What changed in this filing

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Item 1. Financial Statements

2021-08-05 compared with 2021-05-07 · 258 added, 129 removed, 521 unchanged (43% of the section changed)

3 unchanged sentences

(in millions, except per share data)

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Consolidated revenue $ 471.1 $ 586.3 $ 978.3 $ 1,145.4

8 unchanged sentences

Equity method income (loss) (net) 17.4 37.6 ( 95.8 ) 89.2

Investment and other income 2.4 32.3

Investment and other income (expense) ( 12.1 ) 21.1 ( 9.7 ) 53.5

Income before income taxes 66.8 255.1 108.9 519.7

2 unchanged sentences

Net income (non-controlling interests) ( 32.8 ) ( 75.2 ) ( 88.3 ) ( 139.3 )

Net income (loss) (controlling interest) $ ( 15.6 ) $ 149.9

Net income (controlling interest) $ 30.7 $ 109.0 $ 15.1 $ 258.9

Average shares outstanding (basic) 47.2 41.6 47.5 42.1

Average shares outstanding (diluted) 47.3 44.6 47.6 45.0

Earnings (loss) per share (basic) $ ( 0.33 ) $ 3.52

Earnings (loss) per share (diluted) $ ( 0.33 ) $ 3.41

Earnings per share (basic) $ 0.65 $ 2.62 $ 0.32 $ 6.15

Earnings per share (diluted) $ 0.65 $ 2.55 $ 0.32 $ 5.96

The accompanying notes are an integral part of the Consolidated Financial Statements.

2 unchanged sentences

(in millions)

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Net income $ 63.5 $ 184.2 $ 103.4 $ 398.2

3 unchanged sentences

Other comprehensive income (loss), net of tax ( 24.5 ) 7.9 ( 78.4 ) 32.2

Comprehensive income (loss) ( 13.9 ) 238.4

Comprehensive income 39.0 192.1 25.0 430.4

Comprehensive income (non-controlling interests) ( 32.2 ) ( 74.1 ) ( 71.5 ) ( 138.0 )

4 unchanged sentences

(in millions)

2020 March 31,

2020 June 30,

Cash and cash equivalents $ 1,039.7 $ 777.9

32 unchanged sentences

(in millions)

Three Months Ended March 31, 2020 Total Stockholders’ Equity

Three Months Ended June 30, 2020 Total Stockholders’ Equity

Stock Additional

4 unchanged sentences

Interests Total

March 31, 2020 $ 0.6 $ 860.7 $ ( 146.5 ) $ 3,789.1 $ ( 1,523.9 ) $ 528.9 $ 3,508.9

Net income — — — 30.7 — 32.8 63.5

Other comprehensive loss, net of tax — — ( 23.9 ) — — ( 0.6 ) ( 24.5 )

Share-based compensation — 22.5 — — — — 22.5

Common stock issued under share-based incentive plans — ( 6.4 ) — — 6.4 — —

Share repurchases — ( 4.5 ) — — ( 45.5 ) — ( 50.0 )

Dividends ($ 0.01 per share)

— — — ( 0.5 ) — — ( 0.5 )

Affiliate equity activity:

Affiliate equity compensation — 5.1 — — — 5.1 10.2

Issuances — — — — — 4.6 4.6

Purchases — 1.7 — — — ( 11.2 ) ( 9.5 )

Changes in redemption value of Redeemable non-controlling interests — ( 110.9 ) — — — — ( 110.9 )

Transfers to Redeemable non-controlling interests — — — — — ( 0.3 ) ( 0.3 )

Distributions to non-controlling interests — — — — — ( 72.1 ) ( 72.1 )

June 30, 2020 $ 0.6 $ 768.2 $ ( 170.4 ) $ 3,819.3 $ ( 1,563.0 ) $ 487.2 $ 3,341.9

Three Months Ended June 30, 2021 Total Stockholders’ Equity

Stock Additional

Capital Accumulated

Comprehensive

Income (Loss) Retained

Earnings Treasury

Interests Total

March 31, 2021 $ 0.6 $ 619.7 $ ( 73.8 ) $ 4,154.9 $ ( 2,050.2 ) $ 536.1 $ 3,187.3

Net income — — — 109.0 — 75.2 184.2

Other comprehensive income (loss), net of tax — — 9.0 — — ( 1.1 ) 7.9

Share-based compensation — 13.6 — — — — 13.6

Common stock issued under share-based incentive plans — ( 2.0 ) — — 1.3 — ( 0.7 )

Repurchases of junior convertible securities — ( 1.9 ) — — — — ( 1.9 )

Share repurchases — — — — ( 80.0 ) — ( 80.0 )

Dividends ($ 0.01 per share)

— — — ( 0.5 ) — — ( 0.5 )

Affiliate equity activity:

Affiliate equity compensation — 2.7 — — — 6.8 9.5

Issuances — ( 17.3 ) — — — 19.5 2.2

Purchases — ( 3.3 ) — — — — ( 3.3 )

Changes in redemption value of Redeemable non-controlling interests — ( 72.2 ) — — — — ( 72.2 )

Transfers to Redeemable non-controlling interests — — — — — ( 3.3 ) ( 3.3 )

Capital contributions and other — — — — — 6.0 6.0

Distributions to non-controlling interests — — — — — ( 90.9 ) ( 90.9 )

June 30, 2021 $ 0.6 $ 539.3 $ ( 64.8 ) $ 4,263.4 $ ( 2,128.9 ) $ 548.3 $ 3,157.9

The accompanying notes are an integral part of the Consolidated Financial Statements.

AFFILIATED MANAGERS GROUP, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in millions)

Six Months Ended June 30, 2020 Total Stockholders' Equity

Stock Additional

Capital Accumulated

Comprehensive Loss Retained

Earnings Treasury

Interests Total

December 31, 2019 $ 0.6 $ 707.2 $ ( 108.8 ) $ 3,819.8 $ ( 1,481.3 ) $ 561.6 $ 3,499.1

Net income (loss) — — — ( 15.6 ) — 55.6 40.0

Net income — — — 15.1 — 88.3 103.4

Other comprehensive loss, net of tax — — ( 61.6 ) — — ( 16.8 ) ( 78.4 )

12 unchanged sentences

Distributions to non-controlling interests — — — — — ( 171.7 ) ( 171.7 )

March 31, 2020 $ 0.6 $ 860.7 $ ( 146.5 ) $ 3,789.1 $ ( 1,523.9 ) $ 528.9 $ 3,508.9

Three Months Ended March 31, 2021 Total Stockholders’ Equity

June 30, 2020 $ 0.6 $ 768.2 $ ( 170.4 ) $ 3,819.3 $ ( 1,563.0 ) $ 487.2 $ 3,341.9

Six Months Ended June 30, 2021 Total Stockholders' Equity

Stock Additional

9 unchanged sentences

Common stock issued under share-based incentive plans — ( 46.3 ) — — 35.4 — ( 10.9 )

Repurchase of junior convertible securities — ( 2.9 ) — — — ( 2.9 )

Repurchases of junior convertible securities — ( 4.8 ) — — — — ( 4.8 )

Share repurchases — 17.3 — — ( 307.3 ) — ( 290.0 )

7 unchanged sentences

Transfers to Redeemable non-controlling interests — — — — — ( 3.8 ) ( 3.8 )

Capital contributions and other — — — — — 6.0 6.0

Distributions to non-controlling interests — — — — — ( 193.5 ) ( 193.5 )

March 31, 2021 $ 0.6 $ 619.7 $ ( 73.8 ) $ 4,154.9 $ ( 2,050.2 ) $ 536.1 $ 3,187.3

June 30, 2021 $ 0.6 $ 539.3 $ ( 64.8 ) $ 4,263.4 $ ( 2,128.9 ) $ 548.3 $ 3,157.9

The accompanying notes are an integral part of the Consolidated Financial Statements.

2 unchanged sentences

(in millions)

For the Three Months Ended March 31,

For the Six Months Ended June 30,

Cash flow from (used in) operating activities:

12 unchanged sentences

Increase in receivables ( 92.5 ) ( 293.3 )

Decrease in other assets 10.8 11.2

Decrease in payables, accrued liabilities, and other liabilities ( 209.6 ) ( 72.6 )

Decrease (increase) in other assets 14.0 ( 15.0 )

(Decrease) increase in payables, accrued liabilities, and other liabilities ( 76.9 ) 234.4

Cash flow from operating activities 375.4 550.9

17 unchanged sentences

Cash and cash equivalents at beginning of period 539.6 1,039.7

Effect of deconsolidation of Affiliate sponsored investment products — ( 3.9 )

Cash and cash equivalents at end of period $ 681.6 $ 777.9

25 unchanged sentences

The following table summarizes the cost, gross unrealized gains, gross unrealized losses, and fair value of Investments in marketable securities:

2020 March 31,

2020 June 30,

Cost $ 69.4 $ 54.0

2 unchanged sentences

Fair value $ 74.9 $ 62.8

As of December 31, 2020 and March 31, 2021, Investments in marketable securities include consolidated Affiliate sponsored investment products with fair values of $ 52.3 million and $ 77.8 million, respectively.

As of December 31, 2020 and June 30, 2021, Investments in marketable securities include consolidated Affiliate sponsored investment products with fair values of $ 52.3 million and $ 19.7 million, respectively.

Other Investments

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Other investments consist of investments in funds advised by the Company’s Affiliates that are carried at NAV as a practical expedient and investments without readily determinable fair values.

The income or loss related to these investments is recorded in Investment and other income on the Consolidated Statements of Income.

Other investments consist of investments in funds advised by the Company’s Affiliates that are carried at net asset value (“NAV”) as a practical expedient and investments without readily determinable fair values.

The income or loss related to these investments is recorded in Investment and other income (expense) on the Consolidated Statements of Income.

Investments Measured at NAV as a Practical Expedient

1 unchanged sentence

The Company uses the NAV of these investments as a practical expedient for their fair values.

The following table summarizes the fair values of these investments and any related unfunded commitments:

December 31, 2020 March 31, 2021

The following table summarizes the fair value of these investments and any related unfunded commitments:

December 31, 2020 June 30, 2021

Category of Investment Fair Value Unfunded

10 unchanged sentences

Investments are generally redeemable on a daily, monthly, or quarterly basis.

(3) Fair value attributable to the controlling interest was $ 164.4 million and $ 191.1 million as of December 31, 2020 and March 31, 2021, respectively.

As of December 31, 2020 and March 31, 2021, the Company held investments without readily determinable fair values of $ 13.8 million, including an upward adjustment of $ 5.3 million based on an observable price change recognized during the fourth quarter of 2020.

(3) Fair value attributable to the controlling interest was $ 164.4 million and $ 202.3 million as of December 31, 2020 and June 30, 2021, respectively.

As of December 31, 2020 and June 30, 2021, the Company held investments without readily determinable fair values of $ 13.8 million, including an upward adjustment of $ 5.3 million based on an observable price change recognized during the fourth quarter of 2020.

Fair Value Measurements

23 unchanged sentences

The following table presents the changes in level 3 liabilities for Affiliate equity purchase obligations:

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Balance, beginning of period $ 115.1 $ 66.1 $ 19.8 $ 22.0

Net realized and unrealized (gains) losses (1)

( 2.4 ) 1.3 ( 3.9 ) 2.2

Purchases and issuances (2)

13.0 12.3 207.0 83.0

Settlements and reductions ( 52.4 ) ( 31.8 ) ( 149.6 ) ( 59.3 )

6 unchanged sentences

Quantitative Information About Level 3 Fair Value Measurements

December 31, 2020 March 31, 2021

December 31, 2020 June 30, 2021

Techniques Unobservable

12 unchanged sentences

Affiliate equity purchase obligations include agreements to purchase Affiliate equity.

As of March 31, 2021, there were no changes to growth or discount rates that had a significant impact to Affiliate equity purchase obligations recorded in prior periods.

As of June 30, 2021, there were no changes to growth or discount rates that had a significant impact to Affiliate equity purchase obligations recorded in prior periods.

Other Financial Assets and Liabilities Not Carried at Fair Value

4 unchanged sentences

The following table summarizes the Company’s other financial liabilities not carried at fair value:

December 31, 2020 March 31, 2021

December 31, 2020 June 30, 2021

Carrying Value Fair Value Carrying Value Fair Value Fair Value Hierarchy

Senior notes $ 1,097.3 $ 1,206.6 $ 1,097.6 $ 1,186.4 Level 2

Junior convertible securities 318.4 427.6 308.8 459.9 Level 2

Junior subordinated notes 565.7 623.1 565.8 593.0 Level 2

Junior convertible securities 318.4 427.6 304.5 468.2 Level 2

Investments in Affiliates and Affiliate Sponsored Investment Products

6 unchanged sentences

When the Company lacks such control, but is deemed to have significant influence, the Company accounts for the VRE under the equity method.

Other investments in which the Company does not have rights to exercise significant influence are recorded at fair value on the Consolidated Balance Sheets, with changes in fair value included in Investment and other income.

The Company consolidates VIEs when it is the primary beneficiary of the entity, which is defined as having the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE.

6 unchanged sentences

When an Affiliate is consolidated, the portion of the earnings attributable to Affiliate management’s equity ownership is included in Net income (non-controlling interests) in the Consolidated Statements of Income.

Undistributed earnings attributable to Affiliate managements’ equity ownership, along with their share of any tangible or intangible net assets, are presented within Non-controlling interests on the Consolidated Balance Sheets.

Affiliate equity interests where the holder has

Undistributed earnings attributable to Affiliate managements’ equity ownership, along with their share of any tangible or intangible net assets, are

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

certain rights to demand settlement are presented, at their current redemption values, as Redeemable non-controlling interests on the Consolidated Balance Sheets.

presented within Non-controlling interests on the Consolidated Balance Sheets.

Affiliate equity interests where the holder has certain rights to demand settlement are presented, at their current redemption values, as Redeemable non-controlling interests on the Consolidated Balance Sheets.

The Company periodically issues, sells, and purchases the equity of its consolidated Affiliates.

7 unchanged sentences

The unconsolidated assets, net of liabilities and non-controlling interests of Affiliates accounted for under the equity method considered VIEs, and the Company’s carrying value and maximum exposure to loss, were as follows:

December 31, 2020 March 31, 2021

December 31, 2020 June 30, 2021

Unconsolidated

5 unchanged sentences

Affiliates accounted for under the equity method $ 1,384.2 $ 1,962.1 $ 1,113.5 $ 2,009.6

As of December 31, 2020 and March 31, 2021, the carrying value and maximum exposure to loss for all of the Company’s Affiliates accounted for under the equity method was $ 2,074.8 million and $ 1,999.5 million, respectively, including Affiliates accounted for under the equity method considered VREs of $ 112.7 million and $ 108.6 million, respectively.

As of December 31, 2020 and June 30, 2021, the carrying value and maximum exposure to loss for all of the Company’s Affiliates accounted for under the equity method was $ 2,074.8 million and $ 2,119.1 million, respectively, including Affiliates accounted for under the equity method considered VREs of $ 112.7 million and $ 109.5 million, respectively.

Affiliate Sponsored Investment Products

4 unchanged sentences

As a result, the Company does not generally consolidate these products unless the Company’s or its consolidated Affiliate’s interest in the product is considered substantial.

When the Company’s or its consolidated Affiliates’ interests are considered substantial and the products are consolidated, the Company retains the specialized investment company accounting principles of the underlying products, and all of the underlying investments are carried at fair value in Investments in marketable securities in the Consolidated Balance Sheets, with corresponding changes in the investments’ fair values included in Investment and other income.

Purchases and sales of securities are presented within purchases and sales by consolidated Affiliate sponsored investment products in the Consolidated Statements of Cash Flows and the third-party investors’ interests are recorded in Redeemable non-controlling interests.

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

December 31, 2020 March 31, 2021

December 31, 2020 June 30, 2021

Unconsolidated

6 unchanged sentences

The following table summarizes the Company’s Debt:

2020 March 31,

2020 June 30,

Senior bank debt $ 349.8 $ 349.8

Senior notes 1,091.9 1,092.7

Junior convertible securities 314.0 304.6

Junior subordinated notes 556.4 556.4

Junior convertible securities 314.0 300.4

Debt $ 2,312.1 $ 2,299.3

The Company’s senior notes, junior convertible securities, and junior subordinated notes are carried at amortized cost.

The Company’s senior notes, junior subordinated notes, and junior convertible securities are carried at amortized cost.

Unamortized discounts and debt issuance costs are presented within the Consolidated Balance Sheets as an adjustment to the carrying value of the associated debt.

The table above does not include $ 200.0 million of junior subordinated notes issued by the Company on July 13, 2021, as more fully described below.

Senior Bank Debt

The Company has a $ 1.25 billion senior unsecured multicurrency revolving credit facility (the “revolver”) and a $ 350.0 million senior unsecured term loan facility (the “term loan” and, together with the revolver, the “credit facilities”).

On January 8, 2021, the Company amended and refinanced the term loan to adjust the marginal rate by 0.075 % to 0.950 % and to extend the maturity by three years .

The commercial terms of the term loan otherwise remained the same.

In January 2021, the Company amended the term loan to adjust the marginal rate by 0.075 % to 0.95 % and to extend the maturity by three years .

In June 2021, the Company further amended the term loan to reduce the marginal rate by 0.10 % to 0.85 %.

The commercial terms of the term loan otherwise remain the same.

The revolver matures on January 18, 2024, and the term loan, as amended, matures on January 18, 2026.

1 unchanged sentence

The Company pays interest on any outstanding obligations under the credit facilities at specified rates, based either on an applicable LIBOR or prime rate, plus a marginal rate determined based on its credit rating.

For the three months ended March 31, 2021, the interest rate for the Company’s borrowings under the term loan was LIBOR plus 0.950 %.

As of December 31, 2020 and March 31, 2021, the Company had no outstanding borrowings under the revolver.

For the three months ended June 30, 2021, the interest rate for the Company’s borrowings under the term loan was LIBOR plus 0.85 %.

As of December 31, 2020 and June 30, 2021, the Company had no outstanding borrowings under the revolver.

Senior Notes and Junior Subordinated Notes

As of June 30, 2021, the Company had senior notes and junior subordinated notes outstanding.

The carrying value of the senior notes and junior subordinated notes is accreted to the principal amount at maturity over the remaining life of the underlying instrument.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The principal terms of the senior notes and junior subordinated notes outstanding as of June 30, 2021 were as follows:

Senior Notes 2025

Senior Notes 2030

Senior Notes 2059

Junior Subordinated Notes 2060

Junior Subordinated Notes

Issue date February 2014 February 2015 June 2020 March 2019 September 2020

Maturity date February 2024 August 2025 June 2030 March 2059 September 2060

Par value (in millions) $ 400.0 $ 350.0 $ 350.0 $ 300.0 $ 275.0

Stated coupon 4.25 % 3.50 % 3.30 % 5.875 % 4.75 %

Coupon frequency Semi-annually Semi-annually Semi-annually Quarterly (3)

Quarterly (3)

Potential call date Any time (1)

March 2024 (2)

September 2025 (2)

Call price As defined (1)

As defined (1)

As defined (2)

__________________________

(1) The 2024, 2025, and 2030 senior notes may be redeemed, in whole or in part, at any time, in the case of the 2024 and 2025 senior notes, and at any time prior to March 15, 2030, in the case of the 2030 senior notes.

In each case, the senior notes may be redeemed at a make-whole redemption price plus accrued and unpaid interest.

The make-whole redemption price, in each case, is equal to the greater of 100 % of the principal amount of the notes to be redeemed and the remaining principal and interest payments on the notes being redeemed (excluding accrued but unpaid interest to, but not including, the redemption date) discounted to their present value as of the redemption date at the applicable treasury rate plus 0.25 %, in the case of the 2024 and the 2025 senior notes, and to their present value as of the redemption date on a semi-annual basis at the applicable treasury rate plus 0.40 %, in the case of the 2030 senior notes.

(2) The 2059 and 2060 junior subordinated notes may be redeemed at any time, in whole or in part, on or after March 30, 2024, in the case of the 2059 junior subordinated notes, and on or after September 30, 2025, in the case of the 2060 junior subordinated notes.

In each case, the junior subordinated notes may be redeemed at 100 % of the principal amount of the notes being redeemed plus any accrued and unpaid interest thereon.

Prior to the applicable redemption date, at the Company’s option, the applicable junior subordinated notes may also be redeemed, in whole but not in part, at 100 % of the principal amount, plus any accrued and unpaid interest, if certain changes in tax laws, regulations, or interpretations occur;

or at 102 % of the principal amount, plus any accrued and unpaid interest, if a rating agency makes certain changes relating to the equity credit criteria for securities with features similar to the applicable notes.

(3) The Company may, at its option, and subject to certain conditions and restrictions, defer interest payments subject to the terms of the junior subordinated notes.

On July 13, 2021, the Company issued $ 200.0 million of additional junior subordinated notes with a maturity date of September 30, 2061, (the “2061 junior subordinated notes”).

The 2061 junior subordinated notes bear interest at a fixed-rate of 4.20 % per annum.

The junior subordinated notes are listed on the New York Stock Exchange.

Interest is payable quarterly, commencing on September 30, 2021, and the Company has the right to defer interest payments in accordance with the terms of the notes.

The 2061 junior subordinated notes were issued at 100 % of the principal amount and rank junior and subordinate in right of payment and upon liquidation to all of the Company’s current and future senior indebtedness.

On or after September 30, 2026, at the Company’s option, the 2061 junior subordinated notes may be redeemed in whole or in part, at 100 % of the principal amount, plus any accrued and unpaid interest.

Prior to September 30, 2026, at the Company’s option, the 2061 junior subordinated notes may be redeemed in whole but not in part, at 100 % of the principal amount, plus any accrued and unpaid interest, if certain changes in tax laws, regulations, or interpretations occur;

Junior Convertible Securities

As of March 31, 2021, the Company had 5.15 % junior convertible trust preferred securities outstanding (the “junior convertible securities”) with a carrying value of $ 308.8 million.

As of June 30, 2021, the Company had 5.15 % junior convertible trust preferred securities outstanding (the “junior convertible securities”) with a carrying value of $ 304.5 million.

The carrying value is accreted to the principal amount at maturity ($ 409.8 million) over a remaining life of approximately 16 years.

1 unchanged sentence

Upon conversion, holders will receive cash or shares of the Company’s common stock, or a combination thereof, at the Company’s election.

The Company may redeem the junior convertible securities, subject to its stock trading at or above certain specified levels over specified times periods, and may also repurchase junior convertible securities in the open market or in privately negotiated transactions from time to time at management’s discretion.

In the first quarter of 2021, the Company paid $ 15.0 million to repurchase a portion of its junior convertible securities, resulting in reductions of $ 10.3 million and $ 2.9 million to Debt and Additional paid-in capital, respectively.

The Company may redeem the junior convertible securities, subject to its stock trading at or above certain specified levels over specified times periods, and may also repurchase junior convertible

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

securities in the open market or in privately negotiated transactions from time to time at management’s discretion.

During the six months ended June 30, 2021, the Company paid $ 22.8 million to repurchase a portion of its junior convertible securities, resulting in reductions of $ 15.4 million and $ 4.8 million to Debt and Additional paid-in capital, respectively.

As a result of these repurchases, the Company also reduced its Deferred income tax liability (net) by $ 4.9 million.

3 unchanged sentences

The net proceeds from the termination of the contracts are presented within sale of investment securities in the Consolidated Statements of Cash Flows.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company has an interest rate swap contract (the “interest rate swap”) with a large financial institution (the “swap counterparty”), which will expire in March 2023.

2 unchanged sentences

The terms of the contract also require the Company and the swap counterparty to post cash collateral in certain circumstances throughout the duration of the contract.

As of March 31, 2021, the Company held no cash collateral from the swap counterparty, and the swap counterparty held $ 1.6 million of cash collateral from the Company.

As of June 30, 2021, the Company held no cash collateral from the swap counterparty, and the swap counterparty held $ 1.6 million of cash collateral from the Company.

Certain of the Company’s Affiliates use forward foreign currency contracts to hedge the risk of foreign exchange rate movements, which are designated as cash flow hedges.

6 unchanged sentences

The following table summarizes the Company’s and its Affiliates’ derivative financial instruments measured at fair value on a recurring basis:

December 31, 2020 March 31, 2021

December 31, 2020 June 30, 2021

Assets Liabilities Assets Liabilities

3 unchanged sentences

The Company and certain of its consolidated Affiliates have entered into contracts that do not include set-off rights and are therefore presented on a gross basis in Other assets and Other liabilities;

they were $ 3.5 million and $ 4.2 million, respectively, as of December 31, 2020, and $ 1.9 million and $ 2.0 million, respectively, as of March 31, 2021.

they were $ 3.5 million and $ 4.2 million, respectively, as of December 31, 2020, and $ 1.6 million and $ 1.2 million, respectively, as of June 30, 2021.

The following table summarizes the effects of derivative financial instruments on the Consolidated Statements of Comprehensive Income and the Consolidated Statements of Income:

For the Three Months Ended March 31,

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the Three Months Ended June 30,

Loss Recognized in Other Comprehensive Income (Loss) Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain (Loss) Recognized in Earnings from Excluded Components (1)

Gain Recognized in Other Comprehensive Income Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain (Loss) Recognized in Earnings from Excluded Components (1)

Forward foreign currency contracts $ ( 0.5 ) $ 0.2 $ — $ 0.3 $ 0.5 $ —

Interest rate swap ( 1.2 ) — — 0.1 — —

Total $ ( 1.7 ) $ 0.2 $ — $ 0.4 $ 0.5 $ —

For the Six Months Ended June 30,

Gain (Loss) Recognized in Other Comprehensive Income (Loss) Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain Recognized in Earnings from Excluded Components (1)

7 unchanged sentences

(1) The excluded components of the forward foreign currency contracts were recognized in earnings on a straight-line basis over the respective period of the contracts as a reduction to Interest expense.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Commitments and Contingencies

3 unchanged sentences

The Company has committed to co-invest in certain Affiliate sponsored investment products.

As of March 31, 2021, these unfunded commitments were $ 127.7 million and may be called in future periods.

In addition, as of March 31, 2021, the Company was contingently liable to make payments of $ 118.0 million related to the achievement of specified financial targets by certain of its Affiliates accounted for under the equity method, of which $ 40.5 million may become payable in 2022 and $ 77.5 million may become payable from 2023 through 2025.

As of March 31, 2021, the Company expected to make payments of approximately $ 13 million.

As of June 30, 2021, these unfunded commitments were $ 128.5 million and may be called in future periods.

As of June 30, 2021, the Company was contingently liable to make payments of $ 188.0 million related to the achievement of specified financial targets by certain of its Affiliates accounted for under the equity method, of which $ 40.5 million may become payable in 2022 and $ 147.5 million may become payable from 2023 through 2029.

As of June 30, 2021, the Company expected to make payments of approximately $ 13 million.

In the event certain financial targets are not met at one of the Company’s Affiliates, the Company may receive payments of up to $ 12.5 million and also has the option to reduce its ownership interest and receive an incremental payment of $ 25.0 million.

3 unchanged sentences

In the fourth quarter of 2020, the Company was notified by the minority owner that it may elect to sell a 5 % interest in the Affiliate to the Company.

In the three months ended March 31, 2021, with the consent of the Company, the minority owner rescinded this notice.

As of March 31, 2021, the minority owner maintained a 14 % ownership interest in the Affiliate.

In the first quarter of 2021, with the consent of the Company, the

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

minority owner rescinded this notice.

As of June 30, 2021, the minority owner maintained a 14 % ownership interest in the Affiliate.

The Company and certain of its consolidated Affiliates operate under regulatory authorities that require the maintenance of minimum financial or capital requirements.

The Company’s management is not aware of any significant violations of such requirements.

In July 2021, the Company entered into a definitive agreement to acquire a majority equity interest in Parnassus Investments (“Parnassus”), an ESG-dedicated fund manager.

Following the close of the transaction, Parnassus partners will continue to hold a substantial portion of the equity of the business and direct its day-to-day operations.

The transaction, which is expected to close during the second half of 2021, is subject to customary closing conditions and regulatory approvals.

Goodwill and Acquired Client Relationships

2 unchanged sentences

Foreign currency translation 8.3

Balance, as of March 31, 2021 $ 2,666.2

Balance, as of June 30, 2021 $ 2,669.7

Acquired Client Relationships (Net)

7 unchanged sentences

Foreign currency translation 3.9 ( 3.5 ) 0.4 4.0 4.4

Balance, as of March 31, 2021 $ 1,168.0 $ ( 1,035.5 ) $ 132.5 $ 911.8 $ 1,044.3

Balance, as of June 30, 2021 $ 1,170.5 $ ( 1,046.7 ) $ 123.8 $ 913.0 $ 1,036.8

Definite-lived acquired client relationships at the Company’s consolidated Affiliates are amortized over their expected period of economic benefit.

The Company recorded amortization expense within Intangible amortization and impairments in the Consolidated Statements of Income for these relationships of $ 20.6 million and $ 7.5 million for the three months ended March 31, 2020 and 2021, respectively.

Based on relationships existing as of March 31, 2021, the Company estimates that its consolidated amortization expense will be approximately $ 23 million for the remainder of 2021, approximately $ 30 million in each of 2022 and 2023, approximately $ 20 million in each of 2024 and 2025, and approximately $ 10 million in 2026.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of March 31, 2021, no impairments of indefinite-lived acquired client relationships were indicated.

The Company recorded amortization expense within Intangible amortization and impairments in the Consolidated Statements of Income for these relationships of $ 20.6 million and $ 41.2 million for the three and six months ended June 30, 2020, respectively, and $ 8.9 million and $ 16.4 million for the three and six months ended June 30, 2021, respectively.

Based on relationships existing as of June 30, 2021, the Company estimates that its consolidated amortization expense will be approximately $ 15 million for the remainder of 2021, approximately $ 30 million in each of 2022 and 2023, approximately $ 15 million in 2024, and approximately $ 10 million in each of 2025 and 2026.

In the second quarter of 2020, the Company agreed with a consolidated Affiliate to strategically reposition their business and to sell its equity interest in the Affiliate.

The Company recorded an expense in Intangible amortization and impairments of $ 32.8 million attributable to the controlling interest ($ 60.3 million in aggregate) to reduce the carrying value of the Affiliate’s acquired client relationships to zero as of June 30, 2020.

In the third quarter of 2020, the Company sold its interest in the Affiliate.

As of June 30, 2021, no impairments of indefinite-lived acquired client relationships were indicated.

If financial markets become depressed for a prolonged period as a result of the novel coronavirus global pandemic (“COVID-19”) or other factors, the fair values of these assets could drop below their carrying values resulting in future impairments.

Equity Method Investments in Affiliates

In the first quarter of 2021, the Company completed its minority investment in Boston Common Asset Management LLC (“Boston Common”).

The majority of the consideration paid for Boston Common is deductible for U.S.

In the first and second quarters of 2021, the Company completed minority investments in Boston Common Asset Management LLC (“Boston Common”) and OCP Asia Limited (“OCP Asia”), respectively.

The majority of the consideration paid for both Boston Common and OCP Asia is deductible for U.S.

tax purposes over a 15 year life.

The Company’s purchase price allocation for the transaction was measured using financial models that included assumptions of expected market performance, net client cash flows, and discount rates.

The Company’s purchase price allocation for each investment was measured using financial models that included assumptions of expected market performance, net client cash flows, and discount rates.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The financial results of certain Affiliates accounted for under the equity method are recognized in the Consolidated Financial Statements one quarter in arrears.

2 unchanged sentences

Balance, as of December 31, 2020 $ 2,074.8

Investments in Affiliates 144.2

Earnings 153.7

2 unchanged sentences

Foreign currency translation 28.4

Investments in Affiliates 11.7

Other ( 3.8 )

Balance, as of March 31, 2021 $ 1,999.5

Balance, as of June 30, 2021 $ 2,119.1

Definite-lived acquired client relationships at the Company’s Affiliates accounted for under the equity method are amortized over their expected period of economic benefit.

The Company recognized amortization expense for these relationships of $ 39.3 million and $ 35.2 million for the three months ended March 31, 2020 and 2021, respectively.

Based on relationships existing as of March 31, 2021, the Company estimates the amortization expense attributable to its Affiliates will be approximately $ 85 million for the remainder of 2021, approximately $ 50 million in each of 2022, 2023, 2024, and 2025, and approximately $ 40 million in 2026.

The Company recognized amortization expense for these relationships of $ 36.9 million and $ 76.2 million for the three and six months ended June 30, 2020, respectively, and $ 29.3 million and $ 64.5 million for the three and six months ended June 30, 2021, respectively.

Based on relationships existing as of June 30, 2021, the Company estimates the amortization expense attributable to its Affiliates will be approximately $ 60 million for the remainder of 2021, approximately $ 80 million in each of 2022 and 2023, and approximately $ 50 million in each of 2024, 2025, and 2026.

In the first quarter of 2020, the Company recorded a $ 140.0 million expense to reduce the carrying value of an Affiliate to fair value.

2 unchanged sentences

Based on the discounted cash flow analysis, the Company concluded that the fair value of its investment had declined below its carrying value and that the decline was other-than-temporary.

As of March 31, 2021, the estimated fair values of the Company’s Affiliates accounted for under the equity method exceeded their carrying values.

As of June 30, 2021, the estimated fair values of the Company’s Affiliates accounted for under the equity method exceeded their carrying values.

If financial markets become depressed for a prolonged period as a result of COVID-19 or other factors, or the financial performance of an Affiliate worsens as a result of net client cash outflows or performance, regardless of the performance of financial markets, the fair values of these assets could drop below their carrying values for periods considered other-than-temporary, resulting in future impairments.

As of March 31, 2021, the Company was obligated to make payments of $ 104.4 million related to certain of its Affiliates accounted for under the equity method, of which $ 26.9 million is payable in 2021 and $ 77.5 million is payable in 2022.

On April 30, 2021, the Company completed a minority investment in OCP Asia Limited, a leading alternative manager in private markets, providing customized secured lending solutions across the Asia-Pacific region.

As of June 30, 2021, the Company was obligated to make payments of $ 104.4 million related to certain of its Affiliates accounted for under the equity method, of which, $ 26.9 million is payable in 2021 and $ 77.5 million is payable in 2022.

Related Party Transactions

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

A prior owner of one of the Company’s consolidated Affiliates retains interests in certain of the Affiliate’s private equity partnerships and, as a result, is a related party of the Company.

The prior owner’s interests are presented within Other liabilities and were $ 35.4 million and $ 33.3 million as of December 31, 2020 and March 31, 2021, respectively.

The prior owner’s interests are presented within Other liabilities and were $ 35.4 million and $ 32.8 million as of December 31, 2020 and June 30, 2021, respectively.

The Company may invest from time to time in funds or products advised by its Affiliates.

2 unchanged sentences

Affiliate management owners and the Company’s officers may serve as trustees or directors of certain investment vehicles from which the Company or an Affiliate earns fees.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company has related party transactions in association with its contingent payment arrangements and Affiliate equity transactions, as more fully described in Notes 9, 11, 14, and 15.

1 unchanged sentence

The following table presents share-based compensation expense:

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Share-based compensation $ 22.5 $ 13.6 $ 30.7 $ 23.3

1 unchanged sentence

As of December 31, 2020, the Company had unrecognized share-based compensation expense of $ 86.2 million.

As of March 31, 2021, the Company had unrecognized share-based compensation expense of $ 97.9 million, which will be recognized over a weighted average period of approximately three years (assuming no forfeitures).

As of June 30, 2021, the Company had unrecognized share-based compensation expense of $ 85.4 million, which will be recognized over a weighted average period of approximately three years (assuming no forfeitures).

Restricted Stock

6 unchanged sentences

Performance condition changes 0.0 110.02

Unvested units - March 31, 2021 1.1 93.36

For the three months ended March 31, 2020 and 2021, the Company granted restricted stock units with fair values of $ 30.5 million and $ 26.7 million, respectively.

Unvested units - June 30, 2021 1.1 93.52

For the six months ended June 30, 2020 and 2021, the Company granted restricted stock units with fair values of $ 30.5 million and $ 26.9 million, respectively.

These restricted stock units were valued based on the closing price of the Company’s common stock on the grant date and the number of shares expected to vest.

3 unchanged sentences

The following table summarizes transactions in the Company’s stock options:

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Stock Options Weighted Average

6 unchanged sentences

Performance condition changes — —

Unexercised options outstanding - March 31, 2021 2.8 81.62 4.9

Exercisable at March 31, 2021 0.4 127.49 1.4

For the three months ended March 31, 2020 and 2021, the Company granted stock options with fair values of $ 3.9 million and $ 0.8 million, respectively.

Stock options generally vest over a period of three years to five years and expire seven years after the grant date.

Unexercised options outstanding - June 30, 2021 2.7 79.66 5.0

Exercisable at June 30, 2021 0.2 136.09 1.6

For the six months ended June 30, 2020 and 2021, the Company granted stock options with fair values of $ 3.9 million and $ 1.8 million, respectively.

Stock options generally vest over a period of three years to five years and expire seven years after

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

the grant date.

All stock options have been granted with exercise prices equal to the closing price of the Company’s common stock on the grant date.

1 unchanged sentence

For awards with performance conditions, the number of stock options expected to vest may change over time depending upon the performance level achieved.

The weighted average fair value of options granted was $ 17.49 and $ 50.04 , per option, for the three months ended March 31, 2020 and 2021, respectively.

The weighted average fair value of options granted was $ 17.49 and $ 54.25 , per option, for the six months ended June 30, 2020 and 2021, respectively.

The Company uses the Black-Scholes option pricing model to determine the fair value of options.

The weighted average grant date assumptions used to estimate the fair value of stock options granted were as follows:

For the Three Months Ended March 31,

For the Six Months Ended June 30,

Dividend yield 1.7 % 0.0 %

11 unchanged sentences

The following table presents the changes in Redeemable non-controlling interests:

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Redeemable Non-controlling Interests

Balance, as of December 31, 2020 (1)

Increase attributable to consolidated Affiliate sponsored investment products 23.7

Decrease attributable to consolidated Affiliate sponsored investment products ( 14.4 )

Transfers to Other liabilities ( 83.0 )

1 unchanged sentence

Changes in redemption value 177.8

Balance, as of March 31, 2021 (1)

Balance, as of June 30, 2021 (1)

___________________________

(1) As of December 31, 2020 and March 31, 2021, Redeemable non-controlling interests include consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $ 35.4 million and $ 59.1 million, respectively.

(1) As of December 31, 2020 and June 30, 2021, Redeemable non-controlling interests include consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $ 35.4 million and $ 21.0 million, respectively.

Affiliate Equity

1 unchanged sentence

The Company’s Affiliates generally pay quarterly distributions to Affiliate equity holders.

Distributions paid to non-controlling interest Affiliate equity holders were $ 99.6 million and $ 102.6 million for the three months ended March 31, 2020 and 2021, respectively.

Distributions paid to non-controlling interest Affiliate equity holders were $ 171.7 million and $ 193.5 million, for the six months ended June 30, 2020 and 2021, respectively.

The Company periodically purchases Affiliate equity from and issues Affiliate equity to the Company’s consolidated Affiliate partners and its officers under agreements that provide the Company a conditional right to call and Affiliate equity holders the conditional right to put their Affiliate equity interests to the Company at certain intervals.

For Affiliates accounted for under the equity method, the Company does not typically have such put and call arrangements.

For the three months ended March 31, 2020 and 2021, the amount of cash paid for purchases was $ 96.5 million and $ 27.4 million, respectively.

For the three months ended March 31, 2020 and 2021, the total amount of cash received for issuances was $ 12.1 million and $ 12.4 million, respectively.

For Affiliates accounted

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

for under the equity method, the Company does not typically have such put and call arrangements.

For the six months ended June 30, 2020 and 2021, the amount of cash paid for purchases was $ 160.6 million and $ 62.4 million, respectively.

For the six months ended June 30, 2020 and 2021, the total amount of cash received for issuances was $ 17.1 million and $ 17.6 million, respectively.

Sales and purchases of Affiliate equity generally occur at fair value;

2 unchanged sentences

The following table presents Affiliate equity compensation expense:

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Controlling interest $ 5.1 $ 2.7 $ 7.9 $ 7.1

4 unchanged sentences

December 31, 2020 $ 35.9 4 years $ 109.7 5 years

March 31, 2021 36.6 4 years 109.5 5 years

June 30, 2021 49.1 5 years 109.2 5 years

The Company records amounts receivable from, and payable to, Affiliate equity holders in connection with the transfer of Affiliate equity interests that have not settled at the end of the period.

The total receivable was $ 9.6 million and $ 11.2 million as of December 31, 2020 and March 31, 2021, respectively, and was included in Other assets.

The total payable was $ 22.0 million and $ 66.1 million as of December 31, 2020 and March 31, 2021, respectively, and was included in Other liabilities.

The total receivable was $ 9.6 million and $ 8.6 million as of December 31, 2020 and June 30, 2021, respectively, and was included in Other assets.

The total payable was $ 22.0 million and $ 47.9 million as of December 31, 2020 and June 30, 2021, respectively, and was included in Other liabilities.

Effects of Changes in the Company’s Ownership in Affiliates

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company periodically acquires interests from, and transfers interests to, Affiliate equity holders.

2 unchanged sentences

While the Company presents the current redemption value of Affiliate equity within Redeemable non-controlling interests, with changes in the current redemption value increasing or decreasing the controlling interest’s equity over time, the following table presents the cumulative effect that ownership changes had on the controlling interest’s equity related only to Affiliate equity transactions that settled during the applicable periods:

For the Three Months Ended March 31,

Net income (loss) (controlling interest) $ ( 15.6 ) $ 149.9

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Net income (controlling interest) $ 30.7 $ 109.0 $ 15.1 $ 258.9

Decrease in controlling interest paid-in capital from Affiliate equity issuances — ( 17.0 ) ( 1.3 ) ( 17.5 )

1 unchanged sentence

Net income (loss) (controlling interest) including the net impact of Affiliate equity transactions $ 25.2 $ 83.8 $ ( 146.8 ) $ 185.4

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company’s consolidated income tax provision includes taxes attributable to the controlling interest and, to a lesser extent, taxes attributable to the non-controlling interests.

The following table presents the consolidated provision for income taxes:

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Controlling interest:

8 unchanged sentences

Income tax expense $ 3.3 $ 70.9 $ 5.5 $ 121.5

Income (loss) before income taxes (controlling interest) $ ( 15.4 ) $ 198.3

Income before income taxes (controlling interest) $ 31.8 $ 171.2 $ 16.3 $ 369.5

Effective tax rate (controlling interest) (1)

1 unchanged sentence

___________________________

(1) Taxes attributable to the controlling interest divided by income (loss) before income taxes (controlling interest).

For the three months ended March 31, 2021, the Company’s effective tax rate (controlling interest) was 24.4 % as compared to ( 1.0 )% for the three months ended March 31, 2020.

The lower tax rate in 2020 was primarily due to a loss before income taxes attributable to the controlling interest which offset the majority of the Company’s Income tax expense for the three months ended March 31, 2020.

(1) Taxes attributable to the controlling interest divided by income before income taxes (controlling interest).

The Company’s effective tax rate (controlling interest) increased to 36.3 % and 29.9 % for the three and six months ended June 30, 2021, respectively, primarily due to a $ 19.2 million deferred tax expense resulting from the revaluation of certain deferred tax liabilities due to an increase in the UK tax rate enacted during the second quarter of 2021, as well as a $ 5.5 million benefit related to uncertain tax positions and a $ 4.1 million benefit for a capital loss carried back to a fiscal year prior to the effective date of the Tax Cuts and Jobs Act in 2020 that did not reoccur.

Earnings Per Share

The calculation of Earnings (loss) per share (basic) is based on the weighted average number of shares of the Company’s common stock outstanding during the period.

Earnings (loss) per share (diluted) is similar to Earnings (loss) per share (basic), but adjusts for the dilutive effect of the potential issuance of incremental shares of the Company’s common stock.

The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings (loss) per share available to common stockholders:

The calculation of Earnings per share (basic) is based on the weighted average number of shares of the Company’s common stock outstanding during the period.

Earnings per share (diluted) is similar to Earnings per share (basic), but adjusts for the dilutive effect of the potential issuance of incremental shares of the Company’s common stock.

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the Three Months Ended March 31,

Net income (loss) (controlling interest) $ ( 15.6 ) $ 149.9

The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share available to common stockholders:

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Net income (controlling interest) $ 30.7 $ 109.0 $ 15.1 $ 258.9

Interest expense on junior convertible securities, net of taxes — 4.6 — 9.4

Net income (loss) (controlling interest), as adjusted $ ( 15.6 ) $ 154.6

Net income (controlling interest), as adjusted $ 30.7 $ 113.6 $ 15.1 $ 268.3

Average shares outstanding (basic) 47.2 41.6 47.5 42.1

3 unchanged sentences

Average shares outstanding (diluted) 47.3 44.6 47.6 45.0

Average shares outstanding (diluted) in the table above excludes stock options and restricted stock units that have not met certain performance conditions and items that have an anti-dilutive effect on Earnings (loss) per share (diluted).

The following is a summary of items excluded from the denominator in the table above:

For the Three Months Ended March 31,

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2021 2020 2021

Stock options and restricted stock units 3.2 0.3 3.2 0.3

2 unchanged sentences

Because it is the Company’s intention to settle these potential purchases in cash, the calculation of Average shares outstanding (diluted) excludes any potential dilutive effect from possible share settlements of Affiliate equity purchases.

For the three months ended March 31, 2021, the Company repurchased 1.6 million shares of its common stock, at an average price per share of $ 128.84 .

For the three and six months ended June 30, 2021, under its authorized share repurchase programs, the Company repurchased 0.5 million and 2.1 million shares of its common stock, respectively, at an average price per share of $ 158.83 and $ 135.92 , respectively.

Comprehensive Income

The following table presents the tax effects allocated to each component of Other comprehensive income (loss):

For the Three Months Ended March 31,

Pre-Tax Tax (Expense)

Benefit Net of Tax Pre-Tax Tax Expense Net of Tax

For the Three Months Ended June 30,

Pre-Tax Tax Benefit Net of Tax Pre-Tax Tax Expense Net of Tax

Foreign currency translation gain (loss) $ ( 23.9 ) $ 0.7 $ ( 23.2 ) $ 8.0 $ ( 0.5 ) $ 7.5

1 unchanged sentence

Other comprehensive income (loss) $ ( 25.5 ) $ 1.0 $ ( 24.5 ) $ 8.4 $ ( 0.5 ) $ 7.9

AFFILIATED MANAGERS GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the Six Months Ended June 30,

Pre-Tax Tax (Expense) Benefit Net of Tax Pre-Tax Tax Expense Net of Tax

Foreign currency translation gain (loss) $ ( 64.9 ) $ ( 11.2 ) $ ( 76.1 ) $ 37.6 $ ( 6.3 ) $ 31.3

Change in net realized and unrealized gain (loss) on derivative financial instruments ( 2.8 ) 0.5 ( 2.3 ) 1.0 ( 0.1 ) 0.9

Other comprehensive income (loss) $ ( 67.7 ) $ ( 10.7 ) $ ( 78.4 ) $ 38.6 $ ( 6.4 ) $ 32.2

The components of accumulated other comprehensive loss, net of taxes, were as follows:

6 unchanged sentences

Net other comprehensive income 31.3 0.9 32.2

Balance, as of March 31, 2021 $ ( 138.1 ) $ 0.2 $ ( 137.9 )

Balance, as of June 30, 2021 $ ( 130.6 ) $ 0.6 $ ( 130.0 )

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements