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United States securities and exchange commission logo
December 22, 2021
Thomas Wojcik
Chief Financial Officer
Affiliated Managers Group, Inc.
777 South Flagler Drive
West Palm Beach, Florida 33401
Re: Affiliated Managers
Group, Inc.
Form 10-K filed
February 19, 2021
Form 10-Q filed
November 5, 2021
File No. 001-13459
Dear Mr. Wojcik:
We have limited our review of your filings to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
December 31, 2020 Form 10-K
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of
Operations, page 20
1. We note your disclosure
on page 23 that you anticipate performance based fees will be a
recurring component of
your aggregate fees. We further note discussion in your
September 30, 2021
earnings conference call that you are continuing to grow that overall
AUM base that is
performance fee eligible and that you are bullish on the size of the
performance fee
opportunity. In future filings, please separately quantify the AUM base
that is performance fee
eligible for consolidated affiliates and affiliates accounted for
using the equity
method, and discuss the impact of performance based fees on financial
metrics and trends.
Please provide us your proposed disclosure.
Assets Under Management, page 21
2. In future filings,
please disclose information to provide investors with a meaningful
Thomas Wojcik
FirstName LastNameThomas Wojcik
Affiliated Managers Group, Inc.
Comapany22,
December NameAffiliated
2021 Managers Group, Inc.
December
Page 2 22, 2021 Page 2
FirstName LastName
understanding of the performance of your investment strategies and the
impact on AUM
and revenue. Please discuss any relevant benchmarks and the
performance against these
benchmarks. Please provide us your proposed disclosure.
3. We note you include client commitments in your AUM roll forwards. In
future filings,
please clarify if your affiliates receive fees from client
commitments. Please provide us
your proposed disclosure.
Results of Operations - Consolidated Revenue, page 24
4. In future filings, please quantify the amount of revenue related to
asset based fees,
performance based fees and any other significant revenue activity.
Please provide us your
proposed disclosure. Additionally, please tell us how you considered
whether to present
disaggregated revenue in the notes to your financial statements in
accordance with ASC
606-10-50-5.
Equity Method Loss (Net), page 25
5. Noting material amounts of equity method intangible amortization and
equity method
impairments, please revise your financial performance measures table
in future filings to
separately present these amounts. Please provide us your proposed
disclosure.
Note 1. Business and Summary of Significant Accounting Policies - (m) Revenue
Recognition,
page 49
6. We note your disclosure on page 7 that in the ordinary course of
business, your Affiliates
may reduce or waive fees on certain products for particular time
periods, to attract or
retain assets or for other reasons. In future filings, please quantify
these amounts, if
material, more clearly describe how these amounts impact the
contractual revenue or
income attributed to you, and disclose your accounting policies (e.g.
gross vs. net) for
these amounts. Please provide us your proposed disclosure.
7. We note your disclosure on page 11 that you may elect to defer or
forgo the receipt of
your share of an Affiliate s revenue or earnings, or to adjust any
expenses allocated to
you, to permit the Affiliate to fund expenses in light of
unanticipated changes in revenue
or operating expenses, with the aim of maximizing the long-term
benefits. In future
filings, please quantify these amounts, if material, and disclose your
accounting policies
for these amounts. Please provide us your proposed disclosure.
8. We note your disclosure on page 50 that consolidated revenue is
adjusted for any expense
reimbursement arrangements. In future filings, please quantify these
amounts, if material,
and tell us how you considered whether these amounts should be
presented on a gross
basis citing appropriating accounting guidance that supports your net
presentation. Please
provide us your proposed disclosure.
Thomas Wojcik
Affiliated Managers Group, Inc.
December 22, 2021
Page 3
Note 10. Equity Method Investments in Affiliates, page 59
9. In future filings, please disclose the name of each investee and
percentage of ownership of
common stock. Refer to ASC 323-50-3.a.1 for guidance. Please provide
us your
proposed disclosure.
10. We note that the carrying amount of equity method investments in
affiliates was $2,074.8
million at December 31, 2020 and the Company s share of
undistributed earnings from
equity method investments was $170.6 million at December 31, 2020. In
future filings,
please quantify each material item which creates the difference.
Please provide us your
proposed disclosure.
September 30, 2021 Form 10-Q
Note 4. Other Investments, page 9
11. We note your disclosure that you account for the majority of your
interests in private
equity funds under the equity method of accounting. We also note
disclosure on page 12
that you may consolidate affiliate sponsored investment products if
your interests are
considered substantial. In future filings, please separately quantify
investments accounted
for under the equity method and those accounted for using other
accounting methods.
Please clearly describe the relevance of NAV in your accounting for
each. Please ensure
your disclosure here and in MD&A clearly provides investors the
information necessary
to understand the activity and investments driving the recognition of
the material amounts
of investment and other income. Please provide us your proposed
disclosure.
12. Please tell us the accounting guidance that supports your accounting
policy to consolidate
affiliate sponsored investment products if your interests are
considered substantial.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Mike Volley, Staff Accountant, at 202-551-3437 or Amit
Pande,
Accounting Branch Chief, at 202-551-3423 with any questions.
FirstName LastNameThomas Wojcik Sincerely,
Comapany NameAffiliated Managers Group, Inc.
Division of
Corporation Finance
December 22, 2021 Page 3 Office of Finance
FirstName LastName