RECITALSNote Purchase Agreement • April 23rd, 2007 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies
Exhibit 1.1 Gabelli Asset Management Inc. 3,600,000 FELINE PRIDES (Initially consisting of 3,600,000 Income PRIDES) Purchase AgreementPurchase Agreement • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
1 EXHIBIT 1.1 GABELLI ASSET MANAGEMENT INC. Class A Common Stock PURCHASE AGREEMENTPurchase Agreement • January 29th, 1999 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
GAMCO INVESTORS, INC., Issuer and THE BANK OF NEW YORK MELLON, TrusteeIndenture • April 10th, 2015 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
INDENTURE, dated as of [ ], 20[ ], between GAMCO Investors, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”):
Issuer AndIndenture • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
LOCK-UP AGREEMENTLock-Up Agreement • February 10th, 1999 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
RECITALSRegistration Rights Agreement • February 3rd, 2003 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
100,000,000.00 Dated: August 14, 2001 Rye, New York FOR VALUE RECEIVED, the undersigned, Gabelli Asset Management Inc., a New York corporation. ("GABELLI"), promises to pay to the order of CASCADE INVESTMENT LLC, a Washington limited liability company...Convertible Note • August 14th, 2003 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies
GABELLI ASSET MANAGEMENT INC., Issuer And THE BANK OF NEW YORK, Trustee INDENTURE Dated as of [ ], 200_ Subordinated Debt SecuritiesIndenture • July 27th, 2009 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
INDENTURE, dated as of ______, 200_, between Gabelli Asset Management Inc., a New York corporation (the "Company"), and The Bank of New York, as trustee (the "Trustee"):
RECITALSRegistration Rights Agreement • August 8th, 2006 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
ANDPurchase Contract Agreement • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
50,000,000.00 Dated: August 14, 2001 Rye, New York FOR VALUE RECEIVED, the undersigned, GAMCO INVESTORS, INC., a New York corporation formerly known as Gabelli Asset Management, Inc. ("GAMCO"), promises to pay to the order of CASCADE INVESTMENT,...Convertible Promissory Note • April 23rd, 2007 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies
GAMCO Investors, Inc. Underwriting AgreementUnderwriting Agreement • May 31st, 2011 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
GAMCO Investors, Inc., a corporation organized under the laws of New York (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an Indenture (the “Base Indenture”) dated as of February 6, 2002 as supplemented by the Second Supplemental Indenture (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) to be dated as of the Closing Date (as defined below), between the Company and The Bank of New York Mellon, as trustee (the “Trustee”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Any reference herein to the Registration Stateme
TAX INDEMNITY AND SHARING AGREEMENT BETWEEN ASSOCIATED CAPITAL GROUP, INC. AND GAMCO INVESTORS, INC. Dated as of November 30, 2015Tax Indemnity and Sharing Agreement • December 4th, 2015 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
THIS TAX INDEMNITY AND SHARING AGREEMENT (the “Agreement”) is dated as of November 30, 2015 by and between GAMCO Investors, Inc., a Delaware corporation (“GAMCO”), and Associated Capital Group, Inc., a Delaware corporation and a wholly-owned subsidiary of GAMCO (“ACG”). ACG and GAMCO are the “Parties.” Unless otherwise indicated, all “Section” references in this Agreement are to sections of the Agreement.
AMONGPledge Agreement • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
GAMCO INVESTORS, INC. STOCK AWARD AND INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • October 5th, 2017 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • Delaware
THIS RESTRICTED STOCK UNIT AGREEMENT, (this "Agreement"), effective as of September 30, 2017 (the “Grant Date”), is made by and between GAMCO Investors, Inc., a Delaware corporation (the "Company"), and Mario J. Gabelli (the "Grantee").
WITNESSETH:Remarketing Agreement • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
TRANSITIONAL ADMINISTRATIVE AND MANAGEMENT SERVICES AGREEMENTTransitional Administrative and Management Services Agreement • December 4th, 2015 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
THIS TRANSITIONAL ADMINISTRATIVE AND MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is dated as of November 30, 2015, between GAMCO Investors, Inc., a Delaware corporation (“GAMCO”), and Associated Capital Group, Inc., a Delaware corporation (“ACG”, and together with GAMCO, “Parties”, or each individually, a “Party”).
INDENTURE Dated as of June 14, 2021 between GAMCO INVESTORS, INC. as Issuer, and COMPUTERSHARE TRUST COMPANY, N.A. as Trustee 2-Year Puttable Subordinated Notes due 2023Indenture • June 15th, 2021 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
INDENTURE, dated as of June 14, 2021, between GAMCO INVESTORS, INC., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a trust company organized under the laws of the United States, as Trustee.
FIRST SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 6, 2002 BETWEEN GABELLI ASSET MANAGEMENT INC. AS ISSUER AND THE BANK OF NEW YORK AS TRUSTEEFirst Supplemental Indenture • February 8th, 2002 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
RECITALSNote Purchase Agreement • June 30th, 2006 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2016 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of August 15, 2016 by and among Cascade Investment, L.L.C., a Washington limited liability company (the "Investor"), and GAMCO Investors, Inc., a Delaware corporation (the "Company").
FIRST AMENDMENT TO THE NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 15th, 2010 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
FIRST AMENDMENT, dated as of March 24, 2009 (the "First Amendment"), to the Note Purchase Agreement, dated as of October 2, 2008 (as so amended, the "Note Purchase Agreement"), by and among Cascade Investment, L.L.C., a Washington limited liability company ("Buyer"), GAMCO Investors, Inc., a New York corporation ("Seller"), Mario J. Gabelli ("Gabelli") and GGCP, Inc., a New York corporation. ("GGCP" and collectively with Gabelli, the "Gabelli Stockholders" ). All capitalized terms used but not defined herein which are defined in the Note Purchase Agreement (or in the Note, as defined therein) shall have the meanings assigned to such terms in such agreement.
EXCHANGE AND STANDSTILL AGREEMENTExchange and Standstill Agreement • August 9th, 2006 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 16th, 2016 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
This NOTE PURCHASE AGREEMENT (the "Agreement") is made as of August 15, 2016, by and among Cascade Investment, L.L.C., a Washington limited liability company ("Buyer"), GAMCO Investors, Inc., a Delaware corporation ("Seller"), Mario J. Gabelli ("Gabelli") and GGCP, Inc., a Wyoming corporation ("GGCP" and collectively with Gabelli, the "Gabelli Stockholders").
100,000,000.00 Dated: August 14, 2001 Rye, New York FOR VALUE RECEIVED, the undersigned, Gabelli Asset Management Inc., a New York corporation. ("GABELLI"), promises to pay to the order of CASCADE INVESTMENT LLC, a Washington limited liability company...Convertible Note • August 9th, 2004 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
TAX INDEMNIFICATION AGREEMENT THIS TAX INDEMNIFICATION AGREEMENT (the "Tax Indemnification Agreement"), dated as of February 17, 1999, is made by and among Gabelli Asset Management Inc. (formerly known as Alpha G, Inc.), a New York corporation (the...Tax Indemnification Agreement • May 11th, 1999 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • New York
Irrevocable Standby Letter of Credit Agreement No. 1Irrevocable Standby Letter of Credit Agreement • August 16th, 2016 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies
EXCHANGE AND STANDSTILL AGREEMENT WHEREAS, Mario J. Gabelli ("Gabelli"), Frederick J. Mancheski ("Mancheski"), David M. Perlmutter ("Perlmutter"), and GGCP, Inc., a New York corporation ("GGCP"), are parties to that certain Settlement and Stock...Exchange and Standstill Agreement • August 8th, 2006 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
GAMCO INVESTORS, INC. STOCK AWARD AND INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 13th, 2007 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
THIS RESTRICTED STOCK AWARD AGREEMENT, (the "Agreement"), dated as of December 7, 2007 (the "Grant Date"), is made by and between GAMCO Investors, Inc., a New York corporation (the "Company"), and [___________] (the "Grantee").
ESCROW AGREEMENTEscrow Agreement • August 16th, 2016 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
THIS ESCROW AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this “Escrow Agreement”) is made and entered into as of August 15, 2016 among GAMCO Investors, Inc., a Delaware corporation (“GAMCO”), GGCP, Inc., a Wyoming corporation (“GGCP”), Cascade Investment, L.L.C., a Washington limited liability company ("Buyer", and together with GAMCO and GGCP, sometimes referred to individually as “Party” or collectively as the “Parties”), and JPMorgan Chase Bank, National Association (the “Escrow Agent”). Capitalized terms used but not defined in this Escrow Agreement that are defined in the Purchase Agreement (defined below) shall have the meanings assigned to such terms in the Purchase Agreement; provided, that Escrow Agent shall be bound by and shall look to only the terms defined within this Escrow Agreement.
AGREEMENT AND PLAN OF MERGERMerger Agreement • November 22nd, 2013 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Merger Agreement”), dated as of October 14, 2013, is by and between GAMCO Investors, Inc., a New York corporation (“Parent”), and GAMCO Investors, Inc., a Delaware corporation (“Subsidiary”), pursuant to Article 9 of the Business Corporation Law of the State of New York (the “NYBCL”) and Subchapter IX of Title 8 of the Delaware General Corporation Law (the “DGCL”).
INTRODUCTIONNote Purchase Agreement • November 16th, 2001 • Gabelli Asset Management Inc • Security brokers, dealers & flotation companies • Washington
NOTE PURCHASE AGREEMENTNote Purchase Agreement • October 3rd, 2008 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • Washington
This NOTE PURCHASE AGREEMENT (the "Agreement") is made as of October 2, 2008, by and among Cascade Investment, L.L.C., a Washington limited liability company ("Buyer"), GAMCO Investors, Inc., a New York corporation ("Seller"), Mario J. Gabelli ("Gabelli") and GGCP, Inc., a New York corporation ("Gabelli Group" and collectively with Gabelli, the "Gabelli Stockholders").
SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • December 4th, 2015 • Gamco Investors, Inc. Et Al • Security brokers, dealers & flotation companies • New York
