0001004434false00010044342022-02-072022-02-070001004434us-gaap:CommonStockMember2022-02-072022-02-070001004434amg:FivePointEightSeventyFiveJuniorSubordinatedNotesDue2059Member2022-02-072022-02-070001004434amg:FourPointSeventyFiveJuniorSubordinatedNotesDue2060Member2022-02-072022-02-070001004434amg:FourPointTwoJuniorSubordinatedNotesDue2061Member2022-02-072022-02-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
February 7, 2022
AFFILIATED MANAGERS GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
|
|
|
|
|
|
|
|
|
|
|
|
001-13459 |
|
04-3218510 |
(Commission File Number) |
|
(IRS Employer Identification No.) |
777 South Flagler Drive, West Palm Beach, Florida
33401
(Address of principal executive offices)
(800) 345-1100
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last
Report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see
General Instruction A.2. below):
|
|
|
|
|
|
☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
|
|
|
|
|
|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
|
|
|
|
|
|
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
|
|
|
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Common Stock ($0.01 par value) |
|
AMG |
|
New York Stock Exchange |
5.875% Junior Subordinated Notes due 2059 |
|
MGR |
|
New York Stock Exchange |
4.750% Junior Subordinated Notes due 2060 |
|
MGRB |
|
New York Stock Exchange |
4.200% Junior Subordinated Notes due 2061 |
|
MGRD |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
|
|
|
|
|
|
ITEM 2.02 |
Results of Operations and Financial Condition. |
On February 7, 2022, Affiliated Managers Group, Inc. (the
“Company”) issued a press release setting forth its financial and
operating results for the quarter and year ended December 31,
2021.
The press release announced that the Company’s Board of Directors
authorized and declared a quarterly dividend of $0.01 per share of
common stock, payable March 3, 2022 to stockholders of record as of
the close of business on February 17, 2022.
The press release further announced that the Board of Directors
authorized an additional share repurchase program. Under this
program, the Company may repurchase up to 2.0 million shares of its
issued and outstanding shares of common stock. Purchases may be
made from time to time, at management's discretion, in the open
market or in privately negotiated transactions, including through
the use of trading plans under Rule 10b5-1 of the Securities
Exchange Act of 1934, as amended, as well as pursuant to one or
more accelerated share repurchase programs or other share
repurchase strategies that may include derivatives or forward
contracts. This additional authorization, combined with the
remaining shares available for purchase under the Company’s January
2021 program, provides for a total of 5.1 million shares available
for repurchase under the Company’s share repurchase programs, which
do not expire.
A copy of the press release is furnished as Exhibit 99.1 hereto,
except for such portions which are filed, as noted below under Item
9.01.
|
|
|
|
|
|
ITEM 9.01 |
Financial Statements and Exhibits. |
(d)Exhibits.
The financial highlights table set forth on page 1 and the
financial tables set forth on pages 3 through 8 in Exhibit 99.1
hereto are “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and shall be deemed incorporated
by reference into the filings of the Company under the Securities
Act of 1933, as amended. The remaining information in Exhibit 99.1
is being “furnished” to the Securities and Exchange Commission as
provided pursuant to General Instruction B.2 of Form
8-K.
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit No. |
|
Description |
|
|
|
|
99.1 |
|
|
|
104 |
|
Cover Page Interactive Data File (the cover page tags are embedded
within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AFFILIATED MANAGERS GROUP, INC. |
|
|
|
|
Date: February 7, 2022 |
|
|
|
By: |
|
/s/ David M. Billings |
|
|
|
|
|
|
Name: |
|
David M. Billings |
|
|
|
|
|
|
Title: |
|
General Counsel and Secretary |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit 99.1 |
|
Investor Relations:
Media Relations:
|
|
Anjali Aggarwal
Ann Imes
+1 (617) 747-3300
ir@amg.com
pr@amg.com
|
|
|
|
AMG Reports Financial and Operating Results for
the Fourth Quarter and Full Year 2021
Company reports EPS of $4.17, Economic EPS of $6.10 in fourth
quarter
EPS of $13.05, Economic EPS of $18.28 for the full year
2021
|
|
|
|
|
|
|
|
|
Closed additional investment in Systematica Investments, one of the
leading systematic managers in the world*
|
|
Closed investment in new Affiliate Abacus Capital Group, a real
estate investment firm and AMG's sixth private markets
Affiliate |
|
Full-year Net Income (controlling interest) of $566 million,
Economic Net Income of $780 million |
|
Full-year Adjusted EBITDA and EEPS of $1,059 million and $18.28
increased 33% and 37% year-over-year, respectively, driven by
Affiliate investment performance, new Affiliate investments, and
share repurchases |
|
|
|
|
WEST PALM BEACH, FL, February 7, 2022 —
Affiliated Managers Group, Inc. (NYSE: AMG) today reported its
financial and operating results for the fourth quarter and full
year 2021.
Jay C. Horgen, President and Chief Executive Officer of AMG,
said:
“AMG generated excellent results in 2021, including year-over-year
growth of 33% in Adjusted EBITDA and 37% in Economic Earnings per
Share, given strong Affiliate investment performance, and the
positive impact of new investments and share repurchases. Client
cash flows were positive for the quarter and full year, excluding
certain quantitative strategies. Liquid and illiquid alternative
strategies generated $12 billion in net inflows during the quarter,
reflecting AMG's strategic business evolution toward secular growth
areas. As we continue to increase AMG's participation in growth
areas — including private markets, specialty fixed income, wealth
management, Asia, and ESG — we are well-positioned for future
growth.
“In 2021, we successfully executed on our growth strategy, in
partnering with new Affiliates, accelerating growth at our existing
Affiliates, and enhancing our strategic capabilities. We were
pleased to welcome four high-quality Affiliates over the last 12
months, including private real estate manager Abacus, ESG-dedicated
managers Parnassus Investments and Boston Common Asset Management,
and private credit manager OCP Asia. In addition, we recently
increased our investment in Systematica, one of the industry's
largest woman-owned and -led alternative firms. Our recent new
investment activity reflects increasing demand for AMG's proven
range of partnership solutions, which today includes growth
capital, distribution, and succession planning — and looking ahead,
AMG's unique approach will continue to attract independent managers
seeking a strategic partner that can enhance their long-term growth
and competitive positioning.
“Given our strong execution in 2021 and resulting significant
business momentum, the quality and diversity of our Affiliates, and
our disciplined approach to capital deployment, we entered 2022
with increased earnings power, a strong and flexible balance sheet,
and an outstanding opportunity to drive further earnings growth and
generate significant long-term value for our
shareholders."
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCIAL HIGHLIGHTS |
|
|
Three Months Ended |
|
|
|
Year Ended |
|
(in millions, except as noted and per share data) |
|
|
12/31/2020 |
|
12/31/2021 |
|
|
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Performance Measures |
|
|
|
|
|
|
|
|
|
|
|
|
AUM (at period end, in billions) |
|
|
$ |
716.2 |
|
|
$ |
813.8 |
|
|
|
|
$ |
716.2 |
|
|
$ |
813.8 |
|
|
Average AUM (in billions) |
|
|
700.9 |
|
|
809.7 |
|
|
|
|
664.4 |
|
|
761.7 |
|
|
Net client cash flows (in billions) |
|
|
(15.8) |
|
|
(6.2) |
|
|
|
|
(61.8) |
|
|
(18.5) |
|
|
Aggregate fees |
|
|
1,450.7 |
|
|
1,935.3 |
|
|
|
|
4,626.4 |
|
|
5,611.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Performance Measures |
|
|
|
|
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
|
$ |
115.9 |
|
|
$ |
178.5 |
|
|
|
|
$ |
202.2 |
|
|
$ |
565.7 |
|
|
Earnings per share (diluted)
(1)
|
|
|
2.54 |
|
|
4.17 |
|
|
|
|
4.33 |
|
|
13.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Performance Measures
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (controlling interest) |
|
|
$ |
255.2 |
|
|
$ |
356.8 |
|
|
|
|
$ |
798.8 |
|
|
$ |
1,058.6 |
|
|
Economic net income (controlling interest) |
|
|
191.4 |
|
|
255.3 |
|
|
|
|
624.4 |
|
|
779.8 |
|
|
Economic earnings per share |
|
|
4.22 |
|
|
6.10 |
|
|
|
|
13.36 |
|
|
18.28 |
|
|
For
additional information on our Supplemental Performance Measures,
including reconciliations to GAAP, see the Financial Tables and
Notes.
*Incremental investment in Systematica closed on January 14, 2022,
and is not included in presentation of fourth quarter or full-year
financial results.
Capital Management
During the fourth quarter of 2021, the Company repurchased
approximately $120 million in common stock bringing total share
repurchases to $510 million for the full year 2021, and announced a
fourth-quarter cash dividend of $0.01 per share of common stock,
payable March 3, 2022 to stockholders of record as of the close of
business on February 17, 2022. In addition, AMG’s Board of
Directors increased the Company’s share repurchase authorization to
a total of 5.1 million shares.
About AMG
AMG is a leading partner to independent active investment
management firms globally. AMG’s strategy is to generate long‐term
value by investing in a diverse array of high-quality partner-owned
investment firms through a proven partnership approach, and
allocating resources across the Company's unique opportunity set to
the areas of highest growth and return. AMG’s innovative
partnership approach enables each Affiliate’s management team to
own significant equity in their firm while maintaining operational
and investment autonomy. In addition, AMG offers its Affiliates
growth capital, global distribution, and other strategic
value-added capabilities, which enhance the long-term growth of
these independent businesses and enable them to align equity
incentives across generations of principals to build enduring
franchises. As of December 31, 2021, AMG’s aggregate assets
under management were approximately $814 billion across a broad
range of return-oriented strategies. For more information, please
visit the Company’s website at www.amg.com.
Conference Call, Replay and Presentation Information
A conference call will be held with AMG’s management at 8:30 a.m.
Eastern time today. Parties interested in listening to the
conference call should dial 1-877-407-8291 (U.S. calls) or
1-201-689-8345 (non-U.S. calls) shortly before the call
begins.
The conference call will also be available for replay beginning
approximately one hour after the conclusion of the call. To hear a
replay of the call, please dial 1-877-660-6853 (U.S. calls) or
1-201-612-7415 (non-U.S. calls) and provide conference ID 13726515.
The live call and replay of the session and a presentation
highlighting the Company's performance can also be accessed via
AMG’s website at https://ir.amg.com/.
Financial Tables Follow
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS UNDER MANAGEMENT - STATEMENT OF CHANGES
(in billions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BY STRATEGY - QUARTER TO DATE |
Alternatives |
Global Equities |
U.S. Equities |
Multi-Asset &
Fixed Income |
Total |
|
|
|
|
|
|
AUM, September 30, 2021 |
$ |
230.0 |
|
$ |
279.7 |
|
$ |
112.1 |
|
$ |
126.0 |
|
$ |
747.8 |
|
Client cash inflows and commitments |
17.0 |
|
8.6 |
|
7.8 |
|
7.1 |
|
40.5 |
|
Client cash outflows |
(10.0) |
|
(20.3) |
|
(10.3) |
|
(6.1) |
|
(46.7) |
|
Net client cash flows |
7.0 |
|
(11.7) |
|
(2.5) |
|
1.0 |
|
(6.2) |
|
New investments |
1.4 |
|
— |
|
50.6 |
|
0.4 |
|
52.4 |
|
Market changes |
1.5 |
|
9.6 |
|
10.7 |
|
2.8 |
|
24.6 |
|
Foreign exchange |
0.1 |
|
0.2 |
|
0.1 |
|
(0.1) |
|
0.3 |
|
Realizations and distributions (net) |
(1.8) |
|
(0.3) |
|
(0.3) |
|
— |
|
(2.4) |
|
|
|
|
|
|
|
Other |
— |
|
— |
|
— |
|
(2.7) |
|
(2.7) |
|
AUM, December 31, 2021 |
$ |
238.2 |
|
$ |
277.5 |
|
$ |
170.7 |
|
$ |
127.4 |
|
$ |
813.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BY STRATEGY - YEAR TO DATE |
Alternatives |
Global Equities |
U.S. Equities |
Multi-Asset &
Fixed Income |
Total |
|
|
|
|
|
|
AUM, December 31, 2020 |
$ |
216.5 |
|
$ |
278.5 |
|
$ |
103.5 |
|
$ |
117.7 |
|
$ |
716.2 |
|
Client cash inflows and commitments |
46.5 |
|
38.3 |
|
25.7 |
|
25.7 |
|
136.2 |
|
Client cash outflows |
(25.2) |
|
(72.3) |
|
(33.0) |
|
(24.2) |
|
(154.7) |
|
Net client cash flows |
21.3 |
|
(34.0) |
|
(7.3) |
|
1.5 |
|
(18.5) |
|
New investments |
4.0 |
|
2.9 |
|
51.7 |
|
0.4 |
|
59.0 |
|
Market changes |
11.3 |
|
31.3 |
|
23.0 |
|
10.7 |
|
76.3 |
|
Foreign exchange |
(0.5) |
|
(0.7) |
|
(0.1) |
|
(0.1) |
|
(1.4) |
|
Realizations and distributions (net) |
(12.4) |
|
(0.4) |
|
(0.2) |
|
(0.2) |
|
(13.2) |
|
|
|
|
|
|
|
Other |
(2.0) |
|
(0.1) |
|
0.1 |
|
(2.6) |
|
(4.6) |
|
AUM, December 31, 2021 |
$ |
238.2 |
|
$ |
277.5 |
|
$ |
170.7 |
|
$ |
127.4 |
|
$ |
813.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BY CLIENT TYPE - QUARTER TO DATE |
Institutional |
Retail |
High Net
Worth |
Total |
|
|
|
|
|
AUM, September 30, 2021 |
$ |
406.5 |
|
$ |
200.8 |
|
$ |
140.5 |
|
$ |
747.8 |
|
Client cash inflows and commitments |
19.8 |
|
12.6 |
|
8.1 |
|
40.5 |
|
Client cash outflows |
(21.3) |
|
(19.5) |
|
(5.9) |
|
(46.7) |
|
Net client cash flows |
(1.5) |
|
(6.9) |
|
2.2 |
|
(6.2) |
|
New investments |
3.7 |
|
48.7 |
|
— |
|
52.4 |
|
Market changes |
7.6 |
|
11.9 |
|
5.1 |
|
24.6 |
|
Foreign exchange |
0.2 |
|
— |
|
0.1 |
|
0.3 |
|
Realizations and distributions (net) |
(1.6) |
|
(0.6) |
|
(0.2) |
|
(2.4) |
|
|
|
|
|
|
Other |
(1.1) |
|
(1.4) |
|
(0.2) |
|
(2.7) |
|
AUM, December 31, 2021 |
$ |
413.8 |
|
$ |
252.5 |
|
$ |
147.5 |
|
$ |
813.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BY CLIENT TYPE - YEAR TO DATE |
Institutional |
Retail |
High Net
Worth |
Total |
|
|
|
|
|
AUM, December 31, 2020 |
$ |
401.0 |
|
$ |
189.3 |
|
$ |
125.9 |
|
$ |
716.2 |
|
Client cash inflows and commitments |
58.4 |
|
50.9 |
|
26.9 |
|
136.2 |
|
Client cash outflows |
(70.7) |
|
(63.3) |
|
(20.7) |
|
(154.7) |
|
Net client cash flows |
(12.3) |
|
(12.4) |
|
6.2 |
|
(18.5) |
|
New investments |
8.3 |
|
49.6 |
|
1.1 |
|
59.0 |
|
Market changes |
32.7 |
|
28.7 |
|
14.9 |
|
76.3 |
|
Foreign exchange |
(0.5) |
|
(0.9) |
|
— |
|
(1.4) |
|
Realizations and distributions (net) |
(11.8) |
|
(0.9) |
|
(0.5) |
|
(13.2) |
|
Other |
(3.6) |
|
(0.9) |
|
(0.1) |
|
(4.6) |
|
AUM, December 31, 2021 |
$ |
413.8 |
|
$ |
252.5 |
|
$ |
147.5 |
|
$ |
813.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENTS OF INCOME |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
(in millions, except per share data) |
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
Consolidated revenue |
|
$ |
554.4 |
|
|
$ |
691.8 |
|
|
|
|
|
|
|
|
|
|
Consolidated expenses: |
|
|
|
|
|
|
Compensation and related expenses |
|
246.8 |
|
|
295.0 |
|
|
|
Selling, general and administrative |
|
83.5 |
|
|
96.8 |
|
|
|
Intangible amortization and impairments |
|
7.1 |
|
|
10.4 |
|
|
|
Interest expense |
|
26.8 |
|
|
28.6 |
|
|
|
Depreciation and other amortization |
|
4.4 |
|
|
4.1 |
|
|
|
Other expenses (net) |
|
18.1 |
|
|
32.8 |
|
|
|
Total consolidated expenses |
|
386.7 |
|
|
467.7 |
|
|
|
|
|
|
|
|
|
|
Equity method income (net)(3)
|
|
35.4 |
|
|
117.4 |
|
|
|
|
|
|
|
|
|
|
Investment and other income |
|
31.1 |
|
|
26.5 |
|
|
|
Income before income taxes |
|
234.2 |
|
|
368.0 |
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
38.4 |
|
|
84.6 |
|
|
|
Net income |
|
195.8 |
|
|
283.4 |
|
|
|
|
|
|
|
|
|
|
Net income (non-controlling interests) |
|
(79.9) |
|
|
(104.9) |
|
|
|
Net income (controlling interest) |
|
$ |
115.9 |
|
|
$ |
178.5 |
|
|
|
|
|
|
|
|
|
|
Average shares outstanding (basic) |
|
44.9 |
|
|
40.6 |
|
|
|
Average shares outstanding (diluted) |
|
47.5 |
|
|
43.9 |
|
|
|
|
|
|
|
|
|
|
Earnings per share (basic) |
|
$ |
2.58 |
|
|
$ |
4.40 |
|
|
|
Earnings per share (diluted)(1)
|
|
$ |
2.54 |
|
|
$ |
4.17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATIONS OF SUPPLEMENTAL PERFORMANCE
MEASURES(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
(in millions, except per share data) |
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
$ |
115.9 |
|
|
$ |
178.5 |
|
|
|
Intangible amortization and impairments |
|
86.5 |
|
|
88.2 |
|
|
|
Intangible-related deferred taxes |
|
(2.8) |
|
|
0.6 |
|
|
|
Other economic items |
|
(8.2) |
|
|
(12.0) |
|
|
|
|
|
|
|
|
|
|
Economic net income (controlling interest) |
|
$ |
191.4 |
|
|
$ |
255.3 |
|
|
|
|
|
|
|
|
|
|
Average shares outstanding (adjusted diluted) |
|
45.3 |
|
|
41.8 |
|
|
|
Economic earnings per share |
|
$ |
4.22 |
|
|
$ |
6.10 |
|
|
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
$ |
115.9 |
|
|
$ |
178.5 |
|
|
|
Interest expense |
|
26.8 |
|
|
28.6 |
|
|
|
Income taxes |
|
35.8 |
|
|
76.4 |
|
|
|
Intangible amortization and impairments |
|
86.5 |
|
|
88.2 |
|
|
|
Other items |
|
(9.8) |
|
|
(14.9) |
|
|
|
Adjusted EBITDA (controlling interest) |
|
$ |
255.2 |
|
|
$ |
356.8 |
|
|
|
See Notes for additional information.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENTS OF INCOME |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
(in millions, except per share data) |
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
Consolidated revenue |
|
$ |
2,027.5 |
|
|
$ |
2,412.4 |
|
|
|
|
|
|
|
|
|
|
Consolidated expenses: |
|
|
|
|
|
|
Compensation and related expenses |
|
883.7 |
|
|
1,047.1 |
|
|
|
Selling, general and administrative |
|
321.4 |
|
|
347.1 |
|
|
|
Intangible amortization and impairments |
|
140.5 |
|
|
35.7 |
|
|
|
Interest expense |
|
92.3 |
|
|
111.4 |
|
|
|
Depreciation and other amortization |
|
19.1 |
|
|
16.6 |
|
|
|
Other expenses (net) |
|
52.8 |
|
|
73.5 |
|
|
|
Total consolidated expenses |
|
1,509.8 |
|
|
1,631.4 |
|
|
|
|
|
|
|
|
|
|
Equity method income (loss) (net)(3)
|
|
(43.4) |
|
|
242.5 |
|
|
|
|
|
|
|
|
|
|
Investment and other income |
|
34.1 |
|
|
117.6 |
|
|
|
Income before income taxes |
|
508.4 |
|
|
1,141.1 |
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
81.4 |
|
|
251.0 |
|
|
|
Net income |
|
427.0 |
|
|
890.1 |
|
|
|
|
|
|
|
|
|
|
Net income (non-controlling interests) |
|
(224.8) |
|
|
(324.4) |
|
|
|
Net income (controlling interest) |
|
$ |
202.2 |
|
|
$ |
565.7 |
|
|
|
|
|
|
|
|
|
|
Average shares outstanding (basic) |
|
46.5 |
|
|
41.5 |
|
|
|
Average shares outstanding (diluted) |
|
46.7 |
|
|
44.8 |
|
|
|
|
|
|
|
|
|
|
Earnings per share (basic) |
|
$ |
4.34 |
|
|
$ |
13.65 |
|
|
|
Earnings per share (diluted)(1)
|
|
$ |
4.33 |
|
|
$ |
13.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATIONS OF SUPPLEMENTAL PERFORMANCE
MEASURES(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
(in millions, except per share data) |
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
$ |
202.2 |
|
|
$ |
565.7 |
|
|
|
Intangible amortization and impairments |
|
427.7 |
|
|
199.9 |
|
|
|
Intangible-related deferred taxes |
|
(9.9) |
|
|
52.5 |
|
|
|
Other economic items |
|
4.4 |
|
|
(38.3) |
|
|
|
|
|
|
|
|
|
|
Economic net income (controlling interest) |
|
$ |
624.4 |
|
|
$ |
779.8 |
|
|
|
|
|
|
|
|
|
|
Average shares outstanding (adjusted diluted) |
|
46.7 |
|
|
42.7 |
|
|
|
Economic earnings per share |
|
$ |
13.36 |
|
|
$ |
18.28 |
|
|
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
$ |
202.2 |
|
|
$ |
565.7 |
|
|
|
Interest expense |
|
92.3 |
|
|
111.4 |
|
|
|
Income taxes |
|
69.5 |
|
|
229.6 |
|
|
|
Intangible amortization and impairments |
|
427.7 |
|
|
199.9 |
|
|
|
Other items |
|
7.1 |
|
|
(48.0) |
|
|
|
Adjusted EBITDA (controlling interest) |
|
$ |
798.8 |
|
|
$ |
1,058.6 |
|
|
|
See Notes for additional information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEET |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
(in millions) |
|
12/31/2020 |
|
12/31/2021 |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
1,039.7 |
|
|
$ |
908.5 |
|
|
|
Receivables |
|
421.6 |
|
|
419.2 |
|
|
|
Investments in marketable securities |
|
74.9 |
|
|
78.5 |
|
|
|
Goodwill |
|
2,661.4 |
|
|
2,689.2 |
|
|
|
Acquired client relationships (net) |
|
1,048.8 |
|
|
1,966.4 |
|
|
|
Equity method investments in Affiliates (net) |
|
2,074.8 |
|
|
2,134.4 |
|
|
|
Fixed assets (net) |
|
79.6 |
|
|
73.9 |
|
|
|
|
|
|
|
|
|
|
Other investments |
|
257.2 |
|
|
375.2 |
|
|
|
Other assets |
|
230.9 |
|
|
231.1 |
|
|
|
Total assets |
|
$ |
7,888.9 |
|
|
$ |
8,876.4 |
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity |
|
|
|
|
|
|
Payables and accrued liabilities |
|
$ |
712.4 |
|
|
$ |
789.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
|
2,312.1 |
|
|
2,490.4 |
|
|
|
Deferred income tax liability (net) |
|
423.4 |
|
|
503.2 |
|
|
|
Other liabilities |
|
452.2 |
|
|
709.2 |
|
|
|
Total liabilities |
|
3,900.1 |
|
|
4,491.9 |
|
|
|
|
|
|
|
|
|
|
Redeemable non-controlling interests |
|
671.5 |
|
|
673.9 |
|
|
|
Equity: |
|
|
|
|
|
|
Common stock |
|
0.6 |
|
|
0.6 |
|
|
|
Additional paid-in capital |
|
728.9 |
|
|
651.6 |
|
|
|
Accumulated other comprehensive loss |
|
(98.3) |
|
|
(87.9) |
|
|
|
Retained earnings |
|
4,005.5 |
|
|
4,569.5 |
|
|
|
|
|
4,636.7 |
|
|
5,133.8 |
|
|
|
Less: treasury stock, at cost |
|
(1,857.0) |
|
|
(2,347.4) |
|
|
|
Total stockholders’ equity |
|
2,779.7 |
|
|
2,786.4 |
|
|
|
Non-controlling interests |
|
537.6 |
|
|
924.2 |
|
|
|
Total equity |
|
3,317.3 |
|
|
3,710.6 |
|
|
|
Total liabilities and equity |
|
$ |
7,888.9 |
|
|
$ |
8,876.4 |
|
|
|
Notes
(1) Earnings per share (diluted) adjusts for
the dilutive effect of the potential issuance of incremental shares
of our common stock. We had junior convertible securities
outstanding during the periods presented and are required to apply
the if-converted method to these securities in our calculation of
Earnings per share (diluted). Under the if-converted method, shares
that are issuable upon conversion are deemed outstanding,
regardless of whether the securities are contractually convertible
into our common stock at that time. For this calculation, the
interest expense (net of tax) attributable to these dilutive
securities is added back to Net income (controlling interest),
reflecting the assumption that the securities have been converted.
Issuable shares for these securities and related interest expense
are excluded from the calculation if an assumed conversion would be
anti-dilutive to diluted earnings per share.
The following table provides a reconciliation of the numerator and
denominator used in the calculation of basic and diluted earnings
per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
(in millions) |
|
12/31/2020 |
|
12/31/2021 |
|
12/31/2020 |
|
12/31/2021 |
Numerator |
|
|
|
|
|
|
|
|
Net income (controlling interest) |
|
$ |
115.9 |
|
|
$ |
178.5 |
|
|
$ |
202.2 |
|
|
$ |
565.7 |
|
Interest expense on junior convertible securities, net of
taxes |
|
4.8 |
|
|
4.5 |
|
|
— |
|
|
18.5 |
|
Net income (controlling interest), as adjusted |
|
$ |
120.7 |
|
|
$ |
183.0 |
|
|
$ |
202.2 |
|
|
$ |
584.2 |
|
Denominator |
|
|
|
|
|
|
|
|
Average shares outstanding (basic) |
|
44.9 |
|
|
40.6 |
|
|
46.5 |
|
|
41.5 |
|
Effect of dilutive instruments: |
|
|
|
|
|
|
|
|
Stock options and restricted stock units |
|
0.4 |
|
|
1.2 |
|
|
0.2 |
|
|
1.2 |
|
Junior convertible securities |
|
2.2 |
|
|
2.1 |
|
|
— |
|
|
2.1 |
|
Average shares outstanding (diluted) |
|
47.5 |
|
|
43.9 |
|
|
46.7 |
|
|
44.8 |
|
(2) As supplemental information, we provide
non-GAAP performance measures of Adjusted EBITDA (controlling
interest), Economic net income (controlling interest), and Economic
earnings per share. Management utilizes these non-GAAP performance
measures to assess our performance before our share of certain
non-cash expenses and to improve comparability between
periods.
Adjusted EBITDA (controlling interest) represents our performance
before our share of interest expense, income taxes, depreciation,
amortization, impairments, certain Affiliate equity expenses,
certain gains and losses, including on general partner and seed
capital investments, and adjustments to our contingent payment
obligations. We believe that many investors use this non-GAAP
measure when assessing the financial performance of companies in
the investment management industry.
Under our Economic net income (controlling interest) definition, we
add to Net income (controlling interest) our share of pre-tax
intangible amortization and impairments (including the portion
attributable to equity method investments in Affiliates), deferred
taxes related to intangible assets, and other economic items which
include non-cash imputed interest (principally related to the
accounting for convertible securities and contingent payment
obligations), certain Affiliate equity expenses, and certain gains
and losses, including on general partner and seed capital
investments. Economic net income (controlling interest) is used by
management and our Board of Directors as our principal performance
benchmark, including as one of the measures for aligning executive
compensation with stockholder value.
Economic earnings per share represents Economic net income
(controlling interest) divided by the Average shares outstanding
(adjusted diluted). In this calculation, the potential share
issuance in connection with our junior convertible securities is
measured using a “treasury stock” method. Under this method, only
the net number of shares of common stock equal to the value of the
junior convertible securities in excess of par, if any, are deemed
to be outstanding. We believe the inclusion of net shares under a
treasury stock method best reflects the benefit of the increase in
available capital resources (which could be used to repurchase
shares of common stock) that occurs when these securities are
converted and we are relieved of our debt obligation.
The following table provides a reconciliation of Average shares
outstanding (adjusted diluted):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
(in millions) |
|
12/31/2020 |
|
12/31/2021 |
|
12/31/2020 |
|
12/31/2021 |
Average shares outstanding (diluted) |
|
47.5 |
|
|
43.9 |
|
|
46.7 |
|
|
44.8 |
|
|
|
|
|
|
|
|
|
|
Junior convertible securities |
|
(2.2) |
|
|
(2.1) |
|
|
— |
|
|
(2.1) |
|
Average shares outstanding (adjusted diluted) |
|
45.3 |
|
|
41.8 |
|
|
46.7 |
|
|
42.7 |
|
These non-GAAP performance measures are provided in addition to,
but not as a substitute for, Net income (controlling interest),
Earnings per share or other GAAP performance measures. For
additional information on our non-GAAP measures, see our Annual and
Quarterly Reports on Form 10-K and 10-Q, respectively, which are
accessible on the SEC’s website at www.sec.gov.
Notes (continued)
(3) The following table presents equity
method earnings and equity method intangible amortization and
impairments, which in aggregate form Equity method income (loss)
(net):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
(in millions) |
|
12/31/2020 |
|
12/31/2021 |
|
12/31/2020 |
|
12/31/2021 |
Equity method earnings |
|
$ |
116.9 |
|
|
$ |
198.6 |
|
|
$ |
288.6 |
|
|
$ |
417.5 |
|
Equity method intangible amortization and impairments |
|
(81.5) |
|
|
(81.2) |
|
|
(332.0) |
|
|
(175.0) |
|
Equity method income (loss) (net) |
|
$ |
35.4 |
|
|
$ |
117.4 |
|
|
$ |
(43.4) |
|
|
$ |
242.5 |
|
Forward Looking Statements and Other Matters
Certain matters discussed in this press release may constitute
forward-looking statements within the meaning of the federal
securities laws. These statements include, but are not limited to,
statements related to our expectations regarding the performance of
our business, our financial results, our liquidity and capital
resources, and other non-historical statements. You can identify
these forward-looking statements by the use of words such as
“outlook,” “guidance,” “believes,” “expects,” “potential,”
"preliminary," “continues,” “may,” “will,” “should,” “seeks,”
“approximately,” “predicts,” “projects,” “positioned,” “prospects,”
“intends,” “plans,” “estimates,” “pending investments,”
“anticipates,” or the negative version of these words or other
comparable words. Actual results and the timing of certain events
could differ materially from those projected in or contemplated by
the forward-looking statements due to a number of factors,
including changes in the securities or financial markets or in
general economic conditions, pandemics (including COVID-19) and
related changes in the global economy, capital markets and the
asset management industry, the availability of equity and debt
financing, competition for acquisitions of interests in investment
management firms, the ability to close pending investments, the
investment performance and growth rates of our Affiliates and their
ability to effectively market their investment strategies, the mix
of Affiliate contributions to our earnings, and other risks,
uncertainties, and assumptions, including those described under the
section entitled “Risk Factors” in our most recent Annual Report on
Form 10-K and Quarterly Reports on Form 10-Q. Such factors may be
updated from time to time in our periodic filings with the SEC.
These factors should not be construed as exhaustive and should be
read in conjunction with the other cautionary statements that are
included in this release and in our filings with the SEC. We
undertake no obligation to publicly update or review any
forward-looking statements, whether as a result of new information,
future developments, or otherwise, except as required by applicable
law.
From time to time, AMG may use its website as a distribution
channel of material Company information. AMG routinely posts
financial and other important information regarding the Company in
the Investor Relations section of its website at www.amg.com and
encourages investors to consult that section
regularly.
v3.22.0.1
X |
-
Definition
Boolean flag that is true when the XBRL content amends
previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
For the EDGAR submission types of Form 8-K: the date of the
report, the date of the earliest event reported; for the EDGAR
submission types of Form N-1A: the filing date; for all other
submission types: the end of the reporting or transition period.
The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
The type of document being provided (such as 10-K, 10-Q,
485BPOS, etc). The document type is limited to the same value as
the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Code for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Name of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
A unique 10-digit SEC-issued value to identify entities that
have filed disclosures with the SEC. It is commonly abbreviated as
CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12
-Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Indicate if registrant meets the emerging growth company
criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12
-Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Commission file number. The field allows up to 17 characters.
The prefix may contain 1-3 digits, the sequence number may contain
1-8 digits, the optional suffix may contain 1-4 characters, and the
fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Two-character EDGAR code representing the state or country of
incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
The exact name of the entity filing the report as specified in
its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12
-Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
The Tax Identification Number (TIN), also known as an Employer
Identification Number (EIN), is a unique 9-digit value assigned by
the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation 12B
-Number 240
-Section 12
-Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Local phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Boolean flag that is true when the Form 8-K filing is intended
to satisfy the filing obligation of the registrant as
pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Boolean flag that is true when the Form 8-K filing is intended
to satisfy the filing obligation of the registrant as
pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Boolean flag that is true when the Form 8-K filing is intended
to satisfy the filing obligation of the registrant as soliciting
material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Trading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Definition
Boolean flag that is true when the Form 8-K filing is intended
to satisfy the filing obligation of the registrant as written
communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
-
Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_CommonStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
-
Details
Name: |
us-gaap_StatementClassOfStockAxis=amg_FivePointEightSeventyFiveJuniorSubordinatedNotesDue2059Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
-
Details
Name: |
us-gaap_StatementClassOfStockAxis=amg_FourPointSeventyFiveJuniorSubordinatedNotesDue2060Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
-
Details
Name: |
us-gaap_StatementClassOfStockAxis=amg_FourPointTwoJuniorSubordinatedNotesDue2061Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
This regulatory filing also includes additional resources:
courtesy.pdf
Affiliated Managers (NYSE:AMG)
Historical Stock Chart
Von Jun 2022 bis Jul 2022
Affiliated Managers (NYSE:AMG)
Historical Stock Chart
Von Jul 2021 bis Jul 2022