8-KSecurities & ListingRegulation FDExhibits & Filings

AFFILIATED MANAGERS GROUP, INC. 8-K Report, Unregistered Securities Sale (Apr 25, 2005)

Filed April 25, 2005For Securities:AMGMGRBMGRMGRDMGRE

Summary

Affiliated Managers Group, Inc. (AMG) announced on April 19, 2005, a significant acquisition of First Asset Management Inc. (First Asset) for approximately $250 million. This transaction is particularly noteworthy as a portion of the consideration, around $26 million, will be settled with shares of AMG's common stock, issued under an exemption from registration requirements. The acquisition is expected to close in early Q3 2005, subject to regulatory approvals and other closing conditions. The acquisition of First Asset will expand AMG's reach into the Canadian market by adding six independent, mid-sized asset management firms. These firms collectively manage approximately $23 billion across a diverse range of investment products, serving both institutional and high-net-worth clients. This strategic move is poised to broaden AMG's asset base and product offerings, enhancing its position as a diversified asset management holding company.

Key Highlights

  • 1AMG to acquire First Asset Management Inc. for approximately $250 million.
  • 2Approximately $26 million of the acquisition consideration will be paid in AMG common stock.
  • 3The issuance of AMG stock is exempt from registration requirements under Section 4(2) of the Securities Act of 1933.
  • 4Transaction is expected to close in early Q3 2005, subject to customary closing conditions.
  • 5Acquisition adds six Canadian asset management firms to AMG's portfolio.
  • 6The acquired firms collectively manage approximately $23 billion in assets under management.
  • 7The transaction expands AMG's presence in the Canadian market and diversifies its investment product offerings.

Frequently Asked Questions

This Form 8-K filing is primarily to report on the unregistered sale of equity securities related to Affiliated Managers Group, Inc.'s (AMG) agreement to acquire First Asset Management Inc. It also includes a press release regarding the transaction.

The acquisition of First Asset is expected to cost approximately $250 million, including the repayment of existing First Asset indebtedness. A portion of the consideration, around $26 million, will be settled by issuing shares of AMG's common stock, with the remainder likely in cash.

The transaction is anticipated to be consummated in early the third calendar quarter of 2005, provided that all closing conditions, including regulatory approvals, are met.

The acquisition will significantly expand AMG's presence in the Canadian asset management market by adding six independent firms with approximately $23 billion in assets under management. This will diversify AMG's product offerings and client base.