0.8% | | | | | | | | |
| 230,000 | | | Clear Channel Outdoor Holdings Inc.† | | | 654,510 | | | | 292,100 | |
| 75,000 | | | Dawson Geophysical Co.† | | | 173,675 | | | | 144,000 | |
| 2,000 | | | eWork Group AB | | | 16,512 | | | | 27,928 | |
| 1,200 | | | Rentokil Initial plc, ADR | | | 64,409 | | | | 47,568 | |
| | | | | | | 909,106 | | | | 511,596 | |
| | | | Cable and Satellite — 3.2% | | | | | | | | |
| 32,000 | | | DISH Network Corp., Cl. A† | | | 561,860 | | | | 240,320 | |
| 3,500 | | | Liberty Broadband Corp., Cl. A† | | | 15,669 | | | | 295,855 | |
| 3,500 | | | Liberty Broadband Corp., Cl. C† | | | 94,710 | | | | 296,730 | |
| 40,000 | | | Liberty Global plc, Cl. A† | | | 1,024,161 | | | | 780,400 | |
| 3,000 | | | Liberty Media Corp.- Liberty Formula One, Cl. A† | | | 7,487 | | | | 194,340 | |
| 3,000 | | | Liberty Media Corp.- Liberty Formula One, Cl. C† | | | 9,444 | | | | 216,570 | |
| | | | | | | 1,713,331 | | | | 2,024,215 | |
| | | | Communications Equipment — 0.3% | | | | | | | | |
| 7,000 | | | Digi International Inc.† | | | 68,272 | | | | 211,120 | |
| | | | | | | | | | | | |
| | | | Computer Software and Services — 4.9% | | | | | | | | |
| 2,500 | | | Activision Blizzard Inc. | | | 199,605 | | | | 194,275 | |
| 8,000 | | | Black Knight Inc.† | | | 531,672 | | | | 437,120 | |
| 12,000 | | | Cvent Holding Corp.† | | | 100,567 | | | | 100,920 | |
| 4,000 | | | EMIS Group plc | | | 91,848 | | | | 82,041 | |
Shares | | | | | Cost | | | Market Value | |
| 3,000 | | | Fiserv Inc.† | | $ | 250,707 | | | $ | 366,360 | |
| 14,000 | | | ForgeRock Inc., Cl. A† | | | 314,615 | | | | 280,420 | |
| 8,000 | | | Gen Digital Inc. | | | 157,617 | | | | 141,360 | |
| 300 | | | GK Software SE† | | | 59,844 | | | | 63,469 | |
| 20,000 | | | Momentive Global Inc.† | | | 185,490 | | | | 187,800 | |
| 6,000 | | | Playtech plc† | | | 52,349 | | | | 43,509 | |
| 8,000 | | | Qualtrics International Inc., Cl. A† | | | 140,720 | | | | 143,440 | |
| 700 | | | Rockwell Automation Inc. | | | 127,509 | | | | 198,387 | |
| 15,000 | | | Rovio Entertainment Oyj | | | 126,983 | | | | 153,963 | |
| 2,500 | | | Stratasys Ltd.† | | | 39,865 | | | | 35,900 | |
| 26,000 | | | Sumo Logic Inc.† | | | 311,316 | | | | 312,000 | |
| 2,500 | | | VMware Inc., Cl. A† | | | 286,331 | | | | 312,575 | |
| | | | | | | 2,977,038 | | | | 3,053,539 | |
| | | | Consumer Products — 0.8% | | | | | | | | |
| 4,500 | | | Bang & Olufsen A/S† | | | 12,186 | | | | 6,320 | |
| 12,000 | | | iRobot Corp.† | | | 703,403 | | | | 471,960 | |
| 2,000 | | | Kimball International Inc., Cl. B | | | 24,605 | | | | 24,620 | |
| | | | | | | 740,194 | | | | 502,900 | |
| | | | Consumer Services — 1.1% | | | | | | | | |
| 65,000 | | | MoneyGram International Inc.† | | | 525,245 | | | | 660,400 | |
| | | | | | | | | | | | |
| | | | Containers and Packaging — 0.2% | | | | | | | | |
| 5,000 | | | Ardagh Group SA† | | | 126,792 | | | | 51,000 | |
| 1,000 | | | Triton International Ltd. | | | 82,997 | | | | 82,670 | |
| | | | | | | 209,789 | | | | 133,670 | |
| | | | Diversified Industrial — 9.6% | | | | | | | | |
| 7,500 | | | Hexcel Corp. | | | 415,252 | | | | 540,600 | |
| 27,760 | | | Maxar Technologies Inc. | | | 1,443,196 | | | | 1,463,507 | |
| 143,500 | | | Myers Industries Inc. | | | 2,533,429 | | | | 2,719,325 | |
| 575,000 | | | Schmitt Industries Inc.† | | | 17,365 | | | | 7,475 | |
| 976,621 | | | Steel Connect Inc.† | | | 1,338,836 | | | | 1,025,452 | |
| 15,000 | | | Tredegar Corp. | | | 134,250 | | | | 140,700 | |
| 5,000 | | | US Xpress Enterprises Inc., Cl. A† | | | 29,400 | | | | 30,200 | |
| 8,000 | | | Velan Inc. | | | 76,124 | | | | 75,167 | |
| | | | | | | 5,987,852 | | | | 6,002,426 | |
| | | | Electronics — 0.5% | | | | | | | | |
| 600 | | | MKS Instruments Inc. | | | 62,581 | | | | 50,322 | |
| 4,000 | | | National Instruments Corp. | | | 229,660 | | | | 232,920 | |
| | | | | | | 292,241 | | | | 283,242 | |
| | | | Energy and Utilities — 12.2% | | | | | | | | |
| 5,000 | | | Alerion Cleanpower SpA | | | 13,708 | | | | 160,877 | |
| 133,333 | | | Alvopetro Energy Ltd. | | | 372,741 | | | | 813,864 | |
| 1,000 | | | Avangrid Inc. | | | 38,750 | | | | 40,260 | |
| 17,500 | | | Avista Corp. | | | 729,787 | | | | 771,225 | |
| 44,600 | | | DCP Midstream LP | | | 1,837,723 | | | | 1,850,454 | |
| 35,000 | | | Endesa SA | | | 965,019 | | | | 785,600 | |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Schedule of Investments (Continued) — April 30, 2023 (Unaudited)
Shares | | | | | Cost | | | Market Value | |
| | | | COMMON STOCKS (Continued) | | | | | | | | |
| | | | Energy and Utilities (Continued) | | | | | | | | |
| 7,087 | | | Energy Transfer LP | | $ | 41,207 | | | $ | 91,281 | |
| 1,000 | | | Etablissements Maurel et Prom SA | | | 4,222 | | | | 3,821 | |
| 2,000 | | | Evoqua Water Technologies Corp.† | | | 91,817 | | | | 98,900 | |
| 160,000 | | | Gulf Coast Ultra Deep Royalty Trust | | | 94,045 | | | | 3,040 | |
| 3,000 | | | KLX Energy Services Holdings Inc.† | | | 17,204 | | | | 29,910 | |
| 8,000 | | | NorthWestern Corp. | | | 221,528 | | | | 468,960 | |
| 14,000 | | | PNM Resources Inc. | | | 686,276 | | | | 673,820 | |
| 6,500 | | | Portland General Electric Co. | | | 327,866 | | | | 329,030 | |
| 27,000 | | | Severn Trent plc | | | 749,892 | | | | 994,894 | |
| 1,500 | | | Southwest Gas Holdings Inc. | | | 71,090 | | | | 84,000 | |
| 12,000 | | | UGI Corp. | | | 519,992 | | | | 406,560 | |
| | | | | | | 6,782,867 | | | | 7,606,496 | |
| | | | Entertainment — 3.9% | | | | | | | | |
| 46,000 | | | Fox Corp., Cl. B | | | 1,763,828 | | | | 1,404,840 | |
| 22,000 | | | Liberty Media Corp.- Liberty Braves, Cl. A† | | | 547,095 | | | | 861,740 | |
| 11,000 | | | Warner Bros Discovery Inc.† | | | 63,399 | | | | 149,710 | |
| | | | | | | 2,374,322 | | | | 2,416,290 | |
| | | | Financial Services — 4.8% | | | | | | | | |
| 16,500 | | | Aareal Bank AG† | | | 536,935 | | | | 561,804 | |
| 5,000 | | | Argo Group International Holdings Ltd | | | 145,948 | | | | 147,050 | |
| 800 | | | Brookfield Asset Management Ltd., Cl. A | | | 28,564 | | | | 26,840 | |
| 3,200 | | | Brookfield Corp. | | | 128,512 | | | | 103,872 | |
| 17,500 | | | Cadence Bank | | | 492,550 | | | | 353,850 | |
| 2,566 | | | CNFinance Holdings Ltd., ADR† | | | 6,265 | | | | 6,785 | |
| 7,500 | | | Fanhua Inc., ADR | | | 59,210 | | | | 61,875 | |
| 11,000 | | | First Horizon Corp. | | | 256,411 | | | | 193,050 | |
| 4,000 | | | Focus Financial Partners Inc., Cl. A† | | | 206,800 | | | | 207,760 | |
| 3,000 | | | Malvern Bancorp Inc.† | | | 52,542 | | | | 43,680 | |
| 30,000 | | | Navient Corp. | | | 281,837 | | | | 496,200 | |
| 2,500 | | | Numis Corp. plc† | | | 10,729 | | | | 10,714 | |
| 1,500 | | | SouthState Corp. | | | 101,474 | | | | 103,470 | |
| 13,000 | | | Synovus Financial Corp. | | | 455,304 | | | | 400,400 | |
| 3,000 | | | The Community Financial Corp. | | | 118,593 | | | | 91,500 | |
| 400 | | | Topdanmark AS | | | 11,380 | | | | 21,075 | |
Shares | | | | | Cost | | | Market Value | |
| 5,000 | | | Webster Financial Corp. | | $ | 119,284 | | | $ | 186,500 | |
| | | | | | | 3,012,338 | | | | 3,016,425 | |
| | | | Food and Beverage — 1.3% | | | | | | | | |
| 5,500 | | | Chr. Hansen Holding A/S | | | 397,234 | | | | 427,511 | |
| 4,000 | | | Flowers Foods Inc. | | | 9,484 | | | | 110,040 | |
| 12,000 | | | GrainCorp Ltd., Cl. A | | | 137,407 | | | | 53,995 | |
| 10,000 | | | Primo Water Corp. | | | 146,627 | | | | 151,900 | |
| 14,000 | | | United Malt Group Ltd. | | | 29,008 | | | | 40,761 | |
| | | | | | | 719,760 | | | | 784,207 | |
| | | | Health Care — 11.8% | | | | | | | | |
| 4,800 | | | BELLUS Health Inc.† | | | 69,168 | | | | 69,552 | |
| 1,200 | | | Bio-Rad Laboratories Inc.,Cl. A† | | | 116,459 | | | | 540,948 | |
| 7,200 | | | Bioventus Inc., Cl. A† | | | 113,903 | | | | 7,272 | |
| 7,000 | | | Grifols SA, ADR† | | | 46,970 | | | | 52,220 | |
| 9,000 | | | Heska Corp.† | | | 1,054,170 | | | | 1,054,440 | |
| 6,000 | | | Horizon Therapeutics plc† | | | 679,012 | | | | 666,960 | |
| 100 | | | ICU Medical Inc.† | | | 6,058 | | | | 18,914 | |
| 11,000 | | | Idorsia Ltd.† | | | 137,592 | | | | 105,711 | |
| 1,000 | | | Illumina Inc.† | | | 67,837 | | | | 205,560 | |
| 3,000 | | | NuVasive Inc.† | | | 126,360 | | | | 129,120 | |
| 49,000 | | | Oak Street Health Inc.† | | | 1,882,080 | | | | 1,909,530 | |
| 16,000 | | | Perrigo Co. plc | | | 606,929 | | | | 595,040 | |
| 3,500 | | | Prometheus Biosciences Inc.† | | | 677,334 | | | | 678,825 | |
| 6,000 | | | QIAGEN NV† | | | 270,234 | | | | 267,660 | |
| 500 | | | QuidelOrtho Corp.† | | | 55,482 | | | | 44,975 | |
| 2,000 | | | Seagen Inc.† | | | 398,725 | | | | 400,000 | |
| 4,000 | | | TherapeuticsMD Inc.† | | | 39,483 | | | | 14,160 | |
| 65,000 | | | Viatris Inc. | | | 905,821 | | | | 606,450 | |
| | | | | | | 7,253,617 | | | | 7,367,337 | |
| | | | Hotels and Gaming — 0.7% | | | | | | | | |
| 5,000 | | | Ryman Hospitality Properties Inc., REIT | | | 228,115 | | | | 448,300 | |
| | | | | | | | | | | | |
| | | | Machinery — 2.2% | | | | | | | | |
| 25,000 | | | CFT SpA†(a) | | | 138,180 | | | | 126,718 | |
| 5,400 | | | CIRCOR International Inc.† | | | 92,821 | | | | 150,336 | |
| 35,000 | | | CNH Industrial NV | | | 353,519 | | | | 491,530 | |
| 30,000 | | | CNH Industrial NV, Borsa Italiana | | | 236,977 | | | | 423,000 | |
| 6,000 | | | Valmet Oyj | | | 192,400 | | | | 202,441 | |
| | | | | | | 1,013,897 | | | | 1,394,025 | |
| | | | Materials — 0.9% | | | | | | | | |
| 3,600 | | | Rogers Corp.† | | | 813,971 | | | | 579,420 | |
| | | | | | | | | | | | |
| | | | Media — 2.4% | | | | | | | | |
| 50,000 | | | Telenet Group Holding NV | | | 1,445,333 | | | | 1,159,199 | |
| 44,000 | | | The E.W. Scripps Co., Cl. A† | | | 680,647 | | | | 370,920 | |
| | | | | | | 2,125,980 | | | | 1,530,119 | |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Schedule of Investments (Continued) — April 30, 2023 (Unaudited)
Shares | | | | | Cost | | | Market Value | |
| | | | COMMON STOCKS (Continued) | | | | | | | | |
| | | | Metals and Mining — 1.3% | | | | | | | | |
| 38,000 | | | Alamos Gold Inc., Cl. A | | $ | 478,500 | | | $ | 491,340 | |
| 4,257 | | | Kinross Gold Corp. | | | 22,197 | | | | 21,460 | |
| 15,000 | | | Pan American Silver Corp., Toronto | | | 210,416 | | | | 267,041 | |
| 110,000 | | | Sierra Metals Inc.† | | | 158,873 | | | | 30,624 | |
| | | | | | | 869,986 | | | | 810,465 | |
| | | | Publishing — 0.0% | | | | | | | | |
| 2,500 | | | Lee Enterprises Inc.† | | | 53,549 | | | | 28,800 | |
| | | | | | | | | | | | |
| | | | Real Estate — 1.8% | | | | | | | | |
| 625 | | | Bluerock Homes Trust Inc.† | | | 14,325 | | | | 12,350 | |
| 5,000 | | | Corem Property Group AB, Cl. B | | | 11,505 | | | | 3,959 | |
| 3,000 | | | Healthcare Realty Trust Inc., REIT | | | 58,219 | | | | 59,340 | |
| 12,700 | | | Indus Realty Trust Inc., REIT | | | 830,059 | | | | 845,439 | |
| 1,200 | | | Life Storage Inc., REIT | | | 160,536 | | | | 161,256 | |
| 43,000 | | | Trinity Place Holdings Inc.† | | | 132,564 | | | | 13,115 | |
| | | | | | | 1,207,208 | | | | 1,095,459 | |
| | | | Retail — 3.5% | | | | | | | | |
| 5,000 | | | Albertsons Companies Inc., Cl. A | | | 117,810 | | | | 104,500 | |
| 100 | | | Franchise Group Inc. | | | 2,684 | | | | 2,925 | |
| 75,000 | | | Sportsman’s Warehouse Holdings Inc.† | | | 1,068,169 | | | | 466,500 | |
| 90,000 | | | The Fresh Market Inc.†(a) | | | 0 | | | | 0 | |
| 1,200 | | | Tod’s SpA† | | | 39,803 | | | | 50,643 | |
| 10,200 | | | TravelCenters of America Inc.† | | | 859,744 | | | | 878,526 | |
| 28,000 | | | Village Super Market Inc., Cl. A | | | 639,582 | | | | 612,920 | |
| 12,400 | | | Yamada Holdings Co. Ltd. | | | 36,458 | | | | 43,140 | |
| | | | | | | 2,764,250 | | | | 2,159,154 | |
| | | | Semiconductors — 0.0% | | | | | | | | |
| 200 | | | Tower Semiconductor Ltd.† | | | 8,304 | | | | 9,001 | |
| | | | | | | | | | | | |
| | | | Specialty Chemicals — 1.4% | | | | | | | | |
| 43,000 | | | Diversey Holdings Ltd.† | | | 349,064 | | | | 349,590 | |
| 4,000 | | | Mativ Holdings Inc. | | | 103,059 | | | | 77,480 | |
| 15,000 | | | SGL Carbon SE† | | | 198,385 | | | | 137,847 | |
| 800 | | | Tronox Holdings plc | | | 18,847 | | | | 10,952 | |
| 8,000 | | | Univar Solutions Inc.† | | | 279,117 | | | | 284,000 | |
| | | | | | | 948,472 | | | | 859,869 | |
| | | | Telecommunications — 2.1% | | | | | | | | |
| 200,000 | | | Koninklijke KPN NV | | | 605,309 | | | | 729,237 | |
| 7,000 | | | Liberty Latin America Ltd., Cl. A† | | | 70,614 | | | | 62,090 | |
Shares | | | | | Cost | | | Market Value | |
| 12,000 | | | Liberty Latin America Ltd., Cl. C† | | $ | 110,478 | | | $ | 106,560 | |
| 8,000 | | | Orange Belgium SA† | | | 170,598 | | | | 129,760 | |
| 11,000 | | | Parrot SA† | | | 39,889 | | | | 44,484 | |
| 1,000 | | | Rogers Communications Inc., Cl. B | | | 2,955 | | | | 49,390 | |
| 25,000 | | | Telesat Corp.† | | | 321,993 | | | | 216,750 | |
| | | | | | | 1,321,836 | | | | 1,338,271 | |
| | | | Wireless Communications — 2.7% | | | | | | | | |
| 45,000 | | | Lumen Technologies Inc. | | | 645,596 | | | | 106,650 | |
| 50,000 | | | Millicom International Cellular SA, SDR† | | | 1,436,838 | | | | 895,413 | |
| 380,321 | | | NII Holdings Inc., Escrow† | | | 129,309 | | | | 133,112 | |
| 11,000 | | | Telephone and Data Systems Inc. | | | 163,959 | | | | 110,000 | |
| 22,000 | | | United States Cellular Corp.† | | | 668,647 | | | | 467,280 | |
| | | | | | | 3,044,349 | | | | 1,712,455 | |
| | | | TOTAL COMMON STOCKS | | | 53,373,513 | | | | 54,712,384 | |
| | | | | | | | | | | | |
| | | | CLOSED-END FUNDS — 0.1% | | | | | | | | |
| 30,000 | | | Altaba Inc., Escrow† | | | 0 | | | | 70,650 | |
| | | | | | | | | | | | |
| | | | RIGHTS — 0.6% | | | | | | | | |
| | | | Health Care — 0.2% | | | | | | | | |
| 6,700 | | | ABIOMED Inc., CVR† | | | 0 | | | | 11,725 | |
| 45,000 | | | Achillion Pharmaceuticals Inc., CVR† | | | 0 | | | | 22,500 | |
| 52,000 | | | Adamas Pharmaceuticals Inc., CVR† | | | 0 | | | | 2,600 | |
| 52,000 | | | Adamas Pharmaceuticals Inc., CVR† | | | 0 | | | | 2,600 | |
| 20,000 | | | Akouos Inc., CVR† | | | 0 | | | | 15,000 | |
| 13,000 | | | Ambit Biosciences Corp., CVR†(a) | | | 0 | | | | 21,970 | |
| 35,000 | | | Amryt Pharma plc, ADR, CVR† | | | 0 | | | | 700 | |
| 35,000 | | | Amryt Pharma plc, ADR, CVR† | | | 0 | | | | 700 | |
| 4,000 | | | CinCor Pharma Inc., CVR† | | | 0 | | | | 12,000 | |
| 28,000 | | | Epizyme Inc., CVR† | | | 0 | | | | 560 | |
| 5,000 | | | Flexion Therapeutics Inc., CVR† | | | 0 | | | | 3,250 | |
| 75,000 | | | Innocoll, CVR†(a) | | | 45,000 | | | | 0 | |
| 4,000 | | | Ipsen, CVR†(a) | | | 0 | | | | 9,000 | |
| 14,000 | | | Ipsen SA/Clementia, CVR†(a) | | | 18,900 | | | | 0 | |
| 11,000 | | | Ocera Therapeutics, CVR†(a) | | | 2,970 | | | | 1,870 | |
| 3,000 | | | Opiant Pharmaceuticals Inc., CVR† | | | 0 | | | | 1,500 | |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Schedule of Investments (Continued) — April 30, 2023 (Unaudited)
Shares | | | | | Cost | | | Market Value | |
| | | | RIGHTS (Continued) | | | | | | | | |
| | | | Health Care (Continued) | | | | | | | | |
| 2,000 | | | Prevail Therapeutics Inc., CVR† | | $ | 0 | | | $ | 1,000 | |
| 2,000 | | | Radius Health Inc., CVR† | | | 0 | | | | 200 | |
| 156,000 | | | Teva Pharmaceutical Industries Ltd., CCCP, expire 01/02/24†(a) | | | 74,375 | | | | 0 | |
| 7,000 | | | Tobira Therapeutics Inc., CVR†(a) | | | 420 | | | | 0 | |
| | | | | | | 141,665 | | | | 107,175 | |
| | | | Materials — 0.1% | | | | | | | | |
| 17,500 | | | Resolute Forest Products Inc., CVR† | | | 0 | | | | 35,000 | |
| | | | | | | | | | | | |
| | | | Metals and Mining — 0.3% | | | | | | | | |
| 10,000 | | | Kinross Gold Corp., CVR†(a) | | | 0 | | | | 0 | |
| 400,000 | | | Pan American Silver Corp., CVR† | | | 92,000 | | | | 220,000 | |
| | | | | | | 92,000 | | | | 220,000 | |
| | | | TOTAL RIGHTS | | | 233,665 | | | | 362,175 | |
| | | | | | | | | | | | |
| | | | WARRANTS — 0.0% | | | | | | | | |
| | | | Business Services — 0.0% | | | | | | | | |
| 6 | | | Internap Corp., expire 05/08/24†(a) | | | 0 | | | | 3,912 | |
Principal Amount | | | | | Cost | | | Market Value | |
| | | | U.S. GOVERNMENT OBLIGATIONS — 4.2% | | | | | | | | |
$ | 2,650,000 | | | U.S. Treasury Bills, 4.568% to 5.008%††, 06/06/23 to 07/20/23 | | $ | 2,627,435 | | | $ | 2,627,155 | |
| | | | | | | | | | | | |
| | | | TOTAL INVESTMENTS BEFORE SECURITIES SOLD SHORT — 92.4% | | $ | 56,234,613 | | | | 57,776,276 | |
| | | | | | | | | | | | |
| | | | SECURITIES SOLD SHORT — (0.3)% | | | | | | | | |
| | | | (Proceeds received $194,146) | | | | | | | (188,447 | ) |
| | | | Other Assets and Liabilities (Net) — 7.9% | | | | | | | 4,947,258 | |
| | | | NET ASSETS — 100.0% | | | | | | $ | 62,535,087 | |
| | | | | | | | | | | | |
Shares | | | | | Proceeds | | | Market Value | |
| | | | SECURITIES SOLD SHORT — (0.3)% | | | | | | | | |
| | | | Building and Construction — (0.2)% | | | | | | | | |
| 1,000 | | | Lennar Corp., Cl. A | | $ | 93,612 | | | $ | 112,810 | |
| | | | | | | | | | | | |
| | | | Financial Services — (0.1)% | | | | | | | | |
| 2,319 | | | First Bank | | | 31,501 | | | | 22,517 | |
| 4,000 | | | Shore Bancshares Inc. | | | 69,033 | | | | 53,120 | |
| | | | | | | 100,534 | | | | 75,637 | |
| | | | TOTAL SECURITIES SOLD SHORT(b) | | $ | 194,146 | | | $ | 188,447 | |
(a) | Security is valued using significant unobservable inputs and is classified as Level 3 in the fair value hierarchy. |
(b) | At April 30, 2023, these proceeds are being held at Pershing LLC. |
† | Non-income producing security. |
†† | Represents annualized yields at dates of purchase. |
| |
ADR | American Depositary Receipt |
CCCP | Contingent Cash Consideration Payment |
CVR | Contingent Value Right |
REIT | Real Estate Investment Trust |
SDR | Swedish Depositary Receipt |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Statement of Assets and Liabilities
April 30, 2023 (Unaudited)
Assets: | | | | |
Investments, at value (cost $56,234,613) | | $ | 57,776,276 | |
Cash | | | 4,599,026 | |
Deposit at brokers for securities sold short | | | 382,411 | |
Receivable for Fund shares sold | | | 247 | |
Receivable from Adviser | | | 11,938 | |
Dividends and interest receivable | | | 119,199 | |
Prepaid expenses | | | 29,571 | |
Total Assets | | | 62,918,668 | |
Liabilities: | | | | |
Securities sold short, at value (proceeds $194,146) | | | 188,447 | |
Payable for investments purchased | | | 10,730 | |
Payable for Fund shares redeemed | | | 19,662 | |
Payable for investment advisory fees | | | 48,492 | |
Payable for distribution fees | | | 9,025 | |
Payable for accounting fees | | | 7,500 | |
Payable for chief compliance officer compensation | | | 792 | |
Payable for shareholder communications | | | 46,221 | |
Payable for legal and audit fees | | | 31,584 | |
Dividends payable on securities sold short | | | 375 | |
Other accrued expenses | | | 20,753 | |
Total Liabilities | | | 383,581 | |
Net Assets | | | | |
(applicable to 4,387,679 shares outstanding) | | $ | 62,535,087 | |
| | | | |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 62,352,806 | |
Total distributable earnings | | | 182,281 | |
Net Assets | | $ | 62,535,087 | |
| | | | |
Shares of Capital Stock, each at $0.001 par value: | | | | |
Class AAA: | | | | |
Net Asset Value, offering, and redemption price per share ($4,178,068 ÷ 297,663 shares outstanding; 100,000,000 shares authorized) | | $ | 14.04 | |
Class A: | | | | |
Net Asset Value and redemption price per share ($25,266,197 ÷ 1,838,401 shares outstanding; 200,000,000 shares authorized) | | $ | 13.74 | |
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price) | | $ | 14.58 | |
Class C: | | | | |
Net Asset Value and offering price per share ($3,484,465 ÷ 289,873 shares outstanding; 100,000,000 shares authorized) | | $ | 12.02 | (a) |
Class Y: | | | | |
Net Asset Value, offering, and redemption price per share ($29,606,357 ÷ 1,961,742 shares outstanding; 100,000,000 shares authorized) | | $ | 15.09 | |
| (a) | Redemption price varies based on the length of time held. |
Statement of Operations
For the Six Months Ended April 30, 2023 (Unaudited)
Investment Income: | | | |
Dividends (net of foreign withholding taxes of $18,305) | | $ | 387,622 | |
Interest | | | 156,168 | |
Total Investment Income | | | 543,790 | |
Expenses: | | | | |
Investment advisory fees | | | 302,995 | |
Distribution fees - Class AAA | | | 5,316 | |
Distribution fees - Class A | | | 32,393 | |
Distribution fees - Class C | | | 18,862 | |
Directors’ fees | | | 32,728 | |
Registration expenses | | | 32,296 | |
Shareholder communications expenses | | | 30,515 | |
Legal and audit fees | | | 29,836 | |
Shareholder services fees | | | 26,614 | |
Accounting fees | | | 22,500 | |
Custodian fees | | | 11,490 | |
Dividend expense on securities sold short | | | 2,074 | |
Chief compliance officer compensation | | | 1,310 | |
Interest expense | | | 439 | |
Service fees for securities sold short (See Note 2) | | | 356 | |
Miscellaneous expenses | | | 9,498 | |
Total Expenses | | | 559,222 | |
Less: | | | | |
Expense reimbursements (See Note 3) | | | (83,198 | ) |
Expenses paid indirectly by broker (See Note 6) | | | (998 | ) |
Total Credits and Reimbursements | | | (84,196 | ) |
Net Expenses | | | 475,026 | |
Net Investment Income | | | 68,764 | |
| | | | |
Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, Forward Foreign Exchange Contracts, and Foreign Currency: | | | | |
Net realized gain on investments | | | 135,715 | |
Net realized gain on securities sold short | | | 2,136 | |
Net realized loss on forward foreign exchange contracts | | | (158,426 | ) |
Net realized loss on foreign currency transactions | | | (8,731 | ) |
Net realized loss on investments, securities sold short, forward foreign exchange contracts, and foreign currency transactions | | | (29,306 | ) |
Net change in unrealized appreciation/depreciation: | | | | |
on investments | | | 1,308,633 | |
on securities sold short | | | 5,699 | |
on forward foreign exchange contracts | | | 25,050 | |
on foreign currency translations | | | 5,341 | |
Net change in unrealized appreciation/depreciation on investments, securities sold short, forward foreign exchange contracts, and foreign currency translations | | | 1,344,723 | |
Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, Forward Foreign Exchange Contracts, and Foreign Currency | | | 1,315,417 | |
Net Increase in Net Assets Resulting from Operations | | $ | 1,384,181 | |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Statement of Changes in Net Assets
| | Six Months Ended | | | | |
| | April 30, 2023 (Unaudited) | | | Year Ended October 31, 2022 | |
Operations: | | | | | | | | |
Net investment income | | $ | 68,764 | | | $ | 59,654 | |
Net realized gain/(loss) on investments, securities sold short, forward foreign exchange contracts, and foreign currency transactions | | | (29,306 | ) | | | 135,378 | |
Net change in unrealized appreciation/depreciation on investments, securities sold short, forward foreign exchange contracts, and foreign currency translations | | | 1,344,723 | | | | (8,782,382 | ) |
Net Increase/(Decrease) in Net Assets Resulting from Operations | | | 1,384,181 | | | | (8,587,350 | ) |
| | | | | | | | |
Distributions to Shareholders: | | | | | | | | |
Accumulated earnings | | | | | | | | |
Class AAA | | | (26,115 | ) | | | (466,219 | ) |
Class A | | | (167,670 | ) | | | (2,144,199 | ) |
Class C | | | (24,836 | ) | | | (482,326 | ) |
Class Y | | | (246,717 | ) | | | (2,678,147 | ) |
Total Distributions to Shareholders | | | (465,338 | ) | | | (5,770,891 | ) |
| | | | | | | | |
Capital Share Transactions: | | | | | | | | |
Class AAA | | | (1,125,276 | ) | | | (155,796 | ) |
Class A | | | (1,403,291 | ) | | | (745,757 | ) |
Class C | | | (611,979 | ) | | | (1,576,867 | ) |
Class Y | | | (2,978,422 | ) | | | (7,582,208 | ) |
| | | | | | | | |
Net Decrease in Net Assets from Capital Share Transactions | | | (6,118,968 | ) | | | (10,060,628 | ) |
| | | | | | | | |
Redemption Fees | | | - | | | | 4 | |
| | | | | | | | |
Net Decrease in Net Assets | | | (5,200,125 | ) | | | (24,418,865 | ) |
| | | | | | | | |
Net Assets: | | | | | | | | |
Beginning of year | | | 67,735,212 | | | | 92,154,077 | |
End of period | | $ | 62,535,087 | | | $ | 67,735,212 | |
See accompanying notes to financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Financial Highlights
Selected data for a share of capital stock outstanding throughout each period:
| | | | | | Income (Loss) from Investment Operations | | | Distributions | | | | | | | | | | | | | | | Ratios to Average Net Assets/Supplemental Data | |
Year Ended October 31 | | Net Asset Value, Beginning of Year | | | Net Investment Income (Loss)(a) | | | Net Realized and Unrealized Gain (Loss) on Investments | | | Total from Investment Operations | | | Net Investment Income | | | Net Realized Gain on Investments | | | Total Distributions | | | Redemption Fees(a)(b) | | | Net Asset Value, End of Period | | | Total Return† | | | Net Assets, End of Period (in 000’s) | | | Net Investment Income (Loss) | | | Operating Expenses(c)(d) | | Portfolio Turnover Rate | |
Class AAA |
2023 (e) | | $ | 13.86 | | | $ | (0.01 | ) | | $ | 0.28 | | | $ | 0.27 | | | $ | - | | | $ | (0.09 | ) | | $ | (0.09 | ) | | $ | - | | | $ | 14.04 | | | | 1.96 | % | | $ | 4,178 | | | | (0.11 | )%(f) | | 1.80 | %(f)(g) | | | 85 | % |
2022 | | | 16.48 | | | | (0.04 | ) | | | (1.51 | ) | | | (1.55 | ) | | | - | | | | (1.07 | ) | | | (1.07 | ) | | | 0.00 | | | | 13.86 | | | | (10.07 | ) | | | 5,257 | | | | (0.24 | ) | | 1.71 | (g) | | | 160 | |
2021 | | | 13.83 | | | | (0.03 | ) | | | 2.68 | | | | 2.65 | | | | - | | | | - | | | | - | | | | 0.00 | | | | 16.48 | | | | 19.16 | | | | 6,553 | | | | (0.21 | ) | | 1.69 | (g) | | | 173 | |
2020 | | | 14.47 | | | | (0.01 | ) | | | (0.35 | ) | | | (0.36 | ) | | | - | | | | (0.28 | ) | | | (0.28 | ) | | | 0.00 | | | | 13.83 | | | | (2.60 | ) | | | 4,565 | | | | (0.07 | ) | | 1.73 | (g) | | | 150 | |
2019 | | | 14.75 | | | | 0.01 | | | | 0.47 | | | | 0.48 | | | | (0.08 | ) | | | (0.68 | ) | | | (0.76 | ) | | | 0.00 | | | | 14.47 | | | | 3.54 | | | | 5,697 | | | | 0.06 | | | 1.50 | (g) | | | 195 | |
2018 | | | 14.96 | | | | 0.12 | | | | (0.14 | ) | | | (0.02 | ) | | | - | | | | (0.19 | ) | | | (0.19 | ) | | | 0.00 | | | | 14.75 | | | | (0.12 | ) | | | 6,974 | | | | 0.80 | | | 1.50 | | | | 159 | |
Class A |
2023 (e) | | $ | 13.57 | | | $ | (0.01 | ) | | $ | 0.27 | | | $ | 0.26 | | | $ | - | | | $ | (0.09 | ) | | $ | (0.09 | ) | | $ | - | | | $ | 13.74 | | | | 1.92 | % | | $ | 25,266 | | | | (0.12 | )%(f) | | 1.80 | %(f)(g) | | | 85 | % |
2022 | | | 16.15 | | | | (0.03 | ) | | | (1.48 | ) | | | (1.51 | ) | | | - | | | | (1.07 | ) | | | (1.07 | ) | | | 0.00 | | | | 13.57 | | | | (10.02 | ) | | | 26,334 | | | | (0.23 | ) | | 1.71 | (g) | | | 160 | |
2021 | | | 13.56 | | | | (0.03 | ) | | | 2.62 | | | | 2.59 | | | | - | | | | - | | | | - | | | | 0.00 | | | | 16.15 | | | | 19.10 | | | | 32,286 | | | | (0.20 | ) | | 1.69 | (g) | | | 173 | |
2020 | | | 14.22 | | | | (0.04 | ) | | | (0.34 | ) | | | (0.38 | ) | | | - | | | | (0.28 | ) | | | (0.28 | ) | | | 0.00 | | | | 13.56 | | | | (2.79 | ) | | | 27,976 | | | | (0.26 | ) | | 1.91 | (g) | | | 150 | |
2019 | | | 14.49 | | | | (0.02 | ) | | | 0.47 | | | | 0.45 | | | | (0.04 | ) | | | (0.68 | ) | | | (0.72 | ) | | | 0.00 | | | | 14.22 | | | | 3.39 | | | | 34,529 | | | | (0.14 | ) | | 1.70 | (g) | | | 195 | |
2018 | | | 14.73 | | | | 0.07 | | | | (0.12 | ) | | | (0.05 | ) | | | - | | | | (0.19 | ) | | | (0.19 | ) | | | 0.00 | | | | 14.49 | | | | (0.33 | ) | | | 37,070 | | | | 0.51 | | | 1.70 | | | | 159 | |
Class C |
2023 (e) | | $ | 11.92 | | | $ | (0.05 | ) | | $ | 0.23 | | | $ | 0.18 | | | $ | - | | | $ | (0.08 | ) | | $ | (0.08 | ) | | $ | - | | | $ | 12.02 | | | | 1.50 | % | | $ | 3,485 | | | | (0.87 | )%(f) | | 2.55 | %(f)(g) | | | 85 | % |
2022 | | | 14.41 | | | | (0.13 | ) | | | (1.29 | ) | | | (1.42 | ) | | | - | | | | (1.07 | ) | | | (1.07 | ) | | | 0.00 | | | | 11.92 | | | | (10.65 | ) | | | 4,056 | | | | (0.99 | ) | | 2.46 | (g) | | | 160 | |
2021 | | | 12.19 | | | | (0.13 | ) | | | 2.35 | | | | 2.22 | | | | - | | | | - | | | | - | | | | 0.00 | | | | 14.41 | | | | 18.21 | | | | 6,753 | | | | (0.95 | ) | | 2.44 | (g) | | | 173 | |
2020 | | | 12.88 | | | | (0.09 | ) | | | (0.32 | ) | | | (0.41 | ) | | | - | | | | (0.28 | ) | | | (0.28 | ) | | | 0.00 | | | | 12.19 | | | | (3.33 | ) | | | 7,683 | | | | (0.77 | ) | | 2.48 | (g) | | | 150 | |
2019 | | | 13.22 | | | | (0.09 | ) | | | 0.43 | | | | 0.34 | | | | - | | | | (0.68 | ) | | | (0.68 | ) | | | 0.00 | | | | 12.88 | | | | 2.86 | | | | 16,154 | | | | (0.68 | ) | | 2.25 | (g) | | | 195 | |
2018 | | | 13.53 | | | | (0.00 | )(b) | | | (0.12 | ) | | | (0.12 | ) | | | - | | | | (0.19 | ) | | | (0.19 | ) | | | 0.00 | | | | 13.22 | | | | (0.88 | ) | | | 35,211 | | | | (0.01 | ) | | 2.24 | | | | 159 | |
Class Y |
2023 (e) | | $ | 14.87 | | | $ | 0.05 | | | $ | 0.29 | | | $ | 0.34 | | | $ | (0.02 | ) | | $ | (0.10 | ) | | $ | (0.12 | ) | | $ | - | | | $ | 15.09 | | | | 2.29 | % | | $ | 29,606 | | | | 0.67 | %(f) | | 1.01 | %(f)(g)(h) | | | 85 | % |
2022 | | | 17.53 | | | | 0.08 | | | | (1.61 | ) | | | (1.53 | ) | | | (0.06 | ) | | | (1.07 | ) | | | (1.13 | ) | | | 0.00 | | | | 14.87 | | | | (9.37 | ) | | | 32,088 | | | | 0.48 | | | 1.02 | (g)(h) | | | 160 | |
2021 | | | 14.66 | | | | 0.08 | | | | 2.83 | | | | 2.91 | | | | (0.04 | ) | | | - | | | | (0.04 | ) | | | 0.00 | | | | 17.53 | | | | 19.87 | | | | 46,562 | | | | 0.45 | | | 1.04 | (g)(h) | | | 173 | |
2020 | | | 15.28 | | | | 0.04 | | | | (0.38 | ) | | | (0.34 | ) | | | - | | | | (0.28 | ) | | | (0.28 | ) | | | 0.00 | | | | 14.66 | | | | (2.33 | ) | | | 41,698 | | | | 0.24 | | | 1.47 | (g)(h) | | | 150 | |
2019 | | | 15.53 | | | | 0.05 | | | | 0.50 | | | | 0.55 | | | | (0.12 | ) | | | (0.68 | ) | | | (0.80 | ) | | | 0.00 | | | | 15.28 | | | | 3.86 | | | | 73,999 | | | | 0.30 | | | 1.25 | (g) | | | 195 | |
2018 | | | 15.71 | | | | 0.16 | | | | (0.15 | ) | | | 0.01 | | | | - | | | | (0.19 | ) | | | (0.19 | ) | | | 0.00 | | | | 15.53 | | | | 0.08 | | | | 85,655 | | | | 1.04 | | | 1.24 | | | | 159 | |
| † | Total return represents aggregate total return of a hypothetical investment at the beginning of the year and sold at the end of the period including reinvestment of distributions and does not reflect the applicable sales charges. Total return for a period of less than one year is not annualized. |
| (a) | Per share amounts have been calculated using the average shares outstanding method. |
| (b) | Amount represents less than $0.005 per share. |
| (c) | The Fund incurred interest expense during all years presented. For the years ended October 31, 2022 and 2021, if interest expense had not been incurred, the ratio of operating expenses to average net assets would have been 1.70% and 1.69% (Class AAA), 1.70% and 1.69% (Class A), 2.45% and 2.44% (Class C), and 1.01% and 1.03% (Class Y). For the six months ended April 30, 2023 and the years ended October 31, 2020, 2019, and 2018, there was no impact on the expense ratios. |
| (d) | The Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. For all periods presented, there was no impact on the expense ratios. |
| (e) | For the six months ended April 30, 2023, unaudited. |
| (f) | Annualized. |
| (g) | The Fund incurred dividend expense and service fees on securities sold short. If these expenses and fees had not been incurred, the ratios of operating expenses to average net assets for the six months ended April 30, 2023 and the years ended October 31, 2021 and 2020 would have been 1.79%, 1.65%, and 1.59% (Class AAA), 1.79%, 1.66%, and 1.77% (Class A), 2.54%, 2.41%, and 2.34% (Class C), 1.00%, 1.00%, and 1.33% (Class Y). For the years ended October 31, 2022 and 2019, there was no impact on the expense ratios. |
| (h) | Under an expense reimbursement agreement with the Adviser, the Adviser reimbursed certain Class Y expenses to the Fund. For the six months ended April 30, 2023 and the years ended October 31, 2022, 2021, and 2020, these reimbursements amounted to $83,198, $180,664, $167,545, and $8,086, respectively. Without these reimbursements, the operating expenses would have been 1.55%, 1.46%, 1.44%, and 1.47%, respectively. |
See accompanying notes to financial statements.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited)
1. Organization. The Gabelli Enterprise Mergers and Acquisitions Fund, the sole series of the Gabelli 787 Fund, Inc. (the Corporation), is incorporated in Maryland. The Fund is a non-diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the 1940 Act). Its primary objective is capital appreciation. The Fund commenced investment operations on February 28, 2001.
2. Significant Accounting Policies. As an investment company, the Fund follows the investment company accounting and reporting guidance, which is part of U.S. generally accepted accounting principles (GAAP) that may require the use of management estimates and assumptions in the preparation of its financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.
The global outbreak of the novel coronavirus disease, known as COVID-19, has caused adverse effects on many companies, sectors, nations, regions, and the markets in general, and may continue for an unpredictable duration. The effects of this pandemic may materially impact the value and performance of the Fund, its ability to buy and sell fund investments at appropriate valuations, and its ability to achieve its investment objectives.
Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Directors (the Board) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the Adviser).
Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market, but prior to the close of business on the day the securities are being valued. Debt obligations for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Certain securities are valued principally using dealer quotations. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded. OTC futures and options on futures for which market quotations are readily available will be valued by quotations received from a pricing service or, if no quotations are available from a pricing service, by quotations obtained from one of more dealers in the instrument in question by the Adviser.
Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S. dollar value American Depositary Receipt securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 — quoted prices in active markets for identical securities; |
| ● | Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.); and |
| ● | Level 3 — significant unobservable inputs (including the Board’s determinations as to the fair value of investments). |
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities by inputs used to value the Fund’s investments as of April 30, 2023 is as follows:
| | Valuation Inputs | | | | |
| | Level 1 Quoted Prices | | | Level 2 Other Significant Observable Inputs | | | Level 3 Significant Unobservable Inputs (a) | | | Total Market Value at 04/30/23 | |
INVESTMENTS IN SECURITIES: | | | | | | | | | | | | | | | | |
ASSETS (Market Value): | | | | | | | | | | | | | | | | |
Common Stocks: | | | | | | | | | | | | | | | | |
Building and Construction | | $ | 3,266,540 | | | $ | 297,533 | | | | - | | | $ | 3,564,073 | |
Containers and Packaging | | | 82,670 | | | | 51,000 | | | | - | | | | 133,670 | |
Machinery | | | 1,267,307 | | | | - | | | $ | 126,718 | | | | 1,394,025 | |
Retail | | | 2,159,154 | | | | - | | | | - | | | | 2,159,154 | |
Wireless Communications | | | 1,579,343 | | | | 133,112 | | | | - | | | | 1,712,455 | |
Other Industries (b) | | | 45,749,007 | | | | - | | | | - | | | | 45,749,007 | |
Total Common Stocks | | | 54,104,021 | | | | 481,645 | | | | 126,718 | | | | 54,712,384 | |
Closed-End Funds | | | - | | | | 70,650 | | | | - | | | | 70,650 | |
Rights (b) | | | 220,000 | | | | 109,335 | | | | 32,840 | | | | 362,175 | |
Warrants (b) | | | - | | | | - | | | | 3,912 | | | | 3,912 | |
U.S. Government Obligations | | | - | | | | 2,627,155 | | | | - | | | | 2,627,155 | |
TOTAL INVESTMENTS IN SECURITIES – ASSETS | | $ | 54,324,021 | | | $ | 3,288,785 | | | $ | 163,470 | | | $ | 57,776,276 | |
| | | | | | | | | | | | | | | | |
LIABILITIES (Market Value): | | | | | | | | | | | | | | | | |
Common Stocks Sold Short (b) | | $ | (188,447 | ) | | | - | | | | - | | | $ | (188,447 | ) |
TOTAL INVESTMENTS IN SECURITIES – LIABILITIES | | $ | (188,447 | ) | | | - | | | | - | | | $ | (188,447 | ) |
| (a) | The inputs for these securities are not readily available and are derived based on the judgment of the Adviser according to procedures approved by the Board. |
| (b) | Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings. |
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
| | Balance as of 10/31/22 | | | Accrued discounts/ (premiums) | | | Realized gain/ (loss) | | | Net Change in unrealized appreciation/ depreciation† | | | Purchases | | | Sales | | | Transfers Into Level 3 | | | Transfers Out of Level 3 | | | Balance as of 04/30/23 | | | Net change in unrealized appreciation/ depreciation during the period on Level 3 investments still held at 04/30/23† | |
INVESTMENTS IN SECURITIES: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
ASSETS (Market Value): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Common Stocks (a) | | $ | 113,649 | | | | - | | | | - | | | $ | 13,069 | | | | - | | | | - | | | | - | | | | - | | | $ | 126,718 | | | $ | 13,069 | |
Rights (a) | | | 23,840 | | | | - | | | | - | | | | 9,000 | | | $ | 0 | | | | - | | | $ | 0 | | | | - | | | | 32,840 | | | | 9,000 | |
Warrants (a) | | | 3,912 | | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | 3,912 | | | | - | |
TOTAL INVESTMENTS IN SECURITIES | | $ | 141,401 | | | | - | | | | - | | | $ | 22,069 | | | $ | 0 | | | | - | | | $ | 0 | | | | - | | | $ | 163,470 | | | $ | 22,069 | |
| (a) | Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings. |
| † | Net change in unrealized appreciation/depreciation on investments is included in the related amounts in the Statement of Operations. |
During the six months ended April 30, 2023, the Fund did not have material transfers into or out of Level 3.
Additional Information to Evaluate Qualitative Information.
General. The Fund uses recognized industry pricing services – approved by the Board and unaffiliated with the Adviser – to value most of its securities, and uses broker quotes provided by market makers of securities not valued by these and other recognized pricing sources. Several different pricing feeds are received to value domestic equity securities, international equity securities, preferred equity securities, and fixed income securities. The data within these feeds are ultimately sourced from major stock exchanges and trading systems where these securities trade. The prices supplied by external sources are checked by obtaining quotations or actual transaction prices from market participants. If a price obtained from the pricing source is deemed unreliable, prices will be sought from another pricing service or from a broker/dealer that trades that security or similar securities.
Fair Valuation. Fair valued securities may be common or preferred equities, warrants, options, rights, or fixed income obligations. Where appropriate, Level 3 securities are those for which market quotations are not available, such as securities not traded for several days, or for which current bids are not available, or which are restricted as to transfer. When fair valuing a security, factors to consider include recent prices of comparable securities that are publicly traded, reliable prices of securities not publicly traded, the use of valuation models, current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. A significant change in the unobservable inputs could result in a lower or higher value in Level 3 securities. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.
The Adviser reports quarterly to the Board the results of the application of fair valuation policies and procedures. These may include backtesting the prices realized in subsequent trades of these fair valued securities to fair values previously recognized.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
Investments in Other Investment Companies. The Fund may invest, from time to time, in shares of other investment companies (or entities that would be considered investment companies but are excluded from the definition pursuant to certain exceptions under the 1940 Act) (the Acquired Funds) in accordance with the 1940 Act and related rules. Shareholders in the Fund would bear the pro rata portion of the periodic expenses of the Acquired Funds in addition to the Fund’s expenses. For the six months ended April 30, 2023, the Fund’s pro rata portion of the periodic expenses charged by the Acquired Funds was less than one basis point.
Derivative Financial Instruments. The Fund may engage in various portfolio investment strategies by investing in derivative financial instruments for the purposes of increasing the income of the Fund, hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase, or hedging against a specific transaction with respect to either the currency in which the transaction is denominated or another currency. Investing in certain derivative financial instruments, including participation in the options, futures, or swap markets, entails certain execution, liquidity, hedging, tax, and securities, interest, credit, or currency market risks. Losses may arise if the Adviser’s prediction of movements in the direction of the securities, foreign currency, and interest rate markets is inaccurate. Losses may also arise if the counterparty does not perform its duties under a contract, or, in the event of default, the Fund may be delayed in or prevented from obtaining payments or other contractual remedies owed to it under derivative contracts. The creditworthiness of the counterparties is closely monitored in order to minimize these risks. Participation in derivative transactions involves investment risks, transaction costs, and potential losses to which the Fund would not be subject absent the use of these strategies. The consequences of these risks, transaction costs, and losses may have a negative impact on the Fund’s ability to pay distributions.
Collateral requirements differ by type of derivative. Collateral requirements are set by the broker or exchange clearing house for exchange traded derivatives, while collateral terms are contract specific for derivatives traded over-the-counter. Securities pledged to cover obligations of the Fund under derivative contracts are noted in the Schedule of Investments. Cash collateral, if any, pledged for the same purpose will be reported separately in the Statement of Assets and Liabilities.
The Fund’s derivative contracts held at April 30, 2023, if any, are not accounted for as hedging instruments under GAAP and are disclosed in the Schedule of Investments together with the related counterparty.
Swap Agreements. The Fund may enter into equity contract for difference swap transactions for the purpose of increasing the income of the Fund. The use of swaps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio security transactions. In an equity contract for difference swap, a set of future cash flows is exchanged between two counterparties. One of these cash flow streams will typically be based on a reference interest rate combined with the performance of a notional value of shares of a stock. The other will be based on the performance of the shares of a stock. Depending on the general state of short term interest rates and the returns on the Fund’s portfolio securities at the time an equity contract for difference swap transaction reaches its scheduled termination date, there is a risk that the Fund will not be able to obtain a replacement transaction or that the terms of the replacement will not be as favorable as on the expiring transaction.
Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in value of swaps, including the accrual of periodic amounts of interest to be received or paid on swaps, is reported as unrealized gain or loss in the Statement of Operations. A realized gain or loss is recorded upon receipt or payment of a periodic payment or termination of swap agreements. During the six months ended April 30, 2023, the Fund held no investments in equity contract for difference swap agreements.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
Forward Foreign Exchange Contracts. The Fund may engage in forward foreign exchange contracts for the purpose of hedging a specific transaction with respect to either the currency in which the transaction is denominated or another currency as deemed appropriate by the Adviser. Forward foreign exchange contracts are valued at the forward rate and are marked-to-market daily. The change in market value is included in unrealized appreciation/depreciation on forward foreign exchange contracts. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. The Fund’s volume of activity in forward foreign exchange contracts during the six months ended April 30, 2023 had an average monthly notional amount of approximately $2,136,442.
Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.
Foreign Securities. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the inability to repatriate funds, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.
Foreign Taxes. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
Securities Sold Short. The Fund entered into short sale transactions. Short selling involves selling securities that may or may not be owned and, at times, borrowing the same securities for delivery to the purchaser, with an obligation to replace such borrowed securities at a later date. The proceeds received from short sales are recorded as liabilities and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the value of an open short position on the day of determination. The Fund records
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
a realized gain or loss when the short position is closed out. By entering into a short sale, the Fund bears the market risk of an unfavorable change in the price of the security sold short. Dividends on short sales are recorded as an expense by the Fund on the ex-dividend date and interest expense is recorded on the accrual basis. The broker retains collateral for the value of the open positions, which is adjusted periodically as the value of the position fluctuates. Securities sold short and details of collateral at April 30, 2023 are reflected within the Schedule of Investments. For the six months ended April 30, 2023, the Fund incurred $356 in service fees related to its investment positions sold short and held by the broker. These amounts are included in the Statement of Operations under Expenses, Service fees for securities sold short.
Restricted Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. At April 30, 2023, the Fund did not hold any restricted securities.
Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain/(loss) on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on an accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method or amortized to earliest call date, if applicable. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities that are recorded as soon after the ex-dividend date as the Fund becomes aware of such dividends.
Determination of Net Asset Value and Calculation of Expenses. Certain administrative expenses are common to, and allocated among, various affiliated funds. Such allocations are made on the basis of each fund’s average net assets or other criteria directly affecting the expenses as determined by the Adviser pursuant to procedures established by the Board.
In calculating the NAV per share of each class, investment income, realized and unrealized gains and losses, redemption fees, and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Distribution expenses are borne solely by the class incurring the expense.
Distributions to Shareholders. Distributions to shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under GAAP. These differences are primarily due to differing treatments of income and gains as determined under GAAP. Distributions from net investment income for federal income tax purposes include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. Permanent differences were primarily due to the redesignation of dividends paid, tax treatment of currency gains and losses, and sale of investments in partnerships. These reclassifications have no impact on the NAV of the Fund.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
The tax character of distributions paid during the year ended October 31, 2022 was as follows:
Distributions paid from: | | | |
Ordinary income (inclusive of short term capital gains) | | $ | 1,757,352 | |
Net long term capital gains | | | 4,013,539 | |
Total distributions paid | | $ | 5,770,891 | |
Provision for Income Taxes. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the Code). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.
The following summarizes the tax cost of investments and the related net unrealized depreciation at April 30, 2023:
| | Cost/ (Proceeds) | | | Gross Unrealized Appreciation | | | Gross Unrealized Depreciation | | | Net Unrealized Depreciation | |
Investments | | $ | 57,588,461 | | | $ | 8,977,265 | | | $ | (8,977,897 | ) | | $ | (632 | ) |
The Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. During the six months ended April 30, 2023, the Fund did not incur any income tax, interest, or penalties. As of April 30, 2023, the Adviser has reviewed all open tax years and concluded that there was no impact to the Fund’s net assets or results of operations. The Fund’s federal and state tax returns for the prior three fiscal years remain open, subject to examination. On an ongoing basis, the Adviser will monitor the Fund’s tax positions to determine if adjustments to this conclusion are necessary.
3. Investment Advisory Agreement and Other Transactions. The Fund has entered into an investment advisory agreement (the Advisory Agreement) with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, at annual rates as follows:
First $1 Billion | | | 0.935 | % |
Next $1 Billion | | | 0.910 | % |
Next $3 Billion | | | 0.885 | % |
Next $5 Billion | | | 0.860 | % |
Thereafter | | | 0.835 | % |
In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund’s portfolio, oversees the administration of all aspects of the Fund’s business and affairs, and pays the compensation of all Officers and Directors of the Fund who are affiliated persons of the Adviser.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
The Adviser has contractually agreed to waive its investment advisory fee and/or reimburse expenses of Class Y to the extent necessary to maintain Class Y’s total operating expenses (excluding brokerage, acquired fund fees and expenses, interest, taxes, and extraordinary expenses) until at least September 30, 2024 at no more than 1.00% of the value of its average daily net assets. In addition, the Fund has agreed, during the two year period following any waiver or reimbursement by the Adviser, to repay such amount to the extent, that after giving the effect to the repayment, such adjusted annualized total operating expenses of the Fund would not exceed 1.00% of the value of the Fund’s average daily net assets. During the period ended April 30, 2023, the Adviser reimbursed certain expenses in the amount of $83,198. At April 30, 2023, the cumulative amount which the Fund may repay the Adviser, subject to the terms above, is $431,407:
For the fiscal year ended October 31, 2021, expiring October 31, 2023 | | $ | 167,545 | |
For the fiscal year ended October 31, 2022, expiring October 31, 2024 | | | 180,664 | |
For the fiscal year ended October 31, 2023, expiring October 31, 2025 | | | 83,198 | |
| | $ | 431,407 | |
4. Distribution Plan. The Fund’s Board has adopted a distribution plan (the Plan) for each class of shares, except for Class Y Shares, pursuant to Rule 12b-1 under the 1940 Act. Under the Class AAA, Class A, and Class C Share Plans, payments are authorized to G.distributors, LLC (the Distributor), an affiliate of the Adviser, at annual rates of 0.25%, 0.25%, and 1.00%, respectively, of the average daily net assets of those classes, the annual limitations under each Plan. Such payments are accrued daily and paid monthly. Class Y Shares do not participate in the Plan and pay no distribution fees.
5. Portfolio Securities. Purchases and sales of securities during the six months ended April 30, 2023, other than short term securities and U.S. Government obligations, aggregated $49,526,721 and $52,860,958, respectively.
6. Transactions with Affiliates and Other Arrangements. During the six months ended April 30, 2023, the Fund paid $10,302 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally, the Distributor retained a total of $288 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.
During the six months ended April 30, 2023, the Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. The amount of such expenses paid through this directed brokerage arrangement during this period was $998.
The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement. During the six months ended April 30, 2023, the Fund accrued $22,500 in connection with the cost of computing the Fund’s NAV.
As per the approval of the Board, the Fund is allocated a portion of the chief compliance officer’s cost. For the six months ended April 30, 2023, the Fund paid or accrued $1,310 in chief compliance officer compensation in the Statement of Operations.
The Corporation pays retainer and per meeting fees to Directors not affiliated with the Adviser, plus specified amounts to the Lead Director and Audit Committee Chairman. Directors are also reimbursed for out of pocket expenses incurred in attending meetings. Directors who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Corporation.
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
7. Line of Credit. The Fund participates in an unsecured line of credit, which expires on February 28, 2024 and may be renewed annually, of up to $75,000,000 under which it may borrow up to 10% of its net assets from the bank for temporary borrowing purposes. Borrowings under this arrangement bear interest at a floating rate equal to the higher of the Overnight Federal Funds Rate plus 135 basis points or the Overnight Bank Funding Rate plus 135 basis points in effect on that day. This amount, if any, would be included in “Interest expense” in the Statement of Operations. During the six months ended April 30, 2023, there were no borrowings under the line of credit.
8. Capital Stock. The Fund offers four classes of shares – Class AAA Shares, Class A Shares, Class C Shares, and Class Y Shares. Class AAA and Class Y Shares are offered without a sales charge. Class A Shares are subject to a maximum front-end sales charge of 5.75%. Class C Shares are subject to a 1.00% contingent deferred sales charge for one year after purchase.
The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the six months ended April 30, 2023 and the fiscal year ended October 31, 2022, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.
Transactions in shares of capital stock were as follows:
| | Six Months Ended April 30, 2023 (Unaudited) | | | Year Ended October 31, 2022 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Class AAA | | | | | | | | | | | | | | | | |
Shares sold | | | 27,732 | | | $ | 396,008 | | | | 100,983 | | | $ | 1,602,165 | |
Shares issued upon reinvestment of distributions | | | 1,897 | | | | 26,115 | | | | 29,721 | | | | 460,670 | |
Shares redeemed | | | (111,198 | ) | | | (1,547,399 | ) | | | (149,190 | ) | | | (2,218,631 | ) |
Net decrease | | | (81,569 | ) | | $ | (1,125,276 | ) | | | (18,486 | ) | | $ | (155,796 | ) |
Class A | | | | | | | | | | | | | | | | |
Shares sold | | | 41,373 | | | $ | 572,446 | | | | 154,860 | | | $ | 2,247,718 | |
Shares issued upon reinvestment of distributions | | | 10,586 | | | | 142,802 | | | | 120,836 | | | | 1,833,081 | |
Shares redeemed | | | (153,603 | ) | | | (2,118,539 | ) | | | (334,217 | ) | | | (4,826,556 | ) |
Net decrease | | | (101,644 | ) | | $ | (1,403,291 | ) | | | (58,521 | ) | | $ | (745,757 | ) |
Class C | | | | | | | | | | | | | | | | |
Shares sold | | | 2,470 | | | $ | 29,633 | | | | 13,531 | | | $ | 176,236 | |
Shares issued upon reinvestment of distributions | | | 2,085 | | | | 24,663 | | | | 34,843 | | | | 467,238 | |
Shares redeemed | | | (55,012 | ) | | | (666,275 | ) | | | (176,554 | ) | | | (2,220,341 | ) |
Net decrease | | | (50,457 | ) | | $ | (611,979 | ) | | | (128,180 | ) | | $ | (1,576,867 | ) |
Class Y | | | | | | | | | | | | | | | | |
Shares sold | | | 34,494 | | | $ | 517,237 | | | | 773,053 | | | $ | 12,457,333 | |
Shares issued upon reinvestment of distributions | | | 16,377 | | | | 241,886 | | | | 158,390 | | | | 2,616,597 | |
Shares redeemed | | | (247,126 | ) | | | (3,737,545 | ) | | | (1,429,109 | ) | | | (22,656,138 | ) |
Net decrease | | | (196,255 | ) | | $ | (2,978,422 | ) | | | (497,666 | ) | | $ | (7,582,208 | ) |
The Gabelli Enterprise Mergers and Acquisitions Fund
Notes to Financial Statements (Unaudited) (Continued)
9. Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.
10. Subsequent Events. Management has evaluated the impact on the Fund of all subsequent events occurring through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
Gabelli Enterprise Mergers and Acquisitions Fund
Board Consideration and Re-Approval of Investment Advisory Agreement (Unaudited)
Section 15(c) of the Investment Company Act of 1940, as amended (the 1940 Act), contemplates that the Board of Directors (the Board) of Gabelli Enterprise Mergers and Acquisitions Fund (the Fund), including a majority of the Directors who have no direct or indirect interest in the investment advisory agreement and are not interested persons of the Fund, as defined in the 1940 Act (the Independent Board Members), are required annually to review and re-approve the terms of the Fund’s existing investment advisory agreement and approve any newly proposed terms therein. In this regard, the Board reviewed and re-approved, during the most recent six month period covered by this report, the Investment Advisory Agreement (the Advisory Agreement) with Gabelli Funds, LLC (the Adviser) for the Fund.
More specifically, at a meeting held on February 16, 2023, the Board, including the Independent Board Members, considered the factors and reached the conclusions described below relating to the selection of the Adviser and the re-approval of the Advisory Agreement.
1) The nature, extent, and quality of services provided by the Adviser.
The Board Members reviewed in detail the nature and extent of the services provided by the Adviser under the Advisory Agreement and the quality of those services over the past year. The Board noted that these services included managing the investment program of the Fund, including the purchase and sale of portfolio securities, and overseeing all of the Fund’s third party service providers as well as providing general corporate services. The Board Members considered that the Adviser also provided, at its expense, office facilities for use by the Fund and supervisory personnel responsible for supervising the performance of administrative, accounting, and related services for the Fund, including monitoring to assure compliance with stated investment policies and restrictions under the 1940 Act and related securities regulations. The Board Members noted that, in addition to managing the investment program for the Fund, the Adviser provided certain non-advisory and compliance services, including services under the Fund’s Rule 38a-1 compliance program.
The Board Members also considered that the Adviser paid for all compensation of officers and Board Members of the Fund that are affiliated with the Adviser and that the Adviser further provided services to shareholders of the Fund who had invested through various programs offered by third party financial intermediaries. The Board Members evaluated these factors based on their direct experience with the Adviser and in consultation with Fund Counsel. The Board noted that the Adviser had engaged, at its expense, BNY to assist it in performing certain of its administrative functions. The Board Members concluded that the nature and extent of the services provided was reasonable and appropriate in relation to the advisory fee, that the level of services provided by the Adviser, either directly or through BNY, had not diminished over the past year, and that the quality of service continued to be high.
The Board Members reviewed the personnel responsible for providing services to the Fund and concluded, based on their experience and interaction with the Adviser, that (i) the Adviser was able to retain quality personnel, (ii) the Adviser and its agents exhibited a high level of diligence and attention to detail in carrying out their advisory and administrative responsibilities under the Advisory Agreement, (iii) the Adviser was responsive to requests of the Board, (iv) the scope and depth of the Adviser’s resources was adequate, and (v) the Adviser had kept the Board apprised of developments relating to the Fund and the industry in general. The Board Members also focused on the Adviser’s reputation and longstanding relationship with the Fund. The Board Members also believed that the Adviser had devoted substantial resources and made substantial commitments to address new regulatory compliance requirements applicable to the Fund.
Gabelli Enterprise Mergers and Acquisitions Fund
Board Consideration and Re-Approval of Investment Advisory Agreement (Unaudited) (Continued)
2) The performance of the Fund and the Adviser.
The Board Members reviewed the investment performance of the Fund, on an absolute basis, as compared with its Broadridge peer group of other SEC registered funds, and against the Fund’s broad based securities market benchmark as reflected in the Fund’s prospectus and annual report. The Board Members considered the Fund’s one, three, five, and ten year average annual total return for the periods ended December 31, 2022. The peer group considered by the Board Members was developed by Broadridge and was comprised of the Fund and all retail and institutional alternative event driven funds, regardless of asset size or primary channel of distribution (the Performance Peer Group). The Board considered these comparisons helpful in their assessment as to whether the Adviser was obtaining for the Fund’s shareholders the total return performance that was available in the marketplace, given the Fund’s objectives, strategies, limitations, and restrictions. In reviewing the performance of the Fund, the Board Members noted that the Fund’s performance was above the median for the ten year period but below the median for one, three, and five year periods. The Board Members concluded that the Fund’s performance was reasonable in comparisons with that of the Performance Peer Group.
In connection with its assessment of the performance of the Adviser, the Board Members considered the Adviser’s financial condition and whether it had the resources necessary to continue to carry out its functions under the Advisory Agreement. The Board Members concluded that the Adviser had the financial resources necessary to continue to perform its obligations under the Advisory Agreement and to continue to provide the high quality services that it has provided to the Fund to date.
3) The cost of the advisory services and the profits to the Adviser and its affiliates from the relationship with the Fund.
In connection with the Board Members’ consideration of the cost of the advisory services and the profits to the Adviser and its affiliates from the relationship with the Fund, the Board Members considered a number of factors. First, the Board Members compared the level of the advisory fee for the Fund against the comparative Broadridge expense peer group (Expense Peer Group). The Board Members also considered comparative non-management fee expenses and comparative total fund expenses of the Fund and the Expense Peer Group. The Board Members considered this information as useful in assessing whether the Adviser was providing services at a cost that was competitive with other similar funds. In assessing this information, the Board Members considered both the comparative contract rates as well as the level of the total expense ratio, with respect to the Expense Peer Group. The Board Members noted that the Fund’s advisory fee ratio and total expense ratio were below the median when compared with those of the Expense Peer Group.
The Board Members also reviewed the fees charged by the Adviser to provide similar advisory services to other RICs or accounts with similar investment objectives, noting that the fees charged by the Adviser were the same or lower, than the fees charged to the Fund.
The Board Members also considered an analysis prepared by the Adviser of the estimated profitability to the Adviser of its relationship with the Fund and reviewed with the Adviser its cost allocation methodology in connection with its profitability. In this regard, the Board Members reviewed Pro-forma Income Statements of the Adviser for the year ended December 31, 2022. The Board Members considered one analysis for the Adviser as a whole, and a second analysis for the Adviser with respect to the Fund. With respect to the Fund analysis, the Board Members received an analysis based on the Fund’s average net assets during the period as well as a pro-forma analysis of profitability at higher and lower asset levels. The Board Members concluded that the profitability of the Fund to the Adviser under either analysis was not excessive.
Gabelli Enterprise Mergers and Acquisitions Fund
Board Consideration and Re-Approval of Investment Advisory Agreement (Unaudited) (Continued)
4) The extent to which economies of scale will be realized as the Fund grows and whether fee levels reflect those economies of scale.
With respect to the Board Members’ consideration of economies of scale, the Board Members discussed whether economies of scale would be realized by the Fund at higher asset levels. The Board Members also reviewed data from the Expense Peer Group to assess whether the Expense Peer Group funds had advisory fee breakpoints and, if so, at what asset levels. The Board Members also assessed whether certain of the Adviser’s costs would increase if asset levels rise. The Board Members noted the Fund’s current size and concluded that under foreseeable conditions, they were unable to assess at this time whether economies of scale would be realized if the Fund were to experience significant asset growth. In the event there were to be significant asset growth in the Fund, the Board Members determined to reassess whether the advisory fee appropriately took into account any economies of scale that had been realized as a result of that growth.
5) Other Factors.
In addition to the above factors, the Board Members also discussed other benefits received by the Adviser from its management of the Fund. The Board Members considered that the Adviser does use soft dollars in connection with its management of the Fund.
6) Conclusion.
Based on a consideration of all these factors in their totality, the Board Members, including all of the Independent Board Members, determined that the Fund’s advisory fee was fair and reasonable with respect to the quality of services provided and in light of the other factors described above that the Board deemed relevant. Accordingly, the Board Members determined to approve the continuation of the Fund’s Advisory Agreement. The Board Members based their decision on evaluations of all these factors as a whole and did not consider any one factor as all important or controlling.
Gabelli Funds and Your Personal Privacy
Who are we?
The Gabelli Funds are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC, which is affiliated with GAMCO Investors, Inc., a publicly held company with subsidiaries and affiliates that provide investment advisory services for a variety of clients.
What kind of non-public information do we collect about you if you become a fund shareholder?
If you apply to open an account directly with us, you will be giving us some non-public information about yourself. The non-public information we collect about you is:
| ● | Information you give us on your application form. This could include your name, address, telephone number, social security number, bank account number, and other information. |
| ● | Information about your transactions with us, any transactions with our affiliates, and transactions with the entities we hire to provide services to you. This would include information about the shares that you buy or redeem. If we hire someone else to provide services — like a transfer agent — we will also have information about the transactions that you conduct through them. |
What information do we disclose and to whom do we disclose it?
We do not disclose any non-public personal information about our customers or former customers to anyone other than our affiliates, our service providers who need to know such information, and as otherwise permitted by law. If you want to find out what the law permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of Federal Regulations, Part 248. The Commission often posts information about its regulations on its website, www. sec.gov.
What do we do to protect your personal information?
We restrict access to non-public personal information about you to the people who need to know that information in order to provide services to you or the fund and to ensure that we are complying with the laws governing the securities business. We maintain physical, electronic, and procedural safeguards to keep your personal information confidential.
GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND
One Corporate Center
Rye, NY 10580-1422
Portfolio Manager’s Biography
Mario J. Gabelli, CFA, is Chairman, Chief Executive Officer, and Chief Investment Officer - Value Portfolios of GAMCO Investors, Inc. that he founded in 1977, and Chief Investment Officer - Value Portfolios of Gabelli Funds, LLC and GAMCO Asset Management Inc. He is also Executive Chairman of Associated Capital Group, Inc. Mr. Gabelli is a summa cum laude graduate of Fordham University and holds an MBA degree from Columbia Business School and Honorary Doctorates from Fordham University and Roger Williams University.
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| GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND A Portfolio of the Gabelli 787 Fund, Inc. One Corporate Center Rye, New York 10580-1422 | | |
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| t 800-GABELLI (800-422-3554) | | |
| f 914-921-5118 | | |
| e info@gabelli.com | | |
| GABELLI.COM | | |
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| Net Asset Values per share available daily by calling 800-GABELLI after 7:00 P.M. | | |
| BOARD OF DIRECTORS Anthony J. Colavita President, Anthony J. Colavita, P.C. James P. Conn Former Managing Director and Chief Investment Officer, Financial Security Assurance Holdings Ltd. Vincent D. Enright Former Senior Vice President and Chief Financial Officer, KeySpan Corporation Kuni Nakamura President, Advanced Polymer, Inc. Regina M. Pitaro Managing Director, GAMCO Asset Management, Inc. Salvatore M. Salibello Senior Partner, Bright Side Consulting | | Salvatore J. Zizza Chairman, Zizza & Associates Corp. OFFICERS John C. Ball President and Treasurer Peter Goldstein Secretary and Vice President Richard J. Walz Chief Compliance Officer DISTRIBUTOR G.distributors, LLC CUSTODIAN State Street Bank and Trust Company TRANSFER AGENT AND DIVIDEND DISBURSING AGENT DST Asset Manager Solutions, Inc. LEGAL COUNSEL Paul Hastings LLP | | |
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| This report is submitted for the general information of the shareholders of the Gabelli Enterprise Mergers and Acquisitions Fund. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. | | |
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Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
| (a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
| (a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended. |
| (b) | The registrant’s certifying officers are not aware of any changes in the registrant’s internal control over financial reporting (as defined in rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13. Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Gabelli 787 Fund, Inc. | |
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By (Signature and Title)* | /s/ John C. Ball | |
| John C. Ball, Principal Executive Officer | |
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Date | June 30, 2023 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* | /s/ John C. Ball | |
| John C. Ball, Principal Executive Officer | |
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Date | June 30, 2023 | |
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By (Signature and Title)* | /s/ John C. Ball | |
| John C. Ball, Principal Financial Officer and Treasurer | |
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Date | June 30, 2023 | |
* Print the name and title of each signing officer under his or her signature.