The information in this preliminary prospectus supplement and the accompanying
prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where the
offer or sale thereof is not permitted.
Filed Pursuant to Rule
424(b)(5)
Registration No. 333-230423
Subject to completion, dated July 8, 2021
PROSPECTUS SUPPLEMENT
(To Prospectus dated March 21, 2019)
AFFILIATED MANAGERS GROUP, INC.
$
% Junior Subordinated Notes due 2061
We are offering
$ million aggregate principal amount of % Junior Subordinated Notes due 2061 (the Notes). The Notes will bear interest at a fixed rate
of % per year. Interest will be payable quarterly in arrears on March 30, June 30, September 30 and December 30 of each year, beginning on September 30, 2021, subject to our
right to defer interest payments as described below. The Notes will be issued in registered form and in denominations of $25.00 and integral multiples of $25.00 in excess thereof. The Notes will mature
on , 2061.
We may defer interest payments on
the Notes on one or more occasions for up to 20 consecutive quarterly periods per deferral period as described in this prospectus supplement. Deferred interest payments will accrue additional interest at a rate equal to the interest rate then
applicable to the Notes, compounded quarterly, to the extent permitted by applicable law.
We may redeem the Notes at our option at the
times and the prices described in this prospectus supplement.
The Notes will be our unsecured, junior subordinated obligations and will
rank junior and subordinate in right of payment to all our current and future senior indebtedness on the terms set forth in the indenture pursuant to which the Notes will be issued. The Notes are a new issue of securities with no established trading
market. We intend to apply to list the Notes on the New York Stock Exchange. If the application is approved, we expect trading in the Notes to begin within 30 days after the date that the Notes are first issued.
See Risk Factors beginning on page S-7 of this prospectus supplement and the section entitled
Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2020 which is incorporated by reference into this prospectus supplement for a discussion of certain risks that
you should consider in connection with an investment in the Notes.
Neither the
Securities and Exchange Commission (SEC) nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement and the accompanying prospectus. Any
representation to the contrary is a criminal offense.
|
|
|
|
|
|
|
|
|
|
|
Per Note
|
|
|
Total (3)
|
|
Initial public offering price (1)
|
|
|
%
|
|
|
$
|
|
|
Underwriting discount (2)
|
|
|
%
|
|
|
$
|
|
|
Proceeds to Affiliated Managers Group, Inc. (before expenses) (2)
|
|
|
%
|
|
|
$
|
|
|
(1)
|
Plus accrued interest from and
including , 2021 if settlement occurs after that date.
|
(2)
|
The underwriting discount will be $ per Note for sales to
institutions and, to the extent of such institutional sales, the total underwriting discount will be less than the amount set forth in the above table. As a result of sales to institutions, the total proceeds to us before estimated expenses will be
$ .
|
(3)
|
Assumes no exercise of the underwriters over-allotment option described below.
|
The underwriters will have the option to purchase up to an additional $ million aggregate
principal amount of Notes for 30 days after the date of this prospectus supplement in order to cover over-allotments, if any. Should the underwriters exercise this option in full, the total initial public offering price, underwriting discount
and proceeds to us (before estimated expenses) will be $ million, $ million and $ million, respectively
(assuming no option sales are made to institutions).
The underwriters expect to deliver the Notes to purchasers through the book-entry
delivery system of The Depository Trust Company (DTC) and its participants, including Euroclear Bank SA/NV, as operator of the Euroclear System (Euroclear), and Clearstream Banking, S.A. (Clearstream) on or
about , 2021, which is the U.S.
business day following the date of this prospectus supplement (such settlement being referred to as T+ ). See UnderwritingSettlement in this prospectus supplement.
Joint Book-Running Managers
|
|
|
|
|
|
|
Wells Fargo Securities
|
|
BofA Securities
|
|
Morgan Stanley
|
|
RBC Capital Markets
|
The date of this prospectus supplement
is , 2021