Filing Details
- Accession Number:
- 0000807249-19-000060
- Form Type:
- 13D Filing
- Publication Date:
- 2019-04-16 16:19:43
- Filed By:
- GAMCO Investors
- Company:
- Gdl Fund (NYSE:GDL)
- Filing Date:
- 2019-04-16
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| GAMCO Asset Management Inc. I.D. No. 13-40445 | 31,824 | 31,824 | 31,824 | 0.19% | ||
| Gabelli Company Investment Advisers, Inc. I.D. No. 13-3379374 | 7,174 | 7,174 | 7,174 | 0.04% | ||
| Gabelli Foundation, Inc. I.D. No. 94 | 26,180 | 26,180 | 26,180 | 0.16% | ||
| GAMCO Investors, Inc. I.D. No. 13-400786 | 51,068 | 51,068 | 51,068 | 0.31% | ||
| GGCP, Inc. I.D. No. 13-3056041 | 215,243 | 215,243 | 215,243 | 1.31% | ||
| Associated Capital Group, Inc. I.D. No. 47-3965991 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | 1,679,704 | 1,679,704 | 1,679,704 | 10.26% | ||
| Mario J. Gabelli | 2,537,175 | 2,537,175 | 2,537,175 | 15.49% |
Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. 11)
The GDL Fund
(Name of Issuer)
Common Shares
(Title of Class of Securities)
_______361570104______
(CUSIP Number)
David Goldman
GAMCO Investors, Inc.
One Corporate Center
Rye, New York 10580-1435
(914) 921-5000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
_____________April 12, 2019____________
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and
is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box .
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) GAMCO Asset Management Inc. I.D. No. 13-4044521 | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) 00-Funds of investment advisory clients | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e) | ||
| 6 | Citizenship or place of organization New York | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 31,824 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 31,824 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 31,824 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) | ||
| 13 | Percent of class represented by amount in row (11) 0.19% | ||
| 14 | Type of reporting person (SEE INSTRUCTIONS) IA, CO | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) Gabelli & Company Investment Advisers, Inc. I.D.
No. 13-3379374 | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) 00-Client Funds | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e) | ||
| 6 | Citizenship or place of organization Delaware | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 7,174 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 7,174 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 7,174 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) | ||
| 13 | Percent of class represented by amount in row (11) 0.04% | ||
| 14 | Type of reporting person (SEE INSTRUCTIONS) HC, CO, IA | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) Gabelli Foundation, Inc. I.D. No. 94-2975159 | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) WC | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e) | ||
| 6 | Citizenship or place of organization NV | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 26,180 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 26,180 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 26,180 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) | ||
| 13 | Percent of class represented by amount in row (11) 0.16% | ||
| 14 | Type of reporting person (SEE
INSTRUCTIONS) 00-Private Foundation | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) GAMCO Investors, Inc. I.D. No. 13-4007862 | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) WC | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e) | ||
| 6 | Citizenship or place of organization Delaware | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 51,068 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 51,068 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 51,068 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X | ||
| 13 | Percent of class represented by amount in row (11) 0.31% | ||
| 14 | Type of reporting person (SEE
INSTRUCTIONS) HC, CO | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) GGCP, Inc. I.D. No. 13-3056041 | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) WC | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 I | ||
| 6 | Citizenship or place of organization New York | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 215,243 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 215,243 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 215,243 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X | ||
| 13 | Percent of class represented by amount in row (11) 1.31% | ||
| 14 | Type of reporting person (SEE
INSTRUCTIONS) HC, CO | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) Associated Capital Group, Inc. I.D.
No. 47-3965991 | ||
| Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | |||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE
INSTRUCTIONS) WC | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 I | ||
| 6 | Citizenship or place of organization Delaware | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 1,679,704 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 1,679,704 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 1,679,704 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X | ||
| 13 | Percent of class represented by amount in row (11) 10.26% | ||
| 14 | Type of reporting person (SEE INSTRUCTIONS) HC, CO | ||
CUSIP No. 361570104
| 1 | Names of reporting persons I.R.S. identification nos. of above persons (entities only) Mario J. Gabelli | ||
| 2 | Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b) | ||
| 3 | Sec use only | ||
| 4 | Source of funds (SEE INSTRUCTIONS) Private Funds | ||
| 5 | Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 I | ||
| 6 | Citizenship or place of organization USA | ||
| Number Of Shares Beneficially Owned By Each Reporting Person With | : 7 : : : | Sole voting power 2,537,175 (Item 5) | |
| : 8 : : : | Shared voting power None | ||
| : 9 : : : | Sole dispositive power 2,537,175 (Item 5) | ||
| :10 : : : | Shared dispositive power None | ||
| 11 | Aggregate amount beneficially owned by each reporting person 2,537,175 (Item 5) | ||
| 12 | Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X | ||
| 13 | Percent of class represented by amount in row (11) 15.49% | ||
| 14 | Type of reporting person (SEE
INSTRUCTIONS) IN | ||
Item 1. Security and Issuer
This Amendment No. 11 to Schedule 13D on the Common Shares of The GDL Fund (the “Issuer”) is being filed on behalf of the
undersigned to amend the Schedule 13D, as amended (the “Schedule 13D”), which was originally filed on January 31, 2007. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as set forth
in the Schedule 13D.
Item 2. Identity and Background
Item 2 to Schedule 13D is amended, in pertinent part, as follows:
This statement is being filed by Mario J. Gabelli (“Mario Gabelli”) and various entities which he
directly or indirectly controls or for which he acts as chief investment officer. These entities, except for LICT Corporation (“LICT) and CIBL,
Inc. (“CIBL”), engage in various aspects of the securities business, primarily as investment adviser to various institutional and individual clients, including registered investment companies and pension plans, and as general partner or the
equivalent of various private investment partnerships or private funds. Certain of these entities may also make investments for their own accounts.
The foregoing persons in the aggregate often own beneficially more than 5% of a class of equity securities of a particular
issuer. Although several of the foregoing persons are treated as institutional investors for purposes of reporting their beneficial ownership on the short-form Schedule 13G, the holdings of those who do not qualify as institutional investors may
exceed the 1% threshold presented for filing on Schedule 13G or implementation of their investment philosophy may from time to time require action which could be viewed as not completely passive. In order to avoid any question as to whether their
beneficial ownership is being reported on the proper form and in order to provide greater investment flexibility and administrative uniformity, these persons have decided to file their beneficial ownership reports on the more detailed Schedule 13D
form rather than on the short-form Schedule 13G and thereby to provide more expansive disclosure than may be necessary.
(a), (b) and (c) - This statement is being filed by one or more of the following persons: GGCP, Inc. (“GGCP”), GGCP Holdings
LLC (“GGCP Holdings”), GAMCO Investors, Inc. (“GBL”), Associated Capital Group, Inc. (“AC”), Gabelli Funds, LLC (“Gabelli Funds”), GAMCO Asset Management Inc. (“GAMCO”), Teton Advisors, Inc. (“Teton Advisors”), Gabelli & Company Investment
Advisers, Inc. (“GCIA”), G.research, LLC (“G.research”), MJG Associates, Inc. (“MJG Associates”), Gabelli Foundation, Inc. (“Foundation”), Mario Gabelli, LICT and CIBL. Those of the foregoing persons signing this Schedule 13D are hereinafter
referred to as the “Reporting Persons”.
GGCP makes investments for its own account and is the manager and a member of GGCP Holdings which is the controlling
shareholder of GBL and AC. GBL, a public company listed on the New York Stock Exchange, is the parent company for a variety of companies engaged in the securities business, including certain of those named below. AC, a public company listed on
the New York Stock Exchange, is the parent company for a variety of companies engaged in the securities business, including certain of those listed below.
GAMCO, a wholly-owned subsidiary of GBL, is an investment adviser registered under the Investment Advisers Act of 1940, as
amended (“Advisers Act”). GAMCO is an investment manager providing discretionary managed account services for employee benefit plans, private investors, endowments, foundations and others.
GCIA, a wholly owned subsidiary of AC, is an investment adviser registered under the Advisers Act and serves as a general
partner or investment manager to limited partnerships and offshore investment companies and other accounts. As a part of its business, GCIA may purchase or sell securities for its own account. GCIA is a general partner or investment manager of a
number of funds or partnerships, including Gabelli Associates Fund, L.P., Gabelli Associates Fund II, L.P., Gabelli Associates Limited, Gabelli Associates Limited II E, ALCE Partners, L.P., Gabelli Capital Structure Arbitrage Fund LP, Gabelli
Capital Structure Arbitrage Fund Limited, Gabelli Intermediate Credit Fund L.P., GAMA Select Energy + L.P., GAMCO Medical Opportunities L.P., and Gabelli Multimedia Partners, L.P.
G.research, a wholly owned subsidiary of GCIA, is a broker-dealer registered under the Securities Exchange Act of 1934, as
amended (“1934 Act”), which as a part of its business regularly purchases and sells securities for its own account.
Gabelli Funds, a wholly owned subsidiary of GBL, is a limited liability company. Gabelli Funds is an investment adviser
registered under the Advisers Act which provides advisory services for The Gabelli Equity Trust Inc., The Gabelli Asset Fund, The GAMCO Growth Fund, The Gabelli Convertible and Income Securities Fund Inc., The Gabelli Value 25 Fund Inc., The
Gabelli Small Cap Growth Fund, The Gabelli Equity Income Fund, The Gabelli ABC Fund, The GAMCO Global Content & Connectivity Fund, The Gabelli Gold Fund, Inc., The Gabelli Multimedia Trust Inc., The Gabelli Global Rising Income & Dividend
Fund, The Gabelli Capital Asset Fund, The GAMCO International Growth Fund, Inc., The GAMCO Global Growth Fund, The Gabelli Utility Trust, The Gabelli Utilities Fund, The Gabelli Dividend Growth Fund, The Gabelli Focus Five Fund, The Comstock
Capital Value Fund, The Gabelli Dividend and Income Trust, The Gabelli Global Utility & Income Trust, The GAMCO Global Gold, Natural Resources, & Income Trust, The GAMCO Natural Resources Gold & Income Trust, The GDL Fund, Gabelli
Enterprise Mergers & Acquisitions Fund, The Gabelli ESG Fund, Inc., The Gabelli International Small Cap Fund, The Gabelli Healthcare & Wellness Rx Trust, The Gabelli Global Small and Mid Cap Value Trust, Gabelli Value Plus+
Trust, Gabelli Merger Plus+ Trust Plc, The Gabelli Global Financial Services Fund, The Gabelli Global Mini Mites Fund, The Gabelli Go Anywhere Trust, The Gabelli Media Mogul Fund, The Gabelli Pet Parents’ Fund, The Gabelli U.S. Treasury Money
Market Fund, Bancroft Fund Ltd. and Ellsworth Growth & Income Fund Ltd. (collectively, the “Funds”), which are registered investment companies. Gabelli Funds is also the investment adviser to The GAMCO International SICAV (sub-funds GAMCO
Merger Arbitrage and GAMCO All Cap Value), a UCITS III vehicle.
Teton Advisors, an investment adviser registered under the Advisers Act, provides discretionary advisory services to The
TETON Westwood Mighty Mitessm Fund, The TETON Westwood Income Fund, The TETON Westwood SmallCap Equity Fund, TETON Westwood Intermediate Bond Fund, and The TETON Westwood Mid-Cap Equity Fund.
MJG Associates provides advisory services to private investment partnerships and offshore funds. Mario Gabelli is the sole
shareholder, director and employee of MJG Associates. MJG Associates is the Investment Manager of Gabelli International Limited and Gabelli Fund, LDC. Mario J. Gabelli is the general partner of Gabelli Performance Partnership, LP.
The Foundation is a private foundation. Mario Gabelli is the Chairman, a Trustee and the Investment Manager of the
Foundation. Elisa M. Wilson is the President of the Foundation.
LICT is a holding company with operating subsidiaries engaged primarily in the rural telephone industry. LICT actively
pursues new business ventures and acquisitions. LICT makes investments in marketable securities to preserve capital and maintain liquidity for financing their business activities and acquisitions and are not engaged in the business of investing, or
trading in securities. Mario J. Gabelli is the Chief Executive Officer, a director, and substantial shareholder of LICT.
CIBL is a holding company with interests in telecommunications operations, primarily in the rural telephone industry. CIBL
actively pursues new business ventures and acquisitions. CIBL makes investments in marketable securities to preserve capital and maintain liquidity for financing their business activities and acquisitions and are not engaged in the business of
investing, or trading in securities. Mario J. Gabelli is a director, and substantial shareholder of CIBL.
Mario Gabelli is the controlling stockholder, Chief Executive Officer and a director of GGCP and Chairman and Chief Executive
Officer of GBL. He is the Executive Chairman of AC. Mario Gabelli is also a member of GGCP Holdings. Mario Gabelli is the controlling shareholder of Teton.
The Reporting Persons do not admit that they constitute a group.
GAMCO is a New York corporation and GBL, AC, GCIA, and Teton Advisors are Delaware corporations, each having its principal
business office at One Corporate Center, Rye, New York 10580. GGCP is a Wyoming corporation having its principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. GGCP Holdings is a Delaware limited liability corporation having its
principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. G.research is a Delaware limited liability company having its principal officers at One Corporate Center, Rye, New York 10580. Gabelli Funds is a New York limited liability
company having its principal business office at One Corporate Center, Rye, New York 10580. MJG Associates is a Connecticut corporation having its principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. The Foundation is a Nevada
corporation having its principal offices at 165 West Liberty Street, Reno, Nevada 89501. LICT is a Delaware corporation having its principal place of business as 401 Theodore Fremd Avenue, Rye, New York 10580. CIBL, Inc. is a Delaware corporation
having its principal place of business as 165 West Liberty Street, Suite 220, Reno, NV 89501.
For information required by instruction C to Schedule 13D with respect to the executive officers and directors of the
foregoing entities and other related persons (collectively, “Covered Persons”), reference is made to Schedule I annexed hereto and incorporated herein by reference.
(d) – Not applicable.
(e) – Not applicable.
(f) – Reference is made to
Schedule I hereto.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 to Schedule 13D is amended, in pertinent part, as follows:
The Reporting Persons used an aggregate of approximately $1,212,812 to purchase the additional Securities reported as
beneficially owned in Item 5 since the most recent filing on Schedule 13D. AC used approximately $419,894 of its working capital to purchase the additional securities reported by it. GBL used approximately $446,987 of working capital to purchase
the additional Securities reported by it. GGCP used approximately $92,965 of working capital to purchase the additional Securities reported by it. Mario Gabelli used approximately $250,371 of private funds to purchase the additional Securities
reported by him. Foundation used approximately $2,595 of working capital to purchase the additional Securities reported by it.
Item 5. Interest In Securities Of The Issuer
Item 5 to Schedule 13D is amended, in pertinent part, as follows:
(a) The aggregate number of Securities to which this Schedule 13D relates is 4,548,368 shares, representing
27.77% of the 16,378,951 shares outstanding as reported in the Issuer’s Definitive Proxy Statement filed on April 12, 2019. This Amendment to Schedule 13D is being filed to reflect an increase in the percent of the outstanding shares beneficially
owned by the Reporting Persons which is due to a combination of net purchases of 131,457 shares since the last filing on Schedule 13D and a decrease in the shares outstanding as reported by the Issuer in its Definitive Proxy Statement filed on
April 12, 2019. The Reporting Persons beneficially own those Securities as follows:
| Name | Shares of Common Stock | % of Class of Common |
| GAMCO | 31,824 | 0.19% |
| GCIA | 7,174 | 0.04% |
| Foundation | 26,180 | 0.16% |
| GGCP | 215,243 | 1.31% |
| Mario Gabelli | 2,537,175 | 15.49% |
| AC GBL | 1,679,704 51,068 | 10.26% 0.31% |
Mario Gabelli is deemed to have beneficial ownership of the Securities owned beneficially by each of the foregoing persons.
GCIA is deemed to have beneficial ownership of the Securities owned beneficially by G.research. AC, GBL and GGCP are deemed to have beneficial ownership of the Securities owned beneficially by each of the foregoing persons other than Mario Gabelli
and the Foundation.
(b) Each of the Reporting Persons and Covered Persons has the sole power to vote or direct the vote and sole power to dispose
or to direct the disposition of the Securities reported for it, either for its own benefit or for the benefit of its investment clients or its partners, as the case may be, except the voting power of Mario Gabelli, AC, GBL, and GGCP is indirect
with respect to Securities beneficially owned directly by other Reporting Persons.
(c) Information with respect to all transactions in the Securities which were effected during the past sixty days or since
the most recent filing on Schedule 13D, whichever is less, by each of the Reporting Persons and Covered Persons is set forth on Schedule II annexed hereto and incorporated herein by reference.
(e) Not applicable.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: April 16, 2019
GGCP, INC.
MARIO J. GABELLI
GABELLI FOUNDATION, INC.
By:/s/ David Goldman
David Goldman
Attorney-in-Fact
GAMCO INVESTORS, INC.
By:/s/ Kevin
Handwerker
Kevin Handwerker
General
Counsel & Secretary – GAMCO Investors, Inc.
ASSOCIATED CAPITAL GROUP, INC.
GAMCO ASSET MANAGEMENT INC.
GABELLI & COMPANY INVESTMENT ADVISERS, INC.
By:/s/ Douglas R. Jamieson
Douglas R. Jamieson
President
& Chief Executive Officer – Associated Capital
Group, Inc.
President – GAMCO Asset Management Inc.
President – Gabelli & Company Investment Advisers, Inc.
SCHEDULE I
Information with Respect to Executive
Officers and Directors
of the Undersigned
Schedule I to Schedule 13D is amended, in pertinent part, as follows:
| The following sets forth as to each of the executive officers and directors of the undersigned: his name; his business address; his
present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted. Unless otherwise specified, the principal employer of each such
individual is GAMCO Asset Management Inc., Gabelli Funds, LLC, Gabelli & Company Investment Advisers, Inc., G.research, LLC, Teton Advisors, Inc., Associated Capital Group, Inc. or GAMCO Investors, Inc., the business address of each of
which is One Corporate Center, Rye, New York 10580, and each such individual identified below is a citizen of the United States. To the knowledge of the undersigned, during the last five years, no such person has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), and no such person was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities law or finding any violation with respect to such laws except as reported in Item 2(d) and (e) of
this Schedule 13D. |
| GAMCO Investors, Inc. Directors: | |||
| Edwin L. Artzt Raymond C. Avansino Leslie B. Daniels | Former Chairman and Chief Executive Officer Procter & Gamble Company 900 Adams Crossing Cincinnati, OH 45202 Chairman & Chief Executive Officer E.L. Wiegand Foundation 165 West Liberty Street Reno, NV 89501 Operating Partner AE Industrial Partners, LP 2500 N. Military Trail, Suite 470 Boca Raton, FL 33431 | ||
| Mario J. Gabelli Elisa M. Wilson | Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC. Director c/o GAMCO Investors, Inc. One Corporate Center Rye, NY 10580 | ||
| Eugene R. McGrath | Former Chairman and Chief Executive Officer Consolidated Edison, Inc. 4 Irving Place New York, NY 10003 | ||
| Robert S. Prather | President & Chief Executive Officer Heartland Media, LLC 1843 West Wesley Road Atlanta, GA 30327 | ||
| Officers: | |||
| Mario J. Gabelli | Chairman and Chief Executive Officer | ||
| Henry G. Van der Eb Bruce N. Alpert Agnes Mullady Kevin Handwerker Kieran Caterina Diane LaPointe | Senior Vice President Senior Vice President Senior Vice President Executive Vice President, General Counsel and Secretary Co-Chief Accounting Officer Co-Chief Accounting Officer | ||
| GAMCO Asset Management Inc. Directors: | |||
| Douglas R. Jamieson Regina M. Pitaro William S. Selby | |||
| Officers: | |||
| Mario J. Gabelli | Chief Executive Officer and Chief Investment Officer – Value Portfolios | ||
| Douglas R. Jamieson David Goldman | President, Chief Operating Officer and Managing Director General Counsel, Secretary & Chief Compliance Officer | ||
| Gabelli Funds, LLC Officers: | |||
| Mario J. Gabelli | Chief Investment Officer – Value Portfolios | ||
| Bruce N. Alpert | Executive Vice President and Chief Operating Officer | ||
| Agnes Mullady | President and Chief Operating Officer – Open End Fund Division | ||
| David Goldman | General Counsel | ||
| Gabelli Foundation, Inc. Officers: | |||
| Mario J. Gabelli | Chairman, Trustee & Chief Investment Officer | ||
| Elisa M. Wilson Marc Gabelli Matthew R. Gabelli Michael Gabelli | President Trustee Trustee Trustee | ||
| GGCP, Inc. Directors: | ||
| Mario J. Gabelli | Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC. | |
| Marc Gabelli | President – GGCP, Inc. | |
| Matthew R. Gabelli | Vice President – Trading G.research, LLC One Corporate Center Rye, NY 10580 | |
| Michael Gabelli | President & COO Gabelli & Partners, LLC One Corporate Center Rye, NY 10580 | |
| Frederic V. Salerno | Chairman Former Vice Chairman and Chief Financial Officer Verizon Communications | |
| Vincent S. Tese | Executive Chairman – FCB Financial Corp | |
| Elisa M. Wilson | Director | |
| Officers: | ||
| Mario J. Gabelli | Chief Executive Officer and Chief Investment Officer | |
| Marc Gabelli | President | |
| Francis J. Conroy | Special Assistant to CEO, Secretary | |
| Silvio A. Berni | Chief Financial and Accounting Officer, Vice President Corporate Development and Controller, Assistant Secretary | |
| GGCP Holdings LLC Members: GGCP, Inc. Mario J. Gabelli | Manager and Member Member | |
| Teton Advisors, Inc. Directors: | |
| Marc Gabelli Vincent J. Amabile Stephen G. Bondi, CPA Aaron J. Feingold, M.D. Nicholas F. Galluccio Kevin M. Keeley John M. Tesoro, CPA | Executive Chairman Founder- Amabile Partners Chief Financial Officer – Mittleman Brothers, LLC President and Founder – Raritan Bay Cardiology Group Chief Executive Officer and President President & Executive Chairman – Keeley Teton Advisors, LLC Retired Partner – KPMG LLP |
| Officers: | |
| Nicholas F. Galluccio Michael J. Mancuso, CPA Deanna B. Marotz | See above Chief Financial Officer Chief Compliance Officer |
| Associated Capital Group, Inc. Directors: | |
| Mario J. Gabelli | Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC. |
| Richard L. Bready | Former Chairman and Chief Executive Officer Nortek, Inc. 50 Kennedy Plaza Providence, RI 02903 |
| Marc Gabelli | President – GGCP, Inc. |
| Douglas R. Jamieson | President and Chief Executive Officer |
| Bruce Lisman | Former Chairman - JP Morgan – Global Equity Division |
| Daniel R. Lee | Chief Executive Officer Full House Resorts, Inc. 4670 South Ford Apache Road, Suite 190 Las Vegas, NV 89147 |
| Salvatore F. Sodano | Vice Chairman – Broadridge Financial Solutions |
| Frederic V. Salerno | See above |
| Elisa M. Wilson | Director |
| Officers: | |
| Mario J. Gabelli Douglas R. Jamieson Kenneth D. Masiello Kevin Handwerker David Fitzgerald | Executive Chairman President and Chief Executive Officer Chief Accounting Officer Executive Vice President, General Counsel and Secretary Assistant Secretary |
| Gabelli & Company Investment Advisers, Inc. | |
| Directors: | |
| Douglas R. Jamieson |
| Officers: | |
| Douglas R. Jamieson John Givissis Kevin Handwerker David Fitzgerald | Chief Executive Officer and President Controller Secretary Assistant Secretary |
| G.research, LLC | |
| Officers: | |
| Cornelius V. McGinity Maria Gigi | President Controller and Financial Operations Principal |
| Bruce N. Alpert Douglas R. Jamieson Kevin Handwerker David Fitzgerald David Goldman Josephine D. LaFauci | Vice President Secretary Assistant Secretary Assistant Secretary Assistant Secretary Chief Compliance Officer |
SCHEDULE II
INFORMATION WITH RESPECT TO
TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS OR
SINCE THE MOST RECENT FILING ON SCHEDULE 13D (1)
SHARES PURCHASED AVERAGE
DATE SOLD(-) PRICE(2)
COMMON STOCK- THE GDL FUND
GAMCO INVESTORS, INC.
3/18/19 527 9.5882 (1)
GAMCO ASSET MANAGEMENT INC.
3/29/19 1,500- *DO
GGCP, INC.
3/29/19 2,221 9.5882 (1)
ASSOCIATED CAPITAL GROUP, INC.
3/22/19 58 9.5883 (1)
3/18/19 17,280 9.5882 (1)
(1) THESE TRANSACTIONS ARE A RESULT OF DIVIDEND REINVESTMENT.
(2) PRICE EXCLUDES COMMISSION.
(*) RESULTS IN CHANGE OF DISPOSITIVE POWER AND BENEFICIAL OWNERSHIP.
16