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AFFILIATED MANAGERS GROUP, INC. Annual Report (Amendment), Year Ended Dec 31, 2009

Filing Date
Filed March 31, 2010
Period End
December 31, 2009
In the record · 2016–202610-K1510-Q328-K101

AMG filed 15 annual reports (10-K), 32 quarterly reports (10-Q) and 101 current reports (8-K) between 2016 and 2026.

  1. FY2015 annual report10-K · Feb ’16Feb ’16
  2. Leadership change8-K · May ’19May ’19
  3. Material agreement8-K · Oct ’21Oct ’21
  4. Leadership change8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 10-K/A filed March 31, 2010. Cited figures are marked; the original filing is the authoritative source.

This Form 10-K/A (Amendment No. 1) for Affiliated Managers Group, Inc. (AMG) for fiscal 2009 does not contain AMG's own financial statements.

Its sole purpose, per the explanatory note, is to add separate financial statements of ValueAct Holdings, L.P., an affiliate in which AMG holds a minority interest, under Item 15 and Exhibit 99.1. The filing otherwise leaves AMG's original 10-K, filed March 1, 2010, unchanged. Investors seeking AMG's revenue, earnings, or balance sheet should refer to that original report.

The ValueAct data show a fund-management platform with $3.93 billiona in total assets at December 31, 2009, down from $4.02 billion in 2008. Most of the balance sheet is non-controlling interests of $3.20 billion, which represent outside limited partners' capital. The partnership's own capital was only $90.2 million.

Total income was $40.0 millionb in 2009, versus $87.6 million in 2008, while net income attributable to the controlling interest was $60.4 million, up from $17.5 million. Total net income of $852.8 million reflected a $1.49 billion unrealized gain on investments, which reversed the large 2008 losses. Realized losses of $652 million partly offset that gain.

Investment gains are therefore volatile and largely flow to outside investors rather than the controlling partners. AMG's own market data in the filing show 42,355,387 common shares outstanding as of February 24, 2010. The aggregate market value held by non-affiliates was about $2.40 billionc as of June 30, 2009, based on a closing price of $58.19.

The auditor's report covers the ValueAct 2008 statements, and the 2009 statements are labeled as not covered by the auditor's report. Readers should weigh the 2009 figures accordingly.

02—Key points

Key Highlights

  1. Amendment scope: The 10-K/A adds only ValueAct Holdings, L.P. supplemental financial statements (Exhibit 99.1); AMG's own financial statements remain in the original 10-K filed March 1, 2010.
  2. ValueAct total assets were $3.93 billion at December 31, 2009, down from $4.02 billion at year-end 2008, with $3.47 billion invested in securities.
  3. Net income attributable to the ValueAct controlling interest rose to $60.4 million in 2009 from $17.5 million in 2008, while total investment income fell to $40.0 million from $87.6 million.
  4. Total ValueAct net income of $852.8 million in 2009 was driven by a $1.49 billion unrealized gain, after a $1.29 billion unrealized loss in 2008, most of which was attributable to non-controlling interests.
  5. Partners' capital of $90.2 million sits beneath $3.20 billion of non-controlling interests, so the controlling partners' economic exposure is small relative to outside investor capital.
  6. Audit caveat: PricewaterhouseCoopers' opinion covers the 2008 statements, and the 2009 statements are marked 'not covered by auditor's report.'
  7. AMG market data: 42,355,387 shares outstanding as of February 24, 2010; non-affiliate market value of about $2.40 billion at June 30, 2009 (closing price $58.19).

03—One dollar

04—Financials

Financial Highlights

Figures from 10-K/AFY2009filed March 31, 2010
Net Income$59.50MEPS (Diluted)$1.38Total Assets$3.39BCash & Equivalents$259.50MFree Cash Flow$240.61M

Financial Statements

FY2009 against FY2008

Line itemFY2009FY2008Change
SG&A Expenses$126.80M$201.47M−37.1%
Operating Expenses$601.90M$791.50M−24.0%
Operating Income$239.90M$366.72M−34.6%
Interest Expense$64.60M$73.36M−11.9%
Net Income$59.50M-$1.32M+4590.6%
EPS (Basic)$1.44$-0.03+4900.0%
EPS (Diluted)$1.38$-0.03+4700.0%
Shares Outstanding (Basic)41.40M38.21M+8.3%
Shares Outstanding (Diluted)43.30M38.21M+13.3%

05—Questions

Frequently Asked Questions

  1. Does this 10-K/A contain AMG's full 2009 financial results?

    No. The amendment states that there are no changes to AMG's 2009 Form 10-K other than adding supplemental ValueAct Holdings, L.P. financial statements under Item 15. AMG's own financial statements are in the original 10-K filed March 1, 2010.

  2. What is ValueAct Holdings, L.P., and why does AMG include its financials?

    ValueAct Holdings, L.P. is a Delaware partnership that provides investment management services to ValueAct funds. AMG holds a minority interest in it, and the supplemental statements are included to present that affiliate's financial position and results separately.

  3. Why is so much of ValueAct's balance sheet attributed to non-controlling interests?

    The consolidated balance sheet includes the capital of outside limited partners in the ValueAct Funds as non-controlling interests, which were $3.20 billion at December 31, 2009. The partnership's own partners' capital was only $90.2 million, so most of the investment gains and losses belong to those outside investors.

  4. How reliable are the ValueAct 2009 figures, given the audit language?

    The PricewaterhouseCoopers report covers the 2008 statements. The 2009 balance sheet, operations, and cash flow statements are labeled 'not covered by auditor's report,' so investors should treat the 2009 figures as unaudited in this filing.

06—Continue

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