Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Craft Brew Alliance, Inc.
(Name of Issuer)
Common Stock, $0.005 par value
(Title of Class of Securities)
________224122101_________
(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)
______________________November 26, 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 .
1
CUSIP No. 224122101
1
|
Names of reporting persons
I.R.S. identification nos. of above persons (entities only)
Gabelli Funds, LLC I.D. No. 13-4044523
|
||
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
747,421 (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
747,421 (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
747,421 (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)
3.84%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
IA, CO
|
2
CUSIP No. 224122101
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
386,576 (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
386,576 (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
386,576 (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)
1.99%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
IA, CO
|
3
CUSIP No. 224122101
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)
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
65,205 (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
65,205 (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
65,205 (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)
0.34%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
HC, CO, IA
|
4
CUSIP No. 224122101
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
40,000 (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
40,000 (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
40,000 (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)
0.21%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
00-Private Foundation
|
5
CUSIP No. 224122101
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)
None
|
||
5
|
Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
|
||
6
|
Citizenship or place of organization
Wyoming
|
||
Number Of
Shares
Beneficially
Owned
By Each
Reporting
Person
With
|
: 7
:
:
:
|
Sole voting power
None (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
None (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
None (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)
0.00%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
HC, CO
|
6
CUSIP No. 224122101
1
|
Names of reporting persons
I.R.S. identification nos. of above persons (entities only)
GAMCO Investors, Inc. I.D. No.
13-4007862
|
||
Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a)
(b)
|
|||
3
|
Sec use only
|
||
4
|
Source of funds (SEE INSTRUCTIONS)
None
|
||
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
None (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
None (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
None (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)
0.00%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
HC, CO
|
7
CUSIP No. 224122101
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 (e)
|
||
6
|
Citizenship or place of organization
Delaware
|
||
Number Of
Shares
Beneficially
Owned
By Each
Reporting
Person
With
|
: 7
:
:
:
|
Sole voting power
250 (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
250 (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
250 (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)
0.00%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
HC, CO
|
8
CUSIP No. 224122101
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)
None
|
||
5
|
Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
|
||
6
|
Citizenship or place of organization
USA
|
||
Number Of
Shares
Beneficially
Owned
By Each
Reporting
Person
With
|
: 7
:
:
:
|
Sole voting power
None (Item 5)
|
|
: 8
:
:
:
|
Shared voting power
None
|
||
: 9
:
:
:
|
Sole dispositive power
None (Item 5)
|
||
:10
:
:
:
|
Shared dispositive power
None
|
||
11
|
Aggregate amount beneficially owned by each reporting person
None (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)
0.00%
|
||
14
|
Type of reporting person (SEE INSTRUCTIONS)
IN
|
9
Item 1. Security and Issuer
The class of equity securities to which this statement on Schedule 13D relates is the Common Stock of Craft Brew Alliance, Inc., (the
“Issuer”), a Washington corporation with principal offices located at 929 North Russell Street, Portland, Oregon 97227.
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 and as a registered broker-dealer. 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”), Morgan Group Holding Co., (“MGH”), 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 is a wholly owned subsidiary of MGH. MGH in turn is controlled by AC through an 83% ownership interest. G.research, 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, MGH 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 and AC and GCIA are Delaware corporations each having its principal business office 191 Mason Street, Greenwich, CT 06830. GGCP Holdings is a Delaware limited liability
corporation having its principal business office at 191 Mason Street, 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 191 Mason Street, 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
The Reporting Persons used an aggregate of approximately $20,325,653 to purchase the Securities reported as beneficially owned in Item 5.
GAMCO and Gabelli Funds used approximately $6,327,440 and $12,275,901, respectively, of funds that were provided through the accounts of certain of their investment advisory clients (and, in the case of some of such accounts at GAMCO, may be through
borrowings from client margin accounts) in order to purchase the Securities for such clients. GCIA used approximately $1,063,695 of client funds to purchase the Securities reported by it. Foundation used approximately $654,552 of funds of a private
entity to purchase the Securities reported by it. AC used approximately $4,065 of working capital to purchase the Securities reported by it.
Item 4. Purpose of Transaction
Each of the Reporting Persons has purchased and holds the Securities reported by it for investment for one or more accounts over
which it has shared, sole, or both investment and/or voting power, for its own account, or both.
The Reporting Persons are engaged in the business of securities analysis and investment. The Reporting Persons analyze the operations,
capital structure and markets of companies in which they invest, including the Issuer, on a continuous basis through analysis of documentation and discussions with knowledgeable industry and market observers and with representatives of such companies
(often at the invitation of management). As a result of these analytical activities one or more of the Reporting Persons may issue analysts reports, participate in interviews or hold discussions with third parties, with management or with Directors
in which the Reporting Person may suggest or take a position with respect to potential changes in the operations, management or capital structure of such companies as a means of enhancing shareholder values. Such suggestions or positions may relate
to one or more of the transactions specified in clauses (a) through (j) of Item 4 of Schedule 13D including, without limitation, such matters as disposing of one or more businesses, selling the company or acquiring another company or business,
changing operating or marketing strategies, adopting or not adopting, certain types of anti-takeover measures and restructuring the company’s capitalization or dividend policy.
Each of the Reporting Persons intends to adhere to the foregoing investment philosophy with respect to the Issuer. However, none of the
Reporting Persons intends to seek control of the Issuer or participate in the management of the Issuer, and any Reporting Person that is registered as an investment company under the Company Act will participate in such a transaction only following
receipt of an exemption from the SEC under Rule 17d-1 under the Company Act, if required, and in accordance with other applicable law. In pursuing this investment philosophy, each Reporting Person will continuously assess the Issuer’s business,
financial condition, results of operations and prospects, general economic conditions, the securities markets in general and those for the Issuer’s securities in particular, other developments and other investment opportunities, as well as the
investment objectives and diversification requirements of its shareholders or clients and its fiduciary duties to such shareholders or clients. Depending on such assessments, one or more of the Reporting Persons may acquire additional Securities or
may determine to sell or otherwise dispose of all or some of its holdings of Securities. Although the Reporting Persons share the same basic investment philosophy and although most portfolio decisions are made by or under the supervision of Mario
Gabelli, the investment objectives and diversification requirements of various clients differ from those of other clients so that one or more Reporting Persons may be acquiring Securities while others are disposing of Securities.
With respect to voting of the Securities, the Reporting Persons have adopted general voting policies relating to voting on specified issues
affecting corporate governance and shareholder values. Under these policies, the Reporting Persons generally vote all securities over which they have voting power in favor of cumulative voting, financially reasonable golden parachutes, one share one
vote, management cash incentives and pre-emptive rights and against greenmail, poison pills, supermajority voting, blank check preferred stock and super-dilutive stock options. Exceptions may be made when management otherwise demonstrates superior
sensitivity to the needs of shareholders. In the event that the aggregate voting position of all Reporting Persons exceeds 25% of the total voting position of the Issuer, one or more of the filing persons may transfer voting and/or dispositive power
over shares to independent committees of directors or the owners of such shares. Such committees vote and/or consider disposition of such shares independently of the Reporting Persons.
Each of the Covered Persons who is not a Reporting Person has purchased the Securities reported herein as beneficially owned by him for
investment for his own account or that of one or more members of his immediate family. Each such person may acquire additional Securities or dispose of some or all of the Securities reported herein with respect to him.
Other than as described above, none of the Reporting Persons and none of the Covered Persons who is not a Reporting Person has any
present plans or proposals which relate to or would result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest In Securities Of The Issuer
(a) The aggregate number of Securities to which this Schedule 13D relates is 1,239,452 shares, representing 6.37% of the 19,466,244 shares
outstanding as reported in the Issuer’s most recently filed Form 10-Q for the quarterly period ended September 30, 2019. The Reporting Persons beneficially own those Securities as follows:
Name
|
Shares of
Common Stock
|
% of Class of
Common
|
GAMCO
Gabelli Funds
GCIA
Foundation
AC
|
386,576
747,421
65,205
40,000
250
|
1.99%
3.84%
0.34%
0.21%
0.00%
|
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 that (i) Gabelli Funds has sole dispositive and voting power with respect to the
shares of the Issuer held by the Funds so long as the aggregate voting interest of all joint filers does not exceed 25% of their total voting interest in the Issuer and, in that event, the Proxy Voting Committee of each Fund shall respectively vote
that Fund’s shares, (ii) at any time, the Proxy Voting Committee of each such Fund may take and exercise in its sole discretion the entire voting power with respect to the shares held by such fund under special circumstances such as regulatory
considerations, and (iii) the 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.
(d) The investment advisory
clients of, or partnerships managed by, GAMCO, Gabelli Funds, Teton Advisors and MJG Associates have the sole right to receive and, subject to the notice, withdrawal and/or termination provisions of such advisory contracts and partnership
arrangements, the sole power to direct the receipt of dividends from, and the proceeds of sale of, any of the Securities beneficially owned by such Reporting Persons on behalf of such clients or partnerships. Except as noted, no such client or
partnership has an interest by virtue of such relationship that relates to more than 5% of the Securities.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
The powers of disposition and voting of Gabelli Funds, Teton Advisors, GAMCO, GCIA and MJG Associates with respect to Securities owned
beneficially by them on behalf of their investment advisory clients, and of MJG Associates and GCIA with respect to Securities owned beneficially by them on behalf of the partnerships or corporations which they directly or indirectly manage, are held
pursuant to written agreements with such clients, partnerships and funds.
Item 7. Material to be Filed as an Exhibit
The following Exhibit A is attached hereto. The following Exhibit B is incorporated by reference to Exhibit B in the Initial Schedule 13D
of the Reporting Persons with respect to Lincare Holdings Inc.
Exhibit A:
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Joint Filing Agreement
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Exhibit B:
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Powers of Attorney to David M. Goldman and Douglas R. Jamieson from Mario J. Gabelli individually and/or as an executive officer or director of any
entity of which Mr. Gabelli serves.
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10
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: December 3, 2019
GGCP, INC.
MARIO J. GABELLI
GABELLI FOUNDATION, INC.
By:/s/ David Goldman
David Goldman
Attorney-in-Fact
GABELLI FUNDS, LLC
By:/s/ David
Goldman
David Goldman
General Counsel – Gabelli Funds, LLC
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.
11
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.
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12
GAMCO Investors, Inc.
Directors:
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|||
Edwin L. Artzt
Raymond C. Avansino
Leslie B. Daniels
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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
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||
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
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||
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
|
Senior Vice President
Senior Vice President
Senior Vice President
Executive Vice President, General Counsel and Secretary
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
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13
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.
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|
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
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14
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
Patrick B. Huvane, CPA, CFA
Deanna B. Marotz
|
See above
Chief Financial Officer
Chief Compliance Officer
|
15
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.
|
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
|
Office of the Chairman
|
Vincent Amabile
|
President
|
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
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16
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-CRAFT BREW ALLIANCE, INC.
GABELLI FOUNDATION, INC.
11/14/19 30,000 16.4007
11/12/19 10,000 16.2531
GABELLI & COMPANY INVESTMENT ADVISERS, INC.
11/29/19 1,315 16.4546
11/14/19 273 16.3050
11/13/19 11,600
16.3108
11/12/19 3,600 16.2600
GABELLI ASSOCIATES LIMITED II E
11/29/19 1,500 16.4546
11/13/19 5,600 16.3108
11/12/19 1,700 16.2600
GABELLI ASSOCIATES LIMITED
11/29/19 1,400 16.4546
11/14/19 517 16.3050
11/13/19 12,700 16.3108
11/12/19 3,900 16.2600
GABELLI ASSOCIATES FUND II
11/29/19 500 16.4546
11/13/19 3,900 16.3108
11/12/19 1,200 16.2600
GABELLI ASSOCIATES FUND
11/29/19 1,200 16.4546
11/14/19 300 16.3050
11/13/19 10,700 16.3108
11/12/19 3,300 16.2600
GAMCO ASSET MANAGEMENT INC.
11/29/19 885 16.4546
11/29/19 6,148 16.4500
11/27/19 3,276 16.4798
11/25/19 22,000 16.4600
11/22/19 8,000 16.4600
11/22/19 6,200 16.4494
11/21/19 1,500 16.4590
11/21/19 7,000 16.4441
11/20/19 3,000 16.4055
11/20/19 8,000 16.4192
11/20/19 4,122 16.4100
11/19/19 19,000 16.4287
11/18/19 101,000 16.3934
11/15/19 700 16.3600
11/15/19 700 16.3973
11/15/19 1,000 16.4042
11/15/19 3,000 16.3922
11/15/19 25,400 16.3902
11/14/19 16,000 16.3952
11/14/19 2,000 16.3599
11/13/19 7,371 16.3108
11/13/19 8,000 16.2500
11/13/19 90,024 16.3191
11/12/19 29,000 16.2576
11/12/19 10,000 16.2563
11/12/19 2,250 16.2600
11/12/19 1,000 16.2596
GABELLI FUNDS, LLC.
GABELLI VALUE PLUS TRUST PLC
11/27/19 20,000 16.4900
11/22/19 77,503 16.4506
11/21/19 2,497 16.4398
THE GDL FUND
11/29/19 11,700 16.4660
11/27/19 5,300 16.4798
11/26/19 15,000 16.4600
11/22/19 10,000 16.4600
11/20/19 18,000 16.4192
11/15/19 26,700 16.4068
11/14/19 2,000 16.3599
11/12/19 14,000 16.2563
GABELLI ENTERPRISE M&A FUND
0; 11/27/19 1,335 16.4798
11/26/19 6,168 16.4600
11/22/19 4,000 16.4600
11/20/19 20,000 16.4192
11/19/19 35,084 16.3985
11/18/19 7,613 16.3900
11/15/19 489 16.3600
11/14/19 1,311 16.3599
11/12/19 6,000 16.2563
GAMCO MERGER ARBITRAGE
11/29/19 3,600 16.4546
11/14/19 300 16.3050
11/13/19 29,771 16.3108
11/12/19 9,050 16.2600
GABELLI ABC FUND
12/02/19 141,446 16.4922
11/27/19 16,960 16.4798
11/26/19 49,894 16.4628
11/22/19 31,000 16.4600
11/20/19 54,000 16.4192
11/15/19 79,700 16.4071
11/14/19 7,000 16.3599
11/12/19 40,000 16.2563
ASSOCIATED CAPITAL GROUP, INC.
11/12/19 250 16.2600
(1) UNLESS OTHERWISE INDICATED, ALL TRANSACTIONS WERE EFFECTED
ON THE NASDAQ.
(2) PRICE EXCLUDES COMMISSION.
17
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing
with all other Reporting Entities (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of Craft Brew Alliance, Inc.
and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this December 3, 2019.
MARIO J. GABELLI
GGCP, INC.
MJG ASSOCIATES, INC.
GABELLI FOUNDATION, INC.
By:/s/ David Goldman
David Goldman
Attorney-in-Fact
|
|
TETON ADVISORS, INC.
GABELLI FUNDS, LLC
By: /s/ David Goldman
David Goldman
General Counsel – Teton Advisors, Inc. & Gabelli Funds, LLC
|
|
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.
G.RESEARCH, INC.
By:/s/ Douglas R. Jamieson
Douglas R. Jamieson
President & Chief Executive Officer – Associated Capital Group,
Inc.
President – GAMCO Asset Management Inc.
Vice President – Gabelli & Company Investment Advisers, Inc.
Secretary – G.research, Inc.
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18