Core Points - Associated Capital Group, Inc. is voluntarily delisting its Class A common stock from the NYSE and deregistering under Section 12(b) of the Securities Exchange Act of 1934 [1] - The last day of trading for AC's common stock on the NYSE will be September 4, 2025, coinciding with the effectiveness of Form 25 filed with the SEC [1] - After delisting, AC's common stock will be listed on the OTCQX platform with the anticipated symbol "ACGP" [1] Company Overview - Associated Capital Group, Inc. is a diversified global financial services company based in Greenwich, Connecticut, providing alternative investment management through Gabelli & Company Investment Advisers, Inc. [3] - The company has earmarked proprietary capital for its direct investment business, which focuses on new and existing businesses [3] - The direct investment business includes Gabelli Private Equity Partners, LLC, formed in August 2017 with $150 million of authorized capital, and Gabelli Principal Strategies Group, LLC, created in December 2015 for strategic operating initiatives [3]

Group 1 - The core point of the article is that Associated Capital (AC) plans to voluntarily delist its Class A common stock from the New York Stock Exchange and withdraw its registration with the SEC [1] Group 2 - On Monday morning, Associated Capital's stock fell by 4.5% following the announcement [1]

Core Viewpoint - Air Canada has announced a sudden suspension of all flights due to a strike by its flight attendants, impacting travel during the peak summer season [3]. Impact on China-Canada Routes - Air Canada's flight attendants began their strike on August 16, leading to a complete halt of operations, including the cancellation of all flights to and from China, Japan, and South Korea [6][7]. - The strike has caused a surge in ticket prices for alternative routes, with prices for flights from Shanghai to Vancouver exceeding 30,000 yuan for connecting flights and direct flights being sold out [7][8]. Slow Recovery of China-Canada Routes - The recovery of flight capacity between China and Canada has been slower compared to the US, with only 254 round-trip flights recorded in July 2025, representing 26.1% of pre-pandemic levels [11]. - Restrictions on the number of flights operated by mainland Chinese airlines to Canada have contributed to high ticket prices, with economy class tickets often exceeding 20,000 yuan [13]. - Although the Canadian Transportation Agency lifted some restrictions in October 2024, the current flight capacity has not yet reached pre-pandemic levels, which exceeded 70 flights per week [14].

Group 1 - Air Canada announced a complete suspension of operations due to a strike by its 10,000 flight attendants, starting from August 16 at 12:58 PM local time [1] - The airline had previously warned of flight reductions between August 15 and 18, and all flights to and from China and Japan were canceled on August 15 [3][4] - Air Canada is the only airline allowed to operate flights to China under current bilateral air traffic agreements, making its sudden suspension significantly impact ticket prices and availability on the China-Canada routes [3][8] Group 2 - The recovery of flight routes between China and Canada has been slow, with only 26.1% of pre-pandemic flight volumes restored by July 2025, compared to 26.3% for China-U.S. routes [6] - Restrictions on the number of flights operated by Chinese airlines to Canada have kept ticket prices high, with economy class tickets often exceeding 20,000 yuan [8] - Chinese airlines are gradually increasing their flight frequencies to Canada, with Air China planning to double its flights from Beijing to Vancouver starting August 27 [8]

Core Viewpoint - Associated Capital Group, Inc. intends to voluntarily delist its Class A common stock from the NYSE and deregister under the Securities Exchange Act of 1934, aiming to provide liquidity through the OTCQX platform [1][2][3]. Group 1: Delisting and Deregistration - The company has formally notified the NYSE of its intention to delist its Class A common stock and deregister under Section 12(b) of the Exchange Act [1]. - The last trading day on the NYSE is expected to be around September 4, 2025, with the filing of Form 25 taking effect on that date [1]. - Following the delisting, the company plans to file Form 15, which will suspend its reporting obligations under the Exchange Act [1]. Group 2: Board's Rationale - The Board of Directors believes that delisting and deregistration are in the best interest of the company and its stockholders, citing the burdens of being a registered public company as outweighing the benefits [3]. - Factors influencing this decision include significant cost savings from not preparing and filing periodic reports, as well as reduced legal, audit, and management costs associated with compliance [3]. - The Board aims to redirect financial and management resources towards a broader range of business opportunities post-deregistration [3]. Group 3: Future Trading and Information Provision - The company has applied for its common stock to be quoted on the OTCQX platform and will continue to provide information to stockholders to facilitate trading [2]. - There is no guarantee that a broker will continue to make a market in the common stock or that trading will persist on the OTCQX [2]. Group 4: Company Overview - Associated Capital Group, Inc. is a diversified global financial services company based in Greenwich, Connecticut, providing alternative investment management through Gabelli & Company Investment Advisers, Inc. [4]. - The company has allocated proprietary capital for direct investments in new and existing businesses, with initiatives including Gabelli Private Equity Partners, LLC and Gabelli Principal Strategies Group, LLC [4].

Core Viewpoint - Air Canada anticipates significant flight cancellations due to a planned strike by flight attendants, affecting around 100,000 passengers and disrupting the tourism sector during peak summer travel [1][4][10]. Flight Cancellations and Impact - The airline expects to cancel several dozen flights by the end of Thursday and around 500 flights by the end of Friday [1][8]. - The cancellations are a result of the complexity of Air Canada's operations, which involve over 250 aircraft flying to more than 65 countries [1][2]. - As of Thursday midday, Air Canada had already canceled nine flights [4]. Union and Negotiation Status - The Canadian Union of Public Employees represents 10,000 flight attendants and has expressed that Air Canada negotiators are not engaging in discussions [9]. - The union has previously opposed binding arbitration and believes the company is seeking federal government intervention [9][13]. - Air Canada has offered a 38% increase in total compensation over four years, with a 25% raise in the first year, but the union is pushing for compensation for all hours worked, including boarding and waiting times [14]. Passenger Concerns - Passengers have expressed anxiety over potential cancellations affecting their travel plans, with some reporting difficulties in rebooking flights [5][6]. - Support for the flight attendants' strike is evident among passengers, who are concerned about fair compensation for the crew [7][8]. Government Involvement - Canadian Jobs Minister Patty Hajdu has urged both Air Canada and the union to return to the bargaining table to avoid disruptions [9].

PART I. FINANCIAL INFORMATION [Item 1. Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The unaudited condensed consolidated financial statements detail the company's financial position, operations, equity changes, and cash flows for the period ended June 30, 2025, showing increased assets and net income driven by investment gains [Condensed Consolidated Statements of Financial Condition](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to **$959.1 million** by June 30, 2025, from **$935.3 million** at year-end 2024, primarily due to U.S. Treasury Bill investments, with total equity also rising Condensed Consolidated Statements of Financial Condition (Unaudited, in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $249,360 | $299,551 | | Investments in U.S. Treasury Bills (>3 months) | $143,140 | $68,299 | | Investments in equity securities | $194,736 | $199,040 | | Total assets | $959,126 | $935,289 | | **Liabilities and Equity** | | | | Total liabilities | $38,702 | $36,991 | | Total equity | $914,654 | $892,706 | | **Total liabilities, redeemable noncontrolling interests and equity** | $959,126 | $935,289 | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Net income for Q2 2025 surged to **$18.6 million** from **$3.0 million** in Q2 2024, driven by a **$27.1 million** net gain from investments, despite an operating loss Key Income Statement Data (Unaudited, in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $2,207 | $2,595 | $4,336 | $5,606 | | Operating loss | $(7,977) | $(3,674) | $(13,265) | $(8,644) | | Net gain/(loss) from investments | $27,081 | $(159) | $37,973 | $16,635 | | Net income attributable to ACG | $18,584 | $2,985 | $26,253 | $16,806 | | Basic and diluted EPS | $0.88 | $0.14 | $1.24 | $0.78 | [Condensed Consolidated Statements of Equity and Redeemable Noncontrolling Interests](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Equity%20and%20Redeemable%20Noncontrolling%20Interests) Total equity increased to **$914.7 million** by June 30, 2025, from **$892.7 million** at year-end 2024, primarily due to **$26.3 million** in net income, partially offset by dividends and stock repurchases Changes in Equity - Six Months Ended June 30, 2025 (in thousands) | Description | Amount | | :--- | :--- | | Balance at December 31, 2024 | $892,706 | | Net income | $26,253 | | Dividends declared | $(2,112) | | Purchases of treasury stock | $(2,193) | | **Balance at June 30, 2025** | **$914,654** | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$49.3 million** for the six months ended June 30, 2025, a shift from **$28.6 million** provided in 2024, leading to a **$51.5 million** overall decrease in cash Summary of Cash Flows - Six Months Ended June 30 (in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash (used in)/provided by operating activities | $(49,267) | $28,623 | | Net cash provided by/(used in) investing activities | $2,109 | $(640) | | Net cash used in financing activities | $(4,315) | $(8,662) | | **Net (decrease)/increase in cash** | **$(51,473)** | **$19,321** | [Notes to the Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the company's organization, revenue recognition, investment composition, fair value measurements, equity structure, and accounting policies, operating as a single segment in alternative investment management - The company's primary business is providing alternative investment management services and deriving investment income from proprietary investments[23](index=23&type=chunk)[24](index=24&type=chunk) Revenue Breakdown - Six Months Ended June 30 (in thousands) | Revenue Source | 2025 | 2024 | | :--- | :--- | :--- | | Asset-based advisory fees | $2,120 | $2,444 | | Sub-advisory fees | $1,934 | $2,951 | | Performance-based advisory fees | $31 | $1 | | **Total investment advisory and incentive fees** | **$4,085** | **$5,396** | - As of June 30, 2025, the company had **293,289 shares** remaining under its stock repurchase authorization. For the six months ended June 30, 2025, repurchases totaled **$2.2 million**[66](index=66&type=chunk) - Subsequent to the quarter end, from July 1 to August 7, 2025, the company repurchased an additional **31,640 shares** and increased its buyback authorization by **150,000 shares**[73](index=73&type=chunk) [Item 2. Management's Discussion and Analysis ('MD&A') of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20('MD%26A')%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the Q2 2025 net income increase to strong proprietary investment performance, particularly **$27.1 million** in merger arbitrage gains, offsetting lower advisory fees, with AUM rising to **$1.34 billion** [Results of Operations](index=27&type=section&id=Results%20of%20Operations) Q2 2025 total revenues decreased to **$2.2 million**, but a **$27.1 million** net investment gain significantly boosted net income to **$18.6 million**, despite increased compensation and management fees - Q2 2025 investment gains were **$27.1 million** compared to losses of **$0.2 million** in Q2 2024, primarily driven by the performance of merger arbitrage funds[97](index=97&type=chunk) - Q2 2025 compensation expense increased to **$5.3 million** from **$3.9 million** in Q2 2024, mainly due to higher variable compensation of **$1.6 million**[94](index=94&type=chunk) - Unrecognized incentive fees amounted to **$9.5 million** for the quarter ended June 30, 2025, typically crystallized on December 31[93](index=93&type=chunk) [Assets Under Management](index=29&type=section&id=Assets%20Under%20Management) Assets Under Management (AUM) reached **$1.342 billion** by June 30, 2025, a **7.5% increase** from year-end 2024, primarily driven by **$49 million** in market appreciation and **$23 million** from currency fluctuations Assets Under Management by Strategy (in millions) | Strategy | June 30, 2025 | Dec 31, 2024 | % Change | | :--- | :--- | :--- | :--- | | Merger Arbitrage | $1,078 | $1,003 | 7.5% | | Long/Short Value | $228 | $209 | 9.1% | | Other | $36 | $36 | 0.0% | | **Total AUM** | **$1,342** | **$1,248** | **7.5%** | Q2 2025 Fund Flows (in millions) | Description | Amount | | :--- | :--- | | AUM at March 31, 2025 | $1,269 | | Market Appreciation/(Depreciation) | $49 | | Foreign Currency | $23 | | Net Inflows/(Outflows) | $1 | | **AUM at June 30, 2025** | **$1,342** | [Liquidity and Capital Resources](index=31&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with **$274.2 million** in cash and equivalents, despite a **$51.5 million** net cash outflow for the first six months of 2025, primarily from operating and financing activities - At June 30, 2025, the company held **$249.4 million** in cash and cash equivalents and **$143.1 million** in U.S. Treasury Bills[114](index=114&type=chunk) Six-Month Cash Flow Summary (in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Operating activities | $(49,267) | $28,623 | | Investing activities | $2,109 | $(640) | | Financing activities | $(4,315) | $(8,662) | | **Net Change in Cash** | **$(51,473)** | **$19,321** | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Associated Capital Group, Inc. is exempt from providing quantitative and qualitative disclosures about market risk - The company is exempt from this disclosure requirement due to its status as a smaller reporting company[118](index=118&type=chunk) [Item 4. Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective[119](index=119&type=chunk) - No material changes to internal control over financial reporting occurred during the quarter[120](index=120&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company is not subject to any legal proceedings expected to materially impact its financial condition, operations, or cash flows, with management deeming all matters immaterial - The company is not subject to any legal proceedings involving claims exceeding **10%** of its consolidated assets[124](index=124&type=chunk) [Item 1A. Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, Associated Capital Group, Inc. is exempt from providing risk factor disclosures - The company is exempt from this disclosure requirement due to its status as a smaller reporting company[125](index=125&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 2025, the company repurchased **21,241 shares** of Class A Stock at an average price of **$36.53** per share under its stock repurchase program Share Repurchases for the Quarter Ended June 30, 2025 | Period | Total Shares Repurchased | Average Price Paid Per Share | | :--- | :--- | :--- | | April 2025 | 7,796 | $34.48 | | May 2025 | 5,211 | $37.04 | | June 2025 | 8,234 | $38.14 | | **Total** | **21,241** | **$36.53** | [Item 5. Other Information](index=33&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the first half of 2025 - No directors or officers adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements in the first half of 2025[127](index=127&type=chunk) [Item 6. Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q report, including agreements, CEO and CFO certifications, and interactive data files (XBRL) - Exhibits filed with the report include CEO and CFO certifications pursuant to Sarbanes-Oxley Act rules[128](index=128&type=chunk)

[Associated Capital Group, Inc. Form 8-K Report](index=1&type=section&id=Associated%20Capital%20Group%2C%20Inc.%20Form%208-K%20Report) [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02%20Results%20of%20Operations%20and%20Financial%20Condition) Associated Capital Group, Inc. announced a preliminary book value per share range for Q2 2025 via a furnished press release - The company announced a preliminary range for its **book value per share** for the quarter ended June 30, 2025[4](index=4&type=chunk) - The announcement was made via a press release on July 7, 2025, filed as Exhibit 99.1[4](index=4&type=chunk) - Information furnished under this item is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934[5](index=5&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This section lists the Form 8-K exhibits, including the July 7, 2025 press release and the Interactive Data File Exhibits Filed | Exhibit No. | Description | | :--- | :--- | | 99.1 | Associated Capital Group's Press Release, dated July 7, 2025 | | 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | [Signature](index=3&type=section&id=Signature) The report was duly signed and authorized by Chief Financial Officer Ian J. McAdams on July 8, 2025 - The report was signed on behalf of Associated Capital Group, Inc. by **Ian J. McAdams**, Chief Financial Officer[8](index=8&type=chunk) - Date of signature: **July 8, 2025**[8](index=8&type=chunk)

Core Insights - The company reported a strong performance in its merger arbitrage strategy, achieving a return of +5.5% before expenses in Q2 2025 and +9.4% for the first half of the year, marking the best first-half performance in over 25 years [1] - The company anticipates vibrant M&A activity for the remainder of the year [1] - Assets Under Management (AUM) increased to $1.34 billion as of June 30, 2025, up from $1.27 billion at March 31, 2025 [1][3][8] - The book value per share rose to $43.30 at the end of the quarter, compared to $42.51 at the end of Q1 2025 [1][3] Financial Performance - Total revenues for Q2 2025 were $2.2 million, down from $2.6 million in Q2 2024 [4][32] - The company experienced an operating loss before management fees of $5.2 million in Q2 2025, compared to a loss of $3.2 million in Q2 2024 [5][33] - Net investment and other non-operating income surged to $32.9 million in Q2 2025, compared to $7.3 million in Q2 2024, driven by merger arbitrage investments [6][33] - Net income for Q2 2025 was $18.6 million, significantly higher than $3.0 million in Q2 2024, with net income per share increasing to $0.88 from $0.14 [2][32] M&A Activity and Outlook - Global M&A activity exceeded $1 trillion in Q2 2025, reflecting a 3% increase from Q1 2025 and a 33% increase year-over-year [14] - The company expects ongoing M&A activity to be supported by a more favorable antitrust environment and pent-up demand from acquirers [15] - Recent regulatory changes in the U.S. and abroad are anticipated to create a more favorable environment for merger arbitrage investing [16] Shareholder Actions - The Board authorized the repurchase of up to an additional 150,000 shares [1] - The company repurchased 21,241 Class A shares for $0.8 million during Q2 2025, with a total of 60,259 shares repurchased for $2.2 million in the first half of the year [22][23] - A semi-annual dividend of $0.10 per share was declared and paid to shareholders [22]

GREENWICH, Conn., July 07, 2025 (GLOBE NEWSWIRE) -- Associated Capital Group, Inc. (“AC” or the “Company”) (NYSE:AC), announced today a preliminary range for its second quarter book value of $43.20 to $43.40 per share. This compares to $42.51 per share at March 31, 2025 and $42.14 per share at December 31, 2024. AC will be issuing further details on its financial results in August. About Associated Capital Group, Inc.Associated Capital Group, Inc. (NYSE: AC), based in Greenwich, Connecticut, is a diversifie ...