8-KMaterial AgreementsFinancial EventsExhibits & Filings

AFFILIATED MANAGERS GROUP, INC. 8-K Report, Material Agreement (Mar 20, 2024)

Filed March 20, 2024For Securities:AMGMGRBMGRMGRDMGRE

Summary

Affiliated Managers Group, Inc. (AMG) announced on March 20, 2024, the successful issuance and sale of $450 million in aggregate principal amount of 6.750% Junior Subordinated Notes due 2064. This offering was completed under their existing shelf registration statement. The notes are unsecured and subordinate to other debt obligations, with a long maturity of 40 years. These proceeds are earmarked for general corporate purposes, including potential debt repayment, share repurchases, and strategic investments in investment management firms. The company retains the right to defer interest payments, a common feature in junior subordinated debt, and has call options starting in March 2029, subject to specific conditions. Investors should note the long-term nature of this debt and the associated subordination risk.

Key Highlights

  • 1AMG successfully issued $450 million in 6.750% Junior Subordinated Notes due 2064.
  • 2The notes mature on March 30, 2064, representing a 40-year debt issuance.
  • 3Proceeds are intended for general corporate purposes, including debt refinancing, share repurchases, and acquisitions.
  • 4Interest payments are semi-annual, but AMG has the right to defer payments.
  • 5The company can redeem the notes starting March 30, 2029, under specified conditions.
  • 6These are unsecured, junior subordinated obligations, ranking lower in priority than senior debt.
  • 7The issuance was conducted under an existing shelf registration statement and involved an underwriting agreement with major financial institutions.

Frequently Asked Questions

The primary purpose of this debt issuance is to raise $450 million for general corporate purposes. These purposes may include repaying or refinancing existing indebtedness, funding share repurchase programs, and making investments in new or existing investment management firms.

The notes carry a 6.750% annual interest rate, payable quarterly. They mature on March 30, 2064. Importantly, they are junior subordinated obligations, meaning they rank below other senior debt in the event of liquidation. The company also has the right to defer interest payments and redeem the notes under certain conditions starting in 2029.

'Junior subordinated' means that in the event of bankruptcy or liquidation, holders of these notes will be paid only after all senior debt obligations are fully satisfied. This increases the risk profile compared to senior debt, which is typically reflected in a higher interest rate.

AMG can redeem the notes at par value (principal amount plus accrued interest) on or after March 30, 2029. Additionally, they have the option to redeem the notes in whole, but not in part, prior to March 30, 2029, if certain tax or rating agency events occur. Specific redemption prices for these early redemptions are detailed in the prospectus supplement.