8-KAcquisitions & DispositionsRegulation FDOther Events+1

AFFILIATED MANAGERS GROUP, INC. 8-K Report, Acquisition Completed (Jul 1, 2010)

Filed July 1, 2010For Securities:AMGMGRBMGRMGRDMGRE

Summary

Affiliated Managers Group, Inc. (AMG) announced the completion of its acquisition of interests in Pantheon Ventures Inc., Pantheon Holdings Limited, and Pantheon Capital (Asia) Limited (collectively, "Pantheon") on June 30, 2010. Pantheon is recognized for its management of regional fund-of-funds across Europe, the United States, and Asia, as well as global secondary funds-of-funds, global infrastructure fund-of-funds, and customized separate account programs. This strategic acquisition, with a reported cash consideration of approximately $700 million subject to adjustments, was financed through a combination of borrowings under AMG's credit facility and approximately $100 million from the partial settlement of forward stock sales. The filing also details the partial settlement of forward sales of AMG's common stock with Bank of America, N.A., resulting in the issuance of 1,799,111 shares and approximately $100 million in proceeds used to fund a portion of the Pantheon acquisition. Investors should note that the detailed financial statements for the acquired business and pro forma financial information will be filed separately at a later date.

Key Highlights

  • 1Completion of the acquisition of Pantheon, a manager of regional fund-of-funds and other specialized investment strategies, on June 30, 2010.
  • 2The acquisition cost approximately $700 million in cash at closing, subject to working capital adjustments.
  • 3Pantheon's business includes managing funds-of-funds in Europe, US, and Asia, alongside global secondary, infrastructure, and separate account programs.
  • 4The acquisition was financed by borrowings under AMG's credit facility.
  • 5Approximately $100 million of the acquisition cost was funded by proceeds from the partial settlement of forward stock sales.
  • 6AMG issued 1,799,111 shares of its common stock to partially settle forward sales agreements with Bank of America, N.A.
  • 7Required financial statements and pro forma information for the acquired business will be filed separately within 71 days.

Frequently Asked Questions

AMG acquired the interests of Russell Investments in Pantheon Ventures Inc., Pantheon Holdings Limited, and Pantheon Capital (Asia) Limited (collectively, "Pantheon").

Pantheon is a manager of regional funds-of-funds in Europe, the United States, and Asia, as well as global secondary funds-of-funds, global infrastructure fund-of-funds, and customized separate account programs.

The acquisition was financed through borrowings under AMG's credit facility and approximately $100 million from the partial settlement of forward sales of its common stock.

Financial statements of the acquired business and pro forma financial information will be filed with the SEC as soon as practicable, but no later than 71 calendar days after the filing of this report.