| ITEM 1.01 |
Entry into a Material Definitive Agreement.
|
On October 25, 2021, Affiliated Managers Group, Inc. (the
“Company”) entered into (i) that certain Second Amended and
Restated Credit Agreement (the “Revolving Credit Agreement”),
providing for a $1.25 billion senior unsecured multicurrency
revolving credit facility maturing on October 23, 2026, with
Bank of America, N.A., as administrative agent, letter of credit
issuer and swingline lender, and the other lending institutions
from time to time party thereto, which amended and restated the
Company’s existing Amended and Restated Credit Agreement, dated as
of January 18, 2019, and (ii) that certain Fourth Amended
and Restated Term Credit Agreement (the “Term Credit Agreement”
and, together with the Revolving Credit Agreement, the “Credit
Agreements”), providing for a continuation of our $350 million
senior unsecured term loan credit facility maturing on
October 23, 2026, with Bank of America, N.A., as
administrative agent, and the other lending institutions from time
to time party thereto. Subject to certain conditions, the Company
may increase the commitments under the (i) Revolving Credit
Agreement by up to $500 million and (ii) Term Credit
Agreement by up to $75 million.
Borrowings under the Revolving Credit Agreement may be used for
working capital and other general corporate purposes, including
investments in new and existing Affiliates, repayments of senior
debt, repurchases of the Company’s common stock, and the payment of
cash dividends on the Company’s common stock.
Certain of the lenders under the Credit Agreements and their
affiliates have provided, and may in the future provide, investment
banking, underwriting, trust, or other advisory or commercial
services to the Company and its subsidiaries and Affiliates.
The Credit Agreements contain financial covenants with respect to
leverage and interest coverage, as well as customary affirmative
and negative covenants, including limitations on priority
indebtedness, asset dispositions and fundamental corporate changes,
and certain customary events of default which could result in an
acceleration of amounts due. Many of these conditions and
restrictions are subject, however, to certain minimum thresholds
and exceptions. The Credit Agreements also contain customary LIBOR
succession provisions.
This description is a summary and is qualified in its entirety by
reference to the full texts of the Revolving Credit Agreement and
the Term Credit Agreement, which are attached to this Current
Report on Form 8-K as
Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated
by reference as though fully set forth herein.
| ITEM 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet
Arrangement of a Registrant.
|
The information contained in Item 1.01 of this Current Report on
Form 8-K is incorporated
herein by reference.
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