UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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)        March 28, 2006

 

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.)

 

 

 

600 Hale Street

 

 

Prides Crossing, Massachusetts

 

01965

(Address of Principal Executive Offices)

 

(Zip Code)

 

(617) 747-3300

(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))

 

 



 

ITEM 8.01             Other Events

 

On March 28, 2006, Affiliated Managers Group, Inc. (the “Company”) announced that it had entered into an agreement to sell convertible trust preferred securities in a private placement to certain qualified institutional investors in an offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). Pursuant to and in accordance with Rule 135c of the Securities Act, the Company is filing with this Current Report on Form 8-K the press release attached hereto as Exhibit 99.1. The securities have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.

 

In connection with the offering, the Board of Directors of the Company authorized a new stock repurchase program. Under the program, the Company may purchase up to 3,000,000 shares of its common stock from time to time in the open market, in privately negotiated transactions or through the purchase of structured derivative products. As part of this repurchase program, the Company purchased approximately 1,000,000 shares of its common stock in connection with the convertible trust preferred securities offering.

 

ITEM 9.01             Financial Statements and Exhibits

 

(d)                                 Exhibits.

 

 

Exhibit
No.

 

Description

 

 

 

 

 

99.1

 

Press Release of Affiliated Managers Group, Inc. dated March 28, 2006

 

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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:  April 3, 2006

 

 

By:

 /s/ John Kingston, III

 

 

 

Name:

John Kingston, III

 

 

Title:

Senior Vice President, General

 

 

 

Counsel and Secretary

 

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EXHIBIT INDEX

 

 

Exhibit
No.

 

Description

 

 

 

 

 

99.1

 

Press Release of Affiliated Managers Group, Inc. dated March 28, 2006

 

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