UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-09521
AMG FUNDS
(Exact name of registrant as specified in charter)
680 Washington Boulevard, Suite 500, Stamford, Connecticut 06901
(Address of principal executive offices) (Zip code)
AMG Funds LLC
680 Washington Boulevard, Suite 500, Stamford, Connecticut 06901
(Name and address of agent for service)
Registrant’s telephone number, including area code: (203) 299-3500
Date of fiscal year end: DECEMBER 31
Date of reporting period: JANUARY 1, 2023 – JUNE 30, 2023
(Semi-Annual Shareholder Report)
Item 1. | Reports to Shareholders |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds |
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| | June 30, 2023 | | |
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| | AMG GW&K ESG Bond Fund |
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| | Class N: MGFIX | Class I: MGBIX |
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| | AMG GW&K Enhanced Core Bond ESG Fund |
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| | Class N: MFDAX | Class I: MFDSX | Class Z: MFDYX |
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| | AMG GW&K High Income Fund |
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| | Class N: MGGBX | Class I: GWHIX |
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| | AMG GW&K Municipal Bond Fund |
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| | Class N: GWMTX | Class I: GWMIX |
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| | AMG GW&K Municipal Enhanced Yield Fund |
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| | Class N: GWMNX | Class I: GWMEX | Class Z: GWMZX |
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amgfunds.com | | | 063023 | | SAR088 |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
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AMG GW&K ESG Bond Fund | | |
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Based on Actual Fund Return |
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Class N | | 0.68% | | $1,000 | | $1,029 | | $3.42 |
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Class I | | 0.48% | | $1,000 | | $1,030 | | $2.42 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 0.68% | | $1,000 | | $1,021 | | $3.41 |
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Class I | | 0.48% | | $1,000 | | $1,022 | | $2.41 |
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AMG GW&K Enhanced Core Bond ESG Fund |
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Based on Actual Fund Return |
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Class N | | 0.73% | | $1,000 | | $1,025 | | $3.67 |
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Class I | | 0.56% | | $1,000 | | $1,027 | | $2.81 |
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Class Z | | 0.48% | | $1,000 | | $1,027 | | $2.41 |
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Based on Hypothetical 5% Annual Return | | |
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Class N | | 0.73% | | $1,000 | | $1,021 | | $3.66 |
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Class I | | 0.56% | | $1,000 | | $1,022 | | $2.81 |
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Class Z | | 0.48% | | $1,000 | | $1,022 | | $2.41 |
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AMG GW&K High Income Fund |
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Based on Actual Fund Return |
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Class N | | 0.84% | | $1,000 | | $1,037 | | $4.24 |
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Class I | | 0.64% | | $1,000 | | $1,038 | | $3.23 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 0.84% | | $1,000 | | $1,021 | | $4.21 |
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Class I | | 0.64% | | $1,000 | | $1,022 | | $3.21 |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* | |
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AMG GW&K Municipal Bond Fund | |
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Based on Actual Fund Return | | | | |
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Class N | | 0.73% | | $1,000 | | $1,019 | | | $3.66 | |
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Class I | | 0.39% | | $1,000 | | $1,021 | | | $1.95 | |
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Based on Hypothetical 5% Annual Return | |
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Class N | | 0.73% | | $1,000 | | $1,021 | | | $3.66 | |
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Class I | | 0.39% | | $1,000 | | $1,023 | | | $1.96 | |
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AMG GW&K Municipal Enhanced Yield Fund | |
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Based on Actual Fund Return | |
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Class N | | 0.99% | | $1,000 | | $1,059 | | | $5.05 | |
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Class I | | 0.64% | | $1,000 | | $1,060 | | | $3.27 | |
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Class Z | | 0.59% | | $1,000 | | $1,060 | | | $3.01 | |
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Based on Hypothetical 5% Annual Return | |
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Class N | | 0.99% | | $1,000 | | $1,020 | | | $4.96 | |
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Class I | | 0.64% | | $1,000 | | $1,022 | | | $3.21 | |
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Class Z | | 0.59% | | $1,000 | | $1,022 | | | $2.96 | |
* | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365. |
2
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| | Fund Performance (unaudited) Periods ended June 30, 2023 |
The table below shows the average annual total returns for the periods indicated for each Fund, as well as each Fund’s relative index for the same time periods ended June 30, 2023.
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Average Annual Total Returns1 | | Six Months* | | | One Year | | | Five Years | | | Ten Years | | | Since Inception | | | Inception Date | |
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AMG GW&K ESG Bond Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23 | |
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Class N | | | 2.86% | | | | 0.89% | | | | 1.02% | | | | 2.09% | | | | 7.10% | | | | 06/01/84 | |
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Class I | | | 2.96% | | | | 1.14% | | | | 1.22% | | | | 2.24% | | | | 1.89% | | | | 04/01/13 | |
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Bloomberg U.S. Aggregate Bond Index29 | | | 2.09% | | | | (0.94%) | | | | 0.77% | | | | 1.52% | | | | 6.37% | | | | 06/01/84 | † |
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AMG GW&K Enhanced Core Bond ESG Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18 | |
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Class N | | | 2.53% | | | | (0.50%) | | | | 1.14% | | | | 1.45% | | | | 4.40% | | | | 01/02/97 | |
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Class I | | | 2.72% | | | | (0.32%) | | | | 1.34% | | | | 1.62% | | | | 1.38% | | | | 11/30/12 | |
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Class Z | | | 2.65% | | | | (0.25%) | | | | 1.39% | | | | 1.70% | | | | 4.75% | | | | 01/02/97 | |
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Bloomberg U.S. Aggregate Bond Index29 | | | 2.09% | | | | (0.94%) | | | | 0.77% | | | | 1.52% | | | | 4.20% | | | | 01/02/97 | † |
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AMG GW&K High Income Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 24, 25 | | | | | |
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Class N | | | 3.65% | | | | 7.79% | | | | 3.69% | | | | 2.71% | | | | 4.59% | | | | 03/25/94 | |
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Class I | | | 3.75% | | | | 8.00% | | | | — | | | | — | | | | 0.19% | | | | 03/15/21 | |
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Bloomberg U.S. High Yield 1-5 Year Ba Index30 | | | 3.55% | | | | 7.63% | | | | 3.85% | | | | 4.15% | | | | 6.39% | | | | 03/25/94 | �� |
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AMG GW&K Municipal Bond Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 26 | | | | | |
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Class N | | | 1.94% | | | | 3.58% | | | | 1.40% | | | | 2.03% | | | | 3.05% | | | | 06/30/09 | |
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Class I | | | 2.10% | | | | 3.99% | | | | 1.74% | | | | 2.40% | | | | 3.48% | | | | 06/30/09 | |
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Bloomberg 10-Year Municipal Bond Index31 | | | 2.16% | | | | 4.03% | | | | 2.29% | | | | 2.92% | | | | 3.80% | | | | 06/30/09 | † |
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AMG GW&K Municipal Enhanced Yield Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 15, 26, 27, 28 | |
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Class N | | | 5.87% | | | | 4.13% | | | | 1.05% | | | | 3.21% | | | | 4.62% | | | | 07/27/09 | |
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Class I | | | 6.00% | | | | 4.39% | | | | 1.40% | | | | 3.62% | | | | 3.77% | | | | 12/30/05 | |
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Class Z | | | 6.03% | | | | 4.45% | | | | 1.46% | | | | — | | | | 2.39% | | | | 02/24/17 | |
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Bloomberg U.S. Municipal Bond BAA Index32 | | | 4.45% | | | | 4.10% | | | | 2.47% | | | | 3.48% | | | | 4.67% | | | | 07/27/09 | † |
The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.
Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Funds and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money.
Distributed by AMG Distributors, Inc., member FINRA/SIPC.
† | Date reflects the inception date of the Fund, not the index. |
1 | Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain |
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distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. dollars ($). 2 From time to time, the Fund’s investment manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. 3 The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk. 4 Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. 5 Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund. 6 The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The distribution amount paid by the Fund will vary and generally depends on the amount of income the Fund earns (less expenses) on its portfolio holdings, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains arising from its investments may reduce its distribution level. 7 During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall. |
8 Inflation risk is the risk that the value of assets or income from investments will be worth less in the future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. Recently, inflation levels have been at their highest point in nearly 40 years, and the U.S. Federal Reserve has begun an aggressive campaign to raise certain benchmark interest rates in an effort to combat inflation. As such, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the |
3
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| | Fund Performance Periods ended June 30, 2023 (continued) |
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prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio. 9 The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss. 10 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. 11 Factors unique to the municipal bond market may negatively affect the value of municipal bonds. 12 A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates. 13 The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments. 14 The issuer of bonds or other debt securities may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest or principal payments or otherwise honor its obligations. 15 Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments. 16 Because applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than financial performance, the Fund’s investment returns may underperform funds that do not incorporate ESG factors into their investment process. The incorporation of ESG criteria into the investment process may affect the Fund’s investment exposure to certain companies, sectors, regions, countries or types of investments, which could negatively impact the Fund’s performance depending on whether such investments are in or out of favor. Applying ESG criteria to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by the Subadviser or any judgment exercised by the Subadviser will improve the financial performance of the Fund or reflect the beliefs or values of any particular investor. ESG standards differ by region and industry, and a company’s ESG practices or | | the Subadviser’s assessment of a company’s ESG practices may change over time. 17 Obligations issued by some U.S. Government agencies, authorities, instrumentalities, or sponsored enterprises such as Government National Mortgage Association (“GNMA”) are backed by the full faith and credit of the U.S. Government, while obligations issued by others, such as Federal National Mortgage Association (“FNMA”), Federal Home Loan Mortgage Corporation (“FHLMC”), and Federal Home Loan Banks (“FHLBs”), are not backed by the full faith and credit of the U.S. Government and are backed solely by the entity’s own resources or by the ability of the entity to borrow from the U.S. Treasury. If one of these agencies defaults on a loan, there is no guarantee that the U.S. Government will provide financial support. 18 Investments in asset-backed and mortgage-backed securities involve risk of severe credit downgrades, loss due to prepayments that occur earlier or later than expected, illiquidity and default. 19 Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. dollar investment when converted back to U.S. dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. dollar. 20 Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility. 21 Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties. 22 Because exchange-traded funds incur their own costs, investing in them could result in a higher cost to the investor. 23 As of March 19, 2021, the Fund’s subadviser was changed to GW&K Investment Management, LLC. Prior to March 19, 2021, the Fund was known as the AMG Managers Loomis Sayles Bond Fund and had different principal investment strategies and corresponding risks. Performance shown for periods prior to March 19, 2021, reflects the performance and investment strategies of the Fund’s previous subadviser, Loomis, Sayles & Company, L.P. The Fund’s past performance would have been different if the Fund were managed by the current subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund. | | 24 As of December 4, 2020, the Fund’s subadviser was changed to GW&K Investment Management, LLC. Prior to December 4, 2020, the Fund was known as the AMG Managers Global Income Opportunity Fund, and had different principal investment strategies and corresponding risks. Performance shown for periods prior to December 4, 2020, reflects the performance and investment strategies of the Fund’s previous subadviser, Loomis, Sayles & Company, L.P. The Fund’s past performance would have been different if the Fund were managed by the current subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund. 25 Investing in restricted securities (including, without limitation, Rule 144A securities) may reduce the liquidity of the Fund’s investments in the event that an adequate trading market does not exist for these securities. Limitations on the resale of restricted securities could adversely affect the marketability of the securities, and the Fund may be unable to sell the security at the desired time or price, if at all. The purchase price and subsequent valuation of restricted securities normally reflect a discount, which may be significant, from the market price of comparable unrestricted securities for which a liquid trading market exists. 26 Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. 27 The issuer of bonds or other debt securities or a counterparty to a derivatives contract may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest, principal or settlement payments or otherwise honor its obligations. 28 The use of derivatives involves costs, the risk that the value of derivatives may not correlate perfectly with their underlying assets, rates or indices, liquidity risk, and the risk of mispricing or improper valuation. The use of derivatives may not succeed for various reasons, and the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses. 29 The Bloomberg U.S. Aggregate Bond Index is an index of the U.S. investment-grade fixed-rate bond market, including both government and corporate bonds. Unlike the Fund, the Bloomberg U.S. Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses. 30 The Bloomberg U.S. High Yield Ba 1-5 Year Index, a subset of the Bloomberg High Yield Index, is an unmanaged index comprised of fixed rate, publicly issued, non-investment grade debt registered with the Securities and Exchange Commission (SEC) where the middle rating of Moody’s, S&P and Fitch is BB and |
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| | Fund Performance Periods ended June 30, 2023 (continued) |
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maturities range from 1 to 5 years. Unlike the Fund, the Bloomberg U.S. High Yield Ba 1-5 Year Index is unmanaged, is not available for investment and does not incur expenses. 31 The Bloomberg 10-Year Municipal Bond Index is the 10 Year (8-12) component of the Municipal Bond Index. It is a rules based, market-value-weighted index engineered for the tax-exempt bond market. The Index tracks general obligation bonds, revenue bonds, insured bonds, and prerefunded bonds rated Baa3/BBB- or higher by at least two of the ratings agencies: Moody’s, S&P, Fitch. Unlike the Fund, the Bloomberg 10-Year Municipal Bond Index is | | unmanaged, is not available for investment and does not incur expenses. 32 The Bloomberg U.S. Municipal Bond BAA Index is a subset of the Bloomberg U.S. Municipal Bond Index with an index rating of Baa1, Baa2, or Baa3. The Bloomberg U.S. Municipal Bond Index is a rules-based, market-value-weighted index engineered for the long-term, tax-exempt bond market. Unlike the Fund, the Bloomberg U.S. Municipal Bond BAA Index is unmanaged, is not available for investment and does not incur expenses. “Bloomberg®” and any Bloomberg index described herein are service marks of Bloomberg Finance L.P. | | and its affiliates, including Bloomberg Index Services Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by AMG Funds LLC. Bloomberg is not affiliated with AMG Funds LLC, and Bloomberg does not approve, endorse, review, or recommend the fund described herein. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to such fund. Not FDIC insured, nor bank guaranteed. May lose value. |
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| | AMG GW&K ESG Bond Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
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Category | | % of Net Assets |
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Corporate Bonds and Notes | | | | 53.2 | |
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U.S. Government and Agency Obligations | | | | 37.4 | |
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Municipal Bonds | | | | 6.4 | |
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Foreign Government Obligations | | | | 1.0 | |
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Short-Term Investments | | | | 3.8 | |
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Other Assets, less Liabilities | | | | (1.8 | ) |
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Rating | | % of Market Value1
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U.S. Government and Agency Obligations | | | | 38.1 | |
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Aaa/AAA | | | | 2.5 | |
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Aa/AA | | | | 9.0 | |
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A | | | | 9.0 | |
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Baa/BBB | | | | 23.3 | |
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Ba/BB | | | | 18.1 | |
1 | Includes market value of long-term fixed-income securities only. |
TOP TEN HOLDINGS
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Security Name | | % of Net Assets |
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U.S. Treasury Bonds, 2.250%, 05/15/41 | | 3.2 |
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FHLMC, 3.000%, 04/01/51 | | 3.1 |
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U.S. Treasury Bonds, 1.875%, 02/15/51 | | 2.3 |
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FNMA, 3.500%, 08/01/49 | | 2.2 |
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FNMA, 3.500%, 02/01/35 | | 2.1 |
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U.S. Treasury Bonds, 3.125%, 05/15/48 | | 2.0 |
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FNMA, 3.500%, 02/01/47 | | 2.0 |
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FHLMC, 3.500%, 02/01/50 | | 1.8 |
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FNMA, 2.000%, 04/01/51 | | 1.8 |
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FHLMC, 4.500%, 12/01/48 | | 1.7 |
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Top Ten as a Group | | 22.2 |
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Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
6
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| | AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
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| | Principal Amount | | | Value | |
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Corporate Bonds and Notes - 53.2% | | | | | |
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Financials - 10.8% | | | | | | | | |
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AerCap Ireland Capital DAC/AerCap Global Aviation Trust (Ireland) 1.650%, 10/29/24 | | $ | 5,300,000 | | | | $4,980,460 | |
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American Express Co.
| | | | | | | | |
(3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/261,2,3 | | | 1,195,000 | | | | 991,850 | |
| | |
American Tower Corp. 4.400%, 02/15/26 | | | 1,900,000 | | | | 1,841,230 | |
| | |
Bank of America Corp. | | | | | | | | |
(3.559% to 04/23/26 then 3 month SOFR + 1.322%), 3.559%, 04/23/271,3 | | | 3,272,000 | | | | 3,102,090 | |
MTN, (4.330% to 03/15/49 then 3 month SOFR + 1.782%), 4.330%, 03/15/501,3 | | | 2,775,000 | | | | 2,386,407 | |
| | |
The Bank of New York Mellon Corp. | | | | | | | | |
Series G, (4.700% to 09/20/25 then U.S. Treasury Yield Curve CMT 5 year + 4.358%), 4.700%, 09/20/251,2,3 | | | 4,300,000 | | | | 4,176,375 | |
| | |
Citigroup, Inc. | | | | | | | | |
Series P, (5.950% to 05/15/25 then 3 month SOFR + 4.167%), 5.950%, 05/15/251,2,3 | | | 1,550,000 | | | | 1,486,494 | |
| | |
Crown Castle, Inc. 4.000%, 03/01/27 | | | 2,300,000 | | | | 2,186,172 | |
| | |
First-Citizens Bank & Trust Co. 6.125%, 03/09/28 | | | 2,825,000 | | | | 2,786,826 | |
| | |
The Goldman Sachs Group, Inc. 6.750%, 10/01/37 | | | 1,850,000 | | | | 1,989,756 | |
| | |
JPMorgan Chase & Co.
| | | | | | | | |
(1.470% to 09/22/26 then SOFR + 0.765%), 1.470%, 09/22/271,3 | | | 5,429,000 | | | | 4,792,849 | |
| | |
Morgan Stanley 3.950%, 04/23/27 | | | 2,200,000 | | | | 2,083,031 | |
(4.431% to 01/23/29 then 3 month SOFR + 1.890%), 4.431%, 01/23/301,3 | | | 2,948,000 | | | | 2,804,832 | |
| | |
SBA Communications Corp. 3.875%, 02/15/27 | | | 3,700,000 | | | | 3,408,463 | |
| | |
SLM Corp. 3.125%, 11/02/26 | | | 3,365,000 | | | | 2,910,725 | |
4.200%, 10/29/25 | | | 838,000 | | | | 778,542 | |
| | |
Starwood Property Trust, Inc. 4.750%, 03/15/254 | | | 1,700,000 | | | | 1,606,943 | |
| | |
Wells Fargo & Co., MTN
| | | | | | | | |
(2.879% to 10/30/29 then 3 month SOFR + 1.432%), 2.879%, 10/30/301,3 | | | 3,435,000 | | | | 2,966,757 | |
| | |
Weyerhaeuser Co. 6.875%, 12/15/33 | | | 2,600,000 | | | | 2,824,785 | |
| | |
Total Financials | | | | | | | 50,104,587 | |
| | |
Industrials - 40.1% | | | | | | | | |
| | |
Advocate Health & Hospitals Corp. 4.272%, 08/15/48 | | | 1,700,000 | | | | 1,497,849 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
AECOM 5.125%, 03/15/27 | | $ | 1,650,000 | | | $ | 1,596,491 | |
| | |
Air Products and Chemicals, Inc. 2.700%, 05/15/40 | | | 2,450,000 | | | | 1,827,158 | |
4.800%, 03/03/33 | | | 1,621,000 | | | | 1,635,575 | |
| | |
Alcoa Nederland Holding, B.V. (Netherlands) 4.125%, 03/31/294,5 | | | 5,150,000 | | | | 4,602,812 | |
| | |
Anheuser-Busch InBev Worldwide, Inc. 4.375%, 04/15/38 | | | 2,200,000 | | | | 2,036,928 | |
| | |
Aramark Services, Inc. 5.000%, 02/01/285 | | | 3,120,000 | | | | 2,940,725 | |
| | |
Ashtead Capital, Inc. 1.500%, 08/12/265 | | | 3,536,000 | | | | 3,089,697 | |
| | |
AT&T, Inc. 4.300%, 02/15/30 | | | 2,200,000 | | | | 2,088,295 | |
| | |
Ball Corp. 2.875%, 08/15/30 | | | 3,875,000 | | | | 3,216,743 | |
| | |
Broadcom Corp./Broadcom Cayman Finance, Ltd. 3.875%, 01/15/27 | | | 2,819,000 | | | | 2,688,173 | |
| | |
CCO Holdings LLC/CCO Holdings Capital Corp. 5.500%, 05/01/265 | | | 2,000,000 | | | | 1,950,063 | |
| | |
Celanese US Holdings LLC 6.050%, 03/15/25 | | | 4,585,000 | | | | 4,566,267 | |
| | |
Centene Corp. 3.375%, 02/15/30 | | | 3,650,000 | | | | 3,136,956 | |
| | |
Cisco Systems, Inc. 5.500%, 01/15/40 | | | 1,650,000 | | | | 1,754,499 | |
| | |
Clean Harbors, Inc. 4.875%, 07/15/275 | | | 2,520,000 | | | | 2,412,969 | |
| | |
Clearwater Paper Corp. 4.750%, 08/15/285 | | | 1,950,000 | | | | 1,716,312 | |
| | |
Cogent Communications Group, Inc. 3.500%, 05/01/265 | | | 3,365,000 | | | | 3,121,037 | |
| | |
Comcast Corp. 4.650%, 02/15/334 | | | 3,717,000 | | | | 3,689,922 | |
| | |
CommonSpirit Health 3.347%, 10/01/29 | | | 1,950,000 | | | | 1,715,513 | |
| | |
Crown Americas LLC/Crown Americas Capital Corp. V 4.250%, 09/30/26 | | | 3,350,000 | | | | 3,172,416 | |
| | |
Dell International LLC/EMC Corp. 8.100%, 07/15/36 | | | 972,000 | | | | 1,137,200 | |
| | |
Dell, Inc. 7.100%, 04/15/284 | | | 2,750,000 | | | | 2,957,845 | |
| | |
Delta Air Lines, Inc. 7.375%, 01/15/264 | | | 3,100,000 | | | | 3,231,694 | |
| | |
Discovery Communications LLC 3.950%, 03/20/28 | | | 2,047,000 | | | | 1,903,158 | |
| | |
Eastman Chemical Co. 5.750%, 03/08/33 | | | 4,810,000 | | | | 4,804,179 | |
The accompanying notes are an integral part of these financial statements.
7
| | |
| | AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
Industrials - 40.1% (continued) | | | | | |
| | |
FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/275 | | | $3,000,000 | | | | $2,793,748 | |
| | |
The Ford Foundation Series 2020, 2.415%, 06/01/50 | | | 2,725,000 | | | | 1,809,023 | |
| | |
Freeport-McMoRan, Inc. 4.625%, 08/01/30 | | | 2,961,000 | | | | 2,790,002 | |
| | |
Graphic Packaging International LLC 3.500%, 03/01/295 | | | 2,850,000 | | | | 2,492,140 | |
| | |
Hasbro, Inc. 3.900%, 11/19/29 | | | 3,120,000 | | | | 2,819,358 | |
| | |
HB Fuller Co. 4.250%, 10/15/28 | | | 3,400,000 | | | | 3,026,136 | |
| | |
HCA, Inc. 3.500%, 09/01/30 | | | 3,050,000 | | | | 2,673,476 | |
| | |
Hilton Domestic Operating Co., Inc. 4.875%, 01/15/30 | | | 3,600,000 | | | | 3,356,712 | |
| | |
The Home Depot, Inc. 5.875%, 12/16/36 | | | 1,600,000 | | | | 1,741,885 | |
| | |
Howmet Aerospace, Inc. 6.875%, 05/01/25 | | | 2,000,000 | | | | 2,031,802 | |
| | |
Jacobs Engineering Group, Inc. 5.900%, 03/01/33 | | | 4,293,000 | | | | 4,211,783 | |
| | |
KB Home 4.800%, 11/15/29 | | | 1,222,000 | | | | 1,120,820 | |
| | |
6.875%, 06/15/27 | | | 1,751,000 | | | | 1,777,150 | |
| | |
Kraft Heinz Foods Co. 4.625%, 10/01/39 | | | 2,730,000 | | | | 2,466,776 | |
| | |
Lamar Media Corp. 4.875%, 01/15/29 | | | 3,250,000 | | | | 3,022,500 | |
| | |
Merck & Co., Inc. 1.900%, 12/10/28 | | | 6,710,000 | | | | 5,859,480 | |
| | |
Microsoft Corp. 2.525%, 06/01/50 | | | 2,450,000 | | | | 1,694,777 | |
| | |
MSCI, Inc. 3.250%, 08/15/335 | | | 2,015,000 | | | | 1,622,798 | |
| | |
Mueller Water Products, Inc. 4.000%, 06/15/295 | | | 3,000,000 | | | | 2,661,864 | |
| | |
Murphy Oil USA, Inc. 4.750%, 09/15/29 | | | 3,250,000 | | | | 2,983,727 | |
| | |
Newell Brands, Inc. 4.700%, 04/01/266 | | | 3,400,000 | | | | 3,193,791 | |
| | |
Novelis Corp. 3.250%, 11/15/265 | | | 3,175,000 | | | | 2,873,908 | |
| | |
Owens Corning 7.000%, 12/01/366 | | | 1,800,000 | | | | 1,968,889 | |
| | |
Parker-Hannifin Corp. 3.250%, 06/14/29 | | | 1,900,000 | | | | 1,728,073 | |
| | |
Penske Automotive Group, Inc. 3.500%, 09/01/25 | | | 2,000,000 | | | | 1,900,993 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/265 | | | $3,100,000 | | | | $3,043,046 | |
| | |
PulteGroup, Inc. 6.000%, 02/15/35 | | | 2,050,000 | | | | 2,072,667 | |
| | |
SK Hynix, Inc. (South Korea) 2.375%, 01/19/315 | | | 3,000,000 | | | | 2,314,234 | |
| | |
Sonoco Products Co. 2.850%, 02/01/32 | | | 3,682,000 | | | | 3,066,741 | |
| | |
Sysco Corp. 2.400%, 02/15/30 | | | 4,475,000 | | | | 3,811,447 | |
| | |
Teleflex, Inc. 4.250%, 06/01/285 | | | 3,350,000 | | | | 3,061,043 | |
| | |
Tenet Healthcare Corp. 4.875%, 01/01/26 | | | 3,250,000 | | | | 3,165,466 | |
| | |
Toll Brothers Finance Corp. 4.875%, 03/15/27 | | | 3,250,000 | | | | 3,146,868 | |
| | |
Travel + Leisure Co. 5.650%, 04/01/246 | | | 2,700,000 | | | | 2,669,067 | |
| | |
Twilio, Inc. 3.625%, 03/15/29 | | | 600,000 | | | | 510,450 | |
| | |
3.875%, 03/15/314 | | | 2,694,000 | | | | 2,243,064 | |
| | |
United Parcel Service, Inc. 6.200%, 01/15/38 | | | 1,500,000 | | | | 1,676,724 | |
| | |
United Rentals North America, Inc. 3.875%, 02/15/314 | | | 3,650,000 | | | | 3,160,165 | |
| | |
Verizon Communications, Inc. 3.875%, 02/08/29 | | | 4,908,000 | | | | 4,603,141 | |
| | |
VF Corp. 2.950%, 04/23/304 | | | 2,100,000 | | | | 1,725,140 | |
| | |
VMware, Inc. 3.900%, 08/21/27 | | | 3,200,000 | | | | 3,033,682 | |
| | |
Walgreens Boots Alliance, Inc. 4.800%, 11/18/44 | | | 2,520,000 | | | | 2,077,896 | |
| | |
Walmart, Inc. 4.050%, 06/29/48 | | | 1,850,000 | | | | 1,705,510 | |
| | |
WESCO Distribution, Inc. 7.125%, 06/15/255 | | | 1,600,000 | | | | 1,616,856 | |
| | |
Western Digital Corp. 4.750%, 02/15/26 | | | 1,916,000 | | | | 1,825,024 | |
| | |
Yum! Brands, Inc. 3.625%, 03/15/31 | | | 3,550,000 | | | | 3,066,934 | |
| | |
Total Industrials | | | | | | | 186,707,252 | |
| | |
Utilities - 2.3% | | | | | | | | |
| | |
Dominion Energy, Inc. | | | | | | | | |
Series B, (4.650% to 12/15/24 then U.S. Treasury Yield Curve CMT 5 year + 2.993%), 4.650%, 12/15/241,2,3 | | | 3,750,000 | | | | 3,371,625 | |
| | |
National Rural Utilities Cooperative Finance Corp. 1.350%, 03/15/31 | | | 4,635,000 | | | | 3,537,069 | |
The accompanying notes are an integral part of these financial statements.
8
| | |
| | AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
Utilities - 2.3% (continued) | | | | | |
| | |
Northern States Power Co. 2.900%, 03/01/50 | | | $5,365,000 | | | | $3,695,519 | |
| | |
Total Utilities | | | | | | | 10,604,213 | |
| | |
Total Corporate Bonds and Notes (Cost $274,989,913) | | | | | | | 247,416,052 | |
| | |
Municipal Bonds - 6.4% | | | | | | | | |
| | |
California Health Facilities Financing Authority 4.190%, 06/01/37 | | | 3,500,000 | | | | 3,268,385 | |
| | |
California State General Obligation, School Improvements, Build America Bonds 7.550%, 04/01/39 | | | 2,300,000 | | | | 2,897,548 | |
| | |
Commonwealth of Massachusetts, Series B 4.110%, 07/15/31 | | | 3,660,000 | | | | 3,554,263 | |
| | |
Dallas Fort Worth International Airport, Series A 4.507%, 11/01/51 | | | 1,000,000 | | | | 930,659 | |
| | |
JobsOhio Beverage System, Series A 2.833%, 01/01/38 | | | 3,700,000 | | | | 2,953,063 | |
| | |
Los Angeles Unified School District, School Improvements, Build America Bonds 5.750%, 07/01/34 | | | 3,225,000 | | | | 3,420,401 | |
| | |
Massachusetts School Building Authority, Series B, 1.753%, 08/15/30 | | | 4,500,000 | | | | 3,794,196 | |
| | |
New Jersey Economic Development Authority, Pension Funding, Series A (National Insured) 7.425%, 02/15/29 | | | 3,550,000 | | | | 3,812,979 | |
| | |
Port Authority of New York & New Jersey 6.040%, 12/01/29 | | | 2,000,000 | | | | 2,137,757 | |
| | |
University of California, Series BI 1.697%, 05/15/29 | | | 3,650,000 | | | | 3,085,996 | |
| | |
Total Municipal Bonds (Cost $34,650,519) | | | | | | | 29,855,247 | |
| |
U.S. Government and Agency Obligations - 37.4% | | | | | |
| | |
Fannie Mae - 16.0% | | | | | | | | |
| | |
FNMA | | | | | | | | |
2.000%, 04/01/51 | | | 9,998,710 | | | | 8,186,695 | |
3.500%, 02/01/35 to 02/01/51 | | | 37,487,174 | | | | 35,098,445 | |
4.000%, 07/01/44 to 01/01/51 | | | 22,705,472 | | | | 21,672,804 | |
4.500%, 05/01/48 to 06/01/49 | | | 6,533,647 | | | | 6,428,361 | |
5.000%, 05/01/50 | | | 2,981,116 | | | | 2,967,008 | |
| | |
Total Fannie Mae | | | | | | | 74,353,313 | |
| | |
Freddie Mac - 8.5% | | | | | | | | |
| | |
FHLMC | | | | | | | | |
2.000%, 03/01/36 | | | 8,211,937 | | | | 7,297,741 | |
3.000%, 04/01/51 | | | 16,077,802 | | | | 14,182,711 | |
3.500%, 02/01/50 | | | 9,100,201 | | | | 8,426,779 | |
4.500%, 10/01/48 to 12/01/48 | | | 9,551,934 | | | | 9,354,477 | |
| | |
Total Freddie Mac | | | | | | | 39,261,708 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
U.S. Treasury Obligations - 12.9% | | | | | |
U.S. Treasury Bonds | | | | | | | | |
1.250%, 05/15/50 | | | $4,625,000 | | | | $2,600,659 | |
1.875%, 02/15/51 | | | 15,997,000 | | | | 10,592,389 | |
2.250%, 05/15/41 | | | 19,559,000 | | | | 15,063,486 | |
2.500%, 02/15/46 | | | 2,096,000 | | | | 1,613,347 | |
3.125%, 05/15/48 | | | 10,968,000 | | | | 9,461,185 | |
3.500%, 02/15/39 | | | 7,727,000 | | | | 7,402,225 | |
5.000%, 05/15/37 | | | 2,221,000 | | | | 2,514,849 | |
| | |
U.S. Treasury Notes | | | | | | | | |
3.500%, 02/15/33 | | | 4,529,000 | | | | 4,411,529 | |
4.000%, 02/29/28 | | | 6,530,000 | | | | 6,481,790 | |
| | |
Total U.S. Treasury Obligations | | | | | | | 60,141,459 | |
| |
Total U.S. Government and Agency Obligations (Cost $204,003,839) | | | | 173,756,480 | |
| |
Foreign Government Obligation - 1.0% | | | | | |
| | |
The Korea Development Bank (South Korea) 0.500%, 10/27/23 (Cost $4,551,148) | | | 4,550,000 | | | | 4,473,290 | |
| | |
Short-Term Investments - 3.8% | | | | | | | | |
| |
Joint Repurchase Agreements - 2.7%7 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,565,117 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $1,595,746) | | | 1,564,457 | | | | 1,564,457 | |
| | |
Cantor Fitzgerald Securities, Inc., dated 06/30/23, due 07/03/23, 5.080% total to be received $2,123,856 (collateralized by various U.S. Government Agency Obligations, 0.000% - 7.500%, 10/13/23 - 02/20/73, totaling $2,165,416) | | | 2,122,957 | | | | 2,122,957 | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $3,131,385 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $3,192,666) | | | 3,130,065 | | | | 3,130,065 | |
| | |
Santander U.S. Capital Markets LLC, dated 06/30/23, due 07/03/23, 5.140% total to be received $3,068,778 (collateralized by various U.S. Government Agency Obligations, 2.130% - 6.464%, 09/25/24 - 04/20/71, totaling $3,128,813) | | | 3,067,464 | | | | 3,067,464 | |
| | |
State of Wisconsin Investment Board, dated 06/30/23, due 07/03/23, 5.150% total to be received $2,635,078 (collateralized by various U.S. Treasuries, 0.125% - 3.875%, 07/15/25 - 02/15/51, totaling $2,686,690) | | | 2,633,948 | | | | 2,633,948 | |
| |
Total Joint Repurchase Agreements | | | | 12,518,891 | |
The accompanying notes are an integral part of these financial statements.
9
| | |
| | AMG GW&K ESG Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
Repurchase Agreements - 1.1% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $5,184,116 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $5,285,741) | | $ | 5,182,000 | | | | $5,182,000 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $17,700,891) | | | | | | | 17,700,891 | |
| | | | | | | | |
| | | | | Value | |
| | |
Total Investments - 101.8% | | | | | | | | |
(Cost $535,896,310) | | | | | | | $473,201,960 | |
| |
Other Assets, less Liabilities - (1.8)% | | | | (8,401,743 | ) |
| | |
Net Assets - 100.0% | | | | | | | $464,800,217 | |
1 | Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at June 30, 2023. Rate will reset at a future date. |
2 | Perpetuity Bond. The date shown represents the next call date. |
3 | Variable rate security. The rate shown is based on the latest available information as of June 30, 2023. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above. |
4 | Some of these securities, amounting to $18,075,876 or 3.9% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
5 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $42,313,252 or 9.1% of net assets. |
6 | Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term. |
7 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
| | |
CMT | | Constant Maturity Treasury |
FHLMC | | Freddie Mac |
FNMA | | Fannie Mae |
MTN | | Medium-Term Note |
National Insured | | National Public Finance Guarantee Corp. |
SOFR | | Secured Overnight Financing Rate |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Corporate Bonds and Notes† | | | — | | | $ | 247,416,052 | | | | — | | | $ | 247,416,052 | |
| | | | |
Municipal Bonds† | | | — | | | | 29,855,247 | | | | — | | | | 29,855,247 | |
| | | | |
U.S. Government and Agency Obligations† | | | — | | | | 173,756,480 | | | | — | | | | 173,756,480 | |
| | | | |
Foreign Government Obligation† | | | — | | | | 4,473,290 | | | | — | | | | 4,473,290 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 12,518,891 | | | | — | | | | 12,518,891 | |
| | | | |
Repurchase Agreements | | | — | | | | 5,182,000 | | | | — | | | | 5,182,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | $ | 473,201,960 | | | | — | | | $ | 473,201,960 | |
| | | | | | | | | | | | | | | | |
† | All corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligation held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligation by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments. |
The accompanying notes are an integral part of these financial statements.
10
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | | |
Category | | % of Net Assets |
| |
U.S. Government and Agency Obligations | | | | 50.8 | |
| |
Corporate Bonds and Notes | | | | 40.3 | |
| |
Municipal Bonds | | | | 6.6 | |
| |
Foreign Government Obligations | | | | 0.8 | |
| |
Short-Term Investments | | | | 3.0 | |
| |
Other Assets, less Liabilities | | | | (1.5 | ) |
| | | | | |
Rating | | % of Market Value1 |
| |
U.S. Government and Agency Obligations | | | | 51.5 | |
| |
Aaa/AAA | | | | 3.5 | |
| |
Aa/AA | | | | 6.6 | |
| |
A | | | | 8.9 | |
| |
Baa/BBB | | | | 18.9 | |
| |
Ba/BB | | | | 10.6 | |
1 | Includes market value of long-term fixed-income securities only. |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
U.S. Treasury Bonds, 2.250%, 05/15/41 | | 3.1 |
| |
U.S. Treasury Bonds, 3.500%, 02/15/39 | | 3.0 |
| |
U.S. Treasury Bonds, 1.875%, 02/15/51 | | 2.8 |
| |
FNMA, 4.000%, 10/01/43 | | 2.1 |
| |
FHLMC, 5.500%, 06/01/53 | | 2.0 |
| |
FNMA, 4.500%, 09/01/46 | | 1.9 |
| |
Freddie Mac Multifamily Structured Pass Through Certificates, Series K133, Class A2, 2.096%, 09/25/31 | | 1.9 |
| |
FNMA, 3.500%, 02/01/47 | | 1.8 |
| |
U.S. Treasury Bonds, 3.125%, 05/15/48 | | 1.7 |
| |
FHLMC, 3.000%, 03/01/51 | | 1.7 |
| | |
| |
Top Ten as a Group | | 22.0 |
| | |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
11
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| |
Corporate Bonds and Notes - 40.3% | | | | | |
| | |
Financials - 11.5% | | | | | | | | |
| | |
AerCap Ireland Capital DAC/AerCap Global Aviation Trust (Ireland) 1.650%, 10/29/24 | | | $450,000 | | | | $422,869 | |
| | |
Air Lease Corp. 2.875%, 01/15/26 | | | 268,000 | | | | 247,910 | |
| | |
American Express Co. | | | | | | | | |
(3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/261,2,3 | | | 480,000 | | | | 398,400 | |
| | |
Bank of America Corp. | | | | | | | | |
MTN, (4.330% to 03/15/49 then 3 month SOFR + 1.782%), 4.330%, 03/15/501,3 | | | 375,000 | | | | 322,488 | |
| | |
The Bank of New York Mellon Corp. | | | | | | | | |
Series I, (3.750% to 12/20/26 then U.S. Treasury Yield Curve CMT 5 year + 2.630%), 3.750%, 12/20/261,2,3 | | | 121,000 | | | | 99,371 | |
Series G, (4.700% to 09/20/25 then U.S. Treasury Yield Curve CMT 5 year + 4.358%), 4.700%, 09/20/251,2,3 | | | 206,000 | | | | 200,078 | |
| | |
Citigroup, Inc. | | | | | | | | |
Series P, (5.950% to 05/15/25 then 3 month SOFR + 4.167%), 5.950%, 05/15/251,2,3 | | | 150,000 | | | | 143,854 | |
| | |
Crown Castle, Inc. 4.300%, 02/15/29 | | | 280,000 | | | | 263,255 | |
| | |
First-Citizens Bank & Trust Co. 6.125%, 03/09/28 | | | 275,000 | | | | 271,284 | |
| | |
The Goldman Sachs Group, Inc. 3.500%, 04/01/25 | | | 216,000 | | | | 207,488 | |
Series O, (5.300% to 11/10/26 then 3 month SOFR + 4.096%), 5.300%, 11/10/261,2,3,4 | | | 203,000 | | | | 195,895 | |
| | |
JPMorgan Chase & Co. | | | | | | | | |
(1.470% to 09/22/26 then SOFR + 0.765%), 1.470%, 09/22/271,3 | | | 448,000 | | | | 395,505 | |
| | |
Morgan Stanley | | | | | | | | |
(4.431% to 01/23/29 then 3 month SOFR + 1.890%), 4.431%, 01/23/301,3 | | | 435,000 | | | | 413,874 | |
| | |
SBA Communications Corp. 3.875%, 02/15/27 | | | 210,000 | | | | 193,453 | |
| | |
SLM Corp. 3.125%, 11/02/26 | | | 265,000 | | | | 229,225 | |
| | |
Starwood Property Trust, Inc. 5.500%, 11/01/235 | | | 106,000 | | | | 105,084 | |
| | |
Wells Fargo & Co., MTN | | | | | | | | |
(2.879% to 10/30/29 then 3 month SOFR + 1.432%), 2.879%, 10/30/301,3 | | | 475,000 | | | | 410,250 | |
| | |
Total Financials | | | | | | | 4,520,283 | |
| | |
Industrials - 28.1% | | | | | | | | |
| | |
AECOM 5.125%, 03/15/27 | | | 208,000 | | | | 201,255 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Air Products and Chemicals, Inc. 4.800%, 03/03/33 | | $ | 256,000 | | | $ | 258,302 | |
| | |
Alcoa Nederland Holding, B.V. (Netherlands) 4.125%, 03/31/294,5 | | | 480,000 | | | | 429,000 | |
Aramark Services, Inc. 5.000%, 02/01/285 | | | 217,000 | | | | 204,531 | |
| | |
Ashtead Capital, Inc. 1.500%, 08/12/265 | | | 308,000 | | | | 269,125 | |
| | |
Ball Corp. 2.875%, 08/15/30 | | | 203,000 | | | | 168,516 | |
| | |
Bath & Body Works, Inc. 6.694%, 01/15/27 | | | 59,000 | | | | 59,314 | |
| | |
Celanese US Holdings LLC 6.050%, 03/15/25 | | | 356,000 | | | | 354,545 | |
| | |
Charter Communications Operating LLC/Charter Communications Operating Capital 4.908%, 07/23/25 | | | 387,000 | | | | 379,510 | |
| | |
Clean Harbors, Inc. 4.875%, 07/15/275 | | | 205,000 | | | | 196,293 | |
| | |
Clearwater Paper Corp. 4.750%, 08/15/285 | | | 244,000 | | | | 214,759 | |
| | |
Cogent Communications Group, Inc. 3.500%, 05/01/265 | | | 262,000 | | | | 243,005 | |
| | |
Comcast Corp. 4.150%, 10/15/28 | | | 221,000 | | | | 214,122 | |
4.650%, 02/15/334 | | | 100,000 | | | | 99,271 | |
| | |
CommonSpirit Health 3.347%, 10/01/29 | | | 438,000 | | | | 385,331 | |
| | |
Crown Americas LLC/Crown Americas Capital Corp. V 4.250%, 09/30/26 | | | 277,000 | | | | 262,316 | |
| | |
Dell, Inc. 7.100%, 04/15/28 | | | 324,000 | | | | 348,488 | |
| | |
Delta Air Lines, Inc. 4.375%, 04/19/28 | | | 67,000 | | | | 62,976 | |
| | |
Eastman Chemical Co. 5.750%, 03/08/33 | | | 395,000 | | | | 394,522 | |
| | |
Fiserv, Inc. 4.200%, 10/01/28 | | | 383,000 | | | | 366,838 | |
| | |
FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/275 | | | 67,000 | | | | 62,394 | |
| | |
The Ford Foundation | | | | | | | | |
Series 2020, 2.415%, 06/01/50 | | | 513,000 | | | | 340,561 | |
| | |
Freeport-McMoRan, Inc. 4.625%, 08/01/30 | | | 181,000 | | | | 170,547 | |
| | |
Graphic Packaging International LLC 4.750%, 07/15/275 | | | 60,000 | | | | 57,046 | |
| | |
HB Fuller Co. 4.250%, 10/15/28 | | | 71,000 | | | | 63,193 | |
| | |
HCA, Inc. 3.500%, 09/01/30 | | | 207,000 | | | | 181,446 | |
The accompanying notes are an integral part of these financial statements.
12
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Industrials - 28.1% (continued) | | | | | | | | |
| | |
Hillenbrand, Inc. 5.000%, 09/15/266 | | | $60,000 | | | | $58,806 | |
| | |
Hilton Domestic Operating Co., Inc. 4.875%, 01/15/30 | | | 222,000 | | | | 206,997 | |
| | |
Howmet Aerospace, Inc. 5.900%, 02/01/27 | | | 166,000 | | | | 167,335 | |
| | |
Jacobs Engineering Group, Inc. 5.900%, 03/01/33 | | | 365,000 | | | | 358,095 | |
| | |
KB Home 4.800%, 11/15/29 | | | 181,000 | | | | 166,013 | |
| | |
Kraft Heinz Foods Co. 4.250%, 03/01/31 | | | 396,000 | | | | 376,701 | |
| | |
Lamar Media Corp. 3.750%, 02/15/28 | | | 65,000 | | | | 59,166 | |
| | |
Merck & Co., Inc. 1.900%, 12/10/28 | | | 429,000 | | | | 374,623 | |
| | |
Meritage Homes Corp. 5.125%, 06/06/27 | | | 60,000 | | | | 57,648 | |
| | |
Methanex Corp. (Canada) 5.125%, 10/15/27 | | | 67,000 | | | | 62,374 | |
| | |
Microsoft Corp. 2.525%, 06/01/50 | | | 489,000 | | | | 338,264 | |
| | |
MSCI, Inc. 3.250%, 08/15/335 | | | 198,000 | | | | 159,461 | |
| | |
Mueller Water Products, Inc. 4.000%, 06/15/295 | | | 65,000 | | | | 57,674 | |
| | |
Murphy Oil USA, Inc. 4.750%, 09/15/29 | | | 70,000 | | | | 64,265 | |
5.625%, 05/01/27 | | | 155,000 | | | | 150,805 | |
| | |
Novelis Corp. 3.250%, 11/15/265 | | | 195,000 | | | | 176,508 | |
| | |
Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/265 | | | 159,000 | | | | 156,079 | |
| | |
PulteGroup, Inc. 5.000%, 01/15/27 | | | 317,000 | | | | 312,308 | |
| | |
Sealed Air Corp. 4.000%, 12/01/275 | | | 65,000 | | | | 59,328 | |
| | |
Sonoco Products Co. 2.850%, 02/01/32 | | | 454,000 | | | | 378,137 | |
| | |
Sysco Corp. 2.400%, 02/15/30 | | | 465,000 | | | | 396,050 | |
| | |
Teleflex, Inc. 4.250%, 06/01/285 | | | 70,000 | | | | 63,962 | |
| | |
Tenet Healthcare Corp. 4.875%, 01/01/26 | | | 195,000 | | | | 189,928 | |
| | |
United Rentals North America, Inc. 3.875%, 02/15/314 | | | 200,000 | | | | 173,160 | |
| | |
Verizon Communications, Inc. 3.875%, 02/08/29 | | | 419,000 | | | | 392,974 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
WESCO Distribution, Inc. 7.250%, 06/15/285 | | | $150,000 | | | | $153,008 | |
| | |
Total Industrials | | | | | | | 11,096,875 | |
| | |
Utilities - 0.7% | | | | | | | | |
| | |
National Rural Utilities Cooperative Finance Corp. 1.350%, 03/15/31 | | | 362,000 | | | | 276,250 | |
| | |
Total Corporate Bonds and Notes (Cost $17,429,845) | | | | | | | 15,893,408 | |
| | |
Municipal Bonds - 6.6% | | | | | | | | |
| | |
California Health Facilities Financing Authority 4.190%, 06/01/37 | | | 225,000 | | | | 210,110 | |
| | |
California State General Obligation, School Improvements, Build America Bonds 7.550%, 04/01/39 | | | 510,000 | | | | 642,500 | |
| | |
Commonwealth of Massachusetts, Series B 4.110%, 07/15/31 | | | 300,000 | | | | 291,333 | |
| | |
County of Miami-Dade FL Aviation Revenue Series C, 4.280%, 10/01/41 | | | 460,000 | | | | 411,127 | |
| | |
Los Angeles Unified School District, School Improvements, Build America Bonds 5.750%, 07/01/34 | | | 390,000 | | | | 413,630 | |
| | |
Massachusetts School Building Authority, Series B, 1.753%, 08/15/30 | | | 448,000 | | | | 377,733 | |
| | |
University of California, University & College Improvements, Series BD 3.349%, 07/01/29 | | | 265,000 | | | | 245,593 | |
| | |
Total Municipal Bonds (Cost $2,900,186) | | | | | | | 2,592,026 | |
| |
U.S. Government and Agency Obligations - 50.8% | | | | | |
| | |
Fannie Mae - 23.8% | | | | | | | | |
| | |
FNMA 3.000%, 06/01/33 to 05/01/50 | | | 1,080,911 | | | | 1,000,968 | |
3.500%, 04/01/34 to 05/01/52 | | | 3,803,494 | | | | 3,553,555 | |
4.000%, 10/01/43 to 06/01/49 | | | 2,251,778 | | | | 2,158,980 | |
4.500%, 04/01/39 to 08/01/50 | | | 1,911,468 | | | | 1,880,824 | |
5.000%, 07/01/47 to 08/01/50 | | | 783,644 | | | | 785,576 | |
| | |
Total Fannie Mae | | | | | | | 9,379,903 | |
| | |
Freddie Mac - 10.2% | | | | | | | | |
| | |
FHLMC 2.000%, 09/01/35 | | | 261,316 | | | | 233,033 | |
3.000%, 03/01/50 to 03/01/51 | | | 1,107,163 | | | | 982,836 | |
4.000%, 07/01/48 | | | 316,299 | | | | 302,245 | |
4.500%, 10/01/41 | | | 449,398 | | | | 443,793 | |
5.500%, 06/01/53 | | | 797,152 | | | | 798,171 | |
| | |
FHLMC Gold Pool 3.500%, 02/01/30 to 04/01/46 | | | 560,300 | | | | 529,255 | |
The accompanying notes are an integral part of these financial statements.
13
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Freddie Mac - 10.2% (continued) | | | | | | | | |
| | |
Freddie Mac Multifamily Structured Pass Through Certificates | | | | | | | | |
Series K133, Class A2 2.096%, 09/25/31 | | | $880,000 | | | | $734,712 | |
| | |
Total Freddie Mac | | | | | | | 4,024,045 | |
| |
U.S. Treasury Obligations - 16.8% | | | | | |
U.S. Treasury Bonds 1.875%, 02/15/51 | | | 1,647,000 | | | | 1,090,559 | |
2.250%, 05/15/41 | | | 1,598,000 | | | | 1,230,710 | |
2.500%, 02/15/46 | | | 323,000 | | | | 248,622 | |
3.125%, 05/15/48 | | | 791,000 | | | | 682,330 | |
3.500%, 02/15/39 | | | 1,218,000 | | | | 1,166,806 | |
3.875%, 02/15/43 | | | 352,000 | | | | 343,200 | |
5.000%, 05/15/37 | | | 353,000 | | | | 399,704 | |
U.S. Treasury Inflation Indexed Notes 0.250%, 01/15/25 | | | 288,180 | | | | 276,250 | |
0.500%, 01/15/28 | | | 289,015 | | | | 270,302 | |
1.125%, 01/15/33 | | | 259,697 | | | | 248,754 | |
| | |
U.S. Treasury Notes 3.500%, 02/15/33 | | | 614,000 | | | | 598,074 | |
3.625%, 03/31/28 | | | 84,000 | | | | 82,044 | |
| | |
Total U.S. Treasury Obligations | | | | | | | 6,637,355 | |
| |
Total U.S. Government and Agency Obligations (Cost $22,201,880) | | | | 20,041,303 | |
| |
Foreign Government Obligation - 0.8% | | | | | |
| | |
The Korea Development Bank (South Korea) 0. 500%, 10/27/23
| | | | | | | | |
(Cost $345,906)4 | | | 346,000 | | | | 340,167 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Short-Term Investments - 3.0% | | | | | | | | |
| |
Joint Repurchase Agreements - 2.4%7 | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $924,309 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $942,397) | | | $923,919 | | | | $923,919 | |
| |
Repurchase Agreements - 0.6% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $237,097 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $241,834) | | | 237,000 | | | | 237,000 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $1,160,919) | | | | | | | 1,160,919 | |
| | |
Total Investments - 101.5% | | | | | | | | |
(Cost $44,038,736) | | | | | | | 40,027,823 | |
| |
Other Assets, less Liabilities - (1.5)% | | | | (584,686) | |
| | |
Net Assets - 100.0% | | | | | | | $39,443,137 | |
1 | Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at June 30, 2023. Rate will reset at a future date. |
2 | Perpetuity Bond. The date shown represents the next call date. |
3 | Variable rate security. The rate shown is based on the latest available information as of June 30, 2023. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above. |
4 | Some of these securities, amounting to $892,276 or 2.3% of net assets, were out on loan to various borrowers and are collateralized by cash. See Note 4 of Notes to Financial Statements. |
5 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $2,607,257 or 6.6% of net assets. |
6 | Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term. |
7 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
| | |
CMT | | Constant Maturity Treasury |
| |
FHLMC | | Freddie Mac |
| |
FNMA | | Fannie Mae |
| |
MTN | | Medium-Term Note |
| |
SOFR | | Secured Overnight Financing Rate |
The accompanying notes are an integral part of these financial statements.
14
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Corporate Bonds and Notes† | | | — | | | | $15,893,408 | | | | — | | | | $15,893,408 | |
| | | | |
Municipal Bonds† | | | — | | | | 2,592,026 | | | | — | | | | 2,592,026 | |
| | | | |
U.S. Government and Agency Obligations† | | | — | | | | 20,041,303 | | | | — | | | | 20,041,303 | |
| | | | |
Foreign Government Obligation† | | | — | | | | 340,167 | | | | — | | | | 340,167 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 923,919 | | | | — | | | | 923,919 | |
| | | | |
Repurchase Agreements | | | — | | | | 237,000 | | | | — | | | | 237,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | | $40,027,823 | | | | — | | | | $40,027,823 | |
| | | | | | | | | | | | | | | | |
† | All corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligation held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligation by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
15
| | |
| | AMG GW&K High Income Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Category | | % of Net Assets |
| |
Corporate Bonds and Notes | | 98.4 |
| |
Short-Term Investments1 | | 10.2 |
| |
Other Assets, less Liabilities1 | | (8.6) |
1 | Includes reinvestment of cash collateral into joint repurchase agreements on security lending transactions. |
| | |
Rating | | % of Market Value1 |
| |
Aa/AA | | 1.5 |
| |
A | | 1.8 |
| |
Baa/BBB | | 24.2 |
| |
Ba/BB | | 66.5 |
| |
B | | 6.0 |
1 | Includes market value of long-term fixed-income securities only. |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Ford Motor Co., 4.346%, 12/08/26 | | 2.0 |
| |
NuStar Logistics LP, 5.625%, 04/28/27 | | 1.7 |
| |
SM Energy Co., 5.625%, 06/01/25 | | 1.6 |
| |
Western Midstream Operating LP, 4.650%, 07/01/26 | | 1.6 |
| |
SLM Corp., 4.200%, 10/29/25 | | 1.6 |
| |
Citigroup, Inc., 3.875%, 02/18/26 | | 1.5 |
| |
Southwestern Energy Co., 8.375%, 09/15/28 | | 1.5 |
| |
Bank of America Corp., 3.559%, 04/23/27 | | 1.5 |
| |
Matador Resources Co., 5.875%, 09/15/26 | | 1.5 |
| |
Clearwater Paper Corp., 5.375%, 02/01/25 | | 1.4 |
| |
| | |
| |
Top Ten as a Group | | 15.9 |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
16
| | |
| | AMG GW&K High Income Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| |
Corporate Bonds and Notes - 98.4% | | | | | |
| | |
Financials - 16.1% | | | | | | | | |
| | |
American Express Co. (3.550% to 09/15/26 then U.S. Treasury Yield Curve CMT 5 year + 2.854%), 3.550%, 09/15/261,2,3 | | $ | 186,000 | | | $ | 154,380 | |
| | |
Bank of America Corp. (3.559% to 04/23/26 then 3 month SOFR + 1.322%), 3.559%, 04/23/271,3 | | | 240,000 | | | | 227,537 | |
| | |
Citigroup, Inc. (3.875% to 02/18/26 then U.S. Treasury Yield Curve CMT 5 year + 3.417%), 3.875%, 02/18/261,2,3,4 | | | 276,000 | | | | 231,150 | |
| | |
Fifth Third Bancorp 3.650%, 01/25/24 | | | 25,000 | | | | 24,643 | |
| | |
The Goldman Sachs Group, Inc. Series U (3.650% to 08/10/26 then U.S. Treasury Yield Curve CMT 5 year + 2.915%), 3.650%, 08/10/261,2,3 | | | 155,000 | | | | 119,815 | |
| | |
Huntington Bancshares, Inc. 2.625%, 08/06/24 | | | 25,000 | | | | 23,915 | |
| | |
JPMorgan Chase & Co. Series S (6.750% to 02/01/24 then 3 month SOFR + 4.042%), 6.750%, 02/01/241,2,3 | | | 167,000 | | | | 167,434 | |
| | |
KeyCorp (3.878% to 05/23/24 then SOFR Index + 1.250%), 3.878%, 05/23/251,3 | | | 25,000 | | | | 23,119 | |
| | |
MetLife, Inc. Series G (3.850% to 09/15/25 then U.S. Treasury Yield Curve CMT 5 year + 3.576%), 3.850%, 09/15/251,2,3,4 | | | 136,000 | | | | 125,661 | |
| | |
Morgan Stanley Series M 5.875%, 09/15/262,3 | | | 174,000 | | | | 164,389 | |
| | |
Navient Corp. 6.125%, 03/25/24 | | | 180,000 | | | | 178,592 | |
| | |
SBA Communications Corp. 3.875%, 02/15/27 | | | 225,000 | | | | 207,272 | |
| | |
SLM Corp. 4.200%, 10/29/25 | | | 259,000 | | | | 240,623 | |
| | |
Starwood Property Trust, Inc. 4.750%, 03/15/25 | | | 225,000 | | | | 212,684 | |
| | |
Truist Bank (3.689% to 08/02/23 then 3 month SOFR + 0.997%), 3.689%, 08/02/241,3 | | | 25,000 | | | | 24,928 | |
| | |
US Bancorp (4.548% to 07/22/27 then SOFR + 1.660%), 4.548%, 07/22/281,3 | | | 184,000 | | | | 175,963 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 5.500%, 03/01/255 | | $ | 170,000 | | | | $167,252 | |
| | |
Total Financials | | | | | | | 2,469,357 | |
| | |
Industrials - 79.6% | | | | | | | | |
| | |
AECOM 5.125%, 03/15/27 | | | 169,000 | | | | 163,519 | |
| | |
Alcoa Nederland Holding BV (Netherlands) 6.125%, 05/15/284,5 | | | 200,000 | | | | 198,924 | |
| | |
American Airlines Inc/AAdvantage Loyalty IP, Ltd. 5.500%, 04/20/265 | | | 211,000 | | | | 209,036 | |
| | |
Apache Corp. 4.250%, 01/15/304 | | | 150,000 | | | | 133,605 | |
| | |
Aramark Services, Inc. 5.000%, 02/01/285 | | | 138,000 | | | | 130,071 | |
| | |
ATI, Inc. 4.875%, 10/01/29 | | | 139,000 | | | | 125,126 | |
| | |
Avient Corp. 5.750%, 05/15/255 | | | 135,000 | | | | 133,361 | |
| | |
Ball Corp. 5.250%, 07/01/25 | | | 177,000 | | | | 175,469 | |
| | |
Bath & Body Works, Inc. 6.694%, 01/15/27 | | | 123,000 | | | | 123,654 | |
| | |
Caesars Entertainment, Inc. 6.250%, 07/01/255 | | | 170,000 | | | | 169,213 | |
| | |
Callon Petroleum Co. 6.375%, 07/01/264 | | | 185,000 | | | | 180,078 | |
| | |
CCO Holdings LLC/CCO Holdings Capital Corp. 5.500%, 05/01/265 | | | 179,000 | | | | 174,531 | |
| | |
Centene Corp. 4.250%, 12/15/27 | | | 108,000 | | | | 100,975 | |
| | |
Cheniere Energy Partners LP 4.500%, 10/01/29 | | | 155,000 | | | | 142,252 | |
| | |
Chord Energy Corp. 6.375%, 06/01/265 | | | 177,000 | | | | 175,473 | |
| | |
Clearwater Paper Corp. 5.375%, 02/01/255 | | | 230,000 | | | | 224,250 | |
| | |
Cleveland-Cliffs, Inc. 5.875%, 06/01/274 | | | 174,000 | | | | 169,820 | |
| | |
Cogent Communications Group, Inc. 3.500%, 05/01/265 | | | 188,000 | | | | 174,370 | |
| | |
Commercial Metals Co. 3.875%, 02/15/31 | | | 161,000 | | | | 137,938 | |
| | |
Crown Cork & Seal Co., Inc. 7.375%, 12/15/26 | | | 185,000 | | | | 191,248 | |
| | |
Dana, Inc. 5.625%, 06/15/28 | | | 123,000 | | | | 115,610 | |
| | |
Delta Air Lines, Inc. 7.375%, 01/15/264 | | | 160,000 | | | | 166,797 | |
The accompanying notes are an integral part of these financial statements.
17
| | |
| | AMG GW&K High Income Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Industrials - 79.6% (continued) | | | | | | | | |
| | |
Embraer Netherlands Finance BV (Netherlands) 5.050%, 06/15/25 | | $ | 198,000 | | | $ | 195,030 | |
| | |
Encompass Health Corp. 4.500%, 02/01/28 | | | 148,000 | | | | 137,692 | |
| | |
Energy Transfer LP 5.250%, 04/15/29 | | | 160,000 | | | | 156,199 | |
| | |
EQT Corp. 5.700%, 04/01/28 | | | 190,000 | | | | 187,524 | |
| | |
FMG Resources August 2006 Pty, Ltd. (Australia) 4.500%, 09/15/275 | | | 94,000 | | | | 87,537 | |
| | |
Ford Motor Co. 4.346%, 12/08/264 | | | 326,000 | | | | 315,067 | |
| | |
Fortress Transportation and Infrastructure Investors LLC 6.500%, 10/01/255 | | | 179,000 | | | | 176,344 | |
| | |
General Motors Co. 6.800%, 10/01/27 | | | 146,000 | | | | 151,661 | |
| | |
Graphic Packaging International LLC 3.500%, 03/01/295 | | | 155,000 | | | | 135,537 | |
| | |
HB Fuller Co. 4.250%, 10/15/28 | | | 146,000 | | | | 129,946 | |
| | |
Hillenbrand, Inc. 5.000%, 09/15/266 | | | 126,000 | | | | 123,493 | |
| | |
Howmet Aerospace, Inc. 5.900%, 02/01/27 | | | 80,000 | | | | 80,643 | |
| | |
Hudbay Minerals, Inc. (Canada) 4.500%, 04/01/265 | | | 97,000 | | | | 90,321 | |
| | |
KB Home 4.000%, 06/15/31 | | | 85,000 | | | | 73,285 | |
| | |
Kraft Heinz Foods Co. 4.375%, 06/01/46 | | | 76,000 | | | | 64,589 | |
| | |
Lamar Media Corp. 4.875%, 01/15/29 | | | 175,000 | | | | 162,750 | |
| | |
Matador Resources Co. 5.875%, 09/15/26 | | | 233,000 | | | | 225,788 | |
| | |
Mattel, Inc. 3.375%, 04/01/265 | | | 218,000 | | | | 200,603 | |
| | |
MEG Energy Corp. (Canada) 5.875%, 02/01/295 | | | 175,000 | | | | 164,573 | |
| | |
Meritage Homes Corp. 6.000%, 06/01/25 | | | 148,000 | | | | 147,768 | |
| | |
Methanex Corp. (Canada) 5.125%, 10/15/27 | | | 183,000 | | | | 170,366 | |
| | |
MGM Resorts International 5.750%, 06/15/25 | | | 210,000 | | | | 208,119 | |
| | |
Mueller Water Products, Inc. 4.000%, 06/15/295 | | | 183,000 | | | | 162,374 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Murphy Oil Corp. 6.375%, 07/15/28 | | $ | 170,000 | | | $ | 167,556 | |
| | |
Murphy Oil USA, Inc. 5.625%, 05/01/27 | | | 180,000 | | | | 175,128 | |
| | |
Newell Brands, Inc. 4.700%, 04/01/266 | | | 181,000 | | | | 170,022 | |
| | |
Novelis Corp. 3.250%, 11/15/265 | | | 189,000 | | | | 171,077 | |
| | |
NuStar Logistics LP 5.625%, 04/28/27 | | | 276,000 | | | | 265,208 | |
| | |
Occidental Petroleum Corp. 7.875%, 09/15/31 | | | 151,000 | | | | 168,335 | |
| | |
Olin Corp. 5.125%, 09/15/27 | | | 204,000 | | | | 194,540 | |
| | |
Owens-Brockway Glass Container, Inc. 6.375%, 08/15/255 | | | 198,000 | | | | 198,393 | |
| | |
Penn Entertainment, Inc. 4.125%, 07/01/294,5 | | | 183,000 | | | | 150,188 | |
| | |
Penske Automotive Group, Inc. 3.500%, 09/01/25 | | | 174,000 | | | | 165,386 | |
| | |
Permian Resources Operating LLC 5.375%, 01/15/265 | | | 190,000 | | | | 180,638 | |
| | |
Prime Security Services Borrower LLC/Prime Finance, Inc. 5.750%, 04/15/265 | | | 225,000 | | | | 220,866 | |
| | |
Sealed Air Corp. 5.500%, 09/15/255 | | | 167,000 | | | | 164,385 | |
| | |
Silgan Holdings, Inc. 4.125%, 02/01/28 | | | 137,000 | | | | 125,704 | |
| | |
Southwestern Energy Co. 8.375%, 09/15/28 | | | 220,000 | | | | 229,027 | |
| | |
Spirit AeroSystems, Inc. 9.375%, 11/30/295 | | | 160,000 | | | | 171,292 | |
| | |
Sprint LLC 7.125%, 06/15/24 | | | 193,000 | | | | 194,726 | |
| | |
Teleflex, Inc. 4.250%, 06/01/285 | | | 150,000 | | | | 137,062 | |
| | |
Tenet Healthcare Corp. 4.875%, 01/01/26 | | | 177,000 | | | | 172,396 | |
| | |
Teva Pharmaceutical Finance Netherlands III, B.V. (Netherlands) 3.150%, 10/01/26 | | | 201,000 | | | | 180,105 | |
| | |
Toll Brothers Finance Corp. 4.350%, 02/15/28 | | | 190,000 | | | | 178,415 | |
| | |
Travel + Leisure Co. 6.600%, 10/01/256 | | | 75,000 | | | | 75,226 | |
| | |
Trinity Industries, Inc. 4.550%, 10/01/24 | | | 182,000 | | | | 178,360 | |
| | |
United Airlines Holdings, Inc. 4.875%, 01/15/25 | | | 125,000 | | | | 122,408 | |
The accompanying notes are an integral part of these financial statements.
18
| | |
| | AMG GW&K High Income Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Industrials - 79.6% (continued) | | | | | | | | |
| | |
United Airlines Holdings, Inc. 5.000%, 02/01/244 | | | $117,000 | | | | $115,831 | |
| | |
United Rentals North America, Inc. 4.875%, 01/15/28 | | | 183,000 | | | | 174,141 | |
| | |
United States Steel Corp. 6.875%, 03/01/294 | | | 133,000 | | | | 131,554 | |
| | |
Wabash National Corp. 4.500%, 10/15/285 | | | 153,000 | | | | 132,669 | |
| | |
WESCO Distribution, Inc. 7.250%, 06/15/285 | | | 100,000 | | | | 102,004 | |
| | |
Western Digital Corp. 4.750%, 02/15/26 | | | 137,000 | | | | 130,495 | |
| | |
Western Midstream Operating LP 4.650%, 07/01/26 | | | 254,000 | | | | 244,348 | |
| | |
Total Industrials | | | | | | | 12,250,014 | |
| | |
Utilities - 2.7% | | | | | | | | |
| | |
NRG Energy, Inc. 5.250%, 06/15/295 | | | 195,000 | | | | 174,375 | |
| | |
SM Energy Co. 5.625%, 06/01/25 | | | 253,000 | | | | 247,229 | |
| | |
Total Utilities | | | | | | | 421,604 | |
| | |
Total Corporate Bonds and Notes | | | | | | | | |
| | |
(Cost $15,649,288) | | | | | | | 15,140,975 | |
| | |
Short-Term Investments - 10.2% | | | | | | | | |
| |
Joint Repurchase Agreements - 9.9%7 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $525,305 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $535,586) | | | 525,084 | | | | 525,084 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $1,020,000) | | | $1,000,000 | | | | $1,000,000 | |
| | |
Total Joint Repurchase Agreements | | | | | | | 1,525,084 | |
| |
Repurchase Agreements - 0.3% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $48,020 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $49,033) | | | 48,000 | | | | 48,000 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $1,573,084) | | | | | | | 1,573,084 | |
| | |
Total Investments - 108.6% | | | | | | | | |
(Cost $17,222,372) | | | | | | | 16,714,059 | |
| |
Other Assets, less Liabilities - (8.6)% | | | | (1,320,895 | ) |
| | |
Net Assets - 100.0% | | | | | | | $15,393,164 | |
1 | Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at June 30, 2023. Rate will reset at a future date. |
2 | Perpetuity Bond. The date shown represents the next call date. |
3 | Variable rate security. The rate shown is based on the latest available information as of June 30, 2023. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above. |
4 | Some of these securities, amounting to $1,691,491 or 11.0% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
5 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $4,576,719 or 29.7% of net assets. |
6 | Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term. |
7 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
| | |
CMT | | Constant Maturity Treasury |
| |
SOFR | | Secured Overnight Financing Rate |
The accompanying notes are an integral part of these financial statements.
19
| | |
| | AMG GW&K High Income Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Corporate Bonds and Notes† | | | — | | | $ | 15,140,975 | | | | — | | | $ | 15,140,975 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 1,525,084 | | | | — | | | | 1,525,084 | |
| | | | |
Repurchase Agreements | | | — | | | | 48,000 | | | | — | | | | 48,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | $ | 16,714,059 | | | | — | | | $ | 16,714,059 | |
| | | | | | | | | | | | | | | | |
† | All corporate bonds and notes held in the Fund are level 2 securities. For a detailed breakout of corporate bonds and notes by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
20
| | |
| | AMG GW&K Municipal Bond Fund Fund Snapshots (unaudited) June 30, 2023 |
| | |
PORTFOLIO BREAKDOWN Category | | % of Net Assets |
| |
General Obligation | | 41.3 |
| |
Transportation | | 29.7 |
| |
Medical | | 8.3 |
| |
Water | | 6.4 |
| |
Education | | 5.1 |
| |
Utilities | | 4.8 |
| |
Power | | 1.8 |
| |
Tobacco Settlement | | 0.8 |
| |
Industrial Development | | 0.8 |
| |
Short-term | | 0.2 |
| |
Other Assets, less Liabilities | | 0.8 |
| | | | | |
Rating | | % of Market Value1 |
| |
Aaa/AAA | | | | 22.5 | |
| |
Aa/AA | | | | 47.2 | |
| |
A | | | | 23.8 | |
| |
Baa/BBB | | | | 6.5 | |
1 | Includes market value of long-term fixed-income securities only. |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Iowa Finance Authority, State Revolving Fund Green Bond, 5.000%, 08/01/30 | | 1.5 |
| |
Metropolitan Transportation Authority, Transit Revenue, Green Bond, Series B, 5.000%, 11/15/27 | | 1.4 |
| |
State of California, General Obligation, 5.000%, 11/01/30 | | 1.3 |
| |
State of Maryland, Department of Transportation, 5.000%, 09/01/29 | | 1.2 |
| |
State of Maryland, Department of Transportation, 5.000%, 10/01/28 | | 1.2 |
| |
New York City Transitional Finance Authority Building Aid Revenue, Series 1A, 5.000%, 07/15/32 | | 1.2 |
| |
Louisiana Stadium & Exposition District, Series A, 5.000%, 07/01/42 | | 1.2 |
| |
City of San Antonio Electric & Gas Systems Revenue, Series A, 5.000%, 02/01/31 | | 1.2 |
| |
Private Colleges & Universities Authority, Series B, 5.000%, 09/01/30 | | 1.1 |
| |
Illinois State Finance Authority Revenue, Clean Water Initiative Revenue, 5.000%, 07/01/27 | | 1.1 |
| | |
| |
Top Ten as a Group | | 12.4 |
| | |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
21
| | |
| | AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| |
Municipal Bonds - 99.0% | | | | | |
| | |
Alabama - 0.8% | | | | | | | | |
| | |
Alabama Public School and College Authority, Series A 5.000%, 11/01/34 | | | $7,500,000 | | | | $8,582,343 | |
| | |
Arizona - 0.5% | | | | | | | | |
| | |
Arizona Department of Transportation State Highway Fund Revenue 5.000%, 07/01/28 | | | 5,040,000 | | | | 5,333,371 | |
| | |
California - 6.5% | | | | | | | | |
| | |
California Municipal Finance Authority, Community Medical Centers, Series A, 5.000%, 02/01/31 | | | 900,000 | | | | 941,742 | |
5.000%, 02/01/32 | | | 1,855,000 | | | | 1,940,511 | |
| | |
California State Public Works Board, Series A, 5.000%, 08/01/33 | | | 4,000,000 | | | | 4,701,398 | |
5.000%, 08/01/34 | | | 2,750,000 | | | | 3,211,622 | |
5.000%, 08/01/35 | | | 2,500,000 | | | | 2,892,886 | |
| | |
California State Public Works Board, Series C 5.000%, 08/01/33 | | | 1,780,000 | | | | 2,092,122 | |
| | |
City of Los Angeles Department of Airports, 5.000%, 05/15/37 | | | 1,250,000 | | | | 1,366,070 | |
5.000%, 05/15/38 | | | 1,000,000 | | | | 1,087,051 | |
| | |
City of Los Angeles Department of Airports, Series C 5.000%, 05/15/30 | | | 5,515,000 | | | | 6,054,824 | |
| | |
San Francisco City & County Airport Commission, San Francisco International Airport, Series A, 5.000%, 05/01/32 | | | 3,000,000 | | | | 3,319,210 | |
5.000%, 05/01/34 | | | 5,010,000 | | | | 5,395,597 | |
5.000%, 05/01/35 | | | 5,800,000 | | | | 6,213,844 | |
| | |
State of California, 5.000%, 09/01/29 | | | 4,075,000 | | | | 4,336,276 | |
5.000%, 11/01/30 | | | 11,575,000 | | | | 13,445,288 | |
5.000%, 04/01/32 | | | 5,000,000 | | | | 5,943,240 | |
5.000%, 10/01/36 | | | 5,000,000 | | | | 5,880,920 | |
| | |
Total California | | | | | | | 68,822,601 | |
| | |
Colorado - 0.4% | | | | | | | | |
| | |
Colorado Health Facilities Authority, Series A 5.000%, 08/01/33 | | | 4,260,000 | | | | 4,575,489 | |
| | |
Connecticut - 4.7% | | | | | | | | |
| | |
Connecticut State Health & Educational Facilities Authority, 5.000%, 07/01/31 | | | 6,205,000 | | | | 6,816,134 | |
5.000%, 07/01/33 | | | 2,750,000 | | | | 3,022,232 | |
5.000%, 07/01/34 | | | 3,100,000 | | | | 3,407,421 | |
| | |
State of Connecticut Special Tax Revenue, Transportation Infrastructure, Series A 5.000%, 01/01/30 | | | 10,180,000 | | | | 11,067,363 | |
| | |
State of Connecticut Special Tax | | | | | | | | |
Revenue, Series A 5.000%, 05/01/28 | | | 3,000,000 | | | | 3,293,630 | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
State of Connecticut Special Tax Revenue, Series B 5.000%, 10/01/35 | | | $7,500,000 | | | | $8,168,168 | |
| | |
State of Connecticut Special Tax Revenue, Series C, 5.000%, 01/01/28 | | | 1,000,000 | | | | 1,090,364 | |
5.000%, 01/01/29 | | | 1,000,000 | | | | 1,112,217 | |
5.000%, 01/01/30 | | | 1,000,000 | | | | 1,133,248 | |
5.000%, 01/01/31 | | | 1,000,000 | | | | 1,151,768 | |
5.000%, 01/01/32 | | | 1,000,000 | | | | 1,169,258 | |
| | |
State of Connecticut, Series A 5.000%, 01/15/31 | | | 7,650,000 | | | | 8,674,981 | |
| | |
Total Connecticut | | | | | | | 50,106,784 | |
| | |
Delaware - 0.2% | | | | | | | | |
| | |
Delaware River & Bay Authority, 5.000%, 01/01/32 | | | 1,040,000 | | | | 1,218,604 | |
5.000%, 01/01/33 | | | 1,100,000 | | | | 1,285,569 | |
| | |
Total Delaware | | | | | | | 2,504,173 | |
| | |
District of Columbia - 2.9% | | | | | | | | |
| | |
District of Columbia, Series A 5.000%, 06/01/30 | | | 6,020,000 | | | | 6,350,308 | |
| | |
District of Columbia, Series B 5.000%, 06/01/31 | | | 5,080,000 | | | | 5,588,257 | |
| | |
District of Columbia, Series C, 5.000%, 12/01/33 | | | 5,000,000 | | | | 5,947,004 | |
5.000%, 12/01/34 | | | 6,000,000 | | | | 7,092,386 | |
| | |
Washington DC Convention & Sports Authority, Series A 5.000%, 10/01/27 | | | 5,475,000 | | | | 5,932,117 | |
| | |
Total District of Columbia | | | | | | | 30,910,072 | |
| | |
Florida - 3.7% | | | | | | | | |
| | |
Central Florida Expressway Authority, (AGM) 5.000%, 07/01/28 | | | 4,460,000 | | | | 4,918,075 | |
| | |
Escambia County Health Facilities Authority 5.000%, 08/15/37 | | | 6,000,000 | | | | 6,178,894 | |
| | |
Florida Development Finance Corp. 4.000%, 11/15/33 | | | 10,000,000 | | | | 10,146,455 | |
| | |
Florida’s Turnpike Enterprise, Department of Transportation, Series C 5.000%, 07/01/28 | | | 7,075,000 | | | | 7,453,636 | |
| | |
Lee Memorial Health System, Series A1 5.000%, 04/01/34 | | | 5,645,000 | | | | 6,108,568 | |
| | |
Orange County Health Facilities Authority, Series A 5.000%, 10/01/31 | | | 4,525,000 | | | | 4,774,021 | |
| | |
Total Florida | | | | | | | 39,579,649 | |
| | |
Georgia - 1.7% | | | | | | | | |
| | |
Private Colleges & Universities Authority, Series A 5.000%, 09/01/32 | | | 5,000,000 | | | | 5,926,261 | |
The accompanying notes are an integral part of these financial statements.
22
| | |
| | AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Georgia - 1.7% (continued) | | | | | | | | |
| | |
Private Colleges & Universities | | | | | | | | |
Authority, Series B 5.000%, 09/01/30 | | $ | 10,365,000 | | | $ | 11,931,340 | |
| | |
Total Georgia | | | | | | | 17,857,601 | |
| | |
Illinois - 7.6% | | | | | | | | |
| | |
Chicago O’Hare International Airport, Series A 5.000%, 01/01/35 | | | 5,010,000 | | | | 5,554,304 | |
| | |
Chicago O’Hare International Airport, Senior Lien, Series A, 5.000%, 01/01/36 | | | 10,050,000 | | | | 10,661,130 | |
5.000%, 01/01/38 | | | 5,500,000 | | | | 5,761,385 | |
| | |
Illinois Finance Authority, Series A 4.000%, 08/15/37 | | | 5,910,000 | | | | 5,801,448 | |
| | |
Illinois State Finance Authority Revenue, Clean Water Initiative Revenue 5.000%, 07/01/27 | | | 11,000,000 | | | | 11,510,082 | |
| | |
Illinois State Toll Highway Authority, Series A 5.000%, 12/01/31 | | | 9,735,000 | | | | 10,118,035 | |
| | |
Illinois State Toll Highway Authority, Senior Revenue Bonds, Series A 5.000%, 01/01/30 | | | 10,110,000 | | | | 11,178,743 | |
| | |
State of Illinois, Series A 5.250%, 03/01/37 | | | 8,500,000 | | | | 9,369,503 | |
| | |
State of Illinois, Series B 5.000%, 05/01/34 | | | 10,000,000 | | | | 11,110,237 | |
| | |
Total Illinois | | | | | | | 81,064,867 | |
| | |
Indiana - 2.2% | | | | | | | | |
| | |
Indiana Finance Authority, Series 1, 5.000%, 10/01/28 | | | 1,000,000 | | | | 1,107,697 | |
5.000%, 10/01/29 | | | 3,555,000 | | | | 4,015,328 | |
| | |
Indiana Finance Authority, Series A 5.000%, 02/01/32 | | | 5,000,000 | | | | 5,799,147 | |
| | |
Indiana Finance Authority, Series B 5.000%, 02/01/34 | | | 5,815,000 | | | | 6,787,062 | |
| | |
Indiana Finance Authority, Series C 5.000%, 06/01/29 | | | 4,800,000 | | | | 5,380,240 | |
| | |
Total Indiana | | | | | | | 23,089,474 | |
| | |
Iowa - 2.1% | | | | | | | | |
| | |
Iowa Finance Authority 5.000%, 08/01/33 | | | 5,000,000 | | | | 6,003,491 | |
| | |
Iowa Finance Authority, State Revolving Fund Green Bond 5.000%, 08/01/30 | | | 15,025,000 | | | | 16,381,556 | |
| | |
Total Iowa | | | | | | | 22,385,047 | |
| | |
Kentucky - 0.6% | | | | | | | | |
| | |
Louisville/Jefferson County Metropolitan Government, Norton Healthcare Inc. 5.000%, 10/01/29 | | | 5,505,000 | | | | 5,728,408 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Louisiana - 1.5% | | | | | | | | |
| | |
Louisiana Stadium & Exposition District, Series A, 5.000%, 07/01/40 | | | $2,750,000 | | | | $3,013,227 | |
5.000%, 07/01/42 | | | 11,500,000 | | | | 12,422,199 | |
| | |
Total Louisiana | | | | | | | 15,435,426 | |
| | |
Maine - 0.8% | | | | | | | | |
| | |
Maine Turnpike Authority, 5.000%, 07/01/28 | | | 1,955,000 | | | | 2,156,752 | |
5.000%, 07/01/29 | | | 1,600,000 | | | | 1,796,411 | |
5.000%, 07/01/30 | | | 1,390,000 | | | | 1,584,161 | |
5.000%, 07/01/31 | | | 1,500,000 | | | | 1,735,698 | |
5.000%, 07/01/32 | | | 1,390,000 | | | | 1,627,995 | |
| | |
Total Maine | | | | | | | 8,901,017 | |
| | |
Maryland - 7.1% | | | | | | | | |
| | |
Maryland State Transportation Authority 5.000%, 07/01/33 | | | 6,350,000 | | | | 7,263,407 | |
| | |
State of Maryland, Department of Transportation, 5.000%, 10/01/28 | | | 12,365,000 | | | | 13,218,584 | |
5.000%, 09/01/29 | | | 12,205,000 | | | | 13,271,323 | |
| | |
State of Maryland, Series C, 4.000%, 03/01/28 | | | 9,500,000 | | | | 10,024,730 | |
4.000%, 03/01/29 | | | 9,245,000 | | | | 9,890,501 | |
| | |
State of Maryland, Series D, 4.000%, 08/01/28 | | | 8,000,000 | | | | 8,491,368 | |
4.000%, 08/01/29 | | | 6,500,000 | | | | 6,992,637 | |
| | |
State of Maryland, State & Local Facilities Loan of 2019, 1st Series 5.000%, 03/15/30 | | | 6,000,000 | | | | 6,740,164 | |
| | |
Total Maryland | | | | | | | 75,892,714 | |
| | |
Massachusetts - 0.4% | | | | | | | | |
Massachusetts Development Finance Agency 5.250%, 07/01/48 | | | 4,250,000 | | | | 4,487,653 | |
| | |
Michigan - 1.9% | | | | | | | | |
| | |
Michigan Finance Authority, | | | | | | | | |
Henry Ford Health System 5.000%, 11/15/29 | | | 8,000,000 | | | | 8,362,558 | |
Michigan State Building Authority Revenue, Series I 5.000%, 04/15/27 | | | 5,700,000 | | | | 5,954,197 | |
| | |
Wayne County Airport Authority, Series A, 5.000%, 12/01/37 | | | 2,285,000 | | | | 2,531,892 | |
5.000%, 12/01/38 | | | 1,405,000 | | | | 1,549,078 | |
5.000%, 12/01/39 | | | 1,800,000 | | | | 1,976,357 | |
| | |
Total Michigan | | | | | | | 20,374,082 | |
| | |
New Jersey - 6.1% | | | | | | | | |
| | |
New Jersey Economic Development Authority, Series A 5.250%, 11/01/40 | | | 7,000,000 | | | | 7,710,822 | |
| | |
New Jersey Economic Development Authority, Series SSS, 5.250%, 06/15/36 1 | | | 3,000,000 | | | | 3,265,024 | |
5.250%, 06/15/37 1 | | | 2,000,000 | | | | 2,154,862 | |
The accompanying notes are an integral part of these financial statements.
23
| | |
| | AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
New Jersey - 6.1% (continued) | | | | | | | | |
| | |
New Jersey State Turnpike Authority Revenue, Series B 5.000%, 01/01/28 | | | $4,010,000 | | | | $4,368,830 | |
| | |
New Jersey State Turnpike Authority Revenue, Series D 5.000%, 01/01/28 | | | 6,000,000 | | | | 6,325,900 | |
| | |
New Jersey Transportation Trust Fund Authority, Series A, 5.250%, 06/15/41 | | | 2,700,000 | | | | 2,980,640 | |
5.250%, 06/15/42 | | | 2,500,000 | | | | 2,741,927 | |
| | |
New Jersey Transportation Trust Fund Authority, Series B, 5.000%, 06/15/30 | | | 6,255,000 | | | | 6,976,932 | |
5.000%, 06/15/31 | | | 7,615,000 | | | | 8,579,900 | |
5.000%, 06/15/32 | | | 5,750,000 | | | | 6,458,624 | |
5.000%, 06/15/33 | | | 6,000,000 | | | | 6,714,341 | |
| | |
New Jersey Transportation Trust Fund Authority, Series BB 4.000%, 06/15/37 | | | 3,000,000 | | | | 3,008,685 | |
| | |
South Jersey Transportation Authority, 5.000%, 11/01/39 | | | 1,150,000 | | | | 1,222,466 | |
5.000%, 11/01/41 | | | 2,500,000 | | | | 2,640,145 | |
| | |
Total New Jersey | | | | | | | 65,149,098 | |
| | |
New Mexico - 1.3% | | | | | | | | |
| | |
New Mexico Finance Authority, Series A, 5.000%, 06/15/28 | | | 4,470,000 | | | | 4,931,015 | |
5.000%, 06/15/30 | | | 7,500,000 | | | | 8,587,007 | |
| | |
Total New Mexico | | | | | | | 13,518,022 | |
| | |
New York - 15.5% | | | | | | | | |
| | |
City of New York 5.000%, 08/01/34 | | | 5,000,000 | | | | 5,904,681 | |
| | |
City of New York, Series B-1 5.000%, 08/01/32 | | | 3,000,000 | | | | 3,527,931 | |
| | |
City of New York, Series C, 5.000%, 08/01/33 | | | 1,500,000 | | | | 1,705,261 | |
5.000%, 08/01/34 | | | 3,250,000 | | | | 3,680,415 | |
| | |
City of New York, Series L-5 5.000%, 04/01/33 | | | 6,500,000 | | | | 7,468,299 | |
| | |
Long Island Power Authority 5.000%, 09/01/35 | | | 5,030,000 | | | | 5,521,963 | |
| | |
Metropolitan Transportation Authority, Transit Revenue, Green Bond, Series B 5.000%, 11/15/27 | | | 14,225,000 | | | | 15,038,896 | |
| | |
Metropolitan Transportation Authority, Transit Revenue, Series F 5.000%, 11/15/28 | | | 4,760,000 | | | | 4,901,448 | |
| | |
New York City Transitional Finance Authority Building Aid Revenue, Series 1A, (State Aid Withholding) 5.000%, 07/15/32 | | | 10,835,000 | | | | 12,563,409 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
New York City Transitional Finance Authority Building Aid Revenue, Series S-3, (State Aid Withholding) 5.000%, 07/15/31 | | | $5,080,000 | | | | $5,605,067 | |
| | |
New York City Transitional Finance Authority Future Tax Secured Revenue, 5.000%, 11/01/31 | | | 2,500,000 | | | | 2,897,625 | |
5.000%, 11/01/32 | | | 4,000,000 | | | | 4,627,968 | |
| | |
New York City Transitional Finance Authority Future Tax Secured Revenue, Series 1, 5.000%, 02/01/36 | | | 1,000,000 | | | | 1,146,586 | |
5.000%, 02/01/37 | | | 7,000,000 | | | | 7,845,485 | |
5.000%, 02/01/39 | | | 4,000,000 | | | | 4,470,386 | |
| | |
New York State Dormitory Authority 4.000%, 05/01/39 | | | 2,000,000 | | | | 1,941,336 | |
| | |
New York State Dormitory Authority, Series A, 5.000%, 03/15/31 | | | 7,670,000 | | | | 8,467,202 | |
5.000%, 03/15/32 | | | 8,000,000 | | | | 9,255,793 | |
5.000%, 03/15/33 | | | 3,200,000 | | | | 3,742,307 | |
| | |
New York State Dormitory Authority, Series E 5.000%, 03/15/32 | | | 8,410,000 | | | | 8,714,963 | |
| | |
New York State Urban Development Corp. 5.000%, 03/15/32 | | | 7,000,000 | | | | 8,029,212 | |
| | |
New York Transportation Development Corp., 4.000%, 10/31/41 | | | 1,250,000 | | | | 1,141,207 | |
4.000%, 10/31/46 | | | 1,500,000 | | | | 1,319,377 | |
5.000%, 12/01/30 | | | 1,000,000 | | | | 1,104,316 | |
5.000%, 12/01/31 | | | 1,100,000 | | | | 1,214,398 | |
5.000%, 12/01/32 | | | 1,450,000 | | | | 1,595,128 | |
5.000%, 12/01/33 | | | 1,000,000 | | | | 1,098,078 | |
5.000%, 12/01/36 | | | 10,000,000 | | | | 10,599,820 | |
| | |
Port Authority of New York & New Jersey, Series 221 5.000%, 07/15/32 | | | 6,545,000 | | | | 7,173,264 | |
| | |
Triborough Bridge & Tunnel Authority, 5.000%, 11/15/30 | | | 7,500,000 | | | | 8,538,618 | |
5.000%, 11/15/33 | | | 3,970,000 | | | | 4,702,143 | |
| | |
Total New York | | | | | | | 165,542,582 | |
| | |
North Carolina - 2.1% | | | | | | | | |
| | |
County of Union NC Enterprise System Revenue, 1.750%, 06/01/34 | | | 3,300,000 | | | | 2,666,284 | |
1.750%, 06/01/35 | | | 4,225,000 | | | | 3,306,300 | |
1.850%, 06/01/36 | | | 4,315,000 | | | | 3,315,988 | |
2.125%, 06/01/40 | | | 3,350,000 | | | | 2,445,801 | |
| | |
North Carolina State Limited Obligation, Series B 5.000%, 05/01/28 | | | 10,000,000 | | | | 10,790,181 | |
| | |
Total North Carolina | | | | | | | 22,524,554 | |
| | |
Ohio - 0.8% | | | | | | | | |
| | |
Ohio State General Obligation, Series T 5.000%, 05/01/30 | | | 5,000,000 | | | | 5,391,475 | |
| | |
Ohio Water Development Authority Water Pollution Control Loan Fund, Series B 5.000%, 06/01/35 | | | 2,500,000 | | | | 2,958,845 | |
| | |
Total Ohio | | | | | | | 8,350,320 | |
The accompanying notes are an integral part of these financial statements.
24
| | |
| | AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Oregon - 1.9% | | | | | | | | |
| | |
Oregon State Lottery, Series C 5.000%, 04/01/27 | | $ | 10,000,000 | | | $ | 10,317,564 | |
| | |
Oregon State Lottery, Series D 5.000%, 04/01/28 | | | 9,225,000 | | | | 9,522,705 | |
| | |
Total Oregon | | | | | | | 19,840,269 | |
| | |
Pennsylvania - 3.5% | | | | | | | | |
| | |
Allegheny County Airport Authority, Series A, 5.000%, 01/01/31 | | | 1,350,000 | | | | 1,477,344 | |
5.000%, 01/01/32 | | | 2,215,000 | | | | 2,422,958 | |
| | |
Allegheny County Hospital Development Authority, University Pittsburgh Medical Center, Series A 5.000%, 07/15/31 | | | 5,530,000 | | | | 6,083,603 | |
| | |
Commonwealth Financing Authority, Pennsylvania Tobacco 5.000%, 06/01/32 | | | 7,910,000 | | | | 8,492,738 | |
| | |
Hospitals & Higher Education Facilities Authority of Philadelphia, (AGM) 4.000%, 07/01/38 | | | 2,500,000 | | | | 2,410,726 | |
4.000%, 07/01/39 | | | 2,000,000 | | | | 1,911,884 | |
| | |
Pennsylvania Economic Development Financing | | | | | | | | |
Authority, 5.250%, 06/30/35 | | | 3,000,000 | | | | 3,320,890 | |
5.750%, 06/30/48 | | | 5,000,000 | | | | 5,493,738 | |
| | |
Pennsylvania Turnpike Commission, Series A 5.000%, 12/01/33 | | | 5,000,000 | | | | 5,771,807 | |
| | |
Total Pennsylvania | | | | | | | 37,385,688 | |
| | |
South Carolina - 1.1% | | | | | | | | |
| | |
Richland County School District No 2, Series A, (South Carolina School District) 2.000%, 03/01/38 | | | 6,190,000 | | | | 4,642,778 | |
2.000%, 03/01/39 | | | 10,080,000 | | | | 7,377,789 | |
| | |
Total South Carolina | | | | | | | 12,020,567 | |
| | |
Tennessee - 0.6% | | | | | | | | |
| | |
City of Chattanooga TN Electric Revenue 2.000%, 09/01/39 | | | 8,925,000 | | | | 6,488,044 | |
| | |
Texas - 10.5% | | | | | | | | |
| | |
City of Corpus Christi Utility System Revenue, Junior Lien 5.000%, 07/15/29 | | | 3,125,000 | | | | 3,429,747 | |
| | |
City of Houston Airport System | | | | | | | | |
Revenue, Series A, 4.000%, 07/01/35 | | | 1,100,000 | | | | 1,101,528 | |
4.000%, 07/01/36 | | | 1,100,000 | | | | 1,098,095 | |
5.000%, 07/01/34 | | | 2,835,000 | | | | 3,115,985 | |
| | |
City of San Antonio Electric & Gas Systems Revenue, Series A, 5.000%, 02/01/31 | | | 10,715,000 | | | | 12,286,607 | |
5.000%, 02/01/34 | | | 5,460,000 | | | | 6,458,671 | |
5.000%, 02/01/35 | | | 3,000,000 | | | | 3,521,905 | |
5.000%, 02/01/37 | | | 3,010,000 | | | | 3,341,491 | |
5.000%, 02/01/38 | | | 2,985,000 | | | | 3,287,552 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
County of Harris TX Toll Road Revenue, Series A 5.000%, 08/15/34 | | | $5,000,000 | | | | $5,890,815 | |
| | |
Dallas Area Rapid Transit, Senior Lien, (AMBAC) 5.250%, 12/01/28 | | | 8,865,000 | | | | 9,916,015 | |
| | |
Lamar Consolidated Independent School District 5.000%, 02/15/34 | | | 7,965,000 | | | | 9,362,328 | |
| | |
Lower Colorado River Authority 5.000%, 05/15/31 | | | 6,000,000 | | | | 6,869,638 | |
| | |
Lower Colorado River Authority, LCRA Transmission Services Corporation 5.000%, 05/15/29 | | | 3,815,000 | | | | 3,861,885 | |
| | |
North Texas Municipal Water District Water System Revenue, Refunding and Improvement 5.000%, 09/01/29 | | | 7,350,000 | | | | 7,796,124 | |
| | |
North Texas Tollway Authority, 2nd Tier, Series B, 5.000%, 01/01/31 | | | 2,000,000 | | | | 2,093,071 | |
5.000%, 01/01/32 | | | 3,010,000 | | | | 3,197,667 | |
| | |
North Texas Tollway Authority, Series A 5.250%, 01/01/38 | | | 4,500,000 | | | | 4,984,720 | |
| | |
Prosper Independent School District, Series A, (PSF-GTD) 1.750%, 02/15/34 | | | 3,565,000 | | | | 2,864,342 | |
1.750%, 02/15/35 | | | 5,155,000 | | | | 4,026,030 | |
| | |
State of Texas,Series A 5.000%, 10/01/29 | | | 5,000,000 | | | | 5,209,679 | |
| | |
Texas Private Activity Bond Surface Transportation Corp., Series A, 4.000%, 12/31/37 | | | 5,000,000 | | | | 4,705,270 | |
4.000%, 12/31/38 | | | 3,735,000 | | | | 3,490,155 | |
| | |
Total Texas | | | | | | | 111,909,320 | |
| | |
Utah - 2.1% | | | | | | | | |
| | |
Intermountain Power Agency, Series A 5.000%, 07/01/34 | | | 5,250,000 | | | | 6,054,041 | |
| | |
Salt Lake City Corp. Airport Revenue, Series A, 5.000%, 07/01/29 | | | 3,450,000 | | | | 3,683,060 | |
5.000%, 07/01/30 | | | 6,585,000 | | | | 7,034,628 | |
| | |
University of Utah/The, Series B 5.000%, 08/01/37 | | | 5,000,000 | | | | 5,678,279 | |
| | |
Total Utah | | | | | | | 22,450,008 | |
| | |
Virginia - 1.5% | | | | | | | | |
| | |
Virginia College Building Authority 5.000%, 02/01/33 | | | 8,250,000 | | | | 9,834,317 | |
| | |
Virginia Small Business Financing Authority, 4.000%, 01/01/37 | | | 3,000,000 | | | | 2,911,338 | |
4.000%, 01/01/38 | | | 3,000,000 | | | | 2,855,035 | |
| | |
Total Virginia | | | | | | | 15,600,690 | |
| | |
Washington - 3.9% | | | | | | | | |
| | |
Energy Northwest, Series A 5.000%, 07/01/35 | | | 8,000,000 | | | | 9,425,491 | |
| | |
Port of Seattle, Series C 5.000%, 08/01/31 | | | 5,000,000 | | | | 5,496,245 | |
The accompanying notes are an integral part of these financial statements.
25
| | |
| | AMG GW&K Municipal Bond Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Washington - 3.9% (continued) | | | | | | | | |
| | |
State of Washington School Improvements, Series C | | | | | | | | |
5.000%, 02/01/28 | | | $7,370,000 | | | | $7,732,252 | |
| | |
State of Washington, Series B | | | | | | | | |
5.000%, 08/01/31 | | | 4,680,000 | | | | 4,931,510 | |
| | |
State of Washington, Series C | | | | | | | | |
5.000%, 07/01/28 | | | 10,280,000 | | | | 10,570,686 | |
| | |
Washington Health Care Facilities Authority, Series A | | | | | | | | |
5.000%, 08/01/38 | | | 3,270,000 | | | | 3,421,993 | |
| | |
Total Washington | | | | | | | 41,578,177 | |
| | |
West Virginia - 0.9% | | | | | | | | |
| | |
West Virginia Parkways Authority, | | | | | | | | |
5.000%, 06/01/37 | | | 1,750,000 | | | | 1,962,744 | |
5.000%, 06/01/38 | | | 2,000,000 | | | | 2,230,971 | |
5.000%, 06/01/39 | | | 5,150,000 | | | | 5,722,051 | |
| | |
Total West Virginia | | | | | | | 9,915,766 | |
| | |
Wisconsin - 1.6% | | | | | | | | |
| | |
State of Wisconsin, Series 2 | | | | | | | | |
5.000%, 05/01/35 | | | 5,000,000 | | | | 5,920,573 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Wisconsin State Revenue, Department of Transportation, Series 2 5.000%, 07/01/29 | | | $10,405,000 | | | | $11,124,488 | |
| |
Total Wisconsin | | | | 17,045,061 | |
| |
Total Municipal Bonds | | | | | |
(Cost $1,097,038,565) | | | | 1,054,948,937 | |
| |
Short-Term Investments - 0.2% | | | | | |
| |
Repurchase Agreements - 0.2% | | | | | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $2,239,914 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $2,283,852) | | | 2,239,000 | | | | 2,239,000 | |
| |
Total Short-Term Investments (Cost $2,239,000) | | | | 2,239,000 | |
| | |
Total Investments - 99.2% | | | | | | | | |
(Cost $1,099,277,565) | | | | 1,057,187,937 | |
| |
Other Assets, less Liabilities - 0.8% | | | | 8,427,717 | |
| | |
Net Assets - 100.0% | | | | | | | $1,065,615,654 | |
1 | All or part of a security is delayed delivery transaction. The market value for delayed delivery securities at June 30, 2023, amounted to $5,419,886, or 0.5% of net assets. |
AGM Assured Guaranty Municipal Corp.
AMBAC American Municipal Bond Assurance Corp.
PSF-GTD Permanent School Fund Guaranteed
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Municipal Bonds† | | | — | | | $ | 1,054,948,937 | | | | — | | | $ | 1,054,948,937 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Repurchase Agreements | | | — | | | | 2,239,000 | | | | — | | | | 2,239,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | $ | 1,057,187,937 | | | | — | | | $ | 1,057,187,937 | |
| | | | | | | | | | | | | | | | |
† | All municipal bonds held in the Fund are Level 2 securities. For a detailed breakout of municipal bonds by major classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
26
| | |
| | AMG GW&K Municipal Enhanced Yield Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | |
Category | | % of Net Assets | |
| |
Transportation | | | 36.3 | |
| |
General Obligation | | | 23.1 | |
| |
Medical | | | 19.7 | |
| |
Education | | | 8.5 | |
| |
Industrial Development | | | 4.7 | |
| |
Tobacco Settlement | | | 3.8 | |
| |
Utilities | | | 2.2 | |
| |
Short-Term Investments | | | 0.9 | |
| |
Other Assets, less Liabilities | | | 0.8 | |
| | |
Rating | | % of Market Value |
| |
Aa/AA | | 10.1 |
| |
A | | 50.4 |
| |
Baa/BBB | | 39.5 |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Texas Private Activity Bond Surface Transportation Corp., 5.000%, 06/30/58 | | 3.2 |
| |
Louisiana Stadium & Exposition District, Series A, 5.250%, 07/01/53 | | 2.8 |
| |
Public Authority for Colorado Energy Natural Gas Purchase Revenue, 6.500%, 11/15/38 | | 2.7 |
| |
Richland County School District No 2, Series A, 1.875%, 03/01/38 | | 2.5 |
| |
Chicago O’Hare International Airport, Senior Lien, Series A, 5.000%, 01/01/48 | | 2.4 |
| |
Philadelphia Authority for Industrial Development, 5.250%, 11/01/52 | | 2.2 |
| |
City of Chattanooga Electric Revenue, 2.000%, 09/01/40 | | 2.2 |
| |
Brevard County Health Facilities Authority, Series A, 5.000%, 04/01/47 | | 2.1 |
| |
Pennsylvania Economic Development Financing Authority, 5.250%, 06/30/53 | | 2.1 |
| |
New York Transportation Development Corp., Revenue, 4.000%, 04/30/53 | | 2.0 |
| | |
| |
Top Ten as a Group | | 24.2 |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
27
| | |
| | AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Municipal Bonds - 98.3% | | | | | | | | |
| | |
California - 5.6% | | | | | | | | |
| | |
California Municipal Finance Authority, 5.000%, 05/15/43 | | | $2,515,000 | | | | $2,569,366 | |
5.000%, 05/15/48 | | | 3,855,000 | | | | 3,912,673 | |
| | |
California Municipal Finance Authority, Series A 4.000%, 02/01/51 | | | 1,260,000 | | | | 1,157,069 | |
| | |
Riverside County Transportation Commission, Series B1 4.000%, 06/01/46 | | | 2,095,000 | | | | 1,983,730 | |
| | |
Riverside County Transportation Commission, Series C 4.000%, 06/01/47 | | | 2,870,000 | | | | 2,687,456 | |
| | |
San Diego County Regional Airport Authority, Series B 4.000%, 07/01/51 | | | 1,675,000 | | | | 1,549,693 | |
| | |
Total California | | | | | | | 13,859,987 | |
| | |
Colorado - 4.4% | | | | | | | | |
| | |
Colorado Health Facilities Authority, Series A 5.000%, 08/01/44 | | | 4,185,000 | | | | 4,320,345 | |
| | |
Public Authority for Colorado Energy Natural Gas Purchase Revenue 6.500%, 11/15/38 | | | 5,395,000 | | | | 6,510,711 | |
| | |
Total Colorado | | | | | | | 10,831,056 | |
| | |
Connecticut - 2.6% | | | | | | | | |
| | |
Connecticut State Health & Educational Facilities Authority, 4.000%, 07/01/39 | | | 2,515,000 | | | | 2,371,012 | |
4.000%, 07/01/40 | | | 2,845,000 | | | | 2,655,694 | |
4.000%, 07/01/42 | | | 1,465,000 | | | | 1,342,743 | |
| | |
Total Connecticut | | | | | | | 6,369,449 | |
| | |
Florida - 11.4% | | | | | | | | |
| | |
Brevard County Health Facilities Authority, Series A 5.000%, 04/01/47 | | | 5,025,000 | | | | 5,254,814 | |
| | |
City of Tampa, Series B 5.000%, 07/01/50 | | | 2,065,000 | | | | 2,104,727 | |
| | |
County of Miami-Dade Seaport Department, Series 1, (AGM) 4.000%, 10/01/45 | | | 3,980,000 | | | | 3,815,158 | |
| | |
County of Miami-Dade Seaport Department, Series A 5.250%, 10/01/52 | | | 1,260,000 | | | | 1,323,290 | |
| | |
Escambia County Health Facilities Authority 4.000%, 08/15/50 | | | 5,065,000 | | | | 4,382,122 | |
| | |
Florida Development Finance Corp., 4.000%, 02/01/52 | | | 2,515,000 | | | | 1,892,443 | |
5.000%, 02/01/52 | | | 1,675,000 | | | | 1,537,802 | |
| | |
Hillsborough County Industrial Development Authority 4.000%, 08/01/50 | | | 4,185,000 | | | | 3,777,938 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Miami Beach Health Facilities Authority 4.000%, 11/15/46 | | | $4,185,000 | | | | $3,794,686 | |
| | |
Total Florida | | | | | | | 27,882,980 | |
| | |
Illinois - 9.6% | | | | | | | | |
| | |
Chicago O’Hare International Airport, Senior Lien, Series A 5.000%, 01/01/48 | | | 5,650,000 | | | | 5,811,704 | |
| | |
Metropolitan Pier & Exposition Authority, 4.000%, 12/15/42 | | | 1,675,000 | | | | 1,585,789 | |
4.000%, 06/15/52 | | | 2,515,000 | | | | 2,257,389 | |
5.000%, 06/15/50 | | | 4,185,000 | | | | 4,254,505 | |
| | |
State of Illinois, 5.500%, 05/01/39 | | | 3,350,000 | | | | 3,660,148 | |
5.750%, 05/01/45 | | | 2,515,000 | | | | 2,738,593 | |
| | |
State of Illinois, Series A, 4.000%, 03/01/40 | | | 1,260,000 | | | | 1,213,883 | |
5.000%, 03/01/46 | | | 1,870,000 | | | | 1,944,591 | |
| | |
Total Illinois | | | | | | | 23,466,602 | |
| | |
Louisiana - 2.8% | | | | | | | | |
| | |
Louisiana Stadium & Exposition District, Series A 5.250%, 07/01/53 | | | 6,250,000 | | | | 6,786,217 | |
| | |
Massachusetts - 2.4% | | | | | | | | |
| | |
Massachusetts Development Finance Agency, 4.000%, 07/01/51 | | | 4,340,000 | | | | 3,637,578 | |
5.250%, 07/01/52 | | | 2,095,000 | | | | 2,196,870 | |
| | |
Total Massachusetts | | | | | | | 5,834,448 | |
| | |
Minnesota - 0.9% | | | | | | | | |
| | |
Duluth Economic Development | | | | | | | | |
Authority, Series A 5.000%, 02/15/48 | | | 2,140,000 | | | | 2,162,948 | |
| | |
Nebraska - 2.0% | | | | | | | | |
| | |
Central Plains Energy Project #3, Series A 5.000%, 09/01/42 | | | 4,655,000 | | | | 4,849,373 | |
| | |
New Jersey - 11.4% | | | | | | | | |
| | |
New Jersey Economic Development Authority 5.000%, 11/01/44 | | | 2,095,000 | | | | 2,201,707 | |
| | |
New Jersey Economic Development Authority, Series QQQ, 4.000%, 06/15/46 | | | 1,260,000 | | | | 1,200,053 | |
4.000%, 06/15/50 | | | 1,260,000 | | | | 1,187,708 | |
| | |
New Jersey Transportation Trust Fund Authority, 5.250%, 06/15/46 | | | 1,675,000 | | | | 1,828,791 | |
5.500%, 06/15/50 | | | 840,000 | | | | 928,250 | |
| | |
New Jersey Transportation Trust Fund Authority, Series AA, 4.000%, 06/15/45 | | | 1,675,000 | | | | 1,601,355 | |
4.000%, 06/15/50 | | | 1,675,000 | | | | 1,578,898 | |
5.000%, 06/15/45 | | | 840,000 | | | | 888,518 | |
5.000%, 06/15/50 | | | 1,260,000 | | | | 1,328,449 | |
| | |
New Jersey Transportation Trust Fund Authority, Series BB | | | | | | | | |
5.000%, 06/15/44 | | | 1,465,000 | | | | 1,528,218 | |
The accompanying notes are an integral part of these financial statements.
28
| | |
| | AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
New Jersey - 11.4% (continued) | | | | | | | | |
| | |
South Jersey Transportation Authority, 4.625%, 11/01/47 | | | $2,930,000 | | | | $2,974,426 | |
5.250%, 11/01/52 | | | 3,770,000 | | | | 3,987,163 | |
| | |
Tobacco Settlement Financing Corp., Series A, 5.000%, 06/01/46 | | | 2,095,000 | | | | 2,142,414 | |
5.250%, 06/01/46 | | | 2,755,000 | | | | 2,859,661 | |
| | |
Tobacco Settlement Financing Corp., Series B 5.000%, 06/01/46 | | | 1,605,000 | | | | 1,611,155 | |
| | |
Total New Jersey | | | | | | | 27,846,766 | |
| | |
New York - 12.8% | | | | | | | | |
| | |
Metropolitan Transportation Authority, Series 1, 4.750%, 11/15/45 | | | 2,660,000 | | | | 2,707,262 | |
5.000%, 11/15/50 | | | 1,955,000 | | | | 2,023,716 | |
5.250%, 11/15/55 | | | 2,530,000 | | | | 2,652,976 | |
| | |
New York State Dormitory Authority 5.000%, 05/01/52 | | | 2,515,000 | | | | 2,641,800 | |
| | |
New York State Dormitory Authority, Series A, 4.000%, 07/01/47 | | | 1,675,000 | | | | 1,512,379 | |
4.000%, 07/01/52 | | | 1,775,000 | | | | 1,563,866 | |
| | |
New York State Thruway Authority, Series B 4.000%, 01/01/45 | | | 1,675,000 | | | | 1,624,613 | |
| | |
New York Transportation Development Corp., 4.000%, 12/01/39 | | | 1,530,000 | | | | 1,487,523 | |
4.000%, 12/01/41 | | | 1,590,000 | | | | 1,530,862 | |
4.000%, 04/30/53 | | | 5,790,000 | | | | 4,921,085 | |
5.000%, 12/01/40 | | | 4,185,000 | | | | 4,347,996 | |
5.000%, 12/01/41 | | | 4,185,000 | | | | 4,332,764 | |
| | |
Total New York | | | | | | | 31,346,842 | |
| | |
Pennsylvania - 10.9% | | | | | | | | |
| | |
Allegheny County Airport Authority, Series A 5.000%, 01/01/51 | | | 4,185,000 | | | | 4,343,407 | |
| | |
Geisinger Authority 4.000%, 04/01/50 | | | 1,610,000 | | | | 1,479,799 | |
| | |
Montgomery County Higher Education and Health Authority, Series B 5.000%, 05/01/52 | | | 3,980,000 | | | | 4,106,884 | |
| | |
Pennsylvania Economic Development Financing Authority 5.250%, 06/30/53 | | | 5,025,000 | | | | 5,215,105 | |
| | |
Pennsylvania Economic Development Financing Authority, (AGM) 5.000%, 12/31/57 | | | 1,050,000 | | | | 1,073,886 | |
| | |
Pennsylvania Turnpike Commission, Series A 4.000%, 12/01/50 | | | 5,065,000 | | | | 4,885,597 | |
| | |
Philadelphia Authority for Industrial Development 5.250%, 11/01/52 | | | 5,185,000 | | | | 5,508,036 | |
| | |
Total Pennsylvania | | | | | | | 26,612,714 | |
| | |
Rhode Island - 2.2% | | | | | | | | |
| | |
Rhode Island Health and Educational Building Corp. 5.000%, 11/01/53 | | | 2,500,000 | | | | 2,661,677 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Tobacco Settlement Financing Corp., Series A 5.000%, 06/01/40 | | | $2,755,000 | | | | $2,773,891 | |
| | |
Total Rhode Island | | | | | | | 5,435,568 | |
| | |
South Carolina - 2.5% | | | | | | | | |
| | |
Richland County School District No 2, Series A, (South Carolina School District) 1.875%, 03/01/38 | | | 8,290,000 | | | | 6,026,913 | |
| | |
Tennessee - 2.2% | | | | | | | | |
| | |
City of Chattanooga Electric Revenue 2.000%, 09/01/40 | | | 7,710,000 | | | | 5,466,108 | |
| | |
Texas - 9.4% | | | | | | | | |
| | |
Central Texas Regional Mobility Authority, Series B, 4.000%, 01/01/51 | | | 1,705,000 | | | | 1,593,975 | |
5.000%, 01/01/45 | | | 1,620,000 | | | | 1,700,281 | |
| | |
City of Houston Airport System Revenue, Series A 4.000%, 07/01/48 | | | 1,260,000 | | | | 1,175,512 | |
| | |
Texas Private Activity Bond Surface Transportation Corp., 5.000%, 12/31/40 | | | 3,315,000 | | | | 3,325,175 | |
5.000%, 12/31/45 | | | 3,250,000 | | | | 3,256,623 | |
5.000%, 06/30/58 | | | 7,800,000 | | | | 7,761,736 | |
| | |
Texas Private Activity Bond Surface Transportation Corp., Series A 4.000%, 12/31/39 | | | 4,605,000 | | | | 4,254,797 | |
| | |
Total Texas | | | | | | | 23,068,099 | |
| | |
Virginia - 5.2% | | | | | | | | |
| | |
Lynchburg Economic Development Authority 4.000%, 01/01/55 | | | 1,260,000 | | | | 1,131,046 | |
| | |
Virginia Small Business Financing Authority, 4.000%, 01/01/39 | | | 2,515,000 | | | | 2,371,451 | |
4.000%, 01/01/40 | | | 2,515,000 | | | | 2,348,195 | |
5.000%, 12/31/47 | | | 2,145,000 | | | | 2,199,745 | |
5.000%, 12/31/49 | | | 2,095,000 | | | | 2,113,801 | |
5.000%, 12/31/52 | | | 2,655,000 | | | | 2,675,942 | |
Total Virginia | | | | | | | 12,840,180 | |
| |
Total Municipal Bonds | | | | | |
(Cost $260,753,567) | | | | | | | 240,686,250 | |
| |
Short-Term Investments - 0.9% | | | | | |
| |
Repurchase Agreements - 0.9% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $2,144,875 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $2,186,897) | | | 2,144,000 | | | | 2,144,000 | |
| |
Total Short-Term Investments | | | | | |
(Cost $2,144,000) | | | | | | | 2,144,000 | |
| | |
Total Investments - 99.2% | | | | | | | | |
(Cost $262,897,567) | | | | | | | 242,830,250 | |
| |
Other Assets, less Liabilities - 0.8% | | | | 2,015,282 | |
| |
Net Assets - 100.0% | | | | $244,845,532 | |
The accompanying notes are an integral part of these financial statements.
29
| | |
| | AMG GW&K Municipal Enhanced Yield Fund Schedule of Portfolio Investments (continued) |
AGM Assured Guaranty Municipal Corp.
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Municipal Bonds† | | | — | | | $ | 240,686,250 | | | | — | | | $ | 240,686,250 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Repurchase Agreements | | | — | | | | 2,144,000 | | | | — | | | | 2,144,000 | |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | $ | 242,830,250 | | | | — | | | $ | 242,830,250 | |
| | | | | | | | | | | | | | | | |
† | All municipal bonds held in the Fund are Level 2 securities. For a detailed breakout of municipal bonds by major classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
30
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | | | | | | | | | | | | | | | | | |
| | AMG GW&K ESG Bond Fund | | | AMG GW&K Enhanced Core Bond ESG Fund | | | AMG GW&K High Income Fund | | | AMG GW&K Municipal Bond Fund | | | AMG GW&K Municipal Enhanced Yield Fund |
| | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investments at value1 (including securities on loan valued at $18,075,876, $892,276, $1,691,491, $0, and $0, respectively) | | | $473,201,960 | | | | $40,027,823 | | | | $16,714,059 | | | | $1,057,187,937 | | | | $242,830,250 | |
| | | | | |
Cash | | | 796 | | | | 24,879 | | | | 219 | | | | 624 | | | | 333 | |
| | | | | |
Receivable for investments sold | | | — | | | | — | | | | — | | | | 13,615,225 | | | | — | |
| | | | | |
Interest receivables | | | 4,546,386 | | | | 340,758 | | | | 218,983 | | | | 12,877,067 | | | | 2,256,597 | |
| | | | | |
Securities lending income receivable | | | 3,486 | | | | 755 | | | | 1,786 | | | | — | | | | — | |
| | | | | |
Receivable for Fund shares sold | | | 184,947 | | | | 12,955 | | | | 227 | | | | 1,683,490 | | | | 615,389 | |
| | | | | |
Receivable from affiliate | | | 7,648 | | | | 10,448 | | | | 7,886 | | | | 62,139 | | | | 16,810 | |
| | | | | |
Prepaid expenses and other assets | | | 32,600 | | | | 20,943 | | | | 14,838 | | | | 80,834 | | | | 32,006 | |
| | | | | |
Total assets | | | 477,977,823 | | | | 40,438,561 | | | | 16,957,998 | | | | 1,085,507,316 | | | | 245,751,385 | |
| | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Payable upon return of securities loaned | | | 12,518,891 | | | | 923,919 | | | | 1,525,084 | | | | — | | | | — | |
| | | | | |
Payable for investments purchased | | | — | | | | — | | | | — | | | | 13,228,968 | | | | — | |
| | | | | |
Payable for delayed delivery investments purchased | | | — | | | | — | | | | — | | | | 5,404,730 | | | | — | |
| | | | | |
Payable for Fund shares repurchased | | | 349,194 | | | | 16,653 | | | | 4,858 | | | | 800,900 | | | | 739,762 | |
| | | | | |
Accrued expenses: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investment advisory and management fees | | | 88,516 | | | | 9,810 | | | | 5,019 | | | | 182,695 | | | | 90,160 | |
| | | | | |
Administrative fees | | | 57,728 | | | | 4,905 | | | | 1,930 | | | | 131,627 | | | | 30,052 | |
| | | | | |
Distribution fees | | | — | | | | 2,282 | | | | — | | | | 2,758 | | | | 748 | |
| | | | | |
Shareholder service fees | | | 66,213 | | | | 1,399 | | | | 1,724 | | | | 45,053 | | | | 10,312 | |
| | | | | |
Other | | | 97,064 | | | | 36,456 | | | | 26,219 | | | | 94,931 | | | | 34,819 | |
| | | | | |
Total liabilities | | | 13,177,606 | | | | 995,424 | | | | 1,564,834 | | | | 19,891,662 | | | | 905,853 | |
| | | | | |
Commitments and Contingencies (Notes 2 & 6) | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $464,800,217 | | | | $39,443,137 | | | | $15,393,164 | | | | $1,065,615,654 | | | | $244,845,532 | |
| | | | | |
1 Investments at cost | | | $535,896,310 | | | | $44,038,736 | | | | $17,222,372 | | | | $1,099,277,565 | | | | $262,897,567 | |
The accompanying notes are an integral part of these financial statements.
31
| | |
| | Statement of Assets and Liabilities (continued) |
| | | | | | | | | | | | | | | | | | | | |
| | AMG GW&K ESG Bond Fund | | | AMG GW&K Enhanced Core Bond ESG Fund | | | AMG GW&K High Income Fund | | | AMG GW&K Municipal Bond Fund | | | AMG GW&K Municipal Enhanced Yield Fund | |
| | | | | |
Net Assets Represent: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Paid-in capital | | | $556,186,762 | | | | $49,680,306 | | | | $17,284,733 | | | | $1,123,879,031 | | | | $280,768,779 | |
| | | | | |
Total distributable loss | | | (91,386,545 | ) | | | (10,237,169 | ) | | | (1,891,569 | ) | | | (58,263,377 | ) | | | (35,923,247 | ) |
| | | | | |
Net Assets | | | $464,800,217 | | | | $39,443,137 | | | | $15,393,164 | | | | $1,065,615,654 | | | | $244,845,532 | |
| | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $283,555,047 | | | | $10,881,076 | | | | $6,537,157 | | | | $13,579,365 | | | | $3,398,346 | |
| | | | | |
Shares outstanding | | | 13,242,263 | | | | 1,207,280 | | | | 321,177 | | | | 1,208,706 | | | | 380,298 | |
| | | | | |
Net asset value, offering and redemption price per share | | | $21.41 | | | | $9.01 | | | | $20.35 | | | | $11.23 | | | | $8.94 | |
| | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $181,245,170 | | | | $20,176,301 | | | | $8,856,007 | | | | $1,052,036,289 | | | | $241,329,704 | |
| | | | | |
Shares outstanding | | | 8,463,247 | | | | 2,230,463 | | | | 435,311 | | | | 93,095,713 | | | | 27,872,214 | |
| | | | | |
Net asset value, offering and redemption price per share | | | $21.42 | | | | $9.05 | | | | $20.34 | | | | $11.30 | | | | $8.66 | |
| | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | — | | | | $8,385,760 | | | | — | | | | — | | | | $117,482 | |
| | | | | |
Shares outstanding | | | — | | | | 927,264 | | | | — | | | | — | | | | 13,571 | |
| | | | | |
Net asset value, offering and redemption price per share | | | — | | | | $9.04 | | | | — | | | | — | | | | $8.66 | |
The accompanying notes are an integral part of these financial statements.
32
| | |
| | Statement of Operations (unaudited) For the six months ended June 30, 2023 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | AMG GW&K ESG Bond Fund | | AMG GW&K Enhanced Core Bond ESG Fund | | AMG GW&K High Income Fund | | AMG GW&K Municipal Bond Fund | | AMG GW&K Municipal Enhanced Yield Fund | | |
| | | | | | | | | | | | | | | |
Investment Income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Interest income | | | | | | | | | | | | | | $8,237,367 | | | | | | | | | | $740,629 | | | | | | | | | | | | | | | $448,167 | | | | | | | | | | | | | | | $12,799,939 | | | | | | | | | | | | | | | $4,840,286 | | | |
| | | | | | | | | | | | | | | |
Securities lending income | | | | | | | | | | | | | | 22,610 | | | | | | | | | | 6,604 | | | | | | | | | | | | | | | 19,858 | | | | | | | | | | | | | | | — | | | | | | | | | | | | | | | — | | | |
| | | | | | | | | | | | | | | |
Foreign withholding tax | | | | | | | | | | | | | | (6,750 | ) | | | | | | | | | (89 | ) | | | | | | | | | | | | | | (211 | ) | | | | | | | | | | | | | | — | | | | | | | | | | | | | | | — | | | |
| | | | | | | | | | | | | | | |
Total investment income | | | | | | | | | | | | | | 8,253,227 | | | | | | | | | | 747,144 | | | | | | | | | | | | | | | 467,814 | | | | | | | | | | | | | | | 12,799,939 | | | | | | | | | | | | | | | 4,840,286 | | | |
| | | | | | | | | | | | | | | |
Expenses: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Investment advisory and management fees | | | | | | | | | | | | | | 553,664 | | | | | | | | | | 59,924 | | | | | | | | | | | | | | | 33,153 | | | | | | | | | | | | | | | 1,100,165 | | | | | | | | | | | | | | | 576,281 | | | |
| | | | | | | | | | | | | | | |
Administrative fees | | | | | | | | | | | | | | 361,085 | | | | | | | | | | 29,962 | | | | | | | | | | | | | | | 12,751 | | | | | | | | | | | | | | | 792,581 | | | | | | | | | | | | | | | 192,094 | | | |
| | | | | | | | | | | | | | | |
Distribution fees - Class N | | | | | | | | | | | | | | — | | | | | | | | | | 13,828 | | | | | | | | | | | | | | | — | | | | | | | | | | | | | | | 17,035 | | | | | | | | | | | | | | | 4,468 | | | |
| | | | | | | | | | | | | | | |
Shareholder servicing fees - Class N | | | | | | | | | | | | | | 367,567 | | | | | | | | | | — | | | | | | | | | | | | | | | 8,385 | | | | | | | | | | | | | | | 9,496 | | | | | | | | | | | | | | | 2,681 | | | |
| | | | | | | | | | | | | | | |
Shareholder servicing fees - Class I | | | | | | | | | | | | | | 46,848 | | | | | | | | | | 7,824 | | | | | | | | | | | | | | | 2,573 | | | | | | | | | | | | | | | 260,787 | | | | | | | | | | | | | | | 63,109 | | | |
| | | | | | | | | | | | | | | |
Professional fees | | | | | | | | | | | | | | 42,797 | | | | | | | | | | 25,891 | | | | | | | | | | | | | | | 22,405 | | | | | | | | | | | | | | | 50,553 | | | | | | | | | | | | | | | 26,375 | | | |
| | | | | | | | | | | | | | | |
Custodian fees | | | | | | | | | | | | | | 31,183 | | | | | | | | | | 13,917 | | | | | | | | | | | | | | | 10,904 | | | | | | | | | | | | | | | 46,116 | | | | | | | | | | | | | | | 18,396 | | | |
| | | | | | | | | | | | | | | |
Reports to shareholders | | | | | | | | | | | | | | 25,271 | | | | | | | | | | 4,365 | | | | | | | | | | | | | | | 1,611 | | | | | | | | | | | | | | | 19,728 | | | | | | | | | | | | | | | 4,903 | | | |
| | | | | | | | | | | | | | | |
Registration fees | | | | | | | | | | | | | | 25,220 | | | | | | | | | | 18,165 | | | | | | | | | | | | | | | 13,751 | | | | | | | | | | | | | | | 73,985 | | | | | | | | | | | | | | | 24,097 | | | |
| | | | | | | | | | | | | | | |
Trustee fees and expenses | | | | | | | | | | | | | | 17,799 | | | | | | | | | | 1,456 | | | | | | | | | | | | | | | 627 | | | | | | | | | | | | | | | 38,691 | | | | | | | | | | | | | | | 8,751 | | | |
| | | | | | | | | | | | | | | |
Transfer agent fees | | | | | | | | | | | | | | 13,981 | | | | | | | | | | 1,536 | | | | | | | | | | | | | | | 586 | | | | | | | | | | | | | | | 18,130 | | | | | | | | | | | | | | | 3,805 | | | |
| | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | — | | | | | | | | | | — | | | | | | | | | | | | | | | — | | | | | | | | | | | | | | | 287 | | | | | | | | | | | | | | | — | | | |
| | | | | | | | | | | | | | | |
Miscellaneous | | | | | | | | | | | | | | 13,011 | | | | | | | | | | 2,387 | | | | | | | | | | | | | | | 1,141 | | | | | | | | | | | | | | | 22,893 | | | | | | | | | | | | | | | 5,223 | | | |
| | | | | | | | | | | | | | | |
Total expenses before offsets | | | | | | | | | | | | | | 1,498,426 | | | | | | | | | | 179,255 | | | | | | | | | | | | | | | 107,887 | | | | | | | | | | | | | | | 2,450,447 | | | | | | | | | | | | | | | 930,183 | | | |
| | | | | | | | | | | | | | | |
Expense reimbursements | | | | | | | | | | | | | | (48,901 | ) | | | | | | | | | (61,507 | ) | | | | | | | | | | | | | | (46,774 | ) | | | | | | | | | | | | | | (366,264 | ) | | | | | | | | | | | | | | (103,906 | ) | | |
| | | | | | | | | | | | | | | |
Net expenses | | | | | | | | | | | | | | 1,449,525 | | | | | | | | | | 117,748 | | | | | | | | | | | | | | | 61,113 | | | | | | | | | | | | | | | 2,084,183 | | | | | | | | | | | | | | | 826,277 | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Net investment income | | | | | | | | | | | | | | 6,803,702 | | | | | | | | | | 629,396 | | | | | | | | | | | | | | | 406,701 | | | | | | | | | | | | | | | 10,715,756 | | | | | | | | | | | | | | | 4,014,009 | | | |
| | | | | | | | | | | | | | | |
Net Realized and Unrealized Gain: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Net realized loss on investments | | | | | | | | | | | | | | (8,222,850 | ) | | | | | | | | | (1,019,583 | ) | | | | | | | | | | | | | | (145,947 | ) | | | | | | | | | | | | | | (5,930,937 | ) | | | | | | | | | | | | | | (5,063,318 | )1 | | |
| | | | | | | | | | | | | | | |
Net change in unrealized appreciation/depreciation on investments | | | | | | | | | | | | | | 15,664,532 | | | | | | | | | | 1,463,837 | | | | | | | | | | | | | | | 376,267 | | | | | | | | | | | | | | | 18,259,190 | | | | | | | | | | | | | | | 15,310,153 | | | |
| | | | | | | | | | | | | | | |
Net realized and unrealized gain | | | | | | | | | | | | | | 7,441,682 | | | | | | | | | | 444,254 | | | | | | | | | | | | | | | 230,320 | | | | | | | | | | | | | | | 12,328,253 | | | | | | | | | | | | | | | 10,246,835 | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Net increase in net assets resulting from operations | | | | | | | | | | | | | | $14,245,384 | | | | | | | | | | $1,073,650 | | | | | | | | | | | | | | | $637,021 | | | | | | | | | | | | | | | $23,044,009 | | | | | | | | | | | | | | | $14,260,844 | | | |
1 Includes realized losses of $4,997,167 relating to redemptions in-kind. See note 1(g) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
33
| | |
| | Statements of Changes in Net Assets For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | AMG GW&K ESG Bond Fund | | AMG GW&K Enhanced Core Bond ESG Fund | | AMG GW&K High Income Fund |
| | | | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | $6,803,702 | | | | $12,222,196 | | | | $629,396 | | | | $1,041,080 | | | | $406,701 | | | | $618,650 | |
| | | | | | |
Net realized loss on investments | | | (8,222,850 | ) | | | (19,299,747 | ) | | | (1,019,583 | ) | | | (2,654,300 | ) | | | (145,947 | ) | | | (1,149,384 | ) |
| | | | | | |
Net change in unrealized appreciation/depreciation on investments | | | 15,664,532 | | | | (84,052,548 | ) | | | 1,463,837 | | | | (5,951,857 | ) | | | 376,267 | | | | (961,928 | ) |
| | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 14,245,384 | | | | (91,130,099 | ) | | | 1,073,650 | | | | (7,565,077 | ) | | | 637,021 | | | | (1,492,662 | ) |
| | | | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Class N | | | (4,139,989 | ) | | | (7,736,535 | ) | | | (166,156 | ) | | | (235,849 | ) | | | (163,111 | ) | | | (277,251 | ) |
| | | | | | |
Class I | | | (2,823,469 | ) | | | (5,885,301 | ) | | | (315,096 | ) | | | (537,618 | ) | | | (255,311 | ) | | | (410,014 | ) |
| | | | | | |
Class Z | | | — | | | | — | | | | (141,793 | ) | | | (268,295 | ) | | | — | | | | — | |
| | | | | | |
Total distributions to shareholders | | | (6,963,458 | ) | | | (13,621,836 | ) | | | (623,045 | ) | | | (1,041,762 | ) | | | (418,422 | ) | | | (687,265 | ) |
| | | | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net decrease from capital share transactions | | | (35,488,355 | ) | | | (157,179,741 | ) | | | (1,454,341 | ) | | | (11,796,222 | ) | | | (2,093,984 | ) | | | (1,875,236 | ) |
| | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Total decrease in net assets | | | (28,206,429 | ) | | | (261,931,676 | ) | | | (1,003,736 | ) | | | (20,403,061 | ) | | | (1,875,385 | ) | | | (4,055,163 | ) |
| | | | | | |
Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Beginning of period | | | 493,006,646 | | | | 754,938,322 | | | | 40,446,873 | | | | 60,849,934 | | | | 17,268,549 | | | | 21,323,712 | |
| | | | | | |
End of period | | | $464,800,217 | | | | $493,006,646 | | | | $39,443,137 | | | | $40,446,873 | | | | $15,393,164 | | | | $17,268,549 | |
1 | See Note 1(g) of the Notes to Financial Statements. |
The accompanying notes are an integral part of these financial statements.
34
| | |
| | Statements of Changes in Net Assets (continued) For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Municipal Bond Fund | | | AMG GW&K Municipal Enhanced Yield Fund | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $10,715,756 | | | | $19,705,256 | | | | $4,014,009 | | | | $8,043,373 | |
| | | | |
Net realized loss on investments | | | (5,930,937 | ) | | | (10,312,359 | ) | | | (5,063,318 | ) | | | (10,807,395 | ) |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 18,259,190 | | | | (113,439,737 | ) | | | 15,310,153 | | | | (60,592,633 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 23,044,009 | | | | (104,046,840 | ) | | | 14,260,844 | | | | (63,356,655 | ) |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | (116,880 | ) | | | (212,610 | ) | | | (51,473 | ) | | | (79,222 | ) |
| | | | |
Class I | | | (10,530,006 | ) | | | (21,345,146 | ) | | | (3,961,524 | ) | | | (8,871,256 | ) |
| | | | |
Class Z | | | — | | | | — | | | | (1,861 | ) | | | (3,685 | ) |
| | | | |
Total distributions to shareholders | | | (10,646,886 | ) | | | (21,557,756 | ) | | | (4,014,858 | ) | | | (8,954,163 | ) |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net decrease from capital share transactions | | | (28,043,981 | ) | | | (142,203,031 | ) | | | (24,394,500 | ) | | | (53,225,598 | ) |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Total decrease in net assets | | | (15,646,858 | ) | | | (267,807,627 | ) | | | (14,148,514 | ) | | | (125,536,416 | ) |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 1,081,262,512 | | | | 1,349,070,139 | | | | 258,994,046 | | | | 384,530,462 | |
| | | | |
End of period | | | $1,065,615,654 | | | | $1,081,262,512 | | | | $244,845,532 | | | | $258,994,046 | |
1 | See Note 1(g) of the Notes to Financial Statements. |
The accompanying notes are an integral part of these financial statements.
35
| | |
| | AMG GW&K ESG Bond Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $21.11 | | | | | $24.88 | | | | | $28.12 | | | | | $27.14 | | | | | $25.49 | | | | | $26.97 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.29 | | | | | 0.44 | | | | | 0.44 | | | | | 0.90 | | | | | 0.94 | | | | | 0.84 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.31 | | | | | (3.70 | ) | | | | (0.83 | ) | | | | 1.03 | | | | | 1.85 | | | | | (1.33 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.60 | | | | | (3.26 | ) | | | | (0.39 | ) | | | | 1.93 | | | | | 2.79 | | | | | (0.49 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.30 | ) | | | | (0.47 | ) | | | | (0.47 | ) | | | | (0.88 | ) | | | | (0.98 | ) | | | | (0.80 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.04 | ) | | | | (2.38 | ) | | | | (0.07 | ) | | | | (0.16 | ) | | | | (0.19 | ) |
| | | | | | |
Total distributions to shareholders | | | | (0.30 | ) | | | | (0.51 | ) | | | | (2.85 | ) | | | | (0.95 | ) | | | | (1.14 | ) | | | | (0.99 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $21.41 | | | | | $21.11 | | | | | $24.88 | | | | | $28.12 | | | | | $27.14 | | | | | $25.49 | |
| | | | | | |
Total Return2,3 | | | | 2.86 | %4 | | | | (13.17 | )% | | | | (1.29 | )% | | | | 7.34 | % | | | | 11.10 | % | | | | (1.82 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | | 0.68 | %5 | | | | 0.68 | % | | | | 0.69 | %6 | | | | 0.71 | % | | | | 0.72 | %7 | | | | 0.98 | %6 |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | | 0.70 | %5 | | | | 0.69 | % | | | | 0.69 | %6 | | | | 0.72 | % | | | | 0.73 | %7 | | | | 0.98 | %6 |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 2.75 | %5 | | | | 1.98 | % | | | | 1.71 | % | | | | 3.31 | % | | | | 3.53 | % | | | | 3.19 | % |
| | | | | | |
Portfolio turnover | | | | 10 | %4 | | | | 23 | % | | | | 186 | % | | | | 25 | % | | | | 20 | % | | | | 9 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $283,555 | | | | | $301,028 | | | | | $427,818 | | | | | $555,124 | | | | | $618,381 | | | | | $715,468 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
36
| | |
| | AMG GW&K ESG Bond Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $21.12 | | | | | $24.89 | | | | | $28.13 | | | | | $27.14 | | | | | $25.49 | | | | | $26.97 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.32 | | | | | 0.49 | | | | | 0.50 | | | | | 0.95 | | | | | 0.99 | | | | | 0.86 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.30 | | | | | (3.71 | ) | | | | (0.83 | ) | | | | 1.05 | | | | | 1.85 | | | | | (1.32 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.62 | | | | | (3.22 | ) | | | | (0.33 | ) | | | | 2.00 | | | | | 2.84 | | | | | (0.46 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.32 | ) | | | | (0.51 | ) | | | | (0.53 | ) | | | | (0.94 | ) | | | | (1.03 | ) | | | | (0.83 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.04 | ) | | | | (2.38 | ) | | | | (0.07 | ) | | | | (0.16 | ) | | | | (0.19 | ) |
| | | | | | |
Total distributions to shareholders | | | | (0.32 | ) | | | | (0.55 | ) | | | | (2.91 | ) | | | | (1.01 | ) | | | | (1.19 | ) | | | | (1.02 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $21.42 | | | | | $21.12 | | | | | $24.89 | | | | | $28.13 | | | | | $27.14 | | | | | $25.49 | |
| | | | | | |
Total Return2,3 | | | | 2.96 | %4 | | | | (12.99 | )% | | | | (1.05 | )% | | | | 7.57 | % | | | | 11.32 | % | | | | (1.72 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | | 0.48 | %5 | | | | 0.48 | % | | | | 0.49 | %6 | | | | 0.50 | % | | | | 0.52 | %7 | | | | 0.88 | %6 |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | | 0.50 | %5 | | | | 0.49 | % | | | | 0.49 | %6 | | | | 0.51 | % | | | | 0.53 | %7 | | | | 0.88 | %6 |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 2.95 | %5 | | | | 2.18 | % | | | | 1.91 | % | | | | 3.52 | % | | | | 3.73 | % | | | | 3.29 | % |
| | | | | | |
Portfolio turnover | | | | 10 | %4 | | | | 23 | % | | | | 186 | % | | | | 25 | % | | | | 20 | % | | | | 9 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $181,245 | | | | | $191,979 | | | | | $327,121 | | | | | $546,698 | | | | | $605,353 | | | | | $1,094,820 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Ratio includes recapture of reimbursed fees from prior years amounting to less than 0.01% and 0.04% for the fiscal year ended December 31, 2021 and December 31, 2018, respectively. |
7 | Includes 0.01% of extraordinary expense related to legal expense in support of an investment held in the portfolio. |
8 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
37
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.92 | | | | | $10.61 | | | | | $10.90 | | | | | $10.15 | | | | | $9.43 | | | | | $9.81 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.14 | | | | | 0.19 | | | | | 0.14 | | | | | 0.20 | | | | | 0.24 | | | | | 0.23 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.09 | | | | | (1.69 | ) | | | | (0.28 | ) | | | | 0.75 | | | | | 0.73 | | | | | (0.38 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.23 | | | | | (1.50 | ) | | | | (0.14 | ) | | | | 0.95 | | | | | 0.97 | | | | | (0.15 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.14 | ) | | | | (0.19 | ) | | | | (0.14 | ) | | | | (0.20 | ) | | | | (0.25 | ) | | | | (0.23 | ) |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | (0.01 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | (0.14 | ) | | | | (0.19 | ) | | | | (0.15 | ) | | | | (0.20 | ) | | | | (0.25 | ) | | | | (0.23 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $9.01 | | | | | $8.92 | | | | | $10.61 | | | | | $10.90 | | | | | $10.15 | | | | | $9.43 | |
| | | | | | |
Total Return2,3 | | | | 2.53 | %4 | | | | (14.17 | )% | | | | (1.26 | )% | | | | 9.41 | % | | | | 10.35 | % | | | | (1.48 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | | 0.73 | %5 | | | | 0.73 | % | | | | 0.73 | % | | | | 0.73 | % | | | | 0.73 | % | | | | 0.73 | % |
| | | | | | |
Ratio of gross expenses to average net assets6 | | | | 1.04 | %5 | | | | 1.00 | % | | | | 0.93 | % | | | | 1.06 | % | | | | 1.16 | % | | | | 0.99 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 3.01 | %5 | | | | 1.99 | % | | | | 1.32 | % | | | | 1.86 | % | | | | 2.43 | % | | | | 2.45 | % |
| | | | | | |
Portfolio turnover | | | | 26 | %4 | | | | 54 | % | | | | 86 | % | | | | 101 | % | | | | 71 | % | | | | 26 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $10,881 | | | | | $10,680 | | | | | $13,736 | | | | | $15,794 | | | | | $14,779 | | | | | $12,884 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
38
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.95 | | | | | $10.65 | | | | | $10.94 | | | | | $10.19 | | | | | $9.47 | | | | | $9.85 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.14 | | | | | 0.21 | | | | | 0.16 | | | | | 0.22 | | | | | 0.26 | | | | | 0.25 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.10 | | | | | (1.70 | ) | | | | (0.28 | ) | | | | 0.75 | | | | | 0.73 | | | | | (0.38 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.24 | | | | | (1.49 | ) | | | | (0.12 | ) | | | | 0.97 | | | | | 0.99 | | | | | (0.13 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.14 | ) | | | | (0.21 | ) | | | | (0.16 | ) | | | | (0.22 | ) | | | | (0.27 | ) | | | | (0.25 | ) |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | (0.01 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | (0.14 | ) | | | | (0.21 | ) | | | | (0.17 | ) | | | | (0.22 | ) | | | | (0.27 | ) | | | | (0.25 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $9.05 | | | | | $8.95 | | | | | $10.65 | | | | | $10.94 | | | | | $10.19 | | | | | $9.47 | |
| | | | | | |
Total Return2,3 | | |
| 2.72
| %4
| | | | (14.07 | )% | | | | (1.07 | )% | | | | 9.57 | % | | | | 10.51 | % | | | | (1.27 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.56
| %5
| | | | 0.56 | % | | | | 0.56 | % | | | | 0.55 | % | | | | 0.55 | % | | | | 0.54 | % |
| | | | | | |
Ratio of gross expenses to average net assets6 | | |
| 0.87
| %5
| | | | 0.83 | % | | | | 0.76 | % | | | | 0.88 | % | | | | 0.98 | % | | | | 0.80 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 3.18 | %5 | | | | 2.16 | % | | | | 1.49 | % | | | | 2.04 | % | | | | 2.62 | % | | | | 2.64 | % |
| | | | | | |
Portfolio turnover | | |
| 26
| %4
| | | | 54 | % | | | | 86 | % | | | | 101 | % | | | | 71 | % | | | | 26 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $20,176 | | | | | $19,890 | | | | | $33,402 | | | | | $27,800 | | | | | $8,502 | | | | | $5,967 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
39
| | |
| | AMG GW&K Enhanced Core Bond ESG Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class Z | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.95 | | | | | $10.65 | | | | | $10.93 | | | | | $10.18 | | | | | $9.46 | | | | | $9.84 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.15 | | | | | 0.21 | | | | | 0.17 | | | | | 0.22 | | | | | 0.27 | | | | | 0.26 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.09 | | | | | (1.69 | ) | | | | (0.27 | ) | | | | 0.75 | | | | | 0.72 | | | | | (0.38 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.24 | | | | | (1.48 | ) | | | | (0.10 | ) | | | | 0.97 | | | | | 0.99 | | | | | (0.12 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.15 | ) | | | | (0.22 | ) | | | | (0.17 | ) | | | | (0.22 | ) | | | | (0.27 | ) | | | | (0.26 | ) |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | (0.01 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | (0.15 | ) | | | | (0.22 | ) | | | | (0.18 | ) | | | | (0.22 | ) | | | | (0.27 | ) | | | | (0.26 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $9.04 | | | | | $8.95 | | | | | $10.65 | | | | | $10.93 | | | | | $10.18 | | | | | $9.46 | |
| | | | | | |
Total Return2,3 | | |
| 2.65
| %4
| | | | (14.00 | )% | | | | (0.92 | )% | | | | 9.65 | % | | | | 10.59 | % | | | | (1.23 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.48
| %5
| | | | 0.48 | % | | | | 0.48 | % | | | | 0.48 | % | | | | 0.48 | % | | | | 0.48 | % |
| | | | | | |
Ratio of gross expenses to average net assets6 | | |
| 0.79
| %5
| | | | 0.75 | % | | | | 0.68 | % | | | | 0.81 | % | | | | 0.91 | % | | | | 0.74 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 3.26
| %5
| | | | 2.24 | % | | | | 1.57 | % | | | | 2.11 | % | | | | 2.72 | % | | | | 2.70 | % |
| | | | | | |
Portfolio turnover | | |
| 26
| %4
| | | | 54 | % | | | | 86 | % | | | | 101 | % | | | | 71 | % | | | | 26 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $8,386 | | | | | $9,877 | | | | | $13,712 | | | | | $11,552 | | | | | $10,080 | | | | | $15,254 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
40
| | |
| | AMG GW&K High Income Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $20.11 | | | | | $22.46 | | | | | $22.23 | | | | | $21.52 | | | | | $20.04 | | | | | $21.06 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.47 | | | | | 0.67 | | | | | 0.53 | | | | | 0.51 | | | | | 0.57 | | | | | 0.69 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.26 | | | | | (2.20 | ) | | | | 0.28 | | | | | 2.09 | | | | | 0.98 | | | | | (1.57 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.73 | | | | | (1.53 | ) | | | | 0.81 | | | | | 2.60 | | | | | 1.55 | | | | | (0.88 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.49 | ) | | | | (0.77 | ) | | | | (0.53 | ) | | | | (0.48 | ) | | | | (0.07 | ) | | | | (0.14 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.05 | ) | | | | (0.05 | ) | | | | (1.41 | ) | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | (0.49 | ) | | | | (0.82 | ) | | | | (0.58 | ) | | | | (1.89 | ) | | | | (0.07 | ) | | | | (0.14 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $20.35 | | | | | $20.11 | | | | | $22.46 | | | | | $22.23 | | | | | $21.52 | | | | | $20.04 | |
| | | | | | |
Total Return2,3 | | |
| 3.65
| %4
| | | | (6.80 | )% | | | | 3.67 | % | | | | 12.16 | % | | | | 7.67 | % | | | | (4.18 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.84
| %5
| | |
| 0.86
| %6
| | | | 0.84 | % | | | | 0.89 | % | | | | 0.89 | % | | | | 0.89 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | |
| 1.39
| %5
| | | | 1.32 | % | | | | 1.37 | % | | | | 1.70 | % | | | | 1.87 | % | | | | 1.52 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 4.66
| %5
| | | | 3.22 | % | | | | 2.36 | % | | | | 2.28 | % | | | | 2.70 | % | | | | 3.34 | % |
| | | | | | |
Portfolio turnover | | |
| 10
| %4
| | | | 74 | % | | | | 97 | % | | | | 157 | % | | | | 52 | % | | | | 60 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $6,537 | | | | | $6,528 | | | | | $8,157 | | | | | $10,302 | | | | | $9,638 | | | | | $10,365 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
41
| | |
| | AMG GW&K High Income Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | |
| | For the six months ended | | For the fiscal years ended December 31, | | For the fiscal period ended December 31, |
| | June 30, 2023 | | | | |
| | | |
Class I | | (unaudited) | | 2022 | | 20218 |
| | | |
Net Asset Value, Beginning of Period | | | | $20.10 | | | | | $22.45 | | | | | $22.27 | |
| | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | |
| | | |
Net investment income1,2 | | | | 0.49 | | | | | 0.71 | | | | | 0.46 | |
| | | |
Net realized and unrealized gain (loss) on investments | | | | 0.26 | | | | | (2.20 | ) | | | | 0.35 | |
| | | |
Total income (loss) from investment operations | | | | 0.75 | | | | | (1.49 | ) | | | | 0.81 | |
| | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | |
| | | |
Net investment income | | | | (0.51 | ) | | | | (0.81 | ) | | | | (0.58 | ) |
| | | |
Net realized gain on investments | | | | — | | | | | (0.05 | ) | | | | (0.05 | ) |
| | | |
Total distributions to shareholders | | | | (0.51 | ) | | | | (0.86 | ) | | | | (0.63 | ) |
| | | |
Net Asset Value, End of Period | | | | $20.34 | | | | | $20.10 | | | | | $22.45 | |
| | | |
Total Return2,3 | | |
| 3.75
| %4
| | | | (6.63 | )% | | |
| 3.68
| %4
|
| | | |
Ratio of net expenses to average net assets | | |
| 0.64
| %5
| | |
| 0.66
| %6
| | |
| 0.64
| %5
|
| | | |
Ratio of gross expenses to average net assets7 | | |
| 1.19
| %5
| | | | 1.12 | % | | |
| 1.17
| %5
|
| | | |
Ratio of net investment income to average net assets2 | | |
| 4.86
| %5
| | | | 3.42 | % | | |
| 2.56
| %5
|
| | | |
Portfolio turnover | | |
| 10
| %4
| | | | 74 | % | | | | 97 | % |
| | | |
Net assets end of period (000’s) omitted | | | | $8,856 | | | | | $10,740 | | | | | $13,166 | |
| | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Includes interest expense totaling 0.02% related to participation in the interfund lending program. |
7 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
8 | Commencement of operations was on March 15, 2021. |
42
| | |
| | AMG GW&K Municipal Bond Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $11.11 | | | | | $12.24 | | | | | $12.45 | | | | | $12.12 | | | | | $11.48 | | | | | $11.60 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.09 | | | | | 0.15 | | | | | 0.13 | | | | | 0.15 | | | | | 0.19 | | | | | 0.17 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.13 | | | | | (1.10 | ) | | | | (0.11 | ) | | | | 0.33 | | | | | 0.64 | | | | | (0.11 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.22 | | | | | (0.95 | ) | | | | 0.02 | | | | | 0.48 | | | | | 0.83 | | | | | 0.06 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.10 | ) | | | | (0.16 | ) | | | | (0.13 | ) | | | | (0.15 | ) | | | | (0.19 | ) | | | | (0.18 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.02 | ) | | | | (0.10 | ) | | | | — | | | | | — | | | |
| (0.00
| )3
|
| | | | | | |
Total distributions to shareholders | | | | (0.10 | ) | | | | (0.18 | ) | | | | (0.23 | ) | | | | (0.15 | ) | | | | (0.19 | ) | | | | (0.18 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $11.23 | | | | | $11.11 | | | | | $12.24 | | | | | $12.45 | | | | | $12.12 | | | | | $11.48 | |
| | | | | | |
Total Return2,4 | | |
| 1.94
| %5
| | | | (7.80 | )% | | | | 0.10 | % | | | | 4.31 | % | | | | 7.29 | % | | | | 0.54 | % |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.73
| %6
| | | | 0.72 | % | | | | 0.71 | % | | | | 0.71 | % | | | | 0.71 | % | | | | 0.71 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | |
| 0.80
| %6
| | | | 0.78 | % | | | | 0.76 | % | | | | 0.77 | % | | | | 0.78 | % | | | | 0.77 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 1.69
| %6
| | | | 1.35 | % | | | | 1.01 | % | | | | 1.25 | % | | | | 1.59 | % | | | | 1.53 | % |
| | | | | | |
Portfolio turnover | | |
| 20
| %5
| | | | 20 | % | | | | 24 | % | | | | 17 | % | | | | 18 | % | | | | 35 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $13,579 | | | | | $12,972 | | | | | $17,112 | | | | | $18,153 | | | | | $18,711 | | | | | $17,445 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
43
| | |
| | AMG GW&K Municipal Bond Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $11.18 | | | | | $12.31 | | | | | $12.52 | | | | | $12.18 | | | | | $11.54 | | | | | $11.66 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.11 | | | | | 0.19 | | | | | 0.17 | | | | | 0.19 | | | | | 0.23 | | | | | 0.21 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.12 | | | | | (1.11 | ) | | | | (0.11 | ) | | | | 0.34 | | | | | 0.64 | | | | | (0.12) | |
| | | | | | |
Total income (loss) from investment operations | | | | 0.23 | | | | | (0.92 | ) | | | | 0.06 | | | | | 0.53 | | | | | 0.87 | | | | | 0.09 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.11 | ) | | | | (0.19 | ) | | | | (0.17 | ) | | | | (0.19 | ) | | | | (0.23 | ) | | | | (0.21) | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.02 | ) | | | | (0.10 | ) | | | | — | | | | | — | | | |
| (0.00)3
| |
| | | | | | |
Total distributions to shareholders | | | | (0.11 | ) | | | | (0.21 | ) | | | | (0.27 | ) | | | | (0.19 | ) | | | | (0.23 | ) | | | | (0.21) | |
| | | | | | |
Net Asset Value, End of Period | | | | $11.30 | | | | | $11.18 | | | | | $12.31 | | | | | $12.52 | | | | | $12.18 | | | | | $11.54 | |
| | | | | | |
Total Return2,4 | | | | 2.10 | %5 | | | | (7.45 | )% | | | | 0.43 | % | | | | 4.70 | % | | | | 7.58 | % | | | | 0.87% | |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.39
| %6
| | | | 0.39 | % | | | | 0.39 | % | | | | 0.39 | % | | | | 0.39 | % | | | | 0.39% | |
| | | | | | |
Ratio of gross expenses to average net assets7 | | |
| 0.46
| %6
| | | | 0.45 | % | | | | 0.44 | % | | | | 0.45 | % | | | | 0.46 | % | | | | 0.45% | |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 2.03
| %6
| | | | 1.68 | % | | | | 1.33 | % | | | | 1.57 | % | | | | 1.91 | % | | | | 1.85% | |
| | | | | | |
Portfolio turnover | | |
| 20
| %5
| | | | 20 | % | | | | 24 | % | | | | 17 | % | | | | 18 | % | | | | 35% | |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $1,052,036 | | | | | $1,068,290 | | | | | $1,331,958 | | | | | $1,287,667 | | | | | $1,014,514 | | | | | $940,553 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Less than $(0.005) per share. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
44
| | |
| | AMG GW&K Municipal Enhanced Yield Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.56 | | | | | $10.74 | | | | | $10.69 | | | | | $10.42 | | | | | $9.69 | | | | | $10.02 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.12 | | | | | 0.22 | | | | | 0.20 | | | | | 0.23 | | | | | 0.26 | | | | | 0.27 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.38 | | | | | (2.17 | ) | | | | 0.18 | | | | | 0.37 | | | | | 0.78 | | | | | (0.33) | |
| | | | | | |
Total income (loss) from investment operations | | | | 0.50 | | | | | (1.95 | ) | | | | 0.38 | | | | | 0.60 | | | | | 1.04 | | | | | (0.06) | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.12 | ) | | | | (0.20 | ) | | | | (0.19 | ) | | | | (0.21 | ) | | | | (0.25 | ) | | | | (0.15) | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.03 | ) | | | | (0.14 | ) | | | | (0.12 | ) | | | | (0.06 | ) | | | | — | |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | (0.12) | |
| | | | | | |
Total distributions to shareholders | | | | (0.12 | ) | | | | (0.23 | ) | | | | (0.33 | ) | | | | (0.33 | ) | | | | (0.31 | ) | | | | (0.27) | |
| | | | | | |
Net Asset Value, End of Period | | | | $8.94 | | | | | $8.56 | | | | | $10.74 | | | | | $10.69 | | | | | $10.42 | | | | | $9.69 | |
| | | | | | |
Total Return2,3 | | |
| 5.87
| %4
| | | | (18.19 | )% | | | | 3.59 | % | | | | 5.95 | % | | | | 10.92 | % | | | | (0.55)% | |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.99
| %5
| | | | 0.99 | % | | | | 0.99 | % | | | | 0.99 | % | | | | 0.99 | % | | | | 0.99% | |
| | | | | | |
Ratio of gross expenses to average net assets6 | | |
| 1.07
| %5
| | | | 1.07 | % | | | | 1.05 | % | | | | 1.07 | % | | | | 1.08 | % | | | | 1.08% | |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 2.79
| %5
| | | | 2.39 | % | | | | 1.85 | % | | | | 2.17 | % | | | | 2.56 | % | | | | 2.79% | |
| | | | | | |
Portfolio turnover | | |
| 6
| %4
| | | | 45 | % | | | | 61 | % | | | | 81 | % | | | | 40 | % | | | | 89% | |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $3,398 | | | | | $2,955 | | | | | $14,923 | | | | | $5,015 | | | | | $5,722 | | | | | $7,283 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
45
| | |
| | AMG GW&K Municipal Enhanced Yield Fund |
| | Financial Highlights |
| | For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.30 | | | | | $10.43 | | | | | $10.40 | | | | | $10.15 | | | | | $9.45 | | | | | $10.01 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.13 | | | | | 0.24 | | | | | 0.23 | | | | | 0.25 | | | | | 0.29 | | | | | 0.31 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.37 | | | | | (2.09 | ) | | | | 0.17 | | | | | 0.37 | | | | | 0.76 | | | | | (0.32) | |
| | | | | | |
Total income (loss) from investment operations | | | | 0.50 | | | | | (1.85 | ) | | | | 0.40 | | | | | 0.62 | | | | | 1.05 | | | | | (0.01) | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.14 | ) | | | | (0.25 | ) | | | | (0.23 | ) | | | | (0.25 | ) | | | | (0.29 | ) | | | | (0.31) | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.03 | ) | | | | (0.14 | ) | | | | (0.12 | ) | | | | (0.06 | ) | | | | — | |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | (0.24) | |
| | | | | | |
Total distributions to shareholders | | | | (0.14 | ) | | | | (0.28 | ) | | | | (0.37 | ) | | | | (0.37 | ) | | | | (0.35 | ) | | | | (0.55) | |
| | | | | | |
Net Asset Value, End of Period | | | | $8.66 | | | | | $8.30 | | | | | $10.43 | | | | | $10.40 | | | | | $10.15 | | | | | $9.45 | |
| | | | | | |
Total Return2,3 | | |
| 6.00
| %4
| | | | (17.86 | )% | | | | 3.94 | % | | | | 6.31 | % | | | | 11.28 | % | | | | (0.07)% | |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.64
| %5
| | | | 0.64 | % | | | | 0.64 | % | | | | 0.64 | % | | | | 0.64 | % | | | | 0.64% | |
| | | | | | |
Ratio of gross expenses to average net assets6 | | |
| 0.72
| %5
| | | | 0.72 | % | | | | 0.70 | % | | | | 0.72 | % | | | | 0.73 | % | | | | 0.73% | |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 3.14
| %5
| | | | 2.74 | % | | | | 2.20 | % | | | | 2.52 | % | | | | 2.91 | % | | | | 3.14% | |
| | | | | | |
Portfolio turnover | | |
| 6
| %4
| | | | 45 | % | | | | 61 | % | | | | 81 | % | | | | 40 | % | | | | 89% | |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $241,330 | | | | | $255,928 | | | | | $369,473 | | | | | $323,439 | | | | | $273,228 | | | | | $203,867 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
46
| | |
| | AMG GW&K Municipal Enhanced Yield Fund |
| | Financial Highlights |
| | For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class Z | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $8.30 | | | | | $10.43 | | | | | $10.40 | | | | | $10.15 | | | | | $9.44 | | | | | $10.01 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.14 | | | | | 0.25 | | | | | 0.24 | | | | | 0.26 | | | | | 0.30 | | | | | 0.31 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.36 | | | | | (2.10 | ) | | | | 0.17 | | | | | 0.37 | | | | | 0.76 | | | | | (0.32) | |
| | | | | | |
Total income (loss) from investment operations | | | | 0.50 | | | | | (1.85 | ) | | | | 0.41 | | | | | 0.63 | | | | | 1.06 | | | | | (0.01) | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | (0.14 | ) | | | | (0.25 | ) | | | | (0.24 | ) | | | | (0.26 | ) | | | | (0.29 | ) | | | | (0.32) | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.03 | ) | | | | (0.14 | ) | | | | (0.12 | ) | | | | (0.06 | ) | | | | — | |
| | | | | | |
Paid in capital | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | (0.24) | |
| | | | | | |
Total distributions to shareholders | | | | (0.14 | ) | | | | (0.28 | ) | | | | (0.38 | ) | | | | (0.38 | ) | | | | (0.35 | ) | | | | (0.56) | |
| | | | | | |
Net Asset Value, End of Period | | | | $8.66 | | | | | $8.30 | | | | | $10.43 | | | | | $10.40 | | | | | $10.15 | | | | | $9.44 | |
| | | | | | |
Total Return2,3 | | |
| 6.03
| %4
| | | | (17.82 | )% | | | | 3.99 | % | | | | 6.37 | % | | | | 11.45 | % | | | | (0.09)% | |
| | | | | | |
Ratio of net expenses to average net assets | | |
| 0.59
| %5
| | | | 0.59 | % | | | | 0.59 | % | | | | 0.59 | % | | | | 0.59 | % | | | | 0.59% | |
| | | | | | |
Ratio of gross expenses to average net assets6 | | |
| 0.67
| %5
| | | | 0.67 | % | | | | 0.65 | % | | | | 0.67 | % | | | | 0.68 | % | | | | 0.68% | |
| | | | | | |
Ratio of net investment income to average net assets2 | | |
| 3.19
| %5
| | | | 2.79 | % | | | | 2.25 | % | | | | 2.57 | % | | | | 2.96 | % | | | | 3.19% | |
| | | | | | |
Portfolio turnover | | |
| 6
| %4
| | | | 45 | % | | | | 61 | % | | | | 81 | % | | | | 40 | % | | | | 89% | |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $117 | | | | | $111 | | | | | $135 | | | | | $130 | | | | | $120 | | | | | $108 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
47
| | |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds, AMG Funds II (“Trust II”) and AMG Funds III (“Trust III”) (the “Trusts”) are open-end management investment companies, organized as Massachusetts business trusts, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trusts consist of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report are AMG Funds: AMG GW&K Municipal Bond Fund (“Municipal Bond”), AMG GW&K Municipal Enhanced Yield Fund (“Municipal Enhanced”), Trust II: AMG GW&K Enhanced Core Bond ESG Fund (“Enhanced Core Bond ESG”) and Trust III: AMG GW&K ESG Bond Fund (“ESG Bond”) and AMG GW&K High Income Fund (“High Income”), each a “Fund” and collectively, the “Funds”.
Each Fund offers different classes of shares. All Funds offer Class N shares and Class I shares; and Enhanced Core Bond ESG and Municipal Enhanced offer Class Z shares. Each class represents an interest in the same assets of the respective Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.
Market prices of investments held by the Funds may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements:
a. VALUATION OF INVESTMENTS
Fixed income securities purchased with a remaining maturity exceeding 60 days are valued at the evaluated bid price provided by an authorized pricing service or, if an evaluated price is not available, by reference to other securities which are considered comparable in credit rating, interest rate, due date and other features (generally referred to as “matrix pricing”) or other similar pricing methodologies. Investments in certain mortgage-backed and stripped mortgage-backed securities, convertible securities, derivatives and other debt securities not traded on an organized securities market are valued on the basis of valuations provided by dealers or by a pricing service which uses information with respect to transactions in such securities and various relationships between such securities and yield to maturity in determining value.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of
amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Funds’ portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Funds’ Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Funds’ Valuation Designee to perform the Funds’ fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Funds may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Funds’ valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Funds might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Funds. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Funds’ investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Funds that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Funds. Unobservable inputs reflect the Funds’ own assumptions about the assumptions
48
| | |
| | Notes to Financial Statements (continued) |
that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Interest income on foreign securities is recorded gross of any withholding tax. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to a Fund are apportioned among the funds in the Trusts and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from net investment income, if any, will normally be declared and paid monthly by the Funds. Fund distributions resulting from realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in
reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. There are no permanent differences during the year. Temporary differences are primarily due to: for ESG Bond, Enhanced Core Bond ESG, High Income and Municipal Enhanced, wash sale loss deferrals; for ESG Bond and High Income, premium amortization on callable bonds. Municipal Bond had no temporary differences.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
Fund | | Cost | | | Appreciation | | | Depreciation | | | Net Depreciation | |
| | | | |
ESG Bond | | | $535,896,310 | | | | $1,807,044 | | | | $(64,501,394 | ) | | | $(62,694,350) | |
| | | | |
Enhanced Core Bond ESG | | | 44,038,736 | | | | 9,928 | | | | (4,020,841 | ) | | | (4,010,913 | ) |
| | | | |
High Income | | | 17,222,372 | | | | 46,038 | | | | (554,351 | ) | | | (508,313 | ) |
| | | | |
Municipal Bond | | | 1,099,277,565 | | | | 4,035,665 | | | | (46,125,293 | ) | | | (42,089,628 | ) |
| | | | |
Municipal Enhanced | | | 262,897,567 | | | | 1,974,518 | | | | (22,041,835 | ) | | | (20,067,317 | ) |
e. FEDERAL TAXES
Each Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Funds’ tax positions taken on federal income tax returns for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Furthermore, based on each Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, each Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.
f. CAPITAL LOSS CARRYOVERS AND DEFERRALS
As of December 31, 2022, the Funds had capital loss carryovers for federal income tax purposes as shown in the following chart. These amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.
49
| | |
| | Notes to Financial Statements (continued) |
| | | | | | | | | | | | |
Fund | | Short-Term | | | Long-Term | | | Total | |
| | | |
ESG Bond | | | $7,220,366 | | | | $12,392,695 | | | | $19,613,061 | |
| | | |
Enhanced Core Bond ESG | | | 2,475,319 | | | | 2,481,420 | | | | 4,956,739 | |
| | | |
High Income | | | 397,484 | | | | 790,743 | | | | 1,188,227 | |
| | | | | | | | | | | | |
Fund | | Short-Term | | | Long-Term | | | Total | |
| | | |
Municipal Bond | | | $2,786,859 | | | | $7,525,500 | | | | 10,312,359 | |
| | | |
Municipal Enhanced | | | 3,966,598 | | | | 6,842,755 | | | | 10,809,353 | |
g. CAPITAL STOCK
Each Trust’s Amended and Restated Agreement and Declaration of Trust authorizes for each applicable Fund the issuance of an unlimited number of shares of beneficial interest, without par value. Each Fund records sales and repurchases of its capital stock on the trade date. For the six months ended June 30, 2023, Municipal Enhanced transferred securities and cash to certain shareholders in connection with redemptions in-kind transactions in the amount of $46,736,183. For the purposes of U.S. GAAP, the transactions were treated as sales of securities and the resulting gain or loss was recognized based on the market value of the securities on the date of the transfer. For tax purposes, no gains or losses were recognized.
For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022, the capital stock transactions by class for the Funds were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | ESG Bond | | Enhanced Core Bond ESG |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | | | | | | | | | |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 182,269 | | | | $3,924,158 | | | | 434,859 | | | | $9,802,580 | | | | 241,710 | | | | $2,185,832 | | | | 151,245 | | | | $1,447,268 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | 190,052 | | | | 4,086,413 | | | | 345,800 | | | | 7,627,326 | | | | 15,094 | | | | 136,784 | | | | 20,650 | | | | 192,586 | |
| | | | | | | | |
Shares redeemed | | | (1,387,029 | ) | | | (29,927,861 | ) | | | (3,716,450 | ) | | | (83,888,821 | ) | | | (246,746 | ) | | | (2,255,963 | ) | | | (268,963 | ) | | | (2,557,723 | ) |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | (1,014,708 | ) | | | $(21,917,290 | ) | | | (2,935,791 | ) | | | $(66,458,915 | ) | | | 10,058 | | | | $66,653 | | | | (97,068 | ) | | | $(917,869 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 513,507 | | | | $11,063,687 | | | | 1,292,769 | | | | $29,148,121 | | | | 288,996 | | | | $2,644,696 | | | | 1,447,204 | | | | $13,969,790 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | 126,941 | | | | 2,729,801 | | | | 256,042 | | | | 5,663,172 | | | | 33,634 | | | | 305,987 | | | | 55,346 | | | | 519,860 | |
| | | | | | | | |
Shares redeemed | | | (1,268,325 | ) | | | (27,364,553 | ) | | | (5,602,000 | ) | | | (125,532,119 | ) | | | (313,696 | ) | | | (2,864,359 | ) | | | (2,416,748 | ) | | | (23,744,821 | ) |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | (627,877 | ) | | | $(13,571,065 | ) | | | (4,053,189 | ) | | | $(90,720,826 | ) | | | 8,934 | | | | $86,324 | | | | (914,198 | ) | | | $(9,255,171 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | — | | | | — | | | | — | | | | — | | | | 90,089 | | | | $823,404 | | | | 147,673 | | | | $1,476,721 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | — | | | | — | | | | 15,102 | | | | 137,421 | | | | 27,916 | | | | 261,662 | |
| | | | | | | | |
Shares redeemed | | | — | | | | — | | | | — | | | | — | | | | (281,364 | ) | | | (2,568,143 | ) | | | (359,946 | ) | | | (3,361,565 | ) |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | — | | | | — | | | | — | | | | — | | | | (176,173 | ) | | | $(1,607,318 | ) | | | (184,357 | ) | | | $(1,623,182 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
| | High Income | | Municipal Bond |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 48,766 | | | | $1,003,756 | | | | 18,712 | | | | $389,945 | | | | 217,961 | | | | $2,464,012 | | | | 647,098 | | | | $7,349,629 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | 7,759 | | | | 157,945 | | | | 13,040 | | | | 267,721 | | | | 8,945 | | | | 100,818 | | | | 16,904 | | | | 188,374 | |
| | | | | | | | |
Shares redeemed | | | (59,984 | ) | | | (1,228,417 | ) | | | (70,270 | ) | | | (1,469,556 | ) | | | (185,350 | ) | | | (2,087,267 | ) | | | (895,246 | ) | | | (10,012,745 | ) |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | (3,459 | ) | | | $(66,716 | ) | | | (38,518 | ) | | | $(811,890 | ) | | | 41,556 | | | | $477,563 | | | | (231,244 | ) | | | $(2,474,742 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
50
| | |
| | Notes to Financial Statements (continued) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | High Income | | Municipal Bond |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 18,093 | | | | $368,992 | | | | 484,312 | | | | $9,834,594 | | | | 20,415,598 | | | | $232,564,518 | | | | 81,732,933 | | | | $917,700,640 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | 12,550 | | | | 255,311 | | | | 19,941 | | | | 410,014 | | | | 690,221 | | | | 7,823,045 | | | | 1,484,035 | | | | 16,631,130 | |
| | | | | | | | |
Shares redeemed | | | (129,658 | ) | | | (2,651,571 | ) | | | (556,443 | ) | | | (11,307,954 | ) | | | (23,572,806 | ) | | | (268,909,107 | ) | | | (95,879,229 | ) | | | (1,074,060,059 | ) |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (99,015 | ) | | | $(2,027,268 | ) | | | (52,190 | ) | | | $(1,063,346 | ) | | | (2,466,987 | ) | | | $(28,521,544 | ) | | | (12,662,261 | ) | | | $(139,728,289 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | Municipal Enhanced |
| | |
| | June 30, 2023 | | December 31, 2022 |
| | | | |
| | Shares | | Amount | | Shares | | Amount |
| | | | |
Class N: | | | | | | | | | | | | | | | | |
| | | | |
Shares sold | | | 626,970 | | | | $5,611,245 | | | | 616,950 | | | | $5,797,292 | |
| | | | |
Shares issued in reinvestment of distributions | | | 3,698 | | | | 32,848 | | | | 5,976 | | | | 53,425 | |
| | | | |
Shares redeemed | | | (595,467 | ) | | | (5,344,274 | ) | | | (1,667,635 | ) | | | (16,584,715 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase (decrease) | | | 35,201 | | | | $299,819 | | | | (1,044,709 | ) | | | $(10,733,998 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Class I: | | | | | | | | | | | | | | | | |
| | | | |
Shares sold | | | 7,873,807 | | | | $67,979,514 | | | | 12,933,675 | | | | $112,341,447 | |
| | | | |
Shares issued in reinvestment of distributions | | | 182,386 | | | | 1,568,899 | | | | 534,430 | | | | 4,664,114 | |
| | | | |
Shares redeemed | | | (11,012,114 | ) | | | (94,244,593 | )1 | | | (18,061,842 | ) | | | (159,500,846 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net decrease | | | (2,955,921 | ) | | | $(24,696,180 | ) | | | (4,593,737 | ) | | | $(42,495,285 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Class Z: | | | | | | | | | | | | | | | | |
| | | | |
Shares issued in reinvestment of distributions | | | 216 | | | | $1,861 | | | | 423 | | | | $3,685 | |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase | | | 216 | | | | $1,861 | | | | 423 | | | | $3,685 | |
| | | | | | | | | | | | | | | | |
1 | Includes redemption in-kind in the amount of $46,736,183. |
h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS
The Funds may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Funds participate on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Funds’ custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. Pursuant to the Securities Lending Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.
At June 30, 2023, the market value of Repurchase Agreements outstanding for ESG Bond, Enhanced Core Bond ESG, High Income, Municipal Bond Fund and Municipal Enhanced Yield was $17,700,891, $1,160,919, $1,573,084, $2,239,000 and $2,144,000, respectively.
i. DELAYED DELIVERY TRANSACTIONS AND WHEN-ISSUED SECURITIES
The Funds may enter into securities transactions on a delayed delivery or when issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked to market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in each Fund’s Schedule of Portfolio Investments. With respect to purchase commitments, the Funds identify securities as segregated in their records with a value at least equal to the amount of the commitment. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as an investment in
51
| | |
| | Notes to Financial Statements (continued) |
securities and a forward sale commitment in the Fund’s Statement of Assets and Liabilities. For financial reporting purposes, the Fund does offset the receivable and payable for delayed delivery investments purchased and sold. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.
At June 30, 2023, the market value of delayed delivery securities held in Municipal Bond amounted to $5,419,886.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
For each of the Funds, the Trusts have entered into investment advisory agreements under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Funds and is responsible for the Funds’ overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the subadviser(s) for the Funds and monitors the subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by GW&K Investment Management, LLC, (“GW&K”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in GW&K.
Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the six months ended June 30, 2023, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:
| | | | |
| |
ESG Bond | | | 0.23% | |
Enhanced Core Bond ESG | | | 0.30% | |
| |
High Income | | | 0.39% | |
| |
Municipal Bond | | | | |
on first $25 million | | | 0.35% | |
| |
on next $25 million | | | 0.30% | |
on next $50 million | | | 0.25% | |
| |
on balance over $100 million | | | 0.20% | |
Municipal Enhanced | | | 0.45% | |
The fee paid to GW&K for its services as subadviser is paid out of the fee the Investment Manager receives from each Fund and does not increase the expenses of each Fund.
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) of ESG Bond, Enhanced Core Bond ESG, High Income, Municipal Bond, and Municipal Enhanced to the annual rate of 0.43%, 0.48%, 0.59%, 0.34%, and 0.59%, respectively, of each Fund’s average daily net assets
(this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Funds in certain circumstances.
In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from a Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.
The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of a Fund or a successor fund, by mutual agreement between the Investment Manager and the Boards, or in the event of a Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of a Fund.
For the six months ended June 30, 2023, the Investment Manager’s expense reimbursements, and repayments of prior reimbursements by the Funds to the Investment Manager, if any, are as follows:
| | | | |
| | Expense Reimbursements | | Repayment of Prior Reimbursements |
| | |
ESG Bond | | $48,901 | | — |
| | |
Enhanced Core Bond ESG | | 61,507 | | — |
| | |
High Income | | 46,774 | | — |
| | |
Municipal Bond | | 366,264 | | — |
| | |
Municipal Enhanced | | 103,906 | | — |
At June 30, 2023, the Funds’ expiration of reimbursements subject to recoupment is as follows:
| | | | | | | | | | | | |
Expiration Period | | ESG Bond | | | Enhanced Core Bond ESG | | | High Income | |
| | | |
Less than 1 year | | | $36,901 | | | | $122,320 | | | | $77,004 | |
| | | |
1-2 years | | | 51,752 | | | | 116,556 | | | | 98,613 | |
| | | |
2-3 years | | | 86,383 | | | | 132,628 | | | | 92,100 | |
| | | | | | | | | | | | |
| | | |
Total | | | $175,036 | | | | $371,504 | | | | $267,717 | |
| | | | | | | | | | | | |
| | | | | | | | |
Expiration Period | | Municipal Bond | | | Municipal Enhanced | |
| | |
Less than 1 year | | | $702,073 | | | | $239,668 | |
| | |
1-2 years | | | 719,840 | | | | 230,877 | |
| | |
2-3 years | | | 748,214 | | | | 217,439 | |
| | | | | | | | |
| | |
Total | | | $2,170,127 | | | | $687,984 | |
| | | | | | | | |
The Trusts, on behalf of the Funds, have entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Funds’ administrator (the “Administrator”) and is responsible for certain aspects of managing the Funds’ operations, including administration and shareholder
52
| | |
| | Notes to Financial Statements (continued) |
services to each Fund. Each Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.
The Funds are distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for each Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of each Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
The Trusts have adopted a distribution and service plan (the “Plan”) with respect to the Class N shares, in accordance with the requirements of Rule 12b-1 under the 1940 Act and the requirements of the applicable rules of FINRA regarding asset-based sales charges. Pursuant to the Plan, Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced may make payments to the Distributor for its expenditures in financing any activity primarily intended to result in the sale of each Fund’s Class N shares and for maintenance and personal service provided to existing shareholders of that class. The Plan authorizes payments to the Distributor up to 0.25% annually of Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced average daily net assets attributable to the Class N shares. The portion of payments made under the plan by Class N shares of Enhanced Core Bond ESG, Municipal Bond and Municipal Enhanced for shareholder servicing may not exceed an annual rate of 0.25% of the average daily net asset value of each Fund’s shares of that class owned by clients of such broker, dealer or financial intermediary.
For each of Class N and Class I shares of ESG Bond, High Income, Municipal Bond, Municipal Enhanced, and for Enhanced Core Bond ESG’s Class I shares, the Boards have approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N and Class I shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below.
The impact on the annualized expense ratios for the six months ended June 30, 2023, were as follows:
| | | | | | |
| | |
Fund | | Maximum Annual Amount
Approved | | Actual Amount Incurred | |
| | |
ESG Bond | | | | | | |
| | |
Class N | | 0.25% | | | 0.25% | |
| | |
Class I | | 0.05% | | | 0.05% | |
| | |
Enhanced Core Bond ESG | | | | | | |
| | |
Class I | | 0.10% | | | 0.08% | |
| | |
High Income | | | | | | |
| | |
Class N | | 0.25% | | | 0.25% | |
| | |
Class I | | 0.05% | | | 0.05% | |
| | | | | | | | |
| | |
Fund | | Maximum Annual Amount Approved | | | Actual Amount Incurred | |
| | |
Municipal Bond | | | | | | | | |
| | |
Class N | | | 0.15% | | | | 0.14% | |
| | |
Class I | | | 0.05% | | | | 0.05% | |
| | |
Municipal Enhanced | | | | | | | | |
| | |
Class N | | | 0.15% | | | | 0.15% | |
| | |
Class I | | | 0.05% | | | | 0.05% | |
The Board provides supervision of the affairs of the Trusts and other trusts within the AMG Funds Family. The Trustees of the Trusts who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Funds are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Funds had no interfund loans outstanding.
The following Funds utilized the interfund loan program during the six months ended June 30, 2023 as follows:
| | | | | | | | | | | | | | | | |
Fund | | Average Lent | | | Number of Days | | | Interest Earned | | | Average Interest Rate | |
| | | | |
Municipal Bond | | $ | 7,448,357 | | | | 10 | | | $ | 12,158 | | | | 5.958% | |
| | | | |
Municipal Enhanced | | | 2,307,515 | | | | 2 | | | | 759 | | | | 6.000% | |
| | | | |
Fund | | Average Borrowed | | | Number of Days | | | Interest Paid | | | Average Interest Rate | |
| | | | |
Municipal Bond | | $ | 2,007,897 | | | | 1 | | | $ | 287 | | | | 5.208% | |
53
| | |
| | Notes to Financial Statements (continued) |
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the six months ended June 30, 2023, were as follows:
| | | | | | |
| | Long Term Securities | |
| | |
Fund | | Purchases | | Sales | |
| | |
ESG Bond | | $33,057,321 | | | $42,058,407 | |
| | |
Enhanced Core Bond ESG | | 4,619,235 | | | 6,217,917 | |
| | |
High Income | | 1,680,697 | | | 3,631,105 | |
| | |
Municipal Bond | | 205,200,146 | | | 234,758,970 | |
| | |
Municipal Enhanced | | 37,197,423 | | | 15,049,177 | |
Purchases and sales of U.S. Government Obligations for the six months ended June 30, 2023 were as follows:
| | | | |
| | U.S. Government Obligations |
| | |
Fund | | Purchases | | Sales |
| | |
ESG Bond | | $13,510,310 | | $41,515,012 |
| | |
Enhanced Core Bond ESG | | 5,489,241 | | 5,058,490 |
4. PORTFOLIO SECURITIES LOANED
The Funds, except Municipal Bond and Municipal Enhanced, participate in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Funds, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Funds’ policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Funds are indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable by a Fund at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.
The value of securities loaned on positions held, cash collateral and securities collateral received at June 30, 2023, were as follows:
| | | | | | | | | | | | | | | | |
Fund | | Securities Loaned | | | Cash Collateral Received | | | Securities Collateral Received | | | Total Collateral Received | |
| | | | |
ESG Bond | | $ | 18,075,876 | | | $ | 12,518,891 | | | $ | 6,269,212 | | | $ | 18,788,103 | |
| | | | |
Enhanced Core Bond ESG | | | 892,276 | | | | 923,919 | | | | — | | | | 923,919 | |
| | | | |
High Income | | | 1,691,491 | | | | 1,525,084 | | | | 234,494 | | | | 1,759,578 | |
The following table summarizes the securities received as collateral for securities lending at June 30, 2023:
| | | | | | |
Fund | | Collateral Type | | Coupon Range | | Maturity Date Range |
| | | |
ESG Bond | | U.S. Treasury Obligations | | 0.125%-5.280% | | 07/15/23-08/15/51 |
| | | |
High Income | | U.S. Treasury Obligations | | 0.000%-4.250% | | 08/29/23-05/15/52 |
5. FOREIGN SECURITIES
Certain Funds may invest in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities, such as exposure to currency fluctuations, less developed or less efficient trading markets, political instability, a lack of company information, differing auditing and legal standards, and, potentially, less liquidity. A Fund’s investments in emerging market countries are exposed to additional risks. A Fund’s performance will be influenced by political, social and economic factors affecting companies in emerging market countries. Emerging market countries generally have economic structures that are less diverse and mature, and political systems that are less stable, than those of developed countries. Realized gains in certain countries may be subject to foreign taxes at the Fund level and the Fund would pay such foreign taxes at the appropriate rate for each jurisdiction.
6. COMMITMENTS AND CONTINGENCIES
Under the Trusts’ organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trusts. In addition, in the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Funds under these arrangements is unknown, as this would involve future claims that may be made against a Fund that have not yet occurred. However, based on experience, the Funds had no prior claims or losses and expect the risks of loss to be remote.
7. RISKS ASSOCIATED WITH HIGH YIELD SECURITIES
Investing in high yield securities involves greater risks and considerations not typically associated with U.S. Government and other high quality/investment grade securities. High yield securities are generally below investment grade securities and do not have an established retail secondary market. Economic downturns may disrupt the high yield market and impair the issuer’s ability to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact on the value of such obligations and could cause the securities to become less liquid.
54
| | |
| | Notes to Financial Statements (continued) |
8. CREDIT AGREEMENT
On April 12, 2023, Trust III, on behalf of High Income and another fund in Trust III, and AMG Funds II (“Trust II”), on behalf of one of its funds, became party to an amended and restated credit agreement between BNYM and AMG Funds IV (“Trust IV”) dated July 22, 2020 (as amended from time to time, the “Credit Agreement”). The Credit Agreement provides Trust III, Trust II, and Trust IV (collectively, the “Participating Trusts”), on behalf of certain funds in the Participating Trusts, including High Income (collectively, the “Participating Funds”), a revolving line of credit of up to $50 million. The Credit Agreement runs for a 364-day term that can be renewed at the mutual agreement of the Participating Trusts and BNYM. The facility is shared by the Participating Funds and is available for temporary, emergency purposes including liquidity needs in meeting redemptions. The interest rate on outstanding Alternate Base Rate Loans is equal to the greater of
the Prime Rate plus 1.25%, or 0.50% plus the Federal Funds Effective Rate plus 1.25%. The interest rate on outstanding Overnight Loans is equal to the greater of the Federal Funds Effective Rate plus 1.25%, or the Adjusted Daily Simple SOFR plus 1.25%. The Adjusted Daily Simple SOFR is the sum of Daily Simple SOFR plus 0.10% plus a floor rate of 0.00%. The Participating Funds pay a commitment fee on the unutilized commitment amount of 0.175% per annum, which is allocated to the Participating Funds based on average daily net assets and included in miscellaneous expense on the Statement of Operations. Interest incurred on loans utilized is included in the Statement of Operations as interest expense. The Fund had no loans outstanding as of June 30, 2023, and did not utilize the line of credit during the period April 12, 2023, to June 30, 2023. The Credit Agreement was renewed on July 19, 2023.
9. MASTER NETTING AGREEMENTS
The Funds may enter into master netting agreements with their counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Funds do not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4.
The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | | | | Gross Amount Not Offset in the | | | | | | |
| | | | | Statement of Assets and Liabilities | | | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | | Offset Amount | | Net Asset Balance | | | Collateral Received | | | Net Amount |
| | | | | |
ESG Bond | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,564,457 | | | — | | | $1,564,457 | | | | $1,564,457 | | | — |
| | | | | |
Cantor Fitzgerald Securities, Inc. | | | 2,122,957 | | | — | | | 2,122,957 | | | | 2,122,957 | | | — |
| | | | | |
RBC Dominion Securities, Inc. | | | 3,130,065 | | | — | | | 3,130,065 | | | | 3,130,065 | | | — |
| | | | | |
Santander U.S. Capital Markets LLC | | | 3,067,464 | | | — | | | 3,067,464 | | | | 3,067,464 | | | — |
| | | | | |
State of Wisconsin Investment Board | | | 2,633,948 | | | — | | | 2,633,948 | | | | 2,633,948 | | | — |
| | | | | |
Fixed Income Clearing Corp. | | | 5,182,000 | | | — | | | 5,182,000 | | | | 5,182,000 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $17,700,891 | | | — | | | $17,700,891 | | | | $17,700,891 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Enhanced Core Bond ESG | | | | | | | | | | | | | | | | |
| | | | | |
RBC Dominion Securities, Inc. | | | $923,919 | | | — | | | $923,919 | | | | $923,919 | | | — |
| | | | | |
Fixed Income Clearing Corp. | | | 237,000 | | | — | | | 237,000 | | | | 237,000 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $1,160,919 | | | — | | | $1,160,919 | | | | $1,160,919 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
High Income | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $525,084 | | | — | | | $525,084 | | | | $525,084 | | | — |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | — | | | 1,000,000 | | | | 1,000,000 | | | — |
| | | | | |
Fixed Income Clearing Corp. | | | 48,000 | | | — | | | 48,000 | | | | 48,000 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $1,573,084 | | | — | | | $1,573,084 | | | | $1,573,084 | | | — |
| | | | | | | | | | | | | | | | |
55
| | |
| | Notes to Financial Statements (continued) |
| | | | | | | | | | | | | | | | |
| | | | | Gross Amount Not Offset in the | | | | | | |
| | | | | Statement of Assets and Liabilities | | | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | | Offset Amount | | Net Asset Balance | | | Collateral Received | | | Net Amount |
| | | | | |
Municipal Bond | | | | | | | | | | | | | | | | |
| | | | | |
Fixed Income Clearing Corp. | | | $2,239,000 | | | — | | | $2,239,000 | | | | $2,239,000 | | | — |
| | | | | |
Municipal Enhanced | | | | | | | | | | | | | | | | |
| | | | | |
Fixed Income Clearing Corp. | | | $2,144,000 | | | — | | | $2,144,000 | | | | $2,144,000 | | | — |
10. SUBSEQUENT EVENTS
The Funds have determined that no material events or transactions occurred through the issuance date of the Funds’ financial statements which require an additional disclosure in or adjustment of the Funds’ financial statements.
56
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements |
| | | | | | | | |
AMG GW&K Municipal Enhanced Yield Fund, AMG GW&K Municipal Bond Fund, AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K ESG Bond Fund, and AMG GW&K High Income Fund: Approval of Investment Management and Subadvisory Agreements on June 21, 2023 At an in-person meeting held on June 21, 2023, the Board of Trustees (the “Board” or the “Trustees”) of each of AMG Funds, AMG Funds II, and AMG Funds III (each, a “Trust” and collectively, the “Trusts”), and separately a majority of the Trustees who are not “interested persons” of the Trusts (the “Independent Trustees”), approved (i) the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with AMG Funds LLC (the “Investment Manager”) and AMG Funds for each of AMG GW&K Municipal Enhanced Yield Fund and AMG GW&K Municipal Bond Fund, and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016; the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with the Investment Manager and AMG Funds II for AMG GW&K Enhanced Core Bond ESG Fund, and separately each of Amendment No. 1 thereto, Amendment No. 2 thereto dated July 1, 2015, and Amendment No. 3 thereto dated October 1, 2016; and the Fund Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with the Investment Manager and AMG Funds III for AMG GW&K ESG Bond Fund and AMG GW&K High Income Fund, and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016 (collectively, the “Investment Management Agreements”); and (ii) the Subadvisory Agreements, as amended at any time prior to the date of the meeting (collectively, the “Subadvisory Agreements”), with the Subadviser for each of AMG GW&K Municipal Enhanced Yield Fund, AMG GW&K Municipal Bond Fund, AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K ESG Bond Fund, and AMG GW&K High Income Fund (each, a “Fund,” and collectively, the “Funds”). The Independent Trustees were separately represented by independent legal counsel in connection with their consideration of the approval of these agreements. In considering the Investment Management Agreements and the Subadvisory Agreements, the Trustees reviewed a variety of materials relating to each Fund, the Investment Manager and the Subadviser, including the nature, extent and quality of services, comparative performance, fee and expense | | | | information for an appropriate peer group of similar mutual funds for each Fund (each, a “Peer Group”), performance information for the relevant benchmark index for each Fund (each, a “Fund Benchmark”), other relevant matters, and other information provided to them on a periodic basis throughout the year. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Investment Management Agreements and Subadvisory Agreements; and (c) met with their independent legal counsel in private sessions at which no representatives of management were present. NATURE, EXTENT AND QUALITY OF SERVICES. In considering the nature, extent and quality of the services provided by the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings relating to the Investment Manager’s operations and personnel. Among other things, the Investment Manager provided financial information, information about its supervisory and professional staff and descriptions of its organizational and management structure. The Trustees also took into account information provided periodically throughout the previous year by the Investment Manager in Board meetings relating to the performance of its duties with respect to the Funds and the Trustees’ knowledge of the Investment Manager’s management and the quality of the performance of the Investment Manager’s duties under the Investment Management Agreements and Administration Agreement. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the extent and quality of the Investment Manager’s oversight of the operation and management of the Funds; (b) the quality of the Investment Manager’s oversight of the performance by the Subadviser of its portfolio management duties; (c) the Investment Manager’s ability to supervise the Funds’ other service providers; and (d) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreements and supervising the Subadviser, the Investment Manager: performs periodic detailed analyses and reviews of the performance by the Subadviser of its obligations to each Fund, including without limitation, analysis and review of portfolio and other compliance matters and review of the Subadviser’s | | | | investment performance with respect to each Fund; prepares and presents periodic reports to the Board regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the Board may reasonably request; reviews and considers any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and makes appropriate reports to the Board; reviews and considers any changes in the ownership or senior management of the Subadviser and makes appropriate reports to the Board; performs periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of the Subadviser; assists the Board and management of the Trusts in developing and reviewing information with respect to the initial approval of each Subadvisory Agreement and annual consideration of each Subadvisory Agreement thereafter; prepares recommendations with respect to the continued retention of the Subadviser or the replacement of the Subadviser, including at the request of the Board; identifies potential successors to, or replacements of, the Subadviser or potential additional subadvisers, including performing appropriate due diligence, and developing and presenting to the Board a recommendation as to any such successor, replacement, or additional subadviser, including at the request of the Board; designates and compensates from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and performs such other review and reporting functions as the Board shall reasonably request consistent with the Investment Management Agreements and applicable law. The Trustees noted the affiliation of the Subadviser with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreements and the Investment Manager’s undertaking to maintain contractual expense limitations for the Funds. The Trustees also considered the Investment Manager’s risk management processes. The Trustees also reviewed information relating to the Subadviser’s operations and personnel and the investment philosophy, strategies and techniques (its “Investment Strategy”) used in managing each Fund. Among other things, the Trustees reviewed information on portfolio management and other professional staff, information regarding the |
57
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
| | | | | | | | |
Subadviser’s organizational and management structure and the Subadviser’s brokerage policies and practices. The Trustees considered specific information provided regarding the experience of the individuals at the Subadviser with portfolio management responsibility for each Fund, including the information set forth in each Fund’s prospectus and statement of additional information. In the course of their deliberations, the Trustees evaluated, among other things: (a) the services rendered by the Subadviser in the past; (b) the qualifications and experience of the Subadviser’s personnel; and (c) the Subadviser’s compliance program. The Trustees also took into account the financial condition of the Subadviser with respect to its ability to provide the services required under each Subadvisory Agreement. The Trustees also considered the Subadviser’s risk management processes. PERFORMANCE. The Board considered each Fund’s net performance during relevant time periods as compared to the Fund’s Peer Group and Fund Benchmark, considered the gross performance of each Fund as compared to the Subadviser’s relevant performance composite that utilizes a similar investment strategy and approach, and noted that the Board reviews on a quarterly basis detailed information about both a Fund’s performance results and portfolio composition, as well as the Subadviser’s Investment Strategy. The Board was mindful of the Investment Manager’s expertise, resources, and attention to monitoring the Subadviser’s performance, investment style and risk-adjusted performance with respect to the Funds and its discussions with the management of the Funds’ subadviser during the period regarding the factors that contributed to the performance of the Funds. With respect to AMG GW&K Municipal Enhanced Yield Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class I shares (which share class has the earliest inception date and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, above, and above, respectively, the median performance of the Peer Group and below the performance of the Fund Benchmark, the Bloomberg U.S. Municipal Bond BAA Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s underperformance relative to the Fund Benchmark and the fact that Class I shares of the Fund outperformed the Peer Group median for the 1-year, | | | | 5-year, and 10-year periods. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. With respect to AMG GW&K Municipal Bond Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class I shares (which share class has the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year, and 10-year periods ended March 31, 2023 was above, below, above, and above, respectively, the median performance of the Peer Group and below the performance of the Fund Benchmark, the Bloomberg 10-Year Municipal Bond Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s underperformance relative to the Fund Benchmark and the fact that the Fund ranked in the top decile relative to its Peer Group for the 1-year period and Class I shares of the Fund ranked in the top quintile relative to its Peer Group for the 5-year and 10-year periods. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. With respect to AMG GW&K Enhanced Core Bond ESG Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund with that inception date) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was below, below, above, and below, respectively, the median performance of the Peer Group and below, above, above, and below, respectively, the performance of the Fund Benchmark, the Bloomberg U.S. Aggregate Bond Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s more recent underperformance relative to the Peer Group and the Fund Benchmark. The Trustees also noted that Class N shares of the Fund ranked in the top third relative to its Peer Group for the 5-year period. The Trustees also took into account the fact that the Fund’s investment strategy was changed in 2019. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. With respect to AMG GW&K ESG Bond Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for | | | | Class N shares (which share class has the earliest inception date and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, above, below, and above, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Bloomberg U.S. Aggregate Bond Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance relative to the Peer Group and the Fund Benchmark and the fact that the Fund ranked in the top quintile relative to its Peer Group for the 1-year and 3-year periods and Class N shares of the Fund ranked in the top quartile relative to its Peer Group for the 10-year period. The Trustees also took into account the fact that the Fund’s subadviser, investment strategy, and Fund Benchmark changed effective March 19, 2021, and that the performance information prior to that date reflected that of the Fund’s prior subadviser and investment strategy. The Trustees considered management’s discussion that the Fund’s performance has been in line with management’s expectations since the current Subadviser assumed subadvisory responsibilities. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG GW&K High Income Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has the earliest inception date of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, above, and below, respectively, the median performance of the Peer Group and below the performance of the Fund Benchmark, the Bloomberg U.S. High Yield 1-5 Year Ba Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s underperformance relative to the Fund Benchmark and the fact that the Fund ranked in the top decile relative to its Peer Group for the 1-year period. The Trustees also took into account the fact that the Fund’s subadviser, investment strategy, and Fund Benchmark changed effective December 4, 2020, and that the performance information prior to that date reflected that of the Fund’s prior subadviser and investment strategy. The Trustees considered management’s discussion that the Fund’s performance has been in line with management’s expectations since the current Subadviser assumed subadvisory responsibilities. The Trustees concluded |
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. ADVISORY AND SUBADVISORY FEES; FUND EXPENSES; PROFITABILITY; AND ECONOMIES OF SCALE. In considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings setting forth all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as Investment Manager to a Fund), received by the Investment Manager and its affiliates attributable to managing each Fund and all the mutual funds in the AMG Funds Family of Funds; the cost of providing such services; the significant risks undertaken as Investment Manager and sponsor of the Funds, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered the amount of the advisory fee retained by the Investment Manager after payment of the subadvisory fee with respect to each Fund. The Trustees also noted payments are made from the Subadviser to the Investment Manager, and other payments are made from the Investment Manager to the Subadviser. The Trustees also considered management’s discussion of the current asset levels of the Funds, and the impact on profitability of both the current asset levels and any future growth of assets of the Funds. In considering the cost of services to be provided by the Investment Manager under each Investment Management Agreement and the profitability to the Investment Manager of its relationship with each Fund, the Trustees noted the undertaking by the Investment Manager to maintain contractual expense limitations for the Funds. The Board also took into account management’s discussion of the advisory fee structure, and the services the Investment Manager provides in performing its functions under each Investment Management Agreement and supervising the Subadviser. Based on the foregoing, the Trustees concluded that the profitability to the Investment Manager is reasonable and that the Investment Manager is not realizing material benefits from economies of scale that would warrant adjustments to the advisory fee at this time. Also with respect to economies of scale, the | | | | Trustees noted that as each Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. In considering the reasonableness of the subadvisory fees payable by the Investment Manager to the Subadviser, the Trustees reviewed information regarding the cost to the Subadviser of providing subadvisory services to each Fund and the resulting profitability from these relationships. The Trustees noted that, because the Subadviser is an affiliate of the Investment Manager, a portion of the Subadviser’s revenues or profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fees are paid by the Investment Manager out of its advisory fee. The Board also took into account management’s discussion of the subadvisory fee structure, and the services the Subadviser provides in performing its functions under each Subadvisory Agreement. Based on the foregoing, the Trustees concluded that the profitability to the Subadviser is reasonable and that the Subadviser is not realizing material benefits from economies of scale that would warrant adjustments to the subadvisory fees at this time. Also with respect to economies of scale, the Trustees noted that as a Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. With respect to AMG GW&K Municipal Enhanced Yield Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the High and the Above Average rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2025, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.59%. The Board also took into account management’s discussion of the Fund’s expenses and competitiveness with comparably sized funds and select competitors. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense | | | | limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K Municipal Bond Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the Below Average and the Low rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.34%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K Enhanced Core Bond ESG Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the Average and the Above Average rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.48%. The Trustees also took into account management’s discussion of the Fund’s expenses, including fees and expenses relative to comparably sized funds and select competitors, and the Fund’s small size relative to its peer universe. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted |
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K ESG Bond Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the Below Average and the Average rating level, respectively, of the Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.43%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. | | | | With respect to AMG GW&K High Income Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Below Average rating level of the Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.59%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the | | | | conclusions discussed above) regarding the Investment Management and Subadvisory Agreements: (a) the Investment Manager and the Subadviser have demonstrated that they possess the capability and resources to perform the duties required of them under each Investment Management Agreement and each Subadvisory Agreement and (b) the Investment Manager and Subadviser maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of each Investment Management Agreement and each Subadvisory Agreement would be in the best interests of the applicable Fund and its shareholders. Accordingly, on June 21, 2023, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management Agreement and the Subadvisory Agreement for each Fund. |
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| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER GW&K Investment Management, LLC 222 Berkeley St. Boston, MA 02116 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 | | TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt A. Keilhacker Steven J. Paggioli Eric Rakowski Victoria L. Sassine Garret W. Weston | | This report is prepared for the Funds’ shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for each Fund are available on the Funds’ website at amgfunds.com. A description of the policies and procedures each Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding each Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Funds’ website at amgfunds.com. To review a complete list of the Funds’ portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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BALANCED FUNDS AMG GW&K Global Allocation GW&K Investment Management, LLC EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC | | | | AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road International Value Equity AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP | | FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC |
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amgfunds.com | | | 063023 SAR088 |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds June 30, 2023 | | |
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| | AMG GW&K Small Cap Core Fund |
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| | Class N: GWETX | | Class I: GWEIX | | Class Z: GWEZX | | |
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| | AMG GW&K Small Cap Value Fund |
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| | Class N: SKSEX | | Class I: SKSIX | | Class Z: SKSZX | | |
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| | AMG GW&K Small/Mid Cap Core Fund (formerly AMG GW&K Small/Mid Cap Fund) |
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| | Class N: GWGVX | | Class I: GWGIX | | Class Z: GWGZX | | |
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| | AMG GW&K Global Allocation Fund |
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| | Class N: MBEAX | | Class I: MBESX | | Class Z: MBEYX | | |
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amgfunds.com | | | | 063023 SAR089 |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
AMG GW&K Small Cap Core Fund |
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Based on Actual Fund Return |
Class N | | 1.30% | | $1,000 | | $1,033 | | $6.55 |
Class I | | 0.95% | | $1,000 | | $1,034 | | $4.79 |
Class Z | | 0.90% | | $1,000 | | $1,035 | | $4.54 |
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Based on Hypothetical 5% Annual Return |
Class N | | 1.30% | | $1,000 | | $1,018 | | $6.51 |
Class I | | 0.95% | | $1,000 | | $1,020 | | $4.76 |
Class Z | | 0.90% | | $1,000 | | $1,020 | | $4.51 |
AMG GW&K Small Cap Value Fund |
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Based on Actual Fund Return |
Class N | | 1.15% | | $1,000 | | $1,051 | | $5.85 |
Class I | | 0.95% | | $1,000 | | $1,052 | | $4.83 |
Class Z | | 0.90% | | $1,000 | | $1,052 | | $4.58 |
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Based on Hypothetical 5% Annual Return |
Class N | | 1.15% | | $1,000 | | $1,019 | | $5.76 |
Class I | | 0.95% | | $1,000 | | $1,020 | | $4.76 |
Class Z | | 0.90% | | $1,000 | | $1,020 | | $4.51 |
AMG GW&K Small/Mid Cap Core Fund |
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Based on Actual Fund Return |
Class N | | 1.07% | | $1,000 | | $1,061 | | $5.47 |
Class I | | 0.87% | | $1,000 | | $1,062 | | $4.45 |
Class Z | | 0.82% | | $1,000 | | $1,062 | | $4.19 |
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Based on Hypothetical 5% Annual Return |
Class N | | 1.07% | | $1,000 | | $1,019 | | $5.36 |
Class I | | 0.87% | | $1,000 | | $1,020 | | $4.36 |
Class Z | | 0.82% | | $1,000 | | $1,021 | | $4.11 |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
AMG GW&K Global Allocation Fund |
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Based on Actual Fund Return |
Class N | | 1.06% | | $1,000 | | $1,061 | | $5.42 |
Class I | | 0.89% | | $1,000 | | $1,062 | | $4.55 |
Class Z | | 0.81% | | $1,000 | | $1,062 | | $4.14 |
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Based on Hypothetical 5% Annual Return |
Class N | | 1.06% | | $1,000 | | $1,020 | | $5.31 |
Class I | | 0.89% | | $1,000 | | $1,020 | | $4.46 |
Class Z | | 0.81% | | $1,000 | | $1,021 | | $4.06 |
* | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365. |
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Fund Performance (unaudited) Periods ended June 30, 2023 |
The table below shows the average annual total returns for the periods indicated for each Fund, as well as each Fund’s relative index for the same time periods ended June 30, 2023.
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Average Annual Total Returns1 | | Six Months* | | | One Year | | | Five Years | | | Ten Years | | | Since Inception | | | Inception Date | |
AMG GW&K Small Cap Core Fund2, 3, 4, 5, 6, 7, 8 | |
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Class N | | | 3.28% | | | | 8.99% | | | | 5.59% | | | | 8.77% | | | | 8.06% | | | | 12/10/96 | |
Class I | | | 3.44% | | | | 9.32% | | | | 5.95% | | | | 9.17% | | | | 12.11% | | | | 07/27/09 | |
Class Z | | | 3.47% | | | | 9.41% | | | | 6.00% | | | | — | | | | 7.87% | | | | 02/24/17 | |
Russell 2000® Index33 | | | 8.09% | | | | 12.31% | | | | 4.21% | | | | 8.26% | | | | 7.84% | | | | 12/10/96† | |
AMG GW&K Small Cap Value Fund2, 3, 4, 6, 7, 8, 9, 10, 11 | |
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Class N | | | 5.05% | | | | 8.77% | | | | 4.51% | | | | 7.52% | | | | 10.93% | | | | 04/23/87 | |
Class I | | | 5.18% | | | | 9.01% | | | | 4.70% | | | | — | | | | 5.26% | | | | 02/24/17 | |
Class Z | | | 5.20% | | | | 9.03% | | | | 4.77% | | | | — | | | | 5.33% | | | | 02/24/17 | |
Russell 2000® Value Index34 | | | 2.50% | | | | 6.01% | | | | 3.54% | | | | 7.29% | | | | — | | | | 04/23/87† | |
AMG GW&K Small/Mid Cap Core Fund2, 3, 5, 6, 7, 8, 12 | |
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Class N | | | 6.13% | | | | 10.41% | | | | 8.91% | | | | — | | | | 9.30% | | | | 02/24/17 | |
Class I | | | 6.24% | | | | 10.62% | | | | 9.09% | | | | — | | | | 7.92% | | | | 06/30/15 | |
Class Z | | | 6.23% | | | | 10.65% | | | | 9.17% | | | | — | | | | 9.57% | | | | 02/24/17 | |
Russell 2500® Index35 | | | 8.79% | | | | 13.58% | | | | 6.55% | | | | — | | | | 7.94% | | | | 06/30/15† | |
AMG GW&K Global Allocation Fund2, 3, 4, 5, 6, 7, 8, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, 32 | |
| | | | | | |
Class N | | | 6.10% | | | | 6.66% | | | | 2.66% | | | | 5.72% | | | | 6.97% | | | | 01/02/97 | |
Class I | | | 6.22% | | | | 6.89% | | | | 2.81% | | | | 5.90% | | | | 6.20% | | | | 11/30/12 | |
Class Z | | | 6.23% | | | | 6.96% | | | | 2.92% | | | | 5.99% | | | | 7.33% | | | | 01/02/97 | |
60% MSCI ACWI Index/ 40% Bloomberg Global Aggregate Bond Index36, 37 | | | 8.86% | | | | 9.29% | | | | 4.71% | | | | 5.53% | | | | — | | | | — | |
MSCI ACWI Index36 | | | 13.93% | | | | 16.53% | | | | 8.10% | | | | 8.75% | | | | — | | | | — | |
Bloomberg Global Aggregate Bond Index37 | | | 1.43% | | | | (1.32%) | | | | (1.09%) | | | | 0.20% | | | | — | | | | — | |
The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.
Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Funds and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money.
Distributed by AMG Distributors, Inc., member FINRA/SIPC.
† Date reflects the inception date of the Fund, not the index.
* Not annualized
1 | Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. dollars ($). |
|
2 From time to time, the Fund’s advisor has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. 3 Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. 4 The stocks of small-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 5 The prices of equity securities of companies that are expected to experience relatively rapid earnings growth, or “growth stocks,” may be more sensitive to market movements because the prices tend to reflect future investor expectations rather than just current profits. 6 Value stocks may perform differently from the market as a whole and may be undervalued by the market for a long period of time. 7 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. 8 The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss. 9 As of December 4, 2020, the Fund’s subadviser was changed to GW&K Investment Management, LLC. Prior to December 4, 2020, the Fund was known as the AMG Managers Skyline Special Equities Fund, and had different principal investment strategies and corresponding risks. Performance shown for periods prior to December 4, 2020, reflects the performance and investment strategies of the Fund’s previous subadviser, Skyline Asset Management, L.P. The Fund’s past performance would have been different if the Fund were managed by the current subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund. 10 Investments in the Fund may be subject to many of the same risks as a direct investment in real estate. The stock prices of companies in the real estate industry, including REITs, are typically sensitive to changes in real estate values, property taxes, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations affecting |
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3
| | |
| | Fund Performance Periods ended June 30, 2023 (continued) |
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zoning, land use, and rents, as well as the management skill and creditworthiness of the issuer. REITs also depend generally on their ability to generate cash flow to make distributions to shareholders or unitholders and are subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). 11 Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. 12 The stocks of small- and mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 13 As of April 17, 2020, the Fund’s subadviser was changed to GW&K Investment Management, LLC. Prior to April 17, 2020, the Fund was known as the AMG Chicago Equity Partners Balanced Fund, and had different principal investment strategies and corresponding risks. Performance shown for periods prior to April 17, 2020, reflects the performance and investment strategies of the Fund’s previous subadviser, Chicago Equity Partners, LLC. The Fund’s past performance would have been different if the Fund were managed by the current subadviser and strategy, and the Fund’s prior performance record might be less pertinent for investors considering whether to purchase shares of the Fund. 14 The Fund’s investments may not be allocated in the best performing asset classes. 15 Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility. 16 Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties. 17 Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. dollar investment when converted back to U.S. dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. dollar. 18 Changes in the general political and social environment of a country can have substantial effects on the value of investments exposed to that country. | | 19 The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk. 20 Investments in asset-backed and mortgage-backed securities involve risk of severe credit downgrades, loss due to prepayments that occur earlier or later than expected, illiquidity and default. 21 The issuer of bonds or other debt securities may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest or principal payments or otherwise honor its obligations. 22 Because applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than financial performance, the Fund’s investment returns may underperform funds that do not incorporate ESG factors into their investment process. The incorporation of ESG criteria into the investment process may affect the Fund’s investment exposure to certain companies, sectors, regions, countries or types of investments, which could negatively impact the Fund’s performance depending on whether such investments are in or out of favor. Applying ESG criteria to investment decisions is qualitative and subjective by nature, and there is no guarantee that the criteria utilized by the Subadviser or any judgment exercised by the Subadviser will improve the financial performance of the Fund or reflect the beliefs or values of any particular investor. ESG standards differ by region and industry, and a company’s ESG practices or the Subadviser’s assessment of a company’s ESG practices may change over time. 23 During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall. 24 Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments. 25 Inflation risk is the risk that the value of assets or income from investments will be worth less in the future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. Recently, inflation levels have been at their highest point in nearly 40 years, and the Federal Reserve has begun an aggressive campaign to raise certain benchmark interest rates in an effort to combat inflation. As such, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio. | | 26 Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund. 27 The stocks of large-capitalization companies are generally more mature and may not be able to reach the same levels of growth as the stocks of small- or mid-capitalization companies. 28 The stocks of mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 29 Factors unique to the municipal bond market may negatively affect the value of municipal bonds. 30 A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates. 31 The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments. 32 Obligations issued by some U.S. Government agencies, authorities, instrumentalities, or sponsored enterprises such as Government National Mortgage Association (“GNMA”) are backed by the full faith and credit of the U.S. Government, while obligations issued by others, such as Federal National Mortgage Association (“FNMA”), Federal Home Loan Mortgage Corporation (“FHLMC”), and Federal Home Loan Banks (“FHLBs”), are not backed by the full faith and credit of the U.S. Government and are backed solely by the entity’s own resources or by the ability of the entity to borrow from the U.S. Treasury. If one of these agencies defaults on a loan, there is no guarantee that the U.S. Government will provide financial support. 33 The Russell 2000® Index is composed of the 2,000 smallest stocks in the Russell 3000® Index and is widely regarded in the industry as the premier measure of small-cap stock performance. Unlike the Fund, the Russell 2000® Index is unmanaged, is not available for investment and does not incur expenses. 34 The Russell 2000® Value Index is an unmanaged, market-value weighted, value-oriented index |
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4
| | |
| | Fund Performance Periods ended June 30, 2023 (continued) |
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comprised of small stocks that have relatively low price-to-book ratios and lower forecasted growth values. Unlike the Fund, the Russell 2000® Value Index is unmanaged, is not available for investment and does not incur expenses. 35 The Russell 2500® Index is composed of the 2,500 smallest stocks in the Russell 3000® Index and is widely regarded in the industry as the premier measure of small/mid cap stock performance. Unlike the Fund, the Russell 2500® Index is unmanaged, is not available for investment and does not incur expenses. 36 The MSCI All Country World Index (ACWI) is a free-float adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. Please go to msci.com for most current list of countries represented by the Index. Unlike the Fund, the MSCI All Country World Index (ACWI) is unmanaged, is not available for investment and does not incur expenses. | | 37 The Bloomberg Global Aggregate Bond Index provides a broad-based measure of the global investment-grade fixed income markets. The three major components of this index are the U.S. Aggregate, the Pan-European Aggregate, and the Asian-Pacific Aggregate Indices. The Index also includes Eurodollar and Euro-Yen corporate bonds, Canadian government, agency and corporate securities, and USD investment grade 144A securities. Unlike the Fund, the Bloomberg Global Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses. The Russell Indices are trademarks of the London Stock Exchange Group companies. All MSCI data is provided “as is.” The products described herein are not sponsored or endorsed and have not been reviewed or passed on by MSCI. In no event shall MSCI, its affiliates or any MSCI data provider have any liability of any kind in connection with the MSCI data or the products described herein. Copying or redistributing the MSCI data is strictly prohibited. | | “Bloomberg®” and any Bloomberg index described herein are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by AMG Funds LLC. Bloomberg is not affiliated with AMG Funds LLC, and Bloomberg does not approve, endorse, review, or recommend the fund described herein. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to such fund. Not FDIC insured, nor bank guaranteed. May lose value. |
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5
| | |
| | AMG GW&K Small Cap Core Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 20.0 |
| |
Health Care | | 18.8 |
| |
Financials | | 14.3 |
| |
Consumer Discretionary | | 12.7 |
| |
Information Technology | | 12.0 |
| |
Materials | | 5.7 |
| |
Real Estate | | 5.2 |
| |
Energy | | 4.4 |
| |
Utilities | | 2.5 |
| |
Consumer Staples | | 2.1 |
| |
Short-Term Investments | | 1.3 |
| |
Other Assets, less Liabilities | | 1.0 |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
SPX Technologies, Inc. | | 2.8 |
| |
Texas Roadhouse, Inc. | | 2.3 |
| |
Novanta, Inc. | | 2.1 |
| |
Flywire Corp. | | 2.0 |
| |
RBC Bearings, Inc. | | 1.9 |
| |
Matador Resources Co. | | 1.9 |
| |
Avient Corp. | | 1.9 |
| |
STAG Industrial, Inc. | | 1.8 |
| |
Alamo Group, Inc. | | 1.8 |
| |
UFP Industries, Inc. | | 1.8 |
| | |
| |
Top Ten as a Group | | 20.3 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
6
| | |
| | AMG GW&K Small Cap Core Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| |
Common Stocks - 97.7% | | | | | |
| |
Consumer Discretionary - 12.7% | | | | | |
| | |
Boot Barn Holdings, Inc.* | | | 94,006 | | | $ | 7,961,368 | |
| | |
Chuy’s Holdings, Inc.* | | | 138,519 | | | | 5,654,346 | |
| | |
Fox Factory Holding Corp.* | | | 27,755 | | | | 3,011,695 | |
| | |
Grand Canyon Education, Inc.* | | | 100,937 | | | | 10,417,708 | |
| | |
Helen of Troy, Ltd.* | | | 44,528 | | | | 4,809,915 | |
| | |
Lithia Motors, Inc.1 | | | 33,423 | | | | 10,164,268 | |
| | |
Oxford Industries, Inc. | | | 85,868 | | | | 8,451,128 | |
| | |
Patrick Industries, Inc. | | | 73,738 | | | | 5,899,040 | |
| | |
Revolve Group, Inc.* | | | 140,066 | | | | 2,297,082 | |
| | |
Skyline Champion Corp.* | | | 138,455 | | | | 9,061,880 | |
| | |
Texas Roadhouse, Inc. | | | 139,168 | | | | 15,625,783 | |
| | |
Wolverine World Wide, Inc. | | | 198,546 | | | | 2,916,641 | |
| | |
Total Consumer Discretionary | | | | | | | 86,270,854 | |
| | |
Consumer Staples - 2.1% | | | | | | | | |
| | |
Central Garden & Pet Co., Class A* | | | 269,347 | | | | 9,820,391 | |
| | |
Utz Brands, Inc. | | | 274,205 | | | | 4,485,994 | |
| | |
Total Consumer Staples | | | | | | | 14,306,385 | |
| | |
Energy - 4.4% | | | | | | | | |
| | |
ChampionX Corp. | | | 184,968 | | | | 5,741,407 | |
| | |
Magnolia Oil & Gas Corp., Class A | | | 434,045 | | | | 9,071,540 | |
| | |
Matador Resources Co. | | | 244,275 | | | | 12,780,468 | |
| | |
Patterson-UTI Energy, Inc. | | | 193,445 | | | | 2,315,537 | |
| | |
Total Energy | | | | | | | 29,908,952 | |
| | |
Financials - 14.3% | | | | | | | | |
| | |
Ameris Bancorp | | | 192,557 | | | | 6,587,375 | |
| | |
AMERISAFE, Inc. | | | 104,528 | | | | 5,573,433 | |
| | |
Cathay General Bancorp | | | 184,310 | | | | 5,932,939 | |
| | |
Cohen & Steers, Inc. | | | 140,884 | | | | 8,169,863 | |
| | |
Flywire Corp.* | | | 432,628 | | | | 13,428,773 | |
| | |
Glacier Bancorp, Inc. | | | 148,697 | | | | 4,634,885 | |
| | |
Horace Mann Educators Corp. | | | 256,727 | | | | 7,614,523 | |
| | |
Houlihan Lokey, Inc. | | | 113,917 | | | | 11,199,180 | |
| | |
Independent Bank Corp. | | | 86,945 | | | | 3,869,922 | |
| | |
OceanFirst Financial Corp. | | | 352,888 | | | | 5,512,111 | |
| | |
Pacific Premier Bancorp, Inc. | | | 262,545 | | | | 5,429,431 | |
| | |
Seacoast Banking Corp. of Florida | | | 253,445 | | | | 5,601,134 | |
| | |
Stifel Financial Corp. | | | 154,474 | | | | 9,217,464 | |
| | |
Veritex Holdings, Inc. | | | 207,054 | | | | 3,712,478 | |
| | |
Total Financials | | | | | | | 96,483,511 | |
| | |
Health Care - 18.8% | | | | | | | | |
| | |
Arcutis Biotherapeutics, Inc.*,1 | | | 360,716 | | | | 3,437,623 | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Artivion, Inc.* | | | 260,936 | | | $ | 4,485,490 | |
| | |
AtriCure, Inc.* | | | 175,269 | | | | 8,651,278 | |
| | |
Azenta, Inc.* | | | 101,212 | | | | 4,724,576 | |
| | |
BioCryst Pharmaceuticals, Inc.* | | | 384,664 | | | | 2,708,035 | |
| | |
Castle Biosciences, Inc.*,1 | | | 93,190 | | | | 1,278,567 | |
| | |
CryoPort, Inc.* | | | 144,674 | | | | 2,495,627 | |
| | |
Globus Medical, Inc., Class A* | | | 165,333 | | | | 9,843,927 | |
| | |
Halozyme Therapeutics, Inc.* | | | 232,586 | | | | 8,389,377 | |
| | |
HealthEquity, Inc.* | | | 176,713 | | | | 11,157,659 | |
| | |
ICU Medical, Inc.* | | | 33,622 | | | | 5,991,104 | |
| | |
Insmed, Inc.* | | | 181,973 | | | | 3,839,630 | |
| | |
Integra LifeSciences Holdings Corp.* | | | 133,942 | | | | 5,509,034 | |
| | |
Intra-Cellular Therapies, Inc.* | | | 144,766 | | | | 9,166,583 | |
| | |
Medpace Holdings, Inc.* | | | 41,774 | | | | 10,032,862 | |
| | |
Phreesia, Inc.* | | | 326,277 | | | | 10,117,850 | |
| | |
Progyny, Inc.* | | | 167,194 | | | | 6,577,412 | |
| | |
Supernus Pharmaceuticals, Inc.* | | | 264,974 | | | | 7,965,118 | |
| | |
US Physical Therapy, Inc. | | | 50,428 | | | | 6,121,455 | |
| | |
Veracyte, Inc.* | | | 180,724 | | | | 4,603,040 | |
| | |
Total Health Care | | | | | | | 127,096,247 | |
| | |
Industrials - 20.0% | | | | | | | | |
| | |
Alamo Group, Inc. | | | 67,065 | | | | 12,333,924 | |
| | |
Allegiant Travel Co.* | | | 51,699 | | | | 6,528,550 | |
| | |
CBIZ, Inc.* | | | 138,665 | | | | 7,388,071 | |
| | |
Heartland Express, Inc. | | | 172,982 | | | | 2,838,635 | |
| | |
Helios Technologies, Inc. | | | 59,334 | | | | 3,921,384 | |
| | |
ICF International, Inc. | | | 90,292 | | | | 11,231,422 | |
| | |
ITT, Inc. | | | 86,083 | | | | 8,023,796 | |
| | |
Paycor HCM, Inc.* | | | 348,233 | | | | 8,242,675 | |
| | |
Primoris Services Corp. | | | 356,961 | | | | 10,876,602 | |
| | |
RBC Bearings, Inc.* | | | 59,918 | | | | 13,030,368 | |
| | |
Shoals Technologies Group, Inc., Class A* | | | 159,124 | | | | 4,067,209 | |
| | |
The Shyft Group, Inc. | | | 265,317 | | | | 5,852,893 | |
| | |
SPX Technologies, Inc.* | | | 218,772 | | | | 18,589,057 | |
| | |
Terex Corp. | | | 173,807 | | | | 10,398,873 | |
| | |
UFP Industries, Inc. | | | 125,766 | | | | 12,205,590 | |
| | |
Total Industrials | | | | | | | 135,529,049 | |
| | |
Information Technology - 12.0% | | | | | | | | |
| | |
Allegro MicroSystems, Inc.* | | | 103,967 | | | | 4,693,070 | |
| | |
Appfolio, Inc., Class A* | | | 68,736 | | | | 11,832,215 | |
| | |
The Descartes Systems Group, Inc. (Canada)* | | | 127,339 | | | | 10,201,127 | |
| | |
Endava PLC, Sponsored ADR (United Kingdom)* | | | 66,418 | | | | 3,439,788 | |
| | |
MACOM Technology Solutions Holdings, Inc.* | | | 156,251 | | | | 10,239,128 | |
The accompanying notes are an integral part of these financial statements.
7
| | |
| | AMG GW&K Small Cap Core Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Information Technology - 12.0% | | | | | | | | |
(continued) | | | | | | | | |
| | |
Novanta, Inc.* | | | 78,886 | | | $ | 14,522,913 | |
| | |
Rapid7, Inc.* | | | 102,716 | | | | 4,650,981 | |
| | |
Silicon Laboratories, Inc.* | | | 57,377 | | | | 9,050,648 | |
| | |
Thoughtworks Holding, Inc.* | | | 784,964 | | | | 5,926,478 | |
| | |
Viavi Solutions, Inc.* | | | 619,351 | | | | 7,017,247 | |
| |
Total Information Technology | | | | 81,573,595 | |
| | |
Materials - 5.7% | | | | | | | | |
| | |
Avient Corp. | | | 309,822 | | | | 12,671,720 | |
| | |
Balchem Corp. | | | 63,915 | | | | 8,616,381 | |
| | |
Minerals Technologies, Inc. | | | 137,192 | | | | 7,914,607 | |
| | |
Silgan Holdings, Inc. | | | 198,051 | | | | 9,286,611 | |
| |
Total Materials | | | | 38,489,319 | |
| | |
Real Estate - 5.2% | | | | | | | | |
| | |
Agree Realty Corp., REIT | | | 113,256 | | | | 7,405,810 | |
| | |
National Health Investors, Inc., REIT | | | 96,077 | | | | 5,036,356 | |
| | |
Ryman Hospitality Properties, Inc., REIT | | | 109,325 | | | | 10,158,479 | |
| | |
STAG Industrial, Inc., REIT | | | 347,392 | | | | 12,464,425 | |
| |
Total Real Estate | | | | 35,065,070 | |
| | |
Utilities - 2.5% | | | | | | | | |
| | |
IDACORP, Inc. | | | 72,526 | | | | 7,441,168 | |
| | |
NorthWestern Corp. | | | 166,778 | | | | 9,466,319 | |
| |
Total Utilities | | | | 16,907,487 | |
| | |
Total Common Stocks (Cost $541,684,659) | | | | | | | 661,630,469 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
Short-Term Investments - 1.3% | | | | | |
| |
Joint Repurchase Agreements - 0.0%#,2 | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $11,816 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $12,047) | | | $11,811 | | | | $11,811 | |
| |
Repurchase Agreements - 1.3% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $8,733,565 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $8,904,674) | | | 8,730,000 | | | | 8,730,000 | |
| | |
Total Short-Term Investments (Cost $8,741,811) | | | | | | | 8,741,811 | |
| | |
Total Investments - 99.0% (Cost $550,426,470) | | | | | | | 670,372,280 | |
| |
Other Assets, less Liabilities - 1.0% | | | | 7,008,917 | |
| | |
Net Assets - 100.0% | | | | | | $ | 677,381,197 | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $6,531,919 or 1.0% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
ADR American Depositary Receipt
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
8
| | |
| | AMG GW&K Small Cap Core Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks† | | | $661,630,469 | | | | — | | | | — | | | | $661,630,469 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | $11,811 | | | | — | | | | 11,811 | |
| | | | |
Repurchase Agreements | | | — | | | | 8,730,000 | | | | — | | | | 8,730,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $661,630,469 | | | | $8,741,811 | | | | — | | | | $670,372,280 | |
| | | | | | | | | | | | | | | | |
† | All common stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
9
| | |
| | AMG GW&K Small Cap Value Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | |
Sector | | % of Net Assets | |
| |
Financials | | | 24.6 | |
| |
Industrials | | | 15.5 | |
| |
Consumer Discretionary | | | 11.3 | |
| |
Real Estate | | | 10.0 | |
| |
Energy | | | 9.4 | |
| |
Health Care | | | 9.3 | |
| |
Materials | | | 4.9 | |
| |
Information Technology | | | 4.6 | |
| |
Utilities | | | 3.6 | |
| |
Consumer Staples | | | 2.8 | |
| |
Communication Services | | | 2.4 | |
| |
Short-Term Investments | | | 1.5 | |
| |
Other Assets, less Liabilities | | | 0.1 | |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Group 1 Automotive, Inc. | | 3.1 |
| |
Selective Insurance Group, Inc. | | 2.4 |
| |
Independence Realty Trust, Inc. | | 2.3 |
| |
Boot Barn Holdings, Inc. | | 2.2 |
| |
CBIZ, Inc. | | 2.0 |
| |
Terex Corp. | | 2.0 |
| |
Comfort Systems USA, Inc. | | 2.0 |
| |
Federal Agricultural Mortgage Corp., Class C | | 1.9 |
| |
Atkore, Inc. | | 1.8 |
| |
Integer Holdings Corp. | | 1.7 |
| | |
| |
Top Ten as a Group | | 21.4 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
10
| | |
| | AMG GW&K Small Cap Value Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| |
Common Stocks - 98.4% | | | | | |
| |
Communication Services - 2.4% | | | | | |
| | |
Gray Television, Inc. | | | 242,031 | | | | $1,907,204 | |
| | |
IMAX Corp. (Canada)* | | | 146,690 | | | | 2,492,263 | |
| | |
Ziff Davis, Inc.* | | | 23,475 | | | | 1,644,659 | |
| | |
Total Communication Services | | | | | | | 6,044,126 | |
| |
Consumer Discretionary - 11.3% | | | | | |
| | |
Academy Sports & Outdoors, Inc.1 | | | 63,615 | | | | 3,438,391 | |
| | |
Boot Barn Holdings, Inc.* | | | 64,752 | | | | 5,483,847 | |
| | |
First Watch Restaurant Group, Inc.* | | | 250,171 | | | | 4,227,890 | |
| | |
Group 1 Automotive, Inc. | | | 30,439 | | | | 7,856,306 | |
| | |
Helen of Troy, Ltd.* | | | 23,575 | | | | 2,546,571 | |
| | |
Leslie’s, Inc.* | | | 199,430 | | | | 1,872,647 | |
| | |
Topgolf Callaway Brands Corp.* | | | 145,254 | | | | 2,883,292 | |
| | |
Total Consumer Discretionary | | | | | | | 28,308,944 | |
| |
Consumer Staples - 2.8% | | | | | |
| | |
Central Garden & Pet Co.* | | | 108,335 | | | | 4,200,148 | |
| | |
Hostess Brands, Inc.* | | | 105,625 | | | | 2,674,425 | |
| | |
Total Consumer Staples | | | | | | | 6,874,573 | |
| |
Energy - 9.4% | | | | | |
| | |
California Resources Corp. | | | 41,800 | | | | 1,893,122 | |
| | |
Chord Energy Corp | | | 24,700 | | | | 3,798,860 | |
| | |
Crescent Energy Co., Class A1 | | | 177,350 | | | | 1,847,987 | |
| | |
Earthstone Energy, Inc., Class A* | | | 243,003 | | | | 3,472,513 | |
| | |
Magnolia Oil & Gas Corp., Class A | | | 144,385 | | | | 3,017,646 | |
| | |
Matador Resources Co. | | | 61,636 | | | | 3,224,796 | |
| | |
Northern Oil and Gas, Inc. | | | 73,900 | | | | 2,536,248 | |
| | |
ProPetro Holding Corp.* | | | 239,154 | | | | 1,970,629 | |
| | |
Solaris Oilfield Infrastructure, Inc., Class A | | | 205,660 | | | | 1,713,148 | |
| | |
Total Energy | | | | | | | 23,474,949 | |
| |
Financials - 24.6% | | | | | |
| | |
Ameris Bancorp | | | 85,414 | | | | 2,922,013 | |
| | |
Atlantic Union Bankshares Corp. | | | 124,324 | | | | 3,226,208 | |
| | |
Cathay General Bancorp | | | 80,202 | | | | 2,581,702 | |
| | |
City Holding Co.1 | | | 35,554 | | | | 3,199,504 | |
| | |
Community Bank System, Inc. | | | 58,030 | | | | 2,720,446 | |
| | |
Enterprise Financial Services Corp. | | | 54,240 | | | | 2,120,784 | |
| | |
Federal Agricultural Mortgage Corp., Class C | | | 32,785 | | | | 4,712,516 | |
| | |
First Financial Bancorp | | | 130,169 | | | | 2,660,654 | |
| | |
First Interstate BancSystem, Inc., Class A | | | 122,235 | | | | 2,914,082 | |
| | |
Glacier Bancorp, Inc. | | | 60,700 | | | | 1,892,019 | |
| | |
International Bancshares Corp. | | | 79,993 | | | | 3,535,691 | |
| | |
OceanFirst Financial Corp. | | | 135,098 | | | | 2,110,231 | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Pacific Premier Bancorp, Inc. | | | 96,914 | | | | $2,004,182 | |
| | |
Piper Sandler Cos. | | | 32,642 | | | | 4,219,305 | |
| | |
PJT Partners, Inc., Class A | | | 50,001 | | | | 3,482,070 | |
| | |
Seacoast Banking Corp. of Florida | | | 83,217 | | | | 1,839,096 | |
| | |
Selective Insurance Group, Inc. | | | 62,340 | | | | 5,981,523 | |
| | |
Stifel Financial Corp. | | | 59,215 | | | | 3,533,359 | |
| | |
Walker & Dunlop, Inc. | | | 51,975 | | | | 4,110,703 | |
| | |
WesBanco, Inc. | | | 65,758 | | | | 1,684,062 | |
| | |
Total Financials | | | | | | | 61,450,150 | |
| |
Health Care - 9.3% | | | | | |
| | |
Arcutis Biotherapeutics, Inc.* | | | 227,137 | | | | 2,164,616 | |
| | |
BioCryst Pharmaceuticals, Inc.* | | | 260,790 | | | | 1,835,961 | |
| | |
Integer Holdings Corp.* | | | 49,284 | | | | 4,367,055 | |
| | |
Ligand Pharmaceuticals, Inc.* | | | 34,480 | | | | 2,486,008 | |
| | |
NeoGenomics, Inc.*,1 | | | 226,828 | | | | 3,645,126 | |
| | |
OmniAb, Inc.*,2,3 | | | 10,502 | | | | 0 | |
| | |
OmniAb, Inc.*,2,3 | | | 10,502 | | | | 0 | |
| | |
Orthofix Medical, Inc.* | | | 156,475 | | | | 2,825,938 | |
| | |
Supernus Pharmaceuticals, Inc.* | | | 110,146 | | | | 3,310,989 | |
| | |
Ultragenyx Pharmaceutical, Inc.* | | | 56,259 | | | | 2,595,228 | |
| | |
Total Health Care | | | | | | | 23,230,921 | |
| |
Industrials - 15.5% | | | | | |
| | |
Atkore, Inc.* | | | 29,001 | | | | 4,522,416 | |
| | |
CBIZ, Inc.* | | | 95,064 | | | | 5,065,010 | |
| | |
Columbus McKinnon Corp. | | | 97,747 | | | | 3,973,415 | |
| | |
Comfort Systems USA, Inc. | | | 29,698 | | | | 4,876,412 | |
| | |
Herc Holdings, Inc. | | | 20,450 | | | | 2,798,582 | |
| | |
Hillenbrand, Inc. | | | 64,341 | | | | 3,299,406 | |
| | |
ICF International, Inc. | | | 14,863 | | | | 1,848,809 | |
| | |
Primoris Services Corp. | | | 117,740 | | | | 3,587,538 | |
| | |
Terex Corp. | | | 81,515 | | | | 4,877,042 | |
| | |
UFP Industries, Inc. | | | 39,652 | | | | 3,848,227 | |
| | |
Total Industrials | | | | | | | 38,696,857 | |
| |
Information Technology - 4.6% | | | | | |
| | |
American Software, Inc., Class A | | | 204,633 | | | | 2,150,693 | |
| | |
Power Integrations, Inc. | | | 44,330 | | | | 4,196,721 | |
| | |
Silicon Laboratories, Inc.* | | | 17,372 | | | | 2,740,259 | |
| | |
Viavi Solutions, Inc.* | | | 211,035 | | | | 2,391,027 | |
| | |
Total Information Technology | | | | | | | 11,478,700 | |
| |
Materials - 4.9% | | | | | |
| | |
Minerals Technologies, Inc. | | | 41,311 | | | | 2,383,232 | |
| | |
Orion, S.A. | | | 199,466 | | | | 4,232,668 | |
| | |
Schnitzer Steel Industries, Inc., Class A | | | 64,610 | | | | 1,937,654 | |
The accompanying notes are an integral part of these financial statements.
11
| | |
| | AMG GW&K Small Cap Value Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| |
Materials - 4.9% (continued) | | | | | |
| | |
Worthington Industries, Inc. | | | 51,928 | | | | $3,607,438 | |
| | |
Total Materials | | | | | | | 12,160,992 | |
| |
Real Estate - 10.0% | | | | | |
| | |
Agree Realty Corp., REIT | | | 47,280 | | | | 3,091,639 | |
| | |
Four Corners Property Trust, Inc., REIT | | | 144,598 | | | | 3,672,789 | |
| | |
Getty Realty Corp., REIT | | | 119,342 | | | | 4,036,147 | |
| | |
Independence Realty Trust, Inc., REIT | | | 309,477 | | | | 5,638,671 | |
| | |
LXP Industrial Trust, REIT | | | 165,404 | | | | 1,612,689 | |
| | |
STAG Industrial, Inc., REIT1 | | | 90,640 | | | | 3,252,163 | |
| | |
Summit Hotel Properties, Inc., REIT | | | 213,390 | | | | 1,389,169 | |
| | |
Xenia Hotels & Resorts, Inc., REIT | | | 181,036 | | | | 2,228,553 | |
| | |
Total Real Estate | | | | | | | 24,921,820 | |
| |
Utilities - 3.6% | | | | | |
| | |
IDACORP, Inc. | | | 35,816 | | | | 3,674,722 | |
| | |
NorthWestern Corp. | | | 50,728 | | | | 2,879,321 | |
| | |
Southwest Gas Holdings, Inc. | | | 38,989 | | | | 2,481,650 | |
| | |
Total Utilities | | | | | | | 9,035,693 | |
| | |
Total Common Stocks (Cost $220,206,952) | | | | | | | 245,677,725 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Short-Term Investments - 1.5% | | | | | | | | |
| |
Joint Repurchase Agreements - 0.1%4 | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $297,924 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $303,754) | | | $297,798 | | | | $297,798 | |
| | |
Repurchase Agreements - 1.4% | | | | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $3,606,472 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $3,677,147) | | | 3,605,000 | | | | 3,605,000 | |
Total Short-Term Investments (Cost $3,902,798) | | | | | | | 3,902,798 | |
Total Investments - 99.9% (Cost $224,109,750) | | | | | | | 249,580,523 | |
Other Assets, less Liabilities - 0.1% | | | | | | | 129,428 | |
Net Assets - 100.0% | | | | | | | $249,709,951 | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $5,812,857 or 2.3% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Security’s value was determined by using significant unobservable inputs. |
3 | These securities are restricted and are not available for re-sale. Ligand Pharmaceuticals, Inc. (“Ligand”) completed a spin-off of OmniAb, Inc on November 2, 2022. Ligand shareholders received new holdings of OmniAb earn-out shares. The market value of the earn-out shares was $0 on the date of the spin-off. At June 30, 2023, for each holding of OmniAb earn-out shares the cost was $19,190 and the market value of each was $0, which represents 0% of net assets. |
4 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
12
| | |
| | AMG GW&K Small Cap Value Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Financials | | | $61,450,150 | | | | — | | | | — | | | | $61,450,150 | |
| | | | |
Industrials | | | 38,696,857 | | | | — | | | | — | | | | 38,696,857 | |
| | | | |
Consumer Discretionary | | | 28,308,944 | | | | — | | | | — | | | | 28,308,944 | |
| | | | |
Real Estate | | | 24,921,820 | | | | — | | | | — | | | | 24,921,820 | |
| | | | |
Energy | | | 23,474,949 | | | | — | | | | — | | | | 23,474,949 | |
| | | | |
Health Care | | | 23,230,921 | | | | — | | | | $0 | | | | 23,230,921 | |
| | | | |
Materials | | | 12,160,992 | | | | — | | | | — | | | | 12,160,992 | |
| | | | |
Information Technology | | | 11,478,700 | | | | — | | | | — | | | | 11,478,700 | |
| | | | |
Utilities | | | 9,035,693 | | | | — | | | | — | | | | 9,035,693 | |
| | | | |
Consumer Staples | | | 6,874,573 | | | | — | | | | — | | | | 6,874,573 | |
| | | | |
Communication Services | | | 6,044,126 | | | | — | | | | — | | | | 6,044,126 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | $297,798 | | | | — | | | | 297,798 | |
| | | | |
Repurchase Agreements | | | — | | | | 3,605,000 | | | | — | | | | 3,605,000 | |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | | $245,677,725 | | | | $3,902,798 | | | | $0 | | | | $249,580,523 | |
| | | | |
| | | | | | | | | | | | | | | | |
The Level 3 common stocks were received as a result of a corporate action. The security’s value was determined by using significant unobservable inputs. For the current period ended June 30, 2023, the change in unrealized depreciation was $0.
For the six months ended June 30, 2023, there were no transfers in or out of Level 3. The Fund did not have any purchases and sales of Level 3 securities for the same period.
The accompanying notes are an integral part of these financial statements.
13
| | |
| | AMG GW&K Small/Mid Cap Core Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 23.3 |
| |
Health Care | | 14.1 |
| |
Consumer Discretionary | | 14.0 |
| |
Information Technology | | 13.9 |
| |
Financials | | 10.2 |
| |
Materials | | 6.2 |
| |
Real Estate | | 6.0 |
| |
Consumer Staples | | 4.8 |
| |
Energy | | 3.9 |
| |
Utilities | | 2.0 |
| |
Short-Term Investments | | 2.6 |
| |
Other Assets, less Liabilities | | (1.0) |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Manhattan Associates, Inc. | | 2.2 |
| |
Kinsale Capital Group, Inc. | | 1.9 |
| |
Eagle Materials, Inc. | | 1.9 |
| |
Voya Financial, Inc. | | 1.9 |
| |
BJ’s Wholesale Club Holdings, Inc. | | 1.8 |
| |
Texas Roadhouse, Inc. | | 1.8 |
| |
Comfort Systems USA, Inc. | | 1.8 |
| |
HubSpot, Inc. | | 1.8 |
| |
Nordson Corp. | | 1.8 |
| |
Lincoln Electric Holdings, Inc. | | 1.7 |
| | |
| |
Top Ten as a Group | | 18.6 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
14
| | |
| | AMG GW&K Small/Mid Cap Core Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| |
Common Stocks - 98.4% | | | | | |
| |
Consumer Discretionary - 14.0% | | | | | |
| | |
Bright Horizons Family Solutions, Inc.* | | | 86,412 | | | | $7,988,790 | |
| | |
Burlington Stores, Inc.* | | | 41,439 | | | | 6,522,084 | |
| | |
Carter’s, Inc.1 | | | 50,922 | | | | 3,696,937 | |
| | |
Cavco Industries, Inc.* | | | 37,020 | | | | 10,920,900 | |
| | |
Dorman Products, Inc.* | | | 80,894 | | | | 6,376,874 | |
| | |
Five Below, Inc.* | | | 46,836 | | | | 9,205,148 | |
| | |
Gentherm, Inc.* | | | 91,824 | | | | 5,188,974 | |
| | |
Grand Canyon Education, Inc.* | | | 44,005 | | | | 4,541,756 | |
| | |
Krispy Kreme, Inc.1 | | | 204,040 | | | | 3,005,509 | |
| | |
Lithia Motors, Inc. | | | 36,448 | | | | 11,084,201 | |
| | |
Polaris, Inc. | | | 72,076 | | | | 8,716,151 | |
| | |
Texas Roadhouse, Inc. | | | 108,901 | | | | 12,227,404 | |
| | |
Vail Resorts, Inc. | | | 25,133 | | | | 6,327,484 | |
| | |
Total Consumer Discretionary | | | | | | | 95,802,212 | |
| |
Consumer Staples - 4.8% | | | | | |
| | |
BJ’s Wholesale Club Holdings, Inc.* | | | 199,726 | | | | 12,584,735 | |
| | |
Lancaster Colony Corp. | | | 47,581 | | | | 9,568,063 | |
| | |
Performance Food Group Co.* | | | 174,302 | | | | 10,499,953 | |
| | |
Total Consumer Staples | | | | | | | 32,652,751 | |
| |
Energy - 3.9% | | | | | |
| | |
ChampionX Corp. | | | 138,341 | | | | 4,294,105 | |
| | |
Magnolia Oil & Gas Corp., Class A | | | 282,576 | | | | 5,905,838 | |
| | |
Matador Resources Co. | | | 118,506 | | | | 6,200,234 | |
| | |
Ovintiv, Inc.1 | | | 123,055 | | | | 4,684,704 | |
| | |
ProPetro Holding Corp.* | | | 295,193 | | | | 2,432,390 | |
| | |
SM Energy Co. | | | 98,836 | | | | 3,126,183 | |
| | |
Total Energy | | | | | | | 26,643,454 | |
| |
Financials - 10.2% | | | | | |
| | |
Atlantic Union Bankshares Corp. | | | 202,181 | | | | 5,246,597 | |
| | |
Glacier Bancorp, Inc. | | | 137,840 | | | | 4,296,473 | |
| | |
Kinsale Capital Group, Inc. | | | 35,052 | | | | 13,116,458 | |
| | |
MarketAxess Holdings, Inc. | | | 19,840 | | | | 5,186,573 | |
| | |
Pinnacle Financial Partners, Inc. | | | 135,521 | | | | 7,677,264 | |
| | |
Piper Sandler Cos. | | | 64,326 | | | | 8,314,779 | |
| | |
Stifel Financial Corp. | | | 102,900 | | | | 6,140,043 | |
| | |
Voya Financial, Inc. | | | 179,337 | | | | 12,860,256 | |
| | |
Wintrust Financial Corp. | | | 91,195 | | | | 6,622,581 | |
| | |
Total Financials | | | | | | | 69,461,024 | |
| |
Health Care - 14.1% | | | | | |
| | |
Acadia Healthcare Co., Inc.* | | | 100,347 | | | | 7,991,635 | |
| | |
Azenta, Inc.* | | | 143,451 | | | | 6,696,293 | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Bio-Rad Laboratories, Inc., Class A* | | | 23,241 | | | | $8,811,128 | |
| | |
Catalent, Inc.* | | | 92,807 | | | | 4,024,111 | |
| | |
Globus Medical, Inc., Class A* | | | 126,206 | | | | 7,514,305 | |
| | |
Halozyme Therapeutics, Inc.* | | | 174,145 | | | | 6,281,410 | |
| | |
Hologic, Inc.* | | | 105,878 | | | | 8,572,942 | |
| | |
Integer Holdings Corp.* | | | 101,237 | | | | 8,970,611 | |
| | |
Intra-Cellular Therapies, Inc.* | | | 145,015 | | | | 9,182,350 | |
| | |
Jazz Pharmaceuticals PLC* | | | 66,077 | | | | 8,191,566 | |
| | |
Molina Healthcare, Inc.* | | | 22,602 | | | | 6,808,626 | |
| | |
Neurocrine Biosciences, Inc.* | | | 84,184 | | | | 7,938,551 | |
| | |
Vericel Corp.* | | | 135,972 | | | | 5,108,468 | |
| | |
Total Health Care | | | | | | | 96,091,996 | |
| |
Industrials - 23.3% | | | | | |
| | |
Atkore, Inc.* | | | 64,804 | | | | 10,105,536 | |
| | |
Booz Allen Hamilton Holding Corp. | | | 101,178 | | | | 11,291,465 | |
| | |
Columbus McKinnon Corp. | | | 157,593 | | | | 6,406,155 | |
| | |
Comfort Systems USA, Inc. | | | 74,258 | | | | 12,193,164 | |
| | |
Exponent, Inc. | | | 83,166 | | | | 7,761,051 | |
| | |
Federal Signal Corp. | | | 161,226 | | | | 10,323,301 | |
| | |
Gates Industrial Corp. PLC* | | | 404,858 | | | | 5,457,486 | |
| | |
Gibraltar Industries, Inc.* | | | 132,865 | | | | 8,359,866 | |
| | |
Hexcel Corp. | | | 121,660 | | | | 9,248,593 | |
| | |
IDEX Corp. | | | 29,100 | | | | 6,264,066 | |
| | |
Ingersoll Rand, Inc. | | | 52,482 | | | | 3,430,223 | |
| | |
ITT, Inc. | | | 79,767 | | | | 7,435,082 | |
| | |
Lincoln Electric Holdings, Inc. | | | 58,242 | | | | 11,568,608 | |
| | |
Nordson Corp. | | | 48,383 | | | | 12,007,693 | |
| | |
Paylocity Holding Corp.* | | | 56,986 | | | | 10,515,627 | |
| | |
RBC Bearings, Inc.* | | | 50,842 | | | | 11,056,610 | |
| | |
Schneider National, Inc., Class B | | | 232,127 | | | | 6,666,687 | |
| | |
The Toro Co. | | | 85,252 | | | | 8,665,866 | |
| | |
Total Industrials | | | | | | | 158,757,079 | |
| |
Information Technology - 13.9% | | | | | |
| | |
Cognex Corp. | | | 196,334 | | | | 10,998,631 | |
| | |
CyberArk Software, Ltd. (Israel)* | | | 55,658 | | | | 8,701,015 | |
| | |
Entegris, Inc. | | | 102,989 | | | | 11,413,241 | |
| | |
Globant SA (Uruguay)* | | | 52,864 | | | | 9,500,718 | |
| | |
HubSpot, Inc.* | | | 22,692 | | | | 12,074,186 | |
| | |
MACOM Technology Solutions Holdings, Inc.* | | | 83,340 | | | | 5,461,270 | |
| | |
Manhattan Associates, Inc.* | | | 75,335 | | | | 15,057,960 | |
| | |
Rapid7, Inc.* | | | 100,216 | | | | 4,537,781 | |
| | |
Silicon Laboratories, Inc.* | | | 55,332 | | | | 8,728,070 | |
The accompanying notes are an integral part of these financial statements.
15
| | |
| | AMG GW&K Small/Mid Cap Core Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Information Technology - 13.9% (continued) | | | | | | | | |
| | |
Zebra Technologies Corp., Class A* | | | 27,998 | | | | $8,282,648 | |
| | |
Total Information Technology | | | | | | | 94,755,520 | |
| |
Materials - 6.2% | | | | | |
| | |
AptarGroup, Inc. | | | 40,748 | | | | 4,721,063 | |
| | |
Eagle Materials, Inc. | | | 69,943 | | | | 13,038,774 | |
| | |
Element Solutions, Inc. | | | 455,143 | | | | 8,738,746 | |
| | |
Quaker Chemical Corp.1 | | | 38,909 | | | | 7,583,364 | |
| | |
RPM International, Inc. | | | 90,841 | | | | 8,151,163 | |
| | |
Total Materials | | | | | | | 42,233,110 | |
| |
Real Estate - 6.0% | | | | | |
| | |
Agree Realty Corp., REIT | | | 108,866 | | | | 7,118,748 | |
| | |
Easterly Government Properties, Inc., REIT 1 | | | 345,212 | | | | 5,005,574 | |
| | |
EastGroup Properties, Inc., REIT | | | 43,503 | | | | 7,552,121 | |
| | |
National Storage Affiliates Trust, REIT | | | 127,104 | | | | 4,427,032 | |
| | |
Physicians Realty Trust, REIT | | | 369,302 | | | | 5,166,535 | |
| | |
Summit Hotel Properties, Inc., REIT | | | 520,228 | | | | 3,386,684 | |
| | |
Sun Communities, Inc., REIT | | | 65,724 | | | | 8,574,353 | |
| | |
Total Real Estate | | | | | | | 41,231,047 | |
| |
Utilities - 2.0% | | | | | |
| | |
IDACORP, Inc. | | | 77,578 | | | | 7,959,503 | |
| | |
Portland General Electric Co. | | | 130,524 | | | | 6,112,439 | |
| | |
Total Utilities | | | | | | | 14,071,942 | |
| | |
Total Common Stocks | | | | | | | | |
| | |
(Cost $600,431,562) | | | | | | | 671,700,135 | |
| | |
| | Principal Amount | | | | |
| |
Short-Term Investments - 2.6% | | | | | |
| |
Joint Repurchase Agreements - 0.5%2 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $1,020,000) | | | $1,000,000 | | | | 1,000,000 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Citigroup Global Markets, Inc., dated 06/30/23, due 07/03/23, 5.070% total to be received $1,000,423 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 10/31/24 - 08/20/67, totaling $1,020,000) | | | $1,000,000 | | | | $1,000,000 | |
| | |
Daiwa Capital Markets America, dated 06/30/23, due 07/03/23, 5.070% total to be received $93,354 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.000%, 07/27/23 - 07/01/53, totaling $95,181) | | | 93,315 | | | | 93,315 | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| | |
Total Joint Repurchase Agreements | | | | | | | 3,093,315 | |
| |
Repurchase Agreements - 2.1% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23 due 07/03/23, 4.900% total to be received $14,420,886 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $14,703,341) | | | 14,415,000 | | | | 14,415,000 | |
| |
Total Short-Term Investments | | | | | |
(Cost $17,508,315) | | | | | | | 17,508,315 | |
| | |
Total Investments - 101.0% | | | | | | | | |
(Cost $617,939,877) | | | | | | | 689,208,450 | |
| |
Other Assets, less Liabilities - (1.0)% | | | | (6,963,457 | ) |
| |
Net Assets - 100.0% | | | | $682,244,993 | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $10,551,544 or 1.5% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
16
| | |
| | AMG GW&K Small/Mid Cap Core Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks† | | $ | 671,700,135 | | | | — | | | | — | | | $ | 671,700,135 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Joint Repurchase Agreements | | | — | | | $ | 3,093,315 | | | | — | | | | 3,093,315 | |
Repurchase Agreements | | | — | | | | 14,415,000 | | | | — | | | | 14,415,000 | |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | $ | 671,700,135 | | | $ | 17,508,315 | | | | — | | | $ | 689,208,450 | |
| | | | | | | | | | | | | | | | |
† | All common stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
17
| | |
| | AMG GW&K Global Allocation Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 14.5 |
| |
Consumer Discretionary | | 14.2 |
| |
U.S. Government and Agency Obligations | | 14.1 |
| |
Financials | | 13.6 |
| |
Information Technology | | 10.5 |
| |
Foreign Government Obligations | | 9.3 |
| |
Health Care | | 8.4 |
| |
Communication Services | | 3.8 |
| |
Energy | | 3.7 |
| |
Utilities | | 1.8 |
| |
Real Estate | | 1.5 |
| |
Municipal Bonds | | 1.0 |
| |
Short-Term Investments | | 4.8 |
| |
Other Assets, less Liabilities | | (1.2) |
| | |
Rating | | % of Market Value1 |
| |
U.S. Government and Agency Obligations | | 38.2 |
| |
Aaa/AAA | | 15.0 |
| |
Aa/AA | | 15.6 |
| |
A | | 5.2 |
| |
Baa/BBB | | 15.6 |
| |
Ba/BB | | 10.4 |
1 Includes market value of long-term fixed-income securities only.
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Infineon Technologies AG (Germany) | | 2.7 |
| |
Alphabet, Inc., Class A (United States) | | 2.4 |
| |
Microsoft Corp. (United States) | | 2.4 |
| |
STERIS PLC (United States) | | 2.3 |
| |
Hess Corp. (United States) | | 2.2 |
| |
UnitedHealth Group, Inc. (United States) | | 2.2 |
| |
Amazon.com, Inc. (United States) | | 2.1 |
| |
Mastercard, Inc., Class A (United States) | | 2.1 |
| |
HDFC Bank, Ltd., ADR (India) | | 2.0 |
| |
Taiwan Semiconductor Manufacturing Co., Ltd., Sponsored ADR (Taiwan) | | 2.0 |
| | |
| |
Top Ten as a Group | | 22.4 |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
18
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| |
Common Stocks - 59.5% | | | | | |
| |
Communication Services - 3.8% | | | | | |
| | |
Alphabet, Inc., Class A (United States)* | | | 7,670 | | | | $918,099 | |
| | |
Tencent Holdings, Ltd. (China) | | | 11,900 | | | | 504,574 | |
| | |
Total Communication Services | | | | | | | 1,422,673 | |
| | |
Consumer Discretionary - 14.2% | | | | | | | | |
| | |
Alibaba Group Holding, Ltd. (China)* | | | 38,400 | | | | 399,738 | |
| | |
Amazon.com, Inc. (United States)* | | | 6,258 | | | | 815,793 | |
| | |
H World Group Ltd., ADR (China)* | | | 16,985 | | | | 658,678 | |
| | |
LVMH Moet Hennessy Louis Vuitton SE (France) | | | 667 | | | | 628,922 | |
| | |
MakeMyTrip, Ltd. (India)* | | | 24,401 | | | | 658,339 | |
| | |
Moncler SpA (Italy) | | | 8,596 | | | | 594,738 | |
| | |
Sands China, Ltd. (Macau)* | | | 106,800 | | | | 365,759 | |
| | |
Trip.com Group, Ltd. (China)* | | | 19,600 | | | | 684,225 | |
| | |
Yum China Holdings, Inc. (China) | | | 10,700 | | | | 606,207 | |
| | |
Total Consumer Discretionary | | | | | | | 5,412,399 | |
| | |
Energy - 3.7% | | | | | | | | |
| | |
Canadian Natural Resources, Ltd. (Canada)1 | | | 10,496 | | | | 590,105 | |
| | |
Hess Corp. (United States) | | | 6,120 | | | | 832,014 | |
| | |
Total Energy | | | | | | | 1,422,119 | |
| | |
Financials - 10.0% | | | | | | | | |
| | |
Adyen, N.V. (Netherlands)*,1,2 | | | 421 | | | | 729,032 | |
| | |
AIA Group, Ltd. (Hong Kong) | | | 61,500 | | | | 624,625 | |
| | |
The Charles Schwab Corp. (United States) | | | 11,403 | | | | 646,322 | |
| | |
HDFC Bank, Ltd., ADR (India) | | | 10,894 | | | | 759,312 | |
| | |
Mastercard, Inc., Class A (United States) | | | 2,003 | | | | 787,780 | |
| | |
S&P Global, Inc. (United States) | | | 650 | | | | 260,578 | |
| | |
Total Financials | | | | | | | 3,807,649 | |
| | |
Health Care - 8.4% | | | | | | | | |
| | |
Avantor, Inc. (United States)* | | | 26,050 | | | | 535,067 | |
| | |
IDEXX Laboratories, Inc. (United States)* | | | 1,088 | | | | 546,426 | |
| | |
STERIS PLC (United States) | | | 3,857 | | | | 867,748 | |
| | |
UnitedHealth Group, Inc. (United States) | | | 1,700 | | | | 817,088 | |
| | |
Ypsomed Holding AG (Switzerland) | | | 1,350 | | | | 407,491 | |
| | |
Total Health Care | | | | | | | 3,173,820 | |
| | |
Industrials - 6.1% | | | | | | | | |
| | |
Casella Waste Systems, Inc., Class A (United States)* | | | 7,132 | | | | 645,089 | |
| | |
MISUMI Group, Inc. (Japan) | | | 26,350 | | | | 530,507 | |
| | |
TransDigm Group, Inc. (United States) | | | 777 | | | | 694,770 | |
| | |
Union Pacific Corp. (United States) | | | 2,200 | | | | 450,164 | |
| | |
Total Industrials | | | | | | | 2,320,530 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Shares | | | Value | |
| |
Information Technology - 10.5% | | | | | |
| | |
Black Knight, Inc. (United States)* | | | 10,618 | | | | $634,213 | |
| | |
Halma PLC (United Kingdom) | | | 22,206 | | | | 642,761 | |
| | |
Infineon Technologies AG (Germany) | | | 25,007 | | | | 1,029,845 | |
| | |
Microsoft Corp. (United States) | | | 2,686 | | | | 914,690 | |
| | |
Taiwan Semiconductor Manufacturing Co., Ltd., | | | | | | | | |
| | |
Sponsored ADR (Taiwan) | | | 7,471 | | | | 753,973 | |
| | |
Total Information Technology | | | | | | | 3,975,482 | |
| | |
Real Estate - 1.5% | | | | | | | | |
| | |
American Tower Corp., REIT (United States) | | | 2,925 | | | | 567,275 | |
| | |
Utilities - 1.3% | | | | | | | | |
| | |
NextEra Energy, Inc. (United States) | | | 6,809 | | | | 505,228 | |
| |
Total Common Stocks | | | | | |
(Cost $16,412,041) | | | | | | | 22,607,175 | |
| | |
| | Principal Amount | | | | |
| |
Corporate Bonds and Notes - 12.5% | | | | | |
| |
Financials - 3.6% | | | | | |
| | |
AerCap Ireland Capital DAC/AerCap Global Aviation Trust (Ireland) 1.650%, 10/29/24 | | | $280,000 | | | | 263,119 | |
| | |
American Tower Corp. (United States) 1.450%, 09/15/26 | | | 25,000 | | | | 21,993 | |
2.750%, 01/15/27 | | | 135,000 | | | | 122,819 | |
| | |
Bank of America Corp. (United States) MTN (4.330% to 03/15/49 then 3 month SOFR + 1.782%) 4.330%, 03/15/503,4 | | | 57,000 | | | | 49,018 | |
| | |
Citigroup, Inc. (United States) (3.875% to 02/18/26 then U.S. Treasury Yield Curve CMT 5 year + 3.417%) 3.875%, 02/18/261,3,4,5 | | | 124,000 | | | | 103,850 | |
| | |
The Goldman Sachs Group, Inc. (United States) (3.615% to 03/15/27 then SOFR + 1.846%) 3.615%, 03/15/283,4 | | | 120,000 | | | | 112,593 | |
| | |
JPMorgan Chase & Co. (United States) (2.739% to 10/15/29 then 3 month SOFR + 1.510%) 2.739%, 10/15/303,4 | | | 160,000 | | | | 137,828 | |
| | |
Landwirtschaftliche Rentenbank, EMTN (Germany) 1.750%, 01/14/27 | | | 175,000 | | | | 158,928 | |
| | |
MetLife, Inc. (United States) Series G (3.850% to 09/15/25 then U.S. Treasury Yield Curve CMT 5 year + 3.576%) 3.850%, 09/15/251,3,4,5 | | | 128,000 | | | | 118,269 | |
| | |
SBA Communications Corp. (United States) 3.875%, 02/15/27 | | | 77,000 | | | | 70,933 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
19
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Financials - 3.6% (continued) | | | | | | | | |
| | |
Sprint Capital Corp. (United States) 6.875%, 11/15/28 | | | $80,000 | | | | $84,799 | |
| | |
Wells Fargo & Co., MTN (United States) (4.897% to 07/25/32 then SOFR + 2.100%) 4.897%, 07/25/333,4 | | | 130,000 | | | | 124,698 | |
| | |
Total Financials | | | | | | | 1,368,847 | |
| | |
Industrials - 8.4% | | | | | | | | |
| | |
AECOM (United States) 5.125%, 03/15/27 | | | 56,000 | | | | 54,184 | |
| | |
Anheuser-Busch InBev Worldwide, Inc. (United States) 4.375%, 04/15/38 | | | 76,000 | | | | 70,367 | |
| | |
AT&T, Inc. (United States) 4.300%, 12/15/42 | | | 105,000 | | | | 89,142 | |
| | |
Ball Corp. (United States) 4.875%, 03/15/26 | | | 91,000 | | | | 88,517 | |
| | |
The Boeing Co. (United States) 5.805%, 05/01/50 | | | 132,000 | | | | 131,518 | |
| | |
Centene Corp. (United States) 2.500%, 03/01/311 | | | 64,000 | | | | 51,038 | |
3.375%, 02/15/301 | | | 34,000 | | | | 29,221 | |
| | |
Cisco Systems, Inc. (United States) 5.500%, 01/15/40 | | | 68,000 | | | | 72,307 | |
| | |
Cogent Communications Group, Inc. (United States) 3.500%, 05/01/262 | | | 58,000 | | | | 53,795 | |
| | |
Crown Americas LLC/Crown Americas Capital Corp. V (United States) 4.250%, 09/30/26 | | | 79,000 | | | | 74,812 | |
| | |
Dell, Inc. (United States) 7.100%, 04/15/281 | | | 65,000 | | | | 69,913 | |
| | |
Delta Air Lines, Inc. (United States) 7.375%, 01/15/261 | | | 75,000 | | | | 78,186 | |
| | |
Embraer Netherlands Finance BV (Netherlands) 5.050%, 06/15/25 | | | 130,000 | | | | 128,050 | |
| | |
HB Fuller Co. (United States) 4.250%, 10/15/28 | | | 89,000 | | | | 79,214 | |
| | |
HCA, Inc. (United States) 3.500%, 09/01/30 | | | 76,000 | | | | 66,618 | |
| | |
KB Home (United States) 4.000%, 06/15/31 | | | 68,000 | | | | 58,628 | |
| | |
Kraft Heinz Foods Co. (United States) 4.375%, 06/01/46 | | | 77,000 | | | | 65,439 | |
| | |
Lamar Media Corp. (United States) 3.750%, 02/15/281 | | | 89,000 | | | | 81,011 | |
| | |
MEG Energy Corp. (Canada) 5.875%, 02/01/292 | | | 77,000 | | | | 72,412 | |
| | |
Microsoft Corp. (United States) 2.525%, 06/01/50 | | | 118,000 | | | | 81,626 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Murphy Oil Corp. (United States) 6.375%, 07/15/281 | | | $100,000 | | | | $98,562 | |
| | |
Murphy Oil USA, Inc. (United States) 4.750%, 09/15/29 | | | 30,000 | | | | 27,542 | |
5.625%, 05/01/27 | | | 42,000 | | | | 40,863 | |
| | |
Nestle Holdings, Inc. (United States) 1.000%, 09/15/272 | | | 275,000 | | | | 235,967 | |
| | |
Newell Brands, Inc. (United States) 4.700%, 04/01/266 | | | 79,000 | | | | 74,209 | |
| | |
NuStar Logistics LP (United States) 5.625%, 04/28/27 | | | 35,000 | | | | 33,631 | |
5.750%, 10/01/25 | | | 70,000 | | | | 68,247 | |
| | |
Oracle Corp. (United States) 2.800%, 04/01/27 | | | 144,000 | | | | 132,355 | |
| | |
Pernod Ricard International Finance LLC (United States) 1.250%, 04/01/282 | | | 250,000 | | | | 211,713 | |
| | |
Silgan Holdings, Inc. (United States) 4.125%, 02/01/28 | | | 99,000 | | | | 90,837 | |
| | |
SK Hynix, Inc. (South Korea) 2.375%, 01/19/312 | | | 200,000 | | | | 154,282 | |
| | |
Smith & Nephew PLC (United Kingdom) 2.032%, 10/14/301 | | | 122,000 | | | | 98,704 | |
| | |
Teva Pharmaceutical Finance Netherlands III, B.V. (Netherlands) 3.150%, 10/01/26 | | | 104,000 | | | | 93,189 | |
| | |
Travel + Leisure Co. (United States) 6.000%, 04/01/276 | | | 30,000 | | | | 29,121 | |
| | |
United Rentals North America, Inc. (United States) 3.875%, 02/15/311 | | | 86,000 | | | | 74,459 | |
| | |
Verizon Communications, Inc. (United States) 3.875%, 02/08/29 | | | 62,000 | | | | 58,149 | |
| | |
Walmart, Inc. (United States) 4.050%, 06/29/48 | | | 87,000 | | | | 80,205 | |
| | |
Western Digital Corp. (United States) 4.750%, 02/15/26 | | | 41,000 | | | | 39,053 | |
| | |
Yum! Brands, Inc. (United States) 3.625%, 03/15/311 | | | 78,000 | | | | 67,386 | |
| | |
Total Industrials | | | | | | | 3,204,472 | |
| | |
Utilities - 0.5% | | | | | | | | |
| | |
Dominion Energy, Inc. (United States) Series B (4.650% to 12/15/24 then U.S. Treasury Yield Curve CMT 5 year + 2.993%) 4.650%, 12/15/243,4,5 | | | 106,000 | | | | 95,305 | |
| | |
Northern States Power Co. (United States) 2.900%, 03/01/50 | | | 101,000 | | | | 69,571 | |
| | |
Total Utilities | | | | | | | 164,876 | |
| | |
Total Corporate Bonds and Notes | | | | | | | | |
(Cost $5,273,406) | | | | | | | 4,738,195 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
20
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Municipal Bonds - 1.0% | | | | | | | | |
| | |
California State General Obligation, School Improvements, Build America Bonds, 7.550%, 04/01/39 | | | $70,000 | | | | $88,186 | |
| | |
JobsOhio Beverage System, Series B, 3.985%, 01/01/29 | | | 20,000 | | | | 19,572 | |
4.532%, 01/01/35 | | | 110,000 | | | | 108,006 | |
| | |
Los Angeles Unified School District, School Improvements, Build America Bonds, 5.750%, 07/01/34 | | | 85,000 | | | | 90,150 | |
| | |
New Jersey Transportation Trust Fund Authority, Build America Bonds, 5.754%, 12/15/28 | | | 90,000 | | | | 90,835 | |
| | |
Total Municipal Bonds | | | | | | | | |
(Cost $466,486) | | | | | | | 396,749 | |
| | |
U.S. Government and Agency Obligations - 14.1% | | | | | | | | |
| | |
Fannie Mae - 5.1% | | | | | | | | |
| | |
FNMA, 3.000%, 10/01/37 to 08/01/38 | | | 224,671 | | | | 207,238 | |
3.500%, 05/01/52 | | | 462,191 | | | | 429,057 | |
4.000%, 11/01/44 to 09/01/49 | | | 610,425 | | | | 584,000 | |
4.500%, 09/01/46 to 07/01/52 | | | 385,846 | | | | 377,566 | |
5.000%, 07/01/47 to 08/01/49 | | | 346,311 | | | | 346,058 | |
5.500%, 02/01/37 | | | 4,671 | | | | 4,722 | |
| | |
Total Fannie Mae | | | 2,034,115 | | | | 1,948,641 | |
| | |
Freddie Mac - 0.6% | | | | | | | | |
| | |
FHLMC, 4.000%, 10/01/52 | | | 38,622 | | | | 36,267 | |
4.500%, 07/01/44 | | | 128,515 | | | | 126,182 | |
| | |
FHLMC Gold Pool, 3.000%, 02/01/38 | | | 69,806 | | | | 64,354 | |
| | |
Total Freddie Mac | | | 236,943 | | | | 226,803 | |
| | |
U.S. Treasury Obligations- 8.4% | | | | | | | | |
| | |
U.S. Treasury Bonds, 2.250%, 05/15/41 to 02/15/52 | | | 1,056,000 | | | | 772,720 | |
3.000%, 11/15/44 to 02/15/49 | | | 316,000 | | | | 267,309 | |
4.375%, 02/15/38 | | | 487,000 | | | | 518,274 | |
4.500%, 08/15/39 | | | 462,000 | | | | 496,614 | |
| | |
U.S. Treasury Notes, 1.500%, 02/15/30 | | | 338,000 | | | | 289,492 | |
2.250%, 02/15/27 | | | 112,000 | | | | 104,147 | |
2.875%, 05/15/32 | | | 555,000 | | | | 514,589 | |
3.500%, 02/15/33 | | | 229,000 | | | | 223,060 | |
| | |
Total U.S. Treasury Obligations | | | 3,555,000 | | | | 3,186,205 | |
| | |
Total U.S. Government and Agency Obligations | | | | | | | | |
(Cost $5,676,947) | | | | | | | 5,361,649 | |
| |
Foreign Government Obligations - 9.3% | | | | | |
| | |
African Development Bank (Côte d’Ivoire) Series GDIF 0.875%, 03/23/26 | | | 105,000 | | | | 94,834 | |
| | | | | | | | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Agence Francaise de Developpement (France) 0.625%, 01/22/26 | | | $200,000 | | | | $179,674 | |
| | |
Asian Development Bank (Philippines) 1.750%, 09/19/29 | | | 160,000 | | | | 138,958 | |
| | |
BNG Bank, N.V. (Netherlands) 0.875%, 05/18/262 | | | 200,000 | | | | 179,278 | |
| | |
European Investment Bank (Luxembourg) 0.625%, 10/21/271 | | | 107,000 | | | | 91,707 | |
4.875%, 02/15/36 | | | 210,000 | | | | 225,233 | |
| | |
Finland Government International Bond (Finland) 0.875%, 05/20/302 | | | 200,000 | | | | 160,412 | |
| | |
Inter-American Development Bank (United States) 4.375%, 01/24/44 | | | 330,000 | | | | 330,008 | |
| | |
International Bank for Reconstruction & Development (United States) Series GDIF 3.125%, 11/20/25 | | | 230,000 | | | | 221,654 | |
| | |
International Finance Corp. (United States) 2.125%, 04/07/26 | | | 145,000 | | | | 135,481 | |
| | |
Japan Finance Organization for Municipalities (Japan) 1.000%, 05/21/252 | | | 300,000 | | | | 276,058 | |
| | |
Kingdom of Belgium Government International Bond (Belgium) 1.000%, 05/28/30 | | | 200,000 | | | | 161,255 | |
| | |
Kommunalbanken A.S. (Norway) 1.125%, 10/26/262 | | | 200,000 | | | | 178,220 | |
| | |
The Korea Development Bank (South Korea) 0.500%, 10/27/231 | | | 299,000 | | | | 293,959 | |
1.375%, 04/25/27 | | | 200,000 | | | | 175,986 | |
| | |
Nederlandse Financierings-Maatschappij voor Ontwikkelingslanden, N.V. (Netherlands) 0.875%, 06/15/26 | | | 300,000 | | | | 267,395 | |
| | |
Philippine Government International Bond (Philippines) 1.648%, 06/10/31 | | | 200,000 | | | | 157,172 | |
| | |
Province of Ontario Canada (Canada) 1.050%, 05/21/27 | | | 176,000 | | | | 153,847 | |
| | |
Province of Quebec Canada (Canada) 1.350%, 05/28/30 | | | 143,000 | | | | 117,739 | |
| | |
Total Foreign Government Obligations | | | | | | | | |
(Cost $4,030,479) | | | | | | | 3,538,870 | |
| | |
Short-Term Investments - 4.8% | | | | | | | | |
| | |
Joint Repurchase Agreements - 4.0%7 | | | | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $540,989 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $551,576) | | | 540,761 | | | | 540,761 | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
21
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
Joint Repurchase Agreements - 4.0%7 (continued) | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $1,020,000) | | $ | 1,000,000 | | | $ | 1,000,000 | |
| |
Total Joint Repurchase Agreements | | | | 1,540,761 | |
| |
Repurchase Agreements - 0.8% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $297,121 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $302,973) | | | 297,000 | | | | 297,000 | |
| | |
Total Short-Term Investments (Cost $1,837,761) | | | | | | | 1,837,761 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | | | | Value | |
| | |
Total Investments - 101.2% (Cost $33,697,120) | | | | | | $ | 38,480,399 | |
| |
Other Assets, less Liabilities - (1.2)% | | | | (468,208 | ) |
| | |
Net Assets - 100.0% | | | | | | $ | 38,012,191 | |
| | |
| | | | | | | | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $1,895,807 or 5.0% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $2,251,169 or 5.9% of net assets. |
3 | Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at June 30, 2023. Rate will reset at a future date. |
4 | Variable rate security. The rate shown is based on the latest available information as of June 30, 2023. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above. |
5 | Perpetuity Bond. The date shown represents the next call date. |
6 | Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term. |
7 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
| | |
ADR | | American Depositary Receipt |
CMT | | Constant Maturity Treasury |
EMTN | | European Medium Term Note |
FHLMC | | Freddie Mac |
FNMA | | Fannie Mae |
GDIF | | Global Debt Issuance Facility |
MTN | | Medium-Term Note |
REIT | | Real Estate Investment Trust |
SOFR | | Secured Overnight Financing Rate |
The accompanying notes are an integral part of these financial statements.
22
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Consumer Discretionary | | | $2,132,810 | | | | $3,279,589 | | | | — | | | | $5,412,399 | |
| | | | |
Information Technology | | | 2,302,876 | | | | 1,672,606 | | | | — | | | | 3,975,482 | |
| | | | |
Financials | | | 2,453,992 | | | | 1,353,657 | | | | — | | | | 3,807,649 | |
| | | | |
Health Care | | | 2,766,329 | | | | 407,491 | | | | — | | | | 3,173,820 | |
| | | | |
Industrials | | | 1,790,023 | | | | 530,507 | | | | — | | | | 2,320,530 | |
| | | | |
Communication Services | | | 918,099 | | | | 504,574 | | | | — | | | | 1,422,673 | |
| | | | |
Energy | | | 1,422,119 | | | | — | | | | — | | | | 1,422,119 | |
| | | | |
Real Estate | | | 567,275 | | | | — | | | | — | | | | 567,275 | |
| | | | |
Utilities | | | 505,228 | | | | — | | | | — | | | | 505,228 | |
| | | | |
Corporate Bonds and Notes† | | | — | | | | 4,738,195 | | | | — | | | | 4,738,195 | |
| | | | |
Municipal Bonds† | | | — | | | | 396,749 | | | | — | | | | 396,749 | |
| | | | |
U.S. Government and Agency Obligations† | | | — | | | | 5,361,649 | | | | — | | | | 5,361,649 | |
| | | | |
Foreign Government Obligations† | | | — | | | | 3,538,870 | | | | — | | | | 3,538,870 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 1,540,761 | | | | — | | | | 1,540,761 | |
| | | | |
Repurchase Agreements | | | — | | | | 297,000 | | | | — | | | | 297,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $14,858,751 | | | | $23,621,648 | | | | — | | | | $38,480,399 | |
| | | | | | | | | | | | | | | | |
† | All corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, U.S. government and agency obligations and foreign government obligations by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
23
| | |
| | AMG GW&K Global Allocation Fund Schedule of Portfolio Investments (continued) |
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Belgium | | 0.4 |
| |
Canada | | 2.6 |
| |
China | | 7.8 |
| |
Côte d’Ivoire | | 0.3 |
| |
Finland | | 0.4 |
| |
France | | 2.2 |
| |
Germany | | 3.2 |
| |
Hong Kong | | 1.7 |
| |
India | | 3.9 |
| |
Ireland | | 0.7 |
| |
Italy | | 1.6 |
| |
Japan | | 2.2 |
| |
Luxembourg | | 0.9 |
| |
Macau | | 1.0 |
| |
Netherlands | | 3.8 |
| |
Norway | | 0.5 |
| |
Philippines | | 0.8 |
| |
South Korea | | 1.7 |
| |
Switzerland | | 1.1 |
| |
Taiwan | | 2.1 |
| |
United Kingdom | | 2.0 |
| |
United States | | 59.1 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
24
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Small Cap Core Fund | | | AMG GW&K Small Cap Value Fund | | | AMG GW&K Small/Mid Cap Core Fund | | | AMG GW&K Global Allocation Fund | |
Assets: | | | | | | | | | | | | | | | | |
| | | | |
Investments at value1 (including securities on loan valued at $6,531,919, $5,812,857, $10,551,544, and $1,895,807, respectively) | | | $670,372,280 | | | | $249,580,523 | | | | $689,208,450 | | | | $38,480,399 | |
| | | | |
Cash | | | 148,351 | | | | 676,706 | | | | 629 | | | | — | |
| | | | |
Foreign currency2 | | | — | | | | — | | | | — | | | | 1,553 | |
| | | | |
Receivable for investments sold | | | 6,868,808 | | | | 3,513,960 | | | | 2,925,496 | | | | 960,934 | |
| | | | |
Dividend and interest receivables | | | 528,758 | | | | 322,938 | | | | 393,445 | | | | 154,741 | |
| | | | |
Securities lending income receivable | | | 2,065 | | | | 1,090 | | | | 1,174 | | | | 621 | |
| | | | |
Receivable for Fund shares sold | | | 190,512 | | | | 96,083 | | | | 253,410 | | | | 504 | |
| | | | |
Receivable from affiliate | | | — | | | | 7,262 | | | | 768 | | | | 10,533 | |
| | | | |
Prepaid expenses and other assets | | | 34,083 | | | | 25,415 | | | | 39,286 | | | | 17,456 | |
| | | | |
Total assets | | | 678,144,857 | | | | 254,223,977 | | | | 692,822,658 | | | | 39,626,741 | |
| | | | |
Liabilities: | | | | | | | | | | | | | | | | |
| | | | |
Payable upon return of securities loaned | | | 11,811 | | | | 297,798 | | | | 3,093,315 | | | | 1,540,761 | |
| | | | |
Payable for investments purchased | | | — | | | | 3,778,438 | | | | 3,781,929 | | | | — | |
| | | | |
Payable for Fund shares repurchased | | | 204,879 | | | | 179,981 | | | | 3,219,989 | | | | 4,063 | |
| | | | |
Due to custodian | | | — | | | | — | | | | — | | | | 3,185 | |
| | | | |
Accrued expenses: | | | | | | | | | | | | | | | | |
| | | | |
Investment advisory and management fees | | | 387,387 | | | | 142,686 | | | | 338,734 | | | | 19,001 | |
| | | | |
Administrative fees | | | 82,927 | | | | 30,576 | | | | 81,952 | | | | 4,750 | |
| | | | |
Distribution fees | | | 1,657 | | | | — | | | | 10,560 | | | | 4,786 | |
| | | | |
Shareholder service fees | | | 18,549 | | | | 36,069 | | | | 10,827 | | | | 942 | |
| | | | |
Other | | | 56,450 | | | | 48,478 | | | | 40,359 | | | | 37,062 | |
| | | | |
Total liabilities | | | 763,660 | | | | 4,514,026 | | | | 10,577,665 | | | | 1,614,550 | |
| | | | |
Commitments and Contingencies (Notes 2 & 6) | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | $677,381,197 | | | | $249,709,951 | | | | $682,244,993 | | | | $38,012,191 | |
| | | | |
1 Investments at cost | | | $550,426,470 | | | | $224,109,750 | | | | $617,939,877 | | | | $33,697,120 | |
| | | | |
2 Foreign currency at cost | | | — | | | | — | | | | — | | | | $1,441 | |
The accompanying notes are an integral part of these financial statements.
25
| | |
| | Statement of Assets and Liabilities (continued) |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Small Cap Core Fund | | | AMG GW&K Small Cap Value Fund | | | AMG GW&K Small/Mid Cap Core Fund | | | AMG GW&K Global Allocation Fund | |
| | | | |
Net Assets Represent: | | | | | | | | | | | | | | | | |
| | | | |
Paid-in capital | | | $542,853,587 | | | | $211,646,959 | | | | $627,730,846 | | | | $31,072,754 | |
| | | | |
Total distributable earnings | | | 134,527,610 | | | | 38,062,992 | | | | 54,514,147 | | | | 6,939,437 | |
| | | | |
Net Assets | | | $677,381,197 | | | | $249,709,951 | | | | $682,244,993 | | | | $38,012,191 | |
| | | | |
Class N: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | $8,326,799 | | | | $159,604,969 | | | | $52,796,106 | | | | $23,028,740 | |
| | | | |
Shares outstanding | | | 293,943 | | | | 5,902,308 | | | | 3,311,576 | | | | 1,557,990 | |
| | | | |
Net asset value, offering and redemption price per share | | | $28.33 | | | | $27.04 | | | | $15.94 | | | | $14.78 | |
| | | | |
Class I: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | $426,065,433 | | | | $84,450,044 | | | | $270,495,485 | | | | $13,545,945 | |
| | | | |
Shares outstanding | | | 14,584,863 | | | | 3,124,032 | | | | 16,890,623 | | | | 902,206 | |
| | | | |
Net asset value, offering and redemption price per share | | | $29.21 | | | | $27.03 | | | | $16.01 | | | | $15.01 | |
| | | | |
Class Z: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | $242,988,965 | | | | $5,654,938 | | | | $358,953,402 | | | | $1,437,506 | |
| | | | |
Shares outstanding | | | 8,309,600 | | | | 209,981 | | | | 22,371,815 | | | | 95,786 | |
| | | | |
Net asset value, offering and redemption price per share | | | $29.24 | | | | $26.93 | | | | $16.04 | | | | $15.01 | |
The accompanying notes are an integral part of these financial statements.
26
| | |
| | Statement of Operations (unaudited) For the six months ended June 30, 2023 |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Small Cap Core Fund | | | AMG GW&K Small Cap Value Fund | | | AMG GW&K Small/Mid Cap Core Fund | | | AMG GW&K Global Allocation Fund | |
Investment Income: | | | | | | | | | | | | | | | | |
| | | | |
Dividend income | | | $3,720,808 | | | | $2,130,546 | | | | $3,272,990 | | | | $158,434 | |
| | | | |
Interest income | | | 455,017 | | | | 98,717 | | | | 345,436 | | | | 268,317 | |
| | | | |
Securities lending income | | | 14,688 | | | | 11,346 | | | | 15,979 | | | | 3,174 | |
| | | | |
Foreign withholding tax | | | — | | | | (1,262 | ) | | | — | | | | (14,076 | ) |
| | | | |
Total investment income | | | 4,190,513 | | | | 2,239,347 | | | | 3,634,405 | | | | 415,849 | |
| | | | |
Expenses: | | | | | | | | | | | | | | | | |
| | | | |
Investment advisory and management fees | | | 2,405,092 | | | | 890,602 | | | | 1,953,054 | | | | 119,223 | |
| | | | |
Administrative fees | | | 515,377 | | | | 190,843 | | | | 472,513 | | | | 29,806 | |
| | | | |
Distribution fees - Class N | | | 10,404 | | | | — | | | | 64,862 | | | | 29,301 | |
| | | | |
Shareholder servicing fees - Class N | | | 6,243 | | | | 203,648 | | | | — | | | | — | |
| | | | |
Shareholder servicing fees - Class I | | | 110,265 | | | | 21,139 | | | | 64,850 | | | | 6,144 | |
| | | | |
Professional fees | | | 34,709 | | | | 25,547 | | | | 34,311 | | | | 21,925 | |
| | | | |
Custodian fees | | | 33,794 | | | | 21,126 | | | | 30,661 | | | | 18,225 | |
| | | | |
Registration fees | | | 27,421 | | | | 21,849 | | | | 33,580 | | | | 21,155 | |
| | | | |
Trustee fees and expenses | | | 25,235 | | | | 9,464 | | | | 22,322 | | | | 1,476 | |
| | | | |
Reports to shareholders | | | 16,588 | | | | 10,562 | | | | 15,612 | | | | 7,115 | |
| | | | |
Transfer agent fees | | | 12,343 | | | | 12,555 | | | | 14,392 | | | | 2,925 | |
| | | | |
Miscellaneous | | | 14,286 | | | | 6,524 | | | | 11,950 | | | | 2,814 | |
| | | | |
Repayment of prior reimbursements | | | 9,476 | | | | — | | | | 1,036 | | | | — | |
| | | | |
Total expenses before offsets | | | 3,221,233 | | | | 1,413,859 | | | | 2,719,143 | | | | 260,109 | |
| | | | |
Expense reimbursements | | | (1,949 | ) | | | (44,012 | ) | | | (6,359 | ) | | | (63,712 | ) |
| | | | |
Expense reductions | | | (15,517 | ) | | | (7,479 | ) | | | (4,679 | ) | | | — | |
| | | | |
Net expenses | | | 3,203,767 | | | | 1,362,368 | | | | 2,708,105 | | | | 196,397 | |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | 986,746 | | | | 876,979 | | | | 926,300 | | | | 219,452 | |
| | | | |
Net Realized and Unrealized Gain: | | | | | | | | | | | | | | | | |
| | | | |
Net realized gain (loss) on investments | | | 13,806,101 | | | | 10,554,390 | | | | (12,311,544 | ) | | | 1,580,508 | |
| | | | |
Net realized gain on foreign currency transactions | | | — | | | | — | | | | — | | | | 316 | |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 5,442,453 | | | | 1,301,532 | | | | 45,859,748 | | | | 602,100 | |
| | | | |
Net change in unrealized appreciation/depreciation on foreign currency translations | | | — | | | | — | | | | — | | | | 270 | |
| | | | |
Net realized and unrealized gain | | | 19,248,554 | | | | 11,855,922 | | | | 33,548,204 | | | | 2,183,194 | |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase in net assets resulting from operations | | | $20,235,300 | | | | $12,732,901 | | | | $34,474,504 | | | | $2,402,646 | |
The accompanying notes are an integral part of these financial statements.
27
| | |
| | Statements of Changes in Net Assets For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Small Cap Core Fund | | | AMG GW&K Small Cap Value Fund | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 | |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $986,746 | | | | $980,632 | | | | $876,979 | | | | $1,649,617 | |
| | | | |
Net realized gain on investments | | | 13,806,101 | | | | 8,194,929 | | | | 10,554,390 | | | | 2,350,459 | |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 5,442,453 | | | | (135,195,014 | ) | | | 1,301,532 | | | | (58,011,614 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 20,235,300 | | | | (126,019,453 | ) | | | 12,732,901 | | | | (54,011,538 | ) |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | — | | | | (64,594 | ) | | | — | | | | (2,695,354 | ) |
| | | | |
Class I | | | — | | | | (3,756,002 | ) | | | — | | | | (1,530,323 | ) |
| | | | |
Class Z | | | — | | | | (2,006,227 | ) | | | — | | | | (164,728 | ) |
| | | | |
Total distributions to shareholders | | | — | | | | (5,826,823 | ) | | | — | | | | (4,390,405 | ) |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net increase (decrease) from capital share transactions | | | (3,394,218) | | | | 34,931,383 | | | | (14,934,256) | | | | (61,819,336) | |
| | | | | | | | | | | | | | | | |
| | | | |
Total increase (decrease) in net assets | | | 16,841,082 | | | | (96,914,893 | ) | | | (2,201,355 | ) | | | (120,221,279 | ) |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 660,540,115 | | | | 757,455,008 | | | | 251,911,306 | | | | 372,132,585 | |
| | | | |
End of period | | | $677,381,197 | | | | $660,540,115 | | | | $249,709,951 | | | | $251,911,306 | |
1 See Note 1(g) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
28
| | |
| | Statements of Changes in Net Assets (continued) For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG GW&K Small/Mid Cap Core Fund | | | AMG GW&K Global Allocation Fund | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 | |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $926,300 | | | | $1,413,863 | | | | $219,452 | | | | $348,609 | |
| | | | |
Net realized gain (loss) on investments | | | (12,311,544 | ) | | | 11,157,155 | | | | 1,580,824 | | | | 2,887,870 | |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 45,859,748 | | | | (126,909,129 | ) | | | 602,370 | | | | (28,082,042 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 34,474,504 | | | | (114,338,111 | ) | | | 2,402,646 | | | | (24,845,563 | ) |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | — | | | | (2,004,795 | ) | | | — | | | | (2,644,479 | ) |
| | | | |
Class I | | | — | | | | (10,257,877 | ) | | | — | | | | (1,798,913 | ) |
| | | | |
Class Z | | | — | | | | (10,783,979 | ) | | | — | | | | (201,039 | ) |
| | | | |
Total distributions to shareholders | | | — | | | | (23,046,651 | ) | | | — | | | | (4,644,431 | ) |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net increase (decrease) from capital share transactions | | | 83,616,369 | | | | 138,227,537 | | | | (5,439,599 | ) | | | (56,032,680 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Total increase (decrease) in net assets | | | 118,090,873 | | | | 842,775 | | | | (3,036,953 | ) | | | (85,522,674 | ) |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 564,154,120 | | | | 563,311,345 | | | | 41,049,144 | | | | 126,571,818 | |
| | | | |
End of period | | | $682,244,993 | | | | $564,154,120 | | | | $38,012,191 | | | | $41,049,144 | |
1 See Note 1(g) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
29
| | |
| | AMG GW&K Small Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class N | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $27.43 | | | | $33.13 | | | | $29.97 | | | | $26.09 | | | | $21.03 | | | | $28.04 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.01 | ) | | | (0.06 | ) | | | (0.15 | ) | | | (0.03 | ) | | | (0.04 | ) | | | (0.04 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.91 | | | | (5.43 | ) | | | 6.34 | | | | 4.64 | | | | 6.47 | | | | (3.95 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.90 | | | | (5.49 | ) | | | 6.19 | | | | 4.61 | | | | 6.43 | | | | (3.99 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.21 | ) | | | (3.03 | ) | | | (0.73 | ) | | | (1.37 | ) | | | (3.02 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $28.33 | | | | $27.43 | | | | $ 33.13 | | | | $29.97 | | | | $26.09 | | | | $21.03 | |
| | | | | | |
Total Return2,3 | | | 3.28 | %4 | | | (16.58 | )% | | | 21.01 | % | | | 17.73 | % | | | 30.66 | % | | | (14.08 | )% |
| | | | | | |
Ratio of net expenses to average net assets5 | | | 1.30 | %6,7 | | | 1.29 | %7 | | | 1.30 | %7 | | | 1.29 | % | | | 1.29 | % | | | 1.28 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 1.30 | %6,7 | | | 1.30 | %7 | | | 1.30 | %7 | | | 1.30 | % | | | 1.31 | % | | | 1.28 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.08 | )%6 | | | (0.22 | )% | | | (0.45 | )% | | | (0.14 | )% | | | (0.15 | )% | | | (0.13 | )% |
| | | | | | |
Portfolio turnover | | | 11 | %4 | | | 25 | % | | | 33 | % | | | 37 | % | | | 20 | % | | | 25 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $8,327 | | | | $8,533 | | | | $11,278 | | | | $8,667 | | | | $10,239 | | | | $12,655 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
30
| | |
| | AMG GW&K Small Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class I | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $28.24 | | | | $34.02 | | | | $30.61 | | | | $26.57 | | | | $21.37 | | | | $28.42 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.04 | | | | 0.04 | | | | (0.03 | ) | | | 0.05 | | | | 0.05 | | | | 0.06 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.93 | | | | (5.57 | ) | | | 6.47 | | | | 4.76 | | | | 6.58 | | | | (4.03 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.97 | | | | (5.53 | ) | | | 6.44 | | | | 4.81 | | | | 6.63 | | | | (3.97 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.04 | ) | | | — | | | | (0.04 | ) | | | (0.06 | ) | | | (0.06 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.21 | ) | | | (3.03 | ) | | | (0.73 | ) | | | (1.37 | ) | | | (3.02 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.25 | ) | | | (3.03 | ) | | | (0.77 | ) | | | (1.43 | ) | | | (3.08 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $29.21 | | | | $28.24 | | | | $34.02 | | | | $30.61 | | | | $26.57 | | | | $21.37 | |
| | | | | | |
Total Return2,3 | | | 3.44 | %4 | | | (16.27 | )% | | | 21.38 | % | | | 18.16 | % | | | 31.13 | % | | | (13.83 | )% |
| | | | | | |
Ratio of net expenses to average net assets5 | | | 0.95 | %6,7 | | | 0.94 | %7 | | | 0.95 | %7 | | | 0.94 | % | | | 0.94 | % | | | 0.95 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 0.95 | %6,7 | | | 0.95 | %7 | | | 0.95 | %7 | | | 0.95 | % | | | 0.96 | % | | | 0.95 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.27 | %6 | | | 0.13 | % | | | (0.10 | )% | | | 0.21 | % | | | 0.20 | % | | | 0.20 | % |
| | | | | | |
Portfolio turnover | | | 11 | %4 | | | 25 | % | | | 33 | % | | | 37 | % | | | 20 | % | | | 25 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $426,065 | | | | $433,066 | | | | $546,326 | | | | $470,373 | | | | $331,703 | | | | $311,252 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
31
| | |
| | AMG GW&K Small Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class Z | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $28.26 | | | | $34.05 | | | | $30.61 | | | | $26.57 | | | | $21.37 | | | | $28.42 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.05 | | | | 0.05 | | | | (0.02 | ) | | | 0.07 | | | | 0.06 | | | | 0.07 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.93 | | | | (5.58 | ) | | | 6.49 | | | | 4.75 | | | | 6.59 | | | | (4.03 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.98 | | | | (5.53 | ) | | | 6.47 | | | | 4.82 | | | | 6.65 | | | | (3.96 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.05 | ) | | | — | | | | (0.05 | ) | | | (0.08 | ) | | | (0.07 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.21 | ) | | | (3.03 | ) | | | (0.73 | ) | | | (1.37 | ) | | | (3.02 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.26 | ) | | | (3.03 | ) | | | (0.78 | ) | | | (1.45 | ) | | | (3.09 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $29.24 | | | | $28.26 | | | | $34.05 | | | | $30.61 | | | | $26.57 | | | | $21.37 | |
| | | | | | |
Total Return2,3 | | | 3.47 | %4 | | | (16.25 | )% | | | 21.48 | % | | | 18.21 | % | | | 31.13 | % | | | (13.73 | )% |
| | | | | | |
Ratio of net expenses to average net assets5 | | | 0.90 | %6,7 | | | 0.89 | %7 | | | 0.90 | %7 | | | 0.89 | % | | | 0.89 | % | | | 0.90 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 0.90 | %6,7 | | | 0.90 | %7 | | | 0.90 | %7 | | | 0.90 | % | | | 0.91 | % | | | 0.90 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.32 | %6 | | | 0.18 | % | | | (0.05 | )% | | | 0.26 | % | | | 0.25 | % | | | 0.25 | % |
| | | | | | |
Portfolio turnover | | | 11 | %4 | | | 25 | % | | | 33 | % | | | 37 | % | | | 20 | % | | | 25 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $242,989 | | | | $218,941 | | | | $199,851 | | | | $125,848 | | | | $110,020 | | | | $85,009 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
5 | Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2023, 0.01% for the fiscal year ended December 31, 2022, less than 0.01% for the fiscal year ended December 31, 2021, 0.01% for the fiscal years ended December 31, 2020 and 2019 and less than 0.01% for the fiscal year ended December 31, 2018. |
7 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01% for the six months ended June 30, 2023 and fiscal year ended December 31, 2022, and 0.01% for the fiscal year ended December 31, 2021. |
8 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
32
| | |
| | AMG GW&K Small Cap Value Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class N | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $25.73 | | | | $30.90 | | | | $26.71 | | | | $37.16 | | | | $30.93 | | | | $43.98 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.08 | | | | 0.13 | | | | 0.09 | | | | 0.08 | | | | 0.07 | | | | (0.01 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.23 | | | | (4.87 | ) | | | 8.41 | | | | 1.00 | | | | 8.79 | | | | (8.40 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.31 | | | | (4.74 | ) | | | 8.50 | | | | 1.08 | | | | 8.86 | | | | (8.41 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.15 | ) | | | (0.08 | ) | | | (0.08 | ) | | | (0.09 | ) | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.28 | ) | | | (4.23 | ) | | | (11.45 | ) | | | (2.54 | ) | | | (4.64 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.43 | ) | | | (4.31 | ) | | | (11.53 | ) | | | (2.63 | ) | | | (4.64 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $27.04 | | | | $25.73 | | | | $30.90 | | | | $26.71 | | | | $37.16 | | | | $30.93 | |
| | | | | | |
Total Return2,3 | | | 5.05 | %4 | | | (15.33 | )% | | | 32.93 | % | | | 3.29 | % | | | 28.64 | % | | | (19.00 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.15 | %5,6 | | | 1.13 | %6 | | | 1.13 | %6 | | | 1.17 | % | | | 1.17 | % | | | 1.17 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | | 1.18 | %5 | | | 1.18 | % | | | 1.17 | % | | | 1.21 | % | | | 1.20 | % | | | 1.18 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.61 | %5 | | | 0.47 | % | | | 0.28 | % | | | 0.28 | % | | | 0.19 | % | | | (0.03 | )% |
| | | | | | |
Portfolio turnover | | | 8 | %4 | | | 19 | % | | | 41 | % | | | 115 | % | | | 20 | % | | | 24 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $159,605 | | | | $162,011 | | | | $223,586 | | | | $243,655 | | | | $359,550 | | | | $425,540 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
33
| | |
| | AMG GW&K Small Cap Value Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class I | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $25.69 | | | | $30.87 | | | | $26.79 | | | | $37.23 | | | | $31.05 | | | | $44.06 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.11 | | | | 0.18 | | | | 0.15 | | | | 0.14 | | | | 0.13 | | | | 0.06 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.23 | | | | (4.87 | ) | | | 8.42 | | | | 1.02 | | | | 8.83 | | | | (8.43 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.34 | | | | (4.69 | ) | | | 8.57 | | | | 1.16 | | | | 8.96 | | | | (8.37 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.21 | ) | | | (0.26 | ) | | | (0.15 | ) | | | (0.24 | ) | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.28 | ) | | | (4.23 | ) | | | (11.45 | ) | | | (2.54 | ) | | | (4.64 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.49 | ) | | | (4.49 | ) | | | (11.60 | ) | | | (2.78 | ) | | | (4.64 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $27.03 | | | | $25.69 | | | | $30.87 | | | | $26.79 | | | | $37.23 | | | | $31.05 | |
| | | | | | |
Total Return2,3 | | | 5.18 | %4 | | | (15.19 | )% | | | 33.17 | % | | | 3.50 | % | | | 28.86 | % | | | (18.88 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 0.95 | %5,6 | | | 0.93 | %6 | | | 0.93 | %6 | | | 0.99 | % | | | 1.01 | % | | | 1.01 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | | 0.98 | %5 | | | 0.98 | % | | | 0.97 | % | | | 1.03 | % | | | 1.04 | % | | | 1.02 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 0.81 | %5 | | | 0.67 | % | | | 0.48 | % | | | 0.46 | % | | | 0.35 | % | | | 0.13 | % |
| | | | | | |
Portfolio turnover | | | 8 | %4 | | | 19 | % | | | 41 | % | | | 115 | % | | | 20 | % | | | 24 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $84,450 | | | | $81,319 | | | | $115,837 | | | | $83,003 | | | | $122,323 | | | | $306,757 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
34
| | |
| | AMG GW&K Small Cap Value Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class Z | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $25.59 | | | | $30.76 | | | | $ 26.72 | | | | $37.16 | | | | $31.10 | | | | $44.08 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.12 | | | | 0.20 | | | | 0.16 | | | | 0.16 | | | | 0.16 | | | | 0.10 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.22 | | | | (4.87 | ) | | | 8.41 | | | | 1.02 | | | | 8.84 | | | | (8.44 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.34 | | | | (4.67 | ) | | | 8.57 | | | | 1.18 | | | | 9.00 | | | | (8.34 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.22 | ) | | | (0.30 | ) | | | (0.17 | ) | | | (0.40 | ) | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.28 | ) | | | (4.23 | ) | | | (11.45 | ) | | | (2.54 | ) | | | (4.64 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.50 | ) | | | (4.53 | ) | | | (11.62 | ) | | | (2.94 | ) | | | (4.64 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $26.93 | | | | $25.59 | | | | $30.76 | | | | $26.72 | | | | $37.16 | | | | $31.10 | |
| | | | | | |
Total Return2,3 | | | 5.20 | %4 | | | (15.16 | )% | | | 33.27 | % | | | 3.57 | % | | | 28.94 | % | | | (18.80 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 0.90 | %5,6 | | | 0.88 | %6 | | | 0.88 | %6 | | | 0.92 | % | | | 0.92 | % | | | 0.92 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | | 0.93 | %5 | | | 0.93 | % | | | 0.92 | % | | | 0.96 | % | | | 0.95 | % | | | 0.93 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 0.86 | %5 | | | 0.72 | % | | | 0.53 | % | | | 0.53 | % | | | 0.44 | % | | | 0.22 | % |
| | | | | | |
Portfolio turnover | | | 8 | %4 | | | 19 | % | | | 41 | % | | | 115 | % | | | 20 | % | | | 24 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $5,655 | | | | $8,582 | | | | $32,710 | | | | $10,481 | | | | $11,815 | | | | $16,969 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2023, 0.01% for the fiscal year ended December 31, 2022 and 0.02% for the fiscal year ended December 31, 2021. |
7 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
35
| | |
| | AMG GW&K Small/Mid Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class N | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $15.02 | | | | $19.08 | | | | $16.04 | | | | $13.03 | | | | $9.99 | | | | $11.15 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.01 | | | | 0.01 | | | | (0.06 | ) | | | (0.01 | ) | | | 0.00 | 3 | | | (0.01 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.91 | | | | (3.47 | ) | | | 4.14 | | | | 3.02 | | | | 3.07 | | | | (0.91 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.92 | | | | (3.46 | ) | | | 4.08 | | | | 3.01 | | | | 3.07 | | | | (0.92 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.00 | )4 | | | — | | | | — | | | | (0.01 | ) | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.60 | ) | | | (1.04 | ) | | | — | | | | (0.02 | ) | | | (0.24 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.60 | ) | | | (1.04 | ) | | | — | | | | (0.03 | ) | | | (0.24 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $15.94 | | | | $15.02 | | | | $19.08 | | | | $16.04 | | | | $13.03 | | | | $9.99 | |
| | | | | | |
Total Return2,5 | | | 6.13 | %6 | | | (18.15 | )% | | | 25.63 | % | | | 23.10 | % | | | 30.64 | % | | | (8.25 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 1.07 | %8,9 | | | 1.06 | %9 | | | 1.06 | %9 | | | 1.10 | % | | | 1.09 | % | | | 1.09 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | 1.07 | %8,9 | | | 1.08 | %9 | | | 1.08 | %9 | | | 1.13 | % | | | 1.14 | % | | | 1.16 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.08 | %8 | | | 0.04 | % | | | (0.32 | )% | | | (0.07 | )% | | | 0.02 | % | | | (0.09 | )% |
| | | | | | |
Portfolio turnover | | | 10 | %6 | | | 25 | % | | | 19 | % | | | 29 | % | | | 18 | % | | | 53 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $52,796 | | | | $51,333 | | | | $70,736 | | | | $224 | | | | $172 | | | | $89 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
36
| | |
| | AMG GW&K Small/Mid Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class I | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $15.07 | | | | $19.15 | | | | $16.06 | | | | $13.04 | | | | $9.99 | | | | $11.15 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.02 | | | | 0.04 | | | | (0.02 | ) | | | 0.01 | | | | 0.02 | | | | 0.01 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.92 | | | | (3.48 | ) | | | 4.15 | | | | 3.03 | | | | 3.07 | | | | (0.92 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.94 | | | | (3.44 | ) | | | 4.13 | | | | 3.04 | | | | 3.09 | | | | (0.91 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.04 | ) | | | — | | | | (0.02 | ) | | | (0.02 | ) | | | (0.01 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.60 | ) | | | (1.04 | ) | | | — | | | | (0.02 | ) | | | (0.24 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.64 | ) | | | (1.04 | ) | | | (0.02 | ) | | | (0.04 | ) | | | (0.25 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $16.01 | | | | $15.07 | | | | $19.15 | | | | $16.06 | | | | $13.04 | | | | $9.99 | |
| | | | | | |
Total Return2,5 | | | 6.24 | %6 | | | (18.01 | )% | | | 25.91 | % | | | 23.31 | % | | | 30.86 | % | | | (8.15 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 0.87 | %8,9 | | | 0.86 | %9 | | | 0.86 | %9 | | | 0.92 | % | | | 0.94 | % | | | 0.94 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | 0.87 | %8,9 | | | 0.88 | %9 | | | 0.88 | %9 | | | 0.95 | % | | | 0.99 | % | | | 1.01 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.28 | %8 | | | 0.24 | % | | | (0.12 | )% | | | 0.11 | % | | | 0.17 | % | | | 0.06 | % |
| | | | | | |
Portfolio turnover | | | 10 | %6 | | | 25 | % | | | 19 | % | | | 29 | % | | | 18 | % | | | 53 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $270,495 | | | | $250,024 | | | | $293,614 | | | | $165,840 | | | | $102,784 | | | | $54,376 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
37
| | |
| | AMG GW&K Small/Mid Cap Core Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | For the fiscal years ended December 31, | |
Class Z | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $15.10 | | | | $19.18 | | | | $16.07 | | | | $13.05 | | | | $10.00 | | | | $11.15 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.03 | | | | 0.05 | | | | (0.01 | ) | | | 0.02 | | | | 0.03 | | �� | | 0.02 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.91 | | | | (3.48 | ) | | | 4.16 | | | | 3.03 | | | | 3.07 | | | | (0.91 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.94 | | | | (3.43 | ) | | | 4.15 | | | | 3.05 | | | | 3.10 | | | | (0.89 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.05 | ) | | | — | | | | (0.03 | ) | | | (0.03 | ) | | | (0.02 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.60 | ) | | | (1.04 | ) | | | — | | | | (0.02 | ) | | | (0.24 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.65 | ) | | | (1.04 | ) | | | (0.03 | ) | | | (0.05 | ) | | | (0.26 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $16.04 | | | | $15.10 | | | | $19.18 | | | | $16.07 | | | | $13.05 | | | | $10.00 | |
| | | | | | |
Total Return2,5 | | | 6.23 | %6 | | | (17.94 | )% | | | 26.02 | % | | | 23.37 | % | | | 30.94 | % | | | (7.98 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 0.82 | %8,9 | | | 0.81 | %9 | | | 0.81 | %9 | | | 0.83 | % | | | 0.84 | % | | | 0.84 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | 0.82 | %8,9 | | | 0.83 | %9 | | | 0.83 | %9 | | | 0.86 | % | | | 0.89 | % | | | 0.91 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.33 | %8 | | | 0.29 | % | | | (0.07 | )% | | | 0.19 | % | | | 0.27 | % | | | 0.16 | % |
| | | | | | |
Portfolio turnover | | | 10 | %6 | | | 25 | % | | | 19 | % | | | 29 | % | | | 18 | % | | | 53 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $358,953 | | | | $262,798 | | | | $198,961 | | | | $104,705 | | | | $95,884 | | | | $65,375 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | Less than $0.005 per share. |
4 | Less than $(0.005) per share. |
5 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2023, less than 0.01% for the fiscal year ended December 31, 2022 and 0.01% for the fiscal years ended December 31, 2021, 2020, 2019 and 2018. |
9 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01%. |
10 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
38
| | |
| �� | AMG GW&K Global Allocation Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | | For the fiscal years ended December 31, |
Class N | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | | |
Net Asset Value, Beginning of Period | | | | $13.93 | | | | | | | | | | $19.50 | | | | | $19.50 | | | | | $17.04 | | | | | $15.45 | | | | | $17.03 | |
| | | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income (loss)1,2 | | | | 0.07 | | | | | | | | | | 0.06 | | | | | (0.04 | ) | | | | 0.10 | | | | | 0.25 | | | | | 0.18 | |
| | | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.78 | | | | | | | | | | (3.94 | ) | | | | 0.51 | | | | | 2.93 | | | | | 2.35 | | | | | (0.67 | ) |
| | | | | | | |
Total income (loss) from investment operations | | | | 0.85 | | | | | | | | | | (3.88 | ) | | | | 0.47 | | | | | 3.03 | | | | | 2.60 | | | | | (0.49 | ) |
| | | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income | | | | — | | | | | | | | | | (0.02 | ) | | | | (0.00 | )3 | | | | (0.09 | ) | | | | (0.27 | ) | | | | (0.16 | ) |
| | | | | | | |
Net realized gain on investments | | | | — | | | | | | | | | | (1.67 | ) | | | | (0.47 | ) | | | | (0.48 | ) | | | | (0.74 | ) | | | | (0.93 | ) |
| | | | | | | |
Paid in capital | | | | — | | | | | | | | | | — | | | | | — | | | | | (0.00 | )3 | | | | — | | | | | — | |
| | | | | | | |
Total distributions to shareholders | | | | — | | | | | | | | | | (1.69 | ) | | | | (0.47 | ) | | | | (0.57 | ) | | | | (1.01 | ) | | | | (1.09 | ) |
| | | | | | | |
Net Asset Value, End of Period | | | | $14.78 | | | | | | | | | | $13.93 | | | | | $19.50 | | | | | $19.50 | | | | | $17.04 | | | | | $15.45 | |
| | | | | | | |
Total Return2,4 | | | | 6.10 | %5 | | | | | | | | | (20.04 | )% | | | | 2.44 | % | | | | 18.92 | % | | | | 16.96 | % | | | | (2.89 | )% |
| | | | | | | |
Ratio of net expenses to average net assets | | | | 1.06 | %6 | | | | | | | | | 1.07 | %7 | | | | 1.06 | % | | | | 1.07 | %8 | | | | 1.08 | %8 | | | | 1.08 | %8 |
| | | | | | | |
Ratio of gross expenses to average net assets9 | | | | 1.38 | %6 | | | | | | | | | 1.23 | %7 | | | | 1.10 | % | | | | 1.19 | % | | | | 1.16 | % | | | | 1.15 | % |
| | | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | | 1.03 | %6 | | | | | | | | | 0.38 | % | | | | (0.21 | )% | | | | 0.60 | % | | | | 1.51 | % | | | | 1.02 | % |
| | | | | | | |
Portfolio turnover | | | | 11 | %5 | | | | | | | | | 36 | % | | | | 36 | % | | | | 156 | % | | | | 123 | % | | | | 80 | % |
| | | | | | | |
Net assets end of period (000’s) omitted | | | | $23,029 | | | | | | | | | | $23,430 | | | | | $41,939 | | | | | $51,415 | | | | | $69,774 | | | | | $75,271 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
39
| | |
| | AMG GW&K Global Allocation Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | | For the fiscal years ended December 31, |
Class I | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | | |
Net Asset Value, Beginning of Period | | | | $14.14 | | | | | | | | | | $19.75 | | | | | $19.71 | | | | | $17.22 | | | | | $15.60 | | | | | $17.19 | |
| | | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income (loss)1,2 | | | | 0.09 | | | | | | | | | | 0.09 | | | | | (0.01 | ) | | | | 0.13 | | | | | 0.28 | | | | | 0.21 | |
| | | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.78 | | | | | | | | | | (4.00 | ) | | | | 0.53 | | | | | 2.95 | | | | | 2.38 | | | | | (0.68 | ) |
| | | | | | | |
Total income (loss) from investment operations | | | | 0.87 | | | | | | | | | | (3.91 | ) | | | | 0.52 | | | | | 3.08 | | | | | 2.66 | | | | | (0.47 | ) |
| | | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income | | | | — | | | | | | | | | | (0.03 | ) | | | | (0.01 | ) | | | | (0.11 | ) | | | | (0.30 | ) | | | | (0.19 | ) |
| | | | | | | |
Net realized gain on investments | | | | — | | | | | | | | | | (1.67 | ) | | | | (0.47 | ) | | | | (0.48 | ) | | | | (0.74 | ) | | | | (0.93 | ) |
| | | | | | | |
Paid in capital | | | | — | | | | | | | | | | — | | | | | — | | | | | (0.00 | )3 | | | | — | | | | | — | |
| | | | | | | |
Total distributions to shareholders | | | | — | | | | | | | | | | (1.70 | ) | | | | (0.48 | ) | | | | (0.59 | ) | | | | (1.04 | ) | | | | (1.12 | ) |
| | | | | | | |
Net Asset Value, End of Period | | | | $15.01 | | | | | | | | | | $14.14 | | | | | $19.75 | | | | | $19.71 | | | | | $17.22 | | | | | $15.60 | |
| | | | | | | |
Total Return2,4 | | | | 6.22 | %5 | | | | | | | | | (19.91 | )% | | | | 2.60 | % | | | | 19.08 | % | | | | 17.17 | % | | | | (2.77 | )% |
| | | | | | | |
Ratio of net expenses to average net assets | | | | 0.89 | %6 | | | | | | | | | 0.91 | %7 | | | | 0.91 | % | | | | 0.92 | %8 | | | | 0.93 | %8 | | | | 0.92 | %8 |
| | | | | | | |
Ratio of gross expenses to average net assets9 | | | | 1.21 | %6 | | | | | | | | | 1.07 | %7 | | | | 0.95 | % | | | | 1.04 | % | | | | 1.01 | % | | | | 0.99 | % |
| | | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | | 1.20 | %6 | | | | | | | | | 0.54 | % | | | | (0.06 | )% | | | | 0.75 | % | | | | 1.66 | % | | | | 1.18 | % |
| | | | | | | |
Portfolio turnover | | | | 11 | %5 | | | | | | | | | 36 | % | | | | 36 | % | | | | 156 | % | | | | 123 | % | | | | 80 | % |
| | | | | | | |
Net assets end of period (000’s) omitted | | | | $13,546 | | | | | | | | | | $16,074 | | | | | $81,515 | | | | | $97,869 | | | | | $173,575 | | | | | $166,554 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
40
| | |
| | AMG GW&K Global Allocation Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six months ended June 30, 2023 (unaudited) | | | | For the fiscal years ended December 31, |
Class Z | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | | |
Net Asset Value, Beginning of Period | | | | $14.13 | | | | | | | | | | $19.76 | | | | | $19.71 | | | | | $17.21 | | | | | $15.60 | | | | | $17.19 | |
| | | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income1,2 | | | | 0.09 | | | | | | | | | | 0.10 | | | | | 0.01 | | | | | 0.14 | | | | | 0.30 | | | | | 0.22 | |
| | | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.79 | | | | | | | | | | (3.99 | ) | | | | 0.52 | | | | | 2.97 | | | | | 2.37 | | | | | (0.67 | ) |
| | | | | | | |
Total income (loss) from investment operations | | | | 0.88 | | | | | | | | | | (3.89 | ) | | | | 0.53 | | | | | 3.11 | | | | | 2.67 | | | | | (0.45 | ) |
| | | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Net investment income | | | | — | | | | | | | | | | (0.07 | ) | | | | (0.01 | ) | | | | (0.13 | ) | | | | (0.32 | ) | | | | (0.21 | ) |
| | | | | | | |
Net realized gain on investments | | | | — | | | | | | | | | | (1.67 | ) | | | | (0.47 | ) | | | | (0.48 | ) | | | | (0.74 | ) | | | | (0.93 | ) |
| | | | | | | |
Paid in capital | | | | — | | | | | | | | | | — | | | | | — | | | | | (0.00 | )3 | | | | — | | | | | — | |
| | | | | | | |
Total distributions to shareholders | | | | — | | | | | | | | | | (1.74 | ) | | | | (0.48 | ) | | | | (0.61 | ) | | | | (1.06 | ) | | | | (1.14 | ) |
| | | | | | | |
Net Asset Value, End of Period | | | | $15.01 | | | | | | | | | | $14.13 | | | | | $19.76 | | | | | $19.71 | | | | | $17.21 | | | | | $15.60 | |
| | | | | | | |
Total Return2,4 | | | | 6.23 | %5 | | | | | | | | | (19.85 | )% | | | | 2.73 | % | | | | 19.28 | % | | | | 17.21 | % | | | | (2.68 | )% |
| | | | | | | |
Ratio of net expenses to average net assets | | | | 0.81 | %6 | | | | | | | | | 0.82 | %7 | | | | 0.81 | % | | | | 0.82 | %8 | | | | 0.83 | %8 | | | | 0.83 | %8 |
| | | | | | | |
Ratio of gross expenses to average net assets9 | | | | 1.13 | %6 | | | | | | | | | 0.98 | %7 | | | | 0.85 | % | | | | 0.94 | % | | | | 0.91 | % | | | | 0.90 | % |
| | | | | | | |
Ratio of net investment income to average net assets2 | | | | 1.28 | %6 | | | | | | | | | 0.63 | % | | | | 0.04 | % | | | | 0.85 | % | | | | 1.76 | % | | | | 1.27 | % |
| | | | | | | |
Portfolio turnover | | | | 11 | %5 | | | | | | | | | 36 | % | | | | 36 | % | | | | 156 | % | | | | 123 | % | | | | 80 | % |
| | | | | | | |
Net assets end of period (000’s) omitted | | | | $1,438 | | | | | | | | | | $1,545 | | | | | $3,118 | | | | | $3,733 | | | | | $8,358 | | | | | $8,429 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | Less than $(0.005) per share. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Includes interest expense totaling 0.01% related to participation in the interfund lending program. |
8 | Includes reduction from broker recapture amounting to less than 0.01% for the fiscal year ended December 31, 2020, 0.01% for the fiscal years ended December 31, 2019 and 2018. |
9 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
41
| | |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds and AMG Funds II (“Trust II” and, together with AMG Funds, the “Trusts”) are open-end management investment companies, organized as Massachusetts business trusts, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trusts consist of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report are AMG Funds: AMG GW&K Small Cap Core Fund (“Small Cap Core”), AMG GW&K Small Cap Value (“Small Cap Value”) and AMG GW&K Small/Mid Cap Core Fund (“Small/Mid Cap Core”) (formerly, AMG GW&K Small/Mid Cap Fund) and AMG Funds II: AMG GW&K Global Allocation Fund (“Global Allocation”), each a “Fund” and collectively, the “Funds”.
Each Fund offers Class N shares, Class I shares and Class Z shares. Each class represents an interest in the same assets of the respective Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.
Market prices of investments held by the Funds may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements:
a. VALUATION OF INVESTMENTS
For the Funds, equity securities traded on a national securities exchange or reported on the NASDAQ national market system (“NMS”) are valued at the last quoted sales price on the primary exchange or, if applicable, the NASDAQ official closing price or the official closing price of the relevant exchange or, lacking any sales, at the last quoted bid price. Equity securities held by the Funds that are traded in the over-the-counter market (other than NMS securities) are valued at the bid price. Foreign equity securities (securities principally traded in markets other than U.S. markets) held by the Funds are valued at the official closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.
Fixed income securities purchased with a remaining maturity exceeding 60 days are valued at the evaluated bid price provided by an authorized pricing service or, if an evaluated price is not available, by reference to other securities which are
considered comparable in credit rating, interest rate, due date and other features (generally referred to as “matrix pricing”) or other similar pricing methodologies.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Funds’ portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Funds’ Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Funds’ Valuation Designee to perform the Funds’ fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Funds may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Funds’ valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Funds might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Funds. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Funds’ investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Funds that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be
42
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Funds. Unobservable inputs reflect the Funds’ own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Dividend income is recorded on the ex-dividend date. Dividends from foreign securities are recorded on the ex-dividend date, and if after the fact, as soon as the Funds become aware of the ex-dividend date. Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Dividend and interest income on foreign securities is recorded gross of any withholding tax. Non-cash dividends included in dividend income, if any, are reported at the fair market value of the securities received. Upon notification from the issuer, distributions received from a real estate investment trust (REIT) may be redesignated as a reduction of cost of investments and/or realized gain. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to a Fund are apportioned among the funds in the Trusts and other funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund.
Small Cap Core, Small Cap Value and Small/Mid Cap Core had certain portfolio trades directed to various brokers under a brokerage recapture program. Credits received from the brokerage recapture program are earned and paid on a monthly basis, and are recorded as expense offsets, which serve to reduce the Fund’s overall expense ratio. For the six months ended June 30, 2023, the impact on the expenses and expense ratios were as follows: Small Cap Core $15,517 or less than 0.01%, Small Cap Value $7,479 or less than 0.01% and Small/Mid Cap Core $4,679 or less than 0.01%.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from either net investment income or realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Permanent differences are primarily due to equalization utilized for Small/Mid Cap Core and Global Allocation. There were no permanent differences during the year for Small Cap Core or Small Cap Value. Temporary differences are primarily due to qualified late-year capital loss deferrals for Small/Mid Cap Core. In addition, temporary differences for each Fund are wash sale loss deferrals.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | | | | | | | |
Fund | | Cost | | | Appreciation | | | Depreciation | | | Net Appreciation |
| | | | |
Small Cap Core | | | $550,426,470 | | | | $169,795,388 | | | | $(49,849,578) | | | $119,945,810 |
| | | | |
Small Cap Value | | | 224,109,750 | | | | 45,799,787 | | | | (20,329,014) | | | 25,470,773 |
| | | | |
Small/Mid Cap Core | | | 617,939,877 | | | | 107,282,775 | | | | (36,014,202) | | | 71,268,573 |
| | | | |
Global Allocation | | | 33,697,120 | | | | 6,737,929 | | | | (1,954,650) | | | 4,783,279 |
e. FEDERAL TAXES
Each Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Funds’ tax positions taken on federal income tax returns for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
43
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
Furthermore, based on each Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, each Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.
f. CAPITAL LOSS CARRYOVERS AND DEFERRALS
As of December 31, 2022, the Funds had no capital loss carryovers for federal income tax purposes. Should the Funds incur net capital losses for the fiscal year
ended December 31, 2023, such amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.
g. CAPITAL STOCK
Each of AMG Funds’ Amended and Restated Agreement and Declaration of Trust and AMG Funds II’s Amended and Restated Declaration of Trust authorizes for each applicable Fund the issuance of an unlimited number of shares of beneficial interest, without par value. Each Fund records sales and repurchases of its capital stock on the trade date.
For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022, the capital stock transactions by class for the Funds were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Small Cap Core | | | Small Cap Value | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 | |
| | | | | | | | |
| | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 13,966 | | | $ | 390,398 | | | | 37,881 | | | $ | 1,067,824 | | | | 80,868 | | | $ | 2,175,532 | | | | 328,009 | | | $ | 9,251,175 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 2,347 | | | | 64,594 | | | | — | | | | — | | | | 103,980 | | | | 2,676,448 | |
| | | | | | | | |
Shares redeemed | | | (31,083 | ) | | | (876,739 | ) | | | (69,611 | ) | | | (2,001,608 | ) | | | (476,327 | ) | | | (12,764,695 | ) | | | (1,369,396 | ) | | | (38,000,949 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (17,117 | ) | | $ | (486,341 | ) | | | (29,383 | ) | | $ | (869,190 | ) | | | (395,459 | ) | | $ | (10,589,163 | ) | | | (937,407 | ) | | $ | (26,073,326 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 1,374,405 | | | $ | 39,709,035 | | | | 4,099,105 | | | $ | 120,153,569 | | | | 257,953 | | | $ | 6,932,148 | | | | 175,101 | | | $ | 4,827,765 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 120,360 | | | | 3,408,606 | | | | — | | | | — | | | | 58,116 | | | | 1,494,168 | |
| | | | | | | | |
Shares redeemed | | | (2,124,929 | ) | | | (60,849,228 | ) | | | (4,942,007 | ) | | | (145,337,666 | ) | | | (299,167 | ) | | | (7,946,985 | ) | | | (820,535 | ) | | | (22,214,607 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (750,524 | ) | | $ | (21,140,193 | ) | | | (722,542 | ) | | $ | (21,775,491 | ) | | | (41,214 | ) | | $ | (1,014,837 | ) | | | (587,318 | ) | | $ | (15,892,674 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 1,571,854 | | | $ | 47,241,782 | | | | 3,687,440 | | | $ | 109,560,529 | | | | 43,260 | | | $ | 1,202,422 | | | | 234,844 | | | $ | 6,285,035 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 67,660 | | | | 1,917,493 | | | | — | | | | — | | | | 6,435 | | | | 164,728 | |
| | | | | | | | |
Shares redeemed | | | (1,009,420 | ) | | | (29,009,466 | ) | | | (1,877,449 | ) | | | (53,901,958 | ) | | | (168,648 | ) | | | (4,532,678 | ) | | | (969,451 | ) | | | (26,303,099 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | 562,434 | | | $ | 18,232,316 | | | | 1,877,651 | | | $ | 57,576,064 | | | | (125,388 | ) | | $ | (3,330,256 | ) | | | (728,172 | ) | | $ | (19,853,336 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Small/Mid Cap Core | | | Global Allocation | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 | |
| | | | | | | | |
| | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 77,814 | | | $ | 1,186,277 | | | | 79,691 | | | $ | 1,266,688 | | | | 66,045 | | | $ | 965,588 | | | | 185,281 | | | $ | 2,987,760 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 125,984 | | | | 1,906,132 | | | | — | | | | — | | | | 168,475 | | | | 2,382,240 | |
| | | | | | | | |
Shares redeemed | | | (183,324 | ) | | | (2,821,603 | ) | | | (495,033 | ) | | | (7,984,813 | ) | | | (189,659 | ) | | | (2,758,461 | ) | | | (822,318 | ) | | | (13,591,753 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (105,510 | ) | | $ | (1,635,326 | ) | | | (289,358 | ) | | $ | (4,811,993 | ) | | | (123,614 | ) | | $ | (1,792,873 | ) | | | (468,562 | ) | | $ | (8,221,753 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
44
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Small/Mid Cap Core | | | Global Allocation | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 | |
| | | | | | | | |
| | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 1,757,262 | | | $ | 27,449,185 | | | | 5,005,682 | | | $ | 81,783,320 | | | | 24,450 | | | $ | 361,134 | | | | 101,204 | | | $ | 1,688,772 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 638,185 | | | | 9,687,652 | | | | — | | | | — | | | | 111,655 | | | | 1,601,140 | |
| | | | | | | | |
Shares redeemed | | | (1,452,102 | ) | | | (22,584,705 | ) | | | (4,388,574 | ) | | | (68,857,138 | ) | | | (258,900 | ) | | | (3,809,167 | ) | | | (3,204,309 | ) | | | (50,332,935 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | 305,160 | | | $ | 4,864,480 | | | | 1,255,293 | | | $ | 22,613,834 | | | | (234,450 | ) | | $ | (3,448,033 | ) | | | (2,991,450 | ) | | $ | (47,043,023 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 6,597,435 | | | $ | 105,483,709 | | | | 8,639,083 | | | $ | 147,447,070 | | | | 1,284 | | | $ | 18,846 | | | | 8,240 | | | $ | 131,446 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 666,057 | | | | 10,124,070 | | | | — | | | | — | | | | 13,576 | | | | 194,542 | |
| | | | | | | | |
Shares redeemed | | | (1,630,078 | ) | | | (25,096,494 | ) | | | (2,272,861 | ) | | | (37,145,444 | ) | | | (14,822 | ) | | | (217,539 | ) | | | (70,316 | ) | | | (1,093,892 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | 4,967,357 | | | $ | 80,387,215 | | | | 7,032,279 | | | $ | 120,425,696 | | | | (13,538 | ) | | $ | (198,693 | ) | | | (48,500 | ) | | $ | (767,904 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
At June 30, 2023, certain unaffiliated shareholders of record, individually or collectively held greater than 5% of the net assets of the Funds as follows: Small/Mid Cap Core -one owns 10%. Transactions by these shareholders may have a material impact on the Fund.
h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS
The Funds may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Funds participate on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Funds’ custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. Pursuant to the Securities Lending Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.
At June 30, 2023, the market value of Repurchase Agreements outstanding for Small Cap Core, Small Cap Value, Small/Mid Cap Core and Global Allocation was $8,741,811, $3,902,798, $17,508,315 and $1,837,761, respectively.
i. FOREIGN CURRENCY TRANSLATION
The books and records of the Funds are maintained in U.S. Dollars. The value of investments, assets and liabilities denominated in currencies other than U.S. Dollars are translated into U.S. Dollars based upon current foreign exchange rates. Purchases and sales of foreign investments, income and expenses are converted into U.S. Dollars based on currency exchange rates prevailing on the respective dates of such transactions. Net realized and unrealized gain (loss) on foreign currency transactions represent: (1) foreign exchange gains and losses from the sale and holdings of foreign currencies; (2) gains and losses between trade date and settlement date on investment securities transactions and foreign
currency exchange contracts; and (3) gains and losses from the difference between amounts of interest and dividends recorded and the amounts actually received.
The Funds do not isolate the net realized and unrealized gain or loss resulting from changes in exchange rates from the fluctuations in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
For each of the Funds, the Trusts have entered into investment advisory agreements under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Funds and is responsible for the Funds’ overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the subadviser(s) for the Funds and monitors the subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by GW&K Investment Management, LLC, (“GW&K”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in GW&K.
Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the six months ended June 30, 2023, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:
| | | | |
| |
Small Cap Core | | | 0.70 | % |
| |
Small Cap Value | | | 0.70 | % |
| |
Small/Mid Cap Core | | | 0.62 | % |
| |
Global Allocation | | | 0.60 | % |
45
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
The fee paid to GW&K for its services as subadviser is paid out of the fee the Investment Manager receives from each Fund and does not increase the expenses of each Fund.
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) of Small Cap Core, Small Cap Value, Small/Mid Cap Core and Global Allocation to the annual rate of 0.90%, 0.90%, 0.82% and 0.81%, respectively, of each Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Funds in certain circumstances.
In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from a Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.
The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of a Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of a Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of a Fund.
For the six months ended June 30, 2023, the Investment Manager’s expense reimbursements, and repayments of prior reimbursements by the Funds to the Investment Manager, if any, are as follows:
| | | | |
| | Expense Reimbursements | | Repayment of Prior Reimbursements |
| | |
Small Cap Core | | $1,949 | | $9,476 |
| | |
Small Cap Value | | 44,012 | | — |
| | |
Small/Mid Cap Core | | 6,359 | | 1,036 |
| | |
Global Allocation | | 63,712 | | — |
At June 30, 2023, the Funds’ expiration of reimbursements subject to recoupment is as follows:
| | | | | | | | |
Expiration Period | | Small Cap Core | | | Small Cap Value | |
| | |
Less than 1 year | | | — | | | | $109,155 | |
| | |
1-2 years | | | — | | | | 53,215 | |
| | |
2-3 years | | | $6,461 | | | | 101,247 | |
| | | | | | | | |
| | |
Total | | | $6,461 | | | | $263,617 | |
| | | | | | | | |
| | | | | | | | |
Expiration Period | | Small/Mid Cap Core | | | Global Allocation | |
| | |
Less than 1 year | | | $21,000 | | | | $127,078 | |
| | |
1-2 years | | | 43,340 | | | | 80,552 | |
| | |
2-3 years | | | 44,069 | | | | 128,580 | |
| | | | | | | | |
| | |
Total | | | $108,409 | | | | $336,210 | |
| | | | | | | | |
The Trusts, on behalf of the Funds, have entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Funds’ administrator (the “Administrator”) and is responsible for certain aspects of managing the Funds’ operations, including administration and shareholder services to each Fund. Each Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.
The Funds are distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for each Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of each Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
The Trusts have adopted a distribution and service plan (the “Plan”) with respect to the Class N shares of each Fund, except Small Cap Value, in accordance with the requirements of Rule 12b-1 under the 1940 Act and the requirements of the applicable rules of FINRA regarding asset-based sales charges. Pursuant to the Plan, each Fund, except Small Cap Value, may make payments to the Distributor for its expenditures in financing any activity primarily intended to result in the sale of each Fund’s Class N shares and for maintenance and personal service provided to existing shareholders of that class. The Plan authorizes payments to the Distributor up to 0.25% annually of each Fund’s, except Small Cap Value’s, average daily net assets attributable to the Class N shares. The portion of payments made under the plan by Class N shares of each Fund, except Small Cap Value, for shareholder servicing may not exceed an annual rate of 0.25% of the average daily net asset value of each Fund’s shares of that class owned by clients of such broker, dealer or financial intermediary.
For each of Class N and Class I shares of Small Cap Core and Small Cap Value, and for Small/Mid Cap Core and Global Allocation’s Class I shares, the Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N and Class I shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below.
The impact on the annualized expense ratios for the six months ended June 30, 2023, were as follows:
46
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
| | | | | | | | |
Fund | | Maximum Annual Amount Approved | | | Actual Amount Incurred | |
| | |
Small Cap Core | | | | | | | | |
| | |
Class N | | | 0.15% | | | | 0.15% | |
| | |
Class I | | | 0.05% | | | | 0.05% | |
| | |
Small Cap Value | | | | | | | | |
| | |
Class N | | | 0.25% | | | | 0.25% | |
| | |
Class I | | | 0.05% | | | | 0.05% | |
| | |
Small/Mid Cap Core | | | | | | | | |
| | |
Class I | | | 0.05% | | | | 0.05% | |
| | |
Global Allocation | | | | | | | | |
Class I | | | 0.10% | | | | 0.08% | |
The Board provides supervision of the affairs of the Trusts and other trusts within the AMG Funds Family. The Trustees of the Trusts who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Funds are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Funds had no interfund loans outstanding.
The following Funds utilized the interfund loan program during the six months ended June 30, 2023 as follows:
| | | | | | | | | | | | | | | | |
Fund | | Average Lent | | | Number of Days | | | Interest Earned | | | Average Interest Rate | |
| | | | |
Small Cap Core | | | $6,812,514 | | | | 6 | | | | $6,389 | | | | 5.705 | % |
| | | | |
Small/Mid Cap Core | | | 1,814,515 | | | | 1 | | | | 271 | | | | 5.450 | % |
| | | | |
Global Allocation | | | 1,372,065 | | | | 3 | | | | 586 | | | | 5.200 | % |
Small Cap Value did not have any interfund lending activity for the six months ended June 30, 2023.
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the six months ended June 30, 2023, were as follows:
| | | | | | | | |
| | Long Term Securities | |
| | |
Fund | | Purchases | | | Sales | |
| | |
Small Cap Core | | | $76,386,332 | | | | $82,643,462 | |
| | |
Small Cap Value | | | 20,523,668 | | | | 34,427,758 | |
| | |
Small/Mid Cap Core | | | 139,407,461 | | | | 59,621,272 | |
| | |
Global Allocation | | | 3,292,554 | | | | 8,717,117 | |
Global Allocation purchases and sales of U.S. Government Obligations for the six months ended June 30, 2023 were $1,005,553 and $1,152,697, respectively.
4. PORTFOLIO SECURITIES LOANED
The Funds participate in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Funds, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Funds’ policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Funds are indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable by a Fund at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.
The value of securities loaned on positions held, cash collateral and securities collateral received at June 30, 2023, were as follows:
| | | | | | | | | | | | | | | | |
Fund | | Securities Loaned | | | Cash Collateral Received | | | Securities Collateral Received | | | Total Collateral Received | |
| | | | |
Small Cap Core | | | $6,531,919 | | | | $11,811 | | | | $6,604,004 | | | | $6,615,815 | |
| | | | |
Small Cap Value | | | 5,812,857 | | | | 297,798 | | | | 5,612,087 | | | | 5,909,885 | |
| | | | |
Small/Mid Cap Core | | | 10,551,544 | | | | 3,093,315 | | | | 7,629,685 | | | | 10,723,000 | |
| | | | |
Global Allocation | | | 1,895,807 | | | | 1,540,761 | | | | 429,110 | | | | 1,969,871 | |
47
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
The following table summarizes the securities received as collateral for securities lending at June 30, 2023:
| | | | | | |
Fund | | Collateral Type | | Coupon Range | | Maturity Date Range |
| | | |
Small Cap Core | | U.S. Treasury Obligations | | 0.125%-5.280% | | 07/15/23-02/15/52 |
| | | |
Small Cap Value | | U.S. Treasury Obligations | | 0.125%-5.280% | | 07/15/23-02/15/52 |
| | | |
Small/Mid Cap Core | | U.S. Treasury Obligations | | 0.125%-5.280% | | 07/15/23-08/15/51 |
| | | |
Global Allocation | | U.S. Treasury Obligations | | 0.000%-5.280% | | 07/15/23-05/15/52 |
5. FOREIGN SECURITIES
Global Allocation invests in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities, such as exposure to currency fluctuations, less developed or less efficient trading markets, political instability, a lack of company information, differing auditing and legal standards, and, potentially, less liquidity. A Fund’s investments in emerging market countries are exposed to additional risks. A Fund’s performance will be influenced by political, social and economic factors affecting companies in emerging market countries. Emerging market countries generally have economic structures that are less diverse and mature, and political systems that are less stable, than those of developed countries. Realized gains in certain countries may be subject to foreign taxes at the Fund level and the Fund would pay such foreign taxes at the appropriate rate for each jurisdiction.
6. COMMITMENTS AND CONTINGENCIES
Under the Trusts’ organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trusts. In addition, in the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and
warranties, which provide general indemnifications. The maximum exposure to the Funds under these arrangements is unknown, as this would involve future claims that may be made against a Fund that have not yet occurred. However, based on experience, the Funds had no prior claims or losses and expect the risks of loss to be remote.
7. CREDIT AGREEMENT
On April 12, 2023, Trust II, on behalf of Global Allocation, and AMG Funds III (“Trust III”), on behalf of certain of its funds, became party to an amended and restated credit agreement between BNYM and AMG Funds IV (“Trust IV”) dated July 22, 2020 (as amended from time to time, the “Credit Agreement”). The Credit Agreement provides Trust II, Trust III, and Trust IV (collectively, the “Participating Trusts”), on behalf of certain funds in the Participating Trusts, including Global Allocation (collectively, the “Participating Funds”), a revolving line of credit of up to $50 million. The Credit Agreement runs for a 364-day term that can be renewed at the mutual agreement of the Participating Trusts and BNYM. The facility is shared by the Participating Funds and is available for temporary, emergency purposes including liquidity needs in meeting redemptions. The interest rate on outstanding Alternate Base Rate Loans is equal to the greater of the Prime Rate plus 1.25%, or 0.50% plus the Federal Funds Effective Rate plus 1.25%. The interest rate on outstanding Overnight Loans is equal to the greater of the Federal Funds Effective Rate plus 1.25%, or the Adjusted Daily Simple SOFR plus 1.25%. The Adjusted Daily Simple SOFR is the sum of Daily Simple SOFR plus 0.10% plus a floor rate of 0.00%. The Participating Funds pay a commitment fee on the unutilized commitment amount of 0.175% per annum, which is allocated to the Participating Funds based on average daily net assets and included in miscellaneous expense on the Statement of Operations. Interest incurred on loans utilized is included in the Statement of Operations as interest expense. Global Allocation had no loans outstanding as of June 30, 2023, and did not utilize the line of credit during the period April 12, 2023, to June 30, 2023. The Credit Agreement was renewed on July 19, 2023.
8. MASTER NETTING AGREEMENTS
The Funds may enter into master netting agreements with their counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Funds do not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4.
The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of June 30, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Gross Amount Not Offset in the Statement of Assets and Liabilities | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | Offset Amount | | Net Asset Balance | | Collateral Received | | Net Amount |
| | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Small Cap Core | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | |
RBC Dominion Securities, Inc. | | | | $11,811 | | | | | — | | | | | $11,811 | | | | | $11,811 | | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | | 8,730,000 | | | | | — | | | | | 8,730,000 | | | | | 8,730,000 | | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | | $8,741,811 | | | | | — | | | | | $8,741,811 | | | | | $8,741,811 | | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
48
| | |
| | Notes to Financial Statements (continued) |
| | |
| | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | Gross Amount Not Offset in the Statement of Assets and Liabilities | | | | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | | Offset Amount | | | Net Asset Balance | | | Collateral Received | | | Net Amount | |
| | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Small Cap Value | | | | | | | | | | | | | | | | | | | | |
| | | | | |
RBC Dominion Securities, Inc. | | | $297,798 | | | | — | | | | $297,798 | | | | $297,798 | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | 3,605,000 | | | | — | | | | 3,605,000 | | | | 3,605,000 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $3,902,798 | | | | — | | | | $3,902,798 | | | | $3,902,798 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Small/Mid Cap Core | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,000,000 | | | | — | | | | $1,000,000 | | | | $1,000,000 | | | | — | |
| | | | | |
Citigroup Global Markets, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Daiwa Capital Markets America | | | 93,315 | | | | — | | | | 93,315 | | | | 93,315 | | | | — | |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | 14,415,000 | | | | — | | | | 14,415,000 | | | | 14,415,000 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $17,508,315 | | | | — | | | | $17,508,315 | | | | $17,508,315 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Global Allocation | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $540,761 | | | | — | | | | $540,761 | | | | $540,761 | | | | — | |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | 297,000 | | | | — | | | | 297,000 | | | | 297,000 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $1,837,761 | | | | — | | | | $1,837,761 | | | | $1,837,761 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
9. SUBSEQUENT EVENTS
The Funds have determined that no material events or transactions occurred through the issuance date of the Funds’ financial statements which require an additional disclosure in or adjustment of the Funds’ financial statements.
49
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements |
| | |
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AMG GW&K Small Cap Core Fund, AMG GW&K Small Cap Value Fund, AMG GW&K Small/Mid Cap Core Fund (formerly AMG GW&K Small/Mid Cap Fund), and AMG GW&K Global Allocation Fund: Approval of Investment Management and Subadvisory Agreements on June 21, 2023 At an in-person meeting held on June 21, 2023, the Board of Trustees (the “Board” or the “Trustees”) of each of AMG Funds and AMG Funds II (each, a “Trust” and collectively, the “Trusts”), and separately a majority of the Trustees who are not “interested persons” of the Trusts (the “Independent Trustees”), approved (i) the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with AMG Funds LLC (the “Investment Manager”) and AMG Funds for each of AMG GW&K Small Cap Core Fund, AMG GW&K Small Cap Value Fund, and AMG GW&K Small/Mid Cap Core Fund (formerly AMG GW&K Small/Mid Cap Fund), and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016; and the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with the Investment Manager and AMG Funds II for AMG GW&K Global Allocation Fund, and separately each of Amendment No. 1 thereto, Amendment No. 2 thereto dated July 1, 2015, and Amendment No. 3 thereto dated October 1, 2016 (collectively, the “Investment Management Agreements”); and (ii) the Subadvisory Agreements, as amended at any time prior to the date of the meeting (collectively, the “Subadvisory Agreements”), with the Subadviser for each of AMG GW&K Small Cap Core Fund, AMG GW&K Small Cap Value Fund, AMG GW&K Small/Mid Cap Core Fund, and AMG GW&K Global Allocation Fund (each, a “Fund,” and collectively, the “Funds”). The Independent Trustees were separately represented by independent legal counsel in connection with their consideration of the approval of these agreements. In considering the Investment Management Agreements and the Subadvisory Agreements, the Trustees reviewed a variety of materials relating to each Fund, the Investment Manager and the Subadviser, including the nature, extent and quality of services, comparative performance, fee and expense information for an appropriate peer group of similar mutual funds for each Fund (each, a “Peer Group”), performance information for the relevant benchmark index for each Fund (each, a “Fund Benchmark”), other relevant matters, and other information provided to | | them on a periodic basis throughout the year. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Investment Management Agreements and Subadvisory Agreements; and (c) met with their independent legal counsel in private sessions at which no representatives of management were present. NATURE, EXTENT AND QUALITY OF SERVICES. In considering the nature, extent and quality of the services provided by the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings relating to the Investment Manager’s operations and personnel. Among other things, the Investment Manager provided financial information, information about its supervisory and professional staff and descriptions of its organizational and management structure. The Trustees also took into account information provided periodically throughout the previous year by the Investment Manager in Board meetings relating to the performance of its duties with respect to the Funds and the Trustees’ knowledge of the Investment Manager’s management and the quality of the performance of the Investment Manager’s duties under the Investment Management Agreements and Administration Agreement. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the extent and quality of the Investment Manager’s oversight of the operation and management of the Funds; (b) the quality of the Investment Manager’s oversight of the performance by the Subadviser of its portfolio management duties; (c) the Investment Manager’s ability to supervise the Funds’ other service providers; and (d) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreements and supervising the Subadviser, the Investment Manager: performs periodic detailed analyses and reviews of the performance by the Subadviser of its obligations to each Fund, including without limitation, analysis and review of portfolio and other compliance matters and review of the Subadviser’s investment performance with respect to each Fund; prepares and presents periodic reports to the Board regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the | | Board may reasonably request; reviews and considers any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and makes appropriate reports to the Board; reviews and considers any changes in the ownership or senior management of the Subadviser and makes appropriate reports to the Board; performs periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of the Subadviser; assists the Board and management of the Trusts in developing and reviewing information with respect to the initial approval of each Subadvisory Agreement and annual consideration of each Subadvisory Agreement thereafter; prepares recommendations with respect to the continued retention of the Subadviser or the replacement of the Subadviser, including at the request of the Board; identifies potential successors to, or replacements of, the Subadviser or potential additional subadvisers, including performing appropriate due diligence, and developing and presenting to the Board a recommendation as to any such successor, replacement, or additional subadviser, including at the request of the Board; designates and compensates from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and performs such other review and reporting functions as the Board shall reasonably request consistent with the Investment Management Agreements and applicable law. The Trustees noted the affiliation of the Subadviser with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreements and the Investment Manager’s undertaking to maintain contractual expense limitations for the Funds. The Trustees also considered the Investment Manager’s risk management processes. The Trustees also reviewed information relating to the Subadviser’s operations and personnel and the investment philosophy, strategies and techniques (its “Investment Strategy”) used in managing each Fund. Among other things, the Trustees reviewed information on portfolio management and other professional staff, information regarding the Subadviser’s organizational and management structure and the Subadviser’s brokerage policies and practices. The Trustees considered specific information provided regarding the experience of the individuals at the Subadviser with portfolio |
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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management responsibility for each Fund, including the information set forth in each Fund’s prospectus and statement of additional information. In the course of their deliberations, the Trustees evaluated, among other things: (a) the services rendered by the Subadviser in the past; (b) the qualifications and experience of the Subadviser’s personnel; and (c) the Subadviser’s compliance program. The Trustees also took into account the financial condition of the Subadviser with respect to its ability to provide the services required under each Subadvisory Agreement. The Trustees also considered the Subadviser’s risk management processes. PERFORMANCE The Board considered each Fund’s net performance during relevant time periods as compared to the Fund’s Peer Group and Fund Benchmark, considered the gross performance of each Fund as compared to the Subadviser’s relevant performance composite that utilizes a similar investment strategy and approach, and noted that the Board reviews on a quarterly basis detailed information about both a Fund’s performance results and portfolio composition, as well as the Subadviser’s Investment Strategy. The Board was mindful of the Investment Manager’s expertise, resources, and attention to monitoring the Subadviser’s performance, investment style and risk-adjusted performance with respect to the Funds and its discussions with the management of the Funds’ subadviser during the period regarding the factors that contributed to the performance of the Funds. With respect to AMG GW&K Small Cap Core Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has the earliest inception date of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, above, and above, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 2000 Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance relative to the Fund Benchmark and the fact that Class N shares of the Fund ranked in the top quartile relative to its Peer Group for the 10-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG GW&K Small Cap Value Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has the | | earliest inception date and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was below, above, below, and above, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 2000 Value Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance relative to the Fund Benchmark. The Trustees also took into account the fact that the Fund’s subadviser and investment strategy changed effective December 4, 2020, and that the performance information prior to that date reflected that of the Fund’s prior subadviser and investment strategy. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG GW&K Small/Mid Cap Core Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class I shares (which share class has the earliest inception date of all the share classes of the Fund) for the 1-year, 3-year, and 5-year periods ended March 31, 2023 and for the period from the Fund’s inception on June 30, 2015 through March 31, 2023 was below, above, above, and below, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 2500 Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance relative to the Fund Benchmark and the fact that the Fund ranked in the top decile relative to its Peer Group for the 5-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG GW&K Global Allocation Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, below, and above, respectively, the median performance of the Peer Group and above, below, below, and above, respectively, the performance of the Fund Benchmark, a Composite Index (60% MSCI ACWI Index and 40% Bloomberg Global Aggregate Bond Index). The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s more recent outperformance and longer-term underperformance relative to the Peer Group and the | | Fund Benchmark. The Trustees also noted that the Fund ranked in the top quintile relative to its Peer Group for the 10-year period. The Trustees also took into account the fact that the Fund’s subadviser, investment strategy, and Fund Benchmark changed effective April 17, 2020, and that the performance information prior to that date reflected that of the Fund’s prior subadviser and investment strategy. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. ADVISORY AND SUBADVISORY FEES; FUND EXPENSES; PROFITABILITY; AND ECONOMIES OF SCALE In considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings setting forth all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as Investment Manager to a Fund), received by the Investment Manager and its affiliates attributable to managing each Fund and all the mutual funds in the AMG Funds Family of Funds; the cost of providing such services; the significant risks undertaken as Investment Manager and sponsor of the Funds, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered the amount of the advisory fee retained by the Investment Manager after payment of the subadvisory fee with respect to each Fund. The Trustees also noted payments are made from the Subadviser to the Investment Manager, and other payments are made from the Investment Manager to the Subadviser. The Trustees also considered management’s discussion of the current asset levels of the Funds, and the impact on profitability of both the current asset levels and any future growth of assets of the Funds. In considering the cost of services to be provided by the Investment Manager under each Investment Management Agreement and the profitability to the Investment Manager of its relationship with each Fund, the Trustees noted the undertaking by the Investment Manager to maintain contractual expense limitations for the Funds. The Board also took into account management’s discussion of the advisory fee structure, and the services the Investment Manager provides in performing its functions under each Investment Management Agreement and supervising the Subadviser. Based |
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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on the foregoing, the Trustees concluded that the profitability to the Investment Manager is reasonable and that the Investment Manager is not realizing material benefits from economies of scale that would warrant adjustments to the advisory fee at this time. Also with respect to economies of scale, the Trustees noted that as each Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. In considering the reasonableness of the subadvisory fees payable by the Investment Manager to the Subadviser, the Trustees reviewed information regarding the cost to the Subadviser of providing subadvisory services to each Fund and the resulting profitability from these relationships. The Trustees noted that, because the Subadviser is an affiliate of the Investment Manager, a portion of the Subadviser’s revenues or profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fees are paid by the Investment Manager out of its advisory fee. The Board also took into account management’s discussion of the subadvisory fee structure, and the services the Subadviser provides in performing its functions under each Subadvisory Agreement. Based on the foregoing, the Trustees concluded that the profitability to the Subadviser is reasonable and that the Subadviser is not realizing material benefits from economies of scale that would warrant adjustments to the subadvisory fees at this time. Also with respect to economies of scale, the Trustees noted that as a Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. With respect to AMG GW&K Small Cap Core Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.90%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment | | Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K Small Cap Value Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.90%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K Small/Mid Cap Core Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.82%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG GW&K Global Allocation Fund, the Trustees noted that the management fees (which | | include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the Average and the Above Average rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.81%. The Trustees also took into account management’s discussion of the Fund’s expenses, including fees and expenses relative to comparably sized funds and key competitors, and the Fund’s small size. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the conclusions discussed above) regarding the Investment Management and Subadvisory Agreements: (a) the Investment Manager and the Subadviser have demonstrated that they possess the capability and resources to perform the duties required of them under each Investment Management Agreement and each Subadvisory Agreement and (b) the Investment Manager and Subadviser maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of each Investment Management Agreement and each Subadvisory Agreement would be in the best interests of the applicable Fund and its shareholders. Accordingly, on June 21, 2023, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management Agreement and the Subadvisory Agreement for each Fund. |
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| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER GW&K Investment Management, LLC 222 Berkeley St. Boston, MA 02116 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 | | TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt A. Keilhacker Steven J. Paggioli Eric Rakowski Victoria L. Sassine Garret W. Weston | | This report is prepared for the Funds’ shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for each Fund are available on the Funds’ website at amgfunds.com. A description of the policies and procedures each Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding each Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Funds’ website at amgfunds.com. To review a complete list of the Funds’ portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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BALANCED FUNDS AMG GW&K Global Allocation GW&K Investment Management, LLC EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC | | | | AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road International Value Equity AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP | | | | FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC | | |
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amgfunds.com | | | | 063023 SAR089 |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds |
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| | June 30, 2023 | | |
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| | AMG GW&K Municipal Enhanced SMA Shares |
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| | Ticker: MESHX |
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amgfunds.com | | | 063023 | | SAR090 |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Period Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 02/28/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period*, ** |
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AMG GW&K Municipal Enhanced SMA Shares | | |
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Based on Actual Fund Return |
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| | 0.00% | | $1,000 | | $1,039 | | $0.00 |
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Based on Hypothetical 5% Annual Return |
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| | 0.00% | | $1,000 | | $1,025 | | $0.00 |
* | Commencement of operations was March 1, 2023 and as such, the expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal period (121), then divided by 365. |
** | The figures in the example do not reflect the effect of fees and expenses associated with a separately managed account, nor a management fee or other operating expenses of the Fund. Such management fees are paid directly or indirectly by the separately managed account sponsor to the Fund’s investment manager or subadviser. All operating expenses of the Fund were reimbursed by the investment manager, pursuant to an expense reimbursement arrangement between the Fund and the investment manager. |
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| | Fund Performance (unaudited) Periods ended June 30, 2023 |
The table below shows the average annual total returns for the periods indicated for the Fund, as well as the Fund’s relative index for the same time periods ended June 30, 2023.
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Average Annual Total Returns1 | | Since Inception* | | | Inception Date | |
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AMG GW&K Municipal Enhanced SMA Shares2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18 | |
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AMG GW&K Municipal Enhanced SMA Shares | | | 3.85 | % | | | 02/28/23 | |
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Bloomberg U.S. Municipal Bond BAA Index19 | | | 3.21 | % | | | 02/28/23 | † |
The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.
Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Fund and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money.
Distributed by AMG Distributors, Inc., member FINRA/SIPC.
† | Date reflects the inception date of the Fund, not the index. |
1 | Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. Dollars ($). |
2 | From time to time, the Fund’s investment manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. |
3 | The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk. |
4 | Factors unique to the municipal bond market may negatively affect the value of municipal bonds. |
5 | Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund. |
6 | The issuer of bonds or other debt securities or a counterparty to a derivatives contract may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest, principal or settlement payments or otherwise honor its obligations. |
7 | The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss. |
8 | The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The distribution amount paid by the Fund will vary and generally depends on the amount of income the Fund earns (less expenses) on its portfolio holdings, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains arising from its investments may reduce its distribution level. |
9 | The use of derivatives involves costs, the risk that the value of derivatives may not correlate perfectly with their underlying assets, rates or indices, liquidity risk, and the risk of mispricing or improper valuation. The use of derivatives may not succeed for various reasons, and the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses. |
|
10 During periods of rising interest rates, a debtor may pay back a bond or other fixed income security slower than expected or required, and the value of such security may fall. 11 Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments. 12 Inflation risk is the risk that the value of assets or income from investments will be worth less in the future. Inflation rates may change frequently and drastically as a result of various factors and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors or adversely affect the real value of shareholders’ investments in the Fund. Recently, inflation levels have been at their highest point in nearly 40 years, and the U.S. Federal Reserve has begun an aggressive campaign to raise certain benchmark interest rates in an effort to combat inflation. As such, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. Deflation risk is the risk that the prices throughout the economy decline over time – the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio. 13 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. 14 Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. 15 The Fund is a new fund, which may result in additional risk. There can be no assurance that the Fund will grow to an economically viable size, in which case the Fund may cease operations. In such an event, investors may be required to liquidate or transfer their investments at an inopportune time. In addition, until the Fund achieves sufficient scale, a Fund shareholder may experience proportionally higher Fund expenses than would be experienced by shareholders of a fund with a larger asset base. |
3
| | |
| | Fund Performance Periods ended June 30, 2023 (continued) |
| | | | |
16 A debtor may exercise its right to pay back a bond or other debt security earlier than expected or required during periods of decreasing interest rates. 17 The Fund may have difficulty reinvesting payments from debtors and may receive lower rates than from its original investments. 18 Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. | | 19 The Bloomberg U.S. Municipal Bond BAA Index is a subset of the Bloomberg U.S. Municipal Bond Index with an index rating of Baa1, Baa2, or Baa3. The Bloomberg U.S. Municipal Bond Index is a rules-based, market-value-weighted index engineered for the long-term, tax-exempt bond market. Unlike the Fund, the Bloomberg U.S. Municipal Bond BAA Index is unmanaged, is not available for investment and does not incur expenses. “Bloomberg®” and any Bloomberg index described herein are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services | | Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by AMG Funds LLC. Bloomberg is not affiliated with AMG Funds LLC, and Bloomberg does not approve, endorse, review, or recommend the fund described herein. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to such fund. Not FDIC insured, nor bank guaranteed. May lose value. |
4
| | |
| | AMG GW&K Municipal Enhanced SMA Shares Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | | |
Category | | % of Net Assets |
| |
Transportation | | 26.0 |
| |
General Obligation | | 22.9 |
| |
Medical | | 19.6 |
| |
Airport | | 10.0 |
| |
Higher Education | | 7.2 |
| |
Tobacco Settlement | | 3.8 |
| |
Housing | | 2.6 |
| |
School District | | 2.4 |
| |
Utilities | | 2.1 |
| |
Industrial Development | | 2.0 |
| |
Short-Term Investments | | 0.5 |
| |
Other Assets, less Liabilities | | 0.9 |
| | | | | |
Rating | | % of Market Value1 |
| |
Aa/AA | | | | 9.9 | |
| |
A | | | | 51.0 | |
| |
Baa/BBB | | | | 39.1 | |
1 | Includes market value of long-term fixed-income securities only. |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Texas Private Activity Bond Surface Transportation Corp., 5.000%, 06/30/58 | | 3.2 |
| |
Louisiana Stadium & Exposition District, Series A, 5.250%, 07/01/53 | | 2.8 |
| |
Public Authority for Colorado Energy Natural Gas Purchase Revenue, 6.500%, 11/15/38 | | 2.7 |
| |
Richland County School District No 2, Series A, 1.875%, 03/01/38 | | 2.4 |
| |
Chicago O’Hare International Airport, Senior Lien, Series A, 5.000%, 01/01/48 | | 2.4 |
| |
Philadelphia Authority for Industrial Development, 5.250%, 11/01/52 | | 2.2 |
| |
Rhode Island Health and Educational Building Corp., 5.000%, 11/01/53 | | 2.2 |
| |
Brevard County Health Facilities Authority, Series A, 5.000%, 04/01/47 | | 2.1 |
| |
Pennsylvania Economic Development Financing Authority, 5.250%, 06/30/53 | | 2.1 |
| |
City of Chattanooga Electric Revenue, 2.000%, 09/01/40 | | 2.1 |
| |
| | |
| |
Top Ten as a Group | | 24.2 |
| | |
Credit quality ratings shown above reflect the highest rating assigned by either Standard & Poor’s (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch. These rating agencies are independent, nationally recognized statistical rating organizations and are widely used. Investment grade ratings are credit ratings of BBB- or higher. Below investment grade ratings are credit ratings of BB+ or lower. Investments designated N/R are not rated by any of the rating agencies. Unrated investments do not necessarily indicate low credit quality. Credit quality ratings are subject to change.
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
5
| | |
| | AMG GW&K Municipal Enhanced SMA Shares Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| |
Municipal Bonds - 98.6% | | | | | |
| | |
California - 5.6% | | | | | | | | |
| | |
California Municipal Finance Authority, 5.000%, 05/15/43 | | | $485,000 | | | | $495,484 | |
5.000%, 05/15/48 | | | 745,000 | | | | 756,146 | |
| | |
California Municipal Finance Authority, Series A 4.000%, 02/01/51 | | | 240,000 | | | | 220,394 | |
| | |
Riverside County Transportation Commission, Series B1 4.000%, 06/01/46 | | | 405,000 | | | | 383,490 | |
| | |
Riverside County Transportation Commission, Series C 4.000%, 06/01/47 | | | 555,000 | | | | 519,700 | |
| | |
San Diego County Regional Airport Authority, Series B 4.000%, 07/01/51 | | | 325,000 | | | | 300,686 | |
| | |
Total California | | | | | | | 2,675,900 | |
| | |
Colorado - 4.4% | | | | | | | | |
| | |
Colorado Health Facilities Authority, Series A 5.000%, 08/01/44 | | | 815,000 | | | | 841,357 | |
| | |
Public Authority for Colorado Energy Natural Gas Purchase Revenue 6.500%, 11/15/38 | | | 1,050,000 | | | | 1,267,145 | |
| | |
Total Colorado | | | | | | | 2,108,502 | |
| | |
Connecticut - 2.6% | | | | | | | | |
| | |
Connecticut State Health & Educational Facilities Authority, 4.000%, 07/01/39 | | | 485,000 | | | | 457,233 | |
4.000%, 07/01/40 | | | 555,000 | | | | 518,070 | |
4.000%, 07/01/42 | | | 285,000 | | | | 261,216 | |
| | |
Total Connecticut | | | | | | | 1,236,519 | |
| | |
Florida - 11.3% | | | | | | | | |
| | |
Brevard County Health Facilities Authority, Series A 5.000%, 04/01/47 | | | 975,000 | | | | 1,019,591 | |
| | |
City of Tampa, Series B 5.000%, 07/01/50 | | | 395,000 | | | | 402,599 | |
| | |
County of Miami-Dade Seaport Department, Series 1, (AGM) 4.000%, 10/01/45 | | | 770,000 | | | | 738,109 | |
| | |
County of Miami-Dade Seaport Department, Series A 5.250%, 10/01/52 | | | 240,000 | | | | 252,055 | |
| | |
Escambia County Health Facilities Authority 4.000%, 08/15/50 | | | 985,000 | | | | 852,199 | |
| | |
Florida Development Finance Corp., 4.000%, 02/01/52 | | | 485,000 | | | | 364,944 | |
5.000%, 02/01/52 | | | 325,000 | | | | 298,379 | |
| | |
Hillsborough County Industrial Development Authority 4.000%, 08/01/50 | | | 815,000 | | | | 735,728 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | |
| | Principal Amount | | | Value | |
| | |
Miami Beach Health Facilities Authority 4.000%, 11/15/46 | | | $815,000 | | | | $738,989 | |
| | |
Total Florida | | | | | | | 5,402,593 | |
| | |
Illinois - 9.5% | | | | | | | | |
| | |
Chicago O’Hare International Airport, Senior Lien, Series A
| | | | | | | | |
5.000%, 01/01/48 | | | 1,100,000 | | | | 1,131,482 | |
| | |
Metropolitan Pier & Exposition Authority, 4.000%, 12/15/42 | | | 325,000 | | | | 307,690 | |
4.000%, 06/15/52 | | | 485,000 | | | | 435,322 | |
5.000%, 06/15/50 | | | 815,000 | | | | 828,536 | |
| | |
State of Illinois, 5.500%, 05/01/39 | | | 650,000 | | | | 710,178 | |
5.750%, 05/01/45 | | | 485,000 | | | | 528,118 | |
| | |
State of Illinois, Series A, 4.000%, 03/01/40 | | | 240,000 | | | | 231,216 | |
5.000%, 03/01/46 | | | 355,000 | | | | 369,160 | |
| | |
Total Illinois | | | | | | | 4,541,702 | |
| | |
Louisiana - 2.8% | | | | | | | | |
| | |
Louisiana Stadium & Exposition District, Series A 5.250%, 07/01/53 | | | 1,250,000 | | | | 1,357,243 | |
| | |
Massachusetts - 2.4% | | | | | | | | |
| | |
Massachusetts Development Finance Agency, 4.000%, 07/01/51 | | | 860,000 | | | | 720,811 | |
5.250%, 07/01/52 | | | 405,000 | | | | 424,693 | |
| | |
Total Massachusetts | | | | | | | 1,145,504 | |
| | |
Minnesota - 0.9% | | | | | | | | |
| | |
Duluth Economic Development Authority, Series A | | | | | | | | |
5.000%, 02/15/48 | | | 410,000 | | | | 414,397 | |
| | |
Nebraska - 2.0% | | | | | | | | |
| | |
Central Plains Energy Project #3, Series A 5.000%, 09/01/42 | | | 905,000 | | | | 942,789 | |
| | |
New Jersey - 11.2% | | | | | | | | |
| | |
New Jersey Economic Development Authority 5.000%, 11/01/44 | | | 405,000 | | | | 425,628 | |
| | |
New Jersey Economic Development Authority, Series QQQ, | | | | | | | | |
4.000%, 06/15/46 | | | 240,000 | | | | 228,582 | |
4.000%, 06/15/50 | | | 240,000 | | | | 226,230 | |
| | |
New Jersey Transportation Trust Fund Authority, 5.250%, 06/15/46 | | | 325,000 | | | | 354,840 | |
5.500%, 06/15/50 | | | 160,000 | | | | 176,810 | |
| | |
New Jersey Transportation Trust Fund Authority, Series AA, | | | | | | | | |
4.000%, 06/15/45 | | | 325,000 | | | | 310,711 | |
4.000%, 06/15/50 | | | 325,000 | | | | 306,353 | |
5.000%, 06/15/45 | | | 160,000 | | | | 169,242 | |
5.000%, 06/15/50 | | | 240,000 | | | | 253,038 | |
| | |
New Jersey Transportation Trust Fund Authority, Series BB | | | | | | | | |
5.000%, 06/15/44 | | | 285,000 | | | | 297,298 | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
6
| | |
| | AMG GW&K Municipal Enhanced SMA Shares Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
New Jersey - 11.2% (continued) | | | | | |
| | |
South Jersey Transportation Authority, | | | | | | | | |
4.625%, 11/01/47 | | | $570,000 | | | | $578,642 | |
5.250%, 11/01/52 | | | 730,000 | | | | 772,050 | |
| | |
Tobacco Settlement Financing Corp., Series A, | | | | | | | | |
5.000%, 06/01/46 | | | 405,000 | | | | 414,166 | |
5.250%, 06/01/46 | | | 530,000 | | | | 550,134 | |
| | |
Tobacco Settlement Financing Corp., Series B | | | | | | | | |
5.000%, 06/01/46 | | | 310,000 | | | | 311,189 | |
| | |
Total New Jersey | | | | | | | 5,374,913 | |
| | |
New York - 12.7% | | | | | | | | |
| | |
Metropolitan Transportation Authority, Series 1, | | | | | | | | |
4.750%, 11/15/45 | | | 515,000 | | | | 524,150 | |
5.000%, 11/15/50 | | | 380,000 | | | | 393,357 | |
5.250%, 11/15/55 | | | 490,000 | | | | 513,818 | |
| | |
New York State Dormitory Authority | | | | | | | | |
5.000%, 05/01/52 | | | 485,000 | | | | 509,452 | |
| | |
New York State Dormitory Authority, Series A, | | | | | | | | |
4.000%, 07/01/47 | | | 325,000 | | | | 293,447 | |
| | |
4.000%, 07/01/52 | | | 340,000 | | | | 299,558 | |
New York State Thruway Authority, Series B | | | | | | | | |
4.000%, 01/01/45 | | | 325,000 | | | | 315,223 | |
| | |
New York Transportation Development Corp., | | | | | | | | |
4.000%, 12/01/39 | | | 295,000 | | | | 286,810 | |
4.000%, 12/01/41 | | | 310,000 | | | | 298,470 | |
4.000%, 04/30/53 | | | 1,125,000 | | | | 956,169 | |
5.000%, 12/01/40 | | | 815,000 | | | | 846,742 | |
5.000%, 12/01/41 | | | 815,000 | | | | 843,776 | |
| | |
Total New York | | | | | | | 6,080,972 | |
| | |
Pennsylvania - 10.9% | | | | | | | | |
| | |
Allegheny County Airport Authority, Series A | | | | | | | | |
5.000%, 01/01/51 | | | 815,000 | | | | 845,849 | |
| | |
Geisinger Authority | | | | | | | | |
4.000%, 04/01/50 | | | 340,000 | | | | 312,504 | |
| | |
Montgomery County Higher Education and Health Authority, Series B | | | | | | | | |
5.000%, 05/01/52 | | | 770,000 | | | | 794,548 | |
| | |
Pennsylvania Economic Development Financing Authority | | | | | | | | |
5.250%, 06/30/53 | | | 975,000 | | | | 1,011,886 | |
| | |
Pennsylvania Economic Development Financing Authority, (AGM) | | | | | | | | |
5.000%, 12/31/57 | | | 200,000 | | | | 204,550 | |
| | |
Pennsylvania Turnpike Commission, Series A | | | | | | | | |
4.000%, 12/01/50 | | | 985,000 | | | | 950,111 | |
| | |
Philadelphia Authority for Industrial Development | | | | | | | | |
5.250%, 11/01/52 | | | 1,010,000 | | | | 1,072,925 | |
| | |
Total Pennsylvania | | | | | | | 5,192,373 | |
| | |
Rhode Island - 3.3% | | | | | | | | |
| | |
Rhode Island Health and Educational Building Corp. | | | | | | | | |
5.000%, 11/01/53 | | | 1,000,000 | | | | 1,064,671 | |
| | | | | | | | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Tobacco Settlement Financing Corp., Series A | | | | | | | | |
5.000%, 06/01/40 | | | $530,000 | | | | $533,634 | |
| | |
Total Rhode Island | | | | | | | 1,598,305 | |
| | |
South Carolina - 2.4% | | | | | | | | |
| | |
Richland County School District No 2, Series A, (South Carolina School District) | | | | | | | | |
1.875%, 03/01/38 | | | 1,600,000 | | | | 1,163,216 | |
| | |
Tennessee - 2.1% | | | | | | | | |
| | |
City of Chattanooga Electric Revenue | | | | | | | | |
2.000%, 09/01/40 | | | 1,400,000 | | | | 992,549 | |
| | |
Texas - 9.3% | | | | | | | | |
| | |
Central Texas Regional Mobility Authority, Series B, | | | | | | | | |
4.000%, 01/01/51 | | | 325,000 | | | | 303,837 | |
5.000%, 01/01/45 | | | 310,000 | | | | 325,362 | |
| | |
City of Houston Airport System Revenue, Series A | | | | | | | | |
4.000%, 07/01/48 | | | 240,000 | | | | 223,907 | |
| | |
Texas Private Activity Bond Surface Transportation Corp., | | | | | | | | |
5.000%, 12/31/40 | | | 640,000 | | | | 641,965 | |
5.000%, 12/31/45 | | | 630,000 | | | | 631,284 | |
5.000%, 06/30/58 | | | 1,520,000 | | | | 1,512,543 | |
| | |
Texas Private Activity Bond Surface Transportation Corp., Series A | | | | | | | | |
4.000%, 12/31/39 | | | 895,000 | | | | 826,937 | |
| | |
Total Texas | | | | | | | 4,465,835 | |
| | |
Virginia - 5.2% | | | | | | | | |
| | |
Lynchburg Economic Development Authority | | | | | | | | |
4.000%, 01/01/55 | | | 240,000 | | | | 215,437 | |
| | |
Virginia Small Business Financing Authority, | | | | | | | | |
4.000%, 01/01/39 | | | 485,000 | | | | 457,318 | |
4.000%, 01/01/40 | | | 485,000 | | | | 452,833 | |
5.000%, 12/31/47 | | | 410,000 | | | | 420,464 | |
5.000%, 12/31/49 | | | 405,000 | | | | 408,635 | |
5.000%, 12/31/52 | | | 515,000 | | | | 519,062 | |
| | |
Total Virginia | | | | | | | 2,473,749 | |
| | |
Total Municipal Bonds (Cost $46,640,828) | | | | | | | 47,167,061 | |
| |
Short-Term Investments - 0.5% | | | | | |
| |
Repurchase Agreements - 0.5% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $217,089 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $221,353) | | | 217,000 | | | | 217,000 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $217,000) | | | | | | | 217,000 | |
| |
Total Investments - 99.1% | | | | | |
(Cost $46,857,828) | | | | | | | 47,384,061 | |
| |
Other Assets, less Liabilities - 0.9% | | | | 438,665 | |
| | |
Net Assets - 100.0% | | | | | | | $47,822,726 | |
The accompanying notes are an integral part of these financial statements.
7
| | |
| | AMG GW&K Municipal Enhanced SMA Shares Schedule of Portfolio Investments (continued) |
AGM Assured Guaranty Municipal Corp.
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Municipal Bonds† | | | — | | | $ | 47,167,061 | | | | — | | | $ | 47,167,061 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Repurchase Agreements | | | — | | | | 217,000 | | | | — | | | | 217,000 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | — | | | $ | 47,384,061 | | | | — | | | $ | 47,384,061 | |
| | | | | | | | | | | | | | | | |
† | All municipal bonds held in the Fund are Level 2 securities. For a detailed breakout of municipal bonds by major classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the period ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
8
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | |
| | AMG GW&K Municipal Enhanced SMA Shares |
Assets: | | | | |
| |
Investments at value1 | | | $47,384,061 | |
| |
Cash | | | 775 | |
| |
Dividend and interest receivables | | | 441,638 | |
| |
Receivable from affiliate | | | 9,670 | |
| |
Prepaid expenses and other assets | | | 6,700 | |
| |
Total assets | | | 47,842,844 | |
| |
Liabilities: | | | | |
| |
Accrued expenses: | | | | |
| |
Professional fees | | | 12,535 | |
| |
Custody fees | | | 6,450 | |
| |
Other | | | 1,133 | |
| |
Total liabilities | | | 20,118 | |
|
Commitments and Contingencies (Notes 2 & 4) | |
| |
Net Assets | | | $47,822,726 | |
| |
1 Investments at cost | | | $46,857,828 | |
| |
Net Assets Represent: | | | | |
| |
Paid-in capital | | | $47,276,173 | |
| |
Total distributable earnings | | | 546,553 | |
| |
Net Assets | | | $47,822,726 | |
| |
| | | | |
| |
Net assets | | | $47,822,726 | |
| |
Shares outstanding | | | 4,665,153 | |
| |
Net asset value, offering and redemption price per share | | | $10.25 | |
The accompanying notes are an integral part of these financial statements.
9
| | |
| | Statement of Operations (unaudited) For the period ended June 30, 2023 |
| | | | |
| | AMG GW&K Municipal Enhanced SMA Shares1 |
| |
Investment Income: | | | | |
| |
Dividend income | | | $3,306 | |
| |
Interest income | | | 616,923 | |
| |
Total investment income | | | 620,229 | |
| |
Expenses: | | | | |
| |
Professional fees | | | 12,773 | |
| |
Registration fees | | | 11,689 | |
| |
Custodian fees | | | 6,450 | |
| |
Trustee fees and expenses | | | 1,147 | |
| |
Reports to shareholders | | | 902 | |
| |
Transfer agent fees | | | 434 | |
| |
Miscellaneous | | | 787 | |
| |
Total expenses before offsets | | | 34,182 | |
| |
Expense reimbursements | | | (34,182 | ) |
| |
Net expenses | | | — | |
| | | | |
| |
Net investment income | | | 620,229 | |
| |
Net Realized and Unrealized Gain: | | | | |
| |
Net realized gain on investments | | | 16,480 | |
| |
Net change in unrealized appreciation/depreciation on investments | | | 526,233 | |
| |
Net realized and unrealized gain | | | 542,713 | |
| | | | |
| |
Net increase in net assets resulting from operations | | | $1,162,942 | |
1 Commencement of operations was March 1, 2023.
The accompanying notes are an integral part of these financial statements.
10
| | |
| | Statement of Changes in Net Assets For the period ended June 30, 2023 (unaudited) |
| | | | |
| | AMG GW&K Municipal Enhanced SMA Shares1 |
Increase in Net Assets Resulting From Operations: | | | | |
| |
Net investment income | | | $620,229 | |
| |
Net realized gain on investments | | | 16,480 | |
| |
Net change in unrealized appreciation/depreciation on investments | | | 526,233 | |
| |
Net increase in net assets resulting from operations | | | 1,162,942 | |
| |
Distributions to Shareholders: | | | (616,389 | ) |
| |
Capital Share Transactions:2 | | | | |
| |
Net increase from capital share transactions | | | 47,276,173 | |
| |
| | | | |
| |
Total increase in net assets | | | 47,822,726 | |
| |
Net Assets: | | | | |
| |
Beginning of period | | | — | |
| |
End of period | | | $47,822,726 | |
1 Commencement of operations was March 1, 2023.
2 See Note 1(f) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
11
| | |
| | AMG GW&K Municipal Enhanced SMA Shares Financial Highlights For a share outstanding throughout the fiscal period |
| | | | |
| | For the fiscal period ended June 30, 20231 | |
| | (unaudited) | |
| |
Net Asset Value, Beginning of Period | | | $10.00 | |
| |
Income from Investment Operations: | | | | |
| |
Net investment income2,3 | | | 0.16 | |
| |
Net realized and unrealized gain on investments | | | 0.22 | |
| |
Total income from investment operations | | | 0.38 | |
Less Distributions to Shareholders from: | | | | |
| |
Net investment income | | | (0.13) | |
| |
Net Asset Value, End of Period | | | $10.25 | |
| |
Total Return3,4 | | | 3.85% | 5 |
| |
Ratio of net expenses to average net assets | | | 0.00% | |
| |
Ratio of gross expenses to average net assets6 | | | 0.25% | 7 |
| |
Ratio of net investment income to average net assets3 | | | 4.52% | 7 |
| |
Portfolio turnover | | | 7% | 5,8 |
| |
Net assets end of period (000’s) omitted | | | $47,823 | |
| |
1 | Commencement of operations was March 1, 2023. |
2 | Per share numbers have been calculated using average shares. |
3 | Total returns and net investment income would have been lower had certain expenses not been offset. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
8 | Portfolio turnover rate excludes securities received from processing a subscription in-kind. |
12
| | |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds (the “Trust”) is an open-end management investment company, organized as a Massachusetts business trust, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trust consists of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report is AMG GW&K Municipal Enhanced SMA Shares (“the “Fund”).
The Fund offers a single class of shares for purchase. Shares of the Fund may be purchased only by or on behalf of separately managed account clients where GW&K Investment Management, LLC (“GW&K”), the Fund’s subadviser, has an agreement with sponsors of separately managed account programs (“Program Sponsors”), or directly with the client, to provide management or advisory services to the managed account or to the Program Sponsor for its use in managing such account.
Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements:
a. VALUATION OF INVESTMENTS
Fixed income securities purchased with a remaining maturity exceeding 60 days are valued at the evaluated bid price provided by an authorized pricing service or, if an evaluated price is not available, by reference to other securities which are considered comparable in credit rating, interest rate, due date and other features (generally referred to as “matrix pricing”) or other similar pricing methodologies.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Fund’s portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Fund’s Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Fund’s Valuation Designee to perform the Fund’s fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Fund may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Fund’s valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Fund might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Fund. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Fund’s investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Fund that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield
13
| | |
| | Notes to Financial Statements (continued) |
curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Expenses that cannot be directly attributed to the Fund are apportioned among the funds in the Trust and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from net investment income, if any, will normally be declared and paid monthly. Fund distributions resulting from net realized capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. There were no permanent or temporary differences during the period.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | | | | | |
Cost | | Appreciation | | | Depreciation | | | Net Appreciation | |
| | | |
$46,857,828 | | | $616,336 | | | | $(90,103) | | | | $526,233 | |
e. FEDERAL TAXES
The Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to
its shareholders and to meet certain diversification and income requirements with respect to investment companies. Since the Fund commenced operations on March 1, 2023, the Investment Manager has also analyzed the Fund’s tax positions through June 30, 2023, and has concluded that no provision for federal income tax is required in the Fund’s financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
f. CAPITAL STOCK
The Trust’s Amended and Restated Agreement and Declaration of Trust authorizes for the Fund the issuance of an unlimited number of shares of beneficial interest, without par value. The Fund records sales and repurchases of its capital stock on the trade date. For the period ended June 30, 2023, the Fund received securities and cash in connection with subscriptions in-kind transactions in the amount of $46,736,183. For the purposes of U.S. GAAP, the transactions were treated as purchases of securities at a cost equal to the market value of the securities on the date of the transfer. For tax purposes, no gains or losses were recognized.
For the period ended June 30, 2023 (unaudited), the capital stock transactions for the Fund were as follows:
| | | | | | | | |
| | June 30, 2023 | |
| | |
| | Shares | | | Amount | |
| | |
| | | | | | | | |
| | |
Shares sold | | | 4,791,210 | | | | $48,570,953 | 1 |
| | |
Shares issued in reinvestment of distributions | | | 56,139 | | | | 572,465 | |
| | |
Shares redeemed | | | (182,196 | ) | | | (1,867,245 | ) |
| | | | | | | | |
| | |
Net increase | | | 4,665,153 | | | | $47,276,173 | |
| | | | | | | | |
1 Includes subscriptions in-kind in the amount of $46,736,183.
g. REPURCHASE AGREEMENTS
The Fund may enter into third-party and bilateral repurchase agreements for temporary cash management purposes. The value of the underlying collateral, including accrued interest, must equal or exceed the value of the repurchase agreements during the term of the agreement. The underlying collateral for all repurchase agreements is held by the Fund’s custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.
At June 30, 2023, the market value of repurchase agreements outstanding was $217,000.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
The Trust has entered into an investment advisory agreement under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Fund and is responsible for the Fund’s overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the Fund’s subadviser and monitors the
14
| | |
| | Notes to Financial Statements (continued) |
subadviser’s investment performance, security holdings and investment strategies. The Fund’s investment portfolio is managed by GW&K, who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in GW&K.
The Fund does not pay advisory fees to the Investment Manager or GW&K. Shareholders should be aware, however, that the Fund is an integral part of separately managed account programs, and the Investment Manager or GW&K will be compensated directly or indirectly by Program Sponsors or program participants for managed account advisory services.
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive fees and/or pay or reimburse the Fund’s expenses in order to limit total annual operating expenses (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts and in connection with securities sold short), brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses, and extraordinary expenses) of the Fund to the annual rate of 0.00% of the average daily net assets attributable to the Fund. The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of the Fund or a successor fund, by mutual agreement between the Investment Manager and the Board or in the event of the Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of the Fund.
For the period ended June 30, 2023, the Investment Manager reimbursed the Fund $34,182.
The Trust, on behalf of the Fund, has entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Fund’s administrator (the “Administrator”) and is responsible for certain aspects of managing the Fund’s operations, including administration and shareholder services to the Fund. The Fund does not pay administrative fees to the Investment Manager for these services.
The Fund is distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for the Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of the Fund may be purchased only by or on behalf of separately managed account clients where GW&K has an agreement with the Program Sponsor (typically, a registered investment adviser or broker-dealer), or directly with the client, to provide management or advisory services to the managed account. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
The Board provides supervision of the affairs of the Trust and other trusts within the AMG Funds Family. The Trustees of the Trust who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Fund are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Fund had no interfund loans outstanding.
The Fund utilized the interfund loan program during the period ended June 30, 2023 as follows:
| | | | | | | | | | | | |
Average Lent | | Number of Days | | | Interest Earned | | | Average Interest Rate | |
| | | |
$917,807 | | | 5 | | | | $720 | | | | 5.730% | |
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the period ended June 30, 2023, were $4,907,952 and $2,690,876, respectively.
The Fund had no purchases or sales of U.S. Government Obligations during the period ended June 30, 2023.
4. COMMITMENTS AND CONTINGENCIES
Under the Trust’s organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund had no prior claims or losses and expects the risks of loss to be remote.
5. RISKS ASSOCIATED WITH HIGH YIELD SECURITIES
Investing in high yield securities involves greater risks and considerations not typically associated with U.S. Government and other high quality/investment grade securities. High yield securities are generally below investment grade securities and do not have an established retail secondary market. Economic downturns may disrupt the high yield market and impair the issuer’s ability to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact on the value of such obligations and could cause the securities to become less liquid.
6. MASTER NETTING AGREEMENTS
The Fund may enter into master netting agreements with its counterparties for repurchase agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral.
15
| | |
| | Notes to Financial Statements (continued) |
For financial reporting purposes, the Fund does not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities.
The following table is a summary of the Fund’s open repurchase agreements that are subject to a master netting agreement as of June 30, 2023:
| | | | | | | | | | |
| | | | Gross Amount Not Offset in the Statement of Assets and Liabilities | | | | |
| | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | Offset Amount | | Net Asset Balance | | Collateral Received | | Net Amount |
| | | | | |
| | | | | | | | | | |
| | | | | |
Fixed Income Clearing Corp. | | $217,000 | | — | | $217,000 | | $217,000 | | — |
7. SUBSEQUENT EVENTS
The Fund has determined that no material events or transactions occurred through the issuance date of the Fund’s financial statements which require an additional disclosure in or adjustment of the Fund’s financial statements.
16
| | |
| | Approval of Investment Management and Subadvisory Agreements |
| | | | | | | | |
At an in-person meeting held on December 8, 2022, the Board of Trustees (the “Board” or the “Trustees”) of AMG Funds (the “Trust”), and separately a majority of the Trustees who are not “interested persons” of the Trust (the “Independent Trustees”) within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”), unanimously voted to approve an amendment to the Investment Management Agreement (the “Investment Management Agreement”) between AMG Funds LLC (the “Investment Manager”) and the Trust relating to AMG GW&K Municipal Enhanced SMA Shares, a new series of the Trust (the “Fund”), and a Subadvisory Agreement between the Investment Manager and GW&K Investment Management, LLC (“GW&K”) relating to the Fund (the “Subadvisory Agreement” and, together with the Investment Management Agreement, the “Fund Agreements”). The Independent Trustees were separately represented by independent legal counsel in their consideration of the Fund Agreements and met with their independent legal counsel in a private session at which no representatives of management were present to consider the Fund and the Fund Agreements. In considering the Fund Agreements, the Trustees reviewed a variety of materials relating to the Fund, the Investment Manager and GW&K provided in connection with meetings of the Board held on September 21-22, 2022 and December 8, 2022, including information regarding the nature, extent and quality of services to be provided by the Investment Manager and GW&K under their respective agreements. Because the Fund is a newly created series of the Trust and has not yet begun operations, no comparative performance information for the Fund was provided. The Trustees, however, considered the performance of AMG GW&K Municipal Enhanced Yield Fund (the “Municipal Enhanced Yield Fund”), which has a substantially similar investment team, philosophy and strategy as the Fund, and the performance of other funds in the AMG Funds Family of Funds (the “AMG Fund Complex”) subadvised by GW&K for various time periods. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel and (b) discussed with legal counsel the legal standards applicable to their consideration of the Fund Agreements. NATURE, EXTENT AND QUALITY OF SERVICES In considering the nature, extent and quality of the services to be provided by the Investment Manager under the Investment Management Agreement, the Trustees took into account information provided | | | | periodically throughout the previous year by the Investment Manager in Board meetings relating to the Investment Manager’s financial information, operations and personnel, the performance of its duties with respect to other funds in the AMG Fund Complex, which, as of December 8, 2022, consisted of 44 funds, the quality of the performance of the Investment Manager’s duties under the Investment Management Agreement and the Administration Agreement between the Investment Manager and the Trust and the Trustees’ knowledge of the Investment Manager’s management team. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the quality of the monitoring services intended to be performed by the Investment Manager in overseeing the portfolio management responsibilities of GW&K; (b) the Investment Manager’s ability to supervise the Fund’s other service providers; and (c) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreement and supervising GW&K, the Investment Manager will: perform periodic detailed analyses and reviews of the performance by GW&K of its obligations to the Fund, including without limitation analysis and review of portfolio and other compliance matters and review of GW&K’s investment performance with respect to the Fund; prepare and present periodic reports to the Trustees regarding the investment performance of GW&K and other information regarding GW&K, at such times and in such forms as the Trustees may reasonably request; review and consider any changes in the personnel of GW&K responsible for performing GW&K’s obligations and make appropriate reports to the Trustees; review and consider any changes in the ownership or senior management of GW&K and make appropriate reports to the Trustees; perform periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of GW&K; assist the Trustees and management of the Trust in developing and reviewing information with respect to the initial approval of the Subadvisory Agreement and annual consideration of the Subadvisory Agreement thereafter; prepare recommendations with respect to the continued retention of GW&K or the replacement of GW&K, including at the request of the Board; identify potential successors to, or replacements of, GW&K or potential additional subadvisers, including performing appropriate due diligence, and developing and presenting to the Trustees a recommendation as to any such successor, | | | | replacement, or additional subadviser, including at the request of the Board; designate and compensate from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and perform such other review and reporting functions as the Trustees shall reasonably request consistent with the Investment Management Agreement and applicable law. The Trustees noted the affiliation of GW&K with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreement and noted that, as of October 31, 2022, the Investment Manager had approximately $21.1 billion in mutual fund assets under management. The Trustees also considered the Investment Manager’s risk management processes. In the course of their deliberations regarding the nature, extent and quality of services to be provided by GW&K under the Subadvisory Agreement, the Trustees evaluated, among other things: (a) the expected services to be rendered by GW&K to the Fund; (b) the qualifications and experience of GW&K personnel; and (c) the GW&K compliance program. The Trustees also took into account the financial condition of GW&K with respect to its ability to provide the services required under the Subadvisory Agreement and noted that, as of June 30, 2022, GW&K managed approximately $47.3 billion in assets. The Trustees also considered GW&K’s risk management processes. The Trustees took into account their knowledge of GW&K and noted that GW&K subadvised 14 other funds in the AMG Fund Complex, and that the Trustees had overseen funds sub-advised by GW&K since 2008. The Trustees also considered information regarding the nature, extent and quality of services provided by the Investment Manager and GW&K, as applicable, to funds in the AMG Fund Complex in connection with the Trustees’ annual consideration of the existing funds’ contractual arrangements. The Trustees considered the investment philosophy, strategies and techniques that are intended to be used in managing the Fund. Among other things, the Trustees reviewed information about portfolio management and other professional staff and information regarding GW&K’s organizational and management structure. The Trustees considered specific information provided regarding the experience of the individuals at GW&K that are expected to have portfolio management responsibility for the Fund, including the information |
17
| | |
| | Approval of Investment Management and Subadvisory Agreements (continued) |
| | | | | | | | |
set forth in the Fund’s prospectus and statement of additional information to be filed with the Securities and Exchange Commission. The Trustees noted that the Fund is proposed to be managed by the same GW&K portfolio management team that manages the Municipal Enhanced Yield Fund and AMG GW&K Municipal Bond Fund; that the team includes two Partners and Co-Directors of Fixed Income, a Partner and Municipal Bond Portfolio Manager, a Partner and Portfolio Manager/Trader, and a Principal and Municipal Bond Portfolio Manager; and that the portfolio managers’ amount of industry experience ranges from 16 to 38 years. The Trustees also took into account a presentation made at the September 21-22, 2022 Board meeting by representatives from GW&K regarding the Fund, its proposed investment strategy and GW&K’s separately managed account business. In addition, the Trustees observed that the Fund’s principal investment strategies are substantially similar to those of the Municipal Enhanced Yield Fund and that GW&K uses a research-driven process based on its assessment of creditworthiness and market availability in selecting bonds. PERFORMANCE Because the Fund has not yet commenced operations, the Trustees noted that they could not draw any conclusions regarding the performance of the Fund. The Trustees, however, considered the performance of the Municipal Enhanced Yield Fund and other funds in the AMG Fund Complex subadvised by GW&K. ADVISORY FEES, FUND EXPENSES, PROFITABILITY AND ECONOMIES OF SCALE The Trustees noted that the Fund is proposed to pay no advisory fee to the Investment Manager for the services to be provided under the Investment Management Agreement and that the Investment Manager is proposed to pay no subadvisory fee to GW&K in exchange for the services to be provided by GW&K under the Subadvisory Agreement. The Trustees noted that the Fund is an integral part of separately managed account programs, and the Investment Manager or GW&K will be compensated directly or indirectly by program sponsors or program participants. The Trustees noted that the Investment Manager would indirectly benefit from compensation received by GW&K because the Investment Manager and GW&K are affiliated. The Trustees also noted payments to be made from the Subadviser to the Investment Manager. The Trustees also took into account the fact that the Investment | | | | Manager has contractually agreed, through at least May 1, 2024, to limit the total annual operating expenses (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts and in connection with securities sold short), brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses, and extraordinary expenses) of the Fund to the annual rate of 0.00% of the Fund’s average daily net assets. The Trustees concluded that, in light of the nature, extent and quality of the services to be provided by the Investment Manager and GW&K and the considerations noted above with respect to the Investment Manager and GW&K, the Fund’s advisory fees and subadvisory fees are reasonable. In considering the anticipated profitability of the Investment Manager with respect to the provision of investment advisory services to the Fund, the Trustees considered all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as investment manager to the Fund), received by the Investment Manager and its affiliates attributable to managing the Fund; the cost of providing such services; the significant risks undertaken as Investment Manager and sponsor of the Fund, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered that the Investment Manager would receive no advisory fee from the Fund. Based on the foregoing, the Trustees concluded that the profitability to the Investment Manager is expected to be reasonable and that, since the Fund does not currently have any assets, the Investment Manager is not realizing any material benefits from economies of scale. With respect to economies of scale, the Trustees also noted that as the Fund’s assets increase over time, the Investment Manager may realize economies of scale to the extent that the increase in assets is proportionally greater than the increase in certain other expenses, but noted the existence of the proposed expense limitation agreement and the expense cap described above. In considering the anticipated profitability of GW&K with respect to the provision of subadvisory services to the Fund, although recognizing that profitability with respect to the Fund is speculative, the Trustees considered information regarding GW&K’s organization, management and financial stability. The Trustees noted that, because GW&K is an affiliate | | | | of the Investment Manager, a portion of GW&K’s revenues or anticipated profitability might be shared directly or indirectly with the Investment Manager. The Trustees also noted that GW&K would receive no subadvisory fee from the Investment Manager with respect to the Fund, but that it would be separately compensated by program sponsors and program participants. The Trustees also took into account management’s discussion of the services GW&K is expected to provide in performing its functions under the Subadvisory Agreement. The Trustees also considered the anticipated net assets of the Fund for its first year of operations. The Trustees also were provided, at their June 22, 2022 meeting, with the profitability of GW&K with respect to the other funds it manages in the AMG Fund Complex. Based on the foregoing, the Trustees concluded that the profitability to GW&K is expected to be reasonable and that, since the Fund does not currently have any assets, GW&K is not realizing material benefits from economies of scale. Also with respect to economies of scale, the Trustees noted that as the Fund’s assets increase over time, GW&K may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses, but noted the existence of the proposed expense limitation agreement and the expense cap described above. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the conclusions discussed above) regarding the Fund Agreements: (a) the Investment Manager and GW&K have demonstrated that they possess the capability and resources to perform the duties required of them under the Investment Management Agreement and the Subadvisory Agreement; (b) GW&K’s investment strategy is appropriate for pursuing the Fund’s investment objectives; (c) GW&K is reasonably likely to execute its investment strategy consistently over time; and (d) the Investment Manager and GW&K maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of the Fund Agreements would be in the best interests of the Fund and its shareholders. Accordingly, on December 8, 2022, the Trustees, and separately a majority of the Independent Trustees, unanimously voted to approve the Fund Agreements. |
18
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| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER GW&K Investment Management, LLC 222 Berkeley St. Boston, MA 02116 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 | | TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt A. Keilhacker Steven J. Paggioli Eric Rakowski Victoria L. Sassine Garret W. Weston | | This report is prepared for the Fund’s shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for the Fund are available on the Fund’s website at amgfunds.com. A description of the policies and procedures the Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding the Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Fund’s portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Fund’s website at amgfunds.com. To review a complete list of the Fund’s portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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amgfunds.com | | | 063023 SAR090 |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds |
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| | June 30, 2023 | | | | |
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| | AMG Renaissance Large Cap Growth Fund |
| | Class N: MRLTX | | Class I: MRLSX | | Class Z: MRLIX |
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amgfunds.com | | 063023 | | SAR024 |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
AMG Renaissance Large Cap Growth Fund |
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Based on Actual Fund Return | | | | |
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Class N | | 1.00% | | $1,000 | | $1,144 | | $5.32 |
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Class I | | 0.73% | | $1,000 | | $1,146 | | $3.88 |
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Class Z | | 0.66% | | $1,000 | | $1,147 | | $3.51 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 1.00% | | $1,000 | | $1,020 | | $5.01 |
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Class I | | 0.73% | | $1,000 | | $1,021 | | $3.66 |
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Class Z | | 0.66% | | $1,000 | | $1,022 | | $3.31 |
* | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365. |
2
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| | Fund Performance (unaudited) Periods ended June 30, 2023 |
The table below shows the average annual total returns for the periods indicated for the Fund, as well as the Fund’s relative index for the same time periods ended June 30, 2023.
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Average Annual Total Returns1 | | Six Months* | | | One Year | | | Five Years | | | Ten Years | |
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AMG Renaissance Large Cap Growth Fund2, 3, 4, 5, 6, 7, 8, 9 | |
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Class N | | | 14.43 | % | | | 21.78 | % | | | 13.97 | % | | | 13.46 | % |
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Class I | | | 14.60 | % | | | 22.07 | % | | | 14.25 | % | | | 13.79 | % |
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Class Z | | | 14.67 | % | | | 22.11 | % | | | 14.34 | % | | | 13.91 | % |
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Russell 1000® Growth Index10 | | | 29.02 | % | | | 27.11 | % | | | 15.14 | % | | | 15.74 | % |
The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.
Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Fund and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money.
Distributed by AMG Distributors, Inc., member FINRA/SIPC.
1 | Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. Dollars ($). |
2 | From time to time, the Fund’s investment manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. |
3 | Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. |
4 | The stocks of large-capitalization companies are generally more mature and may not be able to reach the same levels of growth as the stocks of small- or mid-capitalization companies. |
5 | The prices of equity securities of companies that are expected to experience relatively rapid earnings growth, or “growth stocks,” may be more sensitive to market movements because the prices tend to reflect future investor expectations rather than just current profits. |
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6 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. 7 Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. 8 The stocks of mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 9 When a quantitative model (“Model”) or information or data (“Data”) used in managing the Fund contains an error, or is incorrect or incomplete, any investment decision made in reliance on the Model or Data may not produce the desired results and the Fund may realize losses. In addition, any hedging based on a faulty Model or Data may prove to be unsuccessful. Furthermore, the success of a Model that is predictive in nature is dependent largely on the accuracy and reliability of the supplied historical data. All Models are susceptible to input errors or errors in design, which may cause the resulting output to be faulty. 10 The Russell 1000® Growth Index is a market capitalization weighted index that measures the performance of those Russell 1000® companies with higher price-to-book ratios and higher forecasted growth values. Unlike the Fund, the Russell 1000® Growth Index is unmanaged, is not available for investment and does not incur expenses. The Russell 1000® Growth Index is a trademark of the London Stock Exchange Group companies. Not FDIC Insured, nor bank guaranteed. May lose value. |
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| | AMG Renaissance Large Cap Growth Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
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Sector | | % of Net Assets |
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Information Technology | | 35.0 |
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Health Care | | 20.9 |
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Industrials | | 11.4 |
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Financials | | 10.4 |
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Consumer Discretionary | | 7.2 |
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Consumer Staples | | 6.0 |
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Communication Services | | 4.2 |
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Energy | | 1.7 |
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Real Estate | | 1.3 |
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Short-Term Investments | | 2.0 |
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Other Assets, less Liabilities | | (0.1) |
TOP TEN HOLDINGS
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Security Name | | % of Net Assets |
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Apple, Inc. | | 3.4 |
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Microsoft Corp. | | 2.7 |
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Amazon.com, Inc. | | 2.2 |
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Alphabet, Inc., Class A | | 2.1 |
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Meta Platforms, Inc., Class A | | 2.1 |
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Lam Research Corp. | | 2.0 |
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KLA Corp. | | 1.9 |
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AmerisourceBergen Corp. | | 1.9 |
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Cadence Design Systems, Inc. | | 1.9 |
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PTC, Inc. | | 1.9 |
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Top Ten as a Group | | 22.1 |
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Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
4
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| | AMG Renaissance Large Cap Growth Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
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Common Stocks - 98.1% | | | | | | | | |
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Communication Services - 4.2% | | | | | | | | |
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Alphabet, Inc., Class A* | | | 22,921 | | | | $2,743,644 | |
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Meta Platforms, Inc., Class A* | | | 9,382 | | | | 2,692,446 | |
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Total Communication Services | | | | | | | 5,436,090 | |
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Consumer Discretionary - 7.2% | | | | | | | | |
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Amazon.com, Inc.* | | | 22,055 | | | | 2,875,089 | |
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Lowe’s Cos., Inc. | | | 8,407 | | | | 1,897,460 | |
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Marriott International, Inc., Class A | | | 13,087 | | | | 2,403,951 | |
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O’Reilly Automotive, Inc.* | | | 2,423 | | | | 2,314,692 | |
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Total Consumer Discretionary | | | | | | | 9,491,192 | |
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Consumer Staples - 6.0% | | | | | | | | |
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Altria Group, Inc. | | | 46,111 | | | | 2,088,828 | |
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BJ’s Wholesale Club Holdings, Inc.* | | | 28,792 | | | | 1,814,184 | |
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Dollar General Corp. | | | 9,982 | | | | 1,694,744 | |
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The Procter & Gamble Co. | | | 14,898 | | | | 2,260,623 | |
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Total Consumer Staples | | | | | | | 7,858,379 | |
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Energy - 1.7% | | | | | | | | |
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EOG Resources, Inc. | | | 19,795 | | | | 2,265,340 | |
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Financials - 10.4% | | | | | | | | |
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Arch Capital Group, Ltd. (Bermuda)* | | | 30,001 | | | | 2,245,575 | |
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Fiserv, Inc.* | | | 19,216 | | | | 2,424,098 | |
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Mastercard, Inc., Class A | | | 6,036 | | | | 2,373,959 | |
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PayPal Holdings, Inc.* | | | 28,503 | | | | 1,902,005 | |
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Visa, Inc., Class A1 | | | 9,701 | | | | 2,303,794 | |
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WEX, Inc.* | | | 12,960 | | | | 2,359,627 | |
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Total Financials | | | | | | | 13,609,058 | |
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Health Care - 20.9% | | | | | | | | |
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Abbott Laboratories | | | 21,476 | | | | 2,341,314 | |
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AmerisourceBergen Corp. | | | 13,243 | | | | 2,548,350 | |
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Chemed Corp. | | | 4,076 | | | | 2,207,847 | |
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Danaher Corp. | | | 9,239 | | | | 2,217,360 | |
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HCA Healthcare, Inc. | | | 8,238 | | | | 2,500,068 | |
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Humana, Inc. | | | 4,255 | | | | 1,902,538 | |
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Johnson & Johnson | | | 13,702 | | | | 2,267,955 | |
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McKesson Corp. | | | 5,740 | | | | 2,452,759 | |
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The Cigna Group | | | 8,628 | | | | 2,421,017 | |
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Thermo Fisher Scientific, Inc. | | | 3,707 | | | | 1,934,127 | |
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UnitedHealth Group, Inc. | | | 4,518 | | | | 2,171,532 | |
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Vertex Pharmaceuticals, Inc.* | | | 6,841 | | | | 2,407,416 | |
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Total Health Care | | | | | | | 27,372,283 | |
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Industrials - 11.4% | | | | | | | | |
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Cintas Corp. | | | 4,725 | | | | 2,348,703 | |
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Genpact, Ltd. | | | 44,254 | | | | $1,662,623 | |
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Illinois Tool Works, Inc. | | | 7,825 | | | | 1,957,502 | |
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Lockheed Martin Corp. | | | 4,251 | | | | 1,957,075 | |
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Union Pacific Corp. | | | 11,116 | | | | 2,274,556 | |
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Waste Management, Inc. | | | 13,728 | | | | 2,380,710 | |
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WW Grainger, Inc. | | | 2,993 | | | | 2,360,250 | |
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Total Industrials | | | | | | | 14,941,419 | |
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Information Technology - 35.0% | | | | | |
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Adobe, Inc.* | | | 4,741 | | | | 2,318,302 | |
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Amphenol Corp., Class A | | | 26,164 | | | | 2,222,632 | |
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ANSYS, Inc.* | | | 6,712 | | | | 2,216,772 | |
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Apple, Inc. | | | 22,706 | | | | 4,404,283 | |
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Applied Materials, Inc. | | | 17,007 | | | | 2,458,192 | |
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Broadcom, Inc. | | | 2,619 | | | | 2,271,799 | |
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Cadence Design Systems, Inc.* | | | 10,860 | | | | 2,546,887 | |
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CDW Corp. | | | 11,083 | | | | 2,033,730 | |
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Fortinet, Inc.* | | | 32,724 | | | | 2,473,607 | |
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Keysight Technologies, Inc.* | | | 14,232 | | | | 2,383,148 | |
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KLA Corp. | | | 5,277 | | | | 2,559,451 | |
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Lam Research Corp. | | | 4,010 | | | | 2,577,869 | |
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Microsoft Corp. | | | 10,451 | | | | 3,558,983 | |
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Motorola Solutions, Inc. | | | 7,692 | | | | 2,255,910 | |
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PTC, Inc.* | | | 17,789 | | | | 2,531,375 | |
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Roper Technologies, Inc. | | | 4,920 | | | | 2,365,536 | |
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salesforce.com, Inc.* | | | 10,712 | | | | 2,263,017 | |
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ServiceNow, Inc.* | | | 4,468 | | | | 2,510,882 | |
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Total Information Technology | | | | | | | 45,952,375 | |
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Real Estate - 1.3% | | | | | | | | |
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CBRE Group, Inc., Class A* | | | 21,583 | | | | 1,741,964 | |
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Total Common Stocks (Cost $90,137,369) | | | | | | | 128,668,100 | |
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Short-Term Investments - 2.0% | | | | | |
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Other Investment Companies - 2.0% | | | | | |
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Dreyfus Government Cash Management Fund, Institutional Shares, 5.00%2 | | | 1,058,050 | | | | 1,058,050 | |
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Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%2 | | | 1,587,074 | | | | 1,587,074 | |
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Total Short-Term Investments (Cost $2,645,124) | | | | 2,645,124 | |
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Total Investments - 100.1% (Cost $92,782,493) | | | | | | | 131,313,224 | |
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Other Assets, less Liabilities - (0.1)% | | | | | | | (192,430 | ) |
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Net Assets - 100.0% | | | | | | | $131,120,794 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
5
| | |
| | AMG Renaissance Large Cap Growth Fund Schedule of Portfolio Investments (continued) |
* | Non-income producing security. |
1 | Some of this security, amounting to $2,280,520 or 1.7% of net assets, was out on loan to various borrowers and is collateralized by various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks† | | | $128,668,100 | | | | — | | | | — | | | | $128,668,100 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Other Investment Companies | | | 2,645,124 | | | | — | | | | — | | | | 2,645,124 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $131,313,224 | | | | — | | | | — | | | | $131,313,224 | |
| | | | | | | | | | | | | | | | |
† | All common stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
6
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | |
| | AMG Renaissance Large Cap Growth Fund |
Assets: | | | | |
| |
Investments at value1 (including securities on loan valued at $2,280,520) | | | $131,313,224 | |
| |
Dividend and interest receivables | | | 93,220 | |
| |
Securities lending income receivable | | | 189 | |
| |
Receivable for Fund shares sold | | | 48,985 | |
| |
Receivable from affiliate | | | 11,080 | |
| |
Prepaid expenses and other assets | | | 29,922 | |
| |
Total assets | | | 131,496,620 | |
| |
Liabilities: | | | | |
| |
Payable for Fund shares repurchased | | | 260,010 | |
| |
Accrued expenses: | | | | |
| |
Investment advisory and management fees | | | 50,972 | |
| |
Administrative fees | | | 15,647 | |
| |
Distribution fees | | | 12,515 | |
| |
Shareholder service fees | | | 6,748 | |
| |
Other | | | 29,934 | |
| |
Total liabilities | | | 375,826 | |
Commitments and Contingencies (Notes 2 & 5) | |
| |
Net Assets | | | $131,120,794 | |
| |
1 Investments at cost | | | $92,782,493 | |
The accompanying notes are an integral part of these financial statements.
7
| | |
| | Statement of Assets and Liabilities (continued) |
| | | | | | | | |
| | AMG Renaissance Large Cap Growth Fund | |
| | |
Net Assets Represent: | | | | | | | | |
| | |
Paid-in capital | | | $86,200,045 | | | | | |
| | |
Total distributable earnings | | | 44,920,749 | | | | | |
| | |
Net Assets | | | $131,120,794 | | | | | |
| | |
Class N: | | | | | | | | |
| | |
Net Assets | | | $62,775,584 | | | | | |
| | |
Shares outstanding | | | 3,842,123 | | | | | |
| | |
Net asset value, offering and redemption price per share | | | $16.34 | | | | | |
| | |
Class I: | | | | | | | | |
| | |
Net Assets | | | $44,092,831 | | | | | |
| | |
Shares outstanding | | | 2,661,906 | | | | | |
| | |
Net asset value, offering and redemption price per share | | | $16.56 | | | | | |
| | |
Class Z: | | | | | | | | |
| | |
Net Assets | | | $24,252,379 | | | | | |
| | |
Shares outstanding | | | 1,491,618 | | | | | |
| | |
Net asset value, offering and redemption price per share | | | $16.26 | | | | | |
The accompanying notes are an integral part of these financial statements.
8
| | |
| | Statement of Operations (unaudited) For the six months ended June 30, 2023 |
| | | | | | | | |
| | AMG Renaissance Large Cap Growth Fund | |
| | |
Investment Income: | | | | | | | | |
| | |
Dividend income | | | $640,659 | | | | | |
| | |
Interest income | | | 287 | | | | | |
| | |
Securities lending income | | | 1,122 | | | | | |
| | |
Total investment income | | | 642,068 | | | | | |
| | |
Expenses: | | | | | | | | |
| | |
Investment advisory and management fees | | | 288,351 | | | | | |
| | |
Administrative fees | | | 87,211 | | | | | |
| | |
Distribution fees - Class N | | | 72,513 | | | | | |
| | |
Shareholder servicing fees - Class N | | | 24,945 | | | | | |
| | |
Shareholder servicing fees - Class I | | | 12,585 | | | | | |
| | |
Registration fees | | | 19,981 | | | | | |
| | |
Professional fees | | | 18,771 | | | | | |
| | |
Custodian fees | | | 12,779 | | | | | |
| | |
Reports to shareholders | | | 10,076 | | | | | |
| | |
Transfer agent fees | | | 7,523 | | | | | |
| | |
Trustee fees and expenses | | | 3,970 | | | | | |
| | |
Interest expense | | | 759 | | | | | |
| | |
Miscellaneous | | | 3,154 | | | | | |
| | |
Total expenses before offsets | | | 562,618 | | | | | |
| | |
Expense reimbursements | | | (67,967 | ) | | | | |
| | |
Expense reductions | | | (1,749 | ) | | | | |
| | |
Net expenses | | | 492,902 | | | | | |
| | |
| | | | | | | | |
| | |
Net investment income | | | 149,166 | | | | | |
| | |
Net Realized and Unrealized Gain: | | | | | | | | |
| | |
Net realized gain on investments | | | 4,765,720 | | | | | |
| | |
Net change in unrealized appreciation/depreciation on investments | | | 11,477,918 | | | | | |
| | |
Net realized and unrealized gain | | | 16,243,638 | | | | | |
| | |
| | | | | | | | |
| | |
Net increase in net assets resulting from operations | | | $16,392,804 | | | | | |
The accompanying notes are an integral part of these financial statements.
9
| | |
| | Statements of Changes in Net Assets For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | |
| | AMG Renaissance Large Cap Growth Fund |
| | |
| | June 30, 2023 | | December 31, 2022 |
| | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | |
| | |
Net investment income | | | $149,166 | | | | $312,760 | |
| | |
Net realized gain on investments | | | 4,765,720 | | | | 5,552,868 | |
| | |
Net change in unrealized appreciation/depreciation on investments | | | 11,477,918 | | | | (24,391,584 | ) |
| | |
Net increase (decrease) in net assets resulting from operations | | | 16,392,804 | | | | (18,525,956 | ) |
| | |
Distributions to Shareholders: | | | | | | | | |
| | |
Class N | | | — | | | | (3,750,988 | ) |
| | |
Class I | | | — | | | | (1,502,447 | ) |
| | |
Class Z | | | — | | | | (1,496,106 | ) |
| | |
Total distributions to shareholders | | | — | | | | (6,749,541 | ) |
| | |
Capital Share Transactions:1 | | | | | | | | |
| | |
Net increase from capital share transactions | | | 11,492,204 | | | | 15,701,143 | |
| | |
| | | | | | | | |
| | |
Total increase (decrease) in net assets | | | 27,885,008 | | | | (9,574,354 | ) |
| | |
Net Assets: | | | | | | | | |
| | |
Beginning of period | | | 103,235,786 | | | | 112,810,140 | |
| | |
End of period | | | $131,120,794 | | | | $103,235,786 | |
1 | See Note 1(g) of the Notes to Financial Statements. |
The accompanying notes are an integral part of these financial statements.
10
| | |
| | AMG Renaissance Large Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $14.28 | | | | $18.41 | | | | $15.31 | | | | $13.01 | | | | $10.48 | | | | $14.03 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.01 | | | | 0.03 | | | | 0.00 | 3,4 | | | 0.01 | | | | 0.06 | | | | 0.06 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 2.05 | | | | (3.16 | ) | | | 4.57 | | | | 3.04 | | | | 3.61 | | | | (1.09 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 2.06 | | | | (3.13 | ) | | | 4.57 | | | | 3.05 | | | | 3.67 | | | | (1.03 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.02 | ) | | | (0.00 | )3 | | | (0.02 | ) | | | (0.08 | ) | | | (0.07 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.98 | ) | | | (1.47 | ) | | | (0.73 | ) | | | (1.06 | ) | | | (2.45 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (1.00 | ) | | | (1.47 | ) | | | (0.75 | ) | | | (1.14 | ) | | | (2.52 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $16.34 | | | | $14.28 | | | | $18.41 | | | | $15.31 | | | | $13.01 | | | | $10.48 | |
| | | | | | |
Total Return2,5 | | | 14.43 | %6 | | | (17.05 | )% | | | 30.02 | % | | | 23.54 | % | | | 35.16 | % | | | (7.23 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 1.00 | %8 | | | 1.00 | % | | | 1.00 | % | | | 1.00 | % | | | 1.00 | %9 | | | 1.00 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | 1.12 | %8 | | | 1.15 | % | | | 1.13 | % | | | 1.19 | % | | | 1.17 | % | | | 1.12 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 0.10 | %8 | | | 0.22 | % | | | 0.00 | %11 | | | 0.10 | % | | | 0.48 | % | | | 0.45 | % |
| | | | | | |
Portfolio turnover | | | 19 | %6 | | | 28 | % | | | 18 | % | | | 28 | % | | | 40 | % | | | 38 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $62,776 | | | | $56,264 | | | | $79,490 | | | | $67,688 | | | | $63,900 | | | | $54,595 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
11
| | |
| | AMG Renaissance Large Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $14.46 | | | | | $18.63 | | | | | $15.48 | | | | | $13.14 | | | | | $10.58 | | | | | $14.17 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.03 | | | | | 0.07 | | | | | 0.04 | 4 | | | | 0.05 | | | | | 0.09 | | | | | 0.10 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 2.07 | | | | | (3.19 | ) | | | | 4.62 | | | | | 3.07 | | | | | 3.64 | | | | | (1.11 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 2.10 | | | | | (3.12 | ) | | | | 4.66 | | | | | 3.12 | | | | | 3.73 | | | | | (1.01 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.07 | ) | | | | (0.04 | ) | | | | (0.05 | ) | | | | (0.11 | ) | | | | (0.13 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.98 | ) | | | | (1.47 | ) | | | | (0.73 | ) | | | | (1.06 | ) | | | | (2.45 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (1.05 | ) | | | | (1.51 | ) | | | | (0.78 | ) | | | | (1.17 | ) | | | | (2.58 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $16.56 | | | | | $14.46 | | | | | $18.63 | | | | | $15.48 | | | | | $13.14 | | | | | $10.58 | |
| | | | | | |
Total Return2,5 | | | | 14.60 | %6 | | | | (16.87 | )% | | | | 30.30 | % | | | | 23.90 | % | | | | 35.42 | % | | | | (7.00 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | | 0.73 | %8 | | | | 0.73 | % | | | | 0.75 | % | | | | 0.75 | % | | | | 0.75 | %9 | | | | 0.74 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | | 0.85 | %8 | | | | 0.88 | % | | | | 0.88 | % | | | | 0.94 | % | | | | 0.92 | % | | | | 0.86 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 0.37 | %8 | | | | 0.48 | % | | | | 0.25 | % | | | | 0.35 | % | | | | 0.73 | % | | | | 0.71 | % |
| | | | | | |
Portfolio turnover | | | | 19 | %6 | | | | 28 | % | | | | 18 | % | | | | 28 | % | | | | 40 | % | | | | 38 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $44,093 | | | | | $25,585 | | | | | $12,599 | | | | | $9,414 | | | | | $8,410 | | | | | $11,247 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
12
| | |
| | AMG Renaissance Large Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class Z | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $14.18 | | | | | $18.31 | | | | | $15.22 | | | | | $12.94 | | | | | $10.43 | | | | | $14.00 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.03 | | | | | 0.09 | | | | | 0.064 | | | | | 0.06 | | | | | 0.10 | | | | | 0.11 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 2.05 | | | | | (3.16 | ) | | | | 4.56 | | | | | 3.01 | | | | | 3.60 | | | | | (1.09 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 2.08 | | | | | (3.07 | ) | | | | 4.62 | | | | | 3.07 | | | | | 3.70 | | | | | (0.98 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.08 | ) | | | | (0.06 | ) | | | | (0.06 | ) | | | | (0.13 | ) | | | | (0.14 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.98 | ) | | | | (1.47 | ) | | | | (0.73 | ) | | | | (1.06 | ) | | | | (2.45 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (1.06 | ) | | | | (1.53 | ) | | | | (0.79 | ) | | | | (1.19 | ) | | | | (2.59 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $16.26 | | | | | $14.18 | | | | | $18.31 | | | | | $15.22 | | | | | $12.94 | | | | | $10.43 | |
| | | | | | |
Total Return2,5 | | | | 14.67 | %6 | | | | (16.83 | )% | | | | 30.54 | % | | | | 23.90 | % | | | | 35.58 | % | | | | (6.88 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | | 0.66 | %8 | | | | 0.66 | % | | | | 0.66 | % | | | | 0.66 | % | | | | 0.66 | %9 | | | | 0.66 | % |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | | 0.78 | %8 | | | | 0.81 | % | | | | 0.79 | % | | | | 0.85 | % | | | | 0.83 | % | | | | 0.78 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 0.44 | %8 | | | | 0.55 | % | | | | 0.34 | % | | | | 0.44 | % | | | | 0.82 | % | | | | 0.79 | % |
| | | | | | |
Portfolio turnover | | | | 19 | %6 | | | | 28 | % | | | | 18 | % | | | | 28 | % | | | | 40 | % | | | | 38 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $24,252 | | | | | $21,386 | | | | | $20,721 | | | | | $17,068 | | | | | $20,372 | | | | | $39,149 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Less than $0.005 or $(0.005) per share. |
4 | Includes non-recurring dividends. Without these dividends, net investment income (loss) per share would have been $(0.02), $0.02, and $0.04 for Class N, Class I and Class Z, respectively. |
5 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2023 and for the fiscal years ended December 31, 2022, 2021 and 2020, and 0.01% for the fiscal years ended 2019 and 2018, respectively. |
9 | Includes interest expense of 0.01% of average net assets. |
10 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
13
| | |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds (the “Trust”) is an open-end management investment company, organized as a Massachusetts business trust, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trust consists of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report is AMG Renaissance Large Cap Growth Fund (the “Fund”).
The Fund offers Class N, Class I, and Class Z shares. Each class represents an interest in the same assets of the Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.
Stocks in the information technology sector comprise a significant portion of the Fund’s portfolio at June 30, 2023. The information technology sector may be affected by technological obsolescence, short product cycles, falling prices and profits, competitive pressures and general market conditions.
Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements:
a. VALUATION OF INVESTMENTS
Equity securities traded on a national securities exchange or reported on the NASDAQ national market system (“NMS”) are valued at the last quoted sales price on the primary exchange or, if applicable, the NASDAQ official closing price or the official closing price of the relevant exchange or, lacking any sales, at the last quoted bid price. Equity securities held by the Fund that are traded in the over-the-counter market (other than NMS securities) are valued at the bid price. Foreign equity securities (securities principally traded in markets other than U.S. markets) held by the Fund are valued at the official closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Fund’s portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Fund’s Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Fund’s Valuation Designee to perform the Fund’s fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Fund may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Fund’s valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Fund might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Fund. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Fund’s investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Fund that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is
14
| | |
| | Notes to Financial Statements (continued) |
assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Dividend income is recorded on the ex-dividend date. Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Dividend and interest income on foreign securities is recorded gross of any withholding tax. Non-cash dividends included in dividend income, if any, are reported at the fair market value of the securities received. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to the Fund are apportioned among the funds in the Trust and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund.
The Fund had certain portfolio trades directed to various brokers under a brokerage recapture program. Credits received from the brokerage recapture program are earned and paid on a monthly basis, and are recorded as expense offsets, which serve to reduce the Fund’s overall expense ratio. For the six months ended June 30, 2023, the impact on the expenses and expense ratios was $1,749 or less than 0.01%.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from either net investment income or realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date.
Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Permanent differences are primarily due to tax equalization utilized. Temporary differences are primarily due to wash sale loss deferrals.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | | | | | |
Cost | | Appreciation | | | Depreciation | | | Net Appreciation | |
| | | |
$92,782,493 | | | $40,491,919 | | | | $(1,961,188 | ) | | | $38,530,731 | |
e. FEDERAL TAXES
The Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Fund’s financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Furthermore, based on the Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, the Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.
f. CAPITAL LOSS CARRYOVERS AND DEFERRALS
As of December 31, 2022, the Fund had no capital loss carryovers for federal income tax purposes. Should the Fund incur net capital losses for the fiscal year ended December 31, 2023, such amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.
15
| | |
| | Notes to Financial Statements (continued) |
g. CAPITAL STOCK
The Trust’s Amended and Restated Agreement and Declaration of Trust authorizes for the Fund the issuance of an unlimited number of shares of beneficial interest, without par value. The Fund records sales and repurchases of its capital stock on the trade date.
For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022, the capital stock transactions by class for the Fund were as follows:
| | | | | | | | | | | | | | | | |
| | |
| | June 30, 2023 | | December 31, 2022 |
| | | | |
| | Shares | | Amount | | Shares | | Amount |
| | | | |
Class N: | | | | | | | | | | | | | | | | |
| | | | |
Shares sold | | | 89,297 | | | | $1,374,678 | | | | 76,753 | | | | $1,159,718 | |
| | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 226,359 | | | | 3,255,046 | |
| | | | |
Shares redeemed | | | (187,784 | ) | | | (2,837,709 | ) | | | (680,358 | ) | | | (10,668,386 | ) |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Net decrease | | | (98,487 | ) | | | $(1,463,031 | ) | | | (377,246 | ) | | | $(6,253,622 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Class I: | | | | | | | | | | | | | | | | |
| | | | |
Shares sold | | | 1,508,456 | | | | $22,763,201 | | | | 1,270,962 | | | | $19,392,826 | |
| | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 101,750 | | | | 1,480,470 | |
| | | | |
Shares redeemed | | | (616,376 | ) | | | (9,583,432 | ) | | | (279,075 | ) | | | (4,314,115 | ) |
| | | | |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase | | | 892,080 | | | | $13,179,769 | | | | 1,093,637 | | | | $16,559,181 | |
| | | | | | | | | | | | | | | | |
| | | | |
Class Z: | | | | | | | | | | | | | | | | |
| | | | |
Shares sold | | | 89,699 | | | | $1,359,619 | | | | 446,235 | | | | $6,599,400 | |
| | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 100,082 | | | | 1,429,170 | |
| | | | |
Shares redeemed | | | (105,768 | ) | | | (1,584,153 | ) | | | (170,599 | ) | | | (2,632,986 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase (decrease) | | | (16,069 | ) | | | $(224,534 | ) | | | 375,718 | | | | $5,395,584 | |
| | | | | | | | | | | | | | | | |
h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS
The Fund may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Fund participates on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Fund’s custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. Pursuant to the Securities Lending Program, the Fund is indemnified for such losses by BNYM on joint repurchase agreements.
At June 30, 2023, the Fund had no Repurchase Agreements outstanding.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
The Trust has entered into an investment advisory agreement under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated
Managers Group, Inc. (“AMG”), serves as investment manager to the Fund and is responsible for the Fund’s overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the subadviser for the Fund and monitors the subadviser’s investment performance, security holdings and investment strategies. The Fund’s investment portfolio is managed by The Renaissance Group LLC (“Renaissance”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in Renaissance.
Investment management fees are paid directly by the Fund to the Investment Manager based on average daily net assets. For the six months ended June 30, 2023, the Fund paid an investment management fee at the following annual rates of the Fund’s average daily net assets:
| | | | |
| |
on the first $50 million | | | 0.55 | % |
| |
on the next $25 million | | | 0.50 | % |
| |
on the next $25 million | | | 0.45 | % |
| |
on balance over $100 million | | | 0.40 | % |
16
| | |
| | Notes to Financial Statements (continued) |
The fee paid to Renaissance for its services as subadviser is paid out of the fee the Investment Manager receives from the Fund and does not increase the expenses of the Fund.
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) of 0.66% of the Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Fund in certain circumstances.
In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from the Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.
The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of the Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of the Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of the Fund.
For the six months ended June 30, 2023, the Investment Manager reimbursed the Fund $67,967, and did not recoup any previously reimbursed expenses. At June 30, 2023, the Fund’s expiration of reimbursements subject to recoupment is as follows:
| | | | |
Expiration Period | | | |
| |
Less than 1 year | | | $152,483 | |
| |
1-2 years | | | 125,520 | |
| |
2-3 years | | | 145,484 | |
| | | | |
| |
Total | | | $423,487 | |
| | | | |
The Trust, on behalf of the Fund, has entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Fund’s administrator (the “Administrator”) and is responsible for certain aspects of managing the Fund’s operations, including administration and shareholder services to the Fund. The Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.
The Fund is distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for the Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of the Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed
selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
The Trust has adopted a distribution and service plan (the “Plan”) with respect to the Class N shares, in accordance with the requirements of Rule 12b-1 under the 1940 Act and the requirements of the applicable rules of FINRA regarding asset-based sales charges. Pursuant to the Plan, the Fund may make payments to the Distributor for its expenditures in financing any activity primarily intended to result in the sale of the Fund’s Class N shares and for maintenance and personal service provided to existing shareholders of that class. The Plan authorizes payments to the Distributor up to 0.25% annually of the Fund’s average daily net assets attributable to the Class N shares.
For each of the Class N and Class I shares, the Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N and Class I shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below. Effective December 31, 2022, the Investment Manager has agreed, through at least December 31, 2023, to waive a portion of shareholder servicing fees paid by Class I as necessary to ensure the fees are limited to 0.07%.
The impact on the annualized expense ratios for the six months ended June 30, 2023, were as follows:
| | | | | | | | |
| | Maximum Annual Amount Approved | | | Actual Amount Incurred | |
| | |
Class N | | | 0.15% | | | | 0.09% | |
| | |
Class I | | | 0.15% | | | | 0.07% | |
The Board provides supervision of the affairs of the Trust and other trusts within the AMG Funds Family. The Trustees of the Trust who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Fund are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Fund had no interfund loans outstanding.
17
| | |
| | Notes to Financial Statements (continued) |
The Fund utilized the interfund loan program during the six months ended June 30, 2023 as follows:
| | | | | | | | | | | | |
Average
Lent | |
| Number
of Days |
| |
| Interest
Earned |
| |
| Average
Interest Rate |
|
| | | |
$2,007,897 | | | 1 | | | $ | 287 | | | | 5.208% | |
| | | |
Average
Borrowed | |
| Number
of Days |
| |
| Interest
Paid |
| |
| Average
Interest Rate |
|
| | | |
$2,307,515 | | | 2 | | | $ | 759 | | | | 6.000% | |
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the six months ended June 30, 2023, were $32,630,406 and $21,972,807, respectively.
The Fund had no purchases or sales of U.S. Government Obligations during the six months ended June 30, 2023.
4. PORTFOLIO SECURITIES LOANED
The Fund participates in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Fund, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Fund’s policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Fund is indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.
The value of securities loaned on positions held, cash collateral and securities collateral received at June 30, 2023, were as follows:
| | | | | | | | | | | | |
Securities Loaned | | Cash Collateral Received | | | Securities Collateral Received | | | Total Collateral Received | |
| | | |
$2,280,520 | | | — | | | | $2,295,255 | | | | $2,295,255 | |
The following table summarizes the securities received as collateral for securities lending at June 30, 2023:
| | | | |
Collateral Type | | Coupon Range | | Maturity Date Range |
| | |
U.S. Treasury Obligations | | 0.000%-7.500% | | 08/15/23-11/15/51 |
5. COMMITMENTS AND CONTINGENCIES
Under the Trust’s organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund had no prior claims or losses and expects the risks of loss to be remote.
6. MASTER NETTING AGREEMENTS
The Fund may enter into master netting agreements with its counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Fund does not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4. At June 30, 2023, the Fund had no repurchase agreements outstanding.
7. SUBSEQUENT EVENTS
The Fund has determined that no material events or transactions occurred through the issuance date of the Fund’s financial statements which require an additional disclosure in or adjustment of the Fund’s financial statements.
18
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements |
| | | | |
At an in-person meeting held on June 21, 2023, the Board of Trustees (the “Board” or the “Trustees”), and separately a majority of the Trustees who are not “interested persons” of AMG Funds (the “Trust”) (the “Independent Trustees”), approved (i) the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with AMG Funds LLC (the “Investment Manager”) for AMG Renaissance Large Cap Growth Fund (the “Fund”) and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016 (collectively, the “Investment Management Agreement”); and (ii) the Subadvisory Agreement, as amended at any time prior to the date of the meeting, with the Subadviser for the Fund (the “Subadvisory Agreement”). The Independent Trustees were separately represented by independent legal counsel in connection with their consideration of the approval of these agreements. In considering the Investment Management Agreement and Subadvisory Agreement, the Trustees reviewed a variety of materials relating to the Fund, the Investment Manager and the Subadviser, including the nature, extent and quality of services, comparative performance, fee and expense information for an appropriate peer group of similar mutual funds for the Fund (the “Peer Group”), performance information for the relevant benchmark index for the Fund (the “Fund Benchmark”), other relevant matters, and other information provided to them on a periodic basis throughout the year. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Investment Management Agreement and the Subadvisory Agreement; and (c) met with their independent legal counsel in private sessions at which no representatives of management were present. NATURE, EXTENT AND QUALITY OF SERVICES In considering the nature, extent and quality of the services provided by the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings relating to the Investment Manager’s operations and personnel. Among other things, the Investment Manager provided financial information, information about its supervisory and professional staff and descriptions of its organizational and management structure. The Trustees also took into account information provided periodically throughout the previous year by the Investment | | Manager in Board meetings relating to the performance of its duties with respect to the Fund and the Trustees’ knowledge of the Investment Manager’s management and the quality of the performance of the Investment Manager’s duties under the Investment Management Agreement and Administration Agreement. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the extent and quality of the Investment Manager’s oversight of the operation and management of the Fund; (b) the quality of the Investment Manager’s oversight of the performance by the Subadviser of its portfolio management duties; (c) the Investment Manager’s ability to supervise the Fund’s other service providers; and (d) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreement and supervising the Subadviser, the Investment Manager: performs periodic detailed analyses and reviews of the performance by the Subadviser of its obligations to the Fund, including without limitation, analysis and review of portfolio and other compliance matters and review of the Subadviser’s investment performance with respect to the Fund; prepares and presents periodic reports to the Board regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the Board may reasonably request; reviews and considers any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and makes appropriate reports to the Board; reviews and considers any changes in the ownership or senior management of the Subadviser and makes appropriate reports to the Board; performs periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of the Subadviser; assists the Board and management of the Trust in developing and reviewing information with respect to the initial approval of the Subadvisory Agreement and annual consideration of the Subadvisory Agreement thereafter; prepares recommendations with respect to the continued retention of the Subadviser or the replacement of the Subadviser, including at the request of the Board; identifies potential successors to, or replacements of, the Subadviser or potential additional subadvisers, including performing appropriate due diligence, and developing and presenting to the Board a recommendation as to any such successor, replacement, or additional subadviser, including at | | the request of the Board; designates and compensates from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and performs such other review and reporting functions as the Board shall reasonably request consistent with the Investment Management Agreement and applicable law. The Trustees noted the affiliation of the Subadviser with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreement and the Investment Manager’s undertaking to maintain a contractual expense limitation for the Fund. The Trustees also considered the Investment Manager’s risk management processes. The Trustees also reviewed information relating to the Subadviser’s operations and personnel and the investment philosophy, strategies and techniques (its “Investment Strategy”) used in managing the Fund. Among other things, the Trustees reviewed information on portfolio management and other professional staff, information regarding the Subadviser’s organizational and management structure and the Subadviser’s brokerage policies and practices. The Trustees considered specific information provided regarding the experience of the individuals at the Subadviser with portfolio management responsibility for the Fund, including the information set forth in the Fund’s prospectus and statement of additional information. In the course of their deliberations, the Trustees evaluated, among other things: (a) the services rendered by the Subadviser in the past; (b) the qualifications and experience of the Subadviser’s personnel; and (c) the Subadviser’s compliance program. The Trustees also took into account the financial condition of the Subadviser with respect to its ability to provide the services required under the Subadvisory Agreement. The Trustees also considered the Subadviser’s risk management processes. PERFORMANCE The Board considered the Fund’s net performance during relevant time periods as compared to the Fund’s Peer Group and Fund Benchmark, considered the gross performance of the Fund as compared to the Subadviser’s relevant performance composite that utilizes a similar investment strategy and approach, and noted that the Board reviews on a quarterly basis detailed information about both the Fund’s performance results and portfolio composition, as well as the Subadviser’s Investment |
19
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
| | | | |
Strategy. The Board was mindful of the Investment Manager’s expertise, resources and attention to monitoring the Subadviser’s performance, investment style and risk-adjusted performance with respect to the Fund and its discussions with the management of the Fund’s subadviser during the period regarding the factors that contributed to the performance of the Fund. Among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above the median performance of the Peer Group and above, above, below, and below, respectively, the performance of the Fund Benchmark, the Russell 1000 Growth Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s recent outperformance relative to the Peer Group and Fund Benchmark and its longer-term underperformance relative to the Fund Benchmark. The Trustees also noted that the Fund ranked in the top decile relative to its Peer Group for the 1-year and 3-year periods, the top quintile relative to its Peer Group for the 5-year period, and the top third relative to its Peer Group for the 10-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. ADVISORY AND SUBADVISORY FEES; FUND EXPENSES; PROFITABILITY; AND ECONOMIES OF SCALE In considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings setting forth all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as Investment Manager to the Fund), received by the Investment Manager and its affiliates attributable to managing the Fund and all the mutual funds in the AMG Funds Family of Funds; the cost of providing such services; the significant risks undertaken as Investment Manager and sponsor of the Fund, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered the amount of the advisory fee retained by the Investment Manager after payment of the subadvisory fee with respect to the Fund. The Trustees also considered management’s discussion | | of the current asset level of the Fund, and the impact on profitability of both the current asset level and any future growth of assets of the Fund. In considering the cost of services to be provided by the Investment Manager under the Investment Management Agreement and the profitability to the Investment Manager of its relationship with the Fund, the Trustees noted the undertaking by the Investment Manager to maintain a contractual expense limitation for the Fund. The Board also took into account management’s discussion of the advisory fee structure, and the services the Investment Manager provides in performing its functions under the Investment Management Agreement and supervising the Subadviser. Based on the foregoing, the Trustees concluded that the profitability to the Investment Manager is reasonable and that the Investment Manager is not realizing material benefits from economies of scale that would warrant adjustments to the advisory fee at this time. Also with respect to economies of scale, the Trustees noted that as the Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. In considering the reasonableness of the subadvisory fee payable by the Investment Manager to the Subadviser, the Trustees reviewed information regarding the cost to the Subadviser of providing subadvisory services to the Fund and the resulting profitability from the relationship. The Trustees noted that, because the Subadviser is an affiliate of the Investment Manager, a portion of the Subadviser’s revenues or profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fees are paid by the Investment Manager out of its advisory fee. The Board also took into account management’s discussion of the subadvisory fee structure, and the services the Subadviser provides in performing its functions under the Subadvisory Agreement. Based on the foregoing, the Trustees concluded that the profitability to the Subadviser is reasonable and that the Subadviser is not realizing material benefits from economies of scale that would warrant adjustments to the subadvisory fees at this time. Also with respect to economies of scale, the Trustees noted that as the Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. The Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense | | waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Above Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.66%. The Trustees also considered that the Investment Manager was voluntarily waiving a portion of shareholder servicing fees for Class I shares of the Fund. The Trustees also took into account management’s discussion of the Fund’s expenses and competitiveness with comparably sized funds and select competitors. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the conclusions discussed above) regarding the Investment Management Agreement and the Subadvisory Agreement: (a) the Investment Manager and the Subadviser have demonstrated that they possess the capability and resources to perform the duties required of them under the Investment Management Agreement and the Subadvisory Agreement and (b) the Investment Manager and Subadviser maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of the Investment Management Agreement and the Subadvisory Agreement would be in the best interests of the Fund and its shareholders. Accordingly, on June 21, 2023, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management Agreement and the Subadvisory Agreement for the Fund. |
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| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER The Renaissance Group LLC 50 East RiverCenter Boulevard Suite 1200 Covington, KY 41011 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 | | TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt A. Keilhacker Steven J. Paggioli Eric Rakowski Victoria L. Sassine Garret W. Weston | | This report is prepared for the Fund’s shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for the Fund are available on the Fund’s website at amgfunds.com. A description of the policies and procedures the Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding the Fund’s proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Fund’s portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Fund’s website at amgfunds.com. To review a complete list of the Fund’s portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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BALANCED FUNDS AMG GW&K Global Allocation GW&K Investment Management, LLC EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC | | | | AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road International Value Equity AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP | | FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC |
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amgfunds.com | | | 063023 SAR024 |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds |
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| | June 30, 2023 | | |
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| | AMG TimesSquare Small Cap Growth Fund |
| | Class N: TSCPX | Class I: TSQIX | Class Z: TSCIX |
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| | AMG TimesSquare Mid Cap Growth Fund |
| | Class N: TMDPX | Class I: TQMIX | Class Z: TMDIX |
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| | AMG TimesSquare International Small Cap Fund |
| | Class N: TCMPX | Class I: TQTIX | Class Z: TCMIX |
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| | AMG TimesSquare Emerging Markets Small Cap Fund |
| | Class N: TQENX | Class I: TQEIX | Class Z: TQEZX |
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| | AMG TimesSquare Global Small Cap Fund |
| | Class N: TSYNX | Class I: TSYIX | Class Z: TSYZX |
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amgfunds.com | | | 063023 | | SAR012 |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
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AMG TimesSquare Small Cap Growth Fund | | |
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Based on Actual Fund Return |
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Class N | | 1.19% | | $1,000 | | $1,105 | | $6.21 |
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Class I | | 1.07% | | $1,000 | | $1,106 | | $5.59 |
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Class Z | | 0.99% | | $1,000 | | $1,108 | | $5.17 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 1.19% | | $1,000 | | $1,019 | | $5.96 |
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Class I | | 1.07% | | $1,000 | | $1,019 | | $5.36 |
Class Z | | 0.99% | | $1,000 | | $1,020 | | $4.96 |
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AMG TimesSquare Mid Cap Growth Fund |
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Based on Actual Fund Return |
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Class N | | 1.19% | | $1,000 | | $1,148 | | $6.34 |
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Class I | | 1.04% | | $1,000 | | $1,149 | | $5.54 |
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Class Z | | 0.99% | | $1,000 | | $1,149 | | $5.28 |
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Based on Hypothetical 5% Annual Return | | |
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Class N | | 1.19% | | $1,000 | | $1,019 | | $5.96 |
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Class I | | 1.04% | | $1,000 | | $1,020 | | $5.21 |
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Class Z | | 0.99% | | $1,000 | | $1,020 | | $4.96 |
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AMG TimesSquare International Small Cap Fund |
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Based on Actual Fund Return |
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Class N | | 1.29% | | $1,000 | | $1,067 | | $6.61 |
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Class I | | 1.14% | | $1,000 | | $1,069 | | $5.85 |
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Class Z | | 1.04% | | $1,000 | | $1,070 | | $5.34 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 1.29% | | $1,000 | | $1,018 | | $6.46 |
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Class I | | 1.14% | | $1,000 | | $1,019 | | $5.71 |
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Class Z | | 1.04% | | $1,000 | | $1,020 | | $5.21 |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* | |
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AMG TimesSquare Emerging Markets Small Cap Fund | |
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Based on Actual Fund Return | | | | |
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Class N | | 1.79% | | $1,000 | | $1,134 | | | $9.47 | |
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Class I | | 1.39% | | $1,000 | | $1,137 | | | $7.36 | |
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Class Z | | 1.39% | | $1,000 | | $1,135 | | | $7.36 | |
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Based on Hypothetical 5% Annual Return | |
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Class N | | 1.79% | | $1,000 | | $1,016 | | | $8.95 | |
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Class I | | 1.39% | | $1,000 | | $1,018 | | | $6.95 | |
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Class Z | | 1.39% | | $1,000 | | $1,018 | | | $6.95 | |
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AMG TimesSquare Global Small Cap Fund | |
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Based on Actual Fund Return | |
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Class N | | 1.25% | | $1,000 | | $1,079 | | | $6.44 | |
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Class I | | 1.00% | | $1,000 | | $1,080 | | | $5.16 | |
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Class Z | | 1.00% | | $1,000 | | $1,080 | | | $5.16 | |
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Based on Hypothetical 5% Annual Return | |
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Class N | | 1.25% | | $1,000 | | $1,019 | | | $6.26 | |
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Class I | | 1.00% | | $1,000 | | $1,020 | | | $5.01 | |
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Class Z | | 1.00% | | $1,000 | | $1,020 | | | $5.01 | |
* | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365. |
2
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| | Fund Performance (unaudited) Periods ended June 30, 2023 |
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The table below shows the average annual total returns for the periods indicated for each Fund, as well as each Fund’s relative index for the same time periods ended June 30, 2023. |
Average Annual Total Returns1 | | Six Months* | | | One Year | | | Five Years | | | Ten Years | | | Since Inception | | | Inception Date | | | |
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AMG TimesSquare Small Cap Growth Fund2, 3, 4, 5, 6, 7, 8 | | | | | | | |
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Class N | | | 10.53% | | | | 20.13% | | | | 5.27% | | | | 8.58% | | | | 8.42% | | | | 01/21/00 | | | |
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Class I | | | 10.64% | | | | 20.23% | | | | 5.42% | | | | — | | | | 8.49% | | | | 02/24/17 | | | |
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Class Z | | | 10.77% | | | | 20.55% | | | | 5.52% | | | | 8.82% | | | | 8.60% | | | | 01/21/00 | | | |
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Russell 2000® Growth Index20 | | | 13.55% | | | | 18.53% | | | | 4.22% | | | | 8.83% | | | | 5.04% | | | | 01/21/00 | † | | |
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AMG TimesSquare Mid Cap Growth Fund2, 3, 4, 5, 6, 9 | | | | | | | |
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Class N | | | 14.83% | | | | 19.29% | | | | 11.24% | | | | 11.46% | | | | 10.29% | | | | 03/04/05 | | | |
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Class I | | | 14.92% | | | | 19.54% | | | | 11.41% | | | | — | | | | 12.32% | | | | 02/24/17 | | | |
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Class Z | | | 14.92% | | | | 19.51% | | | | 11.47% | | | | 11.69% | | | | 10.50% | | | | 03/04/05 | | | |
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Russell Midcap® Growth Index21 | | | 15.94% | | | | 23.13% | | | | 9.71% | | | | 11.53% | | | | 9.72% | | | | 03/04/05 | † | | |
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AMG TimesSquare International Small Cap Fund2, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 14 | | | | | | | |
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Class N | | | 6.74% | | | | 10.03% | | | | (2.84%) | | | | 4.81% | | | | 5.21% | | | | 01/02/13 | | | |
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Class I | | | 6.88% | | | | 10.20% | | | | (2.68%) | | | | — | | | | 2.09% | | | | 02/24/17 | | | |
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Class Z | | | 6.95% | | | | 10.35% | | | | (2.58%) | | | | 5.06% | | | | 5.45% | | | | 01/02/13 | | | |
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MSCI EAFE Small Cap Index22 | | | 5.53% | | | | 10.18% | | | | 1.31% | | | | 6.19% | | | | 6.29% | | | | 01/02/13 | † | | |
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AMG TimesSquare Emerging Markets Small Cap Fund2, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 15, 16, 17, 18, 19 | | | | | | | |
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Class N | | | 13.39% | | | | 16.36% | | | | 4.82% | | | | — | | | | 5.80% | | | | 02/24/17 | | | |
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Class I | | | 13.65% | | | | 16.75% | | | | 5.24% | | | | — | | | | 7.49% | | | | 12/14/16 | | | |
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Class Z | | | 13.53% | | | | 16.77% | | | | 5.23% | | | | — | | | | 7.48% | | | | 12/14/16 | | | |
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MSCI Emerging Markets Small Cap Index23 | | | 10.50% | | | | 13.28% | | | | 4.93% | | | | — | | | | 6.93% | | | | 12/14/16 | † | | |
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AMG TimesSquare Global Small Cap Fund2, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 15 | | | | | | | |
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Class N | | | 7.90% | | | | 14.91% | | | | 2.31% | | | | — | | | | 2.03% | | | | 05/30/18 | | | |
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Class I | | | 7.97% | | | | 15.07% | | | | 2.54% | | | | — | | | | 2.27% | | | | 05/30/18 | | | |
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Class Z | | | 7.97% | | | | 15.07% | | | | 2.54% | | | | — | | | | 2.27% | | | | 05/30/18 | | | |
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MSCI World Small Cap Index24 | | | 7.64% | | | | 12.94% | | | | 4.44% | | | | — | | | | 4.25% | | | | 05/30/18 | † | | |
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The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Funds and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money. Distributed by AMG Distributors, Inc., member FINRA/SIPC. † The date reflects the inception date of the Fund, not the index. * Not annualized. 1 Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No | | | |
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| adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Funds are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. dollars ($). |
2 | From time to time, the Fund’s investment manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. |
3 | The prices of equity securities of companies that are expected to experience relatively rapid earnings growth, or “growth stocks,” may be more sensitive to market movements because the prices tend to reflect future investor expectations rather than just current profits. |
4 | Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. |
5 | Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. |
6 | Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. |
7 | The stocks of small-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. |
8 | The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss. |
9 | The stocks of mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. |
10 | Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. dollar investment when converted back to U.S. dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. dollar. The values of foreign currencies relative to the U.S. dollar may fluctuate in response to, among other factors, interest rate changes, intervention (or |
3
| | |
| | Fund Performance Periods ended June 30, 2023 (continued) |
| | | | |
failure to intervene) by national governments, central banks, or supranational entities such as the International Monetary Fund, the imposition of currency controls, and other political or regulatory developments. 11 Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility. 12 Changes in the general political and social environment of a country can have substantial effects on the value of investments exposed to that country. 13 Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties. 14 To the extent the Fund focuses its investments in a particular country, group of countries or geographic region, the Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting such countries or region, and the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund and may result in losses. The Fund is highly susceptible to the social, political, economic, regulatory and other conditions or events that may affect Japan’s economy. The Japanese economy is heavily dependent upon international trade, and, therefore, is particularly exposed to the risks of currency fluctuation, foreign trade policy and regional and global economic disruption, including the risk of increased tariffs, embargoes, and other trade limitations or factors. Japanese government policy has been characterized by economic regulation, intervention, protectionism and large government deficits. The Japanese economy is also challenged by an unstable financial services sector, highly leveraged corporate balance sheets and extensive cross-ownership among major corporations. Structural social and labor market changes, including an aging workforce, population decline and traditional aversion to labor mobility may adversely affect Japan’s | | economic competitiveness and growth potential. The potential for natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could also have significant negative effects on Japan’s economy. 15 To the extent that a large number of shares of the Fund is held by a single shareholder (e.g., an institutional investor) or a group of shareholders with a common investment strategy, the Fund is subject to the risk that a redemption or large purchase by that shareholder or group of all or a large portion of its Fund shares will require the Fund to sell securities, or to invest additional cash, as the case may be, at disadvantageous prices, disrupt the Fund’s operations, or force the Fund’s liquidation. Purchases of a large number of shares may adversely affect the Fund’s performance to the extent that it takes time to invest new cash and the Fund maintains a larger cash position than it ordinarily would. 16 The use of derivatives involves costs, the risk that the value of derivatives may not correlate perfectly with their underlying assets, rates or indices, liquidity risk, and the risk of mispricing or improper valuation. The use of derivatives may not succeed for various reasons, and the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses. 17 Investments in frontier markets may be more volatile and less liquid than investments in more developed markets or in other emerging market countries. Risks that are characteristic of many emerging markets generally may be especially heightened in frontier markets due to political, economic, financial, or other factors. 18 Higher portfolio turnover may adversely affect Fund performance by increasing Fund transaction costs and may increase a shareholder’s tax liability. 19 Markets in different countries have different clearance and settlement procedures and in certain markets there have been times when settlements have been unable to keep pace with the volume of transactions. 20 The Russell 2000® Growth Index measures the performance of the Russell 2000® companies with higher price-to-book ratios and higher forecasted growth values. Unlike the Fund, the Russell 2000® Growth Index is unmanaged, is not available for investment and does not incur expenses. 21 The Russell Midcap® Growth Index measures the performance of those Russell Midcap® companies with | | higher price/book ratios and higher forecasted growth values. The stocks are also members of the Russell 1000® Growth Index. Unlike the Fund, the Russell Midcap® Growth Index is unmanaged, is not available for investment and does not incur expenses. 22 The MSCI EAFE Small Cap Index covers all investable small-cap securities with a market capitalization below that of the companies in the MSCI Standard Indices of developed markets, excluding the U.S. and Canada. Please go to msci.com for most current list of countries represented by the Index. Unlike the Fund, the MSCI EAFE Small Cap Index is unmanaged, is not available for investment and does not incur expenses. 23 MSCI Emerging Markets Small Cap Index includes small cap representation across 24 Emerging Markets countries. The small cap segment tends to capture more local economic and sector characteristics relative to larger Emerging Markets capitalization segments. Please go to msci.com for most current list of countries represented by the Index. Unlike the Fund, the MSCI Emerging Markets Small Cap Index is unmanaged, is not available for investment and does not incur expenses. 24 The MSCI World Small Cap Index captures small cap representation across 23 Developed Markets countries. With over 4,000 constituents, the Index covers approximately 14% of the free float-adjusted market capitalization in each country. Please go to msci.com for most current list of countries represented by the Index. Unlike the Fund, the MSCI World Small Cap Index is unmanaged, is not available for investment and does not incur expenses. The Russell Indices are trademarks of the London Stock Exchange Group companies. All MSCI data is provided “as is.” The products described herein are not sponsored or endorsed and have not been reviewed or passed on by MSCI. In no event shall MSCI, its affiliates or any MSCI data provider have any liability of any kind in connection with the MSCI data or the products described herein. Copying or redistributing the MSCI data is strictly prohibited. Not FDIC insured, nor bank guaranteed. May lose value. |
4
| | |
| | AMG TimesSquare Small Cap Growth Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 31.3 |
| |
Information Technology | | 18.2 |
| |
Health Care | | 14.2 |
| |
Consumer Discretionary | | 12.0 |
| |
Financials | | 8.3 |
| |
Energy | | 5.0 |
| |
Consumer Staples | | 2.7 |
| |
Communication Services | | 2.6 |
| |
Real Estate | | 1.7 |
| |
Materials | | 1.0 |
| |
Short-Term Investments | | 5.4 |
| |
Other Assets, less Liabilities | | (2.4) |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Casella Waste Systems, Inc., Class A | | 3.4 |
| |
WNS Holdings, Ltd., ADR (India) | | 2.7 |
| |
Esab Corp. | | 2.4 |
| |
PowerSchool Holdings, Inc., Class A | | 2.4 |
| |
Hamilton Lane, Inc., Class A | | 2.2 |
| |
Matador Resources Co. | | 2.1 |
| |
Driven Brands Holdings, Inc. | | 2.0 |
| |
ExlService Holdings, Inc. | | 2.0 |
| |
EMCOR Group, Inc. | | 1.9 |
| |
Victory Capital Holdings, Inc., Class A | | 1.9 |
| | |
| |
Top Ten as a Group | | 23.0 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
5
| | |
| | AMG TimesSquare Small Cap Growth Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Common Stocks - 97.0% | | | | | |
| | |
Communication Services - 2.6% | | | | | | | | |
| | |
Bumble, Inc., Class A* | | | 114,000 | | | | $1,912,920 | |
| | |
IAC, Inc.* | | | 6,500 | | | | 408,200 | |
| | |
Integral Ad Science Holding Corp.* | | | 145,000 | | | | 2,607,100 | |
| | |
Total Communication Services | | | | | | | 4,928,220 | |
| | |
Consumer Discretionary - 12.0% | | | | | | | | |
| | |
Atmus Filtration Technologies, Inc.*,1 | | | 27,300 | | | | 599,508 | |
| | |
Boot Barn Holdings, Inc.* | | | 24,500 | | | | 2,074,905 | |
| | |
European Wax Center, Inc., Class A*,1 | | | 120,018 | | | | 2,235,935 | |
| | |
Global-e Online, Ltd. (Israel)* | | | 48,000 | | | | 1,965,120 | |
| | |
Hilton Grand Vacations, Inc.* | | | 58,500 | | | | 2,658,240 | |
| | |
Leslie’s, Inc.*,1 | | | 149,000 | | | | 1,399,110 | |
| | |
Planet Fitness, Inc., Class A* | | | 33,000 | | | | 2,225,520 | |
| | |
Savers Value Village, Inc.* | | | 75,300 | | | | 1,784,610 | |
| | |
Topgolf Callaway Brands Corp.*,1 | | | 125,700 | | | | 2,495,145 | |
| | |
Visteon Corp.* | | | 18,200 | | | | 2,613,702 | |
| | |
Wingstop, Inc. | | | 7,100 | | | | 1,421,136 | |
| | |
YETI Holdings, Inc.*,1 | | | 33,000 | | | | 1,281,720 | |
| | |
Total Consumer Discretionary | | | | | | | 22,754,651 | |
| | |
Consumer Staples - 2.7% | | | | | | | | |
| | |
BJ’s Wholesale Club Holdings, Inc.* | | | 47,000 | | | | 2,961,470 | |
| | |
The Simply Good Foods Co.* | | | 59,000 | | | | 2,158,810 | |
| | |
Total Consumer Staples | | | | | | | 5,120,280 | |
| | |
Energy - 5.0% | | | | | | | | |
| | |
Cactus, Inc., Class A | | | 78,000 | | | | 3,300,960 | |
| | |
Magnolia Oil & Gas Corp., Class A1 | | | 100,000 | | | | 2,090,000 | |
| | |
Matador Resources Co. | | | 77,000 | | | | 4,028,640 | |
| | |
Total Energy | | | | | | | 9,419,600 | |
| | |
Financials - 8.3% | | | | | | | | |
| | |
AvidXchange Holdings, Inc.* | | | 94,700 | | | | 982,986 | |
| | |
Flywire Corp.* | | | 72,000 | | | | 2,234,880 | |
| | |
Hamilton Lane, Inc., Class A | | | 53,000 | | | | 4,238,940 | |
| | |
MVB Financial Corp. | | | 55,000 | | | | 1,159,400 | |
| | |
PJT Partners, Inc., Class A | | | 24,700 | | | | 1,720,108 | |
| | |
ProAssurance Corp. | | | 120,000 | | | | 1,810,800 | |
| | |
Victory Capital Holdings, Inc., Class A | | | 112,000 | | | | 3,532,480 | |
| | |
Total Financials | | | | | | | 15,679,594 | |
| | |
Health Care - 14.2% | | | | | | | | |
| | |
Addus HomeCare Corp.* | | | 14,500 | | | | 1,344,150 | |
| | |
Ascendis Pharma A/S, ADR (Denmark)* | | | 24,100 | | | | 2,150,925 | |
| | |
AtriCure, Inc.* | | | 50,000 | | | | 2,468,000 | |
| | |
Certara, Inc.* | | | 35,000 | | | | 637,350 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| | |
Day One Biopharmaceuticals, Inc.* | | | 74,100 | | | | $884,754 | |
| | |
HealthEquity, Inc.* | | | 42,000 | | | | 2,651,880 | |
| | |
Inspire Medical Systems, Inc.* | | | 7,500 | | | | 2,434,800 | |
| | |
Intra-Cellular Therapies, Inc.* | | | 32,500 | | | | 2,057,900 | |
| | |
MoonLake Immunotherapeutics (Switzerland)* | | | 2,100 | | | | 107,100 | |
| | |
Phreesia, Inc.* | | | 53,000 | | | | 1,643,530 | |
| | |
PTC Therapeutics, Inc.* | | | 44,000 | | | | 1,789,480 | |
| | |
Reata Pharmaceuticals, Inc., Class A*,1 | | | 25,000 | | | | 2,549,000 | |
| | |
Shockwave Medical, Inc.* | | | 5,200 | | | | 1,484,132 | |
| | |
Silk Road Medical, Inc.* | | | 29,700 | | | | 964,953 | |
| | |
Treace Medical Concepts, Inc.* | | | 80,700 | | | | 2,064,306 | |
| | |
Xenon Pharmaceuticals, Inc. (Canada)* | | | 40,000 | | | | 1,540,000 | |
| | |
Total Health Care | | | | | | | 26,772,260 | |
| |
Industrials - 31.3% | | | | | |
| | |
ACV Auctions, Inc., Class A* | | | 126,000 | | | | 2,176,020 | |
| | |
ASGN, Inc.* | | | 10,300 | | | | 778,989 | |
| | |
The AZEK Co., Inc.* | | | 79,000 | | | | 2,392,910 | |
| | |
Casella Waste Systems, Inc., Class A* | | | 70,000 | | | | 6,331,500 | |
| | |
Driven Brands Holdings, Inc.* | | | 140,000 | | | | 3,788,400 | |
| | |
EMCOR Group, Inc. | | | 19,500 | | | | 3,603,210 | |
| | |
Esab Corp. | | | 69,500 | | | | 4,624,530 | |
| | |
ExlService Holdings, Inc.* | | | 24,400 | | | | 3,685,864 | |
| | |
Exponent, Inc. | | | 30,500 | | | | 2,846,260 | |
| | |
Hexcel Corp. | | | 40,000 | | | | 3,040,800 | |
| | |
ITT, Inc. | | | 33,000 | | | | 3,075,930 | |
| | |
Marten Transport, Ltd. | | | 65,000 | | | | 1,397,500 | |
| | |
Paycor HCM, Inc.* | | | 115,000 | | | | 2,722,050 | |
| | |
RBC Bearings, Inc.* | | | 8,700 | | | | 1,891,989 | |
| | |
Regal Rexnord Corp. | | | 15,000 | | | | 2,308,500 | |
| | |
Saia, Inc.* | | | 7,300 | | | | 2,499,593 | |
| | |
Tetra Tech, Inc. | | | 16,400 | | | | 2,685,336 | |
| | |
WillScot Mobile Mini Holdings Corp.* | | | 44,500 | | | | 2,126,655 | |
| | |
WNS Holdings, Ltd., ADR (India)* | | | 69,000 | | | | 5,086,680 | |
| | |
Zurn Elkay Water Solutions Corp. | | | 80,000 | | | | 2,151,200 | |
Total Industrials | | | | | | | 59,213,916 | |
| |
Information Technology - 18.2% | | | | | |
| | |
Allegro MicroSystems, Inc.* | | | 47,000 | | | | 2,121,580 | |
| | |
Cohu, Inc.* | | | 24,100 | | | | 1,001,596 | |
| | |
CyberArk Software, Ltd. (Israel)* | | | 14,000 | | | | 2,188,620 | |
| | |
JFrog, Ltd. (Israel)* | | | 110,000 | | | | 3,047,000 | |
| | |
Kulicke & Soffa Industries, Inc. (Singapore) | | | 46,500 | | | | 2,764,425 | |
| | |
MACOM Technology Solutions Holdings, Inc.* | | | 39,000 | | | | 2,555,670 | |
| | |
New Relic, Inc.* | | | 29,000 | | | | 1,897,760 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
6
| | |
| | AMG TimesSquare Small Cap Growth Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Information Technology - 18.2% (continued) | | | | | | | | |
| | |
Onto Innovation, Inc.* | | | 21,500 | | | | $2,504,105 | |
| | |
PowerSchool Holdings, Inc., Class A* | | | 240,000 | | | | 4,593,600 | |
| | |
Q2 Holdings, Inc.* | | | 27,000 | | | | 834,300 | |
| | |
Smartsheet, Inc., Class A* | | | 53,000 | | | | 2,027,780 | |
| | |
Sprout Social, Inc., Class A* | | | 29,500 | | | | 1,361,720 | |
| | |
Synaptics, Inc.* | | | 33,000 | | | | 2,817,540 | |
| | |
Vertex, Inc., Class A* | | | 125,700 | | | | 2,451,150 | |
| | |
Workiva, Inc.* | | | 21,000 | | | | 2,134,860 | |
| | |
Total Information Technology | | | | | | | 34,301,706 | |
| | |
Materials - 1.0% | | | | | | | | |
| | |
Avient Corp. | | | 47,000 | | | | 1,922,300 | |
| | |
Real Estate - 1.7% | | | | | | | | |
| | |
Kennedy-Wilson Holdings, Inc. | | | 50,000 | | | | 816,500 | |
| | |
National Storage Affiliates Trust, REIT | | | 70,000 | | | | 2,438,100 | |
| | |
Total Real Estate | | | | | | | 3,254,600 | |
| | |
Total Common Stocks (Cost $156,042,242) | | | | | | | 183,367,127 | |
| | |
| | Principal Amount | | | | |
| | |
Short-Term Investments - 5.4% | | | | | | | | |
| |
Joint Repurchase Agreements - 2.0%2 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations, 2.000% -6.500%, 04/01/35 - 09/01/61, totaling $1,020,000) | | | $1,000,000 | | | | 1,000,000 | |
| | |
Citigroup Global Markets, Inc., dated 06/30/23, due 07/03/23, 5.070% total to be received $1,000,423 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 10/31/24 -08/20/67, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Daiwa Capital Markets America, dated 06/30/23, due 07/03/23, 5.070% total to be received $857,441 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.000%, 07/27/23 -07/01/53, totaling $874,221) | | | $857,079 | | | | $857,079 | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 -05/20/53, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| |
Total Joint Repurchase Agreements | | | | 3,857,079 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 3.4% | | | | | |
| | |
Dreyfus Government Cash Management Fund, Institutional Shares, 5.00%3 | | | 2,529,200 | | | | 2,529,200 | |
| | |
Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%3 | | | 3,793,799 | | | | 3,793,799 | |
Total Other Investment Companies | | | | | | | 6,322,999 | |
| | |
Total Short-Term Investments (Cost $10,180,078) | | | | | | | 10,180,078 | |
| | |
Total Investments - 102.4% (Cost $166,222,320) | | | | | | | 193,547,205 | |
| |
Other Assets, less Liabilities - (2.4)% | | | | (4,540,245 | ) |
| | |
Net Assets - 100.0% | | | | | | $ | 189,006,960 | |
| | |
| | | | | | | | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $8,666,735 or 4.6% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
3 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
ADR American Depositary Receipt
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
7
| | |
| | AMG TimesSquare Small Cap Growth Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks† | | | $183,367,127 | | | | — | | | | — | | | | $183,367,127 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | $3,857,079 | | | | — | | | | 3,857,079 | |
| | | | |
Other Investment Companies | | | 6,322,999 | | | | — | | | | — | | | | 6,322,999 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $189,690,126 | | | | $3,857,079 | | | | — | | | | $193,547,205 | |
| | | | | | | | | | | | | | | | |
† | All common stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
8
| | |
| | AMG TimesSquare Mid Cap Growth Fund |
| | Fund Snapshots (unaudited) |
| | June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Information Technology | | 30.3 |
| |
Industrials | | 19.6 |
| |
Health Care | | 16.2 |
| |
Consumer Discretionary | | 12.3 |
| |
Financials | | 7.1 |
| |
Energy | | 3.0 |
| |
Materials | | 2.8 |
| |
Communication Services | | 2.6 |
| |
Real Estate | | 2.3 |
| |
Consumer Staples | | 1.3 |
| |
Short-Term Investments | | 2.7 |
| |
Other Assets, less Liabilities | | (0.2) |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
O’Reilly Automotive, Inc. | | 2.9 |
| |
Palo Alto Networks, Inc. | | 2.8 |
| |
Synopsys, Inc. | | 2.7 |
| |
Gartner, Inc. | | 2.7 |
| |
Waste Connections, Inc. (Canada) | | 2.6 |
| |
Cintas Corp. | | 2.6 |
| |
AmerisourceBergen Corp. | | 2.3 |
| |
Cheniere Energy, Inc. | | 2.0 |
| |
RenaissanceRe Holdings, Ltd. (Bermuda) | | 1.9 |
| |
Verisk Analytics, Inc., Class A | | 1.9 |
| | |
| |
Top Ten as a Group | | 24.4 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
9
| | |
| | AMG TimesSquare Mid Cap Growth Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Common Stocks - 97.5% | | | | | | | | |
| | |
Communication Services - 2.6% | | | | | | | | |
| | |
IAC, Inc.* | | | 145,800 | | | | $9,156,240 | |
| | |
Pinterest, Inc., Class A* | | | 496,300 | | | | 13,568,842 | |
| | |
Take-Two Interactive Software, Inc.* | | | 64,200 | | | | 9,447,672 | |
| | |
Total Communication Services | | | | | | | 32,172,754 | |
| | |
Consumer Discretionary - 12.3% | | | | | | | | |
| | |
Aptiv PLC (Ireland)* | | | 171,500 | | | | 17,508,435 | |
| | |
Brunswick Corp. | | | 246,300 | | | | 21,339,432 | |
| | |
Five Below, Inc.* | | | 71,200 | | | | 13,993,648 | |
| | |
Floor & Decor Holdings, Inc., Class A*,1 | | | 110,700 | | | | 11,508,372 | |
| | |
Marriott Vacations Worldwide Corp. | | | 47,300 | | | | 5,804,656 | |
| | |
O’Reilly Automotive, Inc.* | | | 37,600 | | | | 35,919,280 | |
| | |
Pool Corp. | | | 36,900 | | | | 13,824,216 | |
| | |
Ross Stores, Inc. | | | 166,700 | | | | 18,692,071 | |
| | |
Tractor Supply Co. | | | 59,300 | | | | 13,111,230 | |
| | |
Total Consumer Discretionary | | | | | | | 151,701,340 | |
| | |
Consumer Staples - 1.3% | | | | | | | | |
| | |
BJ’s Wholesale Club Holdings, Inc.* | | | 259,000 | | | | 16,319,590 | |
| | |
Energy - 3.0% | | | | | | | | |
| | |
Cheniere Energy, Inc. | | | 165,900 | | | | 25,276,524 | |
| | |
Pioneer Natural Resources Co. | | | 60,500 | | | | 12,534,390 | |
| | |
Total Energy | | | | | | | 37,810,914 | |
| | |
Financials - 7.1% | | | | | | | | |
| | |
Brown & Brown, Inc. | | | 161,200 | | | | 11,097,008 | |
| | |
Interactive Brokers Group, Inc., Class A | | | 222,900 | | | | 18,516,303 | |
| | |
Nasdaq, Inc. | | | 142,800 | | | | 7,118,580 | |
| | |
RenaissanceRe Holdings, Ltd. (Bermuda) | | | 126,100 | | | | 23,520,172 | |
| | |
TPG, Inc. | | | 544,020 | | | | 15,918,025 | |
| | |
WEX, Inc.* | | | 64,300 | | | | 11,707,101 | |
| | |
Total Financials | | | | | | | 87,877,189 | |
| | |
Health Care - 16.2% | | | | | | | | |
| | |
AmerisourceBergen Corp. | | | 148,100 | | | | 28,498,883 | |
| | |
Argenx SE, ADR (Netherlands)* | | | 23,800 | | | | 9,275,574 | |
| | |
Ascendis Pharma A/S, ADR (Denmark)* | | | 121,300 | | | | 10,826,025 | |
| | |
Chemed Corp. | | | 39,125 | | | | 21,192,839 | |
| | |
Encompass Health Corp. | | | 224,900 | | | | 15,227,979 | |
| | |
Envista Holdings Corp.* | | | 370,400 | | | | 12,534,336 | |
| | |
ICON PLC (Ireland)* | | | 59,900 | | | | 14,986,980 | |
| | |
IDEXX Laboratories, Inc.* | | | 40,500 | | | | 20,340,315 | |
| | |
Legend Biotech Corp., ADR *,1 | | | 225,700 | | | | 15,580,071 | |
| | |
Penumbra, Inc.* | | | 11,800 | | | | 4,059,908 | |
| | |
Repligen Corp.*,1 | | | 57,548 | | | | 8,140,740 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Royalty Pharma PLC, Class A | | | 343,800 | | | | $10,568,412 | |
| | |
Stevanato Group S.P.A. (Italy) | | | 336,300 | | | | 10,889,394 | |
| | |
Veeva Systems, Inc., Class A* | | | 90,700 | | | | 17,934,111 | |
| | |
Total Health Care | | | | | | | 200,055,567 | |
| | |
Industrials - 19.6% | | | | | | | | |
| | |
AMETEK, Inc. | | | 118,900 | | | | 19,247,532 | |
| | |
AO Smith Corp. | | | 200,800 | | | | 14,614,224 | |
| | |
Carlisle Cos., Inc. | | | 46,400 | | | | 11,902,992 | |
| | |
Cintas Corp. | | | 64,000 | | | | 31,813,120 | |
| | |
Copart, Inc.* | | | 232,600 | | | | 21,215,446 | |
| | |
Equifax, Inc. | | | 71,000 | | | | 16,706,300 | |
| | |
GFL Environmental, Inc. (Canada) | | | 437,704 | | | | 16,982,915 | |
| | |
Knight-Swift Transportation Holdings, Inc. | | | 204,400 | | | | 11,356,464 | |
| | |
ManpowerGroup, Inc. | | | 55,200 | | | | 4,382,880 | |
| | |
Nordson Corp. | | | 53,400 | | | | 13,252,812 | |
| | |
Paylocity Holding Corp.* | | | 70,600 | | | | 13,027,818 | |
| | |
Verisk Analytics, Inc., Class A | | | 103,300 | | | | 23,348,899 | |
| | |
Waste Connections, Inc. (Canada) | | | 225,075 | | | | 32,169,970 | |
| | |
Watsco, Inc.1 | | | 34,200 | | | | 13,046,274 | |
| | |
Total Industrials | | | | | | | 243,067,646 | |
| | |
Information Technology - 30.3% | | | | | | | | |
| | |
Amphenol Corp., Class A | | | 255,900 | | | | 21,738,705 | |
| | |
Aspen Technology, Inc.*,1 | | | 70,500 | | | | 11,816,505 | |
| | |
Bentley Systems, Inc., Class B | | | 361,800 | | | | 19,620,414 | |
| | |
Crowdstrike Holdings, Inc., Class A* | | | 131,700 | | | | 19,342,779 | |
| | |
CyberArk Software, Ltd. (Israel)* | | | 80,100 | | | | 12,522,033 | |
| | |
Elastic, N.V.* | | | 177,100 | | | | 11,355,652 | |
| | |
Entegris, Inc. | | | 43,700 | | | �� | 4,842,834 | |
| | |
Gartner, Inc.* | | | 94,725 | | | | 33,183,115 | |
| | |
HubSpot, Inc.* | | | 36,600 | | | | 19,474,494 | |
| | |
Keysight Technologies, Inc.* | | | 90,200 | | | | 15,103,990 | |
| | |
Lattice Semiconductor Corp.* | | | 104,500 | | | | 10,039,315 | |
| | |
Marvell Technology, Inc. | | | 227,000 | | | | 13,570,060 | |
| | |
Microchip Technology, Inc. | | | 226,700 | | | | 20,310,053 | |
| | |
Monolithic Power Systems, Inc. | | | 34,700 | | | | 18,745,981 | |
| | |
Nice, Ltd., Sponsored ADR (Israel)*,1 | | | 86,800 | | | | 17,924,200 | |
| | |
Palo Alto Networks, Inc.*,1 | | | 135,600 | | | | 34,647,156 | |
| | |
Samsara, Inc., Class A* | | | 215,300 | | | | 5,965,963 | |
| | |
Smartsheet, Inc., Class A* | | | 337,400 | | | | 12,908,924 | |
| | |
Synopsys, Inc.* | | | 76,365 | | | | 33,250,084 | |
| | |
Teradyne, Inc. | | | 184,300 | | | | 20,518,119 | |
| | |
Tyler Technologies, Inc.* | | | 43,300 | | | | 18,033,151 | |
| | |
Total Information Technology | | | | | | | 374,913,527 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
10
| | |
| | AMG TimesSquare Mid Cap Growth Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| |
Materials - 2.8% | | | | | |
| | |
Martin Marietta Materials, Inc. | | | 42,600 | | | | $19,667,994 | |
| | |
RPM International, Inc. | | | 162,400 | | | | 14,572,152 | |
| | |
Total Materials | | | | | | | 34,240,146 | |
| | |
Real Estate - 2.3% | | | | | | | | |
| | |
CoStar Group, Inc.* | | | 252,800 | | | | 22,499,200 | |
| | |
SBA Communications Corp., Class A, REIT | | | 26,700 | | | | 6,187,992 | |
| | |
Total Real Estate | | | | | | | 28,687,192 | |
| | |
Total Common Stocks | | | | | | | | |
| | |
(Cost $829,250,388) | | | | | | | 1,206,845,865 | |
| | |
| | Principal Amount | | | | |
| |
Short-Term Investments - 2.7% | | | | | |
| |
Joint Repurchase Agreements - 0.2%2 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations, 2.000% -6.500%, 04/01/35 - 09/01/61, totaling $1,020,000) | | | $1,000,000 | | | | 1,000,000 | |
| | |
Citigroup Global Markets, Inc., dated 06/30/23, due 07/03/23, 5.070% total to be received $357,089 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 10/31/24 -08/20/67, totaling $364,077) | | | 356,938 | | | | 356,938 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 -05/20/53, totaling $1,020,000) | | | $1,000,000 | | | | $1,000,000 | |
| |
Total Joint Repurchase Agreements | | | | 2,356,938 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 2.5% | | | | | |
| | |
Dreyfus Government Cash Management Fund, Institutional Shares, 5.00%3 | | | 12,354,439 | | | | 12,354,439 | |
| | |
Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%3 | | | 18,531,659 | | | | 18,531,659 | |
| |
Total Other Investment Companies | | | | 30,886,098 | |
| |
Total Short-Term Investments | | | | | |
(Cost $33,243,036) | | | | 33,243,036 | |
| |
Total Investments - 100.2% | | | | | |
(Cost $862,493,424) | | | | 1,240,088,901 | |
| |
Other Assets, less Liabilities - (0.2)% | | | | (2,898,736 | ) |
| |
Net Assets - 100.0% | | | | $1,237,190,165 | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $57,561,962 or 4.7% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
3 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
ADR American Depositary Receipt
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
11
| | |
| | AMG TimesSquare Mid Cap Growth Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks† | | | $1,206,845,865 | | | | — | | | | — | | | | $1,206,845,865 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | $2,356,938 | | | | — | | | | 2,356,938 | |
| | | | |
Other Investment Companies | | | 30,886,098 | | | | — | | | | — | | | | 30,886,098 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $1,237,731,963 | | | | $2,356,938 | | | | — | | | | $1,240,088,901 | |
| | | | | | | | | | | | | | | | |
† | All common stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
12
| | |
| | AMG TimesSquare International Small Cap Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 31.7 |
| |
Financials | | 10.5 |
| |
Consumer Staples | | 9.7 |
| |
Consumer Discretionary | | 9.4 |
| |
Health Care | | 8.3 |
| |
Information Technology | | 8.2 |
| |
Communication Services | | 7.8 |
| |
Materials | | 4.0 |
| |
Energy | | 2.8 |
| |
Real Estate | | 1.9 |
| |
Utilities | | 1.5 |
| |
Short-Term Investments | | 7.0 |
| |
Other Assets, less Liabilities | | (2.8) |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Steadfast Group, Ltd. (Australia) | | 3.3 |
| |
Internet Initiative Japan, Inc. (Japan) | | 2.6 |
| |
Nakanishi, Inc. (Japan) | | 2.5 |
| |
Tate & Lyle PLC (United Kingdom) | | 2.5 |
| |
Rotork PLC (United Kingdom) | | 2.2 |
| |
Zenkoku Hosho Co., Ltd. (Japan) | | 2.1 |
| |
Technip Energies, N.V. (France) | | 2.1 |
| |
Sopra Steria Group SACA (France) | | 2.1 |
| |
Saab AB, Class B (Sweden) | | 2.1 |
| |
Rohto Pharmaceutical Co., Ltd. (Japan) | | 2.0 |
| | |
| |
Top Ten as a Group | | 23.5 |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
13
| | |
| | AMG TimesSquare International Small Cap Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Common Stocks - 94.8% | | | | | | | | |
| | |
Communication Services - 7.8% | | | | | | | | |
| | |
Auto Trader Group PLC (United Kingdom)1 | | | 678,240 | | | | $5,266,211 | |
| | |
carsales.com, Ltd. (Australia) | | | 236,564 | | | | 3,783,036 | |
| | |
Internet Initiative Japan, Inc. (Japan) | | | 411,500 | | | | 7,756,868 | |
| | |
IPSOS (France) | | | 58,220 | | | | 3,239,545 | |
| | |
Kadokawa Corp. (Japan) | | | 128,100 | | | | 3,072,752 | |
| | |
Total Communication Services | | | | | | | 23,118,412 | |
| | |
Consumer Discretionary - 9.4% | | | | | | | | |
| | |
Arcos Dorados Holdings, Inc., Class A (Uruguay) | | | 413,000 | | | | 4,233,250 | |
| | |
CIE Automotive, S.A. (Spain)2 | | | 137,478 | | | | 4,206,401 | |
| | |
Dalata Hotel Group PLC (Ireland)* | | | 822,421 | | | | 4,170,104 | |
| | |
Games Workshop Group PLC (United Kingdom) | | | 42,100 | | | | 5,842,100 | |
| | |
Goldwin, Inc. (Japan) | | | 55,700 | | | | 4,742,429 | |
| | |
Shoei Co., Ltd. (Japan) | | | 81,300 | | | | 1,508,059 | |
| | |
Spin Master Corp. (Canada)1 | | | 122,200 | | | | 3,233,146 | |
| | |
Total Consumer Discretionary | | | | | | | 27,935,489 | |
| | |
Consumer Staples - 9.7% | | | | | | | | |
| | |
Kobe Bussan Co., Ltd. (Japan) | | | 139,198 | | | | 3,612,902 | |
| | |
Lawson, Inc. (Japan) | | | 77,800 | | | | 3,449,633 | |
| | |
Rohto Pharmaceutical Co., Ltd. (Japan) | | | 269,100 | | | | 6,066,329 | |
| | |
Sugi Holdings Co., Ltd. (Japan) | | | 57,097 | | | | 2,551,115 | |
| | |
Tate & Lyle PLC (United Kingdom) | | | 809,214 | | | | 7,461,115 | |
| | |
Viscofan, S.A. (Spain) | | | 80,800 | | | | 5,584,868 | |
| | |
Total Consumer Staples | | | | | | | 28,725,962 | |
| | |
Energy - 2.8% | | | | | | | | |
| | |
Pason Systems, Inc. (Canada) | | | 100,400 | | | | 870,803 | |
| | |
Technip Energies, N.V. (France) | | | 273,100 | | | | 6,291,153 | |
| | |
TGS ASA (Norway) | | | 84,000 | | | | 1,251,672 | |
| | |
Total Energy | | | | | | | 8,413,628 | |
| | |
Financials - 10.5% | | | | | | | | |
| | |
FinecoBank Banca Fineco S.P.A. (Italy) | | | 166,113 | | | | 2,235,983 | |
| | |
Nordnet AB publ (Sweden) | | | 116,587 | | | | 1,562,007 | |
| | |
Patria Investments, Ltd., Class A (Cayman Islands) | | | 218,600 | | | | 3,125,980 | |
| | |
St James’s Place PLC (United Kingdom) | | | 255,241 | | | | 3,529,869 | |
| | |
Steadfast Group, Ltd. (Australia) | | | 2,446,283 | | | | 9,804,869 | |
| | |
Topdanmark AS (Denmark) | | | 96,711 | | | | 4,754,091 | |
| | |
Zenkoku Hosho Co., Ltd. (Japan) | | | 181,009 | | | | 6,293,984 | |
| | |
Total Financials | | | | | | | 31,306,783 | |
| | |
Health Care - 8.3% | | | | | | | | |
| | |
ALK-Abello A/S (Denmark)* | | | 155,400 | | | | 1,697,938 | |
| | |
Amplifon S.P.A. (Italy) | | | 80,595 | | | | 2,956,209 | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
As One Corp. (Japan) | | | 86,200 | | | | $3,420,620 | |
| | |
BML, Inc. (Japan) | | | 66,500 | | | | 1,341,395 | |
| | |
CompuGroup Medical SE & Co. KgaA (Germany) | | | 36,800 | | | | 1,813,031 | |
| | |
Gerresheimer AG (Germany) | | | 31,200 | | | | 3,512,324 | |
| | |
Nakanishi, Inc. (Japan)2 | | | 338,100 | | | | 7,487,143 | |
| | |
Siegfried Holding AG (Switzerland) | | | 2,900 | | | | 2,398,041 | |
| | |
Total Health Care | | | | | | | 24,626,701 | |
| | |
Industrials - 30.7% | | | | | | | | |
| | |
Ag Growth International, Inc. (Canada) | | | 111,000 | | | | 4,245,609 | |
| | |
ALS, Ltd. (Australia) | | | 399,900 | | | | 2,988,108 | |
| | |
APM Human Services International, Ltd. (Australia) | | | 2,680,100 | | | | 3,787,344 | |
| | |
Arcadis, N.V. (Netherlands) | | | 137,900 | | | | 5,767,567 | |
| | |
AZ-COM MARUWA Holdings, Inc. (Japan)2 | | | 197,400 | | | | 2,658,220 | |
| | |
BayCurrent Consulting, Inc. (Japan) | | | 42,200 | | | | 1,586,803 | |
| | |
Befesa, S.A. (Luxembourg)1,2 | | | 22,561 | | | | 862,193 | |
| | |
Bodycote PLC (United Kingdom) | | | 554,939 | | | | 4,517,592 | |
| | |
Cleanaway Waste Management, Ltd. (Australia) | | | 1,206,700 | | | | 2,087,574 | |
| | |
Daiei Kankyo Co., Ltd. (Japan) | | | 238,800 | | | | 4,216,823 | |
| | |
Diploma PLC (United Kingdom) | | | 127,500 | | | | 4,839,492 | |
| | |
Hensoldt AG (Germany) | | | 96,000 | | | | 3,153,102 | |
| | |
Howden Joinery Group PLC (United Kingdom) | | | 356,263 | | | | 2,910,801 | |
| | |
Interpump Group S.P.A. (Italy) | | | 34,257 | | | | 1,905,269 | |
| | |
IPH, Ltd. (Australia) | | | 1,149,640 | | | | 6,028,442 | |
| | |
Meitec Corp. (Japan) | | | 181,100 | | | | 3,124,857 | |
| | |
Nexans, S.A. (France) | | | 41,600 | | | | 3,607,571 | |
| | |
Organo Corp. (Japan) | | | 177,500 | | | | 5,246,984 | |
| | |
Rotork PLC (United Kingdom) | | | 1,651,300 | | | | 6,398,206 | |
| | |
Saab AB, Class B (Sweden) | | | 112,600 | | | | 6,095,715 | |
| | |
SGL Carbon SE (Germany)*,2 | | | 107,400 | | | | 990,110 | |
| | |
SMS Co., Ltd. (Japan) | | | 156,300 | | | | 3,143,408 | |
| | |
SPIE, S.A. (France)2 | | | 163,000 | | | | 5,271,272 | |
| | |
THK Co., Ltd. (Japan) | | | 70,100 | | | | 1,442,854 | |
| | |
Valmet Oyj (Finland)2 | | | 158,600 | | | | 4,414,869 | |
| | |
Total Industrials | | | | | | | 91,290,785 | |
| | |
Information Technology - 8.2% | | | | | | | | |
| | |
Accton Technology Corp. (Taiwan) | | | 273,300 | | | | 3,074,135 | |
| | |
CyberArk Software, Ltd. (Israel)* | | | 26,500 | | | | 4,142,745 | |
| | |
Fortnox AB (Sweden) | | | 272,900 | | | | 1,611,443 | |
| | |
Indra Sistemas, S.A. (Spain)2 | | | 120,100 | | | | 1,519,351 | |
| | |
Keywords Studios PLC (Ireland) | | | 178,771 | | | | 4,109,409 | |
| | |
Nova, Ltd. (Israel)* | | | 20,700 | | | | 2,428,110 | |
| | |
Socionext, Inc. (Japan) | | | 8,700 | | | | 1,276,499 | |
The accompanying notes are an integral part of these financial statements.
14
| | |
| | AMG TimesSquare International Small Cap Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| |
Information Technology - 8.2% (continued) | | | | | |
| | |
Sopra Steria Group SACA (France) | | | 31,393 | | | | $6,267,466 | |
| | |
Total Information Technology | | | | | | | 24,429,158 | |
| | |
Materials - 4.0% | | | | | | | | |
| | |
Fuso Chemical Co., Ltd. (Japan) | | | 77,700 | | | | 2,443,970 | |
| | |
Huhtamaki Oyj (Finland)2 | | | 125,300 | | | | 4,112,164 | |
| | |
Osisko Gold Royalties, Ltd. (Canada) | | | 139,200 | | | | 2,139,356 | |
| | |
Verallia, S.A. (France)1 | | | 81,500 | | | | 3,061,315 | |
| | |
Total Materials | | | | | | | 11,756,805 | |
| | |
Real Estate - 1.9% | | | | | | | | |
| | |
Safestore Holdings PLC, REIT (United Kingdom) | | | 302,500 | | | | 3,274,291 | |
| | |
The UNITE Group PLC, REIT (United Kingdom) | | | 222,900 | | | | 2,469,146 | |
| | |
Total Real Estate | | | | | | | 5,743,437 | |
| | |
Utilities - 1.5% | | | | | | | | |
| | |
Nippon Gas Co., Ltd. (Japan) | | | 322,500 | | | | 4,539,939 | |
| | |
Total Common Stocks
(Cost $251,964,332) | | | | | | | 281,887,099 | |
| | |
Preferred Stock - 1.0% | | | | | | | | |
| | |
Industrials - 1.0% | | | | | | | | |
| | |
Jungheinrich AG, 2.190% (Germany) | | | 80,200 | | | | 2,940,085 | |
| | |
Total Preferred Stock (Cost $2,824,859) | | | | | | | 2,940,085 | |
| | |
| | Principal Amount | | | | |
| | |
Short-Term Investments - 7.0% | | | | | | | | |
| |
Joint Repurchase Agreements - 4.1%3 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,530,512 (collateralized by various U.S. Government Agency Obligations, 2.000% -6.500%, 04/01/35 - 09/01/61, totaling $1,560,464) | | | $1,529,867 | | | | 1,529,867 | |
| | |
Cantor Fitzgerald Securities, Inc., dated 06/30/23, due 07/03/23, 5.080% total to be received $2,077,303 (collateralized by various U.S. Government Agency Obligations, 0.000% - 7.500%, 10/13/23 - 02/20/73, totaling $2,117,953) | | | 2,076,424 | | | | 2,076,424 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $3,062,789 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 -05/20/53, totaling $3,122,728) | | | $3,061,498 | | | | $3,061,498 | |
| | |
Santander U.S. Capital Markets LLC, dated 06/30/23, due 07/03/23, 5.140% total to be received $3,001,553 (collateralized by various U.S. Government Agency Obligations, 2.130% -6.464%, 09/25/24 - 04/20/71, totaling $3,060,273) | | | 3,000,268 | | | | 3,000,268 | |
| | |
State of Wisconsin Investment Board, dated 06/30/23, due 07/03/23, 5.150% total to be received $2,577,321 (collateralized by various U.S. Treasuries, 0.125% - 3.875%, 07/15/25 -02/15/51, totaling $2,627,801) | | | 2,576,215 | | | | 2,576,215 | |
| | |
Total Joint Repurchase Agreements | | | | | | | 12,244,272 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 2.9% | | | | | |
| | |
Dreyfus Government Cash Management Fund, Institutional Shares, 5.00%4 | | | 3,398,950 | | | | 3,398,950 | |
| | |
Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%4 | | | 5,098,427 | | | | 5,098,427 | |
| | |
Total Other Investment Companies | | | | | | | 8,497,377 | |
| | |
Total Short-Term Investments (Cost $20,741,649) | | | | | | | 20,741,649 | |
| |
Total Investments - 102.8% (Cost $275,530,840) | | | | 305,568,833 | |
| |
Other Assets, less Liabilities - (2.8)% | | | | (8,360,294 | ) |
| | |
Net Assets - 100.0% | | | | | | | $297,208,539 | |
| | |
| | | | | | | | |
* | Non-income producing security. |
1 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $12,422,865 or 4.2% of net assets. |
2 | Some of these securities, amounting to $13,367,042 or 4.5% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
3 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
4 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
REIT Real | Estate Investment Trust |
The accompanying notes are an integral part of these financial statements.
15
| | |
| | AMG TimesSquare International Small Cap Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Industrials | | | $8,763,201 | | | | $82,527,584 | | | | — | | | | $91,290,785 | |
| | | | |
Financials | | | 3,125,980 | | | | 28,180,803 | | | | — | | | | 31,306,783 | |
| | | | |
Consumer Staples | | | 7,461,115 | | | | 21,264,847 | | | | — | | | | 28,725,962 | |
| | | | |
Consumer Discretionary | | | 7,466,396 | | | | 20,469,093 | | | | — | | | | 27,935,489 | |
| | | | |
Health Care | | | — | | | | 24,626,701 | | | | — | | | | 24,626,701 | |
| | | | |
Information Technology | | | 10,680,264 | | | | 13,748,894 | | | | — | | | | 24,429,158 | |
| | | | |
Communication Services | | | — | | | | 23,118,412 | | | | — | | | | 23,118,412 | |
| | | | |
Materials | | | 2,139,356 | | | | 9,617,449 | | | | — | | | | 11,756,805 | |
| | | | |
Energy | | | 870,803 | | | | 7,542,825 | | | | — | | | | 8,413,628 | |
| | | | |
Real Estate | | | — | | | | 5,743,437 | | | | — | | | | 5,743,437 | |
| | | | |
Utilities | | | — | | | | 4,539,939 | | | | — | | | | 4,539,939 | |
| | | | |
Preferred Stock | | | | | | | | | | | | | | | | |
| | | | |
Industrials | | | — | | | | 2,940,085 | | | | — | | | | 2,940,085 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 12,244,272 | | | | — | | | | 12,244,272 | |
| | | | |
Other Investment Companies | | | 8,497,377 | | | | — | | | | — | | | | 8,497,377 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investment in Securities | | | $49,004,492 | | | | $256,564,341 | | | | — | | | | $305,568,833 | |
| | | | | | | | | | | | | | | | |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Australia | | 10.0 |
| |
Canada | | 3.7 |
| |
Cayman Islands | | 1.1 |
| |
Denmark | | 2.3 |
| |
Finland | | 3.0 |
| |
France | | 9.7 |
| |
Germany | | 4.4 |
| |
Ireland | | 2.9 |
| |
Israel | | 2.3 |
| |
Italy | | 2.5 |
| |
Japan | | 28.4 |
| | |
Country | | % of Long-Term Investments |
| |
Luxembourg | | 0.3 |
| |
Netherlands | | 2.0 |
| |
Norway | | 0.4 |
| |
Spain | | 4.0 |
| |
Sweden | | 3.3 |
| |
Switzerland | | 0.8 |
| |
Taiwan | | 1.1 |
| |
United Kingdom | | 16.3 |
| |
Uruguay | | 1.5 |
| |
| | |
| |
| | 100.0 |
| |
| | |
The accompanying notes are an integral part of these financial statements.
16
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | |
Sector | | %of Net Assets | |
| |
Information Technology | | | 23.0 | |
| |
Consumer Discretionary | | | 18.0 | |
| |
Financials | | | 13.5 | |
| |
Health Care | | | 12.9 | |
| |
Industrials | | | 11.7 | |
| |
Communication Services | | | 9.4 | |
| |
Materials | | | 4.9 | |
| |
Real Estate | | | 3.2 | |
| |
Consumer Staples | | | 2.3 | |
| |
Energy | | | 1.8 | |
| |
Other Assets, less Liabilities | | | (0.7 | ) |
TOP TEN HOLDINGS
| | |
Security Name | | %of Net Assets |
| |
KINX, Inc. (South Korea) | | 2.0 |
| |
Green World FinTech Service Co., Ltd. (Taiwan) | | 2.0 |
| |
Jeisys Medical, Inc. (South Korea) | | 1.9 |
| |
PharmaResearch Co., Ltd. (South Korea) | | 1.9 |
| |
Andes Technology Corp. (Taiwan) | | 1.9 |
| |
AKR Corporindo Tbk PT (Indonesia) | | 1.8 |
| |
Metrodata Electronics Tbk PT (Indonesia) | | 1.7 |
| |
eCloudvalley Digital Technology Co., Ltd. (Taiwan) | | 1.7 |
| |
Kalyan Jewellers India, Ltd. (India) | | 1.6 |
| |
SFA Engineering Corp. (South Korea) | | 1.6 |
| | |
| |
Top Ten as a Group | | 18.1 |
| | |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
17
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Common Stocks - 100.0% | | | | | |
| | |
Communication Services - 9.4% | | | | | | | | |
| | |
AL Yah Satellite Communications Co.-PJSC-Yah | | | | | | | | |
| | |
Sat (United Arab Emirates) | | | 19,900 | | | | $13,816 | |
| | |
Arabian Contracting Services Co. (Saudi Arabia) | | | 400 | | | | 18,994 | |
| | |
Converge ICT Solutions, Inc. (Philippines)* | | | 94,400 | | | | 18,718 | |
| | |
KINX, Inc. (South Korea) | | | 700 | | | | 34,764 | |
| | |
Megacable Holdings SAB de CV (Mexico) | | | 8,100 | | | | 18,768 | |
| | |
The One Enterprise Public Co., Ltd. (Thailand) | | | 130,300 | | | | 19,339 | |
| | |
Railtel Corp. of India, Ltd. (India) | | | 16,900 | | | | 26,996 | |
| | |
TIME dotCom Bhd (Malaysia) | | | 9,700 | | | | 10,819 | |
| | |
Total Communication Services | | | | | | | 162,214 | |
| | |
Consumer Discretionary - 18.0% | | | | | | | | |
| | |
AEON Motor Co., Ltd. (Taiwan) | | | 13,100 | | | | 16,003 | |
| | |
Alamar Foods (Saudi Arabia) | | | 600 | | | | 20,956 | |
| | |
Apollo Tyres, Ltd. (India) | | | 4,200 | | | | 20,859 | |
| | |
Arcos Dorados Holdings, Inc., Class A (Uruguay) | | | 1,800 | | | | 18,450 | |
| | |
China Automotive Engineering Research Institute Co., Ltd., Class A (China) | | | 4,900 | | | | 13,951 | |
| | |
Despegar.com Corp. (Argentina)* | | | 2,900 | | | | 20,445 | |
| | |
JUMBO SA (Greece) | | | 800 | | | | 21,998 | |
| | |
Kalyan Jewellers India, Ltd. (India)* | | | 15,563 | | | | 27,980 | |
| | |
Minor International PCL (Thailand) | | | 21,800 | | | | 21,110 | |
| | |
momo.com, Inc. (Taiwan) | | | 32 | | | | 709 | |
| | |
MR DIY Group M Bhd (Malaysia)1 | | | 58,500 | | | | 19,960 | |
| | |
OPAP, S.A. (Greece) | | | 1,300 | | | | 22,670 | |
| | |
Raymond, Ltd. (India) | | | 1,100 | | | | 22,779 | |
| | |
Restaurant Brands Asia, Ltd. (India)* | | | 10,923 | | | | 14,363 | |
| | |
Tam Jai International Co., Ltd. (Hong Kong) | | | 107,100 | | | | 24,673 | |
| | |
Varroc Engineering, Ltd. (India)*,1 | | | 5,400 | | | | 22,234 | |
| | |
Total Consumer Discretionary | | | | | | | 309,140 | |
| | |
Consumer Staples - 2.3% | | | | | | | | |
| | |
Coca-Cola Icecek A.S. (Turkey) | | | 1,100 | | | | 11,142 | |
| | |
Dada Nexus, Ltd., ADR (China)* | | | 2,000 | | | | 10,620 | |
| | |
Fraser & Neave Holdings Bhd (Malaysia) | | | 3,300 | | | | 17,854 | |
| | |
Total Consumer Staples | | | | | | | 39,616 | |
| | |
Energy - 1.8% | | | | | | | | |
| | |
AKR Corporindo Tbk PT (Indonesia) | | | 333,000 | | | | 31,592 | |
| | |
Financials - 13.5% | | | | | | | | |
| | |
Bangkok Commercial Asset Management PCL (Thailand) | | | 55,700 | | | | 16,841 | |
| | |
BSE, Ltd. (India) | | | 3,100 | | | | 23,053 | |
| | |
Central Depository Services India, Ltd. (India) | | | 1,400 | | | | 18,988 | |
| | |
The Co. for Cooperative Insurance (Saudi Arabia) | | | 600 | | | | 22,396 | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| | |
Green World FinTech Service Co., Ltd. (Taiwan) | | | 1,987 | | | | $33,512 | |
| | |
One 97 Communications, Ltd. (India)* | | | 2,000 | | | | 21,203 | |
| | |
Patria Investments, Ltd., Class A (Cayman Islands) | | | 900 | | | | 12,870 | |
| | |
PB Fintech, Ltd. (India)* | | | 2,800 | | | | 23,843 | |
| | |
Prudent Corporate Advisory Services, Ltd. (India) | | | 2,000 | | | | 24,008 | |
| | |
Tracxn Technologies, Ltd. (India)* | | | 11,621 | | | | 11,496 | |
| | |
Yeahka, Ltd. (China)* | | | 10,500 | | | | 23,542 | |
| | |
Total Financials | | | | | | | 231,752 | |
| | |
Health Care - 12.9% | | | | | | | | |
| | |
Arrail Group, Ltd. (China)*,1 | | | 17,800 | | | | 17,059 | |
| | |
Bora Pharmaceuticals Co., Ltd. (Taiwan) | | | 800 | | | | 20,039 | |
| | |
Hypera, S.A. (Brazil) | | | 2,400 | | | | 23,127 | |
| | |
Jeisys Medical, Inc. (South Korea)* | | | 4,200 | | | | 33,091 | |
| | |
Jinxin Fertility Group, Ltd. (China)1 | | | 34,500 | | | | 18,300 | |
| | |
Lotus Pharmaceutical Co., Ltd. (Taiwan) | | | 1,200 | | | | 12,590 | |
| | |
PharmaResearch Co., Ltd. (South Korea) | | | 300 | | | | 32,861 | |
| | |
Rainbow Children’s Medicare, Ltd. (India) | | | 1,300 | | | | 15,272 | |
| | |
Shanghai Kindly Medical Instruments Co., Ltd., Class H (China) | | | 3,800 | | | | 12,511 | |
| | |
T&L Co., Ltd. (South Korea) | | | 600 | | | | 24,869 | |
| | |
Universal Vision Biotechnology Co., Ltd. (Taiwan)* | | | 836 | | | | 11,419 | |
| | |
Total Health Care | | | | | | | 221,138 | |
| | |
Industrials - 11.0% | | | | | | | | |
| | |
Allcargo Logistics, Ltd. (India) | | | 4,600 | | | | 15,976 | |
| | |
Allcargo Terminals, Ltd. (India)2 | | | 13,900 | | | | 7,288 | |
| | |
Container Corp. Of India, Ltd. (India) | | | 200 | | | | 1,617 | |
| | |
Cowintech Co., Ltd. (South Korea) | | | 836 | | | | 22,822 | |
| | |
GMM Pfaudler, Ltd. (India) | | | 1,000 | | | | 18,074 | |
| | |
Grupo Traxion SAB de CV (Mexico)*,1 | | | 7,700 | | | | 14,629 | |
| | |
Hanwha Aerospace Co., Ltd. (South Korea) | | | 200 | | | | 19,370 | |
| | |
IndiaMart InterMesh, Ltd. (India)1 | | | 400 | | | | 13,750 | |
| | |
InPost, S.A. (Poland)* | | | 1,800 | | | | 19,535 | |
| | |
Maharah Human Resources Co. (Saudi Arabia) | | | 1,560 | | | | 23,524 | |
| | |
SFA Engineering Corp. (South Korea) | | | 1,000 | | | | 27,426 | |
| | |
TransIndia Realty and Logistics (India)2 | | | 13,900 | | | | 5,649 | |
| | |
Total Industrials | | | | | | | 189,660 | |
| | |
Information Technology - 23.0% | | | | | | | | |
| | |
Accton Technology Corp. (Taiwan) | | | 700 | | | | 7,874 | |
| | |
Alchip Technologies, Ltd. (Taiwan) | | | 400 | | | | 23,170 | |
| | |
Andes Technology Corp. (Taiwan) | | | 2,100 | | | | 32,262 | |
| | |
Brogent Technologies, Inc. (Taiwan)* | | | 5,200 | | | | 21,429 | |
| | |
Chinasoft International, Ltd. (China) | | | 37,800 | | | | 23,839 | |
| | |
Chindata Group Holdings, Ltd., ADR (China)* | | | 2,700 | | | | 19,332 | |
The accompanying notes are an integral part of these financial statements.
18
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Information Technology - 23.0% | | | | | | | | |
(continued) | | | | | | | | |
| | |
Cyient, Ltd. (India) | | | 1,400 | | | | $25,657 | |
| | |
eCloudvalley Digital Technology Co., Ltd. (Taiwan) | | | 5,951 | | | | 28,689 | |
| | |
Elite Material Co., Ltd. (Taiwan) | | | 1,800 | | | | 14,138 | |
| | |
Eo Technics Co., Ltd. (South Korea) | | | 100 | | | | 8,568 | |
| | |
Intellian Technologies, Inc. (South Korea) | | | 400 | | | | 22,426 | |
| | |
LiveChat Software, S.A. (Poland) | | | 300 | | | | 9,510 | |
| | |
Locaweb Servicos de Internet, S.A. (Brazil)1 | | | 11,300 | | | | 20,272 | |
| | |
Metrodata Electronics Tbk PT (Indonesia) | | | 848,800 | | | | 29,723 | |
| | |
Route Mobile, Ltd. (India) | | | 1,382 | | | | 26,898 | |
| | |
Tong Hsing Electronic Industries, Ltd. (Taiwan) | | | 3,400 | | | | 20,066 | |
| | |
TOTVS, S.A. (Brazil) | | | 3,259 | | | | 20,494 | |
| | |
Venustech Group, Inc., Class A (China) | | | 3,400 | | | | 13,957 | |
| | |
WinWay Technology Co., Ltd. (Taiwan) | | | 500 | | | | 12,536 | |
| | |
WONIK IPS Co., Ltd. (South Korea) | | | 600 | | | | 15,033 | |
| | |
Total Information Technology | | | | | | | 395,873 | |
| | |
Materials - 4.9% | | | | | | | | |
| | |
Dongsung Finetec Co., Ltd. (South Korea) | | | 2,100 | | | | 19,774 | |
| | |
EPL, Ltd. (India) | | | 10,000 | | | | 26,212 | |
| | |
Samator Indo Gas Tbk PT (Indonesia) | | | 190,100 | | | | 23,838 | |
| | |
SKC Co., Ltd. (South Korea) | | | 200 | | | | 14,918 | |
| | |
Total Materials | | | | | | | 84,742 | |
* | Non-income producing security. |
1 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $126,204 or 7.3% of net assets. |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Real Estate - 3.2% | | | | | | | | |
| | |
Cencosud Shopping, S.A. (Chile) | | | 8,200 | | | | $14,769 | |
| | |
Corp. Inmobiliaria Vesta SAB de CV (Mexico) | | | 5,000 | | | | 16,229 | |
| | |
Multiplan Empreendimentos Imobiliarios, S.A. (Brazil) | | | 4,100 | | | | 23,770 | |
| | |
Total Real Estate | | | | | | | 54,768 | |
| | |
Total Common Stocks | | | | | | | | |
(Cost $1,489,216) | | | | | | | 1,720,495 | |
| | |
Rights - 0.0%# | | | | | | | | |
| |
Information Technology - 0.0%# | | | | | |
| | |
Intellian Technologies, Inc. (excercise price 58,300.00 South Korean Won), 07/13/23, (South Korea)* (Cost $0) | | | 50 | | | | 573 | |
| | |
Participation Notes - 0.7% | | | | | | | | |
| |
Industrials - 0.7% | | | | | |
| | |
Masan Group Corp., 11/24/23 (JPMorgan) (Vietnam) | | | 3,940 | | | | 12,594 | |
| | |
Total Participation Notes | | | | | | | | |
(Cost $8,149) | | | | | | | 12,594 | |
| | |
Total Investments - 100.7% | | | | | | | | |
(Cost $1,497,365) | | | | | | | 1,733,662 | |
| | |
Other Assets, less Liabilities - (0.7)% | | | | | | | (12,544) | |
| | |
Net Assets - 100.0% | | | | | | | $1,721,118 | |
2 | Security’s value was determined by using significant unobservable inputs. |
ADR American Depositary Receipt
The accompanying notes are an integral part of these financial statements.
19
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Information Technology | | | $89,821 | | | | $306,052 | | | | — | | | | $395,873 | |
| | | | |
Consumer Discretionary | | | 81,849 | | | | 227,291 | | | | — | | | | 309,140 | |
| | | | |
Financials | | | 35,266 | | | | 196,486 | | | | — | | | | 231,752 | |
| | | | |
Health Care | | | 52,697 | | | | 168,441 | | | | — | | | | 221,138 | |
| | | | |
Industrials | | | 14,629 | | | | 162,094 | | | | $12,937 | | | | 189,660 | |
| | | | |
Communication Services | | | 32,584 | | | | 129,630 | | | | — | | | | 162,214 | |
| | | | |
Materials | | | 23,838 | | | | 60,904 | | | | — | | | | 84,742 | |
| | | | |
Real Estate | | | 54,768 | | | | — | | | | — | | | | 54,768 | |
| | | | |
Consumer Staples | | | 10,620 | | | | 28,996 | | | | — | | | | 39,616 | |
| | | | |
Energy | | | — | | | | 31,592 | | | | — | | | | 31,592 | |
| | | | |
Rights† | | | — | | | | 573 | | | | — | | | | 573 | |
| | | | |
Participation Notes† | | | — | | | | 12,594 | | | | — | | | | 12,594 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investment in Securities | | | $396,072 | | | | $1,324,653 | | | | $12,937 | | | | $1,733,662 | |
| | | | | | | | | | | | | | | | |
† | All participation notes and rights held in the Fund are Level 2 securities. For a detailed breakout of participation notes and rights by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
The accompanying notes are an integral part of these financial statements.
20
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Schedule of Portfolio Investments (continued) |
The following table below is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value at June 30, 2023:
| | | | |
| | Common Stock |
Balance as of December 31, 2022 | | | — | |
| |
Accrued discounts (premiums) | | | — | |
| |
Realized gain (loss) | | | — | |
| |
Change in unrealized appreciation/depreciation | | | — | |
| |
Spin-off Corporate Actions | | $ | 12,937 | |
| |
Purchases | | | — | |
| |
Sales | | | — | |
| |
Transfers in to Level 3 | | | — | |
| |
Transfers out of Level 3 | | | | |
Balance as of June 30, 2023 | | $ | 12,937 | |
| |
| | | | |
| |
Net change in unrealized appreciation/depreciation on investments still held at June 30, 2023 | | | — | |
| | | | | | | | | | | | |
| | Quantitative Information about Level 3 Fair Value Measurements | | | | |
| | | | | | |
| | Fair Value as of June 30, 2023 | | Valuation Technique(s) | | Unobservable Inputs(s) | | Range | | Median | | Impact to Valuation from an Increase in Input(a) |
| | | | | | |
Common Stock | | $12,937 | | Market Approach | | Price decline of parent company post Spin-off | | N/A | | N/A | | Decrease |
(a) | Represents the directional change in the fair value of the Level 3 investments that could have resulted from an increase in the corresponding input as of period end. A decrease to the unobservable input would have had the opposite effect. Significant changes in these inputs may have resulted in a significantly higher or lower fair value measurement at period end. |
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Argentina | | 1.2 |
| |
Brazil | | 5.1 |
| |
Cayman Islands | | 0.7 |
| |
Chile | | 0.8 |
| |
China | | 8.8 |
| |
Greece | | 2.6 |
| |
Hong Kong | | 1.4 |
| |
India | | 23.9 |
| |
Indonesia | | 4.9 |
| |
Malaysia | | 2.8 |
| |
Mexico | | 2.9 |
| |
Philippines | | 1.1 |
| | |
Country | | % of Long-Term Investments |
| |
Poland | | 1.7 |
| |
Saudi Arabia | | 5.0 |
| |
South Korea | | 15.9 |
| |
Taiwan | | 14.7 |
| |
Thailand | | 3.3 |
| |
Turkey | | 0.6 |
| |
United Arab Emirates | | 0.8 |
| |
Uruguay | | 1.1 |
| |
Vietnam | | 0.7 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
21
| | |
| | AMG TimesSquare Global Small Cap Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | | | |
Sector | | %of Net Assets | |
| |
Industrials | | | 33.0 | |
| |
Financials | | | 14.0 | |
| |
Information Technology | | | 13.7 | |
| |
Consumer Discretionary | | | 12.9 | |
| |
Consumer Staples | | | 9.7 | |
| |
Health Care | | | 7.3 | |
| |
Communication Services | | | 4.1 | |
| |
Materials | | | 2.3 | |
| |
Energy | | | 2.0 | |
| |
Real Estate | | | 1.2 | |
| |
Utilities | | | 1.1 | |
| |
Short-Term Investments | | | 0.5 | |
| |
Other Assets, less Liabilities | | | (1.8 | ) |
TOP TEN HOLDINGS
| | |
Security Name | | %of Net Assets |
| |
Casella Waste Systems, Inc., Class A (United States) | | 3.2 |
| |
Steadfast Group, Ltd. (Australia) | | 2.5 |
| |
Esab Corp. (United States) | | 2.4 |
| |
Chemed Corp. (United States) | | 2.4 |
| |
Performance Food Group Co. (United States) | | 2.3 |
| |
CyberArk Software, Ltd. (Israel) | | 2.1 |
| |
Internet Initiative Japan, Inc. (Japan) | | 2.0 |
| |
WNS Holdings, Ltd., ADR (India) | | 1.9 |
| |
EMCOR Group, Inc. (United States) | | 1.9 |
| |
Nice, Ltd., Sponsored ADR (Israel) | | 1.8 |
| |
| | |
| |
Top Ten as a Group | | 22.5 |
| | |
| | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
22
| | |
| | AMG TimesSquare Global Small Cap Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Common Stocks - 101.3% | | | | | |
| | |
Communication Services - 4.1% | | | | | | | | |
| | |
Auto Trader Group PLC (United Kingdom)1 | | | 1,300 | | | | $10,094 | |
| | |
Integral Ad Science Holding Corp. (United States)* | | | 775 | | | | 13,935 | |
| | |
Internet Initiative Japan, Inc. (Japan) | | | 1,800 | | | | 33,930 | |
| | |
Kadokawa Corp. (Japan) | | | 450 | | | | 10,794 | |
| | |
Total Communication Services | | | | | | | 68,753 | |
| | |
Consumer Discretionary - 12.9% | | | | | | | | |
| | |
Arcos Dorados Holdings, Inc., Class A (Uruguay) | | | 1,700 | | | | 17,425 | |
| | |
Brunswick Corp. (United States) | | | 200 | | | | 17,328 | |
| | |
CIE Automotive, S.A. (Spain) | | | 800 | | | | 24,477 | |
| | |
Dalata Hotel Group PLC (Ireland)* | | | 3,700 | | | | 18,761 | |
| | |
Games Workshop Group PLC (United Kingdom) | | | 100 | | | | 13,877 | |
| | |
Goldwin, Inc. (Japan) | | | 150 | | | | 12,771 | |
| | |
Hilton Grand Vacations, Inc. (United States)*,2 | | | 600 | | | | 27,264 | |
| | |
momo.com, Inc. (Taiwan) | | | 308 | | | | 6,826 | |
| | |
Planet Fitness, Inc., Class A (United States)* | | | 300 | | | | 20,232 | |
| | |
Spin Master Corp. (Canada)1 | | | 500 | | | | 13,229 | |
| | |
Topgolf Callaway Brands Corp. (United States)*,2 | | | 925 | | | | 18,361 | |
| | |
Visteon Corp. (United States)* | | | 200 | | | | 28,722 | |
| | |
Total Consumer Discretionary | | | | | | | 219,273 | |
| | |
Consumer Staples - 9.7% | | | | | | | | |
| | |
Kobe Bussan Co., Ltd. (Japan) | | | 625 | | | | 16,222 | |
| | |
Lawson, Inc. (Japan) | | | 300 | | | | 13,302 | |
| | |
MatsukiyoCocokara & Co. (Japan) | | | 500 | | | | 28,086 | |
| | |
Performance Food Group Co. (United States)* | | | 650 | | | | 39,156 | |
| | |
Rohto Pharmaceutical Co., Ltd. (Japan) | | | 875 | | | | 19,725 | |
| | |
Tate & Lyle PLC (United Kingdom) | | | 2,800 | | | | 25,816 | |
| | |
Viscofan, S.A. (Spain) | | | 325 | | | | 22,464 | |
| | |
Total Consumer Staples | | | | | | | 164,771 | |
| | |
Energy - 2.0% | | | | | | | | |
| | |
Pason Systems, Inc. (Canada) | | | 600 | | | | 5,204 | |
| | |
Technip Energies, N.V. (France) | | | 800 | | | | 18,429 | |
| | |
TGS ASA (Norway) | | | 700 | | | | 10,431 | |
| | |
Total Energy | | | | | | | 34,064 | |
| | |
Financials - 14.0% | | | | | | | | |
| | |
FinecoBank Banca Fineco S.P.A. (Italy) | | | 900 | | | | 12,115 | |
| | |
Jack Henry & Associates, Inc. (United States) | | | 150 | | | | 25,099 | |
| | |
Nordnet AB publ (Sweden) | | | 800 | | | | 10,718 | |
| | |
Patria Investments, Ltd., | | | | | | | | |
| | |
Class A (Cayman Islands) | | | 1,100 | | | | 15,730 | |
| | |
PJT Partners, Inc., Class A (United States) | | | 300 | | | | 20,892 | |
| | |
RenaissanceRe Holdings, Ltd. (Bermuda) | | | 150 | | | | 27,978 | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| | |
St James’s Place PLC (United Kingdom) | | | 1,300 | | | | $17,978 | |
| | |
Steadfast Group, Ltd. (Australia) | | | 10,425 | | | | 41,784 | |
| | |
Topdanmark AS (Denmark) | | | 400 | | | | 19,663 | |
| | |
Webster Financial Corp. (United States) | | | 800 | | | | 30,200 | |
| | |
Zenkoku Hosho Co., Ltd. (Japan) | | | 475 | | | | 16,517 | |
| | |
Total Financials | | | | | | | 238,674 | |
| | |
Health Care - 7.3% | | | | | | | | |
| | |
ALK-Abello A/S (Denmark)* | | | 900 | | | | 9,834 | |
| | |
Amplifon S.P.A. (Italy) | | | 300 | | | | 11,004 | |
| | |
As One Corp. (Japan) | | | 200 | | | | 7,936 | |
| | |
Chemed Corp. (United States) | | | 75 | | | | 40,625 | |
| | |
Encompass Health Corp. (United States) | | | 350 | | | | 23,699 | |
| | |
Nakanishi, Inc. (Japan) | | | 800 | | | | 17,716 | |
| | |
Reata Pharmaceuticals, Inc., Class A (United States)* | | | 125 | | | | 12,745 | |
| | |
Total Health Care | | | | | | | 123,559 | |
| | |
Industrials - 33.0% | | | | | | | | |
| | |
Ag Growth International, Inc. (Canada) | | | 550 | | | | 21,037 | |
| | |
Arcadis, N.V. (Netherlands) | | | 300 | | | | 12,547 | |
| | |
AZ-COM MARUWA Holdings, Inc. (Japan) | | | 900 | | | | 12,120 | |
| | |
The AZEK Co., Inc. (United States)* | | | 900 | | | | 27,261 | |
| | |
Casella Waste Systems, Inc., Class A (United States)* | | | 600 | | | | 54,270 | |
| | |
Daiei Kankyo Co., Ltd. (Japan) | | | 700 | | | | 12,361 | |
| | |
Diploma PLC (United Kingdom) | | | 400 | | | | 15,183 | |
| | |
EMCOR Group, Inc. (United States) | | | 175 | | | | 32,337 | |
| | |
Esab Corp. (United States) | | | 625 | | | | 41,587 | |
| | |
Exponent, Inc. (United States) | | | 300 | | | | 27,996 | |
| | |
Hexcel Corp. (United States) | | | 350 | | | | 26,607 | |
| | |
Interpump Group S.P.A. (Italy) | | | 200 | | | | 11,123 | |
| | |
IPH, Ltd. (Australia) | | | 3,921 | | | | 20,561 | |
| | |
KION Group AG (Germany) | | | 266 | | | | 10,723 | |
| | |
Marten Transport, Ltd. (United States) | | | 900 | | | | 19,350 | |
| | |
Nexans, S.A. (France) | | | 225 | | | | 19,512 | |
| | |
Regal Rexnord Corp. (United States) | | | 150 | | | | 23,085 | |
| | |
Rotork PLC (United Kingdom) | | | 4,600 | | | | 17,823 | |
| | |
Saab AB, Class B (Sweden) | | | 400 | | | | 21,654 | |
| | |
SMS Co., Ltd. (Japan) | | | 600 | | | | 12,067 | |
| | |
Tetra Tech, Inc. (United States) | | | 100 | | | | 16,374 | |
| | |
Valmet Oyj (Finland)2 | | | 550 | | | | 15,310 | |
| | |
The Weir Group PLC (United Kingdom) | | | 1,300 | | | | 29,023 | |
| | |
WillScot Mobile Mini Holdings Corp. (United States)* | | | 600 | | | | 28,674 | |
The accompanying notes are an integral part of these financial statements.
23
| | |
| | AMG TimesSquare Global Small Cap Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Industrials - 33.0% (continued) | | | | | | | | |
| | |
WNS Holdings, Ltd., ADR (India)* | | | 450 | | | | $33,174 | |
| | |
Total Industrials | | | | | | | 561,759 | |
| | |
Information Technology - 13.7% | | | | | | | | |
| | |
Accton Technology Corp. (Taiwan) | | | 900 | | | | 10,123 | |
| | |
CyberArk Software, Ltd. (Israel)* | | | 225 | | | | 35,174 | |
| | |
Fortnox AB (Sweden) | | | 2,000 | | | | 11,810 | |
| | |
Keywords Studios PLC (Ireland) | | | 600 | | | | 13,792 | |
| | |
MACOM Technology Solutions Holdings, Inc. (United States)* | | | 350 | | | | 22,935 | |
| | |
Nice, Ltd., Sponsored ADR (Israel)* | | | 150 | | | | 30,975 | |
| | |
Onto Innovation, Inc. (United States)* | | | 125 | | | | 14,559 | |
| | |
Simplex Holdings, Inc. (Japan) | | | 1,500 | | | | 27,492 | |
| | |
Sopra Steria Group SACA (France) | | | 100 | | | | 19,965 | |
| | |
Synaptics, Inc. (United States)* | | | 350 | | | | 29,883 | |
| | |
TOTVS, S.A. (Brazil) | | | 2,583 | | | | 16,243 | |
| | |
Total Information Technology | | | | | | | 232,951 | |
| | |
Materials - 2.3% | | | | | | | | |
| | |
Avient Corp. (United States) | | | 450 | | | | 18,405 | |
| | |
Huhtamaki Oyj (Finland)2 | | | 300 | | | | 9,845 | |
| | |
Verallia, S.A. (France)1 | | | 300 | | | | 11,269 | |
| | |
Total Materials | | | | | | | 39,519 | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Real Estate - 1.2% | | | | | | | | |
| | |
National Storage Affiliates Trust, REIT (United States) | | | 600 | | | | $20,898 | |
| | |
Utilities - 1.1% | | | | | | | | |
| | |
Nippon Gas Co., Ltd. (Japan) | | | 1,300 | | | | 18,301 | |
| |
Total Common Stocks (Cost $1,536,447) | | | | 1,722,522 | |
| | |
| | Principal Amount | | | | |
| |
Short-Term Investments - 0.5% | | | | | |
| |
Joint Repurchase Agreements - 0.5%3 | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $8,741 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $8,912) | | | $8,737 | | | | 8,737 | |
| | |
Total Short-Term Investments (Cost $8,737) | | | | | | | 8,737 | |
Total Investments - 101.8% (Cost $1,545,184) | | | | | | | 1,731,259 | |
| |
Other Assets, less Liabilities - (1.8)% | | | | (29,879 | ) |
| | |
Net Assets - 100.0% | | | | | | | $1,701,380 | |
* | Non-income producing security. |
1 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of these securities amounted to $34,592 or 2.0% of net assets. |
2 | Some of these securities, amounting to $53,373 or 3.1% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
3 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
ADR American Depositary Receipt
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
24
| | |
| | AMG TimesSquare Global Small Cap Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Industrials | | $ | 351,752 | | | $ | 210,007 | | | | — | | | | $561,759 | |
| | | | |
Financials | | | 119,899 | | | | 118,775 | | | | — | | | | 238,674 | |
| | | | |
Information Technology | | | 163,561 | | | | 69,390 | | | | — | | | | 232,951 | |
| | | | |
Consumer Discretionary | | | 142,561 | | | | 76,712 | | | | — | | | | 219,273 | |
| | | | |
Consumer Staples | | | 64,972 | | | | 99,799 | | | | — | | | | 164,771 | |
| | | | |
Health Care | | | 77,069 | | | | 46,490 | | | | — | | | | 123,559 | |
| | | | |
Communication Services | | | 13,935 | | | | 54,818 | | | | — | | | | 68,753 | |
| | | | |
Materials | | | 18,405 | | | | 21,114 | | | | — | | | | 39,519 | |
| | | | |
Energy | | | 5,204 | | | | 28,860 | | | | — | | | | 34,064 | |
| | | | |
Real Estate | | | 20,898 | | | | — | | | | — | | | | 20,898 | |
| | | | |
Utilities | | | — | | | | 18,301 | | | | — | | | | 18,301 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 8,737 | | | | — | | | | 8,737 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investment in Securities | | $ | 978,256 | | | $ | 753,003 | | | | — | | | $ | 1,731,259 | |
| | | | | | | | | | | | | | | | |
| 1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Australia | | 3.6 |
| |
Bermuda | | 1.6 |
| |
Brazil | | 1.0 |
| |
Canada | | 2.3 |
| |
Cayman Islands | | 0.9 |
| |
Denmark | | 1.7 |
| |
Finland | | 1.5 |
| |
France | | 4.0 |
| |
Germany | | 0.6 |
| |
India | | 1.9 |
| |
Ireland | | 1.9 |
| |
Israel | | 3.8 |
| | |
Country | | % of Long-Term Investments |
| |
Italy | | 2.0 |
| |
Japan | | 15.1 |
| |
Netherlands | | 0.7 |
| |
Norway | | 0.6 |
| |
Spain | | 2.7 |
| |
Sweden | | 2.6 |
| |
Taiwan | | 1.0 |
| |
United Kingdom | | 7.5 |
| |
United States | | 42.0 |
| |
Uruguay | | 1.0 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
25
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | | | | | | | | | | | | | | | | | |
| | AMG TimesSquare Small Cap Growth Fund | | | AMG TimesSquare Mid Cap Growth Fund | | | AMG TimesSquare International Small Cap Fund | | | AMG TimesSquare Emerging Markets Small Cap Fund | | | AMG TimesSquare Global Small Cap Fund | |
| | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investments at value1 (including securities on loan valued at $8,666,735, $57,561,962, $13,367,042, $0, and $53,373, respectively) | | | $193,547,205 | | | | $1,240,088,901 | | | | $305,568,833 | | | | $1,733,662 | | | | $1,731,259 | |
| | | | | |
Foreign currency2 | | | — | | | | — | | | | 4,014,629 | | | | 7,461 | | | | 2,795 | |
| | | | | |
Receivable for investments sold | | | 1,032,908 | | | | 228,840 | | | | 165,399 | | | | 15,697 | | | | 3,765 | |
| | | | | |
Dividend and interest receivables | | | 98,477 | | | | 296,202 | | | | 1,632,574 | | | | 2,832 | | | | 3,098 | |
| | | | | |
Securities lending income receivable | | | 943 | | | | 4,583 | | | | 3,585 | | | | — | | | | 8 | |
| | | | | |
Receivable for Fund shares sold | | | 55,146 | | | | 539,570 | | | | 149,916 | | | | — | | | | — | |
| | | | | |
Receivable from affiliate | | | 6,808 | | | | — | | | | — | | | | 9,609 | | | | 5,714 | |
| | | | | |
Prepaid expenses and other assets | | | 22,118 | | | | 49,234 | | | | 29,518 | | | | 514 | | | | 20 | |
| | | | | |
Total assets | | | 194,763,605 | | | | 1,241,207,330 | | | | 311,564,454 | | | | 1,769,775 | | | | 1,746,659 | |
| | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Payable upon return of securities loaned | | | 3,857,079 | | | | 2,356,938 | | | | 12,244,272 | | | | — | | | | 8,737 | |
| | | | | |
Payable for investments purchased | | | 1,693,487 | | | | 144,527 | | | | 1,423,404 | | | | 6,455 | | | | 1,835 | |
| | | | | |
Payable for Fund shares repurchased | | | 13,794 | | | | 371,983 | | | | 246,903 | | | | — | | | | — | |
| | | | | |
Payable for foreign capital gains tax | | | — | | | | — | | | | — | | | | 5,568 | | | | — | |
| | | | | |
Due to custodian | | | — | | | | — | | | | — | | | | 7,031 | | | | 3,625 | |
| | | | | |
Accrued expenses: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investment advisory and management fees | | | 120,962 | | | | 781,766 | | | | 190,293 | | | | 1,332 | | | | 990 | |
| | | | | |
Administrative fees | | | 22,968 | | | | 148,437 | | | | 38,059 | | | | 210 | | | | 212 | |
| | | | | |
Shareholder service fees | | | 3,031 | | | | 79,694 | | | | 12,926 | | | | — | | | | — | |
| | | | | |
Other | | | 45,324 | | | | 133,820 | | | | 200,058 | | | | 28,061 | | | | 29,880 | |
| | | | | |
Total liabilities | | | 5,756,645 | | | | 4,017,165 | | | | 14,355,915 | | | | 48,657 | | | | 45,279 | |
| | | | | |
Commitments and Contingencies (Notes 2 & 6) | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $189,006,960 | | | | $1,237,190,165 | | | | $297,208,539 | | | | $1,721,118 | | | | $1,701,380 | |
| | | | | |
1 Investments at cost | | | $166,222,320 | | | | $862,493,424 | | | | $275,530,840 | | | | $1,497,365 | | | | $1,545,184 | |
| | | | | |
2 Foreign currency at cost | | | — | | | | — | | | | $3,933,011 | | | | $7,461 | | | | $2,728 | |
The accompanying notes are an integral part of these financial statements.
26
| | |
| | Statement of Assets and Liabilities (continued) |
| | | | | | | | | | | | | | | | | | | | |
| | AMG TimesSquare Small Cap Growth Fund | | | AMG TimesSquare Mid Cap Growth Fund | | | AMG TimesSquare International Small Cap Fund | | | AMG TimesSquare Emerging Markets Small Cap Fund | | | AMG TimesSquare Global Small Cap Fund | |
| | | | | |
Net Assets Represent: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Paid-in capital | | | $174,233,017 | | | | $854,852,495 | | | | $483,164,434 | | | | $2,749,992 | | | | $1,772,273 | |
| | | | | |
Total distributable earnings (loss) | | | 14,773,943 | | | | 382,337,670 | | | | (185,955,895) | | | | (1,028,874) | | | | (70,893) | |
| | | | | |
Net Assets | | | $189,006,960 | | | | $1,237,190,165 | | | | $297,208,539 | | | | $1,721,118 | | | | $1,701,380 | |
| | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $15,291,678 | | | | $401,966,124 | | | | $11,056,816 | | | | $79,213 | | | | $56,929 | |
| | | | | |
Shares outstanding | | | 1,427,197 | | | | 27,171,172 | | | | 783,955 | | | | 8,435 | | | | 5,556 | |
| | | | | |
Net asset value, offering and redemption price per share | | | $10.71 | | | | $14.79 | | | | $14.10 | | | | $9.39 | | | | $10.25 | |
| | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $9,116,267 | | | | $381,047,240 | | | | $138,074,040 | | | | $387,729 | | | | $33,638 | |
| | | | | |
Shares outstanding | | | 796,782 | | | | 24,137,304 | | | | 9,766,057 | | | | 40,887 | | | | 3,265 | |
| | | | | |
Net asset value, offering and redemption price per share | | | $11.44 | | | | $15.79 | | | | $14.14 | | | | $9.48 | | | | $10.30 | |
| | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $164,599,015 | | | | $454,176,801 | | | | $148,077,683 | | | | $1,254,176 | | | | $1,610,813 | |
| | | | | |
Shares outstanding | | | 14,291,171 | | | | 28,612,671 | | | | 10,467,514 | | | | 132,321 | | | | 156,325 | |
| | | | | |
Net asset value, offering and redemption price per share | | | $11.52 | | | | $15.87 | | | | $14.15 | | | | $9.48 | | | | $10.30 | |
The accompanying notes are an integral part of these financial statements.
27
| | |
| | Statement of Operations (unaudited) For the six months ended June 30, 2023 |
| | | | | | | | | | | | | | | | | | | | |
| | AMG TimesSquare Small Cap Growth Fund | | | AMG TimesSquare Mid Cap Growth Fund | | | AMG TimesSquare International Small Cap Fund | | | AMG TimesSquare Emerging Markets Small Cap Fund | | | AMG TimesSquare Global Small Cap Fund | |
| | | | | |
Investment Income: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Dividend income | | | $634,261 | | | | $4,875,977 | | | | $5,558,289 | | | | $44,376 | 1 | | | $17,538 | |
| | | | | |
Interest income | | | 517 | | | | 5,364 | | | | 1,060 | | | | — | | | | — | |
| | | | | |
Securities lending income | | | 6,509 | | | | 23,474 | | | | 15,022 | | | | 3 | | | | 51 | |
| | | | | |
Foreign withholding tax | | | — | | | | (21,406 | ) | | | (533,227 | ) | | | (3,196 | ) | | | (1,726 | ) |
| | | | | |
Total investment income | | | 641,287 | | | | 4,883,409 | | | | 5,041,144 | | | | 41,183 | | | | 15,863 | |
| | | | | |
Expenses: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investment advisory and management fees | | | 852,859 | | | | 4,581,820 | | | | 1,386,692 | | | | 18,761 | | | | 6,193 | |
| | | | | |
Administrative fees | | | 161,935 | | | | 869,966 | | | | 277,338 | | | | 2,962 | | | | 1,327 | |
| | | | | |
Distribution fees - Class N | | | — | | | | — | | | | — | | | | 91 | | | | 70 | |
| | | | | |
Shareholder servicing fees - Class N | | | 31,806 | | | | 378,440 | | | | 13,836 | | | | 55 | | | | — | |
| | | | | |
Shareholder servicing fees - Class I | | | 3,279 | | | | 88,464 | | | | 103,827 | | | | — | | | | — | |
| | | | | |
Professional fees | | | 25,401 | | | | 50,221 | | | | 30,504 | | | | 20,335 | | | | 17,240 | |
| | | | | |
Custodian fees | | | 22,200 | | | | 58,361 | | | | 89,129 | | | | 34,822 | | | | 17,860 | |
| | | | | |
Registration fees | | | 17,904 | | | | 33,079 | | | | 27,903 | | | | 545 | | | | 534 | |
| | | | | |
Trustee fees and expenses | | | 8,533 | | | | 42,508 | | | | 14,814 | | | | 173 | | | | 64 | |
| | | | | |
Reports to shareholders | | | 5,087 | | | | 41,671 | | | | 36,715 | | | | 983 | | | | 996 | |
| | | | | |
Transfer agent fees | | | 4,363 | | | | 23,381 | | | | 16,100 | | | | 356 | | | | 211 | |
| | | | | |
Interest expense | | | 2,036 | | | | — | | | | 28,366 | | | | 1,577 | | | | 11 | |
| | | | | |
Miscellaneous | | | 6,525 | | | | 26,534 | | | | 12,460 | | | | 1,337 | | | | 1,271 | |
| | | | | |
Total expenses before offsets | | | 1,141,928 | | | | 6,194,445 | | | | 2,037,684 | | | | 81,997 | | | | 45,777 | |
| | | | | |
Expense reimbursements | | | (36,030 | ) | | | — | | | | — | | | | (53,664 | ) | | | (36,848 | ) |
| | | | | |
Expense reductions | | | (27,725 | ) | | | (36,552 | ) | | | — | | | | — | | | | — | |
| | | | | |
Net expenses | | | 1,078,173 | | | | 6,157,893 | | | | 2,037,684 | | | | 28,333 | | | | 8,929 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net investment income (loss) | | | (436,886 | ) | | | (1,274,484 | ) | | | 3,003,460 | | | | 12,850 | | | | 6,934 | |
| | | | | |
Net Realized and Unrealized Gain: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net realized gain (loss) on investments | | | 4,450,701 | | | | 38,757,254 | | | | 3,716,729 | | | | (39,800 | ) | | | (1,086 | ) |
| | | | | |
Net realized loss on foreign currency transactions | | | — | | | | — | | | | (257,258 | ) | | | (3,692 | ) | | | (391 | ) |
| | | | | |
Net change in unrealized appreciation/depreciation on investments | | | 17,816,812 | | | | 126,184,324 | | | | 23,243,358 | | | | 396,530 | | | | 130,940 | |
| | | | | |
Net change in unrealized appreciation/depreciation on foreign currency translations | | | — | | | | 316 | | | | 108,744 | | | | 3,052 | | | | (1 | ) |
| | | | | |
Net realized and unrealized gain | | | 22,267,513 | | | | 164,941,894 | | | | 26,811,573 | | | | 356,090 | | | | 129,462 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net increase in net assets resulting from operations | | | $21,830,627 | | | | $163,667,410 | | | | $29,815,033 | | | | $368,940 | | | | $136,396 | |
1 | Includes non-recurring dividends of $6,368. |
The accompanying notes are an integral part of these financial statements.
28
| | |
| | Statements of Changes in Net Assets For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | AMG TimesSquare Small Cap Growth Fund | | AMG TimesSquare Mid Cap Growth Fund | | AMG TimesSquare International Small Cap Fund |
| | | | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss) | | | $(436,886) | | | | $(1,831,932) | | | | $(1,274,484) | | | | $(4,442,047) | | | | $3,003,460 | | | | $10,230,958 | |
| | | | | | |
Net realized gain (loss) on investments | | | 4,450,701 | | | | (14,588,698 | ) | | | 38,757,254 | | | | (14,032,359 | ) | | | 3,459,471 | | | | (155,938,549 | ) |
| | | | | | |
Net change in unrealized appreciation/depreciation on investments | | | 17,816,812 | | | | (86,795,211 | ) | | | 126,184,640 | | | | (375,856,383 | ) | | | 23,352,102 | | | | (147,722,857 | ) |
| | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 21,830,627 | | | | (103,215,841 | ) | | | 163,667,410 | | | | (394,330,789 | ) | | | 29,815,033 | | | | (293,430,448 | ) |
| | | | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Class N | | | — | | | | (4,006,378 | ) | | | — | | | | (14,196,340 | ) | | | — | | | | (92,131 | ) |
| | | | | | |
Class I | | | — | | | | (580,982 | ) | | | — | | | | (12,340,247 | ) | | | — | | | | (2,705,146 | ) |
| | | | | | |
Class Z | | | — | | | | (11,346,058 | ) | | | — | | | | (15,739,439 | ) | | | — | | | | (1,955,638 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (15,933,418 | ) | | | — | | | | (42,276,026 | ) | | | — | | | | (4,752,915 | ) |
| | | | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net decrease from capital share transactions | | | (61,472,235 | ) | | | (64,127,267 | ) | | | (48,813,155 | ) | | | (218,353,331 | ) | | | (170,786,901 | ) | | | (295,725,740 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Total increase (decrease) in net assets | | | (39,641,608 | ) | | | (183,276,526 | ) | | | 114,854,255 | | | | (654,960,146 | ) | | | (140,971,868 | ) | | | (593,909,103 | ) |
| | | | | | |
Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Beginning of period | | | 228,648,568 | | | | 411,925,094 | | | | 1,122,335,910 | | | | 1,777,296,056 | | | | 438,180,407 | | | | 1,032,089,510 | |
| | | | | | |
End of period | | | $189,006,960 | | | | $228,648,568 | | | | $1,237,190,165 | | | | $1,122,335,910 | | | | $297,208,539 | | | | $438,180,407 | |
1 See Note 1(g) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
29
| | |
| | Statements of Changes in Net Assets (continued) For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG TimesSquare Emerging Markets Small Cap Fund | | AMG TimesSquare Global Small Cap Fund |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $12,850 | | | | $41,925 | | | | $6,934 | | | | $8,002 | |
| | | | |
Net realized loss on investments | | | (43,492 | ) | | | (1,049,673 | ) | | | (1,477 | ) | | | (229,123 | ) |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 399,582 | | | | (406,817 | ) | | | 130,939 | | | | (452,077 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 368,940 | | | | (1,414,565 | ) | | | 136,396 | | | | (673,198 | ) |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | — | | | | (1,423 | ) | | | — | | | | — | |
| | | | |
Class I | | | — | | | | (7,395 | ) | | | — | | | | (65 | ) |
| | | | |
Class Z | | | — | | | | (93,111 | ) | | | — | | | | (3,369 | ) |
| | | | |
Total distributions to shareholders | | | — | | | | (101,929 | ) | | | — | | | | (3,434 | ) |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net decrease from capital share transactions | | | (3,352,840 | ) | | | (1,734,530 | ) | | | (137,965 | ) | | | (308,863 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Total decrease in net assets | | | (2,983,900 | ) | | | (3,251,024 | ) | | | (1,569 | ) | | | (985,495 | ) |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 4,705,018 | | | | 7,956,042 | | | | 1,702,949 | | | | 2,688,444 | |
| | | | |
End of period | | | $1,721,118 | | | | $4,705,018 | | | | $1,701,380 | | | | $1,702,949 | |
1 See Note 1(g) of the Notes to Financial Statements.
The accompanying notes are an integral part of these financial statements.
30
| | |
| | AMG TimesSquare Small Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class N | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $9.69 | | | | $14.09 | | | | $16.45 | | | | $13.96 | | | | $12.21 | | | | $16.90 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.03) | | | | (0.09 | ) | | | (0.17 | ) | | | (0.11 | )3 | | | (0.09 | ) | | | (0.10 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.05 | | | | (3.62 | ) | | | 1.18 | | | | 4.92 | | | | 3.47 | | | | (0.70 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.02 | | | | (3.71 | ) | | | 1.01 | | | | 4.81 | | | | 3.38 | | | | (0.80 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.69 | ) | | | (3.37 | ) | | | (2.32 | ) | | | (1.63 | ) | | | (3.89 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $10.71 | | | | $9.69 | | | | $14.09 | | | | $16.45 | | | | $13.96 | | | | $12.21 | |
| | | | | | |
Total Return2,4 | | | 10.53%5 | | | | (26.41 | )% | | | 6.72 | % | | | 34.96 | % | | | 27.98 | % | | | (4.38 | )% |
| | | | | | |
Ratio of net expenses to average net assets6 | | | 1.18%7 | | | | 1.17 | % | | | 1.17 | %8 | | | 1.16 | % | | | 1.17 | % | | | 1.09 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 1.22%7 | | | | 1.20 | % | | | 1.19 | %8 | | | 1.20 | % | | | 1.19 | % | | | 1.10 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.59)%7 | | | | (0.79 | )% | | | (0.97 | )% | | | (0.79 | )% | | | (0.63 | )% | | | (0.55 | )% |
| | | | | | |
Portfolio turnover | | | 28%5 | | | | 50 | % | | | 65 | % | | | 71 | % | | | 62 | % | | | 63 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $15,292 | | | | $38,225 | | | | $86,941 | | | | $112,740 | | | | $105,862 | | | | $99,996 | |
| |
31
| | |
| | AMG TimesSquare Small Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class I | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $10.34 | | | | $14.96 | | | | $17.25 | | | | $14.53 | | | | $12.64 | | | | $17.32 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.02 | ) | | | (0.08 | ) | | | (0.15 | ) | | | (0.10 | )3 | | | (0.07 | ) | | | (0.09 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.12 | | | | (3.85 | ) | | | 1.23 | | | | 5.14 | | | | 3.59 | | | | (0.70 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.10 | | | | (3.93 | ) | | | 1.08 | | | | 5.04 | | | | 3.52 | | | | (0.79 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.69 | ) | | | (3.37 | ) | | | (2.32 | ) | | | (1.63 | ) | | | (3.89 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $11.44 | | | | $10.34 | | | | $14.96 | | | | $17.25 | | | | $14.53 | | | | $12.64 | |
| | | | | | |
Total Return2,4 | | | 10.64 | %5 | | | (26.34 | )% | | | 6.81 | % | | | 35.19 | % | | | 28.13 | % | | | (4.21 | )% |
| | | | | | |
Ratio of net expenses to average net assets6 | | | 1.06 | %7 | | | 1.05 | % | | | 1.05 | %8 | | | 1.03 | % | | | 1.01 | % | | | 1.00 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 1.10 | %7 | | | 1.08 | % | | | 1.07 | %8 | | | 1.07 | % | | | 1.03 | % | | | 1.01 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.47 | )%7 | | | (0.67 | )% | | | (0.85 | )% | | | (0.66 | )% | | | (0.47 | )% | | | (0.46 | )% |
| | | | | | |
Portfolio turnover | | | 28 | %5 | | | 50 | % | | | 65 | % | | | 71 | % | | | 62 | % | | | 63 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $9,116 | | | | $9,185 | | | | $12,380 | | | | $12,062 | | | | $11,333 | | | | $174,914 | |
| |
32
| | |
| | AMG TimesSquare Small Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class Z | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $10.40 | | | | $15.03 | | | | $17.30 | | | | $14.55 | | | | $12.65 | | | | $17.33 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.02 | ) | | | (0.07 | ) | | | (0.14 | ) | | | (0.09 | )3 | | | (0.07 | ) | | | (0.08 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.14 | | | | (3.87 | ) | | | 1.24 | | | | 5.16 | | | | 3.60 | | | | (0.71 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.12 | | | | (3.94 | ) | | | 1.10 | | | | 5.07 | | | | 3.53 | | | | (0.79 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.69 | ) | | | (3.37 | ) | | | (2.32 | ) | | | (1.63 | ) | | | (3.89 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $11.52 | | | | $10.40 | | | | $15.03 | | | | $17.30 | | | | $14.55 | | | | $12.65 | |
| | | | | | |
Total Return2,4 | | | 10.77 | %5 | | | (26.29 | )% | | | 6.91 | % | | | 35.35 | % | | | 28.19 | % | | | (4.21 | )% |
| | | | | | |
Ratio of net expenses to average net assets6 | | | 0.98 | %7 | | | 0.97 | % | | | 0.97 | %8 | | | 0.96 | % | | | 0.97 | % | | | 0.96 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 1.02 | %7 | | | 1.00 | % | | | 0.99 | %8 | | | 1.00 | % | | | 0.99 | % | | | 0.97 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.39 | )%7 | | | (0.59 | )% | | | (0.77 | )% | | | (0.59 | )% | | | (0.43 | )% | | | (0.42 | )% |
| | | | | | |
Portfolio turnover | | | 28 | %5 | | | 50 | % | | | 65 | % | | | 71 | % | | | 62 | % | | | 63 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $164,599 | | | | $181,238 | | | | $312,604 | | | | $320,535 | | | | $367,787 | | | | $601,789 | |
| |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment loss would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment loss per share would have been $(0.12), $(0.10), and $(0.09) for Class N, Class I and Class Z, respectively. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Includes reduction from broker recapture amounting to 0.01% for the six months ended June 23, 2023, 0.02% for the fiscal years ended December 31, 2022 and 2021, 0.03% for the fiscal year ended December 31, 2020, 0.02% for the fiscal year ended 2019 and 0.01% for the fiscal year ended 2018. |
8 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to 0.01%. |
9 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
33
| | |
| | AMG TimesSquare Mid Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class N | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $12.88 | | | | $17.24 | | | | $19.66 | | | | $17.69 | | | | $15.00 | | | | $18.40 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.02 | ) | | | (0.06 | ) | | | (0.10 | )3 | | | (0.09 | )4 | | | (0.07 | ) | | | (0.08 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.93 | | | | (3.79 | ) | | | 3.11 | | | | 5.84 | | | | 5.62 | | | | (0.78 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.91 | | | | (3.85 | ) | | | 3.01 | | | | 5.75 | | | | 5.55 | | | | (0.86 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.51 | ) | | | (5.43 | ) | | | (3.78 | ) | | | (2.86 | ) | | | (2.54 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $14.79 | | | | $12.88 | | | | $17.24 | | | | $19.66 | | | | $17.69 | | | | $15.00 | |
| | | | | | |
Total Return2,5 | | | 14.83 | %6 | | | (22.39 | )% | | | 15.92 | % | | | 33.03 | % | | | 37.15 | % | | | (4.55 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 1.19 | %8 | | | 1.17 | % | | | 1.17 | % | | | 1.17 | % | | | 1.17 | % | | | 1.17 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 1.19 | %8 | | | 1.18 | % | | | 1.18 | % | | | 1.18 | % | | | 1.18 | % | | | 1.18 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.34 | )%8 | | | (0.45 | )% | | | (0.46 | )% | | | (0.48 | )% | | | (0.38 | )% | | | (0.39 | )% |
| | | | | | |
Portfolio turnover | | | 20 | %6 | | | 44 | % | | | 53 | % | | | 74 | % | | | 65 | % | | | 59 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $401,966 | | | | $368,938 | | | | $535,289 | | | | $613,501 | | | | $518,267 | | | | $375,505 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
34
| | |
| | AMG TimesSquare Mid Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class I | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $13.73 | | | | $18.31 | | | | $20.58 | | | | $18.35 | | | | $15.46 | | | | $18.86 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.01 | ) | | | (0.04 | ) | | | (0.07 | )3 | | | (0.07 | )4 | | | (0.05 | ) | | | (0.05 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 2.07 | | | | (4.03 | ) | | | 3.25 | | | | 6.08 | | | | 5.80 | | | | (0.81 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 2.06 | | | | (4.07 | ) | | | 3.18 | | | | 6.01 | | | | 5.75 | | | | (0.86 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | — | | | | (0.02 | ) | | | — | | | | — | | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.51 | ) | | | (5.43 | ) | | | (3.78 | ) | | | (2.86 | ) | | | (2.54 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.51 | ) | | | (5.45 | ) | | | (3.78 | ) | | | (2.86 | ) | | | (2.54 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $15.79 | | | | $13.73 | | | | $18.31 | | | | $20.58 | | | | $18.35 | | | | $15.46 | |
| | | | | | |
Total Return2,5 | | | 14.92 | %6 | | | (22.23 | )% | | | 16.04 | % | | | 33.27 | % | | | 37.33 | % | | | (4.45 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 1.04 | %8 | | | 1.02 | % | | | 1.02 | % | | | 1.04 | % | | | 1.07 | % | | | 1.02 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 1.04 | %8 | | | 1.03 | % | | | 1.03 | % | | | 1.05 | % | | | 1.08 | % | | | 1.03 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.19 | )%8 | | | (0.30 | )% | | | (0.31 | )% | | | (0.35 | )% | | | (0.28 | )% | | | (0.24 | )% |
| | | | | | |
Portfolio turnover | | | 20 | %6 | | | 44 | % | | | 53 | % | | | 74 | % | | | 65 | % | | | 59 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $381,047 | | | | $339,100 | | | | $431,797 | | | | $526,800 | | | | $472,524 | | | | $353,282 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
35
| | |
| | AMG TimesSquare Mid Cap Growth Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class Z | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $13.81 | | | | $18.39 | | | | $20.65 | | | | $18.39 | | | | $15.48 | | | | $18.87 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment loss1,2 | | | (0.01 | ) | | | (0.04 | ) | | | (0.06 | )3 | | | (0.05 | )4 | | | (0.03 | ) | | | (0.04 | ) |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 2.07 | | | | (4.03 | ) | | | 3.27 | | | | 6.09 | | | | 5.80 | | | | (0.81 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 2.06 | | | | (4.07 | ) | | | 3.21 | | | | 6.04 | | | | 5.77 | | | | (0.85 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | — | | | | (0.04 | ) | | | — | | | | — | | | | — | |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.51 | ) | | | (5.43 | ) | | | (3.78 | ) | | | (2.86 | ) | | | (2.54 | ) |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.51 | ) | | | (5.47 | ) | | | (3.78 | ) | | | (2.86 | ) | | | (2.54 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $15.87 | | | | $13.81 | | | | $18.39 | | | | $20.65 | | | | $18.39 | | | | $15.48 | |
| | | | | | |
Total Return2,5 | | | 14.92 | %6 | | | (22.18 | )% | | | 16.10 | % | | | 33.36 | % | | | 37.41 | % | | | (4.39 | )% |
| | | | | | |
Ratio of net expenses to average net assets7 | | | 0.99 | %8 | | | 0.97 | % | | | 0.97 | % | | | 0.97 | % | | | 0.97 | % | | | 0.97 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | 0.99 | %8 | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % |
| | | | | | |
Ratio of net investment loss to average net assets2 | | | (0.14 | )%8 | | | (0.25 | )% | | | (0.26 | )% | | | (0.28 | )% | | | (0.18 | )% | | | (0.19 | )% |
| | | | | | |
Portfolio turnover | | | 20 | %6 | | | 44 | % | | | 53 | % | | | 74 | % | | | 65 | % | | | 59 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $454,177 | | | | $414,298 | | | | $810,210 | | | | $896,929 | | | | $894,390 | | | | $948,380 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment loss would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment loss per share would have been $(0.16), $(0.13) and $(0.12) for Class N, Class I and Class Z, respectively. |
4 | Includes non-recurring dividends. Without these dividends, net investment loss per share would have been $(0.11), $(0.08) and $(0.07) for Class N, Class I and Class Z, respectively. |
5 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2023, and 0.01% for each fiscal year ended 2022, 2021, 2020, 2019 and 2018. |
9 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
36
| | |
| | AMG TimesSquare International Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class N | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $13.21 | | | | $18.49 | | | | $18.44 | | | | $16.24 | | | | $12.72 | | | | $16.99 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.10 | | | | 0.19 | 3 | | | 0.09 | | | | 0.02 | | | | 0.21 | 4 | | | 0.18 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.79 | | | | (5.36 | ) | | | 0.14 | | | | 2.18 | | | | 3.55 | | | | (4.35 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.89 | | | | (5.17 | ) | | | 0.23 | | | | 2.20 | | | | 3.76 | | | | (4.17 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.11 | ) | | | (0.18 | ) | | | — | | | | (0.24 | ) | | | (0.10 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $14.10 | | | | $13.21 | | | | $18.49 | | | | $18.44 | | | | $16.24 | | | | $12.72 | |
| | | | | | |
Total Return2,5 | | | 6.74 | %6 | | | (27.97 | )% | | | 1.25 | % | | | 13.55 | % | | | 29.56 | % | | | (24.54 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.29 | %7 | | | 1.25 | % | | | 1.22 | % | | | 1.23 | % | | | 1.23 | % | | | 1.23 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 1.29 | %7 | | | 1.25 | % | | | 1.22 | % | | | 1.23 | % | | | 1.23 | % | | | 1.23 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 1.44 | %7 | | | 1.33 | % | | | 0.47 | % | | | 0.17 | % | | | 1.43 | % | | | 1.07 | % |
| | | | | | |
Portfolio turnover | | | 29 | %6 | | | 71 | % | | | 73 | % | | | 57 | % | | | 40 | % | | | 46 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $11,057 | | | | $10,977 | | | | $21,202 | | | | $45,389 | | | | $70,532 | | | | $88,913 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
37
| | |
| | AMG TimesSquare International Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class I | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $13.23 | | | | $18.52 | | | | $18.49 | | | | $16.26 | | | | $12.74 | | | | $17.08 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.11 | | | | 0.21 | 3 | | | 0.12 | | | | 0.05 | | | | 0.24 | 4 | | | 0.20 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.80 | | | | (5.37 | ) | | | 0.13 | | | | 2.19 | | | | 3.55 | | | | (4.37 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.91 | | | | (5.16 | ) | | | 0.25 | | | | 2.24 | | | | 3.79 | | | | (4.17 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.13 | ) | | | (0.22 | ) | | | (0.01 | ) | | | (0.27 | ) | | | (0.17 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $14.14 | | | | $13.23 | | | | $18.52 | | | | $18.49 | | | | $16.26 | | | | $12.74 | |
| | | | | | |
Total Return2,5 | | | 6.88 | %6 | | | (27.84 | )% | | | 1.36 | % | | | 13.75 | % | | | 29.78 | % | | | (24.42 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.14 | %7 | | | 1.10 | % | | | 1.07 | % | | | 1.08 | % | | | 1.06 | % | | | 1.06 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 1.14 | %7 | | | 1.10 | % | | | 1.07 | % | | | 1.08 | % | | | 1.06 | % | | | 1.06 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 1.59 | %7 | | | 1.48 | % | | | 0.62 | % | | | 0.32 | % | | | 1.60 | % | | | 1.24 | % |
| | | | | | |
Portfolio turnover | | | 29 | %6 | | | 71 | % | | | 73 | % | | | 57 | % | | | 40 | % | | | 46 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $138,074 | | | | $260,896 | | | | $614,652 | | | | $629,502 | | | | $658,599 | | | | $538,749 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
38
| | |
| | AMG TimesSquare International Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class Z | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $13.23 | | | | $18.53 | | | | $18.50 | | | | $16.26 | | | | $12.75 | | | | $17.08 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.12 | | | | 0.22 | 3 | | | 0.14 | | | | 0.06 | | | | 0.25 | 4 | | | 0.21 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 0.80 | | | | (5.37 | ) | | | 0.12 | | | | 2.20 | | | | 3.55 | | | | (4.36 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 0.92 | | | | (5.15 | ) | | | 0.26 | | | | 2.26 | | | | 3.80 | | | | (4.15 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | (0.15 | ) | | | (0.23 | ) | | | (0.02 | ) | | | (0.29 | ) | | | (0.18 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $14.15 | | | | $13.23 | | | | $18.53 | | | | $18.50 | | | | $16.26 | | | | $12.75 | |
| | | | | | |
Total Return2,5 | | | 6.95 | %6 | | | (27.78 | )% | | | 1.47 | % | | | 13.90 | % | | | 29.77 | % | | | (24.29 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.04 | %7 | | | 1.00 | % | | | 0.97 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | 1.04 | %7 | | | 1.00 | % | | | 0.97 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 1.69 | %7 | | | 1.58 | % | | | 0.72 | % | | | 0.42 | % | | | 1.68 | % | | | 1.32 | % |
| | | | | | |
Portfolio turnover | | | 29 | %6 | | | 71 | % | | | 73 | % | | | 57 | % | | | 40 | % | | | 46 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $148,078 | | | | $166,307 | | | | $396,236 | | | | $397,976 | | | | $401,528 | | | | $372,085 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.15, $0.17 and $0.18 for Class N, Class I and Class Z, respectively. |
4 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.16, $0.18 and $0.20 for Class N, Class I and Class Z, respectively. |
5 | The total return is calculated using the published Net Asset Value as of period end. |
8 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
39
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class N | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $8.29 | | | | $10.52 | | | | $13.66 | | | | $11.03 | | | | $9.49 | | | | $12.32 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | 0.01 | 3 | | | 0.03 | | | | (0.03 | ) | | | 0.13 | 4 | | | 0.03 | | | | 0.08 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.09 | | | | (2.08 | ) | | | 1.22 | | | | 2.50 | | | | 1.53 | | | | (2.34 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.10 | | | | (2.05 | ) | | | 1.19 | | | | 2.63 | | | | 1.56 | | | | (2.26 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | — | | | | (0.07 | ) | | | (0.00 | )5 | | | (0.02 | ) | | | (0.01 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.18 | ) | | | (4.26 | ) | | | — | | | | — | | | | (0.56 | ) |
| | | | | | |
Paid in capital | | | — | | | | — | | | | — | | | | — | | | | (0.00 | )5 | | | — | |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.18 | ) | | | (4.33 | ) | | | (0.00 | )5 | | | (0.02 | ) | | | (0.57 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $9.39 | | | | $8.29 | | | | $10.52 | | | | $13.66 | | | | $11.03 | | | | $9.49 | |
| | | | | | |
Total Return2,6 | | | 13.39 | %7 | | | (19.43 | )% | | | 9.10 | % | | | 23.86 | % | | | 16.49 | % | | | (18.30 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.79 | %8,9 | | | 1.68 | %9 | | | 1.68 | %10 | | | 1.65 | % | | | 1.67 | %9 | | | 1.67 | % |
| | | | | | |
Ratio of gross expenses to average net assets11 | | | 4.51 | %8,9 | | | 4.23 | %9 | | | 3.03 | %10 | | | 3.66 | % | | | 4.29 | % | | | 3.87 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2 | | | 0.26 | %8 | | | 0.34 | % | | | (0.19 | )% | | | 1.22 | % | | | 0.31 | % | | | 0.68 | % |
| | | | | | |
Portfolio turnover | | | 42 | %7 | | | 104 | % | | | 139 | % | | | 129 | % | | | 103 | % | | | 84 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $79 | | | | $65 | | | | $49 | | | | $43 | | | | $39 | | | | $31 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
40
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class I | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $8.35 | | | | $10.56 | | | | $13.70 | | | | $11.05 | | | | $9.51 | | | | $12.35 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.03 | 3 | | | 0.07 | | | | 0.03 | | | | 0.18 | 4 | | | 0.07 | | | | 0.11 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.10 | | | | (2.10 | ) | | | 1.23 | | | | 2.51 | | | | 1.53 | | | | (2.33 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.13 | | | | (2.03 | ) | | | 1.26 | | | | 2.69 | | | | 1.60 | | | | (2.22 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | — | | | | (0.14 | ) | | | (0.04 | ) | | | (0.05 | ) | | | (0.06 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.18 | ) | | | (4.26 | ) | | | — | | | | — | | | | (0.56 | ) |
| | | | | | |
Paid in capital | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | — | |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.18 | ) | | | (4.40 | ) | | | (0.04 | ) | | | (0.06 | ) | | | (0.62 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $9.48 | | | | $8.35 | | | | $10.56 | | | | $13.70 | | | | $11.05 | | | | $9.51 | |
| | | | | | |
Total Return2,6 | | | 13.65 | %7 | | | (19.16 | )% | | | 9.50 | % | | | 24.49 | % | | | 16.83 | % | | | (17.90 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.39 | %8,9 | | | 1.28 | %9 | | | 1.28 | %10 | | | 1.25 | % | | | 1.27 | %9 | | | 1.27 | % |
| | | | | | |
Ratio of gross expenses to average net assets11 | | | 4.11 | %8,9 | | | 3.83 | %9 | | | 2.63 | %10 | | | 3.26 | % | | | 3.89 | % | | | 3.47 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 0.66 | %8 | | | 0.74 | % | | | 0.21 | % | | | 1.62 | % | | | 0.71 | % | | | 1.08 | % |
| | | | | | |
Portfolio turnover | | | 42 | %7 | | | 104 | % | | | 139 | % | | | 129 | % | | | 103 | % | | | 84 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $388 | | | | $342 | | | | $434 | | | | $396 | | | | $310 | | | | $273 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
41
| | |
| | AMG TimesSquare Emerging Markets Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | | | | | | | |
| | months ended | | | For the fiscal years ended December 31, | |
| | June 30, 2023 | | | | | | | | | | | | | | | | |
Class Z | | (unaudited) | | | 2022 | | | 2021 | | | 2020 | | | 2019 | | | 2018 | |
| | | | | | |
Net Asset Value, Beginning of Period | | | $8.35 | | | | $10.55 | | | | $13.70 | | | | $11.05 | | | | $9.51 | | | | $12.35 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | 0.03 | 3 | | | 0.07 | | | | 0.03 | | | | 0.18 | 4 | | | 0.07 | | | | 0.12 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | 1.10 | | | | (2.09 | ) | | | 1.22 | | | | 2.51 | | | | 1.53 | | | | (2.34 | ) |
| | | | | | |
Total income (loss) from investment operations | | | 1.13 | | | | (2.02 | ) | | | 1.25 | | | | 2.69 | | | | 1.60 | | | | (2.22 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | — | | | | — | | | | (0.14 | ) | | | (0.04 | ) | | | (0.05 | ) | | | (0.06 | ) |
| | | | | | |
Net realized gain on investments | | | — | | | | (0.18 | ) | | | (4.26 | ) | | | — | | | | — | | | | (0.56 | ) |
| | | | | | |
Paid in capital | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | — | |
| | | | | | |
Total distributions to shareholders | | | — | | | | (0.18 | ) | | | (4.40 | ) | | | (0.04 | ) | | | (0.06 | ) | | | (0.62 | ) |
| | | | | | |
Net Asset Value, End of Period | | | $9.48 | | | | $8.35 | | | | $10.55 | | | | $13.70 | | | | $11.05 | | | | $9.51 | |
| | | | | | |
Total Return2,6 | | | 13.53 | %7 | | | (19.09 | )% | | | 9.51 | % | | | 24.40 | % | | | 16.83 | % | | | (17.90 | )% |
| | | | | | |
Ratio of net expenses to average net assets | | | 1.39 | %8,9 | | | 1.28 | %9 | | | 1.28 | %10 | | | 1.25 | % | | | 1.27 | %9 | | | 1.27 | % |
| | | | | | |
Ratio of gross expenses to average net assets11 | | | 4.11 | %8,9 | | | 3.83 | %9 | | | 2.63 | %10 | | | 3.26 | % | | | 3.89 | % | | | 3.47 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | 0.66 | %8 | | | 0.74 | % | | | 0.21 | % | | | 1.62 | % | | | 0.71 | % | | | 1.08 | % |
| | | | | | |
Portfolio turnover | | | 42 | %7 | | | 104 | % | | | 139 | % | | | 129 | % | | | 103 | % | | | 84 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | $1,254 | | | | $4,298 | | | | $7,473 | | | | $6,766 | | | | $5,473 | | | | $5,513 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income (loss) per share would have been $(0.00), $0.01 and $0.01 for Class N, Class I and Class Z, respectively. |
4 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.11, $0.16 and $0.16 for Class N, Class I and Class Z, respectively. |
5 | Less than $(0.005) per share. |
6 | The total return is calculated using the published Net Asset Value as of period end. |
9 | Includes interest expense totaling 0.14% for the six months ended June 30, 2023, 0.03% for the fiscal year ended December 31, 2022 and 0.02% for the fiscal year ended December 31, 2019 related to participation in the interfund lending program and bank overdrafts. |
10 | Includes expense totaling 0.03% relating to excise tax expense. |
11 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
42
| | |
| | AMG TimesSquare Global Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | For the fiscal |
| | For the six | | | | | | | | | | period ended |
| | months ended | | For the fiscal years ended December 31, | | December 31, |
| | June 30, 2023 | | | | | | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 20181 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $9.50 | | | | | $12.50 | | | | | $12.05 | | | | | $10.84 | | | | | $7.95 | | | | | $10.00 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)2,3 | | | | 0.03 | | | | | 0.01 | | | | | 0.00 | 4,5 | | | | (0.02 | ) | | | | 0.04 | | | | | 0.00 | 5 |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.72 | | | | | (3.01 | ) | | | | 1.31 | | | | | 1.23 | | | | | 2.95 | | | | | (2.05 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.75 | | | | | (3.00 | ) | | | | 1.31 | | | | | 1.21 | | | | | 2.99 | | | | | (2.05 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | — | | | | | — | | | | | — | | | | | (0.10 | ) | | | | — | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | — | | | | | (0.86 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | — | | | | | (0.86 | ) | | | | — | | | | | (0.10 | ) | | | | — | |
| | | | | | |
Net Asset Value, End of Period | | | | $10.25 | | | | | $9.50 | | | | | $12.50 | | | | | $12.05 | | | | | $10.84 | | | | | $7.95 | |
| | | | | | |
Total Return3,6 | | | | 7.90 | %7 | | | | (24.00 | )% | | | | 11.08 | % | | | | 11.16 | % | | | | 37.60 | % | | | | (20.50 | )%7 |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.25 | %8 | | | | 1.25 | % | | | | 1.25 | % | | | | 1.25 | % | | | | 1.27 | %9 | | | | 1.25 | %8 |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | | 5.42 | %8 | | | | 5.17 | % | | | | 4.28 | % | | | | 6.48 | % | | | | 7.45 | % | | | | 11.67 | %8,11 |
| | | | | | |
Ratio of net investment income (loss) to average net assets3 | | | | 0.54 | %8 | | | | 0.15 | % | | | | 0.00 | %12 | | | | (0.18 | )% | | | | 0.42 | % | | | | 0.07 | %8 |
| | | | | | |
Portfolio turnover | | | | 32 | %7 | | | | 51 | % | | | | 59 | % | | | | 42 | % | | | | 80 | % | | | | 22 | %7 |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $57 | | | | | $53 | | | | | $69 | | | | | $63 | | | | | $44 | | | | | $24 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
43
| | |
| | AMG TimesSquare Global Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | For the fiscal |
| | For the six | | | | | | | | | | period ended |
| | months ended | | For the fiscal years ended December 31, | | December 31, |
| | June 30, 2023 | | | | | | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 20181 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $9.54 | | | | | $12.54 | | | | | $12.09 | | | | | $10.85 | | | | | $7.96 | | | | | $10.00 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income2,3 | | | | 0.04 | | | | | 0.04 | | | | | 0.03 | 4 | | | | 0.01 | | | | | 0.06 | | | | | 0.02 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.72 | | | | | (3.02 | ) | | | | 1.31 | | | | | 1.23 | | | | | 2.96 | | | | | (2.06 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.76 | | | | | (2.98 | ) | | | | 1.34 | | | | | 1.24 | | | | | 3.02 | | | | | (2.04 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.02 | ) | | | | (0.03 | ) | | | | — | | | | | (0.13 | ) | | | | — | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | — | | | | | (0.86 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.02 | ) | | | | (0.89 | ) | | | | — | | | | | (0.13 | ) | | | | — | |
| | | | | | |
Net Asset Value, End of Period | | | | $10.30 | | | | | $9.54 | | | | | $12.54 | | | | | $12.09 | | | | | $10.85 | | | | | $7.96 | |
| | | | | | |
Total Return3,6 | | | | 7.97 | %7 | | | | (23.76 | )% | | | | 11.29 | % | | | | 11.43 | % | | | | 37.96 | % | | | | (20.40 | )%7 |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.00 | %8 | | | | 1.00 | % | | | | 1.00 | % | | | | 1.00 | % | | | | 1.02 | %9 | | | | 1.00 | %8 |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | | 5.17 | %8 | | | | 4.92 | % | | | | 4.03 | % | | | | 6.23 | % | | | | 7.20 | % | | | | 11.42 | %8,11 |
| | | | | | |
Ratio of net investment income to average net assets3 | | | | 0.79 | %8 | | | | 0.40 | % | | | | 0.25 | % | | | | 0.07 | % | | | | 0.67 | % | | | | 0.32 | %8 |
| | | | | | |
Portfolio turnover | | | | 32 | %7 | | | | 51 | % | | | | 59 | % | | | | 42 | % | | | | 80 | % | | | | 22 | %7 |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $34 | | | | | $31 | | | | | $41 | | | | | $37 | | | | | $33 | | | | | $24 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
44
| | |
| | AMG TimesSquare Global Small Cap Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | For the fiscal |
| | For the six | | | | | | | | | | period ended |
| | months ended | | For the fiscal years ended December 31, | | December 31, |
| | June 30, 2023 | | | | | | | | | | |
Class Z | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 20181 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $9.54 | | | | | $12.55 | | | | | $12.09 | | | | | $10.86 | | | | | $7.96 | | | | | $10.00 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income2,3 | | | | 0.04 | | | | | 0.04 | | | | | 0.03 | 4 | | | | 0.01 | | | | | 0.06 | | | | | 0.02 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.72 | | | | | (3.03 | ) | | | | 1.32 | | | | | 1.22 | | | | | 2.97 | | | | | (2.06 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.76 | | | | | (2.99 | ) | | | | 1.35 | | | | | 1.23 | | | | | 3.03 | | | | | (2.04 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.02 | ) | | | | (0.03 | ) | | | | — | | | | | (0.13 | ) | | | | — | |
| | | | | | |
Net realized gain on investments | | | | — | | | | | — | | | | | (0.86 | ) | | | | — | | | | | — | | | | | — | |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.02 | ) | | | | (0.89 | ) | | | | — | | | | | (0.13 | ) | | | | — | |
| | | | | | |
Net Asset Value, End of Period | | | | $10.30 | | | | | $9.54 | | | | | $12.55 | | | | | $12.09 | | | | | $10.86 | | | | | $7.96 | |
| | | | | | |
Total Return3,6 | | | | 7.97 | %7 | | | | (23.83 | )% | | | | 11.38 | % | | | | 11.33 | % | | | | 38.09 | % | | | | (20.40 | )%7 |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.00 | %8 | | | | 1.00 | % | | | | 1.00 | % | | | | 1.00 | % | | | | 1.02 | %9 | | | | 1.00 | %8 |
| | | | | | |
Ratio of gross expenses to average net assets10 | | | | 5.17 | %8 | | | | 4.92 | % | | | | 4.03 | % | | | | 6.23 | % | | | | 7.20 | % | | | | 11.42 | %8,11 |
| | | | | | |
Ratio of net investment income to average net assets3 | | | | 0.79 | %8 | | | | 0.40 | % | | | | 0.25 | % | | | | 0.07 | % | | | | 0.67 | % | | | | 0.32 | %8 |
| | | | | | |
Portfolio turnover | | | | 32 | %7 | | | | 51 | % | | | | 59 | % | | | | 42 | % | | | | 80 | % | | | | 22 | %7 |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $1,611 | | | | | $1,619 | | | | | $2,578 | | | | | $2,186 | | | | | $2,032 | | | | | $1,443 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Commencement of operations was on May 31, 2018. |
2 | Per share numbers have been calculated using average shares. |
3 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
4 | Includes non-recurring dividends. Without these dividends, net investment income (loss) per share would have been $(0.02), $0.01 and $0.01 for Class N, Class I and Class Z, respectively. |
5 | Less than $0.005 per share. |
6 | The total return is calculated using the published Net Asset Value as of period end. |
9 | Includes interest expense on interfund lending and excise tax expense totaling 0.02%. |
10 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
11 | Ratio does not reflect the annualization of audit, excise tax and organization expenses. |
45
| | |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds (the “Trust”) is an open-end management investment company, organized as a Massachusetts business trust, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trust consists of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report are AMG TimesSquare Small Cap Growth Fund (“Small Cap”), AMG TimesSquare Mid Cap Growth Fund (“Mid Cap”), AMG TimesSquare International Small Cap Fund (“International Small Cap”), AMG TimesSquare Emerging Markets Small Cap Fund (“Emerging Markets Small Cap”) and AMG TimesSquare Global Small Cap Fund (“Global Small Cap”), each a “Fund” and collectively, the “Funds”.
Each Fund offers Class N, Class I and Class Z shares. Each class represents an interest in the same assets of the respective Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.
Market prices of investments held by the Funds may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements:
a. VALUATION OF INVESTMENTS
Equity securities traded on a national securities exchange or reported on the NASDAQ national market system (“NMS”) are valued at the last quoted sales price on the primary exchange or, if applicable, the NASDAQ official closing price or the official closing price of the relevant exchange or, lacking any sales, at the last quoted bid price. Equity securities held by the Funds that are traded in the over-the-counter market (other than NMS securities) are valued at the bid price. Foreign equity securities (securities principally traded in markets other than U.S. markets) held by the Funds are valued at the official closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of
amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Funds’ portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Funds’ Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Funds’ Valuation Designee to perform the Funds’ fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Funds may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Funds’ valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Funds might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Funds. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Funds’ investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Funds that can be fair valued by the applicable fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Funds.
Unobservable inputs reflect the Funds’ own assumptions about the assumptions
46
| | |
| | Notes to Financial Statements (continued) |
that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Dividend income is recorded on the ex-dividend date. Dividends from foreign securities are recorded on the ex-dividend date, and if after the fact, as soon as the Funds become aware of the ex-dividend date, except for Korean securities where dividends are recorded on confirmation date. Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Dividend and interest income on foreign securities is recorded gross of any withholding tax. Non-cash dividends included in dividend income, if any, are reported at the fair market value of the securities received. Upon notification from the issuer, distributions received from a real estate investment trust (REIT) may be redesignated as a reduction of cost of investments and/or realized gain. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to a Fund are apportioned among the funds in the Trust and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund.
Small Cap and Mid Cap had certain portfolio trades directed to various brokers under a brokerage recapture program. Credits received from the brokerage recapture program are earned and paid on a monthly basis, and are recorded as expense offsets, which serve to reduce the Funds’ overall expense ratio. For the
six months ended June 30, 2023, the impact on the expenses and expense ratios, if any, were as follows: Small Cap - $27,725 or 0.01% and Mid Cap - $36,552 or less than 0.01%.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from either net investment income or realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Permanent differences are primarily due to the write-off of net operating losses for Small Cap and Mid Cap. There were no permanent differences for International Small Cap, Emerging Markets Small Cap, or Global Small Cap. Temporary differences are primarily due to qualified late-year ordinary loss deferrals and mark-to-market on passive foreign investment companies for Mid Cap Growth; and mark-to-market on passive foreign investment companies for International Small Cap, Emerging Markets Small Cap and Global Small Cap. In addition, each Fund had temporary differences due to wash sale loss deferrals.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
Fund | | Cost | | | Appreciation | | | Depreciation | | | Net Appreciation | |
| | | | |
Small Cap | | | $166,222,320 | | | | $36,850,296 | | | | $(9,525,411 | ) | | | $27,324,885 | |
| | | | |
Mid Cap | | | 862,493,424 | | | | 401,302,015 | | | | (23,706,538 | ) | | | 377,595,477 | |
| | | | |
International Small Cap | | | 275,530,840 | | | | 43,787,243 | | | | (13,749,250 | ) | | | 30,037,993 | |
| | | | |
Emerging Markets Small Cap | | | 1,497,365 | | | | 339,401 | | | | (103,104 | ) | | | 236,297 | |
| | | | |
Global Small Cap | | | 1,545,184 | | | | 258,909 | | | | (72,834 | ) | | | 186,075 | |
e. FEDERAL TAXES
Each Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Funds’ tax positions taken on federal income tax returns for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
47
| | |
| | Notes to Financial Statements (continued) |
Furthermore, based on each Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, each Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.
f. CAPITAL LOSS CARRYOVERS AND DEFERRALS
As of December 31, 2022, the following Funds had capital loss carryovers for federal income tax purposes as shown in the following chart. These amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.
| | | | | | | | | | | | |
Fund | | Short-Term | | | Long-Term | | | Total | |
| | | |
Small Cap | | | $14,054,444 | | | | — | | | | $14,054,444 | |
Mid Cap | | | 15,972,195 | | | | — | | | | 15,972,195 | |
| | | |
International Small Cap | | | 146,354,207 | | | | $62,434,116 | | | | 208,788,323 | |
Emerging Markets Small Cap | | | 910,717 | | | | 205,242 | | | | 1,115,959 | |
| | | |
Global Small Cap | | | 251,674 | | | | — | | | | 251,674 | |
g. CAPITAL STOCK
The Trust’s Amended and Restated Agreement and Declaration of Trust authorizes for each Fund the issuance of an unlimited number of shares of beneficial interest, without par value. Each Fund records sales and repurchases of its capital stock on the trade date.
For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022, the capital stock transactions by class for the Funds were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Small Cap | | | | | | Mid Cap | | |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 84,353 | | | | $866,828 | | | | 896,662 | | | | $9,946,104 | | | | 657,932 | | | | $9,044,834 | | | | 2,655,998 | | | | $37,873,019 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 406,723 | | | | 4,006,213 | | | | — | | | | — | | | | 1,081,027 | | | | 14,183,075 | |
| | | | | | | | |
Shares redeemed | | | (2,600,903 | ) | | | (26,406,292 | ) | | | (3,529,240 | ) | | | (35,526,177 | ) | | | (2,129,423 | ) | | | (29,302,912 | ) | | | (6,145,647 | ) | | | (87,467,481 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (2,516,550 | ) | | | $(25,539,464 | ) | | | (2,225,855 | ) | | | $(21,573,860 | ) | | | (1,471,491 | ) | | | $(20,258,078 | ) | | | (2,408,622 | ) | | | $(35,411,387 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 110,598 | | | | $1,192,079 | | | | 111,079 | | | | $1,237,865 | | | | 1,771,953 | | | | $25,966,521 | | | | 6,003,888 | | | | $91,051,092 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 55,279 | | | | 580,981 | | | | — | | | | — | | | | 876,938 | | | | 12,268,364 | |
| | | | | | | | |
Shares redeemed | | | (201,748 | ) | | | (2,321,341 | ) | | | (105,953 | ) | | | (1,199,131 | ) | | | (2,323,444 | ) | | | (33,906,598 | ) | | | (5,771,917 | ) | | | (85,383,863 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | (91,150 | ) | | | $(1,129,262 | ) | | | 60,405 | | | | $619,715 | | | | (551,491 | ) | | | $(7,940,077 | ) | | | 1,108,909 | | | | $17,935,593 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 1,205,791 | | | | $13,239,435 | | | | 1,221,999 | | | | $14,450,187 | | | | 2,278,860 | | | | $33,113,686 | | | | 5,137,985 | | | | $78,962,853 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 1,010,145 | | | | 10,677,230 | | | | — | | | | — | | | | 1,089,566 | | | | 15,319,295 | |
| | | | | | | | |
Shares redeemed | | | (4,337,049 | ) | | | (48,042,944 | ) | | | (5,614,082 | ) | | | (68,300,539 | ) | | | (3,672,726 | ) | | | (53,728,686 | ) | | | (20,266,422 | ) | | | (295,159,685 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (3,131,258 | ) | | | $(34,803,509 | ) | | | (3,381,938 | ) | | | $(43,173,122 | ) | | | (1,393,866 | ) | | | $(20,615,000 | ) | | | (14,038,871 | ) | | | $(200,877,537 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| | | | International Small Cap | | | | | | Emerging Markets Small Cap | | |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 54,593 | | | | $762,684 | | | | 143,240 | | | | $2,009,589 | | | | 792 | | | | $7,009 | | | | 5,117 | | | | $43,509 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 6,983 | | | | 92,109 | | | | — | | | | — | | | | 165 | | | | 1,353 | |
| | | | | | | | |
Shares redeemed | | | (101,798 | ) | | | (1,437,992 | ) | | | (465,959 | ) | | | (6,397,061 | ) | | | (211 | ) | | | (1,975 | ) | | | (2,100 | ) | | | (20,778 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | (47,205 | ) | | | $(675,308 | ) | | | (315,736 | ) | | | $(4,295,363 | ) | | | 581 | | | | $5,034 | | | | 3,182 | | | | $24,084 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
48
| | |
| | Notes to Financial Statements (continued) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | International Small Cap | | Emerging Markets Small Cap |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 475,323 | | | | $6,679,894 | | | | 8,648,988 | | | | $125,632,972 | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 198,865 | | | | 2,627,008 | | | | — | | | | — | | | | 893 | | | | $7,395 | |
| | | | | | | | |
Shares redeemed | | | (10,430,480 | ) | | | (148,261,244 | ) | | | (22,311,931 | ) | | | (318,198,623 | ) | | | — | | | | — | | | | (1,083 | ) | | | (10,580 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (9,955,157 | ) | | | $(141,581,350 | ) | | | (13,464,078 | ) | | | $(189,938,643 | ) | | | — | | | | — | | | | (190 | ) | | | $(3,185 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 668,822 | | | | $9,425,886 | | | | 4,355,478 | | | | $66,368,453 | | | | — | | | | — | | | | 527 | | | | $5,001 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 147,401 | | | | 1,947,166 | | | | — | | | | — | | | | 11,245 | | | | 93,111 | |
| | | | | | | | |
Shares redeemed | | | (2,771,321 | ) | | | (37,956,129 | ) | | | (13,315,597 | ) | | | (169,807,353 | ) | | | (382,500 | ) | | | $(3,357,874 | ) | | | (205,101 | ) | | | (1,853,541 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (2,102,499 | ) | | | $(28,530,243 | ) | | | (8,812,718 | ) | | | $(101,491,734 | ) | | | (382,500 | ) | | | $(3,357,874 | ) | | | (193,329 | ) | | | $(1,755,429 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
| | | | Global Small Cap | | | | | | | | | | |
| | | | | | |
| | June 30, 2023 | | December 31, 2022 | | | | | | | | |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 7 | | | | $65 | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | — | | | | — | | | | 4,549 | | | | $50,000 | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 354 | | | | 3,369 | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares redeemed | | | (13,336 | ) | | | $(137,965 | ) | | | (40,733 | ) | | | (362,297 | ) | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (13,336 | ) | | | $(137,965 | ) | | | (35,830 | ) | | | $(308,928 | ) | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
At June 30, 2023, certain shareholders of record individually or collectively held greater than 5% of the net assets of the Funds as follows: Emerging Markets Small Cap - three own 52%; Global Small Cap - three own 83%. Transactions by these shareholders may have a material impact on the Funds.
h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS
The Funds may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Funds participate on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Funds’ custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. Pursuant to the Securities Lending Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.
At June 30, 2023, the market value of Repurchase Agreements outstanding for Small Cap, Mid Cap, International Small Cap and Global Small Cap was $3,857,079, $2,356,938, $12,244,272 and $8,737 respectively.
i. FOREIGN CURRENCY TRANSLATION
The books and records of the Funds are maintained in U.S. Dollars. The value of investments, assets and liabilities denominated in currencies other than U.S. Dollars are translated into U.S. Dollars based upon current foreign exchange rates. Purchases and sales of foreign investments, income and expenses are converted into U.S. Dollars based on currency exchange rates prevailing on the respective dates of such transactions. Net realized and unrealized gain (loss) on foreign currency transactions represent: (1) foreign exchange gains and losses from the sale and holdings of foreign currencies; (2) gains and losses between trade date and settlement date on investment securities transactions and foreign currency exchange contracts; and (3) gains and losses from the difference between amounts of interest and dividends recorded and the amounts actually received.
49
| | |
| | Notes to Financial Statements (continued) |
The Funds do not isolate the net realized and unrealized gain or loss resulting from changes in exchange rates from the fluctuations in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
For each of the Funds, the Trust has entered into an investment advisory agreement under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Funds and is responsible for the Funds’ overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the subadviser for the Funds and monitors the subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by TimesSquare Capital Management, LLC (“TimesSquare”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in TimesSquare.
Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the six months ended June 30, 2023, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:
| | | | |
| |
Small Cap | | | 0.79% | |
| |
Mid Cap | | | 0.79% | |
| |
International Small Cap | | | 0.75% | |
| |
Emerging Markets Small Cap | | | 0.95% | |
| |
Global Small Cap | | | 0.70% | |
The fee paid to TimesSquare for its services as subadviser is paid out of the fee the Investment Manager receives from each Fund and does not increase the expenses of each Fund.
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual Fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), shareholder servicing fees, distribution and service (12b-1) fees, brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses and extraordinary expenses) of Small Cap, Mid Cap, International Small Cap, Emerging Markets Small Cap and Global Small Cap to the annual rate of 0.99%, 1.13%, 1.05%, 1.25% and 1.00%, respectively, of each Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect from time to time, the “Expense Cap”), subject to later reimbursement by the Funds in certain circumstances.
In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from a Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid,
waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.
The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of a Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of a Fund’s liquidation unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of a Fund.
For the six months ended June 30, 2023, the Investment Manager’s expense reimbursements, and repayments of prior reimbursements by the Funds to the Investment Manager, if any, are as follows:
| | | | |
| | Expense Reimbursements | | Repayment of Prior Reimbursements |
| | |
Small Cap | | $36,030 | | — |
| | |
Mid Cap | | — | | — |
| | |
International Small Cap | | — | | — |
| | |
Emerging Markets Small Cap | | 53,664 | | — |
| | |
Global Small Cap | | 36,848 | | — |
At June 30, 2023, the Funds’ expiration of reimbursements subject to recoupment is as follows:
| | | | | | | | | | | | |
Expiration Period | | Small Cap | | | Emerging Markets Small Cap | | | Global Small Cap | |
| | | |
Less than 1 year | | | $14,640 | | | | $95,066 | | | | $79,007 | |
| | | |
1-2 years | | | 28,920 | | | | 122,037 | | | | 73,376 | |
| | | |
2-3 years | | | 50,246 | | | | 143,031 | | | | 82,329 | |
| | | | | | | | | | | | |
| | | |
Total | | | $93,806 | | | | $360,134 | | | | $234,712 | |
| | | | | | | | | | | | |
The Trust, on behalf of the Funds, has entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Funds’ administrator (the “Administrator”) and is responsible for certain aspects of managing the Funds’ operations, including administration and shareholder services to each Fund. Each Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.
The Funds are distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for each Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of each Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
The Trust has adopted a distribution and service plan (the “Plan”) with respect to the Class N shares of Emerging Markets Small Cap and Global Small Cap, in accordance with the requirements of Rule 12b-1 under the 1940 Act and the requirements of the applicable rules of FINRA regarding asset-based sales
50
| | |
| | Notes to Financial Statements (continued) |
charges. Pursuant to the Plan, Emerging Markets Small Cap and Global Small Cap may make payments to the Distributor for its expenditures in financing any activity primarily intended to result in the sale of Emerging Markets Small Cap and Global Small Cap’s Class N shares and for maintenance and personal service provided to existing shareholders of that class. The Plan authorizes payments to the Distributor up to 0.25% annually of Emerging Markets Small Cap’s and Global Small Cap’s average daily net assets attributable to the Class N shares.
For each of the Class N and Class I shares, the Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N and Class I shares may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below.
The impact on the annualized expense ratios for the six months ended June 30, 2023, were as follows:
| | | | | | | | |
Fund | | Maximum Annual Amount Approved | | | Actual Amount Incurred |
| | |
Small Cap | | | | | | | | |
| | |
Class N | | | 0.20 | % | | | 0.20 | % |
| | |
Class I | | | 0.10 | % | | | 0.08 | % |
| | |
Mid Cap | | | | | | | | |
| | |
Class N | | | 0.20 | % | | | 0.20 | % |
| | |
Class I | | | 0.05 | % | | | 0.05 | % |
| | |
International Small Cap | | | | | | | | |
| | |
Class N | | | 0.25 | % | | | 0.25 | % |
| | |
Class I | | | 0.10 | % | | | 0.10 | % |
| | |
Emerging Markets Small Cap | | | | | | | | |
| | |
Class N | | | 0.15 | % | | | 0.15 | % |
| | |
Class I | | | 0.15 | % | | | — | |
| | |
Global Small Cap | | | | | | | | |
| | |
Class N | | | 0.15 | % | | | — | |
| | |
Class I | | | 0.15 | % | | | — | |
The Board provides supervision of the affairs of the Trust and other trusts within the AMG Funds Family. The Trustees of the Trust who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Funds are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary
for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Funds had no interfund loans outstanding.
The following Funds utilized the interfund loan program during the six months ended June 30, 2023 as follows:
| | | | | | | | | | | | | | | | |
Fund | | Average Lent | | | Number of Days | | | Interest Earned | | | Average Interest Rate | |
| | | | |
Small Cap | | | $450,791 | | | | 7 | | | | $517 | | | | 5.980 | % |
| | | | |
Mid Cap | | | 17,944,013 | | | | 2 | | | | 5,364 | | | | 5.455 | % |
| | | | |
International Small Cap | | | 969,406 | | | | 7 | | | | 1,060 | | | | 5.700 | % |
| | | | |
Fund | | Average Borrowed | | | Number of Days | | | Interest Paid | | | Average Interest Rate | |
| | | | |
Small Cap | | | $6,208,279 | | | | 2 | | | | $2,036 | | | | 5.985 | % |
| | | | |
International Small Cap | | | 12,120,795 | | | | 15 | | | | 28,366 | | | | 5.695 | % |
| | | | |
Emerging Markets Small Cap | | | 710,099 | | | | 14 | | | | 1,577 | | | | 5.789 | % |
| | | | |
Global Small Cap | | | 14,036 | | | | 5 | | | | 11 | | | | 5.965 | % |
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the six months ended June 30, 2023, were as follows:
| | | | | | | | | | |
| | Long Term Securities |
| | |
Fund | | Purchases | | Sales |
| | |
Small Cap | | | | $58,041,348 | | | | | $116,220,766 | |
| | |
Mid Cap | | | | 231,261,320 | | | | | 303,341,155 | |
| | |
International Small Cap | | | | 105,737,639 | | | | | 271,028,437 | |
| | |
Emerging Markets Small Cap | | | | 1,610,679 | | | | | 4,979,039 | |
| | |
Global Small Cap | | | | 569,975 | | | | | 697,855 | |
The Funds had no purchases or sales of U.S. Government Obligations during the six months ended June 30, 2023.
4. PORTFOLIO SECURITIES LOANED
The Funds participate in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Funds, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Funds’ policy to obtain additional collateral from or return excess collateral
51
| | |
| |
| |
Notes to Financial Statements (continued) |
to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Funds are indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.
The value of securities loaned on positions held, cash collateral and securities collateral received at June 30, 2023, were as follows:
| | | | | | | | | | | | | | | | |
Fund | | Securities Loaned | | | Cash Collateral Received | | | Securities Collateral Received | | | Total Collateral Received | |
| | | | |
Small Cap | | | $8,666,735 | | | | $3,857,079 | | | | $5,062,002 | | | | $8,919,081 | |
| | | | |
Mid Cap | | | 57,561,962 | | | | 2,356,938 | | | | 55,841,511 | | | | 58,198,449 | |
| | | | |
International Small Cap | | | 13,367,042 | | | | 12,244,272 | | | | 2,008,160 | | | | 14,252,432 | |
| | | | |
Global Small Cap | | | 53,373 | | | | 8,737 | | | | 46,196 | | | | 54,933 | |
The following table summarizes the securities received as collateral for securities lending at June 30, 2023:
| | | | | | |
Fund | | Collateral Type | | Coupon Range | | Maturity Date Range |
| | | |
Small Cap | | U.S. Treasury Obligations | | 0.125%-4.980% | | 11/15/23-08/15/51 |
| | | |
Mid Cap | | U.S. Treasury Obligations | | 0.000%-7.500% | | 07/15/23-02/15/52 |
| | | | | | |
Fund | | Collateral Type | | Coupon Range | | Maturity Date Range |
| | | |
International Small Cap | | U.S. Treasury Obligations | | 0.125%-4.750% | | 01/31/24-11/15/51 |
| | | |
Global Small Cap | | U.S. Treasury Obligations | | 0.125%-4.980% | | 05/15/24-08/15/51 |
5. FOREIGN SECURITIES
Certain Funds may invest in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities, such as exposure to currency fluctuations, less developed or less efficient trading markets, political instability, a lack of company information, differing auditing and legal standards, and, potentially, less liquidity. A Fund’s investments in emerging market countries are exposed to additional risks. A Fund’s performance will be influenced by political, social and economic factors affecting companies in emerging market countries. Emerging market countries generally have economic structures that are less diverse and mature, and political systems that are less stable, than those of developed countries. Realized gains in certain countries may be subject to foreign taxes at the Fund level and the Fund would pay such foreign taxes at the appropriate rate for each jurisdiction.
6. COMMITMENTS AND CONTINGENCIES
Under the Trust’s organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Funds under these arrangements is unknown, as this would involve future claims that may be made against a Fund that have not yet occurred. However, based on experience, the Funds had no prior claims or losses and expect the risks of loss to be remote.
7. MASTER NETTING AGREEMENTS
The Funds may enter into master netting agreements with their counterparties for the Securities Lending Program and Repurchase Agreements, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Funds do not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4.
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| | |
| |
| | Notes to Financial Statements (continued) |
The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | | | | Gross Amount Not Offset in the | | | | | | |
| | | | | Statement of Assets and Liabilities | | | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | | Offset Amount | | Net Asset Balance | | | Collateral Received | | | Net Amount |
| | | | | |
Small Cap | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,000,000 | | | — | | | $1,000,000 | | | | $1,000,000 | | | — |
| | | | | |
Citigroup Global Markets, Inc. | | | 1,000,000 | | | — | | | 1,000,000 | | | | 1,000,000 | | | — |
| | | | | |
Daiwa Capital Markets America | | | 857,079 | | | — | | | 857,079 | | | | 857,079 | | | — |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | — | | | 1,000,000 | | | | 1,000,000 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $3,857,079 | | | — | | | $3,857,079 | | | | $3,857,079 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Mid Cap | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,000,000 | | | — | | | $1,000,000 | | | | $1,000,000 | | | — |
| | | | | |
Citigroup Global Markets, Inc. | | | 356,938 | | | — | | | 356,938 | | | | 356,938 | | | — |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | — | | | 1,000,000 | | | | 1,000,000 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $2,356,938 | | | — | | | $2,356,938 | | | | $2,356,938 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
International Small Cap | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,529,867 | | | — | | | $1,529,867 | | | | $1,529,867 | | | — |
| | | | | |
Cantor Fitzgerald Securities, Inc. | | | 2,076,424 | | | — | | | 2,076,424 | | | | 2,076,424 | | | — |
| | | | | |
RBC Dominion Securities, Inc. | | | 3,061,498 | | | — | | | 3,061,498 | | | | 3,061,498 | | | — |
| | | | | |
Santander U.S. Capital Markets LLC | | | 3,000,268 | | | — | | | 3,000,268 | | | | 3,000,268 | | | — |
| | | | | |
State of Wisconsin Investment Board | | | 2,576,215 | | | — | | | 2,576,215 | | | | 2,576,215 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $12,244,272 | | | — | | | $12,244,272 | | | | $12,244,272 | | | — |
| | | | | | | | | | | | | | | | |
| | | | | |
Global Small Cap | | | | | | | | | | | | | | | | |
| | | | | |
RBC Dominion Securities, Inc. | | | $8,737 | | | — | | | $8,737 | | | | $8,737 | | | — |
8. SUBSEQUENT EVENTS
The Funds have determined that no material events or transactions occurred through the issuance date of the Funds’ financial statements which require an additional disclosure in or adjustment of the Funds’ financial statements.
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| | |
| |
| | Annual Renewal of Investment Management and Subadvisory Agreements |
| | | | | | | | |
At an in-person meeting held on June 21, 2023, the Board of Trustees (the “Board” or the “Trustees”), and separately a majority of the Trustees who are not “interested persons” of AMG Funds (the “Trust”) (the “Independent Trustees”), approved (i) the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with AMG Funds LLC (the “Investment Manager”) for each of AMG TimesSquare Mid Cap Growth Fund, AMG TimesSquare Small Cap Growth Fund, AMG TimesSquare International Small Cap Fund, AMG TimesSquare Emerging Markets Small Cap Fund and AMG TimesSquare Global Small Cap Fund (each, a “Fund,” and collectively, the “Funds”) and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016 (collectively, the “Investment Management Agreement”); and (ii) the Subadvisory Agreement, as amended at any time prior to the date of the meeting, with the Subadviser for each Fund (collectively, the “Subadvisory Agreements”). The Independent Trustees were separately represented by independent legal counsel in connection with their consideration of the approval of these agreements. In considering the Investment Management Agreement and Subadvisory Agreements, the Trustees reviewed a variety of materials relating to each Fund, the Investment Manager and the Subadviser, including the nature, extent and quality of services, comparative performance, fee and expense information for an appropriate peer group of similar mutual funds for each Fund (each, a “Peer Group”), performance information for the relevant benchmark index for each Fund (each, a “Fund Benchmark”), other relevant matters, and other information provided to them on a periodic basis throughout the year. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Investment Management Agreement and the Subadvisory Agreements; and (c) met with their independent legal counsel in private sessions at which no representatives of management were present. NATURE, EXTENT AND QUALITY OF SERVICES In considering the nature, extent and quality of the services provided by the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings relating to the Investment Manager’s operations and personnel. Among other things, the Investment Manager provided financial information, | | | | information about its supervisory and professional staff and descriptions of its organizational and management structure. The Trustees also took into account information provided periodically throughout the previous year by the Investment Manager in Board meetings relating to the performance of its duties with respect to the Funds and the Trustees’ knowledge of the Investment Manager’s management and the quality of the performance of the Investment Manager’s duties under the Investment Management Agreement and Administration Agreement. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the extent and quality of the Investment Manager’s oversight of the operation and management of the Funds; (b) the quality of the Investment Manager’s oversight of the performance by the Subadviser of its portfolio management duties; (c) the Investment Manager’s ability to supervise the Funds’ other service providers; and (d) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreement and supervising the Subadviser, the Investment Manager: performs periodic detailed analyses and reviews of the performance by the Subadviser of its obligations to each Fund, including without limitation, analysis and review of portfolio and other compliance matters and review of the Subadviser’s investment performance with respect to each Fund; prepares and presents periodic reports to the Board regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the Board may reasonably request; reviews and considers any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and makes appropriate reports to the Board; reviews and considers any changes in the ownership or senior management of the Subadviser and makes appropriate reports to the Board; performs periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of the Subadviser; assists the Board and management of the Trust in developing and reviewing information with respect to the initial approval of the Subadvisory Agreements and annual consideration of the Subadvisory Agreements thereafter; prepares recommendations with respect to the continued retention of the Subadviser or the replacement of the Subadviser, including at the request of the Board; identifies potential successors to, or replacements of, the Subadviser or potential additional subadvisers, including performing appropriate due diligence, and | | | | developing and presenting to the Board a recommendation as to any such successor, replacement, or additional subadviser, including at the request of the Board; designates and compensates from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and performs such other review and reporting functions as the Board shall reasonably request consistent with the Investment Management Agreement and applicable law. The Trustees noted the affiliation of the Subadviser with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreement and the Investment Manager’s undertaking to maintain contractual expense limitations for the Funds. The Trustees also considered the Investment Manager’s risk management processes. The Trustees also reviewed information relating to the Subadviser’s operations and personnel and the investment philosophy, strategies and techniques (its “Investment Strategy”) used in managing each Fund. Among other things, the Trustees reviewed information on portfolio management and other professional staff, information regarding the Subadviser’s organizational and management structure and the Subadviser’s brokerage policies and practices. The Trustees considered specific information provided regarding the experience of the individuals at the Subadviser with portfolio management responsibility for each Fund, including the information set forth in the Fund’s prospectus and statement of additional information. In the course of their deliberations, the Trustees evaluated, among other things: (a) the services rendered by the Subadviser in the past; (b) the qualifications and experience of the Subadviser’s personnel; and (c) the Subadviser’s compliance program. The Trustees also took into account the financial condition of the Subadviser with respect to its ability to provide the services required under the Subadvisory Agreements. The Trustees also considered the Subadviser’s risk management processes. PERFORMANCE The Board considered each Fund’s net performance during relevant time periods as compared to the Fund’s Peer Group and Fund Benchmark, considered the gross performance of the Fund as compared to the Subadviser’s relevant performance composite that utilizes a similar investment strategy and approach, and noted that the Board reviews on a quarterly basis detailed information about both the |
54
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| |
| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
| | | | | | | | |
Fund’s performance results and portfolio composition, as well as the Subadviser’s Investment Strategy. The Board was mindful of the Investment Manager’s expertise, resources and attention to monitoring the Subadviser’s performance, investment style and risk-adjusted performance with respect to the Funds and its discussions with the management of the Funds’ subadviser during the period regarding the factors that contributed to the performance of the Funds. With respect to AMG TimesSquare Mid Cap Growth Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class Z shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above the median performance of the Peer Group and above, above, above, and below, respectively, the performance of the Fund Benchmark, the Russell Midcap Growth Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance relative to the Peer Group and the Fund Benchmark. The Trustees also noted that the Fund ranked in the top quintile relative to its Peer Group for the 5-year period, in the top quartile relative to its Peer Group for the 1-year period, and in the top third relative to its Peer Group for the 3-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG TimesSquare Small Cap Growth Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class Z shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, below, and below, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 2000 Growth Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s recent outperformance relative to the Fund Benchmark and the Peer Group and the Fund’s longer-term underperformance relative to the Peer Group. The Trustees also noted that the Fund ranked in the top quartile relative to its Peer Group for the 1-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG TimesSquare International Small Cap Fund, among other information relating to the Fund’s performance, the Trustees noted that the | | | | Fund’s performance for Class Z shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund with that inception date) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, below, and below, respectively, the median performance of the Peer Group and above, below, below, and below, respectively, the performance of the Fund Benchmark, the MSCI EAFE Small Cap Index. The Trustees took into account the reasons for the Fund’s recent outperformance and longer-term underperformance relative to the Fund Benchmark and Peer Group and noted the impact of the Fund’s underperformance during certain calendar years on its longer-term performance. The Trustees also noted that the Fund ranked in the top quintile relative to its Peer Group for the 1-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. With respect to AMG TimesSquare Emerging Markets Small Cap Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class Z shares (which share class has one of the earliest inception dates and the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year and 5-year periods ended March 31, 2023 and for the period from the Fund’s inception on December 14, 2016 through March 31, 2023 was above the median performance of the Peer Group and above, below, below, and above, respectively, the performance of the Fund Benchmark, the MSCI Emerging Markets Small Cap Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s recent outperformance relative to the Peer Group and the Fund Benchmark and longer-term underperformance relative to the Fund Benchmark. The Trustees also noted that the Fund ranked in the top decile relative to its Peer Group for the 3-year period, in the top quintile relative to its Peer Group for the 5-year period and for the period from inception through March 31, 2023, and in the top third relative to its Peer Group for the 1-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG TimesSquare Global Small Cap Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class Z shares (which share class has the largest amount of assets of all the share classes of the Fund) for the 1-year and 3-year periods ended March 31, 2023 and for the period from the | | | | Fund’s inception on May 30, 2018 through March 31, 2023 was above, below, and below, respectively, the median performance of the Peer Group and above, below, and below, respectively, the performance of the Fund Benchmark, the MSCI World Small Cap Index. The Trustees took into account management’s discussion of the Fund’s performance, including reasons for the Fund’s recent outperformance and longer-term underperformance relative to the Fund Benchmark and the Peer Group. The Trustees also noted that the Fund ranked in the top quintile relative to its Peer Group for the 1-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. ADVISORY AND SUBADVISORY FEES; FUND EXPENSES; PROFITABILITY; AND ECONOMIES OF SCALE In considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings setting forth all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as Investment Manager to a Fund), received by the Investment Manager and its affiliates attributable to managing each Fund and all the mutual funds in the AMG Funds Family of Funds; the cost of providing such services; the significant risks undertaken as Investment Manager and sponsor of the Funds, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered the amount of the advisory fee retained by the Investment Manager after payment of the subadvisory fee with respect to each Fund. The Trustees also noted payments are made from the Subadviser to the Investment Manager, and other payments are made from the Investment Manager to the Subadviser. The Trustees also considered management’s discussion of the current asset level of each Fund, and the impact on profitability of both the current asset levels and any future growth of assets of the Funds. In considering the cost of services to be provided by the Investment Manager under the Investment Management Agreement and the profitability to the Investment Manager of its relationship with each Fund, the Trustees noted the undertaking by the |
55
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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Investment Manager to maintain contractual expense limitations for the Funds. The Board also took into account management’s discussion of the advisory fee structure, and the services the Investment Manager provides in performing its functions under the Investment Management Agreement and supervising the Subadviser. Based on the foregoing, the Trustees concluded that the profitability to the Investment Manager is reasonable and that the Investment Manager is not realizing material benefits from economies of scale that would warrant adjustments to the advisory fee at this time. Also with respect to economies of scale, the Trustees noted that as each Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. In considering the reasonableness of the subadvisory fees payable by the Investment Manager to the Subadviser, the Trustees reviewed information regarding the cost to the Subadviser of providing subadvisory services to each Fund and the resulting profitability from the relationships. The Trustees noted that, because the Subadviser is an affiliate of the Investment Manager, a portion of the Subadviser’s revenues or profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fees are paid by the Investment Manager out of its advisory fee. The Board also took into account management’s discussion of the subadvisory fee structure, and the services the Subadviser provides in performing its functions under the Subadvisory Agreements. Based on the foregoing, the Trustees concluded that the profitability to the Subadviser is reasonable and that the Subadviser is not realizing material benefits from economies of scale that would warrant adjustments to the subadvisory fees at this time. Also with respect to economies of scale, the Trustees noted that as a Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. With respect to AMG TimesSquare Mid Cap Growth Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class Z shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the High and the Above Average rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the | | | | Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 1.13%. The Trustees also took into account management’s discussion of the Fund’s expenses, including fees and expenses relative to comparably sized funds and key competitors. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG TimesSquare Small Cap Growth Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class Z shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Above Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.99%. The Trustees also took into account management’s discussion of the Fund’s expenses, including fees and expenses relative to comparably sized funds and select competitors. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG TimesSquare International Small Cap Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were rated in the Below Average and the Average rating level, respectively, of the Fund’s Peer Group. The Trustees noted that the rating levels corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain | | | | excluded expenses) to 1.05%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG TimesSquare Emerging Markets Small Cap Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class Z shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the High rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 1.25%. The Trustees also took into account management’s discussion of the Fund’s expenses, including fees and expenses relative to comparably sized funds and select competitors, and the Fund’s small size relative to its peer universe. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG TimesSquare Global Small Cap Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class Z shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 1.00%. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense |
56
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the conclusions discussed above) regarding the Investment Management Agreement and Subadvisory Agreements: (a) the Investment | | | | Manager and the Subadviser have demonstrated that they possess the capability and resources to perform the duties required of them under the Investment Management Agreement and each Subadvisory Agreement and (b) the Investment Manager and Subadviser maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each | | | | Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of the Investment Management Agreement and the Subadvisory Agreements would be in the best interests of the applicable Fund and its shareholders. Accordingly, on June 21, 2023, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management and the Subadvisory Agreements for each Fund. |
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| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER TimesSquare Capital Management, LLC 7 Times Square 42nd Floor New York, NY 10036 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 | | LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt Keilhacker Steven J. Paggioli Eric Rakowski Victoria Sassine Garret W. Weston | | This report is prepared for the Funds’ shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for each Fund are available on the Funds’ website at amgfunds.com. A description of the policies and procedures each Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding the Funds’ proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Funds’ website at amgfunds.com. To review a complete list of the Funds’ portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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BALANCED FUNDS AMG GW&K Global Allocation GW&K Investment Management, LLC EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC | | | | AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road International Value Equity AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP | | | | FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC |
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amgfunds.com | | | 063023 | | | SAR012 | |
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| | SEMI-ANNUAL REPORT |
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| | AMG Funds |
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| | June 30, 2023 | | | | |
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| | AMG Yacktman Fund |
| | Class I: YACKX | | | | |
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| | AMG Yacktman Focused Fund |
| | Class N: YAFFX | | Class I: YAFIX | | |
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| | AMG Yacktman Global Fund |
| | Class N: YFSNX | | Class I: YFSIX | | |
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| | AMG Yacktman Special Opportunities Fund |
| | Class I: YASSX | | Class Z: YASLX | | |
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amgfunds.com | | 063023 | | | SAR071 | |
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| | AMG Funds Semi-Annual Report — June 30, 2023 (unaudited) |
Nothing contained herein is to be considered an offer, sale or solicitation of an offer to buy shares of any series of the AMG Funds Family of Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
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| | About Your Fund’s Expenses (unaudited) |
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As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on $1,000 invested at the beginning of the period and held for the entire period as indicated below. ACTUAL EXPENSES The first section of the following table provides information about the actual account values and | | | | actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s | | | | actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
AMG Yacktman Fund |
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Based on Actual Fund Return |
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Class I | | 0.70% | | $1,000 | | $1,060 | | $3.58 |
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Based on Hypothetical 5% Annual Return |
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Class I | | 0.70% | | $1,000 | | $1,021 | | $3.51 |
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AMG Yacktman Focused Fund |
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Based on Actual Fund Return |
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Class N | | 1.25% | | $1,000 | | $1,072 | | $6.42 |
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Class I | | 1.06% | | $1,000 | | $1,073 | | $5.45 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 1.25% | | $1,000 | | $1,019 | | $6.26 |
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Class I | | 1.06% | | $1,000 | | $1,020 | | $5.31 |
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AMG Yacktman Global Fund |
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Based on Actual Fund Return |
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Class N | | 1.13% | | $1,000 | | $1,063 | | $5.78 |
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Class I | | 0.93% | | $1,000 | | $1,063 | | $4.76 |
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Based on Hypothetical 5% Annual Return |
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Class N | | 1.13% | | $1,000 | | $1,019 | | $5.66 |
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Class I | | 0.93% | | $1,000 | | $1,020 | | $4.66 |
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Six Months Ended June 30, 2023 | | Expense Ratio for the Period | | Beginning Account Value 01/01/23 | | Ending Account Value 06/30/23 | | Expenses Paid During the Period* |
AMG Yacktman Special Opportunities Fund |
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Based on Actual Fund Return |
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Class I | | 1.32%† | | $1,000 | | $1,014 | | $6.59 |
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Class Z | | 1.22%† | | $1,000 | | $1,015 | | $6.10 |
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Based on Hypothetical 5% Annual Return |
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Class I | | 1.32%† | | $1,000 | | $1,018 | | $6.61 |
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Class Z | | 1.22%† | | $1,000 | | $1,019 | | $6.11 |
† | Includes a performance fee adjustment amounting to (0.21)% of average daily net assets which is not annualized. (See Note 2 of Notes to Financial Statements.) |
* | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181), then divided by 365. |
2
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| | Fund Performance (unaudited) Periods ended June 30, 2023 |
The table below shows the average annual total returns for the periods indicated for each Fund, as well as each Fund’s relative index for the same time periods ended June 30, 2023.
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Average Annual Total Returns1 | | Six Months* | | | One Year | | | Five Years | | | Ten Years | | | Since Inception | | | Inception Date | |
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AMG Yacktman Fund2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16 | |
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Class I | | | 6.01 | % | | | 12.48 | % | | | 9.72 | % | | | 9.49% | | | | 10.28% | | | | 07/06/92 | |
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Russell 1000® Value Index28 | | | 5.12 | % | | | 11.54 | % | | | 8.11 | % | | | 9.22% | | | | 9.59% | | | | 07/06/92 | † |
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S&P 500® Index29 | | | 16.89 | % | | | 19.59 | % | | | 12.31 | % | | | 12.86% | | | | 10.11% | | | | 07/06/92 | † |
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AMG Yacktman Focused Fund2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23 | |
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Class N | | | 7.18 | % | | | 13.97 | % | | | 9.76 | % | | | 9.69% | | | | 9.69% | | | | 05/01/97 | |
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Class I | | | 7.26 | % | | | 14.19 | % | | | 9.96 | % | | | 9.88% | | | | 11.17% | | | | 07/24/12 | |
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Russell 1000® Value Index28 | | | 5.12 | % | | | 11.54 | % | | | 8.11 | % | | | 9.22% | | | | 8.09% | | | | 05/01/97 | † |
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S&P 500® Index29 | | | 16.89 | % | | | 19.59 | % | | | 12.31 | % | | | 12.86% | | | | 8.78% | | | | 05/01/97 | † |
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AMG Yacktman Global Fund2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24 | |
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Class N | | | 6.26 | % | | | 13.59 | % | | | 8.88 | % | | | — | | | | 10.80% | | | | 01/30/17 | |
| | | | | | |
Class I | | | 6.32 | % | | | 13.80 | % | | | 8.99 | % | | | — | | | | 10.88% | | | | 01/30/17 | |
| | | | | | |
MSCI World Index30 | | | 15.09 | % | | | 18.51 | % | | | 9.07 | % | | | — | | | | 10.10% | | | | 01/30/17 | † |
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AMG Yacktman Special Opportunities Fund2, 3, 4, 5, 6, 7, 8, 9, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 25, 26, 27 | |
| | | | | | |
Class I | | | 1.42 | % | | | 4.17 | % | | | 4.03 | % | | | — | | | | 7.38% | | | | 06/30/15 | |
| | | | | | |
Class Z | | | 1.50 | % | | | 4.31 | % | | | 4.13 | % | | | — | | | | 5.86% | | | | 06/30/14 | |
| | | | | | |
MSCI ACWI All Cap Index31 | | | 13.15 | % | | | 16.02 | % | | | 7.59 | % | | | — | | | | 7.07% | | | | 06/30/14 | † |
|
The performance data shown represents past performance. Past performance is not a guarantee of future results. Current performance may be lower or higher than the performance data quoted. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. | |
|
Investors should carefully consider the Fund’s investment objectives, risks, charges and expenses before investing. For performance information through the most recent month end, current net asset values per share for the Funds and other information, please call 800.548.4539 or visit our website at amgfunds.com for a free prospectus. Read it carefully before investing or sending money. Distributed by AMG Distributors, Inc., member FINRA/SIPC. | |
| | | | | | | | | | | | | | | | | | | | | | | | |
† | Date reflects the inception date of the Fund, not the index. |
1 | Total return equals income yield plus share price change and assumes reinvestment of all dividends and capital gain distributions. Returns are net of fees and may reflect offsets of Fund expenses as described in the prospectus. No adjustment has been made for taxes payable by shareholders on their reinvested dividends and capital gain distributions. Returns for periods greater than one year are annualized. The listed returns on the Fund are net of expenses and based on the published NAV as of June 30, 2023. All returns are in U.S. Dollars ($). |
2 | From time to time, the Fund’s investment manager has waived its fees and/or absorbed Fund expenses, which has resulted in higher returns. |
3 | Market prices of investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including economic, political, or market conditions, or other factors including terrorism, war, natural disasters and the spread of infectious illness or other public health issues, including epidemics or pandemics such as the COVID-19 pandemic, or in response to events that affect particular industries or companies. |
4 | The stocks of large-capitalization companies are generally more mature and may not be able to reach the same levels of growth as the stocks of small- or mid-capitalization companies. |
| | |
| | 5 The stocks of small- and mid-capitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 6 Value stocks may perform differently from the market as a whole and may be undervalued by the market for a long period of time. 7 Investments in emerging markets are subject to the general risks of foreign investments, as well as additional risks which can result in greater price volatility. Such additional risks include the risk that markets in emerging market countries are typically less developed and less liquid than markets in developed countries and such markets are subjected to increased economic, political, or regulatory uncertainties. 8 Fluctuations in exchange rates may affect the total loss or gain on a non-U.S. Dollar investment when converted back to U.S. Dollars and exposure to non-U.S. currencies may subject the Fund to the risk that those currencies will decline in value relative to the U.S. Dollar. 9 Investments in foreign issuers involve additional risks (such as risks arising from less frequent trading, changes in political or social conditions, and less publicly available information about non-U.S. issuers) that differ from those associated with investments in U.S. issuers and may result in greater price volatility. 10 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmarks or other funds with a similar investment objective. To the extent the Fund invests a substantial portion of its assets in a relatively small number of securities, the Fund’s net asset value may be more volatile and the Fund may involve more risk than a fund that invests in a greater number of securities. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. |
| | 11 Convertible preferred stocks, which are convertible into shares of the issuer’s common stock and pay regular dividends, and convertible debt securities, which are convertible into shares of the issuer’s common stock and bear interest, are subject to the risks of equity securities and fixed income securities. The lower the conversion premium, the more likely the price of the convertible security will follow the price of the underlying common stock. Conversely, higher premium convertible securities are more likely to exhibit the behavior of bonds because the likelihood of conversion is lower, which may cause their prices to fall as interest rates rise. There is the risk that the issuer of convertible preferred stock will not be able to make dividend payments or that the issuer of a convertible bond will not be able to make principal and/or interest payments. |
3
| | |
| | Fund Performance Periods ended June 30, 2023 (continued) |
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12 The value of a debt security changes in response to various factors, including, for example, market-related factors, such as changes in interest rates or changes in the actual or perceived ability of an issuer to meet its obligations. Investments in debt securities are subject to, among other risks, credit risk, interest rate risk, extension risk, prepayment risk and liquidity risk. 13 Below investment grade debt securities and unrated securities of similar credit quality (commonly known as “junk bonds” or “high yield securities”) may be subject to greater levels of interest rate, credit, liquidity, and market risk than higher-rated securities. These securities are considered predominately speculative with respect to the issuer’s continuing ability to make principal and interest payments. 14 Fixed coupon payments (cash flows) of bonds and debt securities may become less competitive with the market in periods of rising interest rates and cause bond prices to decline. During periods of increasing interest rates, the Fund may experience high levels of volatility and shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices, which could reduce the returns of the Fund. 15 The issuer of bonds or other debt securities or a counterparty to a derivatives contract may be unable or unwilling, or may be perceived as unable or unwilling, to make timely interest, principal or settlement payments or otherwise honor its obligations. 16 Issuers and companies that are in similar industry sectors may be similarly affected by particular economic or market events; to the extent the Fund has substantial holdings within a particular sector, the risks associated with that sector increase. 17 Because the Fund is an actively managed investment portfolio, security selection or focus on securities in a particular style, market sector or group of companies may cause the Fund to incur losses or underperform relative to its benchmark(s) or other funds with a similar investment objective. There can be no guarantee that the Subadviser’s investment techniques and risk analysis will produce the desired result. 18 To the extent the Fund invests a substantial portion of its assets in a relatively small number of securities or a particular market, industry, group of industries, country, region, group of countries, asset class or sector, it generally will be subject to greater risk than a fund that invests in a more diverse investment portfolio. In addition, the value of the Fund would be more susceptible to any single economic, market, political or regulatory occurrence affecting, for example, that particular market, industry, region or sector. 19 The use of derivatives involves costs, the risk that the | | | | value of derivatives may not correlate perfectly with their underlying assets, rates or indices, liquidity risk, and the risk of mispricing or improper valuation. The use of derivatives may not succeed for various reasons, and the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses. 20 There is no guarantee that hedging strategies will be successful. For example, changes in the value of a hedging transaction may not completely offset changes in the value of the assets and liabilities being hedged. Hedging transactions involve costs and may result in losses. 21 The Fund may not be able to dispose of particular investments, such as illiquid securities, readily at favorable times or prices or the Fund may have to sell them at a loss. 22 The Fund is non-diversified and therefore a greater percentage of holdings may be focused in a small number of issuers or a single issuer, which can place the Fund at greater risk. Notwithstanding the Fund’s status as a “non-diversified” investment company under the Investment Company Act of 1940, as amended, (the “1940 Act”), the Fund intends to qualify as a regulated investment company accorded favorable tax treatment under the Internal Revenue Code of 1986, as amended, which imposes its own diversification requirements that are less restrictive than the requirements applicable to “diversified” investment companies under the 1940 Act. The Fund’s intention to qualify as a regulated investment company may limit its pursuit of its investment strategy and its investment strategy could limit its ability to so qualify. 23 A short sale of a security involves the theoretical risk of unlimited loss because of potential unlimited increases in the market price of the security sold short. The Fund’s use of short sales, in certain circumstances, can result in significant losses. 24 To the extent the Fund focuses its investments in a particular country, group of countries or geographic region, the Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting such countries or region, and the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund and may result in losses. 25 Changes in the general political and social environment of a country can have substantial effects on the value of investments exposed to that country. 26 The stocks of microcapitalization companies often have greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies. 27 The prospect of a positive or negative performance adjustment may create an incentive for the Fund’s | | | | portfolio manager to take greater risks with the Fund’s portfolio. In addition, because performance adjustments are based upon past performance, a shareholder may pay a higher or lower management fee for performance that occurred prior to the shareholder’s investment in the Fund. 28 The Russell 1000® Value Index is a market capitalization weighted index that measures the performance of those Russell 1000® companies with lower price-to-book ratios and lower forecasted growth values. Unlike the Fund, the Russell 1000® Value Index is unmanaged, is not available for investment and does not incur expenses. 29 The S&P 500® Index is a capitalization-weighted index of 500 stocks. The S&P 500® Index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. Unlike the Fund, the S&P 500® Index is unmanaged, is not available for investment and does not incur expenses. 30 The MSCI World Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. Please go to msci.com for most current list of countries represented by the index. Unlike the Fund, the MSCI World Index is unmanaged, is not available for investment and does not incur expenses. 31 The MSCI ACWI All Cap Index captures large-, mid-, small- and micro-capitalization representation across certain Developed Markets (DM) and large-, mid- and small-capitalization representation across certain Emerging Markets (EM). The Index is comprehensive, covering a significant percentage of the global equity investment opportunity set. Please go to msci.com for most current list of countries represented by the index. Unlike the Fund, the MSCI ACWI All Cap Index is unmanaged, is not available for investment and does not incur expenses. The Russell 1000® Value Index is a trademark of the London Stock Exchange Group companies. The S&P 500® Index is proprietary data of Standard & Poor’s, a division of McGraw-Hill Companies, Inc. All rights reserved. All MSCI data is provided “as is.” The products described herein are not sponsored or endorsed and have not been reviewed or passed on by MSCI. In no event shall MSCI, its affiliates or any MSCI data provider have any liability of any kind in connection with the MSCI data or the products described herein. Copying or redistributing the MSCI data is strictly prohibited. Not FDIC insured, nor bank guaranteed. May lose value. |
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4
| | |
| | AMG Yacktman Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Communication Services | | 17.1 |
| |
Consumer Staples | | 14.6 |
| |
Energy | | 14.3 |
| |
Information Technology | | 14.2 |
| |
Industrials | | 9.3 |
| |
Financials | | 8.7 |
| |
Consumer Discretionary | | 5.2 |
| |
Health Care | | 4.1 |
| |
Materials | | 3.5 |
| |
Short-Term Investments | | 8.9 |
| |
Other Assets, less Liabilities | | 0.1 |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Bolloré SE (France) | | 7.3 |
| |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | 6.1 |
| |
Canadian Natural Resources, Ltd. (Canada) | | 5.7 |
| |
Microsoft Corp. | | 3.7 |
| |
PepsiCo, Inc. | | 3.3 |
| |
Alphabet, Inc., Class C | | 3.3 |
| |
The Procter & Gamble Co. | | 2.7 |
| |
Brenntag SE (Germany) | | 2.4 |
| |
The Charles Schwab Corp. | | 2.4 |
| |
Booking Holdings, Inc. | | 2.3 |
| | |
| |
Top Ten as a Group | | 39.2 |
| | |
NEW POSITIONS
| | |
New Purchase | | Net Shares Held |
| |
Olin Corp. | | 2,205,000 |
FULL SALES
| | |
Sales | | Net Shares or Principal Sold |
| |
Continental AG (Germany) | | 600,000 |
| |
Hengan International Group Co., Ltd. (China) | | 6,935,400 |
| |
Rinnai Corp. (Japan) | | 180,000 |
| |
U.S. Bancorp | | 2,800,000 |
| |
W&T Offshore, Inc., 9.750%, 11/01/23 | | $51,359,000 |
| |
Weatherford International, Ltd. (Bermuda), 11.000%, 12/01/24 | | $8,367,000 |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
5
| | |
| | AMG Yacktman Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Common Stocks - 83.9% | | | | | | | | |
| |
Communication Services - 17.1% | | | | | |
| | |
Alphabet, Inc., Class C* | | | 2,220,000 | | | | $268,553,400 | |
| | |
Bolloré SE (France) | | | 96,200,000 | | | | 599,929,088 | |
| | |
Comcast Corp., Class A | | | 1,100,000 | | | | 45,705,000 | |
| | |
Fox Corp., Class A1 | | | 2,400,000 | | | | 81,600,000 | |
| | |
Fox Corp., Class B | | | 3,100,000 | | | | 98,859,000 | |
| | |
News Corp., Class A | | | 8,900,000 | | | | 173,550,000 | |
| | |
The Walt Disney Co.* | | | 900,000 | | | | 80,352,000 | |
| | |
Warner Bros Discovery, Inc.* | | | 4,400,000 | | | | 55,176,000 | |
| | |
Total Communication Services | | | | | | | 1,403,724,488 | |
| |
Consumer Discretionary - 4.2% | | | | | |
| | |
Booking Holdings, Inc.* | | | 70,000 | | | | 189,023,100 | |
| | |
eBay, Inc. | | | 1,250,000 | | | | 55,862,500 | |
| | |
Hyundai Mobis Co., Ltd. (South Korea) | | | 550,000 | | | | 97,375,854 | |
| | |
Total Consumer Discretionary | | | | | | | 342,261,454 | |
| |
Consumer Staples - 14.6% | | | | | |
| | |
Associated British Foods PLC (United Kingdom) | | | 7,300,000 | | | | 184,856,991 | |
| | |
The Coca-Cola Co. | | | 1,385,000 | | | | 83,404,700 | |
| | |
Colgate-Palmolive Co. | | | 1,100,000 | | | | 84,744,000 | |
| | |
Ingredion, Inc. | | | 1,150,000 | | | | 121,842,500 | |
| | |
KT&G Corp. (South Korea) | | | 1,452,810 | | | | 91,260,446 | |
| | |
PepsiCo, Inc. | | | 1,450,000 | | | | 268,569,000 | |
| | |
The Procter & Gamble Co. | | | 1,450,000 | | | | 220,023,000 | |
| | |
Sysco Corp. | | | 920,000 | | | | 68,264,000 | |
| | |
Tyson Foods, Inc., Class A | | | 1,460,000 | | | | 74,518,400 | |
| | |
Total Consumer Staples | | | | | | | 1,197,483,037 | |
| | |
Energy - 14.3% | | | | | | | | |
| | |
Canadian Natural Resources, Ltd. (Canada) | | | 8,310,000 | | | | 467,520,600 | |
| | |
ConocoPhillips | | | 890,000 | | | | 92,212,900 | |
| | |
Devon Energy Corp. | | | 1,450,000 | | | | 70,093,000 | |
| | |
Diamondback Energy, Inc. | | | 750,000 | | | | 98,520,000 | |
| | |
EOG Resources, Inc. | | | 895,000 | | | | 102,423,800 | |
| | |
Pioneer Natural Resources Co. | | | 820,000 | | | | 169,887,600 | |
| | |
Weatherford International PLC* | | | 2,500,000 | | | | 166,050,000 | |
| | |
Total Energy | | | | | | | 1,166,707,900 | |
| | |
Financials - 8.7% | | | | | | | | |
| | |
The Bank of New York Mellon Corp. | | | 2,300,000 | | | | 102,396,000 | |
| | |
Berkshire Hathaway, Inc., Class B* | | | 340,000 | | | | 115,940,000 | |
| | |
The Charles Schwab Corp. | | | 3,400,000 | | | | 192,712,000 | |
| | |
First Hawaiian, Inc. | | | 1,530,000 | | | | 27,555,300 | |
| | |
The Goldman Sachs Group, Inc. | | | 130,000 | | | | 41,930,200 | |
| | |
State Street Corp. | | | 1,900,000 | | | | 139,042,000 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Wells Fargo & Co. | | | 2,110,000 | | | | $90,054,800 | |
| | |
Total Financials | | | | | | | 709,630,300 | |
| | |
Health Care - 4.1% | | | | | | | | |
| | |
Elevance Health, Inc. | | | 300,000 | | | | 133,287,000 | |
| | |
Embecta Corp.1 | | | 1,600,000 | | | | 34,560,000 | |
| | |
Johnson & Johnson | | | 1,000,000 | | | | 165,520,000 | |
| | |
Total Health Care | | | | | | | 333,367,000 | |
| | |
Industrials - 9.3% | | | | | | | | |
| | |
Armstrong World Industries, Inc. | | | 735,000 | | | | 53,993,100 | |
| | |
Brenntag SE (Germany) | | | 2,500,000 | | | | 195,045,248 | |
| | |
GrafTech International, Ltd. | | | 5,000,000 | | | | 25,200,000 | |
| | |
L3Harris Technologies, Inc. | | | 355,000 | | | | 69,498,350 | |
| | |
Lockheed Martin Corp. | | | 195,000 | | | | 89,774,100 | |
| | |
Northrop Grumman Corp. | | | 225,000 | | | | 102,555,000 | |
| | |
Samsung C&T Corp. (South Korea) | | | 700,000 | | | | 56,338,754 | |
| | |
U-Haul Holding Co.1 | | | 330,000 | | | | 18,255,600 | |
| | |
U-Haul Holding Co., Non-Voting Shares | | | 2,970,000 | | | | 150,489,900 | |
| | |
Total Industrials | | | | | | | 761,150,052 | |
| |
Information Technology - 8.1% | | | | | |
| | |
Cisco Systems, Inc. | | | 800,000 | | | | 41,392,000 | |
| | |
Cognizant Technology Solutions Corp., Class A | | | 2,800,000 | | | | 182,784,000 | |
| | |
Corning, Inc. | | | 1,100,000 | | | | 38,544,000 | |
| | |
Microsoft Corp. | | | 900,000 | | | | 306,486,000 | |
| | |
Oracle Corp. | | | 700,000 | | | | 83,363,000 | |
| | |
Samsung Electronics Co., Ltd. (South Korea) | | | 200,000 | | | | 11,012,656 | |
| | |
Total Information Technology | | | | | | | 663,581,656 | |
| | |
Materials - 3.5% | | | | | | | | |
| | |
Olin Corp. | | | 2,205,000 | | | | 113,314,950 | |
| | |
Reliance Steel & Aluminum Co. | | �� | 650,000 | | | | 176,533,500 | |
| | |
Total Materials | | | | | | | 289,848,450 | |
| | |
Total Common Stocks (Cost $4,596,317,223) | | | | | | | 6,867,754,337 | |
Preferred Stocks - 7.1% | | | | | | | | |
| |
Consumer Discretionary - 1.0% | | | | | |
| | |
Hyundai Motor Co., 6.410% (South Korea) | | | 400,000 | | | | 33,408,403 | |
| | |
Hyundai Motor Co., 6.440% (South Korea) | | | 523,882 | | | | 43,358,725 | |
| | |
Total Consumer Discretionary | | | | | | | 76,767,128 | |
| |
Information Technology - 6.1% | | | | | |
| | |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | | 11,050,000 | | | | 501,441,336 | |
| | |
Total Preferred Stocks (Cost $304,566,646) | | | | | | | 578,208,464 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
6
| | |
| | AMG Yacktman Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
Short-Term Investments - 8.9% | | | | | | | | |
| |
Joint Repurchase Agreements - 0.1%2 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $1,020,000) | | | $1,000,000 | | | | $1,000,000 | |
| | |
Citigroup Global Markets, Inc., dated 06/30/23, due 07/03/23, 5.070% total to be received $1,000,423 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 10/31/24 - 08/20/67, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| | |
Daiwa Capital Markets America, dated 06/30/23, due 07/03/23, 5.070% total to be received $833,027 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.000%, 07/27/23 - 07/01/53, totaling $849,328) | | | 832,675 | | | | 832,675 | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| |
Total Joint Repurchase Agreements | | | | 3,832,675 | |
* | Non-income producing security. |
1 | Some of these securities, amounting to $3,748,975 or less than 0.05% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
2 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
| | | | | | | | |
| | Principal Amount | | | Value | |
| |
U.S. Government Obligations - 3.8% | | | | | |
| | |
U.S. Treasury Bills, 2.540%, 07/06/233 | | | $80,000,000 | | | | $79,967,017 | |
| | |
U.S. Treasury Bills, 5.229%, 01/25/243 | | | 80,000,000 | | | | 77,698,980 | |
| | |
U.S. Treasury Bills, 5.251%, 10/05/233 | | | 80,000,000 | | | | 78,919,261 | |
| | |
U.S. Treasury Bills, 5.367%, 03/21/243 | | | 80,000,000 | | | | 77,020,332 | |
| |
Total U.S. Government Obligations | | | | 313,605,590 | |
| |
Repurchase Agreements - 2.5% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $205,801,001 (collateralized by various U.S. Treasuries, 1.125% - 5.278%, 07/31/23 - 02/15/31, totaling $209,831,366) | | | 205,717,000 | | | | 205,717,000 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 2.5% | | | | | |
| | |
JPMorgan U.S. Government Money Market Fund, IM Shares, 5.17%4 | | | 201,677,305 | | | | 201,677,305 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $725,835,024) | | | | | | | 724,832,570 | |
| |
Total Investments - 99.9% (Cost $5,626,718,893) | | | | 8,170,795,371 | |
| |
Other Assets, less Liabilities - 0.1% | | | | 11,844,898 | |
| | |
Net Assets - 100.0% | | | | | | | $8,182,640,269 | |
3 | Represents yield to maturity at June 30, 2023. |
4 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
The accompanying notes are an integral part of these financial statements.
7
| | |
| | AMG Yacktman Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Communication Services | | | $803,795,400 | | | | $599,929,088 | | | | — | | | | $1,403,724,488 | |
| | | | |
Consumer Staples | | | 921,365,600 | | | | 276,117,437 | | | | — | | | | 1,197,483,037 | |
| | | | |
Energy | | | 1,166,707,900 | | | | — | | | | — | | | | 1,166,707,900 | |
| | | | |
Industrials | | | 509,766,050 | | | | 251,384,002 | | | | — | | | | 761,150,052 | |
| | | | |
Financials | | | 709,630,300 | | | | — | | | | — | | | | 709,630,300 | |
| | | | |
Information Technology | | | 652,569,000 | | | | 11,012,656 | | | | — | | | | 663,581,656 | |
| | | | |
Consumer Discretionary | | | 244,885,600 | | | | 97,375,854 | | | | — | | | | 342,261,454 | |
| | | | |
Health Care | | | 333,367,000 | | | | — | | | | — | | | | 333,367,000 | |
| | | | |
Materials | | | 289,848,450 | | | | — | | | | — | | | | 289,848,450 | |
| | | | |
Preferred Stocks† | | | — | | | | 578,208,464 | | | | — | | | | 578,208,464 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 3,832,675 | | | | — | | | | 3,832,675 | |
| | | | |
U.S. Government Obligations | | | — | | | | 313,605,590 | | | | — | | | | 313,605,590 | |
| | | | |
Repurchase Agreements | | | — | | | | 205,717,000 | | | | — | | | | 205,717,000 | |
| | | | |
Other Investment Companies | | | 201,677,305 | | | | — | | | | — | | | | 201,677,305 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $5,833,612,605 | | | | $2,337,182,766 | | | | — | | | | $8,170,795,371 | |
| | | | | | | | | | | | | | | | |
† | All preferred stocks held in the Fund are Level 2 securities. For a detailed breakout of preferred stocks by major industry classification, please refer to Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Canada | | 6.3 |
| |
France | | 8.0 |
| |
Germany | | 2.6 |
| |
South Korea | | 11.2 |
| |
United Kingdom | | 2.5 |
| |
United States | | 69.4 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
8
| | |
| | AMG Yacktman Focused Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Information Technology | | 18.7 |
| |
Communication Services | | 18.2 |
| |
Consumer Staples | | 15.0 |
| |
Energy | | 13.9 |
| |
Industrials | | 10.6 |
| |
Consumer Discretionary | | 7.3 |
| |
Financials | | 5.5 |
| |
Materials | | 4.1 |
| |
Health Care | | 1.9 |
| |
Short-Term Investments | | 4.8 |
| |
Other Assets, less Liabilities1 | | (0.0)# |
| 1 | Includes exchange traded written options. |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | 10.4 |
| |
Bolloré SE (France) | | 8.8 |
| |
Canadian Natural Resources, Ltd. (Canada) | | 6.5 |
| |
Microsoft Corp. | | 5.2 |
| |
Alphabet, Inc., Class C | | 3.2 |
| |
Associated British Foods PLC (United Kingdom) | | 3.0 |
| |
KT&G Corp. (South Korea) | | 2.9 |
| |
PepsiCo, Inc. | | 2.8 |
| |
Brenntag SE (Germany) | | 2.7 |
| |
Fox Corp., Class B | | 2.7 |
| | |
| |
Top Ten as a Group | | 48.2 |
| | |
NEW POSITIONS
| | | | |
New Purchases | | Current Shares or Contracts Held | |
| |
Olin Corp. | | | 995,000 | |
| |
Booking Holdings, Inc. (Call) | | | 240 | |
| |
eBay, Inc. (Call) | | | 9,500 | |
| |
Warner Bros Discovery, Inc. (Call) | | | 19,000 | |
| |
| | | | |
FULL SALES
| | | | |
Sales | | Net Shares, Contracts or Principal Sold | |
| |
U.S. Bancorp | | | 750,000 | |
| |
eBay, Inc. (Put) | | | 1,152 | |
| |
Microsoft Corp., 2.375%, 05/01/23 | | | $19,000,000 | |
| |
PepsiCo, Inc., 0.750%, 05/01/23 | | | $14,623,000 | |
| |
W&T Offshore, Inc., 9.750%, 11/01/23 | | | $22,824,000 | |
| |
Weatherford International, Ltd. (Bermuda), 11.000%, 12/01/24 | | | $3,762,000 | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
9
| | |
| | AMG Yacktman Focused Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Common Stocks - 81.3% | | | | | |
| |
Communication Services - 18.2% | | | | | |
| | |
Alphabet, Inc., Class C* | | | 970,000 | | | | $117,340,900 | |
| | |
Bolloré SE (France) | | | 51,000,000 | | | | 318,049,725 | |
| | |
Fox Corp., Class B | | | 3,000,000 | | | | 95,670,000 | |
| | |
News Corp., Class A | | | 3,685,000 | | | | 71,857,500 | |
| | |
News Corp., Class B | | | 200,000 | | | | 3,944,000 | |
| | |
The Walt Disney Co.* | | | 300,000 | | | | 26,784,000 | |
| | |
Warner Bros Discovery, Inc.* | | | 1,900,000 | | | | 23,826,000 | |
| |
Total Communication Services | | | | 657,472,125 | |
| |
Consumer Discretionary - 4.8% | | | | | |
| | |
Booking Holdings, Inc.* | | | 24,000 | | | | 64,807,920 | |
| | |
eBay, Inc. | | | 950,000 | | | | 42,455,500 | |
| | |
Hyundai Home Shopping Network Corp. (South Korea)1 | | | 600,000 | | | | 20,877,375 | |
| | |
Hyundai Mobis Co., Ltd. (South Korea) | | | 260,000 | | | | 46,032,222 | |
| |
Total Consumer Discretionary | | | | 174,173,017 | |
| |
Consumer Staples - 14.4% | | | | | |
| | |
Associated British Foods PLC (United Kingdom) | | | 4,300,000 | | | | 108,888,364 | |
| | |
The Coca-Cola Co. | | | 470,000 | | | | 28,303,400 | |
| | |
Ingredion, Inc. | | | 540,000 | | | | 57,213,000 | |
| | |
KT&G Corp. (South Korea) | | | 1,660,000 | | | | 104,275,398 | |
| | |
PepsiCo, Inc. | | | 550,000 | | | | 101,871,000 | |
| | |
The Procter & Gamble Co. | | | 550,000 | | | | 83,457,000 | |
| | |
Tyson Foods, Inc., Class A | | | 700,000 | | | | 35,728,000 | |
| |
Total Consumer Staples | | | | 519,736,162 | |
| |
Energy - 13.9% | | | | | |
| | |
Canadian Natural Resources, Ltd. (Canada) | | | 4,190,000 | | | | 235,729,400 | |
| | |
ConocoPhillips | | | 400,000 | | | | 41,444,000 | |
| | |
Devon Energy Corp. | | | 650,000 | | | | 31,421,000 | |
| | |
Diamondback Energy, Inc. | | | 305,000 | | | | 40,064,800 | |
| | |
EOG Resources, Inc. | | | 345,000 | | | | 39,481,800 | |
| | |
Pioneer Natural Resources Co. | | | 165,000 | | | | 34,184,700 | |
| | |
Weatherford International PLC* | | | 1,200,000 | | | | 79,704,000 | |
| |
Total Energy | | | | 502,029,700 | |
| |
Financials - 5.5% | | | | | |
| | |
The Bank of New York Mellon Corp. | | | 650,000 | | | | 28,938,000 | |
| | |
Berkshire Hathaway, Inc., Class B* | | | 100,000 | | | | 34,100,000 | |
| | |
The Charles Schwab Corp. | | | 1,335,000 | | | | 75,667,800 | |
| | |
State Street Corp. | | | 800,000 | | | | 58,544,000 | |
| |
Total Financials | | | | 197,249,800 | |
| |
Health Care - 1.9% | | | | | |
| | |
Johnson & Johnson | | | 420,000 | | | | 69,518,400 | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Industrials - 10.2% | | | | | |
| | |
Brenntag SE (Germany) | | | 1,250,000 | | | | $97,522,624 | |
| | |
L3Harris Technologies, Inc. | | | 170,000 | | | | 33,280,900 | |
| | |
Lockheed Martin Corp. | | | 95,000 | | | | 43,736,100 | |
| | |
Northrop Grumman Corp. | | | 110,000 | | | | 50,138,000 | |
| | |
Samsung C&T Corp. (South Korea) | | | 460,000 | | | | 37,022,610 | |
| | |
U-Haul Holding Co. | | | 159,000 | | | | 8,795,880 | |
| | |
U-Haul Holding Co., Non-Voting Shares | | | 1,431,000 | | | | 72,508,770 | |
| | |
Yuasa Trading Co., Ltd. (Japan) | | | 800,000 | | | | 24,431,288 | |
| |
Total Industrials | | | | 367,436,172 | |
| |
Information Technology - 8.3% | | | | | |
| | |
Cognizant Technology Solutions Corp., Class A | | | 1,300,000 | | | | 84,864,000 | |
| | |
Microsoft Corp. | | | 550,000 | | | | 187,297,000 | |
| | |
Oracle Corp. | | | 250,000 | | | | 29,772,500 | |
| |
Total Information Technology | | | | 301,933,500 | |
| |
Materials - 4.1% | | | | | |
| | |
Nihon Parkerizing Co., Ltd. (Japan) | | | 1,868,100 | | | | 13,931,360 | |
| | |
Olin Corp. | | | 995,000 | | | | 51,133,050 | |
| | |
Reliance Steel & Aluminum Co. | | | 310,000 | | | | 84,192,900 | |
| |
Total Materials | | | | 149,257,310 | |
| |
Total Common Stocks | | | | | |
(Cost $2,131,710,351) | | | | | | | 2,938,806,186 | |
| | |
| | Principal Amount | | | | |
| |
Corporate Bonds and Notes - 0.4% | | | | | |
| |
Industrials - 0.4% | | | | | |
| | |
GrafTech Finance, Inc. 4.625%, 12/15/282,3 | | | $2,400,000 | | | | 1,950,053 | |
| | |
Microsoft Corp. 2.000%, 08/08/23 | | | 11,500,000 | | | | 11,466,119 | |
| |
Total Industrials | | | | 13,416,172 | |
| |
Total Corporate Bonds and Notes | | | | | |
(Cost $13,455,721) | | | | | | | 13,416,172 | |
| | |
| | Shares | | | | |
| |
Preferred Stocks - 13.5% | | | | | |
| |
Consumer Discretionary - 2.5% | | | | | |
| | |
Hyundai Motor Co., 6.410% (South Korea) | | | 438,620 | | | | 36,633,985 | |
| | |
Hyundai Motor Co., 6.440% (South Korea) | | | 661,380 | | | | 54,738,650 | |
| |
Total Consumer Discretionary | | | | 91,372,635 | |
| |
Consumer Staples - 0.6% | | | | | |
| | |
Amorepacific Corp., 2.050% (South Korea) | | | 250,000 | | | | 5,993,574 | |
| | |
LG Household & Health Care Co., Ltd., 2.270% (South Korea) | | | 118,000 | | | | 16,827,342 | |
| |
Total Consumer Staples | | | | 22,820,916 | |
The accompanying notes are an integral part of these financial statements.
10
| | |
| | AMG Yacktman Focused Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| |
Information Technology - 10.4% | | | | | |
| | |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | | 8,250,000 | | | | $374,379,278 | |
| |
Total Preferred Stocks | | | | | |
(Cost $322,001,629) | | | | 488,572,829 | |
| | |
| | Principal Amount | | | | |
| |
Short-Term Investments - 4.8% | | | | | |
| |
Joint Repurchase Agreements - 0.0%#,4 | | | | | |
| | |
Bank of America Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $999,084 (collateralized by various U.S. Government Agency Obligations, 2.000% - 6.500%, 04/01/35 - 09/01/61, totaling $1,018,636) | | | $998,663 | | | | 998,663 | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $1,000,422 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 7.500%, 07/31/23 - 05/20/53, totaling $1,020,000) | | | 1,000,000 | | | | 1,000,000 | |
| | |
Total Joint Repurchase Agreements | | | | | | | 1,998,663 | |
| |
U.S. Government Obligations - 3.8% | | | | | |
| | |
U.S. Treasury Bills, 2.540%, 07/06/235 | | | 35,000,000 | | | | 34,985,570 | |
* | Non-income producing security. |
1 | Affiliated issuer. See summary of affiliated investment transaction for details. |
2 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of this security amounted to $1,950,053 or 0.1% of net assets. |
3 | Some of this security, amounting to $1,930,553 or 0.1% of net assets, was out on loan to various borrowers and is collateralized by cash. See Note 4 of Notes to Financial Statements. |
| | | | | | | | |
| | Principal Amount | | | Value | |
| | |
U.S. Treasury Bills, 5.229%, 01/25/245 | | | $35,000,000 | | | | $33,993,304 | |
| | |
U.S. Treasury Bills, 5.251%, 10/05/235 | | | 35,000,000 | | | | 34,527,176 | |
| | |
U.S. Treasury Bills, 5.367%, 03/21/245 | | | 35,000,000 | | | | 33,696,395 | |
| | |
Total U.S. Government Obligations | | | | | | | 137,202,445 | |
| |
Repurchase Agreements - 0.5% | | | | | |
| | |
Fixed Income Clearing Corp., dated 06/30/23, due 07/03/23, 4.900% total to be received $17,858,289 (collateralized by a U.S. Treasury, 5.278%, 07/31/23, totaling $18,208,066) | | | 17,851,000 | | | | 17,851,000 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 0.5% | | | | | |
| | |
JPMorgan U.S. Government Money Market Fund, IM Shares, 5.17%6 | | | 18,341,422 | | | | 18,341,422 | |
| |
Total Short-Term Investments | | | | | |
(Cost $175,832,104) | | | | 175,393,530 | |
| |
Total Investments - 100.0% (Cost $2,642,999,805) | | | | 3,616,188,717 | |
| |
Derivatives - (0.2)%7 | | | | (6,522,000 | ) |
| |
Other Assets, less Liabilities - 0.2% | | | | 5,683,391 | |
| |
Net Assets - 100.0% | | | | $3,615,350,108 | |
4 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
5 | Represents yield to maturity at June 30, 2023. |
6 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
7 | Includes Exchange Traded Written Options. Please refer to the Open Exchange Traded Written Options table for the details. |
The following schedule shows the value of affiliated investments at June 30, 2023.
| | | | | | | | | | | | | | | | |
Affiliated Issuers | | Number of shares | | Purchases | | Sales | | Net realized gain (loss) for the period | | Net change in appreciation (depreciation) | | Amount of Dividends | | Value |
| | | | | | | |
Hyundai Home Shopping Network Corp. | | 600,000 | | — | | — | | — | | $(4,780,063) | | $1,231,158 | | $20,877,375 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Open Exchange Traded Written Options | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Description | | | | | Strike Price | | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Premium | | | Value | |
| | | | | | | |
Booking Holdings, Inc. (Call) | | | | | | | 2,460.00 | | | | 07/21/23 | | | | 240 | | | | $59,040,000 | | | | $5,096,060 | | | | $(6,408,000 | ) |
eBay, Inc. (Call) | | | | | | | 50.00 | | | | 07/21/23 | | | | 9,500 | | | | 47,500,000 | | | | 3,851,876 | | | | (19,000 | ) |
| | | | | | | |
Warner Bros Discovery, Inc. (Call) | | | | | | | 15.00 | | | | 07/21/23 | | | | 19,000 | | | | 28,500,000 | | | | 4,054,886 | | | | (95,000 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | Total | | | | $13,002,822 | | | | $(6,522,000 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The accompanying notes are an integral part of these financial statements.
11
| | |
| | AMG Yacktman Focused Fund Schedule of Portfolio Investments (continued) |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | | | | | |
| | Level 1 | | Level 21 | | Level 3 | | Total |
| | | | |
Investments in Securities | | | | | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | | | | | |
| | | | |
Communication Services | | | | $339,422,400 | | | | | $318,049,725 | | | | | — | | | | | $657,472,125 | |
| | | | |
Consumer Staples | | | | 306,572,400 | | | | | 213,163,762 | | | | | — | | | | | 519,736,162 | |
| | | | |
Energy | | | | 502,029,700 | | | | | — | | | | | — | | | | | 502,029,700 | |
| | | | |
Industrials | | | | 208,459,650 | | | | | 158,976,522 | | | | | — | | | | | 367,436,172 | |
| | | | |
Information Technology | | | | 301,933,500 | | | | | — | | | | | — | | | | | 301,933,500 | |
| | | | |
Financials | | | | 197,249,800 | | | | | — | | | | | — | | | | | 197,249,800 | |
| | | | |
Consumer Discretionary | | | | 107,263,420 | | | | | 66,909,597 | | | | | — | | | | | 174,173,017 | |
| | | | |
Materials | | | | 135,325,950 | | | | | 13,931,360 | | | | | — | | | | | 149,257,310 | |
| | | | |
Health Care | | | | 69,518,400 | | | | | — | | | | | — | | | | | 69,518,400 | |
| | | | |
Corporate Bonds and Notes† | | | | — | | | | | 13,416,172 | | | | | — | | | | | 13,416,172 | |
| | | | |
Preferred Stocks† | | | | — | | | | | 488,572,829 | | | | | — | | | | | 488,572,829 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | | — | | | | | 1,998,663 | | | | | — | | | | | 1,998,663 | |
| | | | |
U.S. Government Obligations | | | | — | | | | | 137,202,445 | | | | | — | | | | | 137,202,445 | |
| | | | |
Repurchase Agreements | | | | — | | | | | 17,851,000 | | | | | — | | | | | 17,851,000 | |
| | | | |
Other Investment Companies | | | | 18,341,422 | | | | | — | | | | | — | | | | | 18,341,422 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | | $2,186,116,642 | | | | | $1,430,072,075 | | | | | — | | | | | $3,616,188,717 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | |
Financial Derivative Instruments - Liabilities | | | | | | | | | | | | | | | | | | | | |
| | | | |
Equity Written Options | | | | $(6,522,000 | ) | | | | — | | | | | — | | | | | $(6,522,000 | ) |
| | | | | | | | | | | | | | | | | | | | |
| | | | |
Total Financial Derivative Instruments | | | | $(6,522,000 | ) | | | | — | | | | | — | | | | | $(6,522,000 | ) |
| | | | | | | | | | | | | | | | | | | | |
† | All corporate bonds and notes and preferred stocks held in the Fund are level 2 securities. For a detailed breakout of corporate bonds and notes and preferred stocks by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The following schedule shows the value of derivative instruments at June 30, 2023:
| | | | | | | | | | |
| | Asset Derivatives | | Liability Derivatives | |
Derivatives not accounted for as hedging instruments | | Statement of Assets and Liabilities Location | | Fair Value | | Statement of Assets and Liabilities Location | | | Fair Value | |
Equity contracts | | — | | — | | Written options | | | $6,522,000 | |
The accompanying notes are an integral part of these financial statements.
12
| | |
| | AMG Yacktman Focused Fund Schedule of Portfolio Investments (continued) |
For the six months ended June 30, 2023, the effect of derivative instruments on the Statement of Operations for the Fund and the amount of realized gain/loss and unrealized appreciation/depreciation on derivatives recognized in income was as follows:
| | | | | | | | | | |
| | Realized Gain/(Loss) | | Change in Unrealized Appreciation/Depreciation | |
Derivatives not accounted for as hedging instruments | | Statement of Operations Location | | Realized Gain/(Loss) | | Statement of Operations Location | |
| Change in Unrealized Appreciation/ Depreciation | |
Equity contracts | | Net realized loss on written options | | $(277,993) | | Net change in unrealized appreciation/ depreciation on written options | | | $6,558,551 | |
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | | | |
Country | | % of Long-Term Investments | |
Canada | | | 6.9 | |
| |
France | | | 9.2 | |
Germany | | | 2.8 | |
| |
Japan | | | 1.1 | |
South Korea | | | 20.3 | |
| |
United Kingdom | | | 3.2 | |
United States | | | 56.5 | |
| | | | |
| |
| | | 100.0 | |
| | | | |
The accompanying notes are an integral part of these financial statements.
13
| | |
| | AMG Yacktman Global Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Industrials | | 22.8 |
| |
Communication Services | | 16.6 |
| |
Information Technology | | 14.3 |
| |
Energy | | 13.5 |
| |
Consumer Discretionary | | 13.3 |
| |
Consumer Staples | | 7.9 |
| |
Materials | | 3.1 |
| |
Health Care | | 2.2 |
| |
Financials | | 1.8 |
| |
Short-Term Investments | | 4.2 |
| |
Other Assets, less Liabilities | | 0.3 |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Bolloré SE (France) | | 9.7 |
| |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | 9.1 |
| |
Canadian Natural Resources, Ltd. (Canada) | | 7.0 |
| |
Cie de L’Odet SE (France) | | 4.3 |
| |
Total Energy Services, Inc. (Canada) | | 3.9 |
| |
Samsung C&T Corp. (South Korea) | | 3.9 |
| |
KT&G Corp. (South Korea) | | 3.6 |
| |
HI-LEX Corp. (Japan) | | 3.5 |
| |
Hyundai Motor Co., 6.440% (South Korea) | | 2.8 |
| |
Ocean Wilsons Holdings, Ltd. (Bermuda) | | 2.8 |
| | |
| |
Top Ten as a Group | | 50.6 |
| | |
NEW POSITIONS
| | | | |
| | | | |
New Purchases | | Current Shares Held | |
| |
Medipal Holdings Corp. (Japan) | | | 150,000 | |
| |
Sekisui Jushi Corp. (Japan) | | | 140,000 | |
| |
Shinwa Co., Ltd./Nagoya (Japan) | | | 50,300 | |
| |
Unit Corp. | | | 50,000 | |
| |
Sebang Co., Ltd., 4.20% (South Korea) | | | 106,126 | |
FULL SALES
| | | | |
| | | | |
Sales | | Net Shares or Principal Sold | |
| |
Booking Holdings, Inc. | | | 1,000 | |
| |
Hengan International Group Co., Ltd. (China) | | | 37,000 | |
| |
W&T Offshore, Inc., 9.750%, 11/01/23 | | | $806,000 | |
| |
Weatherford International, Ltd. (Bermuda), 11.000%, 12/01/24 | | | $86,000 | |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
14
| | |
| | AMG Yacktman Global Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Common Stocks - 82.7% | | | | | | | | |
| |
Communication Services - 16.6% | | | | | |
| | |
Alphabet, Inc., Class C (United States)* | | | 20,000 | | | | $2,419,400 | |
| | |
Bolloré SE (France) | | | 2,750,000 | | | | 17,149,740 | |
| | |
Fox Corp., Class B (United States) | | | 130,000 | | | | 4,145,700 | |
| | |
News Corp., Class A (United States) | | | 130,000 | | | | 2,535,000 | |
| | |
Reading International, Inc., Class A (United States)* | | | 320,000 | | | | 848,000 | |
| | |
Tohokushinsha Film Corp. (Japan) | | | 200,000 | | | | 1,313,923 | |
| | |
The Walt Disney Co. (United States)* | | | 10,000 | | | | 892,800 | |
| | |
Total Communication Services | | | | | | | 29,304,563 | |
| |
Consumer Discretionary - 10.5% | | | | | |
| | |
Car Mate Manufacturing Co., Ltd. (Japan) | | | 52,500 | | | | 313,140 | |
| | |
Continental AG (Germany) | | | 10,000 | | | | 755,504 | |
| | |
Daewon San Up Co., Ltd. (South Korea) | | | 96,817 | | | | 456,019 | |
| | |
Dong Ah Tire & Rubber Co., Ltd. (South Korea) | | | 200,000 | | | | 1,801,717 | |
| | |
HI-LEX Corp. (Japan) | | | 730,000 | | | | 6,100,509 | |
| | |
Hyundai Home Shopping Network Corp. (South Korea) | | | 120,000 | | | | 4,175,475 | |
| | |
Hyundai Mobis Co., Ltd. (South Korea) | | | 25,000 | | | | 4,426,175 | |
| | |
Rinnai Corp. (Japan) | | | 24,000 | | | | 523,568 | |
| | |
Total Consumer Discretionary | | | | | | | 18,552,107 | |
| |
Consumer Staples - 7.4% | | | | | |
| | |
Associated British Foods PLC (United Kingdom) | | | 125,000 | | | | 3,165,359 | |
| | |
KT&G Corp. (South Korea) | | | 100,000 | | | | 6,281,651 | |
| | |
Naked Wines PLC (United Kingdom)* | | | 256,424 | | | | 308,863 | |
| | |
PepsiCo, Inc. (United States) | | | 9,000 | | | | 1,666,980 | |
| | |
The Procter & Gamble Co. (United States) | | | 11,000 | | | | 1,669,140 | |
| | |
Total Consumer Staples | | | | | | | 13,091,993 | |
| | |
Energy - 13.5% | | | | | | | | |
| | |
Amplify Energy Corp. (United States)* | | | 115,000 | | | | 778,550 | |
| | |
Canadian Natural Resources, Ltd. (Canada) | | | 220,000 | | | | 12,377,200 | |
| | |
Total Energy Services, Inc. (Canada) | | | 1,050,000 | | | | 6,966,975 | |
| | |
Unit Corp. (United States) | | | 50,000 | | | | 2,394,000 | |
| | |
Weatherford International PLC (United States)* | | | 20,000 | | �� | | 1,328,400 | |
| | |
Total Energy | | | | | | | 23,845,125 | |
| | |
Financials - 1.8% | | | | | | | | |
| | |
The Charles Schwab Corp. (United States) | | | 30,000 | | | | 1,700,400 | |
| | |
State Street Corp. (United States) | | | 20,000 | | | | 1,463,600 | |
| | |
Total Financials | | | | | | | 3,164,000 | |
| | |
Health Care - 2.2% | | | | | | | | |
| | |
Johnson & Johnson (United States) | | | 8,000 | | | | 1,324,160 | |
| | |
Kissei Pharmaceutical Co., Ltd. (Japan) | | | 9,400 | | | | 188,268 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Medipal Holdings Corp. (Japan) | | | 150,000 | | | | $2,452,692 | |
| | |
Total Health Care | | | | | | | 3,965,120 | |
| | |
Industrials - 22.4% | | | | | | | | |
| | |
Brenntag SE (Germany) | | | 40,000 | | | | 3,120,724 | |
| | |
CB Industrial Product Holding Bhd (Malaysia) | | | 10,500,000 | | | | 2,114,622 | |
| | |
Cie de L’Odet SE (France) | | | 4,500 | | | | 7,645,021 | |
| | |
Komelon Corp. (South Korea) | | | 80,000 | | | | 573,639 | |
| | |
Ocean Wilsons Holdings, Ltd. (Bermuda) | | | 400,000 | | | | 4,876,800 | |
| | |
Parker Corp. (Japan) | | | 172,500 | | | | 832,386 | |
| | |
Rix Corp. (Japan) | | | 60,000 | | | | 1,352,505 | |
| | |
Sam Yung Trading Co., Ltd. (South Korea) | | | 120,000 | | | | 1,212,066 | |
| | |
Samsung C&T Corp. (South Korea) | | | 86,000 | | | | 6,921,618 | |
| | |
Sekisui Jushi Corp. (Japan) | | | 140,000 | | | | 2,226,081 | |
| | |
Shinwa Co., Ltd./Nagoya (Japan) | | | 50,300 | | | | 820,997 | |
| | |
U-Haul Holding Co. (United States) | | | 6,000 | | | | 331,920 | |
| | |
U-Haul Holding Co., Non-Voting Shares (United States) | | | 70,000 | | | | 3,546,900 | |
| | |
Yuasa Trading Co., Ltd. (Japan) | | | 130,000 | | | | 3,970,084 | |
| | |
Total Industrials | | | | | | | 39,545,363 | |
| |
Information Technology - 5.2% | | | | | |
| | |
CAC Holdings Corp. (Japan) | | | 240,000 | | | | 2,867,171 | |
| | |
Cognizant Technology Solutions Corp., Class A (United States) | | | 25,000 | | | | 1,632,000 | |
| | |
Hochiki Corp. (Japan) | | | 160,000 | | | | 1,987,647 | |
| | |
INFOvine Co., Ltd. (South Korea) | | | 20,000 | | | | 351,886 | |
| | |
Microsoft Corp. (United States) | | | 7,000 | | | | 2,383,780 | |
| | |
Total Information Technology | | | | | | | 9,222,484 | |
| | |
Materials - 3.1% | | | | | | | | |
| | |
KISCO Holdings Co., Ltd. (South Korea) | | | 70,000 | | | | 973,368 | |
| | |
Kohsoku Corp. (Japan) | | | 90,000 | | | | 1,285,959 | |
| | |
Nihon Parkerizing Co., Ltd. (Japan) | | | 250,000 | | | | 1,864,376 | |
| | |
The Pack Corp. (Japan) | | | 70,000 | | | | 1,457,974 | |
| | |
Total Materials | | | | | | | 5,581,677 | |
| | |
Total Common Stocks (Cost $128,308,152) | | | | | | | 146,272,432 | |
| | |
Preferred Stocks - 12.8% | | | | | | | | |
| |
Consumer Discretionary - 2.8% | | | | | |
| | |
Hyundai Motor Co., 6.440% (South Korea) | | | 60,000 | | | | 4,965,858 | |
| | |
Consumer Staples - 0.5% | | | | | | | | |
| | |
Amorepacific Corp., 2.050% (South Korea) | | | 25,000 | | | | 599,357 | |
| | |
LG Household & Health Care Co., Ltd., 2.270% (South Korea) | | | 2,100 | | | | 299,470 | |
| | |
Total Consumer Staples | | | | | | | 898,827 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
15
| | |
| | AMG Yacktman Global Fund Schedule of Portfolio Investments (continued) |
| | | | | | | | |
| | Shares | | | Value | |
| | |
Industrials - 0.4% | | | | | | | | |
| | |
Sebang Co., Ltd., 4.20% (South Korea) | | | 106,126 | | | | $607,437 | |
| | |
Information Technology - 9.1% | | | | | | | | |
| | |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | | 355,000 | | | | 16,109,654 | |
| |
Total Preferred Stocks (Cost $23,434,022) | | | | 22,581,776 | |
| |
Short-Term Investments - 4.2% | | | | | |
| |
Other Investment Companies - 4.2% | | | | | |
| | |
Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%1 | | | 7,410,534 | | | | 7,410,534 | |
| | |
Total Short-Term Investments (Cost $7,410,534) | | | | | | | 7,410,534 | |
| | | | | | | | |
* | Non-income producing security. |
1 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
| | | | | | | | |
| | | | | Value | |
| | |
Total Investments - 99.7% (Cost $159,152,708) | | | | | | | $176,264,742 | |
| |
Other Assets, less Liabilities - 0.3% | | | | 488,551 | |
| | |
Net Assets - 100.0% | | | | | | | $176,753,293 | |
| | | | | | | | |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Industrials | | | $10,870,242 | | | | $28,675,121 | | | | — | | | | $39,545,363 | |
| | | | |
Communication Services | | | 10,840,900 | | | | 18,463,663 | | | | — | | | | 29,304,563 | |
| | | | |
Energy | | | 23,845,125 | | | | — | | | | — | | | | 23,845,125 | |
| | | | |
Consumer Discretionary | | | — | | | | 18,552,107 | | | | — | | | | 18,552,107 | |
| | | | |
Consumer Staples | | | 3,336,120 | | | | 9,755,873 | | | | — | | | | 13,091,993 | |
| | | | |
Information Technology | | | 4,015,780 | | | | 5,206,704 | | | | — | | | | 9,222,484 | |
| | | | |
Materials | | | — | | | | 5,581,677 | | | | — | | | | 5,581,677 | |
| | | | |
Health Care | | | 1,324,160 | | | | 2,640,960 | | | | — | | | | 3,965,120 | |
| | | | |
Financials | | | 3,164,000 | | | | — | | | | — | | | | 3,164,000 | |
| | | | |
Preferred Stocks† | | | — | | | | 22,581,776 | | | | — | | | | 22,581,776 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Other Investment Companies | | | 7,410,534 | | | | — | | | | — | | | | 7,410,534 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $64,806,861 | | | | $111,457,881 | | | | — | | | | $176,264,742 | |
| | | | | | | | | | | | | | | | |
† | All preferred stocks held in the Fund are Level 2 securities. For a detailed breakout of preferred stocks by major industry classification, please refer to Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The accompanying notes are an integral part of these financial statements.
16
| | |
| | AMG Yacktman Global Fund Schedule of Portfolio Investments (continued) |
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Bermuda | | 2.9 |
| |
Canada | | 11.4 |
| |
France | | 14.7 |
| |
Germany | | 2.3 |
| |
Japan | | 17.5 |
| |
Malaysia | | 1.2 |
| |
South Korea | | 29.5 |
| |
United Kingdom | | 2.1 |
| |
United States | | 18.4 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
17
| | |
| | AMG Yacktman Special Opportunities Fund Portfolio Manager’s Comments (unaudited) |
| | | | |
For the six months ending June 30, 2023, AMG Yacktman Special Opportunities Fund (the “Fund”) Class I shares returned 1.42%, behind the 13.15% gain in the MSCI ACWI All Cap Index. 2023 has largely been the reverse of 2022. “Growth” and “tech” (and especially any mention of “AI”) are dominating investor attention. A handful of mega-cap companies have led this year’s rally, continuing to exert outsized influence over the market’s direction. Meanwhile, the rest of the market is struggling, with elevated valuations set against mounting economic pressures. Only a few months ago, a short burst of panic gripped the market as several large banks failed in sudden and spectacular fashion. Remember that? Sharply rising interest rates, bank credit tightening, and consumers spending the last of their pandemic savings are all worrying developments. We are afraid that deeper and longer-lasting effects from these issues still lie ahead. Whether we end up in an official recession or not may end up being a technical detail. Our plan, as always, is to invest when we can find attractive risk-adjusted returns. It is hard not to feel that risk management—already fundamental to our investment process—is even more important at this juncture. Some market participants may claim the same risk awareness, but the recent price action shows otherwise. Thankfully, we have a broad universe from which to select our investments. We have always felt that more choice is an advantage lacking in many other funds due to a more restrictive mandate. Valuations have compressed in many of our current holdings despite solid business performance. This dynamic sets a high hurdle for new positions as we wait for true bargains rather than reaching for marginal positions. Our goal is to avoid (or at least mitigate) that mistake by upholding our standards around business quality and balance sheet strength while remaining laser-focused on inexpensive valuations. Value Investing – Finding the Underappreciated and Unique A core piece of the Fund’s investment strategy has been buying what we believe are above average businesses at below average prices. In part, this reflects our preferred hunting grounds in small/microcap securities, as world-class businesses do not tend to stay small for long. We find that one company attribute that is often underappreciated is the steadiness of business results. Predictability can come off as boring and underappreciated, especially when compared to the lure of finding the next Amazon or Google. At the | | same time, markets often struggle to understand a unique or different business without easy comparisons to draw on. These underappreciated or unique situations can be sources of mispricing. Both align well with our strategy which prioritizes independent thinking and turning over lots of rocks. Long-time shareholders will recall from past letters that we find it hard to resist tying sports and investing together (see our letters referencing baseball or surfing as historical examples). This time, it’s basketball. Lebron James will likely end his career as arguably the greatest NBA basketball player of all time. As a young basketball phenom, James was one of the most heavily touted prospects in history. He was on the cover of Sports Illustrated as a high school player, back when magazine covers really mattered. Amazingly, he has likely exceeded those gargantuan expectations. James is like Apple or Google (or companies like Home Depot or Estée Lauder in years past)—growth stocks that generated amazing returns despite high expectations. However, for every Lebron James, hundreds of NBA lottery picks go on to disappointing careers, at least relative to expectations. The same disappointment can occur in growth stocks at too high valuations. By comparison, Nikola Jokić is the 6’11” center for the 2023 NBA champion Denver Nuggets. Jokić is not a household name and was not a particularly hot prospect coming out of professional basketball in his native Serbia. Yet, Jokić has put up otherworldly statistics for the past few years, including two MVPs and now a championship. His steady, non-flashy style of basketball is more likely to see a deft touch pass to a teammate for an easy layup rather than a jaw-dropping display of athleticism. He exhibits a host of intangible qualities that do not always show up in the box score. By many measures, his recent seasons are some of the most efficient seasons in basketball history (Yes, even passing Lebron James). Somehow, Jokić still feels underrated. James versus Jokić reminds us of growth and value investing. Consider our investment in Macfarlane Group PLC (“Macfarlane”). Macfarlane offers packaging distribution services for businesses across the U.K.—not the most electrifying business description. Macfarlane is the market leader, which offers a number of advantages including pricing power with suppliers, network density from its service locations around the U.K., and deep relationships with customers for a low-cost expense item (it’s a pain to switch packaging suppliers). Nobody is going to mistake Macfarlane for Apple or Amazon, but it’s a steady compounder. Despite its seemingly mundane function, the company’s | | financial performance has been anything but boring. Macfarlane has grown its earnings every year for more than a decade. This consistency was underappreciated by the market, and Macfarlane quietly generated total returns of 11.7% per year for the last twenty years, handily outperforming the FTSE All-Share Index by more than 400 basis points annually. Tighten the window to the last ten years (since Macfarlane started its tuck-in M&A efforts), and the outperformance is even more significant, with Macfarlane’s 17.5% annual return far outpacing the 5.9% per year return for the FTSE All-Share Index (source: Refinitiv, period ending 6/30/23). Ask anyone about their most exciting idea, and U.K. packaging distribution is probably far down the list, yet Macfarlane continues to execute. Kind of like Jokić. The other unusual aspect of Jokić’s success is his unique skill set. Nate Silver, the former chief editor of the FiveThirtyEight website (part of Disney/ABC), wrote a recent blog post about Jokić. In the blog, Silver writes about analyzing Jokić using a statistical system called RAPTOR which tries to compare players over time, stating “RAPTOR has no idea what to do. It can’t find any other players like him.” According to RAPTOR, only three past or current NBA players scored even a positive similarity score to Jokić. Silver explains “in the entire history of the NBA, all but four players are more dissimilar to Jokić than similar to him…” Being unique can offer great investment opportunities. The market likes to compare businesses to each other. It’s helpful if there is a guidebook on how to think about valuations (which is why comp tables are used in almost every pitch book). But what happens if there are few comparables? What happens if a stock is like Jokić? Over the years, we have found opportunities in businesses that have little competition or that operate in niche areas. Omni Bridgeway Ltd. (“Omni”), for example, really only has one major competitor in litigation finance, a relatively new industry that is still being formed. U-Haul Holding Co. (“U-Haul”) pioneered the concept of DIY truck rental more than 70 years ago, and its name is now synonymous with the category. Over the years, they expanded to now operate truck rentals and self-storage as complementary business lines. Even though U-Haul’s businesses work best together, analysts struggle with how to categorize U-Haul. It’s unique. We’ve consistently found mispricing in both underappreciated and unique situations. It requires patience, but eventually business performance (like talent) shines through. It took a while for the NBA |
18
| | |
| | AMG Yacktman Special Opportunities Fund Portfolio Manager’s Comments (continued) |
| | | | |
world to come around to Jokić, but more people are paying attention now. As Silver writes, “…there wasn’t much precedent for a player like Jokić winning a championship — but there also wasn’t much precedent for Nikola Jokić at all.” Contributors / Detractors The top three contributors were Delfi Ltd. (“Delfi”), America’s Car-Mart, Inc. (“Car-Mart”), and Legacy Housing Corp. (“Legacy”). Delfi is a Singapore listed confectionary manufacturer with a leading market position in Indonesia. Delfi’s chocolate brands have a deep heritage in the country and the company benefits from a wide distribution network to reach its core consumers. While Delfi suffered during the COVID-19 pandemic, results are now reaching new record highs. The share price lagged Delfi’s business recovery even though the momentum was clear a year ago. What changed in the past six months? We aren’t exactly sure, but the stock finally responded to the rising earnings. Delfi is a textbook example of our style of value investing—buy an above average business at way below average prices and eventually value will be recognized (even if it takes longer than expected). We have trimmed our position but remain owners of Delfi, as the company has some scarcity/takeout value as a leading consumer staple in a growing region. Both Car-Mart (subprime auto) and Legacy (manufactured homes) are exposed to a similar customer base. While both business models were impacted by rising interest rates and the pullback in lower-income consumers, the market seemed to be surprised at the earnings resiliency of each business. Inflation has been a big factor for their customers, but people still need cars to drive and homes to sleep in. Both Car-Mart and Legacy provide some of the lowest cost options for these consumers during more challenging times. It is not easy to serve this cohort, but it offers potential for excess returns. | | The top three detractors were Omni, Italian Wine Brands S.P.A (“IWB”), and Texhong International Group Ltd (“Texhong”). Omni was by far the largest negative. We have discussed Omni’s business model transition from an Australia-focused, on-balance sheet litigation financer to a globally diversified asset-lite asset manager. The evidence (and resulting earnings power) of this transition has taken longer than we envisioned. Q1 was a slow quarter for case resolutions (Q2 appears much better). While investors can look past one quarter, contributing to the sharp pullback was the surprising announcement that Omni’s CEO would be retiring at the end of the year. Management change can be a warning sign, but we are encouraged that the new CEO has decades of experience in litigation finance, has been inside Omni for several years (he came over from a 2019 acquisition), and has been running arguably the best performing region (EMEA). We think a fresh perspective will be helpful in getting the most out of Omni’s global origination platform. His interests are also aligned as the largest individual investor. Recognizing the value in the current case book, the company restarted its buyback program in response to these lower share prices. IWB continued to be weighed down by poor investment sentiment towards European small-caps. Otherwise, the languishing stock is hard to explain against IWB’s improving business prospects relative to last year. We believe actions to realign contracts and raise prices after a difficult 2022 should start showing up in the financials. After a flurry of acquisitions in the past few years to become the top Italian wine producer, IWB should be on a steadier path of integration, cost savings, and margin improvement over the next several years. On the other hand, Texhong is not yet out of its own difficult period as the group battles against supply chain impacts across the apparel industry (which is struggling with managing inventory cycles through COVID-19 and now beyond). This effect is particularly | | acute in Texhong’s yarn business as the supplier is furthest upstream from end customer demand. We have trimmed and added to Texhong multiple times over the years to take advantage of the market’s overreaction in both directions. For context, the stock was around these levels back in 2014. Since we first purchased Texhong that year, book value is up more than 2.5x and we’ve received more than 70% of the 2014 cost base in dividends. The stock’s volatility is likely to continue, but we believe management can navigate through a difficult period. Conclusion Everyone seems to be talking about the upcoming recession. Despite all of the talk, the market has rebounded close to all-time highs. With earnings forecasts going the other direction, valuations remain elevated. We believe the Fund is positioned with a strong margin of safety to get through uncertain times. At this stage, a line from the trailer for the upcoming Dune: Part Two sequel comes to mind: “Don’t try to impress anyone. You’re brave, we all know that. Be simple, be direct. Nothing fancy.” Sometimes being brave requires a great deal of patience. What makes Jokić great is his basketball IQ to know when a bounce pass for a non-flashy layup is better than forcing a highlight reel play or hoisting a guarded three pointer. Simple plays, but not always easy. The investment mantra for us is “nothing fancy” right now. We will invest only where we believe returns compensate for the risk involved (and there are a lot of risks out there). We can’t control the whims of the market, but we believe over time the business results of our investments will drive returns. Our objective remains to produce attractive risk-adjusted returns over a full market cycle. We appreciate the Fund’s shareholders who entrust us with their capital to pursue this goal. The views expressed represent the opinions of Yacktman Asset Management LP and are not intended as a forecast or guarantee of future results, and are subject to change without notice. |
19
| | |
| | AMG Yacktman Special Opportunities Fund Fund Snapshots (unaudited) June 30, 2023 |
PORTFOLIO BREAKDOWN
| | |
Sector | | % of Net Assets |
| |
Energy | | 25.0 |
| |
Industrials | | 21.3 |
| |
Consumer Discretionary | | 15.1 |
| |
Consumer Staples | | 11.3 |
| |
Materials | | 10.3 |
| |
Financials | | 9.0 |
| |
Information Technology | | 2.1 |
| |
Utilities | | 0.6 |
| |
Communication Services | | 0.5 |
| |
Short-Term Investments | | 4.6 |
| |
Other Assets, less Liabilities | | 0.2 |
TOP TEN HOLDINGS
| | |
Security Name | | % of Net Assets |
| |
Total Energy Services, Inc. (Canada) | | 9.2 |
| |
Omni Bridgeway, Ltd. (Australia) | | 9.0 |
| |
U-Haul Holding Co., Non-Voting Shares (United States) | | 5.2 |
| |
Legacy Housing Corp. (United States) | | 4.5 |
| |
Brickability Group PLC (United Kingdom) | | 4.3 |
| |
Texhong International Group, Ltd. (Hong Kong) | | 4.1 |
| |
Italian Wine Brands S.P.A (Italy) | | 3.9 |
| |
Delfi, Ltd. (Singapore) | | 3.6 |
| |
Cie de L’Odet SE (France) | | 3.3 |
| |
Hargreaves Services PLC (United Kingdom) | | 3.3 |
| | |
| |
Top Ten as a Group | | 50.4 |
| | |
NEW POSITIONS
| | |
New Purchase | | Current Shares Held |
| |
Unit Corp. | | 52,500 |
FULL SALES
| | |
Sales | | Net Shares Sold |
| |
Cosco Capital, Inc. (Philippines) | | 4,500,000 |
| |
Evolution Petroleum Corp. (United States) | | 100,000 |
| |
U-Haul Holding Co. (United States) | | 8,400 |
| |
WIN-Partners Co., Ltd. (Japan) | | 64,000 |
Because a fund’s strategy may result in multiple investments in particular sectors of the economy, its performance may depend on the performance of those sectors and may fluctuate more widely than investments diversified across more sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.
Any sectors, industries, or securities discussed should not be perceived as investment recommendations. Mention of a specific security should not be considered a recommendation to buy or solicitation to sell that security. Specific securities mentioned in this report may have been sold from the Fund’s portfolio of investments by the time you receive this report.
20
| | |
| | AMG Yacktman Special Opportunities Fund Schedule of Portfolio Investments (unaudited) June 30, 2023 |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| |
Common Stocks - 93.9% | | | | | |
| | |
Communication Services - 0.5% | | | | | | | | |
| | |
Reading International, Inc., Class A (United States)* | | | 140,000 | | | | $371,000 | |
| | |
Consumer Discretionary - 15.1% | | | | | | | | |
| | |
America’s Car-Mart, Inc. (United States)* | | | 27,000 | | | | 2,694,060 | |
| | |
B&S Group, S.A.R.L. (Luxembourg)1 | | | 480,000 | | | | 2,053,202 | |
| | |
Dong Ah Tire & Rubber Co., Ltd. (South Korea) | | | 74,000 | | | | 666,635 | |
| | |
Legacy Housing Corp. (United States)* | | | 162,500 | | | | 3,768,375 | |
| | |
Texhong International Group, Ltd. (Hong Kong) | | | 5,163,500 | | | | 3,402,582 | |
| | |
Total Consumer Discretionary | | | | | | | 12,584,854 | |
| | |
Consumer Staples - 11.3% | | | | | | | | |
| | |
Delfi, Ltd. (Singapore) | | | 3,150,000 | | | | 3,008,218 | |
| | |
Italian Wine Brands S.P.A (Italy) | | | 141,000 | | | | 3,271,165 | |
| | |
Naked Wines PLC (United Kingdom)* | | | 1,350,000 | | | | 1,626,076 | |
| | |
NeoPharm Co., Ltd. (South Korea) | | | 77,000 | | | | 1,517,601 | |
| | |
Total Consumer Staples | | | | | | | 9,423,060 | |
| | |
Energy - 25.0% | | | | | | | | |
| | |
Amplify Energy Corp. (United States)* | | | 175,000 | | | | 1,184,750 | |
| | |
Arrow Exploration Corp. (Canada)* | | | 6,500,000 | | | | 1,774,825 | |
| | |
Hargreaves Services PLC (United Kingdom) | | | 537,650 | | | | 2,715,529 | |
| | |
Hemisphere Energy Corp. (Canada) | | | 1,150,000 | | | | 1,059,068 | |
| | |
Horizon Oil, Ltd. (Australia) | | | 22,500,000 | | | | 2,103,304 | |
| | |
Noram Drilling A.S. (Norway)2 | | | 215,000 | | | | 994,754 | |
| | |
Pardee Resources Co., Inc. (United States) | | | 3,300 | | | | 792,000 | |
| | |
Total Energy Services, Inc. (Canada)2 | | | 1,153,600 | | | | 7,654,383 | |
| | |
Unit Corp. (United States) | | | 52,500 | | | | 2,513,700 | |
| | |
Total Energy | | | | | | | 20,792,313 | |
| | |
Financials - 9.0% | | | | | | | | |
| | |
Omni Bridgeway, Ltd. (Australia)* | | | 4,300,000 | | | | 7,509,994 | |
| | |
Industrials - 21.3% | | | | | | | | |
| | |
Boustead Singapore, Ltd. (Singapore) | | | 734,200 | | | | 456,025 | |
| | |
CB Industrial Product Holding Bhd (Malaysia) | | | 2,580,800 | | | | 519,754 | |
| | |
Cie de L’Odet SE (France) | | | 1,600 | | | | 2,718,230 | |
| | |
Fila S.P.A. (Italy) | | | 66,000 | | | | 566,442 | |
| | |
Ifis Japan, Ltd. (Japan) | | | 92,000 | | | | 394,464 | |
| | |
Komelon Corp. (South Korea) | | | 60,000 | | | | 430,230 | |
| | |
Macfarlane Group PLC (United Kingdom) | | | 1,631,635 | | | | 2,237,951 | |
| | |
Maezawa Industries, Inc. (Japan) | | | 155,000 | | | | 897,773 | |
| | |
Mitani Corp. (Japan) | | | 51,000 | | | | 482,651 | |
| | |
Ocean Wilsons Holdings, Ltd. (Bermuda) | | | 110,000 | | | | 1,341,120 | |
| | |
Sam Yung Trading Co., Ltd. (South Korea) | | | 93,900 | | | | 948,442 | |
| | |
Sekisui Jushi Corp. (Japan) | | | 85,000 | | | | 1,351,549 | |
| | |
| | | | | | | | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
| | |
Sinko Industries, Ltd. (Japan) | | | 70,200 | | | | $1,020,248 | |
| | |
U-Haul Holding Co., Non-Voting Shares (United States) | | | 85,000 | | | | 4,306,950 | |
| | |
Total Industrials | | | | | | | 17,671,829 | |
| | |
Information Technology - 0.8% | | | | | | | | |
| | |
Bixolon Co., Ltd. (South Korea) | | | 137,500 | | | | 646,006 | |
| | |
Materials - 10.3% | | | | | | | | |
| | |
Amerigo Resources, Ltd. (Canada) | | | 1,500,000 | | | | 1,743,725 | |
| | |
Brickability Group PLC (United Kingdom) | | | 4,850,000 | | | | 3,541,713 | |
| | |
KISCO Holdings Co., Ltd. (South Korea) | | | 63,902 | | | | 888,574 | |
| | |
Master Drilling Group, Ltd. (South Africa) | | | 700,000 | | | | 472,338 | |
| | |
Okamoto Industries, Inc. (Japan) | | | 39,000 | | | | 1,058,079 | |
| | |
Pumtech Korea Co., Ltd. (South Korea) | | | 30,000 | | | | 481,077 | |
| | |
SK Kaken Co., Ltd. (Japan) | | | 7,500 | | | | 395,024 | |
| | |
Total Materials | | | | | | | 8,580,530 | |
| | |
Utilities - 0.6% | | | | | | | | |
| | |
Maxim Power Corp. (Canada)* | | | 140,000 | | | | 503,038 | |
| | |
Total Common Stocks | | | | | | | | |
(Cost $72,032,545) | | | | | | | 78,082,624 | |
| |
Preferred Stock - 1.3% | | | | | |
| |
Information Technology - 1.3% | | | | | |
| | |
Samsung Electronics Co., Ltd., 2.440% (South Korea) | | | 24,000 | | | | 1,089,103 | |
| | |
Total Preferred Stock | | | | | | | | |
(Cost $398,488) | | | | | | | 1,089,103 | |
| | |
| | Principal Amount | | | | |
| |
Short-Term Investments - 4.6% | | | | | |
| |
Joint Repurchase Agreements - 0.1%3 | | | | | |
| | |
RBC Dominion Securities, Inc., dated 06/30/23, due 07/03/23, 5.060% total to be received $82,921 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% -7.500%, 07/31/23 - 05/20/53, totaling $84,544) | | | $82,886 | | | | 82,886 | |
| | |
| | Shares | | | | |
| |
Other Investment Companies - 4.5% | | | | | |
| | |
Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 5.07%4 | | | 3,719,922 | | | | 3,719,922 | |
| | |
Total Short-Term Investments | | | | | | | | |
(Cost $3,802,808) | | | | | | | 3,802,808 | |
| | |
Total Investments - 99.8% | | | | | | | | |
(Cost $76,233,841) | | | | | | | 82,974,535 | |
| |
Other Assets, less Liabilities - 0.2% | | | | 190,697 | |
| | |
Net Assets - 100.0% | | | | | | $ | 83,165,232 | |
| | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
21
| | |
| | AMG Yacktman Special Opportunities Fund Schedule of Portfolio Investments (continued) |
* | Non-income producing security. |
1 | Security exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2023, the value of this security amounted to $2,053,202 or 2.5% of net assets. |
2 | Some of these securities, amounting to $323,478 or 0.4% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements. |
3 | Cash collateral received for securities lending activity was invested in these joint repurchase agreements. |
4 | Yield shown represents the June 30, 2023, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage. |
The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2023:
| | | | | | | | | | | | | | | | |
| | Level 1 | | | Level 21 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
| | | | |
Energy | | | $14,978,726 | | | | $5,813,587 | | | | — | | | | $20,792,313 | |
| | | | |
Industrials | | | 8,861,800 | | | | 8,810,029 | | | | — | | | | 17,671,829 | |
| | | | |
Consumer Discretionary | | | 8,515,637 | | | | 4,069,217 | | | | — | | | | 12,584,854 | |
| | | | |
Consumer Staples | | | — | | | | 9,423,060 | | | | — | | | | 9,423,060 | |
| | | | |
Materials | | | 6,152,800 | | | | 2,427,730 | | | | — | | | | 8,580,530 | |
| | | | |
Financials | | | — | | | | 7,509,994 | | | | — | | | | 7,509,994 | |
| | | | |
Information Technology | | | — | | | | 646,006 | | | | — | | | | 646,006 | |
| | | | |
Utilities | | | 503,038 | | | | — | | | | — | | | | 503,038 | |
| | | | |
Communication Services | | | 371,000 | | | | — | | | | — | | | | 371,000 | |
| | | | |
Preferred Stock† | | | — | | | | 1,089,103 | | | | — | | | | 1,089,103 | |
| | | | |
Short-Term Investments | | | | | | | | | | | | | | | | |
| | | | |
Joint Repurchase Agreements | | | — | | | | 82,886 | | | | — | | | | 82,886 | |
| | | | |
Other Investment Companies | | | 3,719,922 | | | | — | | | | — | | | | 3,719,922 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Investments in Securities | | | $43,102,923 | | | | $39,871,612 | | | | — | | | | $82,974,535 | |
| | | | | | | | | | | | | | | | |
† | All preferred stocks held in the Fund are Level 2 securities. For a detailed breakout of preferred stocks by major industry classification, please refer to Schedule of Portfolio Investments. |
1 | An external pricing service is used to reflect any impact on security value due to market movements between the time the Fund valued such foreign securities and the earlier closing of foreign markets. |
For the six months ended June 30, 2023, there were no transfers in or out of Level 3.
The country allocation in the Schedule of Portfolio Investments at June 30, 2023, was as follows:
| | |
Country | | % of Long-Term Investments |
| |
Australia | | 12.1 |
| |
Bermuda | | 1.7 |
| |
Canada | | 16.1 |
| |
France | | 3.4 |
| |
Hong Kong | | 4.3 |
| |
Italy | | 4.8 |
| |
Japan | | 7.1 |
| |
Luxembourg | | 2.6 |
| |
Malaysia | | 0.7 |
| | |
Country | | % of Long-Term Investments |
| |
Norway | | 1.3 |
| |
Singapore | | 4.4 |
| |
South Africa | | 0.6 |
| |
South Korea | | 8.4 |
| |
United Kingdom | | 12.8 |
| |
United States | | 19.7 |
| | |
| |
| | 100.0 |
| | |
The accompanying notes are an integral part of these financial statements.
22
| | |
| | Statement of Assets and Liabilities (unaudited) June 30, 2023 |
| | | | | | | | | | | | | | | | | | | | |
| | AMG Yacktman Fund | | | AMG Yacktman Focused Fund | | | AMG Yacktman Global Fund | | | | | AMG Yacktman Special Opportunities Fund |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investments at value1 (including securities on loan valued at $3,748,975, $1,930,553, $0, and $323,478, respectively) | | | $8,170,795,371 | | | | $3,595,311,342 | | | | $176,264,742 | | | | | | | | $82,974,535 | |
| | | | | |
Affiliated Investments at value2 | | | — | | | | 20,877,375 | | | | — | | | | | | | | — | |
| | | | | |
Cash | | | 4,191,778 | | | | 1,239,451 | | | | — | | | | | | | | — | |
| | | | | |
Foreign currency3 | | | 58,023 | | | | 219,307 | | | | 60,269 | | | | | | | | 16,270 | |
| | | | | |
Receivable for investments sold | | | — | | | | — | | | | — | | | | | | | | 207,545 | |
| | | | | |
Dividend and interest receivables | | | 19,751,071 | | | | 9,704,009 | | | | 683,942 | | | | | | | | 175,503 | |
| | | | | |
Securities lending income receivable | | | 23,162 | | | | 153 | | | | — | | | | | | | | 2,065 | |
| | | | | |
Receivable for Fund shares sold | | | 2,445,643 | | | | 2,024,495 | | | | 63,196 | | | | | | | | 45,775 | |
| | | | | |
Receivable from affiliate | | | — | | | | — | | | | 2,650 | | | | | | | | 3,866 | |
| | | | | |
Prepaid expenses and other assets | | | 150,357 | | | | 91,902 | | | | 32,533 | | | | | | | | 11,977 | |
| | | | | |
Total assets | | | 8,197,415,405 | | | | 3,629,468,034 | | | | 177,107,332 | | | | | | | | 83,437,536 | |
| | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Payable upon return of securities loaned | | | 3,832,675 | | | | 1,998,663 | | | | — | | | | | | | | 82,886 | |
| | | | | |
Payable for investments purchased | | | — | | | | — | | | | 188,378 | | | | | | | | 25,769 | |
| | | | | |
Payable for Fund shares repurchased | | | 5,942,221 | | | | 1,974,932 | | | | 819 | | | | | | | | 70,572 | |
| | | | | |
Written options4 | | | — | | | | 6,522,000 | | | | — | | | | | | | | — | |
| | | | | |
Accrued expenses: | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Investment advisory and management fees | | | 2,855,514 | | | | 2,565,173 | | | | 101,940 | | | | | | | | 40,760 | |
| | | | | |
Administrative fees | | | 997,811 | | | | 442,271 | | | | 21,537 | | | | | | | | 10,345 | |
| | | | | |
Shareholder service fees | | | 575,864 | | | | 275,118 | | | | 335 | | | | | | | | 3,998 | |
| | | | | |
Other | | | 571,051 | | | | 339,769 | | | | 41,030 | | | | | | | | 37,974 | |
| | | | | |
Total liabilities | | | 14,775,136 | | | | 14,117,926 | | | | 354,039 | | | | | | | | 272,304 | |
| | | | | |
Commitments and Contingencies (Notes 2 & 6) | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Net Assets | | | $8,182,640,269 | | | | $3,615,350,108 | | | | $176,753,293 | | | | | | | | $83,165,232 | |
| | | | | |
1 Investments at cost | | | $5,626,718,893 | | | | $2,589,484,918 | | | | $159,152,708 | | | | | | | | $76,233,841 | |
| | | | | |
2 Affiliated Investments at cost | | | — | | | | $53,514,887 | | | | — | | | | | | | | — | |
| | | | | |
3 Foreign currency at cost | | | $58,118 | | | | $218,928 | | | | $60,131 | | | | | | | | $16,242 | |
| | | | | |
4 Premiums received | | | — | | | | $13,002,822 | | | | — | | | | | | | | — | |
The accompanying notes are an integral part of these financial statements.
23
| | |
| | Statement of Assets and Liabilities (continued) |
| | | | | | | | | | | | | | | | |
| | AMG Yacktman Fund | | | AMG Yacktman Focused Fund | | | AMG Yacktman Global Fund | | AMG Yacktman Special Opportunities Fund |
| | | | |
Net Assets Represent: | | | | | | | | | | | | | | | | |
| | | | |
Paid-in capital | | | $5,495,171,769 | | | | $2,586,350,325 | | | | $157,521,687 | | | | $75,245,516 | |
| | | | |
Total distributable earnings | | | 2,687,468,500 | | | | 1,028,999,783 | | | | 19,231,606 | | | | 7,919,716 | |
| | | | |
Net Assets | | | $8,182,640,269 | | | | $3,615,350,108 | | | | $176,753,293 | | | | $83,165,232 | |
| | | | |
Class N: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | — | | | | $1,772,853,462 | | | | $2,145,854 | | | | — | |
| | | | |
Shares outstanding | | | — | | | | 91,336,211 | | | | 142,085 | | | | — | |
| | | | |
Net asset value, offering and redemption price per share | | | — | | | | $19.41 | | | | $15.10 | | | | — | |
| | | | |
Class I: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | $8,182,640,269 | | | | $1,842,496,646 | | | | $174,607,439 | | | | $45,621,070 | |
| | | | |
Shares outstanding | | | 365,282,313 | | | | 95,225,020 | | | | 11,524,496 | | | | 3,985,675 | |
| | | | |
Net asset value, offering and redemption price per share | | | $22.40 | | | | $19.35 | | | | $15.15 | | | | $11.45 | |
| | | | |
Class Z: | | | | | | | | | | | | | | | | |
| | | | |
Net Assets | | | — | | | | — | | | | — | | | | $37,544,162 | |
| | | | |
Shares outstanding | | | — | | | | — | | | | — | | | | 3,268,768 | |
| | | | |
Net asset value, offering and redemption price per share | | | — | | | | — | | | | — | | | | $11.49 | |
The accompanying notes are an integral part of these financial statements.
24
| | |
| | Statement of Operations (unaudited) For the six months ended June 30, 2023 |
| | | | | | | | | | | | | | | | |
| | AMG Yacktman Fund | | AMG Yacktman Focused Fund | | AMG Yacktman Global Fund | | AMG Yacktman Special Opportunities Fund |
| | | | | | | | | | | | | | | | |
| | | | |
Investment Income: | | | | | | | | | | | | | | | | |
| | | | |
Dividend income | | | $91,271,710 | | | | $36,860,730 | | | | $2,083,778 | | | | $1,452,254 | |
| | | | |
Interest income | | | 6,638,394 | | | | 2,446,103 | | | | 15,744 | | | | 424 | |
| | | | |
Dividends from affiliated securities | | | — | | | | 1,231,158 | | | | — | | | | — | |
| | | | |
Securities lending income | | | 54,879 | | | | 11,685 | | | | 85 | | | | 15,992 | |
| | | | |
Foreign withholding tax | | | (4,262,812 | ) | | | (3,071,921 | ) | | | (246,324 | ) | | | (88,221 | ) |
| | | | |
Total investment income | | | 93,702,171 | | | | 37,477,755 | | | | 1,853,283 | | | | 1,380,449 | |
| | | | |
Expenses: | | | | | | | | | | | | | | | | |
| | | | |
Investment advisory and management fees | | | 17,329,783 | | | | 15,533,872 | | | | 591,522 | | | | 404,594 | |
| | | | |
Administrative fees | | | 6,056,380 | | | | 2,678,254 | | | | 124,970 | | | | 64,212 | |
| | | | |
Shareholder servicing fees - Class N | | | — | | | | 1,628,947 | | | | 1,673 | | | | — | |
| | | | |
Shareholder servicing fees - Class I | | | 3,476,111 | | | | — | | | | — | | | | 24,349 | |
| | | | |
Custodian fees | | | 394,711 | | | | 220,290 | | | | 25,015 | | | | 30,294 | |
| | | | |
Trustee fees and expenses | | | 293,724 | | | | 129,848 | | | | 5,805 | | | | 3,113 | |
| | | | |
Professional fees | | | 277,490 | | | | 135,410 | | | | 22,426 | | | | 19,753 | |
| | | | |
Transfer agent fees | | | 198,840 | | | | 104,757 | | | | 3,358 | | | | 1,541 | |
| | | | |
Reports to shareholders | | | 136,897 | | | | 69,211 | | | | 1,678 | | | | 3,731 | |
| | | | |
Registration fees | | | 59,700 | | | | 54,522 | | | | 12,152 | | | | 11,835 | |
| | | | |
Miscellaneous | | | 159,135 | | | | 72,563 | | | | 3,706 | | | | 2,939 | |
| | | | |
Repayment of prior reimbursements | | | — | | | | 11,961 | | | | — | | | | — | |
| | | | |
Total expenses before offsets | | | 28,382,771 | | | | 20,639,635 | | | | 792,305 | | | | 566,361 | |
| | | | |
Expense reimbursements | | | — | | | | — | | | | (14,813 | ) | | | (21,818 | ) |
| | | | |
Fee waivers | | | (122,388 | ) | | | (21,281 | ) | | | — | | | | — | |
| | | | |
Net expenses | | | 28,260,383 | | | | 20,618,354 | | | | 777,492 | | | | 544,543 | |
| | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | 65,441,788 | | | | 16,859,401 | | | | 1,075,791 | | | | 835,906 | |
| | | | |
Net Realized and Unrealized Gain: | | | | | | | | | | | | | | | | |
| | | | |
Net realized gain on investments | | | 47,270,023 | | | | 32,863,953 | | | | 635,049 | | | | 755,992 | |
| | | | |
Net realized loss on written options | | | — | | | | (277,993 | ) | | | — | | | | — | |
| | | | |
Net realized loss on foreign currency transactions | | | (636,955 | ) | | | (775,608 | ) | | | (94,634 | ) | | | (17,636 | ) |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 361,118,308 | | | | 199,189,904 | | | | 8,463,000 | | | | (717,393 | ) |
| | | | |
Net change in unrealized appreciation/depreciation on affiliated investments | | | — | | | | (4,780,063 | ) | | | — | | | | — | |
| | | | |
Net change in unrealized appreciation/depreciation on written options | | | — | | | | 6,558,551 | | | | — | | | | — | |
| | | | |
Net change in unrealized appreciation/depreciation on foreign currency translations | | | 104,599 | | | | (2,527 | ) | | | (24,230 | ) | | | (1,514 | ) |
| | | | |
Net realized and unrealized gain | | | 407,855,975 | | | | 232,776,217 | | | | 8,979,185 | | | | 19,449 | |
| | | | | | | | | | | | | | | | |
| | | | |
Net increase in net assets resulting from operations | | | $473,297,763 | | | | $249,635,618 | | | | $10,054,976 | | | | $855,355 | |
The accompanying notes are an integral part of these financial statements.
25
| | |
| | Statements of Changes in Net Assets For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG Yacktman Fund | | | AMG Yacktman Focused Fund | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | June 30, 2023 | | | December 31, 2022 |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $65,441,788 | | | | $131,992,691 | | | | $16,859,401 | | | | $48,203,876 | |
| | | | |
Net realized gain on investments | | | 46,633,068 | | | | 359,428,136 | | | | 31,810,352 | | | | 170,369,987 | |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 361,222,907 | | | | (1,194,880,359 | ) | | | 200,965,865 | | | | (573,645,767 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 473,297,763 | | | | (703,459,532 | ) | | | 249,635,618 | | | | (355,071,904 | ) |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | — | | | | — | | | | — | | | | (124,361,503 | ) |
| | | | |
Class I | | | — | | | | (557,461,732 | ) | | | — | | | | (134,536,532 | ) |
| | | | |
Total distributions to shareholders | | | — | | | | (557,461,732 | ) | | | — | | | | (258,898,035 | ) |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net decrease from capital share transactions | | | (263,698,152 | ) | | | (241,661,122 | ) | | | (170,687,030 | ) | | | (317,483,501 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Total increase (decrease) in net assets | | | 209,599,611 | | | | (1,502,582,386 | ) | | | 78,948,588 | | | | (931,453,440 | ) |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 7,973,040,658 | | | | 9,475,623,044 | | | | 3,536,401,520 | | | | 4,467,854,960 | |
| | | | |
End of period | | | $8,182,640,269 | | | | $7,973,040,658 | | | | $3,615,350,108 | | | | $3,536,401,520 | |
1 | See Note 1(g) of the Notes to Financial Statements. |
The accompanying notes are an integral part of these financial statements.
26
| | |
| | Statements of Changes in Net Assets (continued) For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022 |
| | | | | | | | | | | | | | | | |
| | AMG Yacktman Global Fund | | AMG Yacktman Special Opportunities Fund |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | |
Increase (Decrease) in Net Assets Resulting From Operations: | | | | | | | | | | | | | | | | |
| | | | |
Net investment income | | | $1,075,791 | | | | $2,582,542 | | | | $835,906 | | | | $742,278 | |
| | | | |
Net realized gain on investments | | | 540,415 | | | | 5,161,445 | | | | 738,356 | | | | 336,254 | |
| | | | |
Net change in unrealized appreciation/depreciation on investments | | | 8,438,770 | | | | (23,916,430 | ) | | | (718,907) | | | | (16,505,510) | |
| | | | |
Net increase (decrease) in net assets resulting from operations | | | 10,054,976 | | | | (16,172,443 | ) | | | 855,355 | | | | (15,426,978) | |
| | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
| | | | |
Class N | | | — | | | | (51,267 | ) | | | — | | | | — | |
| | | | |
Class I | | | — | | | | (6,262,235 | ) | | | — | | | | (398,986) | |
| | | | |
Class Z | | | — | | | | — | | | | — | | | | (342,692) | |
| | | | |
Total distributions to shareholders | | | — | | | | (6,313,502 | ) | | | — | | | | (741,678) | |
| | | | |
Capital Share Transactions:1 | | | | | | | | | | | | | | | | |
| | | | |
Net increase (decrease) from capital share transactions | | | 15,853,447 | | | | 2,240,388 | | | | (1,496,158) | | | | (12,133,984) | |
| | | | | | | | | | | | | | | | |
| | | | |
Total increase (decrease) in net assets | | | 25,908,423 | | | | (20,245,557 | ) | | | (640,803) | | | | (28,302,640) | |
| | | | |
Net Assets: | | | | | | | | | | | | | | | | |
| | | | |
Beginning of period | | | 150,844,870 | | | | 171,090,427 | | | | 83,806,035 | | | | 112,108,675 | |
| | | | |
End of period | | | $176,753,293 | | | | $150,844,870 | | | | $83,165,232 | | | | $83,806,035 | |
1 | See Note 1(g) of the Notes to Financial Statements. |
The accompanying notes are an integral part of these financial statements.
27
| | |
| | AMG Yacktman Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $21.13 | | | | | $24.50 | | | | | $21.26 | | | | | $20.48 | | | | | $19.05 | | | | | $22.85 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.18 | | | | | 0.35 | | | | | 0.26 | 3 | | | | 0.27 | | | | | 0.35 | | | | | 0.40 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 1.09 | | | | | (2.17 | ) | | | | 3.89 | | | | | 2.81 | | | | | 2.99 | | | | | 0.20 | |
| | | | | | |
Total income (loss) from investment operations | | | | 1.27 | | | | | (1.82 | ) | | | | 4.15 | | | | | 3.08 | | | | | 3.34 | | | | | 0.60 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.33 | ) | | | | (0.27 | ) | | | | (0.28 | ) | | | | (0.37 | ) | | | | (0.44 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (1.22 | ) | | | | (0.64 | ) | | | | (2.02 | ) | | | | (1.54 | ) | | | | (3.96 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (1.55 | ) | | | | (0.91 | ) | | | | (2.30 | ) | | | | (1.91 | ) | | | | (4.40 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $22.40 | | | | | $21.13 | | | | | $24.50 | | | | | $21.26 | | | | | $20.48 | | | | | $19.05 | |
| | | | | | |
Total Return2,4 | | | | 6.01 | %5 | | | | (7.37 | )% | | | | 19.63 | % | | | | 15.28 | % | | | | 17.66 | % | | | | 2.69 | % |
| | | | | | |
Ratio of net expenses to average net assets | | | | 0.70 | %6 | | | | 0.70 | % | | | | 0.70 | % | | | | 0.70 | % | | | | 0.70 | % | | | | 0.70 | % |
| | | | | | |
Ratio of gross expenses to average net assets7 | | | | 0.70 | %6 | | | | 0.70 | % | | | | 0.70 | % | | | | 0.71 | % | | | | 0.71 | % | | | | 0.71 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 1.62 | %6 | | | | 1.54 | % | | | | 1.09 | % | | | | 1.38 | % | | | | 1.70 | % | | | | 1.70 | % |
| | | | | | |
Portfolio turnover | | | | 4 | %5 | | | | 11 | % | | | | 15 | % | | | | 27 | % | | | | 35 | % | | | | 12 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $8,182,640 | | | | | $7,973,041 | | | | | $9,475,623 | | | | | $7,636,139 | | | | | $8,242,523 | | | | | $7,110,981 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.21. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
28
| | |
| | AMG Yacktman Focused Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $18.11 | | | | | $21.21 | | | | | $19.09 | | | | | $18.25 | | | | | $17.78 | | | | | $21.13 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.08 | | | | | 0.22 | | | | | 0.14 | 3 | | | | 0.15 | | | | | 0.23 | | | | | 0.28 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 1.22 | | | | | (1.94 | ) | | | | 2.98 | | | | | 2.95 | | | | | 3.13 | | | | | 0.31 | |
| | | | | | |
Total income (loss) from investment operations | | | | 1.30 | | | | | (1.72 | ) | | | | 3.12 | | | | | 3.10 | | | | | 3.36 | | | | | 0.59 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.21 | ) | | | | (0.16 | ) | | | | (0.15 | ) | | | | (0.25 | ) | | | | (0.31 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (1.17 | ) | | | | (0.84 | ) | | | | (2.11 | ) | | | | (2.64 | ) | | | | (3.63 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (1.38 | ) | | | | (1.00 | ) | | | | (2.26 | ) | | | | (2.89 | ) | | | | (3.94 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $19.41 | | | | | $18.11 | | | | | $21.21 | | | | | $19.09 | | | | | $18.25 | | | | | $17.78 | |
| | | | | | |
Total Return2,4 | | | | 7.18 | %5 | | | | (8.06 | )% | | | | 16.45 | % | | | | 17.26 | % | | | | 19.13 | % | | | | 2.88 | % |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.25 | %6,7 | | | | 1.25 | %7 | | | | 1.25 | %7 | | | | 1.24 | % | | | | 1.24 | % | | | | 1.23 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | | 1.25 | %6,7 | | | | 1.25 | %7 | | | | 1.25 | %7 | | | | 1.26 | % | | | | 1.26 | % | | | | 1.24 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 0.85 | %6 | | | | 1.14 | % | | | | 0.68 | % | | | | 0.85 | % | | | | 1.20 | % | | | | 1.30 | % |
| | | | | | |
Portfolio turnover | | | | 3 | %5 | | | | 13 | % | | | | 19 | % | | | | 33 | % | | | | 31 | % | | | | 16 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $1,772,853 | | | | | $1,730,316 | | | | | $2,158,777 | | | | | $1,943,998 | | | | | $2,078,758 | | | | | $2,166,407 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
29
| | |
| | AMG Yacktman Focused Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $18.04 | | | | | $21.13 | | | | | $19.03 | | | | | $18.19 | | | | | $17.74 | | | | | $21.09 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.10 | | | | | 0.26 | | | | | 0.18 | 3 | | | | 0.18 | | | | | 0.27 | | | | | 0.32 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 1.21 | | | | | (1.93 | ) | | | | 2.96 | | | | | 2.96 | | | | | 3.11 | | | | | 0.32 | |
| | | | | | |
Total income (loss) from investment operations | | | | 1.31 | | | | | (1.67 | ) | | | | 3.14 | | | | | 3.14 | | | | | 3.38 | | | | | 0.64 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.25 | ) | | | | (0.20 | ) | | | | (0.19 | ) | | | | (0.29 | ) | | | | (0.36 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (1.17 | ) | | | | (0.84 | ) | | | | (2.11 | ) | | | | (2.64 | ) | | | | (3.63 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (1.42 | ) | | | | (1.04 | ) | | | | (2.30 | ) | | | | (2.93 | ) | | | | (3.99 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $19.35 | | | | | $18.04 | | | | | $21.13 | | | | | $19.03 | | | | | $18.19 | | | | | $17.74 | |
| | | | | | |
Total Return2,4 | | | | 7.26 | %5 | | | | (7.85 | )% | | | | 16.62 | % | | | | 17.52 | % | | | | 19.30 | % | | | | 3.11 | % |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.06 | %6 | | | | 1.06 | % | | | | 1.06 | % | | | | 1.06 | % | | | | 1.06 | % | | | | 1.05 | % |
| | | | | | |
Ratio of gross expenses to average net assets8 | | | | 1.06 | %6 | | | | 1.06 | % | | | | 1.06 | % | | | | 1.07 | % | | | | 1.07 | % | | | | 1.06 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 1.04 | %6 | | | | 1.33 | % | | | | 0.87 | % | | | | 1.04 | % | | | | 1.39 | % | | | | 1.48 | % |
| | | | | | |
Portfolio turnover | | | | 3 | %5 | | | | 13 | % | | | | 19 | % | | | | 33 | % | | | | 31 | % | | | | 16 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $1,842,497 | | | | | $1,806,085 | | | | | $2,309,078 | | | | | $1,695,239 | | | | | $1,554,975 | | | | | $1,292,079 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.09 and $0.13 for Class N and Class I, respectively. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
7 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01% for the six months ended June 30, 2023 and less than 0.01% and 0.01% for the fiscal years ended 2022 and 2021, respectively. |
8 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
30
| | |
| | AMG Yacktman Global Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class N | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $14.21 | | | | | $16.36 | | | | | $15.69 | | | | | $13.90 | | | | | $11.94 | | | | | $11.77 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.08 | | | | | 0.21 | | | | | 0.19 | 3 | | | | 0.18 | | | | | 0.17 | | | | | 0.26 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.81 | | | | | (1.74 | ) | | | | 1.80 | | | | | 2.35 | | | | | 2.37 | | | | | 0.00 | 4 |
| | | | | | |
Total income (loss) from investment operations | | | | 0.89 | | | | | (1.53 | ) | | | | 1.99 | | | | | 2.53 | | | | | 2.54 | | | | | 0.26 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | — | | | | | (0.55 | ) | | | | (0.23 | ) | | | | (0.25 | ) | | | | (0.07 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.62 | ) | | | | (0.77 | ) | | | | (0.51 | ) | | | | (0.33 | ) | | | | (0.02 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.62 | ) | | | | (1.32 | ) | | | | (0.74 | ) | | | | (0.58 | ) | | | | (0.09 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $15.10 | | | | | $14.21 | | | | | $16.36 | | | | | $15.69 | | | | | $13.90 | | | | | $11.94 | |
| | | | | | |
Total Return2,5 | | | | 6.26 | %6 | | | | (9.31 | )% | | | | 12.96 | % | | | | 18.32 | % | | | | 21.40 | % | | | | 2.17 | % |
| | | | | | |
Ratio of net expenses to average net assets | | | | 1.13 | %7 | | | | 1.13 | % | | | | 1.16 | %8 | | | | 1.19 | % | | | | 1.12 | % | | | | 1.08 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | | 1.15 | %7 | | | | 1.17 | % | | | | 1.18 | %8 | | | | 1.25 | % | | | | 1.22 | % | | | | 1.82 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 1.09 | %7 | | | | 1.47 | % | | | | 1.12 | % | | | | 1.40 | % | | | | 1.28 | % | | | | 2.14 | % |
| | | | | | |
Portfolio turnover | | | | 2 | %6 | | | | 11 | % | | | | 17 | % | | | | 27 | % | | | | 23 | % | | | | 2 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $2,146 | | | | | $1,354 | | | | | $775 | | | | | $431 | | | | | $183 | | | | | $76 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
31
| | |
| | AMG Yacktman Global Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $14.25 | | | | | $16.36 | | | | | $15.69 | | | | | $13.89 | | | | | $11.94 | | | | | $11.77 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.10 | | | | | 0.25 | | | | | 0.22 | 3 | | | | 0.20 | | | | | 0.17 | | | | | 0.26 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.80 | | | | | (1.74 | ) | | | | 1.79 | | | | | 2.35 | | | | | 2.36 | | | | | 0.00 | 4 |
| | | | | | |
Total income (loss) from investment operations | | | | 0.90 | | | | | (1.49 | ) | | | | 2.01 | | | | | 2.55 | | | | | 2.53 | | | | | 0.26 | |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | — | | | | | (0.57 | ) | | | | (0.24 | ) | | | | (0.25 | ) | | | | (0.07 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.62 | ) | | | | (0.77 | ) | | | | (0.51 | ) | | | | (0.33 | ) | | | | (0.02 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.62 | ) | | | | (1.34 | ) | | | | (0.75 | ) | | | | (0.58 | ) | | | | (0.09 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $15.15 | | | | | $14.25 | | | | | $16.36 | | | | | $15.69 | | | | | $13.89 | | | | | $11.94 | |
| | | | | | |
Total Return2,5 | | | | 6.32 | %6 | | | | (9.06 | )% | | | | 13.08 | % | | | | 18.47 | % | | | | 21.32 | % | | | | 2.17 | % |
| | | | | | |
Ratio of net expenses to average net assets | | | | 0.93 | %7 | | | | 0.93 | % | | | | 1.00 | %8 | | | | 1.08 | % | | | | 1.08 | % | | | | 1.08 | % |
| | | | | | |
Ratio of gross expenses to average net assets9 | | | | 0.95 | %7 | | | | 0.97 | % | | | | 1.02 | %8 | | | | 1.15 | % | | | | 1.19 | % | | | | 1.82 | % |
| | | | | | |
Ratio of net investment income to average net assets2 | | | | 1.29 | %7 | | | | 1.67 | % | | | | 1.28 | % | | | | 1.51 | % | | | | 1.31 | % | | | | 2.14 | % |
| | | | | | |
Portfolio turnover | | | | 2 | %6 | | | | 11 | % | | | | 17 | % | | | | 27 | % | | | | 23 | % | | | | 2 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $174,607 | | | | | $149,491 | | | | | $170,316 | | | | | $132,758 | | | | | $96,041 | | | | | $59,936 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.15 and $0.17 for Class N and Class I, respectively. |
4 | Less than $0.005 per share. |
5 | The total return is calculated using the published Net Asset Value as of period end. |
8 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01%. |
9 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
32
| | |
| | AMG Yacktman Special Opportunities Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class I | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $11.27 | | | | | $13.16 | | | | | $11.02 | | | | | $10.04 | | | | | $9.82 | | | | | $12.03 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income (loss)1,2 | | | | 0.11 | | | | | 0.08 | | | | | (0.01 | ) | | | | 0.20 | 3 | | | | 0.24 | | | | | 0.16 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.07 | | | | | (1.87 | ) | | | | 2.65 | | | | | 1.06 | | | | | 0.73 | | | | | (1.41 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.18 | | | | | (1.79 | ) | | | | 2.64 | | | | | 1.26 | | | | | 0.97 | | | | | (1.25 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | — | | | | | (0.15 | ) | | | | (0.23 | ) | | | | (0.21 | ) | | | | (0.11 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.10 | ) | | | | (0.35 | ) | | | | (0.05 | ) | | | | (0.54 | ) | | | | (0.85 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.10 | ) | | | | (0.50 | ) | | | | (0.28 | ) | | | | (0.75 | ) | | | | (0.96 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $11.45 | | | | | $11.27 | | | | | $13.16 | | | | | $11.02 | | | | | $10.04 | | | | | $9.82 | |
| | | | | | |
Total Return2,4 | | | | 1.42 | %5 | | | | (13.59 | )% | | | | 24.30 | % | | | | 12.66 | % | | | | 10.20 | % | | | | (10.26 | )% |
| | | | | | |
Ratio of net expenses to average net assets6 | | | | 1.32 | %7 | | | | 1.96 | %8 | | | | 2.29 | %8 | | | | 1.14 | % | | | | 1.29 | % | | | | 1.84 | % |
| | | | | | |
Ratio of gross expenses to average net assets6,9 | | | | 1.37 | %7 | | | | 2.00 | %8 | | | | 2.29 | %8 | | | | 1.23 | % | | | | 1.47 | % | | | | 2.03 | % |
| | | | | | |
Ratio of net investment income (loss) to average net assets2,6 | | | | 1.91 | %7 | | | | 0.69 | % | | | | (0.09 | )% | | | | 2.27 | % | | | | 2.32 | % | | | | 1.38 | % |
| | | | | | |
Portfolio turnover | | | | 10 | %5 | | | | 40 | % | | | | 21 | % | | | | 37 | % | | | | 24 | % | | | | 30 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $45,621 | | | | | $47,024 | | | | | $33,912 | | | | | $13,881 | | | | | $11,701 | | | | | $7,678 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
33
| | |
| | AMG Yacktman Special Opportunities Fund Financial Highlights For a share outstanding throughout each fiscal period |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the six | | | | | | | | | | |
| | months ended | | For the fiscal years ended December 31, |
| | June 30, 2023 | | | | | | | | | | |
| | | | | | |
Class Z | | (unaudited) | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
| | | | | | |
Net Asset Value, Beginning of Period | | | | $11.31 | | | | | $13.20 | | | | | $11.04 | | | | | $10.06 | | | | | $9.84 | | | | | $12.05 | |
| | | | | | |
Income (loss) from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income1,2 | | | | 0.11 | | | | | 0.10 | | | | | 0.00 | 10 | | | | 0.21 | 3 | | | | 0.25 | | | | | 0.17 | |
| | | | | | |
Net realized and unrealized gain (loss) on investments | | | | 0.07 | | | | | (1.88 | ) | | | | 2.67 | | | | | 1.06 | | | | | 0.72 | | | | | (1.40 | ) |
| | | | | | |
Total income (loss) from investment operations | | | | 0.18 | | | | | (1.78 | ) | | | | 2.67 | | | | | 1.27 | | | | | 0.97 | | | | | (1.23 | ) |
| | | | | | |
Less Distributions to Shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | | — | | | | | (0.01 | ) | | | | (0.16 | ) | | | | (0.24 | ) | | | | (0.21 | ) | | | | (0.13 | ) |
| | | | | | |
Net realized gain on investments | | | | — | | | | | (0.10 | ) | | | | (0.35 | ) | | | | (0.05 | ) | | | | (0.54 | ) | | | | (0.85 | ) |
| | | | | | |
Total distributions to shareholders | | | | — | | | | | (0.11 | ) | | | | (0.51 | ) | | | | (0.29 | ) | | | | (0.75 | ) | | | | (0.98 | ) |
| | | | | | |
Net Asset Value, End of Period | | | | $11.49 | | | | | $11.31 | | | | | $13.20 | | | | | $11.04 | | | | | $10.06 | | | | | $9.84 | |
| | | | | | |
Total Return2,4 | | | | 1.50 | %5 | | | | (13.57 | )% | | | | 24.42 | % | | | | 12.83 | % | | | | 10.27 | % | | | | (10.14 | )% |
| | | | | | |
Ratio of net expenses to average net assets6 | | | | 1.22 | %7 | | | | 1.86 | %8 | | | | 2.19 | %8 | | | | 1.04 | % | | | | 1.19 | % | | | | 1.74 | % |
| | | | | | |
Ratio of gross expenses to average net assets6,9 | | | | 1.27 | %7 | | | | 1.90 | %8 | | | | 2.19 | %8 | | | | 1.13 | % | | | | 1.37 | % | | | | 1.93 | % |
| | | | | | |
Ratio of net investment income to average net assets2,6 | | | | 2.01 | %7 | | | | 0.79 | % | | | | 0.01 | % | | | | 2.37 | % | | | | 2.42 | % | | | | 1.48 | % |
| | | | | | |
Portfolio turnover | | | | 10 | %5 | | | | 40 | % | | | | 21 | % | | | | 37 | % | | | | 24 | % | | | | 30 | % |
| | | | | | |
Net assets end of period (000’s) omitted | | | | $37,544 | | | | | $36,782 | | | | | $78,197 | | | | | $64,908 | | | | | $47,981 | | | | | $29,153 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1 | Per share numbers have been calculated using average shares. |
2 | Total returns and net investment income (loss) would have been lower had certain expenses not been offset. |
3 | Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.17 and $0.18 for Class I and Class Z, respectively. |
4 | The total return is calculated using the published Net Asset Value as of period end. |
6 | Includes a performance adjustment amounting to (0.21)%, 0.22%, 0.55%, (0.60)%, (0.45)% and 0.10% for the six months ended June 30, 2023 and fiscal years ended 2022, 2021, 2020, 2019 and 2018, respectively. (See Note 2 in the Notes to Financial Statements) |
8 | Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01% for the fiscal years ended 2022 and 2021. |
9 | Excludes the impact of expense reimbursement or fee waivers and expense reductions such as brokerage credits, but includes expense repayments and non-reimbursable expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note 1(c) and 2 in the Notes to Financial Statements.) |
10 | Less than $0.005 per share. |
34
| | |
| |
| | Notes to Financial Statements (unaudited) June 30, 2023 |
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AMG Funds (the “Trust”) is an open-end management investment company, organized as a Massachusetts business trust, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Currently, the Trust consists of a number of different funds, each having distinct investment management objectives, strategies, risks, and policies. Included in this report are AMG Yacktman Fund (“Yacktman Fund”), AMG Yacktman Focused Fund (“Yacktman Focused”), AMG Yacktman Global Fund (“Yacktman Global”) and AMG Yacktman Special Opportunities Fund (“Yacktman Special Opportunities”), each a “Fund” and collectively, the “Funds”.
Each Fund offers different classes of shares. Yacktman Fund and Yacktman Special Opportunities have established Class N, Class I and Class Z shares. Currently, Yacktman Fund offers only Class I shares and Yacktman Special Opportunities offers only Class I shares and Class Z shares. Yacktman Focused and Yacktman Global established and offer Class N and Class I shares. Each class represents an interest in the same assets of the respective Fund. Although all share classes generally have identical voting rights, each share class votes separately when required by law. Different share classes may have different net asset values per share to the extent the share classes pay different distribution amounts and/or the expenses of such share classes differ. Each share class has its own expense structure. Please refer to a current prospectus for additional information on each share class.
Yacktman Focused, Yacktman Global and Yacktman Special Opportunities are non-diversified. A greater percentage of the Funds’ holdings may be focused in a smaller number of securities which may place the Funds at greater risk than a more diversified fund.
Market prices of investments held by the Funds may fall rapidly or unpredictably due to a variety of economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.
The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including accounting and reporting guidance pursuant to Accounting Standards Codification Topic 946 applicable to investment companies. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements:
a. VALUATION OF INVESTMENTS
For the Funds, equity securities, including options, traded on a national securities exchange or reported on the NASDAQ national market system (“NMS”) are valued at the last quoted sales price on the primary exchange or, if applicable, the NASDAQ official closing price or the official closing price of the relevant exchange or, lacking any sales, at the last quoted bid price. Equity securities held by the Funds that are traded in the over-the-counter market (other than NMS securities) are valued at the bid price. Foreign equity securities (securities principally traded in markets other than U.S. markets) held by the Funds are valued at the official
closing price on the primary exchange or, for markets that either do not offer an official closing price or where the official closing price may not be representative of the overall market, the last quoted sale price.
Fixed income securities purchased with a remaining maturity exceeding 60 days are valued at the evaluated bid price provided by an authorized pricing service or, if an evaluated price is not available, by reference to other securities which are considered comparable in credit rating, interest rate, due date and other features (generally referred to as “matrix pricing”) or other similar pricing methodologies.
Fixed income securities purchased with a remaining maturity of 60 days or less are valued at amortized cost, provided that the amortized cost value is approximately the same as the fair value of the security valued without the use of amortized cost. Investments in other open-end registered investment companies are valued at their end of day net asset value per share.
The Funds’ portfolio investments are generally valued based on independent market quotations or prices or, if none, “evaluative” or other market based valuations provided by third party pricing services. Pursuant to Rule 2a-5 under the 1940 Act, the Funds’ Board of Trustees (the “Board”) designated AMG Funds LLC (the “Investment Manager”) as the Funds’ Valuation Designee to perform the Funds’ fair value determinations. Such determinations are subject to Board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Investment Manager’s fair value determinations.
Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by the Investment Manager and under the general supervision of the Board. The Funds may use the fair value of a portfolio investment to calculate its net asset value (“NAV”) in the event that the market quotation, price or market based valuation for the portfolio investment is not readily available or otherwise not determinable pursuant to the Funds’ valuation procedures, if the Investment Manager believes the quotation, price or market based valuation to be unreliable, or in certain other circumstances. When determining the fair value of an investment, the Investment Manager seeks to determine the price that the Funds might reasonably expect to receive from current sale of that portfolio investment in an arms-length transaction. Fair value determinations shall be based upon consideration of all available facts and information, including, but not limited to (i) attributes specific to the investment; (ii) fundamental and analytical data relating to the investment; and (iii) the value of other comparable securities or relevant financial instruments, including derivative securities, traded on other markets or among dealers.
The values assigned to fair value portfolio investments are based on available information and do not necessarily represent amounts that might ultimately be realized in the future, since such amounts depend on future developments inherent in long-term investments. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material. The Board will be presented with quarterly reports, as of the most recent quarter end, summarizing all fair value activity, material fair value matters that occurred during the quarter, and all outstanding securities fair valued by the Funds. Additionally, the Board will be presented with an annual report that assesses the adequacy and effectiveness of the Investment Manager’s process for determining the fair value of the Funds’ investments.
With respect to foreign equity securities and certain foreign fixed income securities, securities held in the Funds that can be fair valued by the applicable
35
| | |
| |
| | Notes to Financial Statements (continued) |
fair value pricing service are fair valued on each business day provided that each individual price exceeds a pre-established confidence level.
U.S. GAAP defines fair value as the price that a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also establishes a framework for measuring fair value, and a three level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Funds. Unobservable inputs reflect the Funds’ own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
The three-tier hierarchy of inputs is summarized below:
Level 1 – inputs are quoted prices in active markets for identical investments (e.g., equity securities, open-end investment companies)
Level 2 – other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs) (e.g., debt securities, government securities, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, fair valued securities with observable inputs)
Level 3 – inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., fair valued securities with unobservable inputs)
Changes in inputs or methodologies used for valuing investments may result in a transfer in or out of levels within the fair value hierarchy. The inputs or methodologies used for valuing investments may not necessarily be an indication of the risk associated with investing in those investments.
b. SECURITY TRANSACTIONS
Security transactions are accounted for as of trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.
c. INVESTMENT INCOME AND EXPENSES
Dividend income is recorded on the ex-dividend date. Dividends from foreign securities are recorded on the ex-dividend date, and if after the fact, as soon as the Funds become aware of the ex-dividend date, except for Korean securities where dividends are recorded on confirmation date. Interest income, which includes amortization of premium and accretion of discount on debt securities, is accrued as earned. Dividend and interest income on foreign securities is recorded gross of any withholding tax. Non-cash dividends included in dividend income, if any, are reported at the fair market value of the securities received. Other income and expenses are recorded on an accrual basis. Expenses that cannot be directly attributed to a Fund are apportioned among the funds in the Trust and other trusts or funds within the AMG Funds Family of Funds (collectively, the “AMG Funds
Family”) based upon their relative average net assets or number of shareholders. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund.
d. DIVIDENDS AND DISTRIBUTIONS
Fund distributions resulting from either net investment income or realized net capital gains, if any, will normally be declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with federal income tax regulations, which may differ from net investment income and net realized capital gains for financial statement purposes (U.S. GAAP). Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary differences arise when certain items of income, expense and gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Permanent differences are primarily due to tax equalization utilized for Yacktman Fund, Yacktman Focused, and Yacktman Special Opportunities, and write-off of net operating losses for Yacktman Global. Temporary differences are primarily due to write-off of outstanding defaulted securities interest for Yacktman Fund, Yacktman Focused and Yacktman Global, and premium amortization on callable bonds for Yacktman Focused. In addition, temporary differences for each Fund are wash sale loss deferrals, and mark-to-market on passive foreign investment companies.
At June 30, 2023, the aggregate cost for federal income tax purposes approximates the aggregate cost for book purposes. The approximate cost of investments and the aggregate gross unrealized appreciation and depreciation for federal income tax purposes were as follows:
| | | | | | | | |
| | | | |
Fund | | Cost | | Appreciation | | Depreciation | | Net Appreciation |
| | | | |
Yacktman Fund | | $5,626,718,893 | | $2,746,689,668 | | $(202,613,190) | | $2,544,076,478 |
| | | | |
Yacktman Focused | | 2,642,999,805 | | 1,118,775,295 | | (139,105,561) | | 979,669,734 |
| | | | |
Yacktman Global | | 159,152,708 | | 31,068,801 | | (13,956,767) | | 17,112,034 |
| | | | |
Yacktman Special Opportunities | | 76,233,841 | | 17,145,330 | | (10,404,636) | | 6,740,694 |
e. FEDERAL TAXES
Each Fund currently qualifies as an investment company and intends to comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its taxable income and gains to its shareholders and to meet certain diversification and income requirements with respect to investment companies. The Investment Manager has analyzed the Funds’ tax positions taken on federal income tax returns for all open tax years (generally, the three prior taxable years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. Additionally, the Investment Manager is not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
36
| | |
| |
| | Notes to Financial Statements (continued) |
Furthermore, based on each Fund’s understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, each Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.
f. CAPITAL LOSS CARRYOVERS AND DEFERRALS
As of December 31, 2022, the Funds had no capital loss carryovers for federal income tax purposes. Should the Funds incur net capital losses for the fiscal year ended December 31, 2023, such amounts may be used to offset future realized capital gains indefinitely, and retain their character as short-term and/or long-term.
g. CAPITAL STOCK
The Trust’s Amended and Restated Agreement and Declaration of Trust authorizes for each Fund the issuance of an unlimited number of shares of beneficial interest, without par value. Each Fund records sales and repurchases of its capital stock on the trade date.
For the six months ended June 30, 2023 (unaudited) and the fiscal year ended December 31, 2022, the capital stock transactions by class for the Funds were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Yacktman Fund | | | | | | Yacktman Focused | | |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | — | | | | — | | | | — | | | | — | | | | 2,732,751 | | | | $51,744,520 | | | | 5,851,238 | | | | $115,544,774 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 6,834,816 | | | | 122,548,252 | |
| | | | | | | | |
Shares redeemed | | | — | | | | — | | | | — | | | | — | | | | (6,920,524 | ) | | | (130,757,199 | ) | | | (18,963,976 | ) | | | (369,705,319 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | — | | | | — | | | | — | | | | — | | | | (4,187,773 | ) | | | $(79,012,679 | ) | | | (6,277,922 | ) | | | $(131,612,293 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 19,436,910 | | | | $425,405,806 | | | | 45,550,372 | | | | $1,044,334,856 | | | | 7,795,197 | | | | $147,224,058 | | | | 19,648,527 | | | | $385,717,991 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 24,225,869 | | | | 507,774,202 | | | | — | | | | — | | | | 6,836,097 | | | | 122,024,342 | |
| | | | | | | | |
Shares redeemed | | | (31,481,773 | ) | | | (689,103,958 | ) | | | (79,153,813 | ) | | | (1,793,770,180 | ) | | | (12,685,991 | ) | | | (238,898,409 | ) | | | (35,653,583 | ) | | | (693,613,541 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net decrease | | | (12,044,863 | ) | | | $(263,698,152 | ) | | | (9,377,572 | ) | | | $(241,661,122 | ) | | | (4,890,794 | ) | | | $(91,674,351 | ) | | | (9,168,959 | ) | | | $(185,871,208 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| | | | Yacktman Global | | | | | | Yacktman Special Opportunities | | |
| | | | |
| | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | Amount | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class N: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 57,706 | | | | $862,562 | | | | 74,515 | | | | $1,120,463 | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 3,664 | | | | 51,082 | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | |
Shares redeemed | | | (10,846 | ) | | | (158,627 | ) | | | (30,314 | ) | | | (433,176 | ) | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase | | | 46,860 | | | | $703,935 | | | | 47,865 | | | | $738,369 | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Class I: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | 1,459,598 | | | | $21,472,549 | | | | 1,323,636 | | | | $19,495,639 | | | | 1,127,625 | | | | $13,099,460 | | | | 3,377,460 | | | | $40,334,837 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | 275,730 | | | | 3,851,950 | | | | — | | | | — | | | | 35,664 | | | | 398,371 | |
| | | | | | | | |
Shares redeemed | | | (428,703 | ) | | | (6,323,037 | ) | | | (1,513,839 | ) | | | (21,845,570 | ) | | | (1,312,876 | ) | | | (14,782,516 | ) | | | (1,818,251 | ) | | | (21,433,664 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | 1,030,895 | | | | $15,149,512 | | | | 85,527 | | | | $1,502,019 | | | | (185,251 | ) | | | $(1,683,056) | | | | 1,594,873 | | | | $19,299,544 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
37
| | |
| |
| | Notes to Financial Statements (continued) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Yacktman Global | | | | | | | Yacktman Special Opportunities | | |
| | | | |
| | June 30, 2023 | | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
| | | | | | | | |
| | Shares | | | Amount | | | Shares | | Amount | | Shares | | Amount | | Shares | | Amount |
| | | | | | | | |
Class Z: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Shares sold | | | — | | | | — | | | | — | | | | — | | | | 18,737 | | | | $217,644 | | | | 101,193 | | | | $1,143,070 | |
| | | | | | | | |
Shares issued in reinvestment of distributions | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 17,985 | | | | 201,613 | |
| | | | | | | | |
Shares redeemed | | | — | | | | — | | | | — | | | | — | | | | (2,723 | ) | | | (30,746 | ) | | | (2,790,318 | ) | | | (32,778,211 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Net increase (decrease) | | | — | | | | — | | | | — | | | | — | | | | 16,014 | | | | $186,898 | | | | (2,671,140 | ) | | | $(31,433,528 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
At June 30, 2023, certain unaffiliated shareholders of record individually or collectively held greater than 5% of the net assets of the Funds as follows: Yacktman Special Opportunities - one owns 10%. Transactions by these shareholders may have a material impact on their respective Fund.
h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS
The Funds may enter into third-party and bilateral repurchase agreements for temporary cash management purposes and for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “Securities Lending Program”) (collectively, “Repurchase Agreements”). The value of the underlying collateral, including accrued interest, must equal or exceed the value of the Repurchase Agreements during the term of the agreement. For joint repurchase agreements, the Funds participate on a pro rata basis with other clients of BNYM in its share of the underlying collateral under such joint repurchase agreements and in its share of proceeds from any repurchase or other disposition of the underlying collateral. The underlying collateral for all Repurchase Agreements is held by the Funds’ custodian or at the Federal Reserve Bank. If the seller defaults and the value of the collateral declines, or if bankruptcy proceedings commence with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. Pursuant to the Securities Lending Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.
At June 30, 2023, the market value of Repurchase Agreements outstanding for Yacktman Fund, Yacktman Focused and Yacktman Special Opportunities was $209,549,675, $19,849,663 and $82,886, respectively.
i. FOREIGN CURRENCY TRANSLATION
The books and records of the Funds are maintained in U.S. Dollars. The value of investments, assets and liabilities denominated in currencies other than U.S. Dollars are translated into U.S. Dollars based upon current foreign exchange rates. Purchases and sales of foreign investments, income and expenses are converted into U.S. Dollars based on currency exchange rates prevailing on the respective dates of such transactions. Net realized and unrealized gain (loss) on foreign currency transactions represent: (1) foreign exchange gains and losses from the sale and holdings of foreign currencies; (2) gains and losses between trade date and settlement date on investment securities transactions and foreign currency exchange contracts; and (3) gains and losses from the difference between amounts of interest and dividends recorded and the amounts actually received.
The Funds do not isolate the net realized and unrealized gain or loss resulting from changes in exchange rates from the fluctuations in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES
For each of the Funds, the Trust has entered into an investment advisory agreement under which the Investment Manager, a subsidiary and the U.S. retail distribution arm of Affiliated Managers Group, Inc. (“AMG”), serves as investment manager to the Funds and is responsible for the Funds’ overall administration and operations. The Investment Manager selects and recommends, subject to the approval of the Board and, in certain circumstances, shareholders, the subadviser for the Funds and monitors the subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by Yacktman Asset Management LP (“Yacktman”) who serves as subadviser pursuant to a subadvisory agreement with the Investment Manager. AMG indirectly owns a majority interest in Yacktman.
Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the six months ended June 30, 2023, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:
| | | | |
| |
Yacktman Fund | | | | |
| |
on first $500 million | | | 0.52% | |
| |
next $500 million | | | 0.47% | |
| |
over $1 billion | | | 0.42% | |
| |
Yacktman Focused | | | 0.87% | |
| |
Yacktman Global | | | 0.71% | |
| |
Yacktman Special Opportunities | | | 1.37% | |
The fee paid to Yacktman for its services as subadviser is paid out of the fee the Investment Manager receives from each Fund and does not increase the expenses of each Fund.
Yacktman Special Opportunities has a performance-based fee structure that consists of an investment management fee and a performance adjustment (“Performance Adjustment”). The monthly investment management fee is increased or reduced by the Performance Adjustment, based on the Fund’s performance relative to the MSCI ACWI All Cap Index over the then preceding twelve months. The Performance Adjustment for the Fund may not exceed plus or minus 0.75%. For the six months ended June 30, 2023, the Performance Adjustment decreased the management fee by a net amount of $181,880, resulting in an effective management fee rate of 0.95%.
38
| | |
| |
| | Notes to Financial Statements (continued) |
The Investment Manager has contractually agreed, through at least May 1, 2024, to waive management fees and/or pay or reimburse fund expenses in order to limit total annual fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses, and extraordinary expenses, as well as shareholder servicing fees and distribution and service (12b-1) fees and, with respect to Yacktman Special Opportunities, investment management fees and administrative fees) of Yacktman Global and Yacktman Special Opportunities to the annual rate of 0.93% and 0.12%, respectively, of each Fund’s average daily net assets (this annual rate or such other annual rate that may be in effect for the applicable Fund or share class from time to time, the “Expense Cap”), subject to later reimbursement by the applicable Fund in certain circumstances. On May 1, 2023, the contractual expense limitation agreement relating to Class N shares of Yacktman Focused expired. As a result of the expense limitation agreement expiring, the Investment Manager waived its right to recover unexpired previously reimbursed amounts of $9,219. Prior to May 1, 2023, the Investment Manager contractually agreed to waive management fees and/or pay or reimburse fund expenses in order to limit total annual fund operating expenses after fee waiver and expense reimbursements (exclusive of taxes, interest (including interest incurred in connection with bank and custody overdrafts, and in connection with securities sold short), brokerage commissions and other transaction costs, dividends payable with respect to securities sold short, acquired fund fees and expenses, and extraordinary expenses) of Yacktman Focused Class N shares to the annual rate of 1.25% of the share class’s average daily net assets, subject to later reimbursement by the share class in certain circumstances.
In general, for a period of up to 36 months after the date any amounts are paid, waived or reimbursed by the Investment Manager, the Investment Manager may recover such amounts from a Fund, provided that such repayment would not cause the Fund’s total annual operating expenses after fee waiver and expense reimbursements (exclusive of the items noted in the parenthetical above) to exceed either (i) the Expense Cap in effect at the time such amounts were paid, waived or reimbursed, or (ii) the Expense Cap in effect at the time of such repayment by the Fund.
The contractual expense limitation may only be terminated in the event the Investment Manager or a successor ceases to be the investment manager of a Fund or a successor fund, by mutual agreement between the Investment Manager and the Board, or in the event of a Fund’s liquidation (unless the Fund is reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of a Fund).
For the six months ended June 30, 2023, the Investment Manager’s expense reimbursements, and repayments of prior reimbursements by the Funds to the Investment Manager, if any, are as follows:
| | | | |
| | |
| | Expense Reimbursements | | Repayment of Prior Reimbursements |
| | |
Yacktman Focused | | — | | $11,961 |
| | |
Yacktman Global | | $14,813 | | — |
| | |
Yacktman Special Opportunities | | 21,818 | | — |
At June 30, 2023, the Funds’ expiration of reimbursements subject to recoupment, if any, is as follows:
| | | | | | | | |
| | |
Expiration Period | | Yacktman Global | | | Yacktman Special Opportunities | |
| | |
Less than 1 year | | | $44,654 | | | | $26,599 | |
| | |
1-2 years | | | 37,561 | | | | 5,456 | |
| | |
2-3 years | | | 58,793 | | | | 53,283 | |
| | | | | | | | |
| | |
Total | | | $141,008 | | | | $85,338 | |
| | | | | | | | |
The Investment Manager has agreed to waive a portion of its management fee in consideration of a shareholder servicing rebate that it has received from JPMorgan Distribution Services, Inc., with respect to direct investments in the JPMorgan U.S. Government Money Market Fund, IM Shares by Yacktman Fund and Yacktman Focused. For the six months ended June 30, 2023, the investment management fees for Yacktman Fund and Yacktman Focused were reduced by $122,388 and $21,281, respectively, or less than 0.01% of average daily net assets.
The Trust, on behalf of the Funds, has entered into an amended and restated Administration Agreement under which the Investment Manager serves as the Funds’ administrator (the “Administrator”) and is responsible for certain aspects of managing the Funds’ operations, including administration and shareholder services to each Fund. Each Fund pays a fee to the Administrator at the rate of 0.15% per annum of the Fund’s average daily net assets for this service.
The Funds are distributed by AMG Distributors, Inc. (the “Distributor”), a wholly-owned subsidiary of the Investment Manager. The Distributor serves as the distributor and underwriter for each Fund and is a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Shares of each Fund will be continuously offered and will be sold directly to prospective purchasers and through brokers, dealers or other financial intermediaries who have executed selling agreements with the Distributor. Generally, the Distributor bears all or a portion of the expenses of providing services pursuant to the distribution agreement, including the payment of the expenses relating to the distribution of prospectuses for sales purposes and any advertising or sales literature.
For Class N of Yacktman Focused and Yacktman Global and for Class I of Yacktman Fund and Yacktman Special Opportunities, the Board has approved reimbursement payments to the Investment Manager for shareholder servicing expenses (“shareholder servicing fees”) incurred. Shareholder servicing fees include payments to financial intermediaries, such as broker-dealers (including fund supermarket platforms), banks, and trust companies who provide shareholder recordkeeping, account servicing and other services. The Class N shares of Yacktman Focused and Yacktman Global and Class I shares of Yacktman Fund and Yacktman Special Opportunities may reimburse the Investment Manager for the actual amount incurred up to a maximum annual rate of each Class’s average daily net assets as shown in the table below.
39
| | |
| |
| | Notes to Financial Statements (continued) |
The impact on the annualized expense ratios for the six months ended June 30, 2023, were as follows:
| | | | | | | | |
| | |
Fund | | Maximum Annual Amount Approved | | | Actual Amount Incurred | |
| | |
Yacktman Fund | | | | | | | | |
| | |
Class I | | | 0.20% | | | | 0.09% | |
| | |
Yacktman Focused | | | | | | | | |
| | |
Class N | | | 0.20% | | | | 0.19% | |
| | |
Yacktman Global | | | | | | | | |
| | |
Class N | | | 0.20% | | | | 0.20% | |
| | |
Yacktman Special Opportunities | | | | | | | | |
| | |
Class I | | | 0.10% | | | | 0.10% | |
The Board provides supervision of the affairs of the Trust and other trusts within the AMG Funds Family. The Trustees of the Trust who are not affiliated with the Investment Manager receive an annual retainer and per meeting fees for regular, special and telephonic meetings, and they are reimbursed for out-of-pocket expenses incurred while carrying out their duties as Board members. The Chairman of the Board and the Audit Committee Chair receive additional annual retainers. Certain Trustees and Officers of the Funds are Officers and/or Directors of the Investment Manager, AMG and/or the Distributor.
The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits certain eligible funds in the AMG Funds Family to lend and borrow money for certain temporary purposes directly to and from other eligible funds in the AMG Funds Family. Participation in this interfund lending program is voluntary for both the borrowing and lending funds, and an interfund loan is only made if it benefits each participating fund. The Administrator manages the program according to procedures approved by the Board, and the Board monitors the operation of the program. An interfund loan must comply with certain conditions set out in the exemptive order, which are designed to assure fairness and protect all participating funds. The interest earned and interest paid on interfund loans are included on the Statement of Operations as interest income and interest expense, respectively. At June 30, 2023, the Funds had no interfund loans outstanding.
The following Funds utilized the interfund loan program during the six months ended June 30, 2023 as follows:
| | | | | | | | | | | | | | | | |
| | | | |
Fund | | Average Lent | | | Number of Days | | | Interest Earned | | | Average Interest Rate | |
| | | | |
Yacktman Fund | | | $10,263,319 | | | | 10 | | | | $16,783 | | | | 5.969% | |
| | | | |
Yacktman Focused | | | 13,345,961 | | | | 2 | | | | 3,809 | | | | 5.208% | |
| | | | |
Yacktman Global | | | 1,847,732 | | | | 6 | | | | 1,657 | | | | 5.455% | |
| | | | |
Yacktman Special Opportunities | | | 2,578,139 | | | | 1 | | | | 424 | | | | 6.000% | |
3. PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the six months ended June 30, 2023, were as follows:
| | | | | | | | |
| | Long Term Securities | |
| | |
Fund | | Purchases | | | Sales | |
| | |
Yacktman Fund | | | $294,538,066 | | | | $368,753,339 | |
| | |
Yacktman Focused | | | 88,944,900 | | | | 143,234,842 | |
| | |
Yacktman Global | | | 20,580,561 | | | | 3,567,772 | |
| | |
Yacktman Special Opportunities | | | 9,692,756 | | | | 8,080,735 | |
The Funds had no purchases or sales of U.S. Government Obligations during the six months ended June 30, 2023.
4. PORTFOLIO SECURITIES LOANED
The Funds participate in the Securities Lending Program providing for the lending of securities to qualified borrowers. Securities lending income includes earnings of such temporary cash investments, plus or minus any rebate to a borrower. These earnings (after any rebate) are then divided between BNYM, as a fee for its services under the Securities Lending Program, and the Funds, according to agreed-upon rates. Collateral on all securities loaned is accepted in cash, U.S. Treasury Obligations or U.S. Government Agency Obligations. Collateral is maintained at a minimum level of 102% (105% in the case of certain foreign securities) of the market value, plus interest, if applicable, of investments on loan. It is the Funds’ policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. Under the terms of the Securities Lending Program, the Funds are indemnified for such losses by BNYM. Cash collateral is held in separate omnibus accounts managed by BNYM, who is authorized to exclusively enter into joint repurchase agreements for that cash collateral. Securities collateral is held in separate omnibus accounts managed by BNYM and cannot be sold or pledged. BNYM bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower due to any loss on the collateral invested. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities as soon as practical, which is normally within three business days.
The value of securities loaned on positions held, cash collateral and securities collateral received at June 30, 2023, were as follows:
| | | | | | | | | | | | | | | | |
| | | | |
Fund | | Securities Loaned | | | Cash Collateral Received | | | Securities Collateral Received | | | Total Collateral Received | |
| | | | |
Yacktman Fund | | | $3,748,975 | | | | $3,832,675 | | | | $130,731 | | | | $3,963,406 | |
| | | | |
Yacktman Focused | | | 1,930,553 | | | | 1,998,663 | | | | — | | | | 1,998,663 | |
| | | | |
Yacktman Special Opportunities | | | 323,478 | | | | 82,886 | | | | 256,900 | | | | 339,786 | |
40
| | |
| | Notes to Financial Statements (continued) |
The following table summarizes the securities received as collateral for securities lending at June 30, 2023:
| | | | | | | | |
Fund | | Collateral Type | | Coupon Range | | Maturity Date Range | |
| | | |
Yacktman Fund | | U.S. Treasury Obligations | | 0.125%-4.980% | | | 05/15/24-08/15/51 | |
| | | |
Yacktman Special Opportunities | | U.S. Treasury Obligations | | 0.125%-4.750% | | | 01/31/24-08/15/51 | |
5. FOREIGN SECURITIES
The Funds invest in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities, such as exposure to currency fluctuations, less developed or less efficient trading markets, political instability, a lack of company information, differing auditing and legal standards, and, potentially, less liquidity. A Fund’s investments in emerging market countries are exposed to additional risks. A Fund’s performance will be influenced by political, social and economic factors affecting companies in emerging market countries. Emerging market countries generally have economic structures that are less diverse and mature, and political systems that are less stable, than those of developed countries. Realized gains in certain countries may be subject to foreign taxes at the Fund level and the Fund would pay such foreign taxes at the appropriate rate for each jurisdiction.
6. COMMITMENTS AND CONTINGENCIES
Under the Trust’s organizational documents, its Trustees and Officers are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Funds under these arrangements is unknown, as this would involve future claims that may be made against a Fund that have not yet occurred. However, based on experience, the Funds had no prior claims or losses and expect the risks of loss to be remote.
7. DERIVATIVE INSTRUMENTS
The following disclosures contain information on how and why certain Funds use derivative instruments, the credit risk and how derivative instruments affect the Fund’s financial position, and results of operations. The location and fair value amounts of these instruments on the Statement of Assets and Liabilities, and the realized gains and losses and changes in unrealized appreciation and depreciation on the Statement of Operations, each categorized by type of derivative contract, are included in a table at the end of the applicable Fund’s Schedule of Portfolio Investments.
For the six months ended June 30, 2023, the average monthly balances of derivative financial instruments outstanding were as follows:
| | | | |
| | Yacktman Focused |
| |
Options | | | | |
| |
Average value of option contracts written | | | $8,675,706 | |
8. OPTIONS.
The Funds may purchase and write call options and put options on a variety of underlying securities and instruments, including, but not limited to, specific securities and securities indices. The Funds purchase or write call and put options to generate income and hedge against losses or lock in gains of underlying portfolio security positions. A call option gives the purchaser the right to buy, and obligates the writer to sell, the underlying security or instrument at the agreed-upon price during the option period. A put option gives the purchaser the right to sell, and obligates the writer to buy, the underlying security or instrument at the agreed-upon price during the option period. Options purchased are recorded as an asset, while options written (sold) are recorded as liabilities. When a Fund writes options it bears the risk of an unfavorable change in the market value of the instrument underlying the written option. When an option expires, the premium (original option value) is realized as a gain if the option was written or as a loss if the option was purchased. When the exercise of an option results in a cash settlement, the difference between the premium and the settlement proceeds is recognized as realized gain or loss. When securities are acquired or delivered upon exercise of an option, the acquisition cost or sale proceeds are adjusted by the amount of the premium. When an option is closed, the difference between the premium and the cost to close the position is realized as a gain or loss. During the six months ended June 30, 2023, Yacktman Focused wrote call and put options and as of June 30, 2023, held written call options valued at $6,522,000.
9. MASTER NETTING AGREEMENTS
The Funds may enter into master netting agreements with their counterparties for the Securities Lending Program, Repurchase Agreements and derivatives, which provide the right, in the event of default (including bankruptcy or insolvency) for the non-defaulting party to liquidate the collateral and calculate net exposure to the defaulting party or request additional collateral. For financial reporting purposes, the Funds do not offset financial assets and financial liabilities that are subject to master netting agreements in the Statement of Assets and Liabilities. For securities lending transactions, see Note 4 and for option transactions, see Note 8.
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| | |
| | Notes to Financial Statements (continued) |
The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of June 30, 2023:
| | | | | | | | | | | | | | | | | | | | |
| | | | Gross Amount Not Offset in the Statement of Assets and Liabilities | | | | |
Fund | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities | | Offset Amount | | Net Asset Balance | | Collateral Received | | Net Amount |
| | | | | |
Yacktman Fund | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $1,000,000 | | | | — | | | | $1,000,000 | | | | $1,000,000 | | | | — | |
| | | | | |
Citigroup Global Markets, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Daiwa Capital Markets America | | | 832,675 | | | | — | | | | 832,675 | | | | 832,675 | | | | — | |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | 205,717,000 | | | | — | | | | 205,717,000 | | | | 205,717,000 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $209,549,675 | | | | — | | | | $209,549,675 | | | | $209,549,675 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Yacktman Focused | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Bank of America Securities, Inc. | | | $998,663 | | | | — | | | | $998,663 | | | | $998,663 | | | | — | |
| | | | | |
RBC Dominion Securities, Inc. | | | 1,000,000 | | | | — | | | | 1,000,000 | | | | 1,000,000 | | | | — | |
| | | | | |
Fixed Income Clearing Corp. | | | 17,851,000 | | | | — | | | | 17,851,000 | | | | 17,851,000 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Total | | | $19,849,663 | | | | — | | | | $19,849,663 | | | | $19,849,663 | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Yacktman Special Opportunities | | | | | | | | | | | | | | | | | | | | |
| | | | | |
RBC Dominion Securities, Inc. | | | $82,886 | | | | — | | | | $82,886 | | | | $82,886 | | | | — | |
10. SUBSEQUENT EVENTS
The Funds have determined that no material events or transactions occurred through the issuance date of the Funds’ financial statements which require an additional disclosure in or adjustment of the Funds’ financial statements.
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| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements |
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At an in-person meeting held on June 21, 2023, the Board of Trustees (the “Board” or the “Trustees”), and separately a majority of the Trustees who are not “interested persons” of AMG Funds (the “Trust”) (the “Independent Trustees”), approved (i) the Investment Management Agreement, as amended pursuant to letter agreements at any time prior to the date of the meeting, with AMG Funds LLC (the “Investment Manager”) for each of AMG Yacktman Focused Fund, AMG Yacktman Fund, AMG Yacktman Global Fund, and AMG Yacktman Special Opportunities Fund (each, a “Fund,” and collectively, the “Funds”) and separately each of Amendment No. 1 thereto dated July 1, 2015, and Amendment No. 2 thereto dated October 1, 2016 (collectively, the “Investment Management Agreement”); and (ii) the Subadvisory Agreement, as amended at any time prior to the date of the meeting, with the Subadviser for each Fund (collectively, the “Subadvisory Agreements”). The Independent Trustees were separately represented by independent legal counsel in connection with their consideration of the approval of these agreements. In considering the Investment Management Agreement and the Subadvisory Agreements, the Trustees reviewed a variety of materials relating to the Funds, the Investment Manager and the Subadviser, including the nature, extent and quality of services, comparative performance, fee and expense information for an appropriate peer group of similar mutual funds for each Fund (each, a “Peer Group”), performance information for the relevant benchmark index for each Fund (each, a “Fund Benchmark”), other relevant matters, and other information provided to them on a periodic basis throughout the year. Prior to voting, the Independent Trustees: (a) reviewed the foregoing information with their independent legal counsel; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Investment Management Agreement and Subadvisory Agreements; and (c) met with their independent legal counsel in private sessions at which no representatives of management were present. NATURE, EXTENT AND QUALITY OF SERVICES In considering the nature, extent and quality of the services provided by the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings relating to the Investment Manager’s operations and personnel. Among other things, the Investment Manager provided financial information, information about its supervisory and professional staff and descriptions of its organizational and | | management structure. The Trustees also took into account information provided periodically throughout the previous year by the Investment Manager in Board meetings relating to the performance of its duties with respect to the Funds and the Trustees’ knowledge of the Investment Manager’s management and the quality of the performance of the Investment Manager’s duties under the Investment Management Agreement and Administration Agreement. In the course of their deliberations regarding the Investment Manager, the Trustees evaluated, among other things: (a) the extent and quality of the Investment Manager’s oversight of the operation and management of the Funds; (b) the quality of the Investment Manager’s oversight of the performance by the Subadviser of its portfolio management duties; (c) the Investment Manager’s ability to supervise the Funds’ other service providers; and (d) the Investment Manager’s compliance program. The Trustees also took into account that, in performing its functions under the Investment Management Agreement and supervising the Subadviser, the Investment Manager: performs periodic detailed analyses and reviews of the performance by the Subadviser of its obligations to each Fund, including without limitation, analysis and review of portfolio and other compliance matters and review of the Subadviser’s investment performance with respect to each Fund; prepares and presents periodic reports to the Board regarding the investment performance of the Subadviser and other information regarding the Subadviser, at such times and in such forms as the Board may reasonably request; reviews and considers any changes in the personnel of the Subadviser responsible for performing the Subadviser’s obligations and makes appropriate reports to the Board; reviews and considers any changes in the ownership or senior management of the Subadviser and makes appropriate reports to the Board; performs periodic in-person, telephonic or videoconference diligence meetings, including with respect to compliance matters, with representatives of the Subadviser; assists the Board and management of the Trust in developing and reviewing information with respect to the initial approval of each Subadvisory Agreement and annual consideration of each Subadvisory Agreement thereafter; prepares recommendations with respect to the continued retention of the Subadviser or the replacement of the Subadviser, including at the request of the Board; identifies potential successors to, or replacements of, the Subadviser or potential additional subadvisers, including performing appropriate due diligence, and developing and presenting to the Board a recommendation as to any such successor, | | replacement, or additional subadviser, including at the request of the Board; designates and compensates from its own resources such personnel as the Investment Manager may consider necessary or appropriate to the performance of its services; and performs such other review and reporting functions as the Board shall reasonably request consistent with the Investment Management Agreement and applicable law. The Trustees noted the affiliation of the Subadviser with the Investment Manager, noting any potential conflicts of interest. The Trustees also took into account the financial condition of the Investment Manager with respect to its ability to provide the services required under the Investment Management Agreement and the Investment Manager’s undertaking to maintain contractual expense limitations for AMG Yacktman Special Opportunities Fund and AMG Yacktman Global Fund. The Trustees also considered the Investment Manager’s risk management processes. The Trustees also reviewed information relating to the Subadviser’s operations and personnel and the investment philosophy, strategies and techniques (its “Investment Strategy”) used in managing each Fund. Among other things, the Trustees reviewed information on portfolio management and other professional staff, information regarding the Subadviser’s organizational and management structure and the Subadviser’s brokerage policies and practices. The Trustees considered specific information provided regarding the experience of the individuals at the Subadviser with portfolio management responsibility for each Fund, including the information set forth in the Fund’s prospectus and statement of additional information. In the course of their deliberations, the Trustees evaluated, among other things: (a) the services rendered by the Subadviser in the past; (b) the qualifications and experience of the Subadviser’s personnel; and (c) the Subadviser’s compliance program. The Trustees also took into account the financial condition of the Subadviser with respect to its ability to provide the services required under each Subadvisory Agreement. The Trustees also considered the Subadviser’s risk management processes. PERFORMANCE The Board considered each Fund’s net performance during relevant time periods as compared to the Fund’s Peer Group and Fund Benchmark and noted that the Board reviews on a quarterly basis detailed information about both the Fund’s performance results and portfolio composition, as well as the Subadviser’s Investment Strategy. The Board was mindful of the Investment Manager’s expertise, resources and attention to monitoring the |
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| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
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Subadviser’s performance, investment style and risk-adjusted performance with respect to the Funds and its discussions with the management of the Funds’ subadviser during the period regarding the factors that contributed to the performance of the Funds. With respect to AMG Yacktman Focused Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class N shares (which share class has the earliest inception date of all the share classes of the Fund) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, below, above, and above, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 1000 Value Index. The Trustees took into account management’s discussion of the Fund’s performance, including the fact that the Fund ranked in the top quintile relative to its Peer Group for the 5-year period and the top third relative to its Peer Group for the 1-year and 10-year periods. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG Yacktman Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class I shares (the Fund’s sole share class) for the 1-year, 3-year, 5-year and 10-year periods ended March 31, 2023 was above, at, above, and above, respectively, the median performance of the Peer Group and above the performance of the Fund Benchmark, the Russell 1000 Value Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s outperformance and the fact that the Fund ranked in the top quintile relative to its Peer Group for the 5-year period and the top third relative to its Peer Group for the 1-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG Yacktman Global Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class I shares (which share class has the largest amount of assets of all the share classes of the Fund) for the 1-year, 3-year, and 5-year periods ended March 31, 2023 and for the period from the Fund’s inception on January 30, 2017 through March 31, 2023 was above the median performance of the Peer Group and above the performance of the Fund Benchmark, the MSCI World Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the | | Fund’s outperformance. The Trustees noted that Class I shares of the Fund ranked in the top percentile relative to its Peer Group for the 5-year period and the period from inception through March 31, 2023 and in the top third relative to its Peer Group for the 3-year period. The Trustees also took into account the fact that the Fund’s investment strategy and Fund Benchmark changed effective July 1, 2021, and that the performance information prior to that date reflected that of the Fund’s prior investment strategy. The Trustees concluded that the Fund’s overall performance has been satisfactory. With respect to AMG Yacktman Special Opportunities Fund, among other information relating to the Fund’s performance, the Trustees noted that the Fund’s performance for Class Z shares (which share class has the earliest inception date of all the share classes of the Fund) for the 1-year, 3-year, and 5-year periods ended March 31, 2023 and for the period from the Class Z shares’ inception on June 30, 2014 through March 31, 2023 was below, above, above, and above, respectively, the median performance of the Peer Group and below, above, below, and below, respectively, the performance of the Fund Benchmark, the MSCI ACWI All Cap Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s recent underperformance relative to the Peer Group and Fund Benchmark. The Trustees noted that Class Z shares of the Fund ranked in the top percentile relative to its Peer Group for the period from inception through March 31, 2023, in the top decile relative to its Peer Group for the 5-year period, and in the top quintile relative to its Peer Group for the 3-year period. The Trustees concluded that the Fund’s overall performance has been satisfactory in light of the Fund’s investment objective, strategies and policies. ADVISORY AND SUBADVISORY FEES; FUND EXPENSES; PROFITABILITY; AND ECONOMIES OF SCALE In considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees reviewed information provided by the Investment Manager at the June 21, 2023 and prior meetings setting forth all revenues and other benefits, both direct and indirect (including any so-called “fallout benefits” such as reputational value derived from the Investment Manager serving as Investment Manager to a Fund), received by the Investment Manager and its affiliates attributable to managing each Fund and all the mutual funds in the AMG Funds Family of Funds; the cost of providing such services; the significant risks undertaken as Investment Manager | | and sponsor of the Funds, including investment, operational, enterprise, entrepreneurial, litigation, regulatory and compliance risks; and the resulting profitability to the Investment Manager and its affiliates from these relationships. The Trustees also considered the expiration of the expense limitation agreement with respect to Class N shares of AMG Yacktman Focused Fund on May 1, 2023. The Trustees also considered the amount of the advisory fee retained by the Investment Manager after payment of the subadvisory fee with respect to each Fund. The Trustees also noted payments are made from the Subadviser to the Investment Manager, and other payments are made from the Investment Manager to the Subadviser. The Trustees also considered management’s discussion of the current asset levels of the Funds, and the impact on profitability of both the current asset levels and any future growth of assets of the Funds. In considering the cost of services to be provided by the Investment Manager under the Investment Management Agreement and the profitability to the Investment Manager of its relationship with each Fund, the Trustees noted the undertaking by the Investment Manager to maintain contractual expense limitations for AMG Yacktman Special Opportunities Fund and AMG Yacktman Global Fund. The Board also took into account management’s discussion of the advisory fee structure, and the services the Investment Manager provides in performing its functions under the Investment Management Agreement and supervising the Subadviser. Based on the foregoing, the Trustees concluded that the profitability to the Investment Manager is reasonable and that the Investment Manager is not realizing material benefits from economies of scale that would warrant adjustments to the advisory fee at this time. Also with respect to economies of scale, the Trustees noted that as each Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. In considering the reasonableness of the subadvisory fees payable by the Investment Manager to the Subadviser, the Trustees reviewed information regarding the cost to the Subadviser of providing subadvisory services to each Fund and the resulting profitability from the relationships. The Trustees noted that, because the Subadviser is an affiliate of the Investment Manager, a portion of the Subadviser’s revenues or profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fees are paid by the Investment Manager out of its advisory |
44
| | |
| | Annual Renewal of Investment Management and Subadvisory Agreements (continued) |
| | | | |
fee. The Board also took into account management’s discussion of the subadvisory fee structure, and the services the Subadviser provides in performing its functions under each Subadvisory Agreement and the differences in, among other things, portfolio composition, cash holdings, security holdings, strategy and diversification among the Funds. Based on the foregoing, the Trustees concluded that the profitability to the Subadviser is reasonable and that the Subadviser is not realizing material benefits from economies of scale that would warrant adjustments to the subadvisory fees at this time. Also with respect to economies of scale, the Trustees noted that as a Fund’s assets increase over time, the Fund may realize other economies of scale to the extent the increase in assets is proportionally greater than the increase in certain other expenses. With respect to AMG Yacktman Focused Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the High rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account prior actions taken with respect to the Fund’s expenses. The Trustees also took into account management’s discussion of the Fund’s expenses and competitiveness with select competitors, as well as the Fund’s non-diversified, flexible investment approach. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager) and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG Yacktman Fund, the Trustees noted that the Fund’s management fees (which include both the advisory and administration fees) and total expenses as of March 31, 2023 were both rated in the Average rating level of the Fund’s Peer | | Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG Yacktman Global Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the Above Average rating level of the Fund’s Peer Group. The Trustees noted that the rating level corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.93%. The Trustees also took into account management’s discussion of the Fund’s expenses and competitiveness with comparably sized funds and select competitors. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. With respect to AMG Yacktman Special Opportunities Fund, the Trustees noted that the management fees (which include both the advisory and administration fees) and total expenses (net of applicable expense waivers/reimbursements) of Class I shares (the class of shares which is the primary focus of the Fund’s distribution) of the Fund as of March 31, 2023 were both rated in the High rating level of the Fund’s Peer Group. The Trustees noted that the rating level | | corresponded to the Fund’s quintile ranking in its Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2024, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.12%. The Trustees also took into account management’s discussion of the Fund’s expenses relative to comparably sized funds and select competitors, as well as the performance adjustment component of the Fund’s management fee. The Trustees concluded that, in light of the nature, extent and quality of the services provided by the Investment Manager and the Subadviser (which is an affiliate of the Investment Manager), the foregoing expense limitation and the considerations noted above with respect to the Investment Manager and the Subadviser, the Fund’s advisory and subadvisory fees are reasonable. * * * * After consideration of the foregoing, the Trustees also reached the following conclusions (in addition to the conclusions discussed above) regarding the Investment Management Agreement and Subadvisory Agreements: (a) the Investment Manager and the Subadviser have demonstrated that they possess the capability and resources to perform the duties required of them under the Investment Management Agreement and each Subadvisory Agreement and (b) the Investment Manager and Subadviser maintain appropriate compliance programs. Based on all of the above-mentioned factors and their related conclusions, with no single factor or conclusion being determinative and with each Trustee not necessarily attributing the same weight to each factor, the Trustees concluded that approval of the Investment Management Agreement and each Subadvisory Agreement would be in the best interests of the applicable Fund and its shareholders. Accordingly, on June 21, 2023, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management and the Subadvisory Agreements for each Fund. |
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| | |
| | Funds Liquidity Risk Management Program |
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The Securities and Exchange Commission (the “SEC”) adopted Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), to promote effective liquidity risk management throughout the open-end investment company industry, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The AMG Funds Family of Funds (each a “Fund,” and collectively, the “Funds”) have adopted and implemented a Liquidity Risk Management Program (the “Program”) as required by the Liquidity Rule. The Program is reasonably designed to assess and manage each Fund’s liquidity risk, taking into consideration the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions, its short and long-term cash flow projections, and its holdings of cash and cash equivalents, as well as borrowing arrangements and other funding sources, including access to the Funds’ credit facility. Under the Liquidity Rule, each liquidity classification category (highly liquid, moderately liquid, less liquid and illiquid) is defined with respect to the time it is reasonably expected to take to convert the investment to cash (or sell or dispose of the investment) in current market conditions without significantly changing the market value of the investment. The Funds’ Board of Trustees (the “Board”) appointed AMG Funds LLC (“AMGF”) as the Program administrator. AMGF formed a Liquidity Risk Management Committee (“LRMC”), which includes | | members of various departments across AMGF, including Legal, Compliance, Product Services, Investment Research and Product Analysis & Operations and, as needed, other representatives of AMGF and/or representatives of the subadvisers to the Funds. The LRMC meets on a periodic basis, no less frequently than monthly. The LRMC is responsible for the Program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the Program’s operation and effectiveness. At a meeting of the Board held on March 22, 2023, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, as follows: A. The Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed whether each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions is appropriate for an open-end fund structure. The LRMC also factored a Fund’s concentration in an issuer into the liquidity classification methodology by taking issuer position sizes into account. | | B. Short-term and long-term cash flow projections during both normal and reasonably foreseeable stressed conditions: During the Program Reporting Period, the LRMC reviewed historical net redemption activity and used this information as a component to establish each Fund’s reasonably anticipated trading size. The Funds maintain an in-kind redemption policy, which may be utilized to meet larger redemption requests, when appropriate. The LRMC may also take into consideration a Fund’s shareholder ownership concentration, a Fund’s distribution channels, and the degree of certainty associated with a Fund’s short-term and long-term cash flow projections. C. Holdings of cash and cash equivalents, as well as borrowing arrangements: The LRMC considered the terms of the credit facilities available to the Funds. The report concluded that, based upon the review of the Program, using resources and methodologies that AMGF considers reasonable, AMGF believes that the Program and Funds’ Liquidity Risk Management Policies and Procedures are adequate, effective, and reasonably designed to effectively manage the Funds’ liquidity risk. There can be no assurance that the Program will achieve its objectives in the future. Please refer to each Fund’s prospectus or statement of additional information for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in a Fund may be subject. |
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INVESTMENT MANAGER AND ADMINISTRATOR AMG Funds LLC 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 DISTRIBUTOR AMG Distributors, Inc. 680 Washington Blvd., Suite 500 Stamford, CT 06901 800.548.4539 SUBADVISER Yacktman Asset Management LP 6300 Bridgepoint Parkway Building One, Suite 500 Austin, TX 78730 CUSTODIAN The Bank of New York Mellon Mutual Funds Custody 6023 Airport Road Oriskany, NY 13424 | | LEGAL COUNSEL Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199-3600 TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. AMG Funds Attn: 534426 AIM 154-0520 500 Ross Street Pittsburgh, PA 15262 800.548.4539 TRUSTEES Bruce B. Bingham Kurt Keilhacker Steven J. Paggioli Eric Rakowski Victoria Sassine Garret W. Weston | | This report is prepared for the Funds’ shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by an effective prospectus. To receive a free copy of the prospectus or Statement of Additional Information, which includes additional information about Fund Trustees, please contact us by calling 800.548.4539. Distributed by AMG Distributors, Inc., member FINRA/SIPC. Current net asset values per share for each Fund are available on the Funds’ website at amgfunds.com. A description of the policies and procedures each Fund uses to vote its proxies is available: (i) without charge, upon request, by calling 800.548.4539, or (ii) on the Securities and Exchange Commission’s (SEC) website at sec.gov. For information regarding the Funds’ proxy voting record for the 12-month period ended June 30, call 800.548.4539 or visit the SEC website at sec.gov. The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ portfolio holdings on Form N-PORT are available on the SEC’s website at sec.gov and the Funds’ website at amgfunds.com. To review a complete list of the Funds’ portfolio holdings, or to view the most recent semi-annual report or annual report, please visit amgfunds.com. |
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BALANCED FUNDS AMG GW&K Global Allocation GW&K Investment Management, LLC EQUITY FUNDS AMG Beutel Goodman International Equity Beutel, Goodman & Company Ltd. AMG Boston Common Global Impact Boston Common Asset Management, LLC AMG Frontier Small Cap Growth Frontier Capital Management Co., LLC AMG GW&K Small Cap Core AMG GW&K Small Cap Value AMG GW&K Small/Mid Cap Core AMG GW&K Small/Mid Cap Growth AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap GW&K Investment Management, LLC AMG Montrusco Bolton Large Cap Growth Montrusco Bolton Investments, Inc. AMG Renaissance Large Cap Growth The Renaissance Group LLC | | AMG River Road Dividend All Cap Value AMG River Road Focused Absolute Value AMG River Road International Value Equity AMG River Road Large Cap Value Select AMG River Road Mid Cap Value AMG River Road Small-Mid Cap Value AMG River Road Small Cap Value River Road Asset Management, LLC AMG TimesSquare Emerging Markets Small Cap AMG TimesSquare Global Small Cap AMG TimesSquare International Small Cap AMG TimesSquare Mid Cap Growth AMG TimesSquare Small Cap Growth TimesSquare Capital Management, LLC AMG Veritas Asia Pacific AMG Veritas China AMG Veritas Global Focus AMG Veritas Global Real Return Veritas Asset Management LLP AMG Yacktman AMG Yacktman Focused AMG Yacktman Global AMG Yacktman Special Opportunities Yacktman Asset Management LP | | FIXED INCOME FUNDS AMG Beutel Goodman Core Plus Bond Beutel, Goodman & Company Ltd. AMG GW&K Core Bond ESG AMG GW&K Enhanced Core Bond ESG AMG GW&K ESG Bond AMG GW&K High Income AMG GW&K Municipal Bond AMG GW&K Municipal Enhanced Yield GW&K Investment Management, LLC |
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amgfunds.com | | | | | 063023 SAR071 |
Not applicable for the semi-annual shareholder report.
Item 3. | AUDIT COMMITTEE FINANCIAL EXPERT |
Not applicable for the semi-annual shareholder report.
Item 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES |
Not applicable for the semi-annual shareholder report.
Item 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS |
Not applicable.
Item 6. | SCHEDULE OF INVESTMENTS |
The schedule of investments in unaffiliated issuers as of the close of the reporting period is included as part of the shareholder report contained in Item 1 hereof.
Item 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
Not applicable.
Item 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
Not applicable.
Item 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANIES AND AFFILIATED PURCHASERS |
Not applicable.
Item 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
Not applicable.
Item 11. | CONTROLS AND PROCEDURES |
| (a) | The registrant’s principal executive and principal financial officers have concluded, based on their evaluation of the registrant’s disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the registrant’s disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the registrant’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. |
| (b) | There were no changes in the registrant’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting. |
Item 12. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
Not applicable.
Item 13. EXHIBITS
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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AMG FUNDS |
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By: | | /s/ Keitha L. Kinne |
| | Keitha L. Kinne, Principal Executive Officer |
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Date: | | September 7, 2023 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By: | | /s/ Keitha L. Kinne |
| | Keitha L. Kinne, Principal Executive Officer |
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Date: | | September 7, 2023 |
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By: | | /s/ Thomas Disbrow |
| | Thomas Disbrow, Principal Financial Officer |
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Date: | | September 7, 2023 |