8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 16, 2020

ASSOCIATED CAPITAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Registrant's telephone number, including area code (203) 629-9595

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Securities registered pursuant to Section 12(b) of the Act:

On September 15, 2020, Associated Capital Group, Inc. issued a press release concerning its investment in Gabelli Value Plus Trust+ Plc.

A copy of the press release is furnished herewith as Exhibit 99.1.

The information contained in this Item 8.01 of this Current Report on Form 8-K (including Exhibit 99.1) is furnished pursuant to Item 8.01 of Form 8-K and shall not be

  deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended \(the “Exchange Act”\), or otherwise subject to the liabilities
  of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as may be expressly set forth by
  specific reference in such filing to this Item 8.01 of this Current Report on Form 8-K.

SIGNATURE

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 hereunto duly authorized.

Associated Capital Group, Inc.

By: /s/ Kenneth D. Masiello

Chief Accounting Officer

Date: September 16, 2020

Exhibit 99.1

For Immediate Release:

Associated Capital Group Announces Formation of Special Committee to Evaluate Options for its Investment in Gabelli Value Plus+ Trust

Greenwich, CT, September 15, 2020 - Associated Capital Group, Inc. (“AC” or “Associated Capital”) today announced that in response to Gabelli Value Plus+ Trust (“GVP” or the “Trust”) Board’s proposal to liquidate the Trust, AC has established a subcommittee of disinterested board members to evaluate the proposal.

Associated Capital owns approximately 27% of the Trust on behalf of its shareholders.  The Trust was created in 2015 with an intent to invest in U.S. Equity Securities.

The subcommittee of Associated Capital’s board has determined that this is not the appropriate time to liquidate the Trust.  The overall total return to Trust shareholders is likely to be below what it believes can be obtained through other means.

As a result, the subcommittee has determined to vote Associated Capital’s ownership of the Trust against the proposal for liquidation.  As such proposal requires a 75% affirmative vote, this means that the proposal is certain to fail.

At the same time, the subcommittee welcomes the opportunity to open a conversation with the GVP board and its shareholders on other measures that can be taken to enhance value for Trust shareholders.  This may, for example, include share buybacks (akin to a limited discount policy), establishment of annual distribution targets, the reduction of the management fee and management alternatives, possibility of leverage to enhance returns, and any other strategies that may enhance and improve shareholder returns.

The subcommittee noted that Associated Capital has a consistent investment strategy and goal of achieving superior long-term investment results for its clients and shareholders.  We embrace the “value investing” strategies that have been utilized successfully for several decades by its Chairman, Mario Gabelli, but at the same time, are willing to examine alternatives that may, for example, result in better long term value creation.

About Associated Capital Group, Inc.

Associated Capital, based in Greenwich Connecticut, is a diversified global financial services company that provides alternative investment management through Gabelli & Company Investment Advisers, Inc. (“GCIA” f/k/a Gabelli Securities, Inc.). We have also earmarked proprietary capital for our direct investment business that invests in new and existing businesses. The direct investment business is developing along three core pillars: Gabelli Private Equity Partners, LLC (“GPEP”), formed in August 2017 with $150 million of authorized capital as a “fund-less” sponsor; the SPAC business (Gabelli special purpose acquisition vehicles), launched in April 2018; and Gabelli Principal Strategies Group, LLC (“GPS”) created to pursue strategic operating initiatives.

For Further information

Please contact

Kevin Handwerker

    General Counsel

    +1 \(203\) 629-9595