N-CSRS 1 d217032dncsrs.htm AMG FUNDS I AMG FUNDS I
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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: 811-06520

 

 

AMG FUNDS I

(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, 2021 – JUNE 30, 2021 (Semi-Annual Shareholder Report)

 

 

 


Table of Contents
Item 1.

Reports to Shareholders


Table of Contents
LOGO   SEMI-ANNUAL REPORT
 

 

                        AMG Funds
 
     June 30, 2021    
 
     AMG Managers CenterSquare Real Estate Fund
     Class N: MRESX            Class I: MRASX       

    Class Z: MREZX

 
        

 

 

 

           
 
amgfunds.com                    063021            SAR017


Table of Contents


Table of Contents
  

    

    AMG Funds

    Semi-Annual Report — June 30, 2021 (unaudited)

 

    

 

 

    

TABLE OF CONTENTS

   PAGE
   

 

   

ABOUT YOUR FUND’S EXPENSES

   2
 
   

FUND PERFORMANCE

   3
 
   

FUND SNAPSHOTS AND SCHEDULE OF PORTFOLIO INVESTMENTS

   4
 
   

FINANCIAL STATEMENTS

  
 
   

Statement of Assets and Liabilities

   7
 
   

Balance sheet, net asset value (NAV) per share computations and cumulative distributable earnings (loss)

  
 
   

Statement of Operations

   9
 
   

Detail of sources of income, expenses, and realized and unrealized gains (losses) during the fiscal period

  
 
   

Statements of Changes in Net Assets

   10
 
   

Detail of changes in assets for the past two fiscal periods

  
 
   

Financial Highlights

   11
 
   

Historical net asset values per share, distributions, total returns, income and expense ratios, turnover ratios and net assets

  
 
   

Notes to Financial Statements

   14
 
   

Accounting and distribution policies, details of agreements and transactions with Fund management and affiliates, and descriptions of certain investment risks

  
 
    ANNUAL RENEWAL OF INVESTMENT MANAGEMENT AND SUBADVISORY AGREEMENTS    18
 
    FUNDS LIQUIDITY RISK MANAGEMENT PROGRAM    21

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.

 

 


Table of Contents
  

    

    

    About Your Fund’s Expenses (unaudited)

 

    

 

 

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 line of the following table provides information about the actual account values and

         

actual expenses. You may use the information in this line, 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 line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

 

The second line 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 line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

     
     
         
               

 

 Six Months Ended  
 June 30, 2021
   Expense
Ratio for
the Period
   Beginning
Account
Value
01/01/21
   Ending
Account
Value
06/30/21
   Expenses
Paid
During
the Period*

 AMG Managers CenterSquare Real Estate Fund

 

 Based on Actual Fund Return

  

 Class N

   1.12%    $1,000    $1,206      $6.13  

 Class I

   0.99%    $1,000    $1,207      $5.42  

 Class Z

   0.87%    $1,000    $1,209      $4.76  

 Based on Hypothetical 5% Annual Return

        

 Class N

   1.12%    $1,000    $1,019      $5.61  

 Class I

   0.99%    $1,000    $1,020      $4.96  

 Class Z

   0.87%    $1,000    $1,020      $4.36  

 

 *

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, 2021

 

    

 

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, 2021.

 

 Average Annual Total Returns1    Six
Months*
    One
Year
    Five
Years
     Ten
Years
     Since
Inception
    Inception
Date
 

 AMG Managers CenterSquare Real Estate Fund2, 3, 4, 5, 6, 7

 

    

     Class N

     20.62     31.89     6.59%        9.49%        9.05     12/31/97  

     Class I

     20.70     32.06                   8.16     02/24/17  

     Class Z

     20.86     32.32                   8.30     02/24/17  

Dow Jones U.S. Select REIT Index8

     22.94     39.98     5.16%        8.67%        8.80      12/31/97  

     S&P 500® Index9

     15.25     40.79     17.65%        14.84%        8.55      12/31/97  

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.

 

*

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 Funds are net of expenses and based on the published NAV as of June 30, 2021. 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 

The Fund is subject to special risk considerations similar to those associated with the direct ownership of real estate. Real estate valuations may be subject to factors such as changing general and local economic, financial, competitive, and environmental conditions.

 

4 

A greater percentage of the Fund’s holdings may be focused in a smaller number of securities which may place the Fund at greater risk than a more diversified fund.

5   Investing in initial public offerings (IPOs) is risky and the prices of stocks purchased in IPOs tend to fluctuate more widely than stocks of companies that have been publicly traded for a longer period of time. Stocks purchased in IPOs generally do not have a trading history, and information about the companies may be available for very limited periods.

 

6   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.

 

7   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 Dow Jones U.S. Select REIT Index measures U.S. publicly traded real estate investment trusts. Unlike the Fund, the Dow Jones U.S. Select REIT Index is unmanaged, is not available for investment and does not incur expenses.

 

9   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.

 

The Dow Jones U.S. Select REIT Index is proprietary data of Standard & Poor’s Dow Jones Indices LLC, a division of McGraw-Hill Companies, Inc. All rights reserved.

 

The S&P 500® Index is proprietary data of Standard & Poor’s, a division of McGraw-Hill Companies, Inc. All rights reserved.

 

Not FDIC insured, nor bank guaranteed. May lose value.

 

 

 

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     AMG Managers CenterSquare Real Estate Fund

    Fund Snapshots (unaudited)

    June 30, 2021

 

    

 

PORTFOLIO BREAKDOWN

 

   Sector    % of
Net Assets
 

Diversified

       34.9
 

Apartments

       17.1
 

Health Care

       9.9
 

Warehouse/Industrials

       9.8
 

Office Property

       6.2
 

Shopping Centers

       5.2
 

Storage

       5.1
 

Hotels

       3.5
 

Single Tenant

       3.5
 

Manufactured Homes

       2.7
 

Regional Malls

       1.4
 

Short-Term Investments

       0.3
 

Other Assets Less Liabilities

       0.4

 

TOP TEN HOLDINGS

 

    Security Name

   % of
Net Assets
 

American Tower Corp.

   8.8
 

Equinix, Inc.

   6.6
 

Prologis, Inc.

   5.6
 

SBA Communications Corp.

   4.9
 

Crown Castle International Corp.

   4.8
 

Invitation Homes, Inc.

   4.7
 

Welltower, Inc.

   4.0
 

Life Storage, Inc.

   3.5
 

Sun Communities, Inc.

   2.7
 

AvalonBay Communities, Inc.

   2.7
 
    

 

 

Top Ten as a Group

       48.3    
  

 

 

 

 

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.

 

 

4


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    AMG Managers CenterSquare Real Estate Fund

    Schedule of Portfolio Investments (unaudited)

    June 30, 2021

 

    

 

      Shares      Value  

REITs - 99.3%

 

  

Apartments - 17.1%

 

  

American Campus Communities, Inc.

     101,620        $4,747,686  

AvalonBay Communities, Inc.

     27,530        5,745,236  

Equity Residential

     68,120        5,245,240  

Essex Property Trust, Inc.

     11,469        3,440,815  

Invitation Homes, Inc.

     274,530        10,237,224  

Mid-America Apartment Communities, Inc.

     11,660        1,963,777  

UDR, Inc.

     113,910        5,579,312  

Total Apartments

 

         36,959,290  

Diversified - 34.9%

 

  

American Assets Trust, Inc.

     31,280        1,166,431  

American Tower Corp.

     70,310        18,993,544  

Broadstone Net Lease, Inc.

     77,090        1,804,677  

Crown Castle International Corp.

     52,990        10,338,349  

Digital Realty Trust, Inc.

     17,540        2,639,068  

Duke Realty Corp.

     103,794        4,914,646  

EPR Properties*

     11,352        598,023  

Equinix, Inc.

     17,719        14,221,269  

Gaming and Leisure Properties, Inc.

     26,950        1,248,594  

Outfront Media, Inc.*

     61,260        1,472,078  

SBA Communications Corp.

     33,060        10,536,222  

VICI Properties, Inc.

     83,160        2,579,623  

Weyerhaeuser Co.

     150,830        5,191,569  

Total Diversified

 

     75,704,093  

Health Care - 9.9%

     

Diversified Healthcare Trust

     81,680        341,422  

Healthpeak Properties, Inc.

     42,130        1,402,508  

Medical Properties Trust, Inc.

     117,880        2,369,388  

Omega Healthcare Investors, Inc.

     33,680        1,222,247  

Sabra Health Care, Inc.

     120,619        2,195,266  

Ventas, Inc.

     92,456        5,279,238  

Welltower, Inc.

     105,240        8,745,444  

Total Health Care

 

     21,555,513  

Hotels - 3.5%

     

Apple Hospitality, Inc.

     32,406        494,515  

Host Hotels & Resorts, Inc.*

     138,120        2,360,471  

MGM Growth Properties LLC, Class A

     41,930        1,535,477  

Park Hotels & Resorts, Inc.*

     79,760        1,643,853  

Ryman Hospitality Properties, Inc.*

     20,204        1,595,308  

Total Hotels

 

     7,629,624  

Manufactured Homes - 2.7%

     

Sun Communities, Inc.

     34,610        5,932,154  
     
      Shares      Value  

Office Property - 6.2%

     

Brandywine Realty Trust

     60,046        $823,231  

Columbia Property Trust, Inc.

     96,270        1,674,135  

Cousins Properties, Inc.

     96,779        3,559,531  

Hudson Pacific Properties, Inc.

     35,550        989,001  

JBG SMITH Properties

     88,870        2,800,294  

Kilroy Realty Corp.

     37,420        2,605,929  

VEREIT, Inc.

     21,260        976,472  

Total Office Property

 

     13,428,593  

Regional Malls - 1.4%

     

Simon Property Group, Inc.

     23,430        3,057,146  

Shopping Centers - 5.2%

     

Acadia Realty Trust

     126,910        2,786,944  

Brixmor Property Group, Inc.

     151,785        3,474,359  

Federal Realty Investment Trust

     1,740        203,876  

Regency Centers Corp.

     26,160        1,676,071  

Retail Properties of America, Inc., Class A

     204,900        2,346,105  

SITE Centers Corp.

     58,240        877,094  

Total Shopping Centers

        11,364,449  

Single Tenant - 3.5%

     

Agree Realty Corp.

     75,270        5,305,782  

NETSTREIT Corp.

     94,980        2,190,239  

Total Single Tenant

        7,496,021  

Storage - 5.1%

     

Extra Space Storage, Inc.

     20,720        3,394,350  

Life Storage, Inc.

     71,096        7,632,156  

Total Storage

        11,026,506  

Warehouse/Industrials - 9.8%

     

Americold Realty Trust

     74,717        2,828,038  

CyrusOne, Inc.

     23,410        1,674,283  

First Industrial Realty Trust, Inc.

     29,753        1,553,999  

Prologis, Inc.

     102,350        12,233,896  

Rexford Industrial Realty, Inc.

     51,080        2,909,006  

Total Warehouse/Industrials

        21,199,222  

Total REITs

     

(Cost $173,547,613)

        215,352,611  
     
 

 

 

The accompanying notes are an integral part of these financial statements.

5


Table of Contents
  

    

    AMG Managers CenterSquare Real Estate Fund

    Schedule of Portfolio Investments (continued)

 

    

 

      Shares      Value  

Short-Term Investments - 0.3%

 

  

Other Investment Companies - 0.3%

 

  

Dreyfus Government Cash Management Fund, Institutional Shares, 0.03%1

     193,380        $193,380  

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 0.01%1

     193,380        193,380  

JPMorgan U.S. Government Money Market Fund, IM Shares, 0.03%1

     199,240        199,240  

Total Short-Term Investments
(Cost $586,000)

 

     586,000  
     

 

*

Non-income producing security.

 

1 

Yield shown represents the June 30, 2021, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage.

             Value  

Total Investments - 99.6%

    

(Cost $174,133,613)

       $215,938,611  

Other Assets, less Liabilities - 0.4%

       816,513  

Net Assets - 100.0%

       $216,755,124  
    

 

 

REITs    Real Estate Investment Trusts

 

 

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of June 30, 2021:

 

     Level 1      Level 2      Level 3      Total  

 Investments in Securities

           

REITs

   $ 215,352,611                    $ 215,352,611  

Short-Term Investments

           

Other Investment Companies

     586,000                      586,000  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Investments in Securities

   $ 215,938,611                    $ 215,938,611  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 

All REITs held in the Fund are Level 1 securities. For a detailed breakout of REITs by major industry classification, please refer to the Fund’s Schedule of Portfolio Investments.

For the six months ended June 30, 2021, there were no transfers in or out of Level 3.

 

 

The accompanying notes are an integral part of these financial statements.

6


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Statement of Assets and Liabilities (unaudited)

June 30, 2021

 

    

 

 

     AMG Managers
     CenterSquare
     Real
    

  Estate Fund  

Assets:

  

Investments at value1

     $215,938,611  

Receivable for investments sold

     2,815,089  

Dividend and interest receivables

     531,154  

Receivable for Fund shares sold

     41,944  

Prepaid expenses and other assets

     18,947  

Total assets

     219,345,745    

Liabilities:

  

Payable for investments purchased

     2,183,246  

Payable for Fund shares repurchased

     167,468  

Accrued expenses:

  

Investment advisory and management fees

     114,504  

Administrative fees

     27,149  

Shareholder service fees

     30,498  

Other

     67,756  

Total liabilities

     2,590,621  
  

Net Assets

     $216,755,124  

1 Investments at cost

     $174,133,613  

 

 

The accompanying notes are an integral part of these financial statements.

7


Table of Contents
    

    

    

Statement of Assets and Liabilities (continued)

 

    

 

 

     AMG Managers
     CenterSquare  
     Real
    

  Estate Fund  

Net Assets Represent:

  

Paid-in capital

     $182,095,660  

Total distributable earnings

     34,659,464  

Net Assets

     $216,755,124    

Class N:

  

Net Assets

     $97,583,796  

Shares outstanding

     7,755,410  

Net asset value, offering and redemption price per share

     $12.58  

Class I:

  

Net Assets

     $87,207,037  

Shares outstanding

     6,932,412  

Net asset value, offering and redemption price per share

     $12.58  

Class Z:

  

Net Assets

     $31,964,291  

Shares outstanding

     2,539,849  

Net asset value, offering and redemption price per share

     $12.59  

 

 

The accompanying notes are an integral part of these financial statements.

8


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    Statement of Operations (unaudited)

    For the six months ended June 30, 2021

 

    

 

 

    

AMG Managers
CenterSquare
Real

    Estate Fund    

  Investment Income:

  

Dividend income

     $2,518,270  

Total investment income

     2,518,270  

  Expenses:

  

Investment advisory and management fees

     538,722  

Administrative fees

     134,680  

Shareholder servicing fees - Class N

     114,297  

Shareholder servicing fees - Class I

     46,809  

Reports to shareholders

     33,316  

Professional fees

     21,616    

Registration fees

     21,052  

Custodian fees

     12,646  

Trustee fees and expenses

     6,506  

Transfer agent fees

     5,370  

Miscellaneous

     3,264  

Repayment of prior reimbursements

     4,019  

Total expenses before offsets

     942,297  

Expense reductions

     (579

Net expenses

     941,718  
  

Net investment income

     1,576,552  

  Net Realized and Unrealized Gain:

  

Net realized gain on investments

     9,052,521  

Net change in unrealized appreciation/depreciation on investments

     24,547,610  

Net realized and unrealized gain

     33,600,131  
  

  Net increase in net assets resulting from operations

     $35,176,683  

 

 

The accompanying notes are an integral part of these financial statements.

9


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    Statements of Changes in Net Assets

     For the six months ended June 30, 2021 (unaudited) and the fiscal year ended December 31, 2020

 

    

 

 

     AMG Managers CenterSquare
Real Estate Fund
    

June 30, 2021

  December 31, 2020

  Increase (Decrease) in Net Assets Resulting From Operations:

        

Net investment income

       $1,576,552       $1,828,559

Net realized gain (loss) on investments

       9,052,521       (14,812,568 )

Net change in unrealized appreciation/depreciation on investments

       24,547,610       (102,911 )

Net increase (decrease) in net assets resulting from operations

       35,176,683       (13,086,920 )

  Distributions to Shareholders:

        

  From net investment income and/or realized gain on investments:

        

Class N

       (726,462 )       (1,282,007 )

Class I

       (702,044 )       (621,810 )

Class Z

       (147,270 )       (122,598 )

  From paid-in capital:

        

Class N

       —        (929,911 )

Class I

       —        (451,033 )

Class Z

       —        (88,927 )

Total distributions to shareholders

       (1,575,776 )       (3,496,286 )

  Capital Share Transactions:1

        

Net increase (decrease) from capital share transactions

       42,099,934       (71,175,043 )
        

Total increase (decrease) in net assets

       75,700,841       (87,758,249 )

  Net Assets:

        

Beginning of period

       141,054,283       228,812,532

End of period

       $216,755,124       $141,054,283

1 See Note 1(g) of the Notes to Financial Statements.

 

 

The accompanying notes are an integral part of these financial statements.

10


Table of Contents
    AMG Managers CenterSquare Real Estate 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,

 

For the fiscal years

ended October 31,

    June 30, 2021                            
  Class N   (unaudited)       2020   2019   2018   20171   20172   20163

  Net Asset Value, Beginning of Period

      $10.51           $11.04       $9.56       $10.43       $11.02       $11.68       $12.34

  Income (loss) from Investment Operations:

                               

Net investment income4,5

      0.10           0.11       0.18       0.15       0.09 6         0.10       0.22 7  
                 

Net realized and unrealized gain (loss) on investments

      2.06           (0.42 )       1.99       (0.73 )       0.34       0.42       0.40

Total income (loss) from investment operations

      2.16           (0.31 )       2.17       (0.58 )       0.43       0.52       0.62

  Less Distributions to Shareholders from:

                               

Net investment income

      (0.09 )           (0.13 )       (0.21 )       (0.19 )       (0.06 )       (0.21 )       (0.15 )

Net realized gain on investments

      —            —        (0.48 )       (0.07 )       (0.96 )       (0.97 )       (1.13 )

Paid in capital

      —            (0.09 )       —        (0.03 )       —        —        — 

Total distributions to shareholders

      (0.09 )           (0.22 )       (0.69 )       (0.29 )       (1.02 )       (1.18 )       (1.28 )

  Net Asset Value, End of Period

      $12.58           $10.51       $11.04       $9.56       $10.43       $11.02       $11.68
  Total Return5,8       20.62 %9           (2.61 )%       22.90 %       (5.55 )%       3.95 %9       4.75 %       5.33 %

Ratio of net expenses to average net assets10

      1.12 %11,12           1.11 %       1.10 %       1.11 %       1.04 %11       1.08 %       1.15 %

Ratio of gross expenses to average net assets13

      1.12 %11,12           1.15 %       1.10 %       1.12 %       1.06 %11,14       1.09 %       1.16 %

Ratio of net investment income to average net assets5

      1.68 %11           1.07 %       1.62 %       1.50 %       3.61 %11       0.91 %       1.88 %

Portfolio turnover

      38 %9           131 %       76 %       57 %       13 %9       71 %       65 %

Net assets end of period (000’s) omitted

      $97,584           $90,167       $166,047       $169,546       $235,690       $243,684       $422,106
                                                                                 

 

 

11


Table of Contents
    AMG Managers CenterSquare Real Estate Fund
    Financial Highlights
    For a share outstanding throughout each fiscal period

 

    

 

 

                        For the fiscal   For the fiscal
    For the six       For the fiscal years   period ended   period ended
    months ended       ended December 31,   December 31,   October 31,
    June 30, 2021                        
  Class I   (unaudited)       2020   2019   2018   20171   201715

  Net Asset Value, Beginning of Period

      $10.51           $11.04       $9.56       $10.43       $11.02       $11.22

  Income (loss) from Investment Operations:

                           

  Net investment income4,5

      0.10           0.12       0.19       0.17       0.09 6         0.11

  Net realized and unrealized gain (loss) on investments

      2.07           (0.42 )       1.99       (0.73 )       0.34       (0.26 )

  Total income (loss) from investment operations

      2.17           (0.30 )       2.18       (0.56 )       0.43       (0.15 )

  Less Distributions to Shareholders from:

                           

  Net investment income

      (0.10 )           (0.13 )       (0.22 )       (0.21 )       (0.06 )       (0.05 )

  Net realized gain on investments

      —            —        (0.48 )       (0.07 )       (0.96 )       — 

  Paid in capital

      —            (0.10 )       —        (0.03 )       —        — 

  Total distributions to shareholders

      (0.10 )           (0.23 )       (0.70 )       (0.31 )       (1.02 )       (0.05 )

  Net Asset Value, End of Period

      $12.58           $10.51       $11.04       $9.56       $10.43       $11.02
  Total Return5,8       20.70 %9           (2.47 )%       23.06 %       (5.40 )%       3.97 %9       (1.30 )%

  Ratio of net expenses to average net assets16

      0.99 %11,12           0.98 %       0.97 %       0.98 %       0.90 %11        0.94 %11

  Ratio of gross expenses to average net assets13

      0.99 %11,12           1.02 %       0.97 %       0.99 %       0.92 %11,14       0.95 %11

  Ratio of net investment income to average net assets5

      1.81 %11           1.19 %       1.75 %       1.64 %       3.75 %11       1.46 %11

  Portfolio turnover

      38 %9           131 %       76 %       57 %       13 %9       71 %9

  Net assets end of period (000’s) omitted

      $87,207           $50,587       $56,324       $54,734       $58,716       $57,902
                                                                       

 

 

12


Table of Contents
    AMG Managers CenterSquare Real Estate Fund
    Financial Highlights
    For a share outstanding throughout each fiscal period

 

    

 

 

                        For the fiscal   For the fiscal
    For the six       For the fiscal years   period ended   period ended
    months ended       ended December 31,   December 31,   October 31,
    June 30, 2021                        
  Class Z   (unaudited)       2020   2019   2018   20171   201715

  Net Asset Value, Beginning of Period

      $10.51           $11.04       $9.56       $10.43       $11.02       $11.22

  Income (loss) from Investment Operations:

                           

  Net investment income4,5

      0.12           0.13       0.21       0.18       0.09 6         0.12

  Net realized and unrealized gain (loss) on investments

      2.07           (0.42 )       1.99       (0.73 )       0.34       (0.26 )

  Total income (loss) from investment operations

      2.19           (0.29 )       2.20       (0.55 )       0.43       (0.14 )

  Less Distributions to Shareholders from:

                           

  Net investment income

      (0.11 )           (0.14 )       (0.24 )       (0.22 )       (0.06 )       (0.06 )

  Net realized gain on investments

      —            —        (0.48 )       (0.07 )       (0.96 )       — 

  Paid in capital

      —            (0.10 )       —        (0.03 )       —        — 

  Total distributions to shareholders

      (0.11 )           (0.24 )       (0.72 )       (0.32 )       (1.02 )       (0.06 )

  Net Asset Value, End of Period

      $12.59           $10.51       $11.04       $9.56       $10.43       $11.02
  Total Return5,8       20.86 %9           (2.34 )%       23.21 %       (5.30 )%       4.00 %       (1.27 )%

  Ratio of net expenses to average net assets16

      0.87 %11,12           0.86 %       0.85 %       0.86 %       0.79 %11        0.83 %11 

  Ratio of gross expenses to average net assets13

      0.87 %11,12           0.90 %       0.85 %       0.87 %       0.81 %11,14        0.84 %11 

  Ratio of net investment income to average net assets5

      1.93 %11           1.32 %       1.87 %       1.75 %       3.86 %11        1.57 %11 

  Portfolio turnover

      38 %9           131 %       76 %       57 %       13 %9       71 %9

  Net assets end of period (000’s) omitted

      $31,964           $300       $6,441       $278       $149       $143
                                                                       

 

1 

The Fund changed its fiscal year end from October 31 to December 31.

 

2 

Effective February 27, 2017, Class S was renamed Class N.

 

3 

Effective October 1, 2016, the shares were reclassified and redesignated as Class S shares.

 

4 

Per share numbers have been calculated using average shares.

 

5 

Total returns and net investment income would have been lower had certain expenses not been offset.

 

6 

Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.08, $0.08 and $0.08 for Class N, Class I, and Class Z, respectively.

 

7 

Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.12 for Class N shares.

 

8 

The total return is calculated using the published Net Asset Value as of period end.

 

9 

Not annualized.

 

10 

Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2021, 0.01% for the fiscal year ended December 31, 2020, less than 0.01% for the fiscal year ended December 31, 2019, 0.01% for the fiscal year ended December 31, 2018, less than 0.01% for the period ended December 31, 2017, and 0.01% and 0.01% for the fiscal years ended October 31, 2017 and 2016, respectively.

 

11 

Annualized.

 

12 

Such ratio includes recapture of waived/reimbursed fees from prior periods amounting to less than 0.01%.

 

13 

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.)

 

14 

Ratio does not reflect the annualization of audit, printing and registration expenses.

 

15 

Commencement of operations was on February 27, 2017.

 

16 

Includes reduction from broker recapture amounting to less than 0.01% for the six months ended June 30, 2021, 0.01% for the fiscal year ended December 31, 2020, less than 0.01% for the fiscal year ended December 31, 2019, 0.01% for the fiscal year ended December 31, 2018, less than 0.01% for the period ended December 31, 2017, and 0.01% for the period ended October 31, 2017.

 

 

13


Table of Contents
    

    

Notes to Financial Statements (unaudited)

June 30, 2021

 

    

 

 

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

AMG Funds I (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 the AMG Managers CenterSquare Real Estate 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.

The Fund is non-diversified. A greater percentage of the Fund’s holdings may be focused in a smaller number of securities which may place the Fund at greater risk than a more diversified fund.

Market disruptions associated with the COVID-19 pandemic have had a global impact, and uncertainty exists as to the long-term implications. Such disruptions can adversely affect assets of the Fund and thus Fund performance.

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, including Real Estate Investment Trusts (“REITS”), 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 or the mean between the last quoted bid and ask prices (the “mean price”). Equity securities traded in the over-the-counter market (other than NMS securities) are valued at the mean price. Foreign equity securities (securities principally traded in markets other than U.S. markets) 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 approved by the Board of Trustees of the Trust (the “Board”). Under certain circumstances, the value of certain Fund portfolio investments may be based on an evaluation of fair value, pursuant to procedures established by and under the general supervision of the Board. The Valuation Committee, which is comprised of the Independent Trustees of the Board, and the Pricing Committee, which is comprised of representatives from AMG Funds LLC (the “Investment Manager”) are the committees appointed by the Board to make fair value determinations. 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 Board’s valuation procedures, if the Investment Manager or the Pricing Committee 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 Pricing Committee and, if required under the Trust’s securities valuation procedures, the Valuation Committee, 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 a quarterly report showing as of the most recent quarter end, all outstanding securities fair valued by the Fund, including a comparison with the prior quarter end and the percentage of the Fund that the security represents at each quarter end.

With respect to foreign equity securities and certain foreign fixed income securities, the Board has adopted a policy that 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:

 

 

 

14


Table of Contents
    

    

    

Notes to Financial Statements (continued)

 

    

 

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, swaps, 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. Upon notification from issuers, distributions received from REITs 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 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, 2021, the impact on the expenses and expense ratios was $579 and less than 0.01%.

d. DIVIDENDS AND DISTRIBUTIONS

Fund distributions resulting from net investment income, if any, are generally declared and paid quarterly in March, June, September and December. Net realized capital gains, if any, are generally declared and paid at least annually in December. Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income are subject to recharacterization for tax

purposes. Based upon the results of operations for the six months ended June 30, 2021, the Investment Manager considers it likely that a significant portion of the dividends will be reclassified to distributions from net realized gain and/or return of capital upon the final determination of the Fund’s taxable income after December 31, 2021, the Fund’s fiscal year end. 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. Temporary differences are due to capital loss carryforwards and wash sale loss deferrals.

At June 30, 2021, 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  
    $174,133,613       $42,365,033       $(560,035)       $41,804,998  

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. Therefore, no provision for federal income or excise tax is included in the accompanying financial statements.

Additionally, 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.

Management 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, Management 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 LOSS CARRYOVERS AND DEFERRALS

As of December 31, 2020, the Fund 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.

 

Capital Loss Carryover Amount

Short-Term   Long-Term   Total
$8,965,871   $3,421,430   $12,387,301
 

 

 

15


Table of Contents
    

    

    

Notes to Financial Statements (continued)

 

    

 

g. CAPITAL STOCK

The Trust’s 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, 2021 (unaudited) and the fiscal year ended December 31, 2020, the capital stock transactions by class for the Fund were as follows:

 

     June 30, 2021    December 31, 2020
     Shares    Amount    Shares    Amount

Class N:

                   

Proceeds from sale of shares

       480,297         $5,422,034           1,376,004         $13,676,168 

Reinvestment of distributions

       58,604         703,087         228,665         2,142,002 

Cost of shares repurchased

       (1,360,371)        (15,289,798)        (8,064,072)        (78,993,444)
    

 

 

      

 

 

      

 

 

      

 

 

 

Net decrease

       (821,470)        $(9,164,677)          (6,459,403)        $(63,175,274)  
    

 

 

      

 

 

      

 

 

      

 

 

 

Class I:

                   

Proceeds from sale of shares

       2,985,964         $31,039,416         2,489,237         $24,258,994 

Reinvestment of distributions

       57,122         685,228         106,296         1,011,435 

Cost of shares repurchased

       (923,404)        (10,622,548)        (2,883,258)        (28,728,328)
    

 

 

      

 

 

      

 

 

      

 

 

 

Net increase (decrease)

       2,119,682         $21,102,096         (287,725)        $(3,457,899)  
    

 

 

      

 

 

      

 

 

      

 

 

 

Class Z:

                   

Proceeds from sale of shares

       2,501,156         $30,031,016         973,514         $10,469,675 

Reinvestment of distributions

       11,637         147,270         23,315         211,525 

Cost of shares repurchased

       (1,471)        (15,771)        (1,551,637)        (15,223,070)
    

 

 

      

 

 

      

 

 

      

 

 

 

Net increase (decrease)

       2,511,322         $30,162,515         (554,808)        $(4,541,870)  
    

 

 

      

 

 

      

 

 

      

 

 

 

At June 30, 2021, certain unaffiliated shareholders of record individually or collectively held greater than 10% of the net assets of the Fund as follows: one owns 15%. Transactions by these shareholders may have a material impact on the Fund.

 

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 one or more subadvisers for the Fund (subject to Board approval) and monitors each subadviser’s investment performance, security holdings and investment strategies. The Fund’s investment portfolio is managed by CenterSquare Investment Management, LLC (“CenterSquare”) who serves pursuant to a subadvisory agreement with the Investment Manager.

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, 2021, the Fund paid an investment management fee at the annual rate of 0.60% of average daily net assets of the Fund.

The Investment Manager has contractually agreed, through at least May 1, 2022, 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 the Fund to the annual rate of 0.87% 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

 

 

 

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Notes to Financial Statements (continued)

 

    

 

 

reorganized or is a party to a merger in which the surviving entity is successor to the accounting and performance information of the Fund.

At June 30, 2021, the Fund’s expiration of reimbursements subject to recoupment is as follows:

 

  Expiration

  Period

    

  1-2 years

       $5,569

  2-3 years

       37,057
    

 

 

 

  Total

       $42,626
    

 

 

 

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 all non-portfolio management 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.

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, 2021, were as follows:

 

     Maximum Annual      Actual  
     Amount      Amount  
     Approved          Incurred      

  Class N

     0.25%        0.25%      

  Class I

     0.15%        0.12%      

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 the Fund 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 miscellaneous expense, respectively. At June 30, 2021, the Fund had no interfund loans outstanding.

The Fund did not utilize the interfund loan program during the six months ended June 30, 2021.

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, 2021, were $109,102,677 and $67,795,021, respectively.

The Fund had no purchases or sales of U.S. Government Obligations during the six months ended June 30, 2021.

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. 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, except for the Investment Manager, CenterSquare, and Cromwell Investment Advisors, LLC (“Cromwell”) have entered into a definitive purchase agreement pursuant to which Cromwell would acquire the portion of the Investment Manager’s business relating to its management of the Fund, and the Fund would be reorganized into a fund sponsored on a separate platform to be managed by Cromwell and subadvised by CenterSquare. The reorganization remains subject to approvals by the Board and the Fund’s shareholders.

 

 

 

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Annual Renewal of Investment Management and Subadvisory Agreements

 

    

 

At a meeting held via telephone and video conference on June 24, 2021,1 the Board of Trustees (the “Board” or the “Trustees”), and separately a majority of the Trustees who are not “interested persons” of AMG Funds I (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 Managers CenterSquare Real Estate 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 (collectively, 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 (the “Peer Group”), performance information for the relevant benchmark index (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 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 search, selection and monitoring services performed by the Investment Manager in overseeing the portfolio management responsibilities of the Subadviser; (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 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 (the “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 and considered the gross performance of the Fund as compared to the Subadviser’s relevant performance composite that utilizes the same 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 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

 

 

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Annual Renewal of Investment Management and Subadvisory Agreements (continued)

 

    

 

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 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, 2021 was below, below, below, and above, respectively, the median performance of the Peer Group and below, above, above, and above, respectively, the performance of the Fund Benchmark, the Dow Jones U.S. Select REIT Index. The Trustees took into account management’s discussion of the Fund’s performance, including the reasons for the Fund’s more recent underperformance and fact that the Fund outperformed its Peer Group for the 10-year period and the Fund Benchmark for the 3-year, 5-year, and 10-year periods. The Board also noted management’s plans for the Fund. 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 charged by the Investment Manager for managing the Fund, the Trustees noted that the Investment Manager, and not the Fund, is responsible for paying the fees charged by the Fund’s Subadviser and, therefore, that the fees paid to the Investment Manager cover the cost of providing portfolio management services as well as the cost of providing search, selection and monitoring services in operating a “manager-of-managers” complex of mutual funds. 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 concluded that, in light of the high quality supervisory services provided by the Investment Manager and the fact that the subadvisory fees are paid out of the advisory fee, the advisory fee payable by the Fund to the Investment Manager can reasonably be expected to exceed the median advisory fee for the Peer Group, which consists of many funds that do not operate with a manager-of-managers structure. In this regard, the Trustees also noted that the Investment Manager has undertaken to maintain a contractual expense limitation for the Fund.

  

In addition, in considering the reasonableness of the advisory fee payable to the Investment Manager, the Trustees also reviewed information provided by the Investment Manager at the June 24, 2021 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 noted the current asset levels of the Fund and the willingness of the Investment Manager to waive fees and pay expenses for the Fund from time to time as a means of limiting the total expenses of 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. The Board 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. In this regard, the Trustees noted that, unlike a mutual fund that is managed by a single investment adviser, the Fund operates in a manager-of-managers structure. 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 for the Fund at this time. With respect to economies of scale, the Trustees also noted that as the Fund’s assets increase over time, the Fund may realize other economies of scale to the extent that 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 relied on the ability of the Investment Manager to negotiate the terms of the Subadvisory Agreement at arm’s length as part of the manager-of-managers structure, noting that the Subadviser is not affiliated with the Investment Manager. In addition, the Trustees considered other

  

potential benefits of the subadvisory relationship to the Subadviser, including, among others, the indirect benefits that the Subadviser may receive from the Subadviser’s relationship with the Fund, including any so-called “fallout benefits” to the Subadviser, such as reputational value derived from the Subadviser serving as Subadviser to the Fund, which bears the Subadviser’s name. In addition, the Trustees noted that the subadvisory fees are paid by the Investment Manager out of its advisory fee. As a consequence of all of the foregoing, the cost of services to be provided by the Subadviser and the profitability to the Subadviser of its relationship with the Fund were not material factors in the Trustees’ deliberations. For similar reasons, the Trustees did not consider potential economies of scale in the management of the Fund by the Subadviser to be a material factor in their deliberations at this time.

 

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, 2021 were lower and higher, respectively, than the average for the Peer Group. The Trustees took into account the fact that the Investment Manager has contractually agreed, through May 1, 2022, to limit the Fund’s net annual operating expenses (subject to certain excluded expenses) to 0.87%. The Trustees also took into account management’s discussion of the Fund’s expenses, including the Fund’s 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, 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.

 

In addition, the Trustees considered that the Investment Manager and the Subadviser had reached an agreement in principle pursuant to which the Subadviser or one or more of its affiliates would acquire the books and records of the Investment Manager relating to the Fund and the Fund would be reorganized into a fund sponsored on a separate platform to be determined. The Trustees noted that the agreement in principle was subject to the completion and approval of a definitive purchase agreement between the Investment Manager and the Subadviser, as well as additional approvals by the Board and requisite shareholder approvals.

 

 

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Annual Renewal of Investment Management and Subadvisory Agreements (continued)

 

    

 

 

*  *  *  *  *

 

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 the 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 24, 2021, the Trustees, and separately a majority of the Independent Trustees, voted to approve the Investment Management Agreement and the Subadvisory Agreement for the Fund.

 

1 The Trustees determined that the conditions surrounding COVID-19 constituted unforeseen or

  

emergency circumstances and that reliance on the Securities and Exchange Commission’s (“SEC”) exemptive order, which provides relief from the in-person voting requirements of the Investment Company Act of 1940, as amended (the “1940 Act”), in certain circumstances (the “In-Person Relief”), was necessary or appropriate due to the circumstances related to current or potential effects of COVID-19. The Trustees unanimously wished to rely on the In-Person Relief with respect to the approval of those matters on the agenda for the June 24, 2021 meeting that would otherwise require in-person votes under the 1940 Act. See Investment Company Release No. 33897 (June 19, 2020). This exemptive order supersedes, in part, a similar, earlier exemptive order issued by the SEC (Investment Company Release No. 33824 (March 25, 2020)).

 

 

20


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Funds Liquidity Risk Management Program

 

    

 

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, Mutual Fund 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 17-18, 2021, the Board received a report from the LRMC regarding the design and operational effectiveness of the Program for the period January 1, 2020 through December 31, 2020 (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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LOGO

 

    

 

 

INVESTMENT MANAGER AND ADMINISTRATOR

 

AMG Funds LLC

One Stamford Plaza

263 Tresser Blvd, Suite 949

Stamford, CT 06901

800.548.4539

 

DISTRIBUTOR

 

AMG Distributors, Inc.

One Stamford Plaza

263 Tresser Blvd, Suite 949

Stamford, CT 06901

800.548.4539

 

SUBADVISER

 

CenterSquare Investment Management, Inc.

630 W Germantown Pike Suite 300

Plymouth Meeting, PA 19462

 

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.

Attn: AMG Funds

4400 Computer Drive

Westborough, MA 01581

800.548.4539

 

TRUSTEES

 

Bruce B. Bingham

Christine C. Carsman

Kurt Keilhacker

Steven J. Paggioli

Richard F. Powers III

Eric Rakowski

Victoria Sassine

Thomas R. Schneeweis

 

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 semiannual report or annual report, please visit amgfunds.com.

 

 

 

      amgfunds.com                |   


Table of Contents

LOGO

 

    

 

 

BALANCED FUNDS

AMG GW&K Global Allocation

 

GW&K Investment Management, LLC

 

AMG FQ Global Risk-Balanced

 

First Quadrant, L.P.

 

EQUITY FUNDS

AMG Beutel Goodman International Equity

 

Beutel, Goodman & Company Ltd.

 

AMG Boston Common Global Impact

 

Boston Common Asset Management, LLC

 

AMG Managers CenterSquare Real Estate

 

CenterSquare Investment 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

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

   

 

 

 

      amgfunds.com                |    063021                SAR017


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Item 2.

CODE OF ETHICS

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.


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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

 


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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.

AMG FUNDS I

 

By:  

/s/ Keitha L. Kinne

  Keitha L. Kinne, Principal Executive Officer

Date: September 2, 2021

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.

 

By:  

/s/ Keitha L. Kinne

  Keitha L. Kinne, Principal Executive Officer

Date: September 2, 2021

 

By:  

/s/ Thomas Disbrow

  Thomas Disbrow, Principal Financial Officer

Date: September 2, 2021