SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2001
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 1-106
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GABELLI ASSET MANAGEMENT INC.
-----------------------------
(Exact name of Registrant as
specified in its charter)
New York 13-4007862
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Corporate Center, Rye, New York 10580
- ----------------------------------- -----
(Address of principal executive offices) (Zip Code)
(914)921-3700
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Registrant's telephone number, including area code
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----- ----
Indicate the number of shares outstanding of each of the Registrant's classes of
Common Stock, as of the latest practical date.
Class Outstanding at July 31, 2001
- ----- -----------------------------------
Class A Common Stock, .001 par value 5,604,548
Class B Common Stock, .001 par value 24,000,000
INDEX
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GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
----------------------------------------------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations:
- Three months ended June 30, 2000 and 2001
- Six months ended June 30, 2000 and 2001
Condensed Consolidated Statements of Financial Condition:
- June 30, 2001
- December 31, 2000 (Audited)
Condensed Consolidated Statements of Cash Flows:
- Six months ended June 30, 2000 and 2001
Notes to Condensed Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Including Quantitative and
Qualitative Disclosures about Market Risk)
PART II. OTHER INFORMATION
Item 4. Submission of Matters to Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
(In thousands, except per share data)
Three Months Ended
June 30,
---------------------
2000 2001
-------- --------
Revenues
Investment advisory and incentive fees ................ $ 47,468 $ 47,718
Commission revenue .................................... 3,915 3,580
Distribution fees and other income .................... 5,737 5,719
-------- --------
Total revenues ..................................... 57,120 57,017
Expenses
Compensation costs .................................... 23,618 22,619
Management fee ........................................ 2,783 2,961
Other operating expenses .............................. 8,577 9,483
-------- --------
Total expenses ..................................... 34,978 35,063
Operating income ........................................ 22,142 21,954
Other income (expense)
Net gain from investments ............................. 1,468 2,808
Interest and dividend income .......................... 2,355 2,840
Interest expense ...................................... (925) (956)
-------- --------
Total other income, net ............................ 2,898 4,692
-------- --------
Income before income taxes and
minority interest ..................................... 25,040 26,646
Income tax provision .................................. 9,916 10,285
Minority interest ..................................... 870 520
-------- --------
Net income .......................................... $ 14,254 $ 15,841
======== ========
Net income per share:
Basic ................................................. $ 0.48 $ 0.54
======== ========
Diluted ............................................... $ 0.48 $ 0.53
======== ========
Weighted average shares outstanding:
Basic ................................................. 29,589 29,527
======== ========
Diluted ............................................... 29,877 29,932
======== ========
GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
(In thousands, except per share data)
Six Months Ended
June 30,
---------------------
2000 2001
-------- ---------
Revenues
Investment advisory and incentive fees ................ $ 92,657 $ 95,905
Commission revenue .................................... 7,693 7,967
Distribution fees and other income .................... 14,543 11,489
--------- ---------
Total revenues ..................................... 114,893 115,361
Expenses
Compensation costs .................................... 47,585 45,732
Management fee ........................................ 5,532 5,754
Other operating expenses .............................. 17,001 17,920
--------- ---------
Total expenses ..................................... 70,118 69,406
Operating income ........................................ 44,775 45,955
Other income (expense)
Net gain from investments ............................. 2,621 3,242
Interest and dividend income .......................... 4,246 4,473
Interest expense ...................................... (1,858) (1,887)
--------- ---------
Total other income, net ............................ 5,009 5,828
--------- ---------
Income before income taxes and
minority interest ..................................... 49,784 51,783
Income tax provision .................................. 19,715 19,988
Minority interest ..................................... 1,819 1,058
--------- ---------
Net income .......................................... $ 28,250 $ 30,737
========= =========
Net income per share:
Basic ................................................. $ 0.95 $ 1.04
========= =========
Diluted ............................................... $ 0.95 $ 1.03
========= =========
Weighted average shares outstanding:
Basic ................................................. 29,616 29,517
========= =========
Diluted ............................................... 29,780 29,887
========= =========
GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In thousands)
December 31, June 30,
2000 2001
---------- ------------
(Unaudited)
ASSETS
Cash and cash equivalents ........................... $ 69,271 $126,348
Investments in securities ........................... 134,520 119,017
Investments in partnerships and affiliates .......... 56,546 53,882
Receivable from broker .............................. 3,853 1,092
Investment advisory fees receivable ................. 15,307 14,039
Deferred income taxes, net .......................... 19,382 19,580
Other assets ........................................ 18,925 18,233
-------- --------
Total assets ................................... $317,804 $352,191
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Note payable ........................................ 50,000 50,000
Income taxes payable ................................ 7,468 4,786
Capital lease obligation ............................ 3,541 3,518
Compensation payable ................................ 25,670 31,448
Accrued expenses and other liabilities .............. 11,077 11,554
-------- --------
Total liabilities .............................. 97,756 101,306
Minority interest ................................... 17,851 15,435
Stockholders' equity ................................ 202,197 235,450
-------- --------
Total liabilities and stockholders' equity .......... $317,804 $352,191
======== ========
See accompanying notes.
GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
(In thousands)
Six Months Ended
June 30,
-----------------------
2000 2001
---- ----
Operating activities
Net income .............................................. $ 28,250 $ 30,737
Adjustments to reconcile net income to net
cash provided by operating activities:
Equity in earnings of partnerships and affiliates ....... (3,401) (1,987)
Depreciation and amortization ........................... 344 372
Deferred income tax asset ............................... (504) (198)
Minority interest in net income of consolidated
subsidiaries ......................................... 1,819 1,058
(Increase) decrease in operating assets:
Investments in securities ............................ (14,306) 15,503
Investment advisory fees receivable .................. (434) 1,268
Receivables from affiliates .......................... (1,458) 632
Other receivables .................................... 3,693 (184)
Receivable from broker ............................... (9,561) 2,761
Other assets ......................................... (1,004) (129)
Increase (decrease) in operating liabilities:
Payable to broker .................................... (5,637) --
Income taxes payable ................................. (1,115) (2,682)
Compensation payable ................................. 17,720 5,778
Accrued expenses and other liabilities ............... 2,839 455
--------- ---------
Total adjustments ....................................... (11,005) 22,647
--------- ---------
Net cash provided by operating activities ............... 17,245 53,384
--------- ---------
Investing activities
Distributions from partnerships and affiliates .......... 3,436 7,135
Investments in partnerships and affiliates .............. (15,897) (2,484)
--------- ---------
Net cash (used in) provided by investing activities ..... (12,461) 4,651
--------- ---------
Financing activities
Purchase of minority stockholders' interest ............. (90) (106)
Purchase of treasury stock .............................. (1,762) (852)
--------- ---------
Net cash used in financing activities ................... (1,852) (958)
--------- ---------
Net increase in cash and cash equivalents ............... 2,932 57,077
Cash and cash equivalents at beginning of period ........ 103,032 69,271
--------- ---------
Cash and cash equivalents at end of period .............. $ 105,964 $ 126,348
========= =========
Supplemental disclosure of non-cash financing activity
Treasury stock exchanged for subsidiary stock
held by minority shareholders ......................... -- $ 3,368
========= =========
See accompanying notes.
GABELLI ASSET MANAGEMENT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2001
(Unaudited)
A. Basis of Presentation
The unaudited interim condensed consolidated financial statements of Gabelli
Asset Management Inc. ("the Company") included herein have been prepared in
conformity with accounting principles generally accepted in the United States
for interim financial information and Rule 10-01 of Regulation S-X. Accordingly,
they do not include all the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, the unaudited interim condensed consolidated financial statements
reflect all adjustments, which are of a normal recurring nature, necessary for a
fair presentation of financial position, results of operations and cash flows of
the Company for the interim periods presented and are not necessarily indicative
of a full year's results.
In preparing the unaudited interim condensed consolidated financial statements,
management is required to make estimates and assumptions that affect the amounts
reported in the financial statements. Actual results could differ from those
estimates.
These financial statements should be read in conjunction with the Company's
audited consolidated financial statements included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2000, from which the
accompanying Statement of Financial Condition was derived.
Certain items previously reported have been reclassified to conform with the
current year's financial statement presentation.
B. Earnings Per Share
The computations of basic and diluted net income per share are as follows:
Three Months Ended Six Months Ended
June 30, June 30,
(in thousands except
per share amounts) 2000 2001 2000 2001
---- ---- ---- ----
Net income ............................... $14,254 $15,841 $28,250 $30,737
======= ======= ======= =======
Basic weighted average shares outstanding 29,589 29,527 29,616 29,517
Effect of dilutive stock options ......... 288 405 164 370
------- ------- ------- -------
Diluted weighed average shares outstanding 29,877 29,932 29,780 29,887
======= ======= ======= =======
Net income per share:
Basic ................................ $0.48 $0.54 $0.95 $1.04
===== ===== ===== =====
Diluted .............................. $0.48 $0.53 $0.95 $1.03
===== ===== ===== =====
C. Stockholders' Equity
Exchange of Common Stock
In May 2001, the Board of Directors authorized an exchange offer in which four
shares of the Company's Class A Common Stock would be exchanged for each share
of Gabelli Securities, Inc. ("GSI") Common Stock it did not already own. Under
the terms of the exchange offer, shareholders have until August 31, 2001 to
exchange their shares and all shares of the Company issued will be restricted
from sale for two years from the date of issuance. At June 30, 2001, 115,248
shares of Gabelli Asset Management Inc. have been issued under the exchange
offer.
Stock Award and Incentive Plan
On February 20, 2001, the Compensation Committee of the Board of Directors
approved an option grant of 172,500 shares under the Stock Award and Incentive
Plan (the "Plan") at an exercise price, equal to the market price on that date,
of $31.62 per share. At June 30, 2001, there were 232,500 shares available for
future awards under the Plan.
Stock Repurchase Program
In 1999, the Board of Directors established the Stock Repurchase Program through
which the Company has been authorized to purchase up to $9,000,000 of the
Company's Class A Common Stock in open market transactions. During the first
quarter of 2001, the Company purchased 30,000 shares at an average cost of
$28.46 per share bringing the total shares repurchased under the program to
510,900 at an average cost of $17.38 per share. This substantially completed the
previously announced Stock Repurchase Program. On March 2, 2001, the Board of
Directors authorized the repurchase of up to an additional $3,000,000 of its
shares of Class A Common Stock.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Overview
Gabelli Asset Management Inc. (the "Company") is a widely recognized provider of
investment advisory and brokerage services to mutual fund, institutional and
high net worth investors in the United States and internationally. The Company
generally manages assets on a discretionary basis and invests in a wide variety
of U.S. and international securities through various investment styles.
The Company's revenues are largely based on the level of assets under management
in its business as well as the level of fees associated with its various
investment products. Growth in revenues generally depends on good investment
performance and the ability to attract additional investors while maintaining
current fee levels. The Company's largest source of revenues is investment
advisory fees which are based on the amount of assets under management in its
Mutual Funds and Separate Accounts business. Advisory fees from the Mutual Funds
are computed daily or weekly, while advisory fees from Separate Accounts are
generally computed quarterly based on account values as of the end of the
preceding quarter. Revenues derived from the equity-oriented portfolios
generally have higher management fee rates than fixed income portfolios.
The following discussion should be read in conjunction with the Condensed
Consolidated Financial Statements and the notes thereto included in Item 1 to
this report.
RESULTS OF OPERATIONS
Three Months Ended June 30, 2001 As Compared To Three Months Ended June 30, 2000
Consolidated Results - Three Months Ended June 30:
(unaudited; in thousands,
except per share data)
-------------------------------
2000 2001 % Change
---- ---- --------
Revenues ............................................. $57,120 $57,017 (0.2)
Expenses ............................................. 34,978 35,063 0.2
------- -------
Operating income ..................................... 22,142 21,954 (0.8)
Other income, net .................................... 2,898 4,692 --
------- -------
Income before taxes and minority interest ............ 25,040 26,646 6.4
Income tax provision ................................. 9,916 10,285 --
Minority interest .................................... 870 520 --
Net income ........................................... $14,254 $15,841 11.1
======= =======
Net income per share:
Basic ............................................. $ 0.48 $ 0.54 12.5
======= =======
Diluted ........................................... $ 0.48 $ 0.53 10.4
======= ========
Included in income before taxes and minority interest:
Depreciation and amortization ........................ $ 175 $ 187
Interest expense ..................................... $ 925 $ 956
Adjusted EBITDA(a) ................................... $26,140 $27,789 6.3
<FN>
(a) Adjusted EBITDA is defined as earnings before interest, taxes, depreciation
and amortization and minority interest.
</FN>
Total revenues were $57.0 million in the second quarter of 2001, as compared to
$57.1 million, in the second quarter of 2000.
Investment advisory and incentive fees, which comprise 84% of total revenues,
were $47.7 million in the second quarter of 2001 as compared to $47.5 million in
the same period a year earlier. The growth in investment advisory and incentive
fees is generally based on the growth in average assets under management during
the respective periods. Average assets under management were $24.6 billion in
the second quarter 2001, 9% higher than average assets of $22.6 billion in the
second quarter of 2000 and led by a 16% increase in institutional and high net
worth Separate Accounts. Average assets under management in open-end equity
mutual funds were 3% lower, at $8.9 billion, in the second quarter 2001 compared
to $9.2 billion in the second quarter 2000. The increase in advisory fees from
the institutional and high net worth Separate Accounts were partially offset by
lower mutual fund advisory fees and lower incentive fees from alternative
investment products. Mutual fund advisory fees were lower in the 2001 quarter as
net cash inflows were offset by the impact of the overall market's performance
and a shift towards lower margin fixed income products. Incentive fees from
alternative investment products, which are based on performance, were lower in
the 2001 quarter as compared to the prior year.
Commission revenues were $3.6 million in the second quarter of 2001, a decrease
of 9% from the same period a year earlier. The decline in commission revenues
reflects the volatility and uncertainty which affected the equity markets during
2001.
Distribution fees and other income were $5.7 million in both the second quarters
of 2001 and 2000.
Total expenses were $35.1 million in the second quarter of 2001, as compared to
total expenses of $35.0 million in 2000. Compensation costs, which are largely
variable in nature, were $22.6 million, 4% lower than the same period a year
earlier. The decrease in compensation costs results principally from lower
incentive compensation. Management fee expense, which is totally variable and
based on pretax income, was $3.0 million in the second quarter of 2001 and $2.8
million in the second quarter of 2000. Other operating expenses were $9.5
million in the second quarter of 2001 and $8.6 million in the second quarter of
2000. Other operating expenses in 2001 included $1.0 million in contribution
costs related to investments held in our proprietary portfolio. Excluding these
contribution costs other operating expenses were approximately $8.4 million.
Other income, net, which includes investment gains from our proprietary
portfolio, was $4.7 million in the second quarter of 2001, a 62% increase from
the prior year quarter.
The effective tax rate for the second quarter of 2001 was approximately 38.6%,
down from 39.6% in the second quarter of 2000.
Six Months Ended June 30, 2001 as Compared to
the Six Months Ended June 30, 2000
Consolidated Results - Six Months Ended June 30:
(unaudited; in thousands,
except per share data)
---------------------------------
2000 2001 % Change
---- ---- --------
Revenues ............................................. $114,893 $115,361 0.4
Expenses ............................................. 70,118 69,406 (1.0)
-------- --------
Operating income .................................... 44,775 45,955 2.6
Other income, net 5,009 5,828 --
------- --------
Income before taxes and minority interest ............ 49,784 51,783 4.0
Income tax provision ................................. 19,715 19,988 --
Minority interest .................................... 1,819 1,058 --
------- --------
Net income ........................................... $28,250 $ 30,737 8.8
======= ========
Net income per share:
Basic ............................................. $0.95 $1.04 9.5
======== =========
Diluted ........................................... $0.95 $1.03 8.4
======== =========
Included in income before taxes and minority interest:
Depreciation and amortization ........................ $ 344 $ 372
Interest expense ..................................... $ 1,858 $ 1,887
Adjusted EBITDA(a) ................................... $51,986 $ 54,042 4.0
<FN>
(a) Adjusted EBITDA is defined as earnings before interest, taxes, depreciation
and amortization and minority interest.
</FN>
Total revenues were $115.4 million in the first half of 2001 versus $114.9
million in the first half of 2000. Included in total revenues for 2000 is a one
time $3.1 million investment-banking fee earned by a subsidiary. Excluding this
fee total revenues rose $3.6 million, a 3% increase over the first half of 2000.
Investment advisory and incentive fees, which comprise 83% of total revenues,
were $95.9 million in the first half of 2001, 4% higher than the same period a
year earlier. The growth in investment advisory and incentive fees is generally
based on the growth in average assets under management during the respective
periods. Average assets under management were $24.4 billion during the first
half of 2001, 9% higher than average assets of $22.4 billion during the first
half of 2000. Average assets under management in open-end equity mutual funds
were flat at $9.0 billion for both 2001 and 2000. The increase in advisory fees
was principally attributable to the growth in average assets in the
institutional and high net worth Separate Accounts.
Commission revenue was $8.0 million in the first half of 2001, 4% higher than
the same period a year earlier.
Distribution fees and other income were $11.5 million for the first six months
of 2001 as compared to $14.5 million in 2000, which included a one time $3.1
million investment banking fee. Excluding this one time investment banking fee,
distribution fees and other income were $11.4 million in 2000.
Total expenses were $69.4 million in the first half of 2001, a 1% decrease from
total expenses of $70.1 million in 2000. Compensation costs were $45.7 million
in 2001, 4% lower than the first half of 2000, principally the result of lower
incentive compensation. Management fee expense increased 4% to $5.8 million in
2001 versus $5.5 million a year earlier. Other operating expenses increased $0.9
million, or 5%, to $17.9 million in the current year versus $17.0 million in the
first half of 2000. Excluding the $1.0 million in contribution costs related to
our investment portfolio, other operating costs were $16.9 million.
Other income, net, which includes investment gains from our proprietary
portfolio, was $5.8 million during the first half of 2001 as compared to $5.0
million during the first half of 2000.
The effective tax rate for the first half of 2001 was approximately 38.6%, down
from 39.6% in 2000.
LIQUIDITY AND CAPITAL RESOURCES
The Company's assets are primarily liquid, consisting mainly of cash, short term
investments, securities held for investment purposes and investments in
partnerships in which the Company is a general or limited partner. Investments
in partnerships are generally illiquid, however, the underlying investments in
such partnerships are generally liquid and the valuations of the investment
partnerships reflect this underlying liquidity.
Summary cash flow data is as follows:
Six Months Ended June 30,
-------------------------
2000 2001
---- ----
Cash flows provided by (used in): (in thousands)
Operating activities ........................... $ 17,245 $ 53,384
Investing activities ........................... (12,461) 4,651
Financing activities ........................... (1,852) (958)
--------- ---------
Increase ....................................... 2,932 57,077
Cash and cash equivalents at beginning of period 103,032 69,271
--------- ---------
Cash and cash equivalents at end of period ..... $ 105,964 $ 126,348
========= =========
Cash requirements and liquidity needs have historically been met through cash
generated by operating activities and through the Company's borrowing capacity.
At June 30, 2001, the Company had cash and cash equivalents of $126.3 million,
an increase of $57.1 million from December 31, 2000.
Cash provided by operating activities was $53.4 million in the first half of
2001 principally resulting from $30.7 million in net income and decreases in
investments in securities and various receivables of $15.5 million and $4.5
million, respectively. In the first half of 2000, cash provided by operating
activities was $17.2 million resulting largely from $28.3 million in net income
partially offset by a net increase of $9.3 million in other operating assets and
liabilities.
Cash provided by investing activities, related to investments in and
distributions from partnerships and affiliates, was $4.7 million in the first
half of 2001. Cash used by these investing activities in the first half of 2000
was $12.5 million.
Cash used in financing activities in the first half of 2001 and 2000 was $1.0
million and $1.9 million, respectively, primarily from the purchase of treasury
stock under the company's Stock Repurchase Program.
Based upon the Company's current level of operations and its anticipated growth,
the Company expects that its current cash balances plus cash flows from
operating activities and its borrowing capacity will be sufficient to finance
its working capital needs for the foreseeable future. The Company has no
material commitments for capital expenditures.
Gabelli & Company is registered with the Commission as a broker-dealer and is a
member of the National Association of Securities Dealers. As such, it is subject
to the minimum net capital requirements promulgated by the Commission. Gabelli &
Company's net capital has historically exceeded these minimum requirements.
Gabelli & Company computes its net capital under the alternative method
permitted by the Commission, which requires minimum net capital of $250,000. At
June 30, 2001, Gabelli & Company had net capital, as defined, of approximately
$18.9 million exceeding the regulatory requirement by approximately $18.7
million. Regulatory net capital requirements increase when Gabelli & Company is
involved in underwriting activities.
Market Risk
The Company is subject to potential losses from certain market risks as a result
of absolute and relative price movements in financial instruments due to changes
in interest rates, equity prices and other factors. The Company's exposure to
market risk is directly related to its role as financial intermediary and
advisor for assets under management in its mutual funds, institutional and
separate accounts business and its proprietary trading activities. At June 30,
2001, the Company's primary market risk exposure was for changes in equity
prices and interest rates. Included in investments in securities of $119.0
million at June 30, 2001 were investments in Treasury Bills and Notes of $68.6
million, in mutual funds, largely invested in equity products, of $36.3 million,
a diverse selection of common stocks totaling $12.5 million and other
investments of approximately $1.6 million. Investments in mutual funds generally
lower market risk through the diversification of financial instruments within
their portfolio. In addition, the Company may alter its investment holdings from
time to time in response to changes in market risks and other factors considered
appropriate by management. More than $8.8 million of the $12.5 million invested
in common stocks at June 30, 2001, represents the Company's participation in
risk arbitrage opportunities in connection with mergers, consolidations,
acquisitions, tender offers or other similar transactions. These transactions
involve announced deals with agreed upon terms and conditions, including
pricing, which generally involve less market risk than common stocks held in a
trading portfolio. The principal risk associated with risk arbitrage
transactions is the inability of the companies involved to complete the
transaction.
The Company's exposure to interest rate risk results, principally, from its
investment of excess cash in government obligations. These investments are
primarily short term in nature and the fair value of these investments generally
approximates market value. The Company's revenues are largely driven by the
market value of its assets under management and are therefore exposed to
fluctuations in market prices. Investment advisory fees for mutual funds are
based on average daily asset values. Management fees earned on institutional and
separate accounts, for any given quarter, are determined based on asset values
on the last day of the preceding quarter. Any significant increases or decreases
in market value of institutional and separate accounts assets managed which
occur on the last day of the quarter will result in a relative increase or
decrease in revenues for the following quarter.
Forward Looking Information
Statements included in Management's Discussion and Analysis of Financial
Condition and Results of Operations may contain "forward-looking information",
including information relating to anticipated growth in assets under management,
revenues or earnings, strategies to bring about anticipated growth, anticipated
expense levels and expectations regarding market risk. The Company cautions
readers that any forward-looking information provided by or on behalf of the
Company is not a guarantee of future performance or events. Actual results may
differ materially from those in forward-looking information as a result of many
risk factors including, but not limited to, economic, competitive, governmental
and technological, many of which are beyond the Company's control or are subject
to change. Further, such forward-looking information speaks only as of the date
on which such statements are made and the Company undertakes no obligation to
update any forward-looking information to reflect changes in events or
circumstances subsequent to the date made or to reflect the occurrence of
unanticipated events.
Part II: Other Information
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of Gabelli Asset Management Inc. was held in
Greenwich, Connecticut on May 15, 2001. At that meeting, the stockholders
considered and acted upon the following proposals:
A. THE ELECTION OF DIRECTORS.
The stockholders elected the following individuals to serve as directors until
the 2002 annual meeting of stockholders and until their respective successors
are duly elected and qualified. All the directors were elected with more than
99.7% of the total votes cast.
Raymond C. Avansino
John C. Ferrara
Mario J. Gabelli
Paul B. Guenther
Eamon M. Kelly
Karl Otto Pohl
Item 6. (a) Exhibits
Exhibit No. Description
27-1 Financial Data Schedule
(b) Reports on Form 8-K.
The Company did not file any reports on Form 8-K during the three months ended
June 30, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GABELLI ASSET MANAGEMENT INC.
-----------------------------
(Registrant)
August 10, 2001 /s/ Robert S. Zuccaro
- --------------- --------------------------------------
Date Robert S. Zuccaro
Vice President and Chief
Financial Officer