N-CSR 1 d137829dncsr.htm AMG FUNDS III AMG Funds III

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-03752

 

 

AMG FUNDS III

(Exact name of registrant as specified in charter)

 

 

One Stamford Plaza, 263 Tresser Boulevard, Suite 949,

Stamford, Connecticut 06901

(Address of principal executive offices) (Zip code)

 

 

AMG Funds LLC

One Stamford Plaza, 263 Tresser Boulevard, Suite 949,

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, 2020 – DECEMBER 31, 2020

(Annual Shareholder Report)

 

 

 


Item 1.

Reports to Shareholders


LOGO      ANNUAL REPORT

 

 

 

       AMG Funds      
 
       December 31, 2020      
 
      

AMG Managers Loomis Sayles Bond Fund

 

      

 

Class N: MGFIX

  

 

    Class I: MGBIX

     
 
       AMG Managers Special Equity Fund
      

 

Class N: MGSEX

  

 

    Class I: MSEIX

 

     
      

 

    

 

 

        

 

 

 

 

 

  amgfunds.com                

 

     123120            AR078



 

   AMG Funds

    Annual Report — December 31, 2020

 

 

    

 

TABLE OF CONTENTS

 

  

PAGE

 

 
    LETTER TO SHAREHOLDERS      2  
 
    ABOUT YOUR FUND’S EXPENSES      3  
 
    PORTFOLIO MANAGER’S COMMENTS, FUND SNAPSHOTS AND SCHEDULES OF PORTFOLIO INVESTMENTS   
 
   

AMG Managers Loomis Sayles Bond Fund

     4  
 
   

AMG Managers Special Equity Fund

     15  
 
   

FINANCIAL STATEMENTS

  
 
   

Statement of Assets and Liabilities

     28  
 
   

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

  
 
   

Statement of Operations

     30  
 
   

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

  
 
   

Statements of Changes in Net Assets

     31  
 
   

Detail of changes in assets for the past two fiscal years

  
 
   

Financial Highlights

     32  
 
   

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

  
 
   

Notes to Financial Statements

     36  
 
   

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

  
 
   

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

     43  
 
   

OTHER INFORMATION

     44  
 
   

TRUSTEES AND OFFICERS

     45  

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.

 

 


LOGO     Letter to Shareholders  

 

 

Dear Shareholder:

The fiscal year ending December 31, 2020, was a volatile period for financial markets that featured a dramatic selloff and extraordinary rebound amid the unprecedented global effort to stop the COVID-19 pandemic. Early in the year, equities achieved new record highs against the backdrop of a healthy economy and strong investor sentiment. However, a broad-based selloff occurred amid a global flight to quality as investors assessed the scope of the unfolding COVID-19 pandemic, a deteriorating economy, and skyrocketing unemployment. An oil price war initiated between Saudi Arabia and Russia only made matters worse. From its peak in mid-February 2020, the S&P 500® Index declined (33.79)% over the span of a few weeks, halting the eleven-year equity bull market. In response to the crisis, global central banks and governments were quick to flood the market with massive fiscal and monetary stimulus which helped to stabilize the market and led to an impressive recovery in risk assets, albeit a very uneven one. So despite the volatility, the S&P 500® Index still achieved an 18.40% return for 2020 while effective COVID-19 vaccines and further government stimulus bolstered investor optimism for a brighter future in 2021.

During the year there was very wide dispersion in performance across sectors, with information technology and consumer discretionary sectors leading the market with returns of 43.88% and 33.30%, respectively. On the other hand, companies in the energy sector fell (33.69)%, and financials and real estate also produced slightly negative returns. Growth stocks significantly outperformed value stocks for the period with returns of 38.49% and 2.80% for the Russell 1000® Growth and Russell 1000® Value Indexes, respectively. Small cap stocks endured a wild ride in 2020 as the Russell 2000® Index experienced both its best quarter (fourth quarter 2020) and worst quarter (first quarter 2020) on record. For the year as a whole, small cap returns were relatively in line with the broader market as the Russell 2000® Index gained 19.96% in 2020. Outside the U.S., emerging markets outperformed developed markets with an 18.31% return for the MSCI Emerging Markets Index compared to a 7.82% return for the MSCI EAFE Index.

Interest rates fell dramatically and led to strong returns for bond investors as the U.S. Federal Reserve (the Fed) slashed short-term rates in response to the slowing economy. The 10-year Treasury yield ended the year near a historic low yield of 0.93%. The Bloomberg Barclays U.S. Aggregate Bond Index, a broad measure of U.S. bond market performance, returned 7.51% over the period. Investment grade corporate bonds rebounded from the selloff early in the year and returned 9.89% in 2020. Riskier high yield bonds lagged the investment grade market with a 7.11% return as measured by the return of the Bloomberg Barclays U.S. Corporate High Yield Bond Index.

AMG Funds appreciates the privilege of providing investment tools to you and your clients. Our foremost goal is to provide investment solutions that help our shareholders successfully reach their long-term investment goals. AMG Funds provides access to a distinctive array of actively managed return-oriented investment strategies. We thank you for your continued confidence and investment in AMG Funds. You can rest assured that under all market conditions our team is focused on delivering excellent investment management services for your benefit.

Respectfully,

 

LOGO

Keitha Kinne

President

AMG Funds

 

Average Annual Total Returns

 

Periods ended

December 31, 2020*

 
Stocks:        1 Year     3 Years     5 Years  

Large Cap

  (S&P 500® Index)     18.40%       14.18%       15.22%  

Small Cap

  (Russell 2000® Index)     19.96%       10.25%       13.26%  

International

  (MSCI All Country World Index ex USA)     10.65%       4.88%       8.93%  

Bonds:

                           

Investment Grade  

  (Bloomberg Barclays U.S. Aggregate Bond Index)     7.51%       5.34%       4.44%  

High Yield

  (Bloomberg Barclays U.S. Corporate High Yield Bond Index)     7.11%       6.24%       8.59%  

Tax-exempt

  (Bloomberg Barclays Municipal Bond Index)     5.21%       4.64%       3.91%  

Treasury Bills

  (ICE BofAML U.S. 6-Month Treasury Bill Index)     1.05%       1.84%       1.43%  

*Source: FactSet. Past performance is no guarantee of future results.

 

 

 

2


 

 

About Your Fund’s Expenses

 

 

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

  December 31, 2020

 

Expense
Ratio for

the Period

    Beginning
Account
Value
07/01/20
    Ending
Account
Value
12/31/20
    Expenses
Paid
During
the Period*

  AMG Managers Loomis Sayles Bond Fund

 

  Based on Actual Fund Return

 

  Class N

    0.71%       $1,000       $1,067       $3.69  

  Class I

    0.50%       $1,000       $1,068       $2.60  

  Based on Hypothetical 5% Annual Return

 

  Class N

    0.71%       $1,000       $1,022       $3.61  

  Class I

    0.50%       $1,000       $1,023       $2.54  

  AMG Managers Special Equity Fund

 

  Based on Actual Fund Return

 

  Class N

    1.36%       $1,000       $1,366       $8.09  

  Class I

    1.11%       $1,000       $1,368       $6.61  

  Based on Hypothetical 5% Annual Return

 

  Class N

    1.36%       $1,000       $1,018       $6.90  

  Class I

    1.11%       $1,000       $1,020       $5.63  

 

*

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 (184), then divided by 366.

        

 

 

 

3


 

AMG Managers Loomis Sayles Bond Fund

Portfolio Manager’s Comments (unaudited)

 

 

THE YEAR IN REVIEW

 

AMG Managers Loomis Sayles Bond Fund’s Class N (the “Fund”) shares returned 7.34% for the year ended December 31, 2020, underperforming the Bloomberg Barclays U.S. Government/Credit Bond Index, which returned 8.93%.

 

The underperformance can be partially attributed to our shorter-than-benchmark duration as yields fell throughout the year. The underweight allocation to U.S. Treasuries dampened performance during the year. U.S. Treasuries were a safe haven during the first half of the year once COVID-19 struck the U.S. and economic lockdowns followed. Investors flocked to safety as the U.S. Federal Reserve (the “Fed”) began implementing a stimulus package and quantitative easing (“QE”). We still see U.S. Treasuries as somewhat overvalued as the Fed continues with QE into 2021. We remain underweight in U.S. Treasuries and look for richer returns in other market segments. The treasury impact was the largest detractor during the year.

 

Our exposure to securitized markets, specifically asset-backed securities, detracted from performance for the year. Similarly, our allocation to equity detracted from performance. AT&T was the largest detractor from performance in this sector.

 

On an absolute and excess basis, high yield credit positively contributed to performance. Security selection was the major driver in this sector. The sector benefited from the change in investor risk sentiment as positive vaccine news and economic recovery seemed within reach.

 

Despite the sharp downturn in March, investment grade credit generated positive return for the Fund and was the top performing segment for the year. Throughout the period, basic industry, consumer cyclical, and insurance names moderately increased excess return. Investors began to return to high quality corporates during the second half of the year rather than flocking to U.S. Treasuries as before in search of higher yields. We will continue to be selective and opportunistic as we add credit to the portfolio during 2021.

      

LOOKING FORWARD

 

Looking ahead to the upcoming year, there are a number of structural economic factors in place that pose risks to our market outlook, including the ongoing impact of the pandemic, further delay in reaching a fiscal package, and any resurgence of trade tensions between the U.S. and China. That said, we are optimistic that economic conditions could continue to show improvement over the next year. This view is reflected in current market prices and appears to be shared by the consensus.

 

While the recent rise in coronavirus cases has led to renewed containment measures across the U.S., the arrival of a vaccine has been priced into markets along with expectations for a fiscal package to arrive in the first quarter of the year. These measures help give us some confidence that the economic recovery could continue to show steady, if uneven, progress. Gross Domestic Product (GDP) growth rebounded from the steep declines earlier this year, and we expect this trend to continue into next year.

 

We anticipate limited changes in monetary policy, with the Fed likely maintaining its zero interest rate policy until at least 2023. The Fed has also indicated that full employment and longer-term inflation averages are additional factors in considering any future rate hikes. This accommodative stance should continue to boost investor confidence and demand for yield in a low global rate environment. In addition, we believe the overall health of the consumer, a strong housing market, and expected inventory rebuilding provide support to our outlook.

 

The markets have been progressing through the credit cycle,1 and we believe there are increasing signs of a shift toward recovery with corporate profits rebounding, easing monetary policy, balance sheet improvement, and potential for large-scale vaccine distribution.

 

We have been maintaining a balance of liquidity, diversification, and risk exposure in the Fund. Within our credit allocation, we continue to focus on areas where we still see value based on our fundamental research. We are specifically focused on some of the

        

sectors that were hardest hit by the pandemic, including the transportation, recreation, and hospitality industries. These areas of the economy include credits that have been cheap for their rating, have been able to access the capital markets for liquidity, and are likely in a good position to benefit from the recovery.

 

Despite the higher valuations, we believe there are still selective opportunities in both the investment grade and high yield corporate sectors. Spreads have compressed but can potentially tighten further on improving fundamentals. We are selectively adding corporate credit, particularly in areas of the market that have lagged the recovery.

 

Our emerging market allocation largely represents U.S. dollar-pay exposure to high quality securities with strong balance sheets and currently attractive real yields. We are holding modest foreign currency but continue to evaluate opportunities in markets outside the U.S. as we look for clarity on the outlook for global growth.

 

Market conditions in the past year have highlighted the notion that investors tend to overreact. The speed and severity of the recession and subsequent sharp rebound were unexpected, but also presented some favorable investment opportunities. These developments have served to reinforce our investment philosophy that markets are highly inefficient in the short term. We believe we were able to capitalize on these developments in 2020 and that the Fund is well positioned to benefit from the expected economic growth and recovery in the new year.

 

1A credit cycle is a cyclical pattern that follows credit availability and corporate health.

 

This commentary reflects the viewpoints of the portfolio manager, Loomis, Sayles & Company, L.P. as of December 31, 2020, and is not intended as a forecast or guarantee of future results.

 

 

4


  

      

  AMG Managers Loomis Sayles Bond Fund

  Portfolio Manager’s Comments (continued)

 

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG Managers Loomis Sayles Bond Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG Managers Loomis Sayles Bond Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Bloomberg Barclays U.S. Government/Credit Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

LOGO

The table below shows the average annual total returns for the AMG Managers Loomis Sayles Bond Fund and the Bloomberg Barclays U.S. Government/Credit Bond Index for the same time periods ended December 31, 2020.

 

 Average Annual Total Returns1   

One 

Year 

     Five
Years
   

Ten 

Years 

     Since
Inception
     Inception
Date

 AMG Managers Loomis Sayles Bond Fund2, 3, 4, 5, 6, 7, 8, 9, 10

 

  

 Class N

     7.34%        5.63     5.04%        7.97%      06/01/84 

 Class I

     7.57%        5.78            4.12%      04/01/13 

 Bloomberg Barclays U.S. Government/Credit Bond Index11

     8.93%        4.98     4.19%        7.24%      06/01/84

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 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 December 31, 2020. All returns are in U.S. dollars($).

2  From time to time, the Fund’s advisor has waived fees and/or absorbed Fund expenses, which has resulted in higher returns.

 

3  The Fund is subject to the risks associated with investments in debt securities, such as default risk and fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.

 

4  To the extent that the Fund invests in asset-backed or mortgage-backed securities, its exposure to prepayment and extension risks may be greater than investments in other fixed income securities.

 

5  The Fund may invest in derivatives such as options and futures; the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses.

 

6  High-yield bonds (also known as “junk bonds”) may be subject to greater levels of interest rate, credit, and liquidity risk than investments in higher rated securities. These securities are considered predominantly speculative with respect to the issuer’s continuing ability to make principal and interest payments. The issuers of the Fund’s holdings may be involved in bankruptcy proceedings, reorganizations, or financial restructurings, and are not as strong financially as higher-rated issuers.

 

7  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.

 

8  Investments in international securities are subject to certain risks of overseas investing including currency fluctuations and changes in political and economic conditions, which could result in significant market fluctuations. These risks are magnified in emerging markets.

 

9  The Fund is subject to currency risk resulting from fluctuations in exchange rates that may affect the total loss or gain on a non-U.S. Dollar investment when converted back to U.S. Dollars.

 

10 The Fund is subject to the risks associated with investments in emerging markets, such as erratic earnings patterns, economic and political instability, changing exchange controls, limitations on repatriation of foreign capital and changes in local governmental attitudes toward private investment, possibly leading to nationalization or confiscation of investor assets.

 

 

 

5


    

    

AMG Managers Loomis Sayles Bond Fund

     Portfolio Manager’s Comments (continued)

 

 

11 The Bloomberg Barclays U.S. Government/Credit Bond Index is an index of investment grade government and corporate bonds with a maturity date of more than one year. Unlike the Fund, the Bloomberg Barclays U.S. Government/Credit Bond Index is unmanaged, is not available for investment and does not incur expenses.

 

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance

        

L.P. and its affiliates (collectively “Bloomberg”). BARCLAYS® is a trademark and service mark of Barclays Bank PLC (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes

 

 

        

any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

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

 

 

6


   

AMG Managers Loomis Sayles Bond Fund

Fund Snapshots (unaudited)

December 31, 2010

 

 

PORTFOLIO BREAKDOWN

 

   Category   % of
 Net Assets 
 

Corporate Bonds and Notes

  68.1   
 

U.S. Government and Agency Obligations

  13.4   
 

Foreign Government Obligations

  4.1 
 

Common Stocks

  2.3 
 

Municipal Bonds

  1.2 
 

Preferred Stocks

  1.2 
 

Asset-Backed Securities

  0.9 
 

Mortgage-Backed Securities

  0.01
 

Short-Term Investments

  9.3
 

Other Assets Less Liabilities

 

  (0.5)

 

1 Less than 0.05%

 

 

   Rating    % of Market Value1 
 

U.S. Government and Agency Obligations

  21.1  
 

Aaa/AAA

  0.6
 

Aa/AA

  1.5
 

A

  24.3  
 

Baa/BBB

  40.0  
 

Ba/BB

  10.4  
 

B

 

  2.1

 

1 Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS

 

   Security Name    % of
 Net Assets 
 

U.S. Treasury Bonds, 1.250%, 05/15/50

   6.7
 

U.S. Treasury Bills, 0.103%, 04/29/21

   4.5
 

U.S. Treasury Notes, 1.500%, 11/30/21

   4.1
 

Verizon Communications, Inc., 1.680%, 10/30/30

   2.8
 

Ford Motor Credit Co. LLC, 4.389%, 01/08/26

   2.7
 

U.S. Treasury Bonds, 3.000%, 08/15/48

   2.5
 

Mexican Bonos, Series M 20, 10.000%, 12/05/24 (Mexico)

   2.5
 

Lloyds Banking Group PLC, 4.582%, 12/10/25 (United Kingdom)

   2.2
 

Banco Santander, S.A., 5.179%, 11/19/25 (Spain)

   1.8
 

U.S. Treasury Bills, 0.088%, 1/28/21

   1.8
    

 

 

    Top Ten as a Group

   31.6
    

 

      

 

 

 

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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

7


AMG Managers Loomis Sayles Bond Fund

Schedule of Portfolio Investments

December 31, 2020

 

 

      Principal    
Amount    
  Value  

Corporate Bonds and Notes - 68.1%

 

 

Financials - 26.7%

    

Ally Financial, Inc.

    

8.000%, 11/01/31

     1,267,000                     $1,859,791  

Alta Wind Holdings LLC

    

7.000%, 06/30/351

     4,072,845       4,786,309  

American International Group, Inc.

 

 

4.875%, 06/01/22

     560,000       594,139  

Banco Santander Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero Santander Mexico (Mexico)

    

5.375%, 04/17/251

     1,995,000       2,291,976  

Banco Santander, S.A. (Spain)

 

 

5.179%, 11/19/25

     17,200,000       20,168,608  

Bank of America Corp.

    

(3.419% to 12/20/27 then 3 month LIBOR + 1.040%)

    

3.419%, 12/20/282,3

     12,410,000       14,017,642  

Brighthouse Financial Inc.

    

4.700%, 06/22/47

     890,000       929,379  

Cooperatieve Centrale

    

Raiffeisen-Boerenleenbank (Netherlands)

    

3.875%, 02/08/22

     9,090,000       9,451,942  

3.950%, 11/09/22

     2,190,000       2,324,994  

Equifax, Inc.

    

7.000%, 07/01/37

     4,421,000       6,078,624  

GE Capital Funding LLC

    

4.550%, 05/15/32

     9,290,000       11,149,097  

The Goldman Sachs Group, Inc.

 

 

6.750%, 10/01/37

     9,880,000       15,117,991  

iStar, Inc.

    

3.125%, 09/15/22

     2,055,000       2,417,979  

Jefferies Group LLC

    

5.125%, 01/20/23

     8,800,000       9,613,425  

JPMorgan Chase & Co.

    

4.125%, 12/15/26

     11,005,000       12,865,549  

Lloyds Banking Group PLC (United Kingdom)

    

4.582%, 12/10/25

     20,972,000       23,986,346  

Marsh & McLennan Cos., Inc.

    

5.875%, 08/01/33

     8,295,000       11,930,617  

MBIA Insurance Corp.

    

11.497%, 01/15/331

     525,000       183,750  

Morgan Stanley

    

3.950%, 04/23/27

     17,265,000       19,960,912  

GMTN, 4.350%, 09/08/26

     5,000,000       5,894,941  

MTN, 6.250%, 08/09/26

     11,000,000       14,034,910  

National Life Insurance Co.

    

10.500%, 09/15/391

     5,000,000       7,978,908  

Nationwide Mutual Insurance Co.

 

 

4.350%, 04/30/501

     12,840,000       15,083,432  
      Principal    
Amount    
  Value  

Navient Corp.

    

5.000%, 03/15/27

     155,000               $156,356  

5.500%, 01/25/23

     14,070,000       14,703,150  

5.625%, 08/01/33

     1,160,000       1,113,600  

5.875%, 10/25/24

     895,000       950,938  

6.125%, 03/25/24

     45,000       48,038  

6.750%, 06/15/26

     1,105,000       1,200,306  

Old Republic International Corp.

    

4.875%, 10/01/24

     4,915,000       5,603,706  

OneMain Finance Corp.

    

8.250%, 10/01/23

     8,015,000       9,197,212  

Owl Rock Capital Corp.

    

4.250%, 01/15/26

     9,340,000       9,838,089  

Prudential Financial, Inc.

    

3.700%, 03/13/51

     1,685,000       2,044,479  

Quicken Loans LLC

    

5.250%, 01/15/28

     2,080,000       2,220,400  

Societe Generale, S.A. (France)

    

4.750%, 11/24/251

     7,535,000       8,542,692  

5.200%, 04/15/211

     7,000,000       7,095,832  

Weyerhaeuser Co.

    

6.875%, 12/15/33

     12,890,000       18,487,530  

Total Financials

       293,923,589  

Industrials - 38.6%

 

 

America Movil SAB de CV (Mexico)

    

6.450%, 12/05/22

     169,300,000  MXN      8,654,085  

American Airlines 2016-3 Class B Pass

    

Through Trust

    

3.750%, 10/15/25

     5,919,212       4,446,328  

American Airlines 2017-1B Class B Pass

    

Through Trust

    

Series B

    

4.950%, 02/15/25

     2,824,308       2,387,982  

American Airlines 2017-2 Class B Pass

    

Through Trust

    

Series B

    

3.700%, 10/15/25

     2,163,244       1,828,826  

ArcelorMittal, S.A. (Luxembourg)

    

7.000%, 03/01/414

     11,065,000       15,248,440  

7.250%, 10/15/394

     6,604,000       9,266,204  

AT&T, Inc.

    

3.400%, 05/15/255

     13,530,000       15,037,935  

4.300%, 02/15/30

     14,685,000       17,541,782  

The Boeing Co.

    

3.100%, 05/01/26

     90,000       96,372  

3.250%, 02/01/35

     70,000       71,785  

3.550%, 03/01/38

     460,000       469,288  

3.625%, 03/01/48

     15,000       15,124  

3.750%, 02/01/50

     255,000       268,155  

3.850%, 11/01/48

     410,000       422,899  

3.950%, 08/01/59

     1,920,000       2,054,894  

Booking Holdings, Inc.

    

0.900%, 09/15/216

     10,970,000       12,714,536  
 

 

 

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

8


  

      

  AMG Managers Loomis Sayles Bond Fund

  Schedule of Portfolio Investments (continued)

 

 

 

      Principal    
Amount    
  Value  

Industrials - 38.6% (continued)

 

 

Continental Airlines, Inc. 2007-1 Class A

    

Pass Through Trust

    

Series 071A

    

5.983%, 04/19/22

     9,408,006                   $9,519,383  

Continental Airlines, Inc. 2007-1 Class B

    

Pass Through Trust

    

Series 071B

    

6.903%, 04/19/22

     384,207       382,088  

Continental Resources, Inc.

    

3.800%, 06/01/245

     2,025,000       2,091,035  

4.500%, 04/15/23

     78,000       80,426  

Corning, Inc.

    

6.850%, 03/01/29

     9,142,000       12,409,054  

Cox Communications, Inc.

    

4.800%, 02/01/351

     3,369,000       4,260,634  

Cummins, Inc.

    

5.650%, 03/01/98

     6,460,000       9,554,542  

Dell International LLC/EMC Corp.

    

8.100%, 07/15/361

     3,110,000       4,599,318  

8.350%, 07/15/46

     2,990,000       4,523,323  

Delta Air Lines, Inc.

    

Series 071B

    

8.021%, 08/10/22

     1,994,645       1,948,502  

Dillard’s, Inc.

    

7.000%, 12/01/28

     225,000       242,286  

DISH Network Corp.

    

3.375%, 08/15/266

     1,340,000       1,277,330  

Embraer Netherlands Finance BV (Netherlands)

    

5.400%, 02/01/27

     2,325,000       2,470,336  

Enable Midstream Partners, LP

    

5.000%, 05/15/444

     2,725,000       2,625,500  

Enbridge Energy Partners, LP

    

7.375%, 10/15/45

     1,870,000       2,853,589  

Energy Transfer Partners, LP/Regency

    

Energy Finance Corp.

    

4.500%, 11/01/23

     700,000       757,905  

Enterprise Products Operating LLC

    

4.050%, 02/15/22

     2,219,000       2,308,725  

ERAC USA Finance LLC

    

7.000%, 10/15/37

     12,000,000       18,611,402  

Fenix Marine Service Holdings, Ltd.

    

8.000%, 01/15/24

     250,000       227,188  

Ford Motor Co.

    

6.375%, 02/01/29

     1,990,000       2,234,372  

Ford Motor Credit Co. LLC, GMTN

    

4.389%, 01/08/26

     28,075,000       29,469,766  

General Motors Co.

    

5.200%, 04/01/45

     3,550,000       4,311,214  

6.250%, 10/02/43

     365,000       492,374  
      Principal    
Amount    
  Value  

General Motors Financial Co., Inc.

    

3.600%, 06/21/30

     8,855,000               $9,873,181  

5.250%, 03/01/26

     9,680,000       11,384,790  

HCA, Inc.

    

4.500%, 02/15/27

     3,040,000           3,536,134  

7.500%, 11/06/33

     75,000       104,250  

Hewlett Packard Enterprise Co.

    

6.350%, 10/15/454

     2,243,000       2,956,449  

Kinder Morgan Energy Partners, LP

    

3.500%, 09/01/23

     6,685,000       7,160,573  

4.150%, 03/01/22

     5,620,000       5,858,109  

5.800%, 03/01/21

     4,320,000       4,355,170  

KLA Corp.

    

5.650%, 11/01/34

     4,590,000       6,188,786  

Marks & Spencer PLC (United Kingdom)

    

7.125%, 12/01/371,5

     4,725,000       5,250,217  

Masco Corp.

    

6.500%, 08/15/32

     254,000       339,134  

7.750%, 08/01/29

     499,000       693,638  

MDC Holdings, Inc.

    

6.000%, 01/15/43

     510,000       683,678  

Mileage Plus Holdings LLC / Mileage Plus

    

Intellectual Property Assets, Ltd.

    

6.500%, 06/20/271

     2,000,000       2,150,000  

Noble Energy, Inc.

    

3.900%, 11/15/24

     3,670,000       4,095,448  

Nuance Communications, Inc.

    

1.250%, 04/01/256

     1,360,000       3,094,523  

1.500%, 11/01/35

     10,000       21,398  

ONEOK Partners, LP

    

4.900%, 03/15/25

     13,736,000       15,623,016  

6.200%, 09/15/43

     245,000       297,535  

Owens Corning

    

7.000%, 12/01/36

     2,715,000       3,870,921  

PulteGroup, Inc.

    

6.000%, 02/15/35

     8,860,000       12,046,942  

6.375%, 05/15/33

     5,135,000       7,035,463  

Qwest Corp.

    

7.250%, 09/15/255

     990,000       1,170,675  

Reliance Industries, Ltd. (India)

    

5.400%, 02/14/221

     3,250,000       3,402,772  

Samsung Electronics Co., Ltd. (South Korea)

    

7.700%, 10/01/27

     1,540,000       1,769,756  

Sealed Air Corp.

    

5.500%, 09/15/251

     1,580,000       1,767,625  

SM Energy Co.

    

10.000%, 01/15/251

     1,357,000       1,458,775  

Southwest Airlines Co.

    

1.250%, 05/01/256

     160,000       232,400  

Telecom Italia Capital, S.A. (Luxembourg)

    

6.000%, 09/30/34

     4,665,000       5,682,390  

6.375%, 11/15/33

     3,530,000       4,341,900  
 

 

 

 

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

9


  

      

  AMG Managers Loomis Sayles Bond Fund

  Schedule of Portfolio Investments (continued)

 

 

      Principal    
Amount    
  Value  

Industrials - 38.6% (continued)

 

 

Telefonica Emisiones SAU (Spain)

    

4.570%, 04/27/23

     900,000                   $983,951  

Time Warner Cable LLC

    

5.500%, 09/01/41

     805,000       1,034,306  

The Toro Co.

    

6.625%, 05/01/37

     6,810,000       9,024,008  

Transcontinental Gas Pipe Line Co. LLC

    

7.850%, 02/01/26

     12,800,000       16,778,316  

TransDigm, Inc.

    

8.000%, 12/15/251

     1,870,000       2,066,911  

UAL 2007-1 Pass Through Trust

    

Series 071A

    

6.636%, 07/02/22

     6,625,326       6,758,996  

United Airlines 2016-2 Class B

    

Pass Through Trust

    

Series 16-2

    

3.650%, 10/07/25

     1,747,667       1,693,697  

United Airlines, Inc. Pass Through Trust

    

Series 20-1

    

5.875%, 10/15/27

     4,170,000       4,504,486  

United States Steel Corp.

    

6.650%, 06/01/375

     2,685,000       2,255,400  

US Airways 2011-1 Class A Pass Through

    

Series A

    

7.125%, 10/22/23

     1,659,348       1,523,550  

Vale Overseas, Ltd. (Cayman Islands)

    

6.875%, 11/21/36

     1,759,000       2,578,043  

Verizon Communications, Inc.

    

1.680%, 10/30/301

     31,215,000       31,088,707  

ViacomCBS, Inc.

    

4.950%, 05/19/50

     4,115,000       5,330,244  

WestRock MWV LLC

    

7.550%, 03/01/47

     970,000       1,374,862  

Whirlpool Corp.

    

4.600%, 05/15/50

     3,460,000       4,477,015  

Total Industrials

       425,693,067  

Utilities - 2.8%

 

 

DCP Midstream Operating, LP

    

6.450%, 11/03/361

     870,000       939,600  

Edison International

    

4.950%, 04/15/25

     460,000       523,606  

Empresa Nacional de Electricidad S.A.

    

(Chile)

    

7.875%, 02/01/27

     2,900,000       3,445,196  

Enel Finance International, N.V. (Netherlands)

    

6.000%, 10/07/391

     11,152,000       15,911,426  

Enterprise Products Operating LLC

    

3.900%, 02/15/24

     6,400,000       6,996,429  
      Principal    
Amount    
  Value  

Tenaga Nasional Bhd (Malaysia)

    

7.500%, 11/01/251

     2,000,000                   $2,542,880  

Total Utilities

       30,359,137  

Total Corporate Bonds and Notes

    (Cost $621,973,621)

       749,975,793  
Asset-Backed Securities - 0.9%     

CSMC Trust

    

Series 2018-RPL8, Class A1

    

4.125%, 07/01/58

     1,069,404       1,073,454  

FAN Engine Securitization, Ltd. (Ireland)

    

Series 2013-1A, Class 1A

    

4.625%, 10/15/431,7

     8,351,435       5,105,499  

HPEFS Equipment Trust

    

Series 2019-1A, Class C

    

2.490%, 09/20/29

     700,000       713,752  

Legacy Mortgage Asset Trust

    

Series 2018-GS2,

    

4.000%, 04/25/581

     1,536,128       1,546,089  

Progress Residential Trust

    

Series 2020-SFR3, Class B

    

1.495%, 10/17/271

     110,000       109,632  

S-Jets, Ltd.

    

Series 2017-1, Class A

    

3.967%, 08/15/421

     931,593       903,966  

Total Asset-Backed Securities

    (Cost $12,610,689)

       9,452,392  
Mortgage-Backed Securities - 0.0%#     

BBCMS Trust

    

Series 2013-TYSN, Class A2

    

3.756%, 09/05/321

     217,297       216,805  

Commercial Mortgage Trust

    

Series 2014-UBS4, Class A2

    

2.963%, 08/10/47

     91,095       91,442  

WFRBS Commercial Mortgage Trust

    

Series 2011-C3, Class D

    

5.642%, 03/15/441,3

     435,000       202,844  

Total Mortgage-Backed Securities

    (Cost $711,171)

       511,091  
Municipal Bonds - 1.2%     

Illinois State

    

5.100%, 06/01/33

     1,070,000       1,151,545  

Virginia Tobacco Settlement Financing Corp.

    

6.706%, 06/01/46

     11,390,000       11,917,015  

Total Municipal Bonds

    (Cost $11,869,680)

       13,068,560  
U.S. Government and Agency Obligations - 13.4%     

Fannie Mae - 0.1%

    

FNMA,

    

3.000%, 07/01/27

     878,031       923,060  
 

 

 

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

10


  

      

  AMG Managers Loomis Sayles Bond Fund

  Schedule of Portfolio Investments (continued)

 

 

     

Principal    

Amount    

  Value  

Fannie Mae - 0.1% (continued)

 

 

FNMA,

    

6.000%, 07/01/29

     615       $702  

Total Fannie Mae

       923,762  

Freddie Mac - 0.0%#

    

FHLMC Gold,

    

5.000%, 12/01/31

     10,015       11,096  

U.S. Treasury Obligations - 13.3%

 

 

U.S. Treasury Bonds,

    

1.250%, 05/15/505

     81,340,000               73,790,631  

3.000%, 08/15/48

     21,295,000       28,013,739  

U.S. Treasury Notes,

    

1.500%, 11/30/21

     44,555,000       45,111,938  

Total U.S. Treasury Obligations

       146,916,308  

Total U.S. Government and Agency Obligations

    (Cost $142,819,228)

 

    147,851,166  

Foreign Government Obligations - 4.1%

 

 

Brazilian Government International Bonds

    

8.500%, 01/05/24

     6,650,000  BRL      1,389,738  

10.250%, 01/10/28

     5,750,000  BRL      1,306,696  

European Investment Bank Bonds

    

0.000%, 03/10/218

     5,000,000  AUD      3,851,040  

Mexican Bonos

    

Series M 7.750%, 05/29/31

     49,000,000  MXN      2,893,067  

Series M 8.000%, 12/07/23

     122,500,000  MXN      6,754,783  

Series M 20 10.000%, 12/05/24

     461,500,000  MXN      27,738,934  

Norway Government Bond

    

Series 474

    

3.750%, 05/25/211

     13,210,000  NOK      1,561,987  

Total Foreign Government Obligations

    (Cost $67,122,578)

       45,496,245  
     Shares      

Common Stocks - 2.3%

    

Communication Services - 0.8%

 

 

AT&T, Inc.

     314,704       9,050,887  

Health Care - 0.5%

    

Bristol-Myers Squibb Co.

     91,569       5,680,025  

Information Technology - 1.0%

    

Corning, Inc.

     297,381       10,705,716  

Total Common Stocks

    (Cost $21,899,963)

       25,436,628  

Preferred Stocks - 1.2%

    

Financials - 1.2%

    

Bank of America Corp., 7.25%

     7,808       11,857,073  

Navient Corp., 6.00%

     41,250       1,037,437  

    Total Financials

       12,894,510  
     

    

Shares    

  Value  

Utilities - 0.0%#

    

Wisconsin Electric Power Co., 3.60%

     3,946                 $389,865  

Total Preferred Stocks

    (Cost $8,303,211)

       13,284,375  
     Principal    
Amount     
     

Short-Term Investments - 9.3%

 

 

Joint Repurchase Agreements - 1.3%9

 

 

Cantor Fitzgerald Securities, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received $2,499,145 (collateralized by various U.S. Government Agency Obligations, 0.000% - 9.500%, 01/25/21 - 10/15/62, totaling $2,549,109)

     $2,499,126           2,499,126  

Citadel Securities LLC, dated 12/31/20, due 01/04/21, 0.130% total to be received $2,448,762 (collateralized by various U.S. Treasuries, 0.000% - 7.875%, 01/31/21 - 05/15/49, totaling $2,497,740)

     2,448,727       2,448,727  

Deutsche Bank Securities, Inc., dated 12/31/20, due 01/04/21, 0.060% total to be received $1,358,693 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 01/15/21 - 01/01/51, totaling $1,385,858)

     1,358,684       1,358,684  

JVB Financial Group LLC, dated 12/31/20, due 01/04/21, 0.130% total to be received $1,087,247 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.125% - 7.000%, 07/01/22 - 12/01/50, totaling $1,108,976)

     1,087,231       1,087,231  

Mirae Asset Securities USA, Inc., dated 12/31/20, due 01/04/21, 0.130% total to be received $1,116,529 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 8.125%, 02/18/21 - 01/15/62, totaling $1,138,860)

     1,116,513       1,116,513  

RBC Dominion Securities, Inc., dated 12/31/20, due 01/04/21, 0.080% total to be received $3,423,391 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.000%, 01/05/21 - 12/20/50, totaling $3,491,828)

     3,423,361       3,423,361  

State of Wisconsin Investment Board, dated 12/31/20, due 01/04/21, 0.160% total to be received $2,480,501 (collateralized by various U.S. Treasuries, 0.125% - 3.875%, 07/15/22 - 02/15/47, totaling $2,536,372)

     2,480,457       2,480,457  

Total Joint Repurchase Agreements

       14,414,099  

U.S. Government Obligations - 6.4%

 

 

U.S. Treasury Bills, 0.088%, 01/28/2110

     20,000,000       19,998,687  
 

 

 

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

11


  

      

  AMG Managers Loomis Sayles Bond Fund

  Schedule of Portfolio Investments (continued)

 

 

      Principal    
Amount    
   Value  

U.S. Government Obligations - 6.4% (continued)

 

  

U.S. Treasury Bills, 0.103%, 04/29/2110

     $50,000,000                $49,986,424  

Total U.S. Government Obligations

        69,985,111  
     Shares       

Other Investment Companies - 1.6%

     

Dreyfus Government Cash Management Fund, Institutional Shares,
0.03%11

     5,876,698        5,876,698  

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 0.03%11

     5,876,699        5,876,699  
     

 

Shares    

           Value  

JPMorgan U.S. Government Money Market Fund,
IM Shares, 0.03%11

     6,054,781                $6,054,781  

Total Other Investment Companies

        17,808,178  

Total Short-Term Investments

     

(Cost $102,204,165)

        102,207,388  

Total Investments - 100.5%

     

(Cost $989,514,306)

        1,107,283,638  

Other Assets, less Liabilities - (0.5)%

 

     (5,461,959

Net Assets - 100.0%

        $1,101,821,679  
 

 

 

Principal amount stated in U.S. dollars unless otherwise stated.

 

# 

Less than 0.05%.

 

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 December 31, 2020, the value of these securities amounted to $131,048,586 or 11.9% of net assets.

 

2 

Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2020. Rate will reset at a future date.

 

3 

Variable rate security. The rate shown is based on the latest available information as of December 31, 2020. 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 

Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.

 

5 

Some of these securities, amounting to $71,118,320 or 6.5% of net assets, were out on loan to various borrowers and are collateralized by cash and various U.S. Treasury and U.S. Government Agency Obligations. See Note 4 of Notes to Financial Statements.

 

6 

Convertible Security. A corporate bond or preferred stock, usually a junior debenture, that can be converted, at the option of the holder, for a specific number of shares of the company’s preferred stock or common stock. The market value of convertible bonds and convertible preferred stocks at December 31, 2020, amounted to $17,318,789 or 1.6% of net assets.

7 

Security’s value was determined by using significant unobservable inputs.

 

8 

Zero Coupon Bond.

 

9 

Cash collateral received for securities lending activity was invested in these joint repurchase agreements.

 

10 

Represents yield to maturity at December 31, 2020.

 

11 

Yield shown represents the December 31, 2020, seven day average yield, which refers to the sum of the previous seven days’ dividends paid, expressed as an annual percentage.

 

FHLMC

Freddie Mac

FNMA

Fannie Mae

GMTN

Global Medium-Term Notes

LIBOR

London Interbank Offered Rate

MTN

Medium-Term Note

CURRENCY ABBREVIATIONS:

AUD

Australian Dollar

BRL

Brazilian Real

MXN

Mexican Peso

NOK

Norwegian Krone

 

 

 

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

12


  

      

  AMG Managers Loomis Sayles Bond 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 December 31, 2020:

 

     Level 1      Level 21      Level 3      Total  

 

  Investments in Securities

 

           

Corporate Bonds and Notes

            $749,975,793               $749,975,793  

Asset-Backed Securities

            4,346,893        $5,105,499        9,452,392  

Mortgage-Backed Securities

            511,091               511,091  

Municipal Bonds

            13,068,560               13,068,560  

U.S. Government and Agency Obligations

            147,851,166               147,851,166  

Foreign Government Obligations

            45,496,245               45,496,245  

Common Stocks

     $25,436,628                      25,436,628  

Preferred Stocks

     13,284,375                      13,284,375  

Short-Term Investments

           

Joint Repurchase Agreements

            14,414,099               14,414,099  

U.S. Government Obligations

            69,985,111               69,985,111  

Other Investment Companies

     17,808,178                      17,808,178  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Investments in Securities

     $56,529,181        $1,045,648,958        $5,105,499        $1,107,283,638  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 

All corporate bonds and notes and U.S. government and agency obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes and U.S. government and agency obligations by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments.

 

All common stocks and preferred stocks held in the Fund are Level 1 securities. For a detailed breakout of common stocks 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.

The following table below is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value at December 31, 2020:

 

    

    Asset-Backed    

Securities

 

 Balance as of December 31, 2019

  

 

 

 

 

 

Accrued discounts (premiums)

     $5,901  

Realized gain (loss)

      

Change in unrealized appreciation/depreciation

     (3,251,602

Purchases

      

Sales

      

Transfers in to Level 3

     8,351,200  

Transfers out of Level 3

      

Balance as of December 31, 2020

     $5,105,499  
  

Net change in unrealized appreciation/depreciation on investments still held at December 31, 2020

     $(3,251,602)  

An asset-back security valued at $8,351,200 was transferred from Level 2 to Level 3 during the period ended December 31, 2020. At December 31, 2019, this security was valued on the basis of evaluated bids furnished to the Fund by an independent pricing service in accordance with the Fund’s security valuation policy. At September 30, 2020, this security was valued using a combination of evaluated bids furnished to the Fund by an independent pricing service and broker-dealer bid prices, which are based on inputs unobservable to the Fund.

 

 

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

13


  

      

  AMG Managers Loomis Sayles Bond Fund

  Schedule of Portfolio Investments (continued)

 

 

The following table summarizes the quantitative inputs and assumptions used for investments categorized in Level 3 of the fair value hierarchy as of December 31, 2020. The table below is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to the Fund’s fair value measurements:

Quantitative Information about Level 3 Fair Value Measurements

 

     Fair Value as of    Valuation    Unobservable              Impact to Valuation from
    

December 31, 2020

  

Technique(s)

  

Inputs(s)

  

Range

  

Median

  

an Increase in Input(a)

Asset-Backed Securities    $5,105,499    Market Approach    Broker Quote (75% of Value)    N/A    N/A    Increase

 

(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 December 31, 2020, was as follows:

 

 Country

 

  

  % of Long-Term  
Investments

 

 Bermuda

     0.1  

 Brazil

     0.3  

 Cayman Islands

     0.3  

 Chile

     0.3  

 France

     1.6  

 India

     0.3  

 Ireland

     0.5  

 Luxembourg

     3.8  

 Malaysia

     0.2  

 Mexico

     4.8  

 Netherlands

     3.0  

 Norway

     0.2  

 South Korea

     0.2  

 Spain

     2.1  

 United Kingdom

     2.9  

 United States

     79.4  
  

 

 

 

     100.0      
  

 

 

 

 

 

 

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

14


 

    AMG Managers Special Equity Fund

    Portfolio Manager’s Comments (unaudited)

 

 

For the fiscal year ended December 31, 2020, AMG Managers Special Equity Fund’s (the “Fund”) Class N shares returned 38.74%, compared to the 34.63% return for the Russell 2000® Growth Index.

 

FEDERATED MDT LLC

 

For the full year, the Russell 2000® Growth Index, the benchmark for the MDTA sleeve of the Fund, returned 34.63%. While the MDTA sleeve had strong returns, its return of 29.05% trailed the benchmark substantially.

 

It is an understatement to say that the coronavirus pandemic, the subsequent selloff in markets followed by a sharp and speedy recovery, and the political environment made 2020 a year unlike most, and one where the market did not trade according to the historical norms on which MDTA bases its models. Most notably, in the second half of the year, stocks with high valuations, low earnings, low ROE, and high beta led the market recovery. Long term, our research shows that companies with weaker financial characteristics such as these do not outperform, so we avoid most of the companies with these characteristics and we were not in the sweet spot of the market during the sharp recovery. As a systematic manager, there are years like this when our models do not do well. We stay focused on what we do, because over the long run the market returns to its usual patterns and we can offset losses.

 

Notwithstanding the market environment, MDTA continued to follow its disciplined investment process in 2020. The MDTA sleeve did benefit from the stronger risk controls that have been added to the strategy over the last decade to make it more resilient to changes in the market environment. The sleeve is now much better diversified: It is roughly sector-neutral, it is less concentrated, and it holds companies with varied fundamental and technical characteristics. Because of our tighter risk constraints, the underperformance in 2020 was less severe than it was in 2009—another year in which we underperformed a strong bull market—and leaves us with less to offset.

 

Stocks within the health care and consumer discretionary sectors detracted the most from relative performance during the year, while performance of stocks in the financial sector contributed positively. Individual stocks that had the largest contribution to performance were PROG Holdings, Inc., Wingstop, Inc., and Five9, Inc., while the largest detractors were Crocs, Inc., Atkore International Group, Inc., and Quidel Corporation. While the sleeve’s sector positioning was roughly

      

neutral to the benchmark, a modest underweight to the consumer discretionary sector detracted from relative performance while modest underweights to the industrials and materials sectors made a positive contribution.

 

In years like this, it is important to note that MDTA’s model-based process has three important aspects that are very different from most qualitative processes. First, it is virtually impossible for us to be whip-sawed by chasing the latest “thing” or factor that happened to work last year. By using a robust investment model based on years of research, our process does not allow an emotional response that might cause one poor year to be followed by a second or even a third. Second, our process, though slow moving, is in fact dynamic. Our stock selections, driven by our factors, adjust over time if the key drivers of market returns have shifted. Third, our research approach is continuous, with each update taking into account the latest data from the market and the latest thinking in academic circles. The outcome of this continuous research is typically a new model implementation every six months, which allows the investment model to adjust well to changing environments.

 

LORD, ABBETT & CO., LLC

 

PERFORMANCE SUMMARY

 

For the fiscal year ended December 31, 2020, Lord Abbett’s sleeve of the Fund returned 72.75%, significantly outperforming its benchmark, the Russell 2000® Growth Index, which returned 34.63% over the same period.

 

MARKET REVIEW

 

The trailing twelve-month period was characterized by several market-moving events. After trade tensions continued to ebb and flow in the final months of 2019, U.S. President Donald Trump signed a “phase one” trade deal with China on January 15, 2020, and markets priced in a likelihood of two more interest rate cuts in 2020. The tide turned abruptly in February and March 2020, as the outbreak of the COVID-19 pandemic and the expected economic damage resulting from a sudden slowdown in corporate spending, individual spending, consumer confidence, and thus recessionary and deflationary pressures, triggered a severe selloff. As the pandemic fueled fears of slowing global growth, oil prices fell precipitously, with the primary U.S. oil contract closing in negative territory for the first time in history, although it has since rebounded. During the month of March, the S&P 500® Index experienced

          

its fastest transition to a bear market since 1987 and the longest U.S. economic expansion in history ended at 128 months. The U.S. Federal Reserve (Fed) responded to the COVID-19 outbreak with a breadth of policy measures which lifted investors’ confidence in the markets. The Fed launched a $700 billion quantitative easing program, decreased reserve requirements to zero for thousands of banks, and cut the federal funds rate to the current target range of 0–0.25%. Next, the Fed announced additional stimulus programs, including open-ended asset purchases, purchases of corporate debt, and a commitment to a new small business lending program. Additionally, the central bank announced $2.3 trillion of credit support by expanding the Primary Market Corporate Credit Facility (PMCCF), the Secondary Market Corporate Credit Facility (SMCCF), and the Term Asset-Backed Securities Loan Facility (TALF). Most notably, the expanded measures included the purchase of select fallen angels.

 

Risk assets began to stage a recovery in April and May on the back of progress with respect to COVID-19 treatments and vaccines, commentary from several corporations that indicated stabilization, and massive monetary and fiscal policy globally. Positive market sentiment continued into the third quarter of 2020 as well. In addition to the factors listed above, tailwinds for the continued rally in risk assets included a rebound in earnings revisions and further progress in COVID-19 treatments, as evidenced by multiple drugs reaching Phase III trials. In September, however, market sentiment soured amid political volatility related to the U.S. Supreme Court vacancy, heightened COVID-19 concerns in Europe as global deaths topped one million, heightened uncertainty leading up to the U.S. election, and worries about stalled fiscal stimulus talks in Washington. Despite volatility in the fall, the markets rallied in the month of November with the Dow Jones Industrial Average having its best month since 1987. The rally was largely attributed to the conclusion of the U.S. election and positive vaccine news.

Specifically, Former U.S. Vice President Biden defeated President Trump in the presidential election, while the Republicans narrowed the Democratic majority in the House. Soon after, Pfizer/BioNTech, Moderna, and AstraZeneca each announced a COVID-19 vaccine with greater than 90% efficacy rate. In December, as expected, the Food and Drug Administration (FDA) granted emergency use authorization for the Pfizer/BioNTech and Moderna vaccines. Monetary and fiscal policy remained largely supportive, as the Fed maintained interest rates near zero in its December meeting and

 

 

 

 

 

15


  

      

  AMG Managers Special Equity Fund

  Portfolio Manager’s Comments (continued)

 

 

noted that it would continue its monthly pace of at least $120 billion of asset purchases until “substantial further progress has been made toward the Committee’s maximum employment and price stability goals.” Additionally, Congress passed a fifth COVID-19 relief package, worth roughly $900 billion, with approximately $325 billion in small business relief.

 

PORTFOLIO REVIEW

 

Security selection within the health care and information technology sectors were the two largest contributors to the Sleeve’s relative performance over the trailing twelve months. Within the health care sector, Natera, Inc., a medical diagnostics company focused on genetic testing services, was a major contributor. Natera executed well during the period and expanded its reach, as the company’s Signatera molecular residual disease test proved to be effective at detecting tumors. The Sleeve’s allocation to Immunomedics, Inc., a developer and manufacturer of biopharmaceutical products, also contributed to relative performance as Gilead Sciences, Inc. announced it would acquire the company for a large premium.

 

Within the information technology sector, the Sleeve’s holding of Appian Corp., a provider of business process management solutions , contributed to relative performance as the company reported robust revenues and gross margins. Appian benefited from cost reductions related to COVID-19 and has continued to aggressively reinvest capital back into the business.

 

Within the consumer discretionary sector, shares of Overstock.com, Inc., a provider of electronic payment and transaction processing solutions, detracted from relative performance. Despite reporting strong third quarter results, Overstock.com’s positive results were offset by investors’ concerns of continued rising COVID-19 cases, uncertainty around U.S. fiscal stimulus, and, to a lesser extent, shipping constraints due to the upcoming holiday season. The Sleeve’s position in Caesars Entertainment, Inc., which manages casinos and resorts, also detracted from relative performance as the COVID-19 pandemic’s negative impact on economic and business activity caused uncertainty around the pending merger of Caesars and Eldorado Resorts.

 

The Sleeve’s underweight position in Sunrun, Inc., a designer and developer of residential solar energy systems, detracted from relative performance as the company benefited from continued execution and optimism that Democratic political wins would foretell favorable regulatory and tax policies.

        

RANGER INVESTMENT MANAGEMENT, L.P.

 

For the fiscal year ended December 31, 2020, Ranger’s sleeve of the Fund returned 34.50%, performing in line with its benchmark, the Russell 2000® Growth Index, which returned 34.63% over the same period.

 

MARKET REVIEW

 

We entered 2020 poised to sign a détente trade agreement with China on January 15. The markets were anticipating an acceleration in economic activity, and a rotation into cyclical industries was in full motion. Literally the day following the signing of the trade agreement we began to hear news of the novel coronavirus, or COVID-19, shutting down a city in China called Wuhan. At first, concern and questions centered on supply chain disruptions of goods coming from China and to what degree these product flows from the manufacturing center of the world would interrupt global commerce. The quietude of a year seemingly poised to benefit from reduced trade tensions and an improving economy was upended. Early market gains reversed, and we entered the most volatile trading environment since 2008–2009. The magnitude of daily selloffs was eerily reminiscent of the markets during that prior financial crisis.

 

As days morphed into weeks, we learned more about viruses and epidemiology, particularly as it became clear that we weren’t dealing with the isolated spread of a virus in a large Chinese city that was unfamiliar to most of us. The virus was in Asia, Europe, the United States, and, in fact, was everywhere. Unfortunately, the initial magnitude of the health crisis was not well understood and the response by governments was neither uniform nor coordinated. The playbook from the Spanish influenza a century ago needed dusting off.

 

The necessary response to contain the virus spread was the complete seizure of economic activity globally. To say that the degree and magnitude of this health and economic crisis was unprecedented in our lifetimes is clearly a minimization of what occurred. There was no trivializing how the markets responded to the uncertainty of the tragic health crisis and devastating economic data that unfolded during the first and second quarters. Rapid spread of the virus and death rates at highly concerning levels, record levels of unemployment, and massive GDP contractions led to the largest and quickest quarterly market decline ever during the March quarter.

 

        

While there was little global coordination in reaction to the health crisis, the ensuing economic crisis was impressively and proactively handled by global central banks providing monetary stimulus in conjunction with governmental fiscal stimulus packages. These large proactive measures helped ameliorate the economic devastation by providing important liquidity to individuals and companies to bridge the uncertainty.

 

What followed these measures was a surprisingly strong recovery by the markets. With a seemingly endless backstop by the Fed, the extreme amount of liquidity unleashed a dramatic rebound by equities. At first, this market recovery was led by the largest public corporations and those well positioned to uniquely benefit from the dramatically changed environment. As the year progressed and economies gradually reopened, the most dire predictions proved wrong and many companies adapted more quickly to the new reality of life with COVID-19.

 

The ensuing rally in the second and third quarters was impressive; however, we ended 2020 with the small cap market just completing its highest single quarterly return ever! While fears persisted due to spikes of COVID-19 cases over the course of the summer and fall, investor optimism improved as economic progress continued to be much better than feared. The ongoing lack of financial guidance and the resulting low level of street expectations created a backdrop for better-than-expected financial results and continued positive sales and earnings revisions. Offsetting these positives is a small cap market trading at its highest valuation level ever and leadership concentrated in low quality companies.

 

PORTFOLIO COMMMENTARY

 

The Ranger Sleeve’s increase of 34.50% was in line with the Russell 2000® Growth Index gain of 34.63% this past year. The sleeve benefited from allocations across sectors, but this was offset by stock selection within sectors.

 

The sleeve’s overweight to the information technology sector, as well as its lack of exposure to the real estate sector, contributed positively to relative performance during the period. An underweight to the industrials sector also helped relative performance. A modest allocation to cash as well as a small overweight to the energy sector

 

 

 

16


  

      

  AMG Managers Special Equity Fund

  Portfolio Manager’s Comments (continued)

 

 

partially offset those gains. Stock selection was strongest within the consumer discretionary and industrials sectors, though this was more than offset by results within the information technology, consumer staples, and health care sectors. The top contributing stocks during the year were Chegg, Inc., Magnite, Inc., and Repligen Corporation, while the largest detractors were WNS Holdings, Ltd., Inter Parfums, Inc., and Select Energy Services, Inc.

 

LOOKING FORWARD

 

While the economic landscape was dramatically altered by the global pandemic, the actions of policy makers, politicians, and central bankers have engendered a durable recovery after a deep contraction created by the virus-driven shutdowns. Additionally, the market was buoyed by many companies’ impressive adaptation to the environment.

 

The economic outlook appears much better today, as ongoing fiscal and monetary support coupled with the rollout of vaccines should further improve companies’ financial results much faster than expected. The election results potentially add a level of uncertainty as investors grapple with major changes in economic and tax policy. Meanwhile, any pretense of fiscal discipline has been abandoned, and the U.S. seems to be tacitly embracing many of the tenets of modern monetary theory. The long-term repercussions of this embrace are unknowable.

 

While business activity remains impaired by the deepening path of the virus, and the unemployment rate remains at levels associated with severe recessionary conditions, investors are more keenly focused on the slope of economic recovery as 2021 progresses and the virus is contained by the vaccines. Given the above, companies continue to take an understandably cautious approach to forecasting, which interestingly has thus far served more as a catalyst than hindrance to stock performance. After investors initially gravitated toward large and mega cap stocks, the fourth quarter leadership rotated into smaller capitalization companies that should be more levered to the expected economic recovery and were more attractively valued.

 

However, small cap valuations are now at peak levels, and leadership by non-earning, low return companies is cause for caution, particularly in certain industries. While easy monetary policy provided significant liquidity, there were two more speculative trends in 2020 that bear watching. The

        

dramatic increase in retail trading volume and issuance of new IPOs likely had an influence on outsized moves in certain industries and individual stocks.

 

While we wouldn’t go so far as to say there is broad-based speculation, there are definitely individual companies where there is unbridled mania that is dissociated from a fundamental underpinning of support. As we always do, we come back to Ranger’s foundational investment philosophy and investment process. We firmly believe that our selectivity of quality companies in a rapidly changing economic environment positions the portfolio to differentiate itself as we progress through 2021. The mere fact that high return companies so meaningfully underperformed low quality, non-earning companies should ultimately serve as a tailwind to both relative and absolute performance. After a period of relative quiet in the market and the portfolio, Ranger suspects that the prospect of higher taxes and regulation and relative underperformance by high return companies could lead to increased merger and acquisition activity as we enter 2021.

 

SMITH ASSET MANAGEMENT GROUP, L.P.

 

For the fiscal year ended December 31, 2020, the Smith Group sleeve of the Fund returned 17.43%. During the same period, the Russell 2000® Growth Index posted a return of 34.63%.

 

A key aspect of the Smith Group investment process is that all portfolios embed an earnings growth premium—the difference between expected and realized earnings growth—that ultimately is reflected in stock prices. Over the past year, Fund holdings fell short of their expected growth rates from one year prior due to the economic shutdown brought on by the pandemic as Fund holdings delivered 6.7% earnings growth versus an expectation of 7.2%. Benchmark holdings fell -9.1% short of expectations for the same period.

 

The strategy seeks out stocks with key fundamental characteristics that are consistent with companies exceeding growth expectations. Those characteristics are grouped into models that help us in screening and ranking stocks. In contrast to the historic strong price discrimination pattern of the Smith Group models, returns to Smith Group’s models were generally negative for the period as poor returns to value and quality factors overwhelmed positive returns to growth factors.

 

        

Model returns were more favorable in October and December but were significantly inverted in November, in large part attributable to market reversals in response to the positive COVID vaccine news.

 

In terms of specific drivers of performance, stock selection was negative across a number of sectors, but most notably within the information technology, industrials, and real estate sectors. Stock selection within the consumer discretionary and materials sectors modestly offset some of that negative performance. An overweight to the health care sector and an underweight to the real estate sector contributed positively to relative performance. At the stock level, the largest contributors to performance were RH, Personalis, Inc., and Concept Therapeutics Inc., while the largest detractors were Newmark Group, Inc., and Cardtronics PLC.

 

Looking forward, there is no lack of very smart investors wringing their hands about market valuations these days. However, valuation has historically been a poor market timing tool. Alan Greenspan’s “irrational exuberance” speech was on December 5, 1996, but the return for the S&P 500 in 1997 was 33%. In total, the S&P 500 returned 115% after the Greenspan speech. Warren Buffett described the market as expensive and noted in his 1997 annual letter “we get relatively little in prospective earnings when we commit fresh money.” The market continued to surge for another two years.

 

We, too, fret about high valuations, but we also acknowledge that a risk-free rate at 0% creates all kinds of problems for traditional valuation metrics. It’s a challenge to argue the market is cheap on any basis, except relative to interest rates. But fortunes of companies this year have been widely disparate. Yes, there have been some phenomenal stock stories this year. But more than a fifth of the constituents in the S&P 500 are still more than 20% below their pre-pandemic high, and of those the median price-per-peak earnings is only 11 times. Some of those companies will take years to achieve their previous peak earnings. Some will snap back in a timely fashion. Some will not survive. But many of those that do survive will someday look reasonably priced at current levels. Our tendency is to lump index constituents into the same basket. But indexes are made of individual companies. Today some are early in a growth cycle and some are closer to peak earnings momentum.

 

 

 

17


  

      

  AMG Managers Special Equity Fund

  Portfolio Manager’s Comments (continued)

 

 

A reasonable base case would be for earnings to continue to improve, but with valuations already high, we would not expect much appreciation in overall stock prices. Last year, however, put an exclamation point on the difficulty in predicting market moving events and how dramatically those events can impact the direction of the market. This early in the economic cycle there is a wide range of outcomes, especially when dealing with a medical condition that has wide ranging impacts and no historic precedent that can be modelled. The virus could mutate into a form that is not protected by current vaccines, with significant economic         

implications. On the other hand, herd immunity could give consumers and companies the confidence to spend some of the cash hoard they have been accumulating.

 

There is no doubt there is considerable suffering in the world. Small businesses are closing and there are still many workers in stress from the employment picture. But from an economic standpoint those are idle resources that can be put to productive use with little cost to the overall economy. Inflation could raise its head sooner than the Fed expects, forcing their hand and causing a “taper tantrum” when the Fed takes the punchbowl away. We believe we are in

 

 

        

the early stages of an economic expansion and the risks are elevated. But that is generally the case early in an economic expansion, and those that are willing to ride through the volatility are ultimately rewarded.

 

This commentary reflects the viewpoints of the portfolio managers, Federated MDTA LLC., Lord, Abbett & Co. LLC, Ranger Investment Management, L.P., and Smith Asset Management Group, L.P., is not intended as a forecast or guarantee of future results, and is subject to change without notice.

 

 

 

18


  

      

  AMG Managers Special Equity Fund

  Portfolio Manager’s Comments (continued)

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG Managers Special Equity Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG Managers Special Equity Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Russell 2000® Growth Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

 

LOGO

The table below shows the average annual total returns for the AMG Managers Special Equity Fund and the Russell 2000® Growth Index for the same time periods ended December 31, 2020.

 

 Average Annual Total Returns1   

    One

Year

   

Five

Years

   

Ten

Years

 

 AMG Managers Special Equity Fund2, 3, 4, 5, 6, 7, 8

 

 Class N

     38.74     17.95     14.29%  

 Class I

     39.08     18.24     14.55%  

 Russell 2000® Growth  Index9

     34.63     16.36     13.48%  

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 December 31, 2020. 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 risks associated with investments in small-capitalization companies, such as erratic earnings patterns, competitive conditions, limited earnings history and a reliance on one or a limited number of products.

 

4  The Fund is subject to risks associated with investments in mid-capitalization companies such as greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies.

 

5  The Fund invests in growth stocks, which may be more sensitive to market movements because their prices tend to reflect future investor expectations rather than just current profits. Growth stocks may underperform value stocks during given periods.

 

6  Investments in international securities are subject to certain risks of overseas investing including currency fluctuations and changes in political and economic conditions, which could result in significant market fluctuations. These risks are magnified in emerging markets.

 

7  Companies that are in similar businesses 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  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.

 

9  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.

 

The Russell Indices are trademarks of the London Stock Exchange Group companies.

 

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

 

 

 

 

19


  

  AMG Managers Special Equity Fund

  Fund Snapshots (unaudited)

  December 31, 2020

 

PORTFOLIO BREAKDOWN

 

   Sector    % of
Net Assets
 

Health Care

   32.6
 

Information Technology

   28.1
 

Consumer Discretionary

   14.2
 

Industrials

   11.7
 

Financials

   4.3
 

Consumer Staples

   2.9
 

Materials

   1.9
 

Real Estate

   1.1
 

Communication Services

   1.0
 

Energy

   0.4
 

Utilities

   0.1
 

Short-Term Investments

   6.1
 

Other Assets Less Liabilities

   (4.4)

 

TOP TEN HOLDINGS

 

   Security Name    % of
Net Assets
 

Repligen Corp.

   1.9
 

Workiva, Inc.

   1.8
 

Magnite, Inc.

   1.7
 

Pegasystems, Inc.

   1.4
 

Medpace Holdings, Inc.

   1.4
 

WNS Holdings, Ltd., ADR (India)

   1.4
 

Evo Payments, Inc., Class A

   1.2
 

Mimecast, Ltd.

   1.2
 

NeoGenomics, Inc.

   1.1
 

Kratos Defense & Security Solutions, Inc.

   1.1
    

 

 

    Top Ten as a Group

   14.2
    

 

      
 

 

 

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 Managers Special Equity Fund

  Schedule of Portfolio Investments

  December 31, 2020

 

 

      Shares   Value  

Common Stocks - 98.3%

    

Communication Services - 1.0%

    

Cardlytics, Inc.*,1

     8,916             $1,272,937  

CarGurus, Inc.*

     9,258       293,756  

Cars.com, Inc.*

     12,221       138,097  

Clear Channel Outdoor Holdings, Inc.*

     37,881       62,504  

Meredith Corp.

     10,000       192,000  

TechTarget, Inc.*

     3,900       230,529  

Yelp, Inc.*

     12,562       410,401  

Total Communication Services

       2,600,224  

Consumer Discretionary - 14.2%

    

Asbury Automotive Group, Inc.*,1

     1,753       255,482  

Big Lots, Inc.

     2,500       107,325  

Bloomin’ Brands, Inc.

     2,004       38,918  

Boot Barn Holdings, Inc.*,1

     20,976       909,519  

Brinker International, Inc.

     28,616       1,618,807  

Camping World Holdings, Inc., Class A

     22,304       581,019  

Core-Mark Holding Co., Inc.

     2,773       81,443  

Crocs, Inc.*

     21,141       1,324,695  

Deckers Outdoor Corp.*

     5,969       1,711,790  

Fiverr International, Ltd. (Israel)*

     2,921       569,887  

Helen of Troy, Ltd.*,1

     3,724       827,436  

Hibbett Sports, Inc.*

     14,011       647,028  

Installed Building Products, Inc.*

     4,654       474,382  

Jack in the Box, Inc.

     8,312       771,354  

KB Home

     3,800       127,376  

La-Z-Boy, Inc.

     9,920       395,213  

LGI Homes, Inc.*,1

     8,359       884,800  

Magnite, Inc.*,1

     135,608           4,164,522  

Malibu Boats, Inc., Class A*

     11,893       742,599  

Marriott Vacations Worldwide Corp.

     2,121       291,044  

Meritage Homes Corp.*

     1,900       157,358  

Murphy USA, Inc.

     2,592       339,215  

National Vision Holdings, Inc.*,1

     25,570       1,158,065  

Papa John’s International, Inc.

     1,723       146,197  

Patrick Industries, Inc.

     1,800       123,030  

Penn National Gaming, Inc.*

     10,202       881,147  

Perdoceo Education Corp.*

     3,907       49,345  

Planet Fitness, Inc., Class A*

     6,596       512,048  

Rent-A-Center, Inc.*

     23,948       916,969  

RH*,1

     3,291       1,472,788  

Shake Shack, Inc., Class A*

     2,648       224,497  

Shutterstock, Inc.

     7,587       543,988  
      Shares   Value  

Skyline Champion Corp.*

     74,031         $2,290,519  

Sleep Number Corp.*

     3,993       326,867  

Sonos, Inc.*

     21,853       511,142  

Sportsman’s Warehouse Holdings, Inc.*

     29,800       522,990  

Stamps.com, Inc.*

     4,037       792,019  

Stitch Fix, Inc., Class A*,1

     12,038       706,871  

Texas Roadhouse, Inc.*

     25,289       1,976,588  

TopBuild Corp.*

     12,218       2,249,089  

Visteon Corp.*

     2,814       353,213  

Wingstop, Inc.

     5,944       787,877  

WW International, Inc.*

     8,104       197,738  

YETI Holdings, Inc.*

     23,965       1,640,884  

Total Consumer Discretionary

       35,405,083  

Consumer Staples - 2.9%

    

B&G Foods, Inc.1

     9,827       272,503  

BJ’s Wholesale Club Holdings, Inc.*

     23,817       887,898  

The Boston Beer Co., Inc., Class A*

     665       661,203  

Central Garden & Pet Co.*,1

     11,300       436,293  

elf Beauty, Inc.*

     74,614       1,879,526  

Freshpet, Inc.*

     4,620       655,994  

Grocery Outlet Holding Corp.*

     58,691       2,303,622  

John B Sanfilippo & Son, Inc.

     426       33,594  

Vector Group, Ltd.

     9,241       107,657  

Total Consumer Staples

       7,238,290  

Energy - 0.4%

    

Cactus, Inc., Class A

     8,000       208,560  

Magnolia Oil & Gas Corp., Class A*,1

     25,946       183,179  

ProPetro Holding Corp.*

     20,921       154,606  

Select Energy Services, Inc., Class A*

     86,405       354,260  

Total Energy

       900,605  

Financials - 4.3%

    

Artisan Partners Asset Management, Inc., Class A

     20,957       1,054,975  

Banc of California, Inc.

     98,019       1,441,860  

Brightsphere Investment Group, Inc.

     10,822       208,648  

BRP Group, Inc.*

     3,462       103,756  

Cowen, Inc., Class A

     3,256       84,623  

Federated Investors, Inc.

     17,800       514,242  

Goosehead Insurance, Inc., Class A1

     7,490       934,452  

Green Dot Corp., Class A*

     4,470       249,426  

Heritage Insurance Holdings, Inc.

     11,923       120,780  

Home BancShares, Inc.

     96,015       1,870,372  

Houlihan Lokey, Inc.

     1,299       87,332  

Kinsale Capital Group, Inc.*

     1,588       317,807  
 

 

 

 

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

21


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

      Shares   Value  

Financials - 4.3% (continued)

    

Lemonade, Inc.*,1

     2,666             $326,585  

LendingTree, Inc.*,1

     3,390       928,148  

PJT Partners, Inc., Class A

     8,648       650,762  

PROG Holdings, Inc.

     1,100       59,257  

Selective Insurance Group, Inc.

     3,935       263,566  

Trupanion, Inc. *

     5,876       703,416  

Walker & Dunlop, Inc.

     4,400       404,888  

Western Alliance Bancorp.

     5,107       306,165  

Total Financials

       10,631,060  

Health Care - 32.6%

    

Acceleron Pharma, Inc.*,1

     5,136       657,100  

AdaptHealth Corp.*

     3,405       127,892  

Adaptive Biotechnologies Corp.*

     8,421       497,934  

Addus HomeCare Corp.*

     2,600       304,434  

Adeptus Health, Inc.*,2,3

     24,574       0  

Akero Therapeutics, Inc.*

     1,608       41,486  

Allakos, Inc.*,1

     1,848       258,720  

Allogene Therapeutics, Inc.*,1

     1,900       47,956  

Amedisys, Inc.*

     1,840       539,727  

Amicus Therapeutics, Inc.*

     26,052       601,541  

Amneal Pharmaceuticals, Inc.*,1

     101,904       465,701  

AnaptysBio, Inc.*

     8,994       193,371  

ANI Pharmaceuticals, Inc.*

     8,770       254,681  

Apellis Pharmaceuticals, Inc.*

     7,078       404,862  

Arena Pharmaceuticals, Inc.*

     7,257       557,555  

Arrowhead Pharmaceuticals, Inc.*,1

     5,428       416,490  

Axonics Modulation Technologies, Inc.*,1

     14,930       745,306  

Beam Therapeutics, Inc.*,1

     3,820       311,865  

Berkeley Lights, Inc.*,1

     4,815       430,509  

BioDelivery Sciences International, Inc.*

     61,113       256,675  

Biohaven Pharmaceutical Holding Co., Ltd.*

     6,392       547,858  

BioLife Solutions, Inc.*

     36,510       1,456,384  

BioTelemetry, Inc.*

     26,775       1,929,942  

Blueprint Medicines Corp.*

     13,773       1,544,642  

Bridgebio Pharma, Inc.*,1

     16,276       1,157,386  

CareDx, Inc.*

     18,006       1,304,535  

Castle Biosciences, Inc.*

     5,011       336,489  

Certara, Inc.*

     2,626       88,549  

Chemed Corp.

     865       460,708  

ChemoCentryx, Inc.*

     9,568       592,451  

Collegium Pharmaceutical, Inc.*,1

     3,784       75,794  

CONMED Corp.

     16,320       1,827,840  
      Shares   Value  

Constellation Pharmaceuticals, Inc.*

     17,759             $511,459  

Corcept Therapeutics, Inc.*

     31,700       829,272  

CRISPR Therapeutics AG (Switzerland)*

     3,809       583,196  

Cross Country Healthcare, Inc.*

     55,600       493,172  

Deciphera Pharmaceuticals, Inc.*

     4,484       255,902  

Denali Therapeutics, Inc.*,1

     7,155       599,303  

Editas Medicine, Inc.*

     664       46,553  

Emergent BioSolutions, Inc.*

     4,504       403,558  

Enanta Pharmaceuticals, Inc.*

     2,288       96,325  

Encompass Health Corp.

     4,100       339,029  

The Ensign Group, Inc.

     4,106       299,410  

Fate Therapeutics, Inc.*,1

     7,240       658,333  

FibroGen, Inc.*,1

     4,688       173,878  

G1 Therapeutics, Inc.*

     3,019       54,312  

GenMark Diagnostics, Inc.*

     6,600       96,360  

Globus Medical, Inc., Class A*

     3,549       231,466  

Guardant Health, Inc.*

     3,120       402,106  

Halozyme Therapeutics, Inc.*,1

     12,423       530,586  

HealthStream, Inc.*

     7,700       168,168  

Heron Therapeutics, Inc.*,1

     3,600       76,194  

Heska Corp.*

     13,938       2,030,070  

HMS Holdings Corp.*

     13,300       488,775  

Immunovant, Inc.*

     6,890       318,249  

Inari Medical, Inc.*,1

     7,058       616,093  

Inogen, Inc.*

     2,261       101,021  

Inovalon Holdings, Inc., Class A*

     13,723       249,347  

Inovio Pharmaceuticals, Inc.*,1

     5,200       46,020  

Insmed, Inc.*,1

     25,805       859,048  

Inspire Medical Systems, Inc.*

     9,452       1,777,827  

Intellia Therapeutics, Inc.*

     6,270       341,088  

Intercept Pharmaceuticals, Inc.*,1

     1,000       24,700  

Invitae Corp.*,1

     14,672       613,436  

Iovance Biotherapeutics, Inc.*,1

     12,939       600,370  

iRhythm Technologies, Inc.*,1

     2,239       531,113  

Ironwood Pharmaceuticals, Inc.*

     25,713       292,871  

Karuna Therapeutics, Inc.*,1

     3,406       346,016  

Keros Therapeutics, Inc.*,1

     1,124       79,287  

Kodiak Sciences, Inc.*,1

     3,016       443,081  

Kura Oncology, Inc.*

     9,556       312,099  

LeMaitre Vascular, Inc.1

     30,343       1,228,891  

LHC Group, Inc.*

     10,219       2,179,917  

Ligand Pharmaceuticals, Inc.*,1

     1,563       155,440  

Luminex Corp.

     6,000       138,720  
 

 

 

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

22


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

      Shares   Value  

Health Care - 32.6% (continued)

    

Medpace Holdings, Inc.*

     25,393             $3,534,706  

Mesa Laboratories, Inc. 1

     7,844       2,248,404  

Mirati Therapeutics, Inc.*

     7,101       1,559,664  

Myovant Sciences, Ltd. (United Kingdom)*,1

     16,374       452,250  

Natera, Inc.*

     17,909       1,782,304  

Neogen Corp.*

     32,421       2,570,985  

NeoGenomics, Inc.*

     52,168       2,808,725  

Nevro Corp.*

     4,845       838,669  

NextCure, Inc.*

     3,007       32,776  

Ocular Therapeutix, Inc.*

     9,795       202,756  

Omnicell, Inc.*

     4,085       490,282  

Osmotica Pharmaceuticals PLC*,1

     50,300       207,236  

Pacific Biosciences of California, Inc.*

     36,581       948,911  

Pacira BioSciences, Inc.*

     7,736       462,922  

PDL BioPharma, Inc.*,3

     30,996       68,811  

Personalis, Inc.*,1

     24,102       882,374  

Phreesia, Inc.*

     6,755       366,526  

PRA Health Sciences, Inc.*

     9,158       1,148,780  

Protagonist Therapeutics, Inc.*

     1,614       32,538  

The Providence Service Corp.*

     4,200       582,246  

PTC Therapeutics, Inc.*

     4,988       304,418  

Puma Biotechnology, Inc.*

     10,815       110,962  

R1 RCM, Inc.*

     8,859       212,793  

REGENXBIO, Inc.*

     1,100       49,896  

Repligen Corp.*

     24,893       4,770,246  

Replimune Group, Inc.*

     1,248       47,611  

Rocket Pharmaceuticals, Inc.*,1

     13,825       758,163  

Schrodinger, Inc.*

     4,524       358,210  

Select Medical Holdings Corp.*

     22,839       631,727  

Seres Therapeutics, Inc.*,1

     15,915       389,917  

Shockwave Medical, Inc.*

     13,549       1,405,302  

SI-BONE, Inc.*

     10,490       313,651  

Silk Road Medical, Inc.*

     5,366       337,951  

Simulations Plus, Inc.1

     30,706       2,208,376  

SpringWorks Therapeutics, Inc.*

     2,570       186,376  

Supernus Pharmaceuticals, Inc.*

     19,731       496,432  

Surgery Partners, Inc.*

     5,837       169,331  

Sutro Biopharma, Inc.*

     3,106       67,431  

Syneos Health, Inc.*

     8,347       568,681  

Tabula Rasa HealthCare, Inc.*,1

     20,581       881,690  

Tandem Diabetes Care, Inc.*

     1,733       165,813  

TG Therapeutics Inc.*,1

     24,918       1,296,234  
      Shares    Value  

Tivity Health, Inc.*

     20,800        $407,472  

Translate Bio, Inc.*,1

     3,509        64,671  

Travere Therapeutics, Inc.*

     9,474        258,214  

Turning Point Therapeutics, Inc.*,1

     9,504        1,158,062  

Twist Bioscience Corp.*

     7,007        990,019  

Ultragenyx Pharmaceutical, Inc.*,1

     5,076        702,671  

US Physical Therapy, Inc.

     2,178        261,904  

Vanda Pharmaceuticals, Inc.*

     11,133        146,288  

Veracyte, Inc.*

     1,898        92,888  

Vocera Communications, Inc.*,1

     13,335        553,803  

Voyager Therapeutics, Inc.*

     9,799        70,063  

Xencor, Inc.*,1

     10,450        455,933  

Y-mAbs Therapeutics, Inc.*

     1,451        71,839  

Total Health Care

        81,245,347  

Industrials - 11.7%

     

Advanced Drainage Systems, Inc.

     7,579        633,453  

Aerojet Rocketdyne Holdings, Inc.*

     1,926        101,789  

AeroVironment, Inc.*

     3,035        263,742  

Albany International Corp., Class A

     1,275        93,611  

Altra Industrial Motion Corp.

     7,418        411,180  

American Woodmark Corp.*

     3,900        366,015  

Apogee Enterprises, Inc.

     15,842        501,875  

ASGN, Inc.*

     5,000        417,650  

Atkore International Group, Inc.*

     13,312        547,256  

Atlas Air Worldwide Holdings, Inc.*

     8,670        472,862  

Axon Enterprise, Inc.*

     7,460        914,074  

The AZEK Co., Inc.*

     11,733        451,134  

Builders FirstSource, Inc.*

     5,878        239,881  

Chart Industries, Inc.*

     11,906        1,402,408  

Cimpress PLC (Ireland)*

     1,488        130,557  

Comfort Systems USA, Inc.

     8,000        421,280  

CSW Industrials, Inc.

     1,754        196,290  

EMCOR Group, Inc.

     5,800        530,468  

Evoqua Water Technologies Corp.*

     32,286        871,076  

Exponent, Inc.

     3,406        306,642  

Foundation Building Materials, Inc.*

     4,400        84,524  

Franklin Electric Co., Inc.

     4,200        290,682  

FuelCell Energy, Inc.*,1

     5,412        60,452  

Generac Holdings, Inc.*

     3,366        765,462  

GMS, Inc.*

     22,450        684,276  

Great Lakes Dredge & Dock Corp.*

     4,637        61,069  

Helios Technologies, Inc.

     6,233        332,157  

Kforce, Inc.

     3,400        143,106  
 

 

 

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

23


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

      Shares   Value  

Industrials - 11.7% (continued)

    

Kratos Defense & Security Solutions, Inc.*

     100,848             $2,766,261  

Marten Transport, Ltd.

     90,088       1,552,216  

MasTec, Inc.*,1

     6,080       414,534  

Mercury Systems, Inc.*

     23,184       2,041,583  

MYR Group, Inc.*

     6,684       401,708  

PGT Innovations, Inc.*

     2,934       59,678  

Plug Power, Inc.*,1

     14,440       489,660  

Rexnord Corp.

     5,976       235,992  

Saia, Inc.*

     12,203       2,206,302  

The Shyft Group, Inc.

     1,701       48,274  

SiteOne Landscape Supply, Inc.*,1

     14,229       2,257,146  

SPX Corp.*

     2,490       135,805  

Sunrun, Inc.*

     9,863       684,295  

Terex Corp.

     3,686       128,605  

Tetra Tech, Inc.

     4,800       555,744  

Thermon Group Holdings, Inc.*

     5,613       87,731  

TPI Composites, Inc.*

     7,338       387,300  

Trex Co., Inc.*,1

     5,224       437,353  

TriNet Group, Inc.*

     9,967       803,340  

UFP Industries, Inc.

     8,800       488,840  

Upwork, Inc.*

     15,672       540,997  

Watts Water Technologies, Inc., Class A

     1,698       206,647  

XPO Logistics, Inc.*

     3,979       474,297  

Total Industrials

       29,099,279  

Information Technology - 28.1%

    

Advanced Energy Industries, Inc.*

     1,293       125,382  

Appfolio, Inc., Class A*

     8,753       1,575,890  

Appian Corp.*,1

     8,789       1,424,609  

Avalara, Inc.*

     2,797       461,197  

Avaya Holdings Corp.*

     12,848       246,039  

Axcelis Technologies, Inc.*

     8,239       239,920  

Blackbaud, Inc.

     5,262       302,881  

Blackline, Inc.*

     8,659       1,154,937  

Box, Inc., Class A*

     105,944       1,912,289  

Brooks Automation, Inc.

     4,522       306,818  

Calix, Inc.*

     21,530       640,733  

Cambium Networks Corp.*

     10,000       250,800  

Cerence, Inc.*

     19,299       1,939,164  

CEVA, Inc.*

     12,209       555,510  

CMC Materials, Inc.

     5,548       839,412  

Commvault Systems, Inc.*

     16,379       906,905  

Datto Holding Corp.*

     7,055       190,485  
      Shares   Value  

Digital Turbine, Inc.*

     15,232         $861,522  

Diodes, Inc.*

     13,607       959,293  

Domo, Inc., Class B*

     10,167       648,350  

Endava PLC, ADR (United Kingdom)*

     32,042           2,459,223  

Enphase Energy, Inc.*

     2,928       513,776  

Envestnet, Inc.*

     3,077       253,206  

Everbridge, Inc.*,1

     3,622       539,932  

EVERTEC, Inc. (Puerto Rico)

     28,797       1,132,298  

Evo Payments, Inc., Class A*

     111,965       3,024,175  

ExlService Holdings, Inc.*

     5,360       456,297  

Five9, Inc.*

     6,314       1,101,162  

FormFactor, Inc.*

     15,325       659,282  

Globant SA (Argentina)*

     3,649       794,059  

Inphi Corp.*

     4,790       768,651  

Intelligent Systems Corp.*,1

     5,562       223,092  

InterDigital, Inc.

     6,900       418,692  

J2 Global, Inc.*

     4,585       447,909  

Jamf Holding Corp.*

     11,247       336,510  

Lightspeed POS, Inc. (Canada)*

     4,935       347,375  

Littelfuse, Inc.

     1,823       464,245  

LiveRamp Holdings, Inc.*

     4,989       365,145  

Lumentum Holdings, Inc.*

     6,249       592,405  

MACOM Technology Solutions Holdings, Inc.*

     11,323       623,218  

ManTech International Corp., Class A

     3,000       266,820  

MAXIMUS, Inc.

     25,785       1,887,204  

MaxLinear, Inc.*

     8,459       323,049  

Mimecast, Ltd.*

     51,512       2,927,942  

MKS Instruments, Inc.

     6,434       967,995  

Monolithic Power Systems, Inc.

     1,662       608,674  

NeoPhotonics Corp.*

     56,900       517,221  

NIC, Inc.

     4,200       108,486  

OSI Systems, Inc.*

     6,052       564,167  

Paylocity Holding Corp.*

     4,481       922,683  

Pegasystems, Inc.

     26,974       3,594,555  

Perspecta, Inc.

     18,000       433,440  

Plantronics, Inc.

     9,769       264,056  

Plexus Corp.*

     5,500       430,155  

Progress Software Corp.

     9,500       429,305  

Q2 Holdings, Inc.*,1

     5,911       747,919  

Qualys, Inc.*

     18,818       2,293,350  

Rapid7, Inc.*,1

     10,588       954,614  

Repay Holdings Corp.*

     64,997       1,771,168  

Sailpoint Technologies Holdings, Inc.*,1

     15,563       828,574  
 

 

 

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

24


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

     

    

Shares

  Value  

Information Technology - 28.1%

    

    (continued)

    

Sanmina Corp.*

     4,200         $133,938  

Sapiens International Corp. NV (Israel)

     10,700       327,527  

Semtech Corp.*

     16,485       1,188,404  

Shift4 Payments, Inc.*

     16,435       1,239,199  

Silicon Laboratories, Inc.*

     6,832       869,987  

SiTime Corp.*

     2,769       309,934  

Skillz, Inc.*

     21,221       424,420  

Sprout Social, Inc., Class A*

     12,454       565,536  

SPS Commerce, Inc.*

     13,834       1,502,234  

SunPower Corp.*,1

     4,273       109,560  

SVMK, Inc.*

     29,390       750,914  

Sykes Enterprises, Inc.*

     8,400       316,428  

Tenable Holdings, Inc.*

     7,979       416,983  

Triterras, Inc., Class A (Singapore)*,1

     86,604       955,242  

TTEC Holdings, Inc.

     6,520       475,504  

Varonis Systems, Inc.*

     4,448       727,737  

WNS Holdings, Ltd., ADR (India)*

     48,590       3,500,909  

Workiva, Inc.*

     48,079       4,404,998  

Total Information Technology

       70,123,619  

Materials - 1.9%

    

Balchem Corp.

     3,557       409,838  

Boise Cascade Co.

     15,955       762,649  

Compass Minerals International, Inc.

     3,408       210,342  

HB Fuller Co.

     4,835       250,840  

Koppers Holdings, Inc.*

     8,274       257,818  

Louisiana-Pacific Corp.

     5,400       200,718  

Quaker Chemical Corp.*,1

     7,960       2,016,984  

Trinseo, S.A.

     1,621       83,011  

Worthington Industries, Inc.

     10,700       549,338  

Total Materials

       4,741,538  

Real Estate - 1.1%

    

eXp World Holdings, Inc.*

     5,164       325,952  

LTC Properties, Inc., REIT

     7,067       274,977  

Redfin Corp.*

     20,973       1,439,377  

The RMR Group, Inc., Class A

     15,499       598,571  

Uniti Group, Inc., REIT

     17,930       210,319  

Total Real Estate

       2,849,196  

Utilities - 0.1%

    

Chesapeake Utilities Corp.1

     2,155       233,193  

Total Common Stocks

(Cost $163,465,317)

       245,067,434  
      Principal
Amount
  Value  

Short-Term Investments - 6.1%

    

Joint Repurchase Agreements - 4.1%4

 

 

Cantor Fitzgerald Securities, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received $2,172,490 (collateralized by various U.S. Government Agency Obligations, 0.000% -9.500%, 01/25/21 - 10/15/62, totaling $2,215,922)

     $2,172,473         $2,172,473  

Citadel Securities LLC, dated 12/31/20, due 01/04/21, 0.130% total to be received $2,441,309 (collateralized by various U.S. Treasuries, 0.000% - 7.875%, 01/31/21 -05/15/49, totaling $2,490,137)

     2,441,274       2,441,274  

Citigroup Global Markets, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received $2,224,323 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 4.000%, 09/15/21 -01/01/51, totaling $2,268,792)

     2,224,306       2,224,306  

JVB Financial Group LLC, dated 12/31/20, due 01/04/21, 0.130% total to be received $1,071,998 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.125% - 7.000%, 07/01/22 - 12/01/50, totaling $1,093,423)

     1,071,983       1,071,983  

RBC Dominion Securities, Inc., dated 12/31/20, due 01/04/21, 0.080% total to be received $2,463,814 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.000%, 01/05/21 -12/20/50, totaling $2,513,068)

     2,463,792       2,463,792  

Total Joint Repurchase Agreements

 

    10,373,828  
     Shares      

Other Investment Companies - 2.0%

 

 

Dreyfus Government Cash Management Fund, Institutional Shares, 0.03%5

     4,424,539       4,424,539  

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares, 0.03%5

     241,738       241,738  

JPMorgan U.S. Government Money Market Fund, IM Shares, 0.03%5

     249,063       249,063  

Total Other Investment Companies

       4,915,340  

Total Short-Term Investments
(Cost $15,289,168)

       15,289,168  

Total Investments - 104.4%
(Cost $178,754,485)

       260,356,602  

Other Assets, less Liabilities - (4.4)%

       (10,970,069

Net Assets - 100.0%

       $249,386,533  
 

 

 

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

25


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

*

Non-income producing security.

 

1 

Some of these securities, amounting to $33,497,548 or 13.4% 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.

 

2 

Escrow shares

 

3 

Security’s value was determined by using significant unobservable inputs.

 

4 

Cash collateral received for securities lending activity was invested in these joint repurchase agreements.

5 

Yield shown represents the December 31, 2020, 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 following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

     Level 1      Level 2      Level 3      Total  

 

  Investments in Securities

 

           

Common Stocks

           

Health Care

     $81,176,536             $ 68,811        $81,245,347  

Information Technology

     70,123,619                      70,123,619  

Consumer Discretionary

     35,405,083                      35,405,083  

Industrials

     29,099,279                      29,099,279  

Financials

     10,631,060                      10,631,060  

Consumer Staples

     7,238,290                      7,238,290  

Materials

     4,741,538                      4,741,538  

Real Estate

     2,849,196                      2,849,196  

Communication Services

     2,600,224                      2,600,224  

Energy

     900,605                      900,605  

Utilities

     233,193                      233,193  

Short-Term Investments

           

Joint Repurchase Agreements

          $ 10,373,828               10,373,828  

Other Investment Companies

     4,915,340                      4,915,340  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Investments in Securities

   $ 249,913,963      $ 10,373,828      $ 68,811      $ 260,356,602  
  

 

 

    

 

 

    

 

 

    

 

 

 

The following table below is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value at December 31, 2020:

 

     Common
Stocks
 

  Balance as of December 31, 2019

      

  Accrued discounts (premiums)

      

  Realized gain (loss)

      

  Change in unrealized appreciation/depreciation

     $(7,749

  Purchases

      

  Sales

      

  Transfers in to Level 3

     76,560  

  Transfers out of Level 3

      

  Balance as of December 31, 2020

     $68,811  

    

  

  Net change in unrealized appreciation/depreciation on investments still held at December 31, 2020

     $(7,749

A common stock valued at $76,560 was transferred from Level 2 to Level 3 during the period ended December 31, 2020. For the period January 1, 2020 to December 30, 2020, this security was valued using the last quoted sale price on the primary exchange in accordance with the Fund’s security valuation policy. On December 31, 2020, this security was delisted and valued based on unobservable inputs.

 

 

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

26


  

      

  AMG Managers Special Equity Fund

  Schedule of Portfolio Investments (continued)

 

 

The following table summarizes the quantitative inputs and assumptions used for investments categorized in Level 3 of the fair value hierarchy as of December 31, 2020. The table below is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to the Fund’s fair value measurements:

 

Quantitative Information about Level 3 Fair Value Measurements
     Fair Value as of
December 31, 2020

 

   Valuation
Technique(s)

 

   Unobservable
Inputs(s)

 

   Range

 

  Median

 

   Impact to Valuation from
an Increase in Input(a)

 

Common Stock

   $68,811    Market Approach-Last Trade Price    Discount Rate    10%   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 accompanying notes are an integral part of these financial statements.

27


  

        

Statement of Assets and Liabilities

December 31, 2020

 

 

     AMG Managers
Loomis

Sayles
Bond Fund
  AMG Managers
Special

Equity Fund

Assets:

    

Investments at value1 (including securities on loan valued at $71,118,320, and $33,497,548, respectively)

     $1,107,283,638        $260,356,602   

Cash

     1,050        

Receivable for investments sold

     21,472       550,479  

Dividend and interest receivables

     9,602,281       36,320  

Securities lending income receivable

     5,149       11,492  

Receivable for Fund shares sold

     472,299       45,852  

Receivable from affiliate

           9,474  

Prepaid expenses and other assets

     27,024       11,522  

Total assets

     1,117,412,913       261,021,741  

Liabilities:

    

Payable upon return of securities loaned

     14,414,099       10,373,828  

Payable for investments purchased

     117,195       729,265  

Payable for Fund shares repurchased

     339,806       199,771  

Accrued expenses:

    

Investment advisory and management fees

     255,987       185,473  

Administrative fees

     139,811       30,912  

Shareholder service fees

     135,834       42,331  

Other

     188,502       73,628  

Total liabilities

     15,591,234       11,635,208  
    

Net Assets

     $1,101,821,679       $249,386,533  

1 Investments at cost

     $989,514,306       $178,754,485  

 

 

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

28


  

    

Statement of Assets and Liabilities (continued)

 

 

     AMG Managers
Loomis

Sayles
Bond Fund
  AMG Managers
Special

Equity Fund

Net Assets Represent:

    

Paid-in capital

     $987,891,087        $164,911,883   

Total distributable earnings

     113,930,592       84,474,650  

Net Assets

   $ 1,101,821,679       $249,386,533  

Class N:

    

Net Assets

     $555,123,557       $204,793,974  

Shares outstanding

     19,738,027       1,387,696  

Net asset value, offering and redemption price per share

     $28.12       $147.58  

Class I:

    

Net Assets

     $546,698,122       $44,592,559  

Shares outstanding

     19,435,847       288,048  

Net asset value, offering and redemption price per share

     $28.13       $154.81  

 

 

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

29


  

      

  Statement of Operations

  For the fiscal year ended December 31, 2020

 

 

     AMG Managers
Loomis

Sayles
Bond Fund
    AMG Managers
Special

Equity Fund
 

Investment Income:

    

Dividend income

     $1,833,271        $847,129   

Interest income

     43,863,207        

Securities lending income

     124,587       86,761  

Foreign withholding tax

     (1,763     (970

Total investment income

     45,819,302       932,920  

Expenses:

    

Investment advisory and management fees

     2,961,644       1,791,619  

Administrative fees

     1,708,641       298,603  

Shareholder servicing fees - Class N

     1,426,326       412,143  

Shareholder servicing fees - Class I

     246,221        

Reports to shareholders

     124,311       20,687  

Professional fees

     113,557       40,975  

Trustee fees and expenses

     103,080       17,561  

Custodian fees

     100,234       96,191  

Registration fees

     75,571       36,216  

Transfer agent fees

     64,514       23,547  

Miscellaneous

     40,253       7,741  

Total expenses before offsets

     6,964,352       2,745,283  

Expense reimbursements

     (51,532     (120,416

Expense reductions

           (3,874

Net expenses

     6,912,820       2,620,993  
    

Net investment income (loss)

     38,906,482       (1,688,073

Net Realized and Unrealized Gain:

    

Net realized gain (loss) on investments

     (1,676,881     17,151,747  

Net realized gain on foreign currency transactions

     113,864        

Net change in unrealized appreciation/depreciation on investments

     36,441,987       54,091,097  

Net change in unrealized appreciation/depreciation on foreign currency translations

     4,583        

Net realized and unrealized gain

     34,883,553       71,242,844  
    

Net increase in net assets resulting from operations

     $73,790,035       $69,554,771  

 

 

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

30


  

      

  Statements of Changes in Net Assets

  For the fiscal years ended December 31,

 

 

    AMG Managers Loomis
Sayles Bond Fund
    AMG Managers
Special Equity Fund
 
    2020     2019     2020     2019  

Increase in Net Assets Resulting From Operations:

       

Net investment income (loss)

    $38,906,482       $49,128,595       $(1,688,073     $(1,554,626

Net realized gain (loss) on investments

    (1,563,017     11,340,481       17,151,747       12,387,467  

Net change in unrealized appreciation/depreciation on investments

    36,446,570       88,163,713       54,091,097       37,417,823  

Net increase in net assets resulting from operations

    73,790,035       148,632,789       69,554,771       48,250,664  

Distributions to Shareholders:

       

Class N

    (19,831,473     (28,980,193     (8,646,696     (40,634,625

Class I

    (20,896,667     (27,807,755     (1,785,052     (8,707,900

Total distributions to shareholders

    (40,728,140     (56,787,948     (10,431,748     (49,342,525

Capital Share Transactions:1

       

Net increase (decrease) from capital share transactions

    (154,973,478     (678,399,950     (19,630,632     8,988,862  
       

Total increase (decrease) in net assets

    (121,911,583     (586,555,109     39,492,391       7,897,001  

Net Assets:

       

Beginning of year

    1,223,733,262       1,810,288,371       209,894,142       201,997,141  

End of year

    $1,101,821,679       $1,223,733,262       $249,386,533       $209,894,142  

 

1

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

 

 

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

31


  

   AMG Managers Loomis Sayles Bond Fund

  Financial Highlights

  For a share outstanding throughout each fiscal year

 

 

     For the fiscal years ended December 31,  

Class N

       2020          2019             2018           20171           20162  

Net Asset Value, Beginning of Year

     $27.14       $25.49       $26.97       $26.24       $26.19  

Income (loss) from Investment Operations:

          

Net investment income3,4

     0.90       0.94       0.84       0.91       0.95  

Net realized and unrealized gain (loss) on investments

     1.03       1.85       (1.33     0.85       0.40  

Total income (loss) from investment operations

     1.93       2.79       (0.49     1.76       1.35  

Less Distributions to Shareholders from:

          

Net investment income

     (0.88     (0.98     (0.80     (0.87     (0.96

Net realized gain on investments

     (0.07     (0.16     (0.19     (0.16     (0.34

Total distributions to shareholders

     (0.95     (1.14     (0.99     (1.03     (1.30

Net Asset Value, End of Year

     $28.12       $27.14       $25.49       $26.97       $26.24  

Total Return4

     7.34 %5       11.10 %5       (1.82 )%5       6.77 %5       5.19

Ratio of net expenses to average net assets

     0.71     0.72 %6       0.98     0.99     1.00

Ratio of gross expenses to average net assets7

     0.72     0.73 %6       0.98 %8       0.99 %8       1.02

Ratio of net investment income to average net assets4

     3.31     3.53     3.19     3.38     3.52

Portfolio turnover

     25     20     9     4     27

Net assets end of year (000’s) omitted

     $555,124       $618,381       $715,468       $971,359       $1,234,229  
   

 

 

32


  

  AMG Managers Loomis Sayles Bond Fund

  Financial Highlights

  For a share outstanding throughout each fiscal year

 

 

     For the fiscal years ended December 31,  

Class I

           2020             2019             2018         2017         20162  

Net Asset Value, Beginning of Year

     $27.14       $25.49       $26.97       $26.24       $26.19  

Income (loss) from Investment Operations:

          

Net investment income3,4

     0.95       0.99       0.86       0.94       0.97  

Net realized and unrealized gain (loss) on investments

     1.05       1.85       (1.32     0.85       0.40  

Total income (loss) from investment operations

     2.00       2.84       (0.46     1.79       1.37  

Less Distributions to Shareholders from:

          

Net investment income

     (0.94     (1.03     (0.83     (0.90     (0.98

Net realized gain on investments

     (0.07     (0.16     (0.19     (0.16     (0.34

Total distributions to shareholders

     (1.01     (1.19     (1.02     (1.06     (1.32

Net Asset Value, End of Year

     $28.13       $27.14       $25.49       $26.97       $26.24  

Total Return4,5

     7.57     11.32     (1.72 )%      6.87     5.29

Ratio of net expenses to average net assets

     0.50     0.52 %6       0.88     0.89     0.90

Ratio of gross expenses to average net assets7

     0.51     0.53 %6       0.88 %8       0.89 %8       0.93

Ratio of net investment income to average net assets4

     3.52     3.73     3.29     3.48     3.61

Portfolio turnover

     25     20     9     4     27

Net assets end of year (000’s) omitted

     $546,698       $605,353       $1,094,820       $1,027,477       $771,782  
   

 

1 

Effective February 27, 2017, Class S shares were renamed Class N shares.

2 

Effective October 1, 2016, the Service Class and Institutional Class were renamed Class S and Class I, respectively.

3 

Per share numbers have been calculated using average shares.

4 

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

5 

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

6 

Includes 0.01% of extraordinary expense related to legal expense in support of an investment held in the portfolio.

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 

Ratio includes recapture of reimbursed fees from prior years amounting to 0.04% and 0.07% for the fiscal year ended December 31, 2018 and December 31, 2017, respectively

 

 

33


  

AMG Managers Special Equity Fund

Financial Highlights

For a share outstanding throughout each fiscal year

 

 

     For the fiscal years ended December 31,  
   Class N          2020           2019         2018         20171         20162  

Net Asset Value, Beginning of Year

     $111.15       $114.95       $119.45       $99.33       $87.84  

Income (loss) from Investment Operations:

          

Net investment loss3,4

     (1.03     (1.03     (0.91     (0.79 )5       (0.43 )6  

Net realized and unrealized gain (loss) on investments

     43.88       30.19       (3.59     20.91       11.92  

Total income (loss) from investment operations

     42.85       29.16       (4.50     20.12       11.49  

Less Distributions to Shareholders from:

          

Net realized gain on investments

     (6.42     (32.96                  

Net Asset Value, End of Year

     $147.58       $111.15       $114.95       $119.45       $99.33  

Total Return4

     38.74 %7       25.69 %7       (3.76 )%7       20.25 %7       13.08

Ratio of net expenses to average net assets8

     1.36     1.36     1.36     1.36     1.36

Ratio of gross expenses to average net assets9

     1.42     1.42     1.38     1.41     1.50

Ratio of net investment loss to average net assets4

     (0.89 )%      (0.76 )%      (0.69 )%      (0.73 )%      (0.49 )% 

Portfolio turnover

     100     96     113     81     120

Net assets end of year (000’s) omitted

     $204,794       $171,801       $170,744       $173,607       $180,008  
                                          

 

 

34


   AMG Managers Special Equity Fund

    Financial Highlights

    For a share outstanding throughout each fiscal year

 

 

     For the fiscal years ended December 31,  
Class I    2020     2019     2018     2017     20162  

Net Asset Value, Beginning of Year

   $ 116.08     $ 118.57     $ 122.90     $ 101.95     $ 89.92  

Income (loss) from Investment Operations:

          

Net investment loss3,4

     (0.77     (0.72     (0.60     (0.54 )5       (0.22 )6  

Net realized and unrealized gain (loss) on investments

     45.92       31.19       (3.73     21.49       12.25  

                Total income (loss) from investment operations

     45.15       30.47       (4.33     20.95       12.03  

Less Distributions to Shareholders from:

          

Net realized gain on investments

     (6.42     (32.96                  

Net Asset Value, End of Year

   $ 154.81     $ 116.08     $ 118.57     $ 122.90     $ 101.95  

Total Return4

     39.08 %7      26.02 %7      (3.52 )%7      20.55 %7      13.38

Ratio of net expenses to average net assets8

     1.11     1.11     1.11     1.11     1.11

Ratio of gross expenses to average net assets9

     1.17     1.17     1.13     1.16     1.25

Ratio of net investment loss to average net assets4

     (0.64 )%      (0.51 )%      (0.44 )%      (0.48 )%      (0.24 )% 

Portfolio turnover

     100     96     113     81     120

Net assets end of year (000’s) omitted

   $ 44,593     $ 38,093     $ 31,253     $ 26,865     $ 19,647  

 

 

 

1 

Effective February 27, 2017, Class S shares were renamed Class N shares.

 

2 

Effective October 1, 2016, the Service Class and Institutional Class were renamed Class S and Class I, respectively.

 

3 

Per share numbers have been calculated using average shares.

 

4 

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

 

5 

Includes non-recurring dividends. Without these dividends, net investment loss per share would have been $(0.84) and $(0.59) for Class N and Class I respectively.

 

6 

Includes non-recurring dividends. Without these dividends, net investment loss per share would have been $(0.49) and $(0.28) for Class N and Class I respectively.

 

7 

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

 

8 

Includes reduction from broker recapture amounting to less than 0.01% for the fiscal years ended 2020, 2019, 2018, 2017 and 2016, respectively.

 

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.)

 

 

35


    

    Notes to Financial Statements

     December 31, 2020

 

 

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

AMG Funds III (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 Managers Loomis Sayles Bond Fund (“Bond”) and AMG Managers Special Equity Fund (“Special Equity”), each a “Fund” and collectively, the “Funds”.

Each Fund offers different classes of shares. Both Funds 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.

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 Funds and thus Fund performance.

Certain instruments held by a Fund may pay an interest rate based on the London Interbank Offered Rate (“LIBOR”), which is the offered rate for short-term loans between certain major international banks. LIBOR is expected to be phased out by the end of 2021. While the effect of the phase out cannot yet be determined, it may result in, among other things, increased volatility or illiquidity in markets for instruments based on LIBOR and changes in the value of some LIBOR-based investments or the effectiveness of new hedges placed against existing LIBOR-based investments. These effects could occur prior to the end of 2021. There also remains uncertainty and risk regarding the willingness and ability of issuers to include enhanced provisions in new and existing contracts or instruments. All of the aforementioned may adversely affect a Fund’s performance or net asset value.

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 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 exceeding 60 days are valued at the evaluated mean 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, preferred stocks, 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 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. Each 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 Funds, including a comparison with the prior quarter end and the percentage of the Funds that the security represents at each quarter end.

 

 

 

36


    

    

    

Notes to Financial Statements (continued)

 

 

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

Special Equity 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 fiscal year ended December 31, 2020, the impact on the expenses and expense ratios was $3,874 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 due to prior year REIT True-ups. Temporary differences are due to wash sale loss deferrals, the deferral of qualified late year losses, convertible bonds and contingent payment debt instrument adjustments.

 

 

The tax character of distributions paid during the fiscal years ended December 31, 2020 and December 31, 2019 were as follows:

 

     Bond        Special Equity  

Distributions paid from:

     2020        2019        2020        2019  

Ordinary income *

     $38,079,582        $36,811,003               $7,505,091  

Long-term capital gains

     2,648,558        19,976,945        $10,431,748        41,837,434  
  

 

 

    

 

 

    

 

 

    

 

 

 
                 $40,728,140                    $56,787,948                    $10,431,748                    $49,342,525  
  

 

 

    

 

 

    

 

 

    

 

 

 

* For tax purposes, short-term capital gain distributions, if any, are considered ordinary income distributions.

 

 

37


    

    

    

Notes to Financial Statements (continued)

 

 

As of December 31, 2020, the components of distributable earnings (excluding unrealized appreciation/depreciation) on a tax basis consisted of:

 

     Bond      Special Equity  

Undistributed ordinary income

     $200,763        $1,195,707  

 

Undistributed long-term capital gains

            4,127,875  

 

Late-year loss deferral

     3,865,403         

At December 31, 2020, the 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  

Bond

   $ 989,695,412      $ 154,130,741      $ (36,535,509     $117,595,232  

Special Equity

     181,205,534        84,630,267        (5,479,199     79,151,068  

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

Additionally, 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.

 

 

Management has analyzed the Funds’ tax positions taken on federal income tax returns as of December 31, 2020, and 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, 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 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, 2021, 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 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 fiscal years ended December 31, 2020 and December 31, 2019, the capital stock transactions by class for the Funds were as follows:

 

   

Bond

   

Special Equity

 
    December 31, 2020     December 31, 2019     December 31, 2020     December 31, 2019  
   

Shares

 

   

Amount

 

   

Shares

 

   

Amount

 

   

Shares

 

   

Amount

 

   

Shares

 

   

Amount

 

 

Class N:

 

               

Proceeds from sale of shares

         2,974,694        $80,948,805        3,416,998        $90,763,873        32,466        $3,813,396        65,788        $8,856,577   

Reinvestment of distributions

    712,467        19,290,277        1,051,262        28,038,056        58,454        8,351,282        354,078        38,909,669   

Cost of shares repurchased

    (6,734,473)       (180,090,308)       (9,751,128)       (261,380,964)       (248,844)       (27,811,616)       (359,581)       (46,144,528)  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net increase (decrease)

    (3,047,312)           $(79,851,226)           (5,282,868)           $(142,579,035)           (157,924)           $(15,646,938)           60,285            $1,621,718   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Class I:

 

               

Proceeds from sale of shares

    5,277,165        $142,427,000        8,666,428        $231,939,268        53,503        $6,681,747        53,673        $7,476,323   

Reinvestment of distributions

    741,223        20,066,494        1,007,830        26,817,303        11,788        1,766,664        75,043        8,611,172   

Cost of shares repurchased

    (8,884,854)       (237,615,746)       (30,324,739)       (794,577,486)       (105,414)       (12,432,105)       (64,117)       (8,720,351)  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net increase (decrease)

    (2,866,466)       $(75,122,252     (20,650,481)       $(535,820,915     (40,123)       $(3,983,694     64,599        $7,367,144   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

38


    

    

    

Notes to Financial Statements (continued)

 

 

h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS

The Funds may enter into third-party repurchase agreements for temporary cash management purposes and third-party or bilateral joint repurchase agreements for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “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 in safekeeping 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 Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.

At December 31, 2020, the market value of Repurchase Agreements outstanding for Bond and Special Equity was $14,414,099 and $10,373,828, 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 one or more subadvisers for the Funds (subject to Board approval) and monitors each subadviser’s investment performance, security holdings and investment strategies. Each Fund’s investment portfolio is managed by one or more portfolio managers who serve pursuant to a subadvisory agreement with the Investment Manager. Bond is managed by Loomis, Sayles & Company, L.P. and Special Equity is managed by Ranger Investment Management L.P., Lord, Abbett & Co. LLC (“Lord Abbett”), Smith Asset Management Group L.P. and Federated Hermes, Inc.

Investment management fees are paid directly by the Funds to the Investment Manager based on average daily net assets. For the fiscal year ended

December 31, 2020, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:

 

Bond

     0.26%      

Special Equity

     0.90%      

The Investment Manager has contractually agreed, through at least May 1, 2021, 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 Bond and Special Equity to the annual rate of 0.46% and 1.11%, 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.

At December 31, 2020, the Funds’ expiration of reimbursements subject to recoupment is as follows:

 

  Expiration

  Period

   Bond      Special Equity  

  Less than 1 year

            $54,349  

  1-2 years

     $67,260        121,521  

  2-3 years

     51,532        120,416  
  

 

 

    

 

 

 

Total

     $118,792        $296,286  
  

 

 

    

 

 

 

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 all non-portfolio management 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

 

 

 

39


    

    

    

Notes to Financial Statements (continued)

 

 

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 shares of Bond and Special Equity and for Class I shares of Bond, 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 Bond and Special Equity and Class I shares of Bond 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 fiscal year ended December 31, 2020, were as follows:

 

 Fund   

Maximum Annual

Amount

Approved

    

Actual    

Amount    

Incurred    

 

Bond

     

Class N

     0.25%        0.25%  

Class I*

     0.04%        0.04%  

Special Equity

     

Class N

     0.25%        0.25%  

* Prior to May 1, 2020, the maximum annual amount approved was 0.05%.

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 the Funds 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 December 31, 2020, the Funds had no interfund loans outstanding.

The following Fund utilized the interfund loan program during the fiscal year ended December 31, 2020 as follows:

 

Fund    Average
Borrowed
   Number
of Days
     Interest
Paid
     Average    
Interest Rate    

Bond

   $3,600,142      1        $195      1.980%

For the fiscal year ended December 31, 2020, Special Equity executed security transactions with other funds affiliated with Lord, Abbett. Each of the transactions were executed at the closing price of the security transacted and with no commissions under Rule 17a-7 procedures approved by the Board. The amounts purchased and sold during the fiscal year ended December 31, 2020, are reflected in the following chart:

 

     Number of
Transactions
   Total
Quantity
     Cost/Proceeds  

Purchases

   7    9,924    $359,493  

Sales*

   4    1,785    258,325  

* Realized gain was $167,997.

3. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the fiscal year ended December 31, 2020, were as follows:

 

    

Long Term Securities

 
 Fund    Purchases    Sales

Bond

   $75,498,355      $110,814,773      

Special Equity

   194,982,036      226,839,891  

Purchases and sales of U.S. Government Obligations for the fiscal year ended December 31, 2020 were as follows:

 

    

U.S. Government Obligations

 
 Fund    Purchases    Sales

Bond

   $195,946,225    $ 260,972,003      

Special Equity

         

4. PORTFOLIO SECURITIES LOANED

The Funds participate in the 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 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

 

 

 

40


    

    

    

Notes to Financial Statements (continued)

 

 

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 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 that 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 December 31, 2020, were as follows:

 

 Fund  

Securities

Loaned

   

Cash

Collateral

Received

   

Securities

Collateral

Received

   

Total

Collateral

Received

Bond

    $71,118,320       $14,414,099       $58,109,552       $72,523,651      

Special Equity

    33,497,548       10,373,828       24,201,040       34,574,868  

The following table summarizes the securities received as collateral for securities lending at December 31, 2020:

 

 Fund  

Collateral

Type

 

Coupon

Range

 

Maturity

Date Range

Bond

  U.S. Government Agency Obligations   0.000%-9.500%   01/01/21-01/01/51    
  U.S. Treasury Obligations   0.125%-5.250%   09/30/21-08/15/49  

Special Equity

  U.S. Treasury Obligations   0.000%-8.125%   01/15/21-11/15/50  

5. FOREIGN SECURITIES

Bond invests in securities of foreign entities and in instruments denominated in foreign currencies which involve risks not typically associated with investments in domestic securities. Non-domestic securities carry special risks, 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. 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. 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.

 

 

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.

 

 

41


    

    

    

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 December 31, 2020:

 

        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

 

Bond

                   

Cantor Fitzgerald Securities, Inc.

      $2,499,126       —           $2,499,126       $2,499,126      

Citadel Securities LLC

      2,448,727       —           2,448,727       2,448,727      

Deutsche Bank Securities, Inc.

      1,358,684       —           1,358,684       1,358,684      

JVB Financial Group LLC

      1,087,231       —           1,087,231       1,087,231      

Mirae Asset Securities USA, Inc.

      1,116,513       —           1,116,513       1,116,513      

RBC Dominion Securities, Inc.

      3,423,361       —           3,423,361       3,423,361      

State of Wisconsin Investment

                   

Board

      2,480,457       —           2,480,457       2,480,457      
   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Total

            $14,414,099                            —                          $14,414,099                    $14,414,099                      —         
   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Special Equity

                   

Cantor Fitzgerald Securities, Inc.

      $2,172,473       —           $2,172,473       $2,172,473      

Citadel Securities LLC

      2,441,274       —           2,441,274       2,441,274      

Citigroup Global Markets, Inc.

      2,224,306       —           2,224,306       2,224,306      

JVB Financial Group LLC

      1,071,983       —           1,071,983       1,071,983      

RBC Dominion Securities, Inc.

      2,463,792       —           2,463,792       2,463,792      
   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Total

      $10,373,828       —           $10,373,828       $10,373,828      
   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

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.

 

 

42


    

    

    

Report of Independent Registered Public Accounting Firm

 

TO THE BOARD OF TRUSTEES OF AMG FUNDS III AND SHAREHOLDERS OF AMG MANAGERS LOOMIS SAYLES BOND FUND AND AMG MANAGERS SPECIAL EQUITY FUND

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of portfolio investments, of AMG Managers Loomis Sayles Bond Fund and AMG Managers Special Equity Fund (two of the funds constituting AMG Funds III, referred to hereafter as the “Funds”) as of December 31, 2020, the related statements of operations for the year ended December 31, 2020, the statements of changes in net assets for each of the two years in the period ended December 31, 2020, including the related notes, and the financial highlights for each of the five years in the ended period December 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of December 31, 2020, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period December 31, 2020, and each of the financial highlights for each of the five years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 23, 2021

We have served as the auditor of one or more investment companies in AMG Funds Family since 1993.

 

 

43


    

    

    

Other Information (unaudited)

 

 

 

TAX INFORMATION

 

AMG Managers Loomis Sayles Bond Fund and AMG Managers Special Equity Fund each hereby designates the maximum amount allowable of its net taxable income as qualified dividends as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. The 2020 Form 1099-DIV you receive for each Fund will show the tax status of all distributions paid to you during the year.

Pursuant to section 852 of the Internal Revenue Code, AMG Managers Loomis Sayles Bond Fund and AMG Managers Special Equity Fund each hereby designates $2,648,558 and $10,431,748, respectively, as a capital gain distribution with respect to the taxable year ended December 31, 2020, or if subsequently determined to be different, the net capital gains of such fiscal year.

 

 

 

44


    

    

AMG Funds

Trustees and Officers

 

 

The Trustees and Officers of the Trust, their business addresses, principal occupations for the past five years and ages are listed below. The Trustees provide broad supervision over the affairs of the Trust and the Funds. The Trustees are experienced executives who meet periodically throughout the year to oversee the Funds’ activities, review contractual arrangements with companies that provide services to the Funds, and

 

 

      

review the Funds’ performance. Unless otherwise noted, the address of each Trustee or Officer is the address of the Trust: One Stamford Plaza, 263 Tresser Blvd, Suite 949, Stamford, Connecticut 06901.

 

There is no stated term of office for Trustees. Trustees serve until their resignation, retirement or removal in

 

 

 

   accordance with the Trust’s organizational documents and policies adopted by the Board from time to time. The Chairman of the Trustees, President, Treasurer and Secretary of the Trust are elected by the Trustees annually. Other officers hold office at the pleasure of the Trustees.

Independent Trustees

The following Trustees are not “interested persons” of the Trust within the meaning of the 1940 Act:

Number of Funds Overseen in

Fund Complex

  Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
 

• Trustee since 2012

• Oversees 49 Funds in Fund Complex

 

 

Bruce B. Bingham, 72

Partner, Hamilton Partners (real estate development firm) (1987-2020); Director of The Yacktman Funds (2 portfolios) (2000-2012).

 

• Trustee since 2013

• Oversees 52 Funds in Fund Complex

 

Kurt A. Keilhacker, 57

Managing Partner, TechFund Capital (1997-Present); Managing Partner, TechFund Europe (2000-Present); Managing Partner, Elementum Ventures (2013-Present); Director, MetricStory, Inc. (2017-Present); Trustee, Wheaton College (2018-Present); Trustee, Gordon College (2001-2016); Trustee, Board Member, 6wind SA, (2002-2019).

 

 

• Trustee since 2000

• Oversees 49 Funds in Fund Complex

 

Steven J. Paggioli, 70

Independent Consultant (2002-Present); Trustee, Professionally Managed Portfolios (28 portfolios); Advisory Board Member, Sustainable Growth Advisors, LP; Independent Director, Muzinich BDC, Inc. (business development company) (2019-Present); Director, The Wadsworth Group; Independent Director, Chase Investment Counsel(2008–2019); Executive Vice President, Secretary and Director, Investment Company Administration, LLC and First Fund Distributors, INC. (1990-2001).

 

 

• Trustee since 2013

• Oversees 49 Funds in Fund Complex

 

Richard F. Powers III, 75

Adjunct Professor, U.S. Naval War College (2016-Present); Adjunct Professor, Boston College (2011-2015); Director, Ameriprise Financial Inc. (2005-2009); President and CEO of Van Kampen Investments Inc. (1998-2003); President, Morgan Stanley Client Group (2000-2002); Executive Vice President and Chief Marketing Officer of the Morgan Stanley Individual Investor Group (1984-1998).

 

 

• Independent Chairman

• Trustee since 2000

• Oversees 52 Funds in Fund Complex

 

Eric Rakowski, 62

Professor of Law, University of California at Berkeley School of Law (1990-Present); Tax Attorney at Davis Polk & Wardwell and clerked for Judge Harry T. Edwards of the U.S. Court of Appeals for the District of Columbia Circuit and for Justice William J. Brennan Jr. of the U.S. Supreme Court; Director of Harding, Loevner Funds, Inc. (9 portfolios); Trustee of Third Avenue Trust (3 portfolios) (2002-2019); Trustee of Third Avenue Variable Trust (1 portfolio) (2002-2019).

 

 

• Trustee since 2013

• Oversees 52 Funds in Fund Complex

 

Victoria L. Sassine, 55

Adjunct Professor, Babson College (2007–Present); Director, Board of Directors, PRG Group (2017-Present); CEO, Founder, Scale Smarter Partners, LLC (2018-Present); Adviser, EVOFEM Biosciences (2019-Present); Teaching Fellow, Goldman Sachs 10,000 Small Business Initiative (2010-Present); Chairperson of the Board of Directors of Business Management Associates (2018 to 2019).

 

 

• Trustee since 1987

• Oversees 49 Funds in Fund Complex

 

Thomas R. Schneeweis, 73

Professor Emeritus, University of Massachusetts (2013-Present); President, TRS Associates (1982-Present); Board Member, Chartered Alternative Investment Association (“CAIA”) (2002-Present); Director, CAIA Foundation (2010-2019); Director, Institute for Global Asset and Risk Management (Education) (2010-Present); Co-Owner, Quantitative Investment Technologies (2014-Present); Co-Owner, Yes Wealth Management (2018-Present); Director of Research, Yes Wealth Management (2018-Present); Partner, S Capital Wealth Advisors (2015-2018); Partner, S Capital Management, LLC (2007-2015); President, Alternative Investment Analytics, LLC, (formerly Schneeweis Partners, LLC) (2001-2013); Finance Professor, University of Massachusetts (1977-2013).

 

 

 

45


    

    

AMG Funds

     Trustees and Officers (continued)

 

 

Interested Trustees

Each Trustee in the following table is an “interested person” of the Trust within the meaning of the 1940 Act. Ms. Carsman is an interested person of the Trust within the meaning of the 1940 Act by virtue of her position with, and interest in securities of, AMG.

 

Number of Funds Overseen in

Fund Complex

   Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

•  Trustee since 2011

•  Oversees 52 Funds in Fund Complex

  

Christine C. Carsman, 68

Senior Policy Advisor, Affiliated Managers Group, Inc. (2019-Present); Chair of the Board of Directors, AMG Funds plc (2015-2018); Director, AMG Funds plc (2010-2018); Executive Vice President, Deputy General Counsel and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2017-2018); Senior Vice President and Deputy General Counsel, Affiliated Managers Group, Inc. (2011-2016); Senior Vice President and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2007-2011); Vice President and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2004-2007); Senior Counsel, Vice President and Director of Operational Risk Management and Compliance, Wellington Management Company, LLP (1995-2004); Director of Harding, Loevner Funds, Inc. (9 portfolios) (2017-Present); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2004-2011).

 

Officers

Position(s) Held with Fund and Length of Time Served

   Name, Age, Principal Occupation(s) During Past 5 Years

•  President since 2018

•  Principal Executive Officer since 2018

•  Chief Executive Officer since 2018

•  Chief Operating Officer since 2007

  

Keitha L. Kinne, 62

Chief Operating Officer, AMG Funds LLC (2007-Present); Chief Investment Officer, AMG Funds LLC (2008-Present); President and Principal, AMG Distributors, Inc. (2018-Present); Chief Operating Officer, AMG Distributors, Inc. (2007-Present); President, Chief Executive Officer and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2018-Present); Chief Operating Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2007-Present); Chief Operating Officer, AMG Funds IV (2016-Present); Chief Operating Officer and Chief Investment Officer, Aston Asset Management, LLC (2016); President and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2012-2014); Managing Partner, AMG Funds LLC (2007-2014); President and Principal, AMG Distributors, Inc. (2012-2014); Managing Director, Legg Mason & Co., LLC (2006-2007); Managing Director, Citigroup Asset Management (2004-2006).

•  Secretary since 2015

•  Chief Legal Officer since 2015

  

Mark J. Duggan, 55

Senior Vice President and Senior Counsel, AMG Funds LLC (2015-Present); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2015-Present); Attorney, K&L Gates, LLP (2009-2015).

•  Chief Financial Officer since 2017

•  Treasurer since 2017

•  Principal Financial Officer since 2017

•  Principal Accounting Officer since 2017

  

Thomas G. Disbrow, 54

Vice President, Mutual Fund Treasurer & CFO, AMG Funds, AMG Funds LLC (2017-Present); Chief Financial Officer, Principal Financial Officer, Treasurer and Principal Accounting Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Managing Director - Global Head of Traditional Funds Product Control, UBS Asset Management (Americas), Inc. (2015-2017); Managing Director - Head of North American Funds Treasury, UBS Asset Management (Americas), Inc. (2011-2015).

•  Deputy Treasurer since 2017

  

John A. Starace, 50

Director, Mutual Fund Accounting, AMG Funds LLC (2017-Present); Vice President, Deputy Treasurer of Mutual Funds Services, AMG Funds LLC (2014-2017); Deputy Treasurer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Vice President, Citi Hedge Fund Services (2010-2014); Audit Senior Manager (2005-2010) and Audit Manager (2001-2005), Deloitte & Touche LLP.

•  Chief Compliance Officer since 2019

  

Patrick J. Spellman, 46

Vice President, Chief Compliance Officer, AMG Funds LLC (2017-Present); Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present); Chief Compliance Officer, AMG Distributors, Inc., (2010-Present); Senior Vice President, Chief Compliance Officer, AMG Funds LLC (2011-2017); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2014-2019); Anti-Money Laundering Officer, AMG Funds IV, (2016-2019); Compliance Manager, Legal and Compliance, Affiliated Managers Group, Inc. (2005-2011).

•  Assistant Secretary since 2016

  

Maureen A. Meredith, 35

Vice President, Counsel, AMG Funds LLC (2019-Present); Director, Counsel, AMG Funds LLC (2017-2018); Vice President, Counsel, AMG Funds LLC (2015-2017); Assistant Secretary, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2016-Present); Associate, Ropes & Gray LLP (2011-2015); Law Fellow, Massachusetts Appleseed Center for Law and Justice (2010-2011).

•  Anti-Money Laundering Compliance Officer since 2019

  

Hector D. Roman, 43

Director, Legal and Compliance, AMG Funds LLC (2020-Present); Manager, Legal and Compliance, AMG Funds LLC (2017-2019); Director of Compliance, Morgan Stanley Investment Management (2015-2017); Senior Advisory, PricewaterhouseCoopers LLP (2014-2015); Risk Manager, Barclays Investment Bank (2008-2014); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present).

 

 

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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

 

CUSTODIAN

 

The Bank of New York Mellon

111 Sanders Creek Parkway

East Syracuse, NY 13057

  

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

  

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

 

    
       

 

  

 

 

 

amgfunds.com            

 

   


LOGO

 

 

 

   

 

AFFILIATE SUBADVISED FUNDS

 

BALANCED FUNDS

 

AMG GW&K Global Allocation

GW&K Investment Management, LLC

 

AMG FQ Global Risk-Balanced

First Quadrant, L.P.

 

EQUITY FUNDS

 

AMG FQ Tax-Managed U.S. Equity AMG FQ Long-Short Equity

First Quadrant, L.P.

 

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 Mid Cap

AMG GW&K Emerging Markets Equity AMG GW&K Emerging Wealth Equity AMG GW&K International Small Cap

GW&K Investment Management, LLC

 

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 Long-Short

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 Yacktman

AMG Yacktman Focused

 

AMG Yacktman Focused Fund - Security Selection Only

AMG Yacktman Special Opportunities

Yacktman Asset Management LP

 

FIXED INCOME FUNDS

 

AMG GW&K Core Bond ESG

 

AMG GW&K Enhanced Core Bond ESG

AMG GW&K High Income

AMG GW&K Municipal Bond

AMG GW&K Municipal Enhanced Yield

GW&K Investment Management, LLC

 

 

OPEN-ARCHITECTURE FUNDS

 

EQUITY FUNDS

 

AMG Managers Brandywine

AMG Managers Brandywine Blue

Friess Associates, LLC

 

AMG Managers CenterSquare Real Estate

CenterSquare Investment Management LLC

       

AMG Managers Emerging Opportunities

WEDGE Capital Management L.L.P.

Next Century Growth Investors LLC

RBC Global Asset Management (U.S.) Inc.

 

AMG Managers Fairpointe Mid Cap

Fairpointe Capital LLC

 

AMG Managers LMCG Small Cap Growth

LMCG Investments, LLC

 

AMG Managers Montag & Caldwell Growth

Montag & Caldwell, LLC

 

AMG Managers Pictet International

Pictet Asset Management Limited

 

AMG Managers Silvercrest Small Cap

Silvercrest Asset Management Group LLC

 

AMG Managers Special Equity

Ranger Investment Management, L.P.

Lord, Abbett & Co. LLC

Smith Asset Management Group, L.P.

Federated MDTA LLC

 

FIXED INCOME FUNDS

 

AMG Managers DoubleLine Core Plus Bond

DoubleLine Capital LP

 

AMG Managers Loomis Sayles Bond

Loomis, Sayles & Company, L.P.

    

 

 

 

 

 

amgfunds.com            

 

      123120                    AR078


 

(GRAPHIC) Annual Report

 

 
 

 

    AMG Funds
     
    December 31, 2020
     
    (GRAPHIC)
     
    AMG GW&K Enhanced Core Bond ESG Fund
    Class N: MFDAX   |   Class I: MFDSX   |   Class Z: MFDYX
     
    AMG GW&K High Income Fund
    (formerly AMG Managers Global Income Opportunity Fund)
    Class N: MGGBX
     
    AMG GW&K Municipal Bond Fund
    Class N: GWMTX   |   Class I: GWMIX
     
    AMG GW&K Municipal Enhanced Yield Fund
    Class N: GWMNX   |   Class I: GWMEX   |   Class Z: GWMZX
     
    AMG GW&K Global Allocation Fund
    (formerly AMG Chicago Equity Partners Balanced Fund)
    Class N: MBEAX   |   Class I: MBESX   |   Class Z: MBEYX
     
    AMG GW&K Small Cap Core Fund
    Class N: GWETX   |   Class I: GWEIX   |   Class Z: GWEZX
     
    AMG GW&K Small/Mid Cap Fund
    Class N: GWGVX   |   Class I: GWGIX   |   Class Z: GWGZX
     
    AMG GW&K Small Cap Value Fund
    (formerly AMG Managers Skyline Special Equities Fund)
    Class N: SKSEX   |   Class I: SKSIX   |   Class Z: SKSZX

 

     
amgfunds.com         | 123120 AR019

 

 


 

 

 

 


 

 

   
  AMG Funds
  Annual Report — December 31, 2020

 

 
 

 

       
  TABLE OF CONTENTS   PAGE
  LETTER TO SHAREHOLDERS   2
       
  ABOUT YOUR FUND’S EXPENSES   3
       
  PORTFOLIO MANAGER’S COMMENTS, FUND SNAPSHOTS AND SCHEDULES OF PORTFOLIO INVESTMENTS    
       
  AMG GW&K Enhanced Core Bond ESG Fund   5
       
  AMG GW&K High Income Fund    
  (formerly AMG Managers Global Income Opportunity Fund)   14
       
  AMG GW&K Municipal Bond Fund   21
       
  AMG GW&K Municipal Enhanced Yield Fund   29
       
  AMG GW&K Global Allocation Fund    
  (formerly AMG Chicago Equity Partners Balanced Fund)   36
       
  AMG GW&K Small Cap Core Fund   46
       
  AMG GW&K Small/Mid Cap Fund   52
       
  AMG GW&K Small Cap Value Fund    
  (formerly AMG Managers Skyline Special Equities Fund)   58
       
  FINANCIAL STATEMENTS    
  Statement of Assets and Liabilities   63
  Balance sheets, net asset value (NAV) per share computations and cumulative distributable earnings (loss)    
       
  Statement of Operations   67
  Detail of sources of income, expenses, and realized and unrealized gains (losses) during the fiscal year    
       
  Statements of Changes in Net Assets   69
  Detail of changes in assets for the past two fiscal years    
       
  Financial Highlights   72
  Historical net asset values per share, distributions, total returns, income and expense ratios, turnover ratios and net assets    
       
  Notes to Financial Statements   93
  Accounting and distribution policies, details of agreements and transactions with Fund management and affiliates, and descriptions of certain investment risks    
       
  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   105
       
  OTHER INFORMATION   106
       
  TRUSTEES AND OFFICERS   107
       
  APPROVAL OF SUBADVISORY AGREEMENTS   109

 

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.

 

 

 

 


 

 

Letter to Shareholders

 

   

 

Dear Shareholder: 

The fiscal year ending December 31, 2020, was a volatile period for financial markets that featured a dramatic selloff and extraordinary rebound amid the unprecedented global effort to stop the COVID-19 pandemic. Early in the year, equities achieved new record highs against the backdrop of a healthy economy and strong investor sentiment. However, a broad-based selloff occurred amid a global flight to quality as investors assessed the scope of the unfolding COVID-19 pandemic, a deteriorating economy, and skyrocketing unemployment. An oil price war initiated between Saudi Arabia and Russia only made matters worse. From its peak in mid-February 2020, the S&P 500® Index declined (33.79)% over the span of a few weeks, halting the eleven-year equity bull market. In response to the crisis, global central banks and governments were quick to flood the market with massive fiscal and monetary stimulus which helped to stabilize the market and led to an impressive recovery in risk assets, albeit a very uneven one. So despite the volatility, the S&P 500® Index still achieved an 18.40% return for 2020 while effective COVID-19 vaccines and further government stimulus bolstered investor optimism for a brighter future in 2021.

 

During the year there was very wide dispersion in performance across sectors, with information technology and consumer discretionary sectors leading the market with returns of 43.88% and 33.30%, respectively. On the other hand, companies in the energy sector fell (33.69)%, and financials and real estate also produced slightly negative returns. Growth stocks significantly outperformed value stocks for the period with returns of 38.49% and 2.80% for the Russell 1000® Growth and Russell 1000® Value Indexes, respectively. Small cap stocks endured a wild ride in 2020 as the Russell 2000® Index experienced both its best quarter (fourth quarter 2020) and worst quarter (first quarter 2020) on record. For the year as a whole, small cap returns were relatively in line with the broader market as the Russell 2000® Index gained 19.96% in 2020. Outside the U.S., emerging markets outperformed developed markets with an 18.31% return for the MSCI Emerging Markets Index compared to a 7.82% return for the MSCI EAFE Index.

 

Interest rates fell dramatically and led to strong returns for bond investors as the U.S. Federal Reserve (the Fed) slashed short-term rates in response to the slowing economy. The 10-year Treasury yield ended the year near a historic low yield of 0.93%. The Bloomberg Barclays U.S. Aggregate Bond Index, a broad measure of U.S. bond market performance, returned 7.51% over the period. Investment grade corporate bonds rebounded from the selloff early in the year and returned 9.89% in 2020. Riskier high yield bonds lagged the investment grade market with a 7.11% return as measured by the return of the Bloomberg Barclays U.S. Corporate High Yield Bond Index.

AMG Funds appreciates the privilege of providing investment tools to you and your clients. Our foremost goal is to provide investment solutions that help our shareholders successfully reach their long-term investment goals. AMG Funds provides access to a distinctive array of actively managed return-oriented investment strategies. We thank you for your continued confidence and investment in AMG Funds. You can rest assured that under all market conditions our team is focused on delivering excellent investment management services for your benefit.

 

Respectfully,

 

 

Keitha Kinne
President
AMG Funds

 

Average Annual Total Returns   Periods ended
December 31, 2020*
Stocks:       1 Year   3 Years   5 Years
                 
Large Cap   (S&P 500® Index)   18.40%   14.18%   15.22%
                 
Small Cap   (Russell 2000® Index)   19.96%   10.25%   13.26%
                 
International   (MSCI All Country World Index ex USA)   10.65%   4.88%   8.93%
Bonds:                
                 
Investment Grade   (Bloomberg Barclays U.S. Aggregate Bond Index)   7.51%   5.34%   4.44%
                 
High Yield   (Bloomberg Barclays U.S. Corporate High Yield Bond Index)   7.11%   6.24%   8.59%
                 
Tax-exempt   (Bloomberg Barclays Municipal Bond Index)   5.21%   4.64%   3.91%
                 
Treasury Bills   (ICE BofAML U.S. 6-Month Treasury Bill Index)   1.05%   1.84%   1.43%

 

*Source: FactSet. Past performance is no guarantee of future results.



 

 

 

2


 

  

   
   
  About Your Fund’s Expenses

 

   

 

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
December 31, 2020
Expense
Ratio for
the Period
Beginning
Account Value
07/01/20
Ending
Account Value
12/31/20
Expenses
Paid
During
the Period*
AMG GW&K Enhanced Core Bond ESG Fund
Based on Actual Fund Return
Class N 0.73% $1,000 $1,038 $3.74
Class I 0.55% $1,000 $1,039 $2.82
Class Z 0.48% $1,000 $1,039 $2.46
Based on Hypothetical 5% Annual Return
Class N 0.73% $1,000 $1,021 $3.71
Class I 0.55% $1,000 $1,022 $2.80
Class Z 0.48% $1,000 $1,023 $2.44
 
AMG GW&K High Income Fund
Based on Actual Fund Return
Class N 0.88% $1,000 $1,076 $4.59
Based on Hypothetical 5% Annual Return
Class N 0.88% $1,000 $1,021 $4.47
Six Months Ended
December 31, 2020
Expense
Ratio for
the Period
Beginning
Account Value
07/01/20
Ending
Account Value
12/31/20
Expenses Paid
During
the Period*
AMG GW&K Municipal Bond Fund
Based on Actual Fund Return        
Class N 0.71% $1,000 $1,023 $3.61
Class I 0.39% $1,000 $1,025 $1.99
Based on Hypothetical 5% Annual Return
Class N 0.71% $1,000 $1,022 $3.61
Class I 0.39% $1,000 $1,023 $1.98
         
AMG GW&K Municipal Enhanced Yield Fund
Based on Actual Fund Return
Class N 0.99% $1,000 $1,060 $5.13
Class I 0.64% $1,000 $1,061 $3.32
Class Z 0.59% $1,000 $1,062 $3.06
Based on Hypothetical 5% Annual Return
Class N 0.99% $1,000 $1,020 $5.03
Class I 0.64% $1,000 $1,022 $3.25
Class Z 0.59% $1,000 $1,022 $3.00

 

 

 

3


 

 

   
   
  About Your Fund’s Expenses (continued)

 

   

 

Six Months Ended
December 31, 2020
Expense
Ratio for
the Period
Beginning
Account Value
07/01/20
Ending
Account Value
12/31/20
Expenses Paid
During
the Period*
AMG GW&K Global Allocation Fund
Based on Actual Fund Return
Class N 1.07% $1,000 $1,219 $5.97
Class I 0.92% $1,000 $1,219 $5.13
Class Z 0.82% $1,000 $1,221 $4.58
Based on Hypothetical 5% Annual Return
Class N 1.07% $1,000 $1,020 $5.43
Class I 0.92% $1,000 $1,021 $4.67
Class Z 0.82% $1,000 $1,021 $4.17
         
AMG GW&K Small Cap Core Fund
Based on Actual Fund Return
Class N 1.30% $1,000 $1,310 $7.55
Class I 0.95% $1,000 $1,313 $5.52
Class Z 0.90% $1,000 $1,313 $5.23
Based on Hypothetical 5% Annual Return
Class N 1.30% $1,000 $1,019 $6.60
Class I 0.95% $1,000 $1,020 $4.82
Class Z 0.90% $1,000 $1,021 $4.57
         
AMG GW&K Small/Mid Cap Fund
Based on Actual Fund Return
Class N 1.11% $1,000 $1,303 $6.43
Class I 0.93% $1,000 $1,305 $5.39
Class Z 0.84% $1,000 $1,305 $4.87
Based on Hypothetical 5% Annual Return
Class N 1.11% $1,000 $1,020 $5.63
Class I 0.93% $1,000 $1,020 $4.72
Class Z 0.84% $1,000 $1,021 $4.27
Six Months Ended
December 31, 2020
Expense
Ratio for
the Period
Beginning
Account Value
07/01/20
Ending
Account Value
12/31/20
Expenses Paid
During
the Period*
AMG GW&K Small Cap Value Fund
Based on Actual Fund Return
Class N 1.17% $1,000 $1,345 $6.90
Class I 0.99% $1,000 $1,346 $5.84
Class Z 0.92% $1,000 $1,346 $5.43
Based on Hypothetical 5% Annual Return
Class N 1.17% $1,000 $1,019 $5.94
Class I 0.99% $1,000 $1,020 $5.03
Class Z 0.92% $1,000 $1,021 $4.67

 

* 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 (184), then divided by 366.

 

 

 

4


 

 

   
  AMG GW&K Enhanced Core Bond ESG Fund
  Portfolio Manager’s Comments (unaudited)

 

 

 

THE YEAR IN REVIEW

 

AMG GW&K Enhanced Core Bond ESG Fund’s (the “Fund”) Class N shares returned 9.41% for the year ended December 31, 2020, compared to the return of 7.51% for the Bloomberg Barclays U.S. Aggregate Bond Index (the Index).

 

At the start of 2020, fixed income markets experienced an extraordinarily volatile quarter as COVID-19 evolved into a global pandemic and investors aggressively shed risk assets amid a massive, system-wide deleveraging. Measures enacted to slow the spread of the virus effectively shut down entire segments of the world economy, and the implications for growth, liquidity, and inflation were profound. Expectations for second quarter growth pointed to declines of as much as a third of Gross Domestic Product (GDP), companies began hoarding cash by drawing down lines of credit, and break-evens fell to their lowest level in two decades. Adding to the tumult was the start of a crude price war between Russia and Saudi Arabia, which exacerbated the selloff inspired by an already dire outlook for demand and helped oil post its worst quarter on record. Sentiment was similarly dismal, as investors struggled to handicap the ultimate duration and severity of the slowdown. They pulled record amounts of cash from investment grade mutual funds and caused dislocations in even the safest corners of the fixed income market, desperate to raise cash by selling anything they could. Fiscal and monetary authorities took significant steps to mitigate the fallout from the virus, but given the unprecedented nature of the threat it posed, the long-term efficacy of these efforts remained an open question.

 

In the second quarter, fixed income markets enjoyed a second straight quarter of gains benefiting from ongoing support from the U.S. Federal Reserve (the Fed) and renewed investor optimism amid the country’s gradual reopening. Data suggested the bottom was likely in, as green shoots across the economy drove the recovery narrative. The consumer proved remarkably resilient, with a V-shaped rebound unfolding in the retail, housing, and auto sectors. Business activity also bounced, as manufacturing sentiment and new orders pointed to a steady pace of progress in returning to pre-pandemic levels. Adding to the turnaround’s momentum were expectations of additional fiscal stimulus, which would not only provide an obvious boost to the economy but also, more importantly, narrow the range of potential adverse outcomes.

 

   

Despite the unprecedented size and scope of the Fed’s intervention, alarming news of rising case counts, renewed lockdowns across the country, and uncertain progress on the development of treatments and vaccines tempered the rally in the closing weeks. The potential for a significant second wave in the fall loomed as well, and posed a serious threat to investor optimism. On the one hand, the Fed’s relatively downbeat economic outlook ensures that it is likely to provide necessary support for the indefinite future. On the other hand, it paints a challenging picture for the nation’s recovery. The key question fixed income markets faced was which of these two forces would prevail in the coming quarters.

 

Fixed income markets were remarkably subdued in the third quarter, trading in an extremely narrow range despite major economic advances and significant developments epidemiologically and politically. For much of the period, this calm was striking for its apparent insensitivity to the steady progress of the U.S. recovery. The consumer continued to display astonishing resilience, the housing sector soared, and the labor market made major strides in its path back to normalcy. Encouraging results in the hunt for a COVID-19 vaccine and improved outcomes for those infected also seemed to have little impact. Toward the end of the quarter, this muted trading was all the more notable, considering the looming uncertainty investors faced heading into year end. Signs had already begun to emerge that the virus’s second wave was forming; negotiators were far apart in their efforts to agree on a second round of stimulus; and there was increasing concern that a protracted vote count could result in a weeks-long delay in determining the outcome of the election. Yet the bond market exited the quarter essentially where it started. Of course, the cause of this apparent tranquility is no mystery: The Fed remains absolutely dominant across all corners of the fixed income market. And as its influence continues to overwhelm fundamentals and distort pricing mechanisms, it has become increasingly challenging and all the more important for investors to be discerning in their yield curve positioning and sector allocation.

 

The fourth quarter represented a major inflection point for fixed income markets, as the most dominant trading narratives of 2020 were either resolved or significantly advanced. The closely contested U.S. election was decided, another round of fiscal

 

   

stimulus was passed, and, most importantly, several COVID-19 vaccines were approved for worldwide distribution. But while some of 2020’s most salient overhangs have been removed, the year ahead promises challenges of its own. On the political front, the incoming administration certainly has its work cut out for itself at advancing meaningful legislation, with implications ranging from additional stimulus to changes in the regulatory landscape. The speed at which vaccines are distributed is likewise a point of uncertainty, to say nothing of how effective it will ultimately be at slowing the spread of the virus. Meanwhile, the economy continues its slow climb out of the recent downturn, as businesses and consumers adapt to a post-COVID-19 world. Importantly for the fixed income markets, the possibility of adverse outcomes is likely to be mitigated by the Fed. The central bank continues to exert massive influence over capital markets, and policymakers remain clear in their intentions to ensure their smooth functioning.

 

FUND REVIEW

 

The Fund outperformed during its fiscal year, helped by its overweight to spread product. Investment grade corporates scored eight months of positive returns in 2020, with March’s (7.09)% plunge followed up with robust gains. Additionally, high yield corporates battled back from an extremely tough first quarter, which included a (11.46)% drop in March, to end the year with solid gains. The sector’s trough came on March 23 when it was down almost (20)% for the year. However, like its investment grade counterpart, it roared back to make up for the losses and then some. The Fund’s above-benchmark allocation to investment grade corporate bonds and the Fund’s out-of-benchmark allocation to high yield corporates contributed to returns. Security selection was another key positive, with solid selection in the investment grade corporate space. Good selection was most notable in the banking and communications segments, while that for capital goods and basic industry lagged. Selection within mortgage backed securities (MBS) was also a plus, as the Fund’s lack of Ginnie Mae exposure, preference for specified pools, and tactical trades to capture the Fed’s technical demand all worked well. On the other hand, selection within the taxable municipal bond sector subtracted from performance. The yield curve effect was net modestly positive. The Fund gained from its underweight to the long end of the yield curve,

 

 

 

 

5


 

 

   
  AMG GW&K Enhanced Core Bond ESG Fund
  Portfolio Manager’s Comments (continued)

 

 
 

 

which experienced the smallest decrease in rates. However, the Fund’s moderately shorter duration detracted from returns, as rates plunged during the year.

 

OUTLOOK

 

We believe corporate credit remains the most compelling segment of the fixed income market as both a beneficiary of the ongoing recovery and a defense against rising interest rates. Yields available in the Treasury market sit close to historic lows at the

 

    same time as the sector’s sensitivity to interest rates is near historic highs, providing a particularly asymmetrical risk profile. Credit, meanwhile, is poised to benefit not only from an improving fundamental picture, but also a notable drop-off in issuance next year that is likely to fuel a constructive supply/demand imbalance in a world where positive yields are increasingly scarce. We are consequently overweight credit, focusing on sectors most exposed to the recovery and the credits within them that we believe are best positioned to thrive in a post-COVID-19 world. We also have    

out-of-benchmark exposure to fixed-to-floating hybrid securities, which continue to offer attractive total return prospects while being backed by conservatively managed balance sheets. We have maintained our securitized exposure close to neutral, given still-heightened prepayment uncertainty, while within the space we prefer higher-coupon, seasoned pools with more attractive convexity profiles.

 

This commentary reflects the viewpoints of the portfolio manager, GW&K, and is not intended as a forecast or guarantee of future results.

 

 

 

 

6


 

 

   
  AMG GW&K Enhanced Core Bond ESG Fund
  Portfolio Manager’s Comments (continued)

 

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

 

AMG GW&K Enhanced Core Bond ESG Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Enhanced Core Bond ESG Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Bloomberg Barclays U.S. Aggregate Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

(GRAPHIC) 

 

The table below shows the average annual total returns for the AMG GW&K Enhanced Core Bond ESG Fund and the Bloomberg Barclays U.S. Aggregate Bond Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1 One
Year
Five
Years
Ten
Years
Since
Inception
Inception
Date
AMG GW&K Enhanced Core Bond ESG Fund2, 3, 4, 5, 6, 7, 8, 9          
Class N 9.41% 4.95% 4.08% 5.48% 01/02/97
Class I 9.57% 5.14% 3.53% 11/30/12
Class Z 9.65% 5.20% 4.33% 5.85% 01/02/97
Bloomberg Barclays U.S. Aggregate Bond Index10 7.51% 4.44% 3.84% 5.24% 01/02/97

 

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.
   
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 December 31, 2020. 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 the risks associated with investments in debt securities, such as default risk and fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.
     
  4 To the extent that the Fund invests in asset-backed or mortgage-backed securities, its exposure to prepayment and extension risks may be greater than investments in other fixed income securities.
     
  5 High-yield bonds (also known as “junk bonds”) may be subject to greater levels of interest rate, credit, and liquidity risk than investments in higher rated securities. These securities are considered predominantly speculative with respect to the issuer’s continuing ability to make principal and interest payments. The issuers of the Fund’s holdings may be involved in bankruptcy proceedings, reorganizations, or financial restructurings, and are not as strong financially as higher-rated issuers.
     
  6 Investments in international securities are subject to certain risks of overseas investing including currency fluctuations and changes in political and economic conditions, which could result in significant market fluctuations. These risks are magnified in emerging markets.
     
  7 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.
     
  8 Obligations of certain government agencies are not backed by the full faith and credit of the U.S. government. If one of these agencies defaulted on a loan, there is no guarantee that the U.S. government would provide financial support. Additionally, debt securities of the U.S. government may be affected by changing interest rates and subject to prepayment risk.

 

 












 

 

7


 

 

   
  AMG GW&K Enhanced Core Bond ESG Fund
  Portfolio Manager’s Comments (continued)

 

 

 

9   Applying the Fund’s ESG investment criteria may result in the selection or exclusion of securities of certain issuers for reasons other than performance, and the Fund may underperform funds that do not utilize an ESG investment strategy. The application of this strategy may affect the Fund’s 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 reflect the beliefs or values of any particular investor.    

10    The Bloomberg Barclays 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 Barclays U.S. Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses.

 

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or

 

   

Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

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

 

 

 

 

8


 

 

  AMG GW&K Enhanced Core Bond ESG Fund
  Fund Snapshots (unaudited)
  December 31, 2020

 

   

 

PORTFOLIO BREAKDOWN

 

Category % of
Net Assets
Corporate Bonds and Notes 54.1  
U.S. Government and Agency Obligations 34.6  
Municipal Bonds 8.1  
Foreign Government Obligations 0.6  
Short-Term Investments 4.3  
Other Assets Less Liabilities (1.7 )

 

Rating % of
Market Value1
U.S. Government and Agency Obligations 35.5  
Aaa/AAA 2.6  
Aa/AA 7.8  
A 8.5  
Baa/BBB 28.2  
Ba/BB 16.6  
B 0.8  
 
1 Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS

 

Security Name   % of
Net Assets
U.S. Treasury Bonds, 4.500%, 02/15/36   3.5  
FNMA, 4.000%, 10/01/43   3.2  
FNMA, 4.500%, 04/01/41   2.5  
FNMA, 2.000%, 08/01/50   2.2  
FHLMC Multifamily Structured Pass Through Certificates, Series K071, Class A2, 3.286%, 11/25/27   2.2  
California State General Obligation, School Improvements, 7.550%, 04/01/39   1.8  
FHLMC, 5.000%, 10/01/36   1.6  
FNMA, 2.500%, 02/01/35   1.6  
The Goldman Sachs Group, Inc., Series S, 4.400%, 02/10/25   1.5  
FNMA, 3.500%, 01/01/47   1.5  
Top Ten as a Group   21.6  

 

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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

 

9


 

 

  AMG GW&K Enhanced Core Bond ESG Fund
  Schedule of Portfolio Investments
  December 31, 2020

 

   

 

  Principal
Amount
Value
Corporate Bonds and Notes - 54.1%    
Financials - 14.1%    
Aircastle, Ltd. (Bermuda)    
5.000%, 04/01/23 $475,000 $506,628
Ally Financial, Inc.    
8.000%, 11/01/31 392,000 576,553
Bank of America Corp.    
Series MM, (4.300% to 01/28/25 then 3 month LIBOR + 2.664%), 4.300%, 01/28/251,2,3 531,000 548,157
The Bank of New York Mellon Corp.    
MTN, 2.450%, 08/17/26 485,000 528,263
Boston Properties, LP    
3.400%, 06/21/29 489,000 546,642
The Charles Schwab Corp.    
Series G, (5.375% to 01/06/25 then    
U.S. Treasury Yield Curve CMT 5 year + 4.971%), 5.375%, 01/06/251,2,3 707,000 789,189
CIT Group, Inc.    
6.125%, 03/09/28 451,000 550,698
Crown Castle International Corp.    
4.300%, 02/15/29 406,000 482,522
The Goldman Sachs Group, Inc.    
Series S, (4.400% to 02/10/25 then    
U.S. Treasury Yield Curve CMT 5 year + 2.850%), 4.400%, 02/10/251,2,3,4 818,000 838,450
Host Hotels & Resorts LP    
Series I, 3.500%, 09/15/30 515,000 543,669
Iron Mountain, Inc.    
4.500%, 02/15/315 230,000 241,213
JPMorgan Chase & Co.    
2.950%, 10/01/26 119,000 132,091
(4.000% to 01/04/25 then SOFRRATE + 2.475%), 4.000%, 01/04/251,2,3 415,000 422,003
Starwood Property Trust, Inc.    
5.500%, 11/01/235 270,000 282,487
Truist Financial Corp.    
Series N, (4.800% to 09/01/24 then    
U.S. Treasury Yield Curve CMT 5 year + 3.003%), 4.800%, 09/01/241,2,3 259,000 273,792
Visa, Inc.    
4.300%, 12/14/45 377,000 518,109
Total Financials   7,780,466
Industrials - 38.3%    
AECOM    
5.125%, 03/15/27 205,000 228,860
5.875%, 10/15/24 294,000 328,627
Aramark Services, Inc.    
4.750%, 06/01/26 264,000 272,171
ArcelorMittal, S.A. (Luxembourg)    
4.550%, 03/11/26 489,000 549,670
  Principal
Amount
Value
Berry Global, Inc.    
5.625%, 07/15/275 $242,000 $260,679
BorgWarner, Inc.    
2.650%, 07/01/274 490,000 527,353
Campbell Soup Co.    
2.375%, 04/24/30 525,000 555,469
CenturyLink, Inc.    
5.625%, 04/01/25 246,000 265,834
Charter Communications Operating LLC/Charter    
Communications Operating Capital    
4.908%, 07/23/25 470,000 546,203
Cheniere Corpus Christi Holdings LLC    
5.875%, 03/31/25 232,000 270,227
Comcast Corp.    
4.150%, 10/15/28 651,000 784,175
CommonSpirit Health    
3.347%, 10/01/29 458,000 503,829
Crown Americas LLC / Crown    
Americas Capital Corp. IV    
4.500%, 01/15/234 238,000 251,716
Crown Americas LLC / Crown    
Americas Capital Corp. V    
4.250%, 09/30/26 266,000 293,671
CVS Health Corp.    
5.125%, 07/20/45 402,000 542,066
Dana, Inc.    
5.375%, 11/15/27 15,000 15,928
5.625%, 06/15/28 487,000 525,164
Dell, Inc.    
7.100%, 04/15/284 408,000 537,536
Elanco Animal Health, Inc.    
5.900%, 08/28/286 463,000 547,787
Fidelity National Information Services, Inc.    
Series 10Y, 4.250%, 05/15/28 428,000 510,077
The Ford Foundation    
Series 2020, 2.415%, 06/01/50 488,000 499,863
The George Washington University    
Series 2018, 4.126%, 09/15/48 435,000 552,333
HCA, Inc.    
5.375%, 02/01/25 476,000 535,983
Howmet Aerospace, Inc.    
6.875%, 05/01/254 470,000 550,487
Johnson Controls International plc/Tyco Fire & Security Finance SCA (Ireland)    
1.750%, 09/15/30 548,000 559,847
Lennar Corp.    
4.750%, 05/30/25 232,000 265,495
Lowe’s Cos., Inc.    
4.000%, 04/15/25 457,000 519,756
MGM Resorts International    
5.750%, 06/15/25 243,000 269,129


 

 

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

 

10


 

 

   
   
  AMG GW&K Enhanced Core Bond ESG Fund
 

Schedule of Portfolio Investments (continued)

 

 

 

  Principal
Amount
  Value
Industrials - 38.3% (continued)      
Microsoft Corp.      
2.525%, 06/01/50 $372,000   $393,104
Murphy Oil USA, Inc.      
5.625%, 05/01/27 247,000   262,082
Newell Brands, Inc.      
4.700%, 04/01/266 463,000   510,657
Parker-Hannifin Corp.      
3.250%, 06/14/29 467,000   530,541
Penn National Gaming, Inc.      
5.625%, 01/15/27 125,000   130,638
PulteGroup, Inc.      
5.000%, 01/15/274 290,000   342,744
5.500%, 03/01/26 165,000   196,645
Raytheon Technologies Corp.      
3.950%, 08/16/25 460,000   527,798
RELX Capital, Inc.      
3.000%, 05/22/30 80,000   88,941
4.000%, 03/18/29 390,000   463,452
Service Corp. International      
3.375%, 08/15/30 520,000   541,884
Sprint Corp.      
7.125%, 06/15/24 438,000   513,012
Starbucks Corp.      
2.550%, 11/15/30 508,000   549,870
Steel Dynamics, Inc.      
2.400%, 06/15/25 495,000   526,667
Sysco Corp.      
2.400%, 02/15/30 497,000   518,195
Toll Brothers Finance Corp.      
4.375%, 04/15/23 251,000   267,001
United Rentals North America Inc.      
3.875%, 02/15/31 517,000   543,328
Verizon Communications, Inc.      
3.875%, 02/08/29 447,000   526,887
VF Corp.      
2.800%, 04/23/27 496,000   542,993
Wyndham Destinations, Inc.      
5.650%, 04/01/246 516,000   559,161
Xylem, Inc.      
2.250%, 01/30/31 477,000   503,033
Total Industrials     21,108,568
Utilities - 1.7%      
Dominion Energy, Inc.      
Series B, (4.650% to 12/15/24 then U.S. Treasury Yield Curve CMT 5 year + 2.993%), 4.650%, 12/15/241,2,3 515,000   544,374
  Principal
Amount
  Value
National Rural Utilities Cooperative Finance Corp.      
1.350%, 03/15/31 $408,000   $403,194
Total Utilities     947,568
Total Corporate Bonds and Notes      
(Cost $28,030,829)     29,836,602
Municipal Bonds - 8.1%      
California State General Obligation, School Improvements      
7.550%, 04/01/39 570,000   1,002,020
County of Miami-Dade FL Aviation Revenue, Series C      
4.280%, 10/01/41 700,000   771,533
JobsOhio Beverage System Series B, 4.532%, 01/01/35 5,000   6,414
JobsOhio Beverage System, Series B 3.985%, 01/01/29 325,000   374,095
Los Angeles Unified School District, School Improvements      
5.750%, 07/01/34 550,000   776,655
Massachusetts School Building Authority Series B, 1.753%, 08/15/30 518,000   525,351
Metropolitan Transportation Authority      
6.687%, 11/15/40 75,000   98,278
Metropolitan Transportation Authority, Transit Improvement      
6.668%, 11/15/39 290,000   379,717
University of California, University & College Improvements 
Series BD, 3.349%, 07/01/29
440,000   507,764
Total Municipal Bonds      
(Cost $4,127,526)     4,441,827
U.S. Government and Agency Obligations - 34.6%      
Fannie Mae - 21.1%      
FNMA      
2.000%, 08/01/50 to 09/01/50 1,281,754   1,332,835
2.500%, 11/01/34 to 05/01/50 1,293,251   1,368,421
3.500%, 11/01/33 to 11/01/48 3,064,710   3,326,957
4.000%, 12/01/33 to 03/01/50 3,137,534   3,432,099
4.500%, 01/01/40 to 07/01/49 1,734,190   1,942,283
5.000%, 11/01/43 200,072   232,325
Total Fannie Mae     11,634,920
Freddie Mac - 10.0%      
FHLMC      
1.500%, 11/01/50 516,262   521,940
2.000%, 08/01/50 196,982   204,757
2.500%, 11/01/34 to 08/01/50 785,462   832,730
5.000%, 10/01/36 767,075   891,839
FHLMC Gold Pool      
3.500%, 02/01/30 to 04/01/46 1,339,120   1,457,724


 

 

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

 

11


 

   
   
  AMG GW&K Enhanced Core Bond ESG Fund
 

Schedule of Portfolio Investments (continued)

 

 

 

  Principal
Amount
  Value
Freddie Mac - 10.0% (continued)      
FHLMC Multifamily Structured Pass Through Certificates 
Series K050, Class A2
     
3.334%, 08/25/253 $46,000   $51,565
Series K071, Class A2      
3.286%, 11/25/27 1,035,000   1,198,038
Series K076, Class A2      
3.900%, 04/25/28 291,000   349,179
Total Freddie Mac     5,507,772
U.S. Treasury Obligations - 3.5%      
U.S. Treasury Bonds      
4.500%, 02/15/36 1,319,000   1,936,199
Total U.S. Treasury Obligations     1,936,199
Total U.S. Government and Agency Obligations      
(Cost $18,402,686)     19,078,891
Foreign Government Obligation - 0.6%      
The Korea Development Bank (South Korea)      
0.500%, 10/27/23      
(Cost $345,180) 346,000   347,297
Total Foreign Government Obligation      
(Cost $345,180)     347,297
Short-Term Investments - 4.3%      
Joint Repurchase Agreements - 4.3%7      
Citigroup Global Markets, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received $1,000,008 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 4.000%, 09/15/21 - 01/01/51, totaling $1,020,000) 1,000,000   1,000,000
  Principal
Amount
  Value
Morgan, Stanley & Co. LLC, dated 12/31/20, due 01/04/21, 0.070% total to be received $379,189 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 9.000%, 02/04/21 - 12/20/50, totaling $386,770) $379,186   $379,186
RBC Dominion Securities, Inc., dated 12/31/20, due 01/04/21, 0.080% total to be received $1,000,009 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.000%, 01/05/21 - 12/20/50, totaling $1,020,000) 1,000,000   1,000,000
Total Joint Repurchase Agreements     2,379,186
Total Short-Term Investments      
(Cost $2,379,186)     2,379,186
Total Investments - 101.7%      
(Cost $53,285,407)     56,083,803
Other Assets, less Liabilities - (1.7)%     (938,221)
Net Assets - 100.0%     $55,145,582


1 Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2020. 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 December 31, 2020. 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 $2,928,951 or 5.3% 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.
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 December 31, 2020, the value of these securities amounted to $784,379 or 1.4% 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
LIBOR London Interbank Offered Rate
MTN Medium-Term Note
SOFRRATE Secured Overnight Financing Rate


 

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)

 

 

 

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

    Level 1   Level 2   Level 3   Total
Investments in Securities                
Corporate Bonds and Notes     $29,836,602     $29,836,602
Municipal Bonds     4,441,827     4,441,827
U.S. Government and Agency Obligations     19,078,891     19,078,891
Foreign Government Obligation     347,297     347,297
Short-Term Investments                
Joint Repurchase Agreements     2,379,186     2,379,186
Total Investments in Securities     $56,083,803     $56,083,803

 

All corporate bonds and notes, municipal bonds, and U.S. government and agency obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, and U.S. government and agency obligations by major industry or agency classification, please refer to the Fund’s Schedule of Portfolio Investments.

 

For the fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

 

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

 

13


 

 

   
   
  AMG GW&K High Income Fund
  Portfolio Manager’s Comments (unaudited)

 

 

 

THE YEAR IN REVIEW

 

AMG GW&K High Income Fund (the “Fund”) Class N shares returned 12.16% during the year ended December 31, 2020, compared to the 6.79% return for the Bloomberg Barclays U.S. High Yield 1–5 Year Ba Index. The Fund’s legacy benchmark, the Bloomberg Barclays Global Aggregate Bond Index, returned 9.20% during the period.

 

Effective December 4, 2020, the Fund’s subadviser changed from Loomis, Sayles & Company, L.P. (“Loomis Sayles”) to GW&K Investment Management, LLC (“GW&K”). Also effective December 4, 2020, the Fund changed its name from AMG Manager Global Income Opportunity Fund and changed its investment objective, benchmark, principal investment strategies, and principal risks.

 

PERFORMANCE

 

Despite a negative return in the first quarter, the Fund generated strong performance for the full year and outperformed both the legacy benchmark (Bloomberg Barclays Global Aggregate Bond Index) and its new benchmark (Bloomberg Barclays U.S. High Yield 1–5 Year Ba Index). In the first quarter, the Fund underperformed primarily due to spread sector allocation and currency positioning, while duration and yield curve positioning was positive. The Fund subsequently outperformed in the

   

following three quarters due to spread sector allocation with notable contributions from an overweight in the investment grade bond sector. The Fund’s currency and yield curve positioning were also modest contributors to relative performance during the period.

 

HIGH INCOME INVESTMENT STRATEGY

 

GW&K believes that by actively managing a diversified portfolio of non-investment grade corporate bonds, we can generate higher total return over the long term while assuming manageable levels of risk. We look to invest in companies that we believe offer the best risk-adjusted value.

 

The Fund seeks to achieve a high level of current income while minimizing price volatility. It seeks to minimize interest rate risk by investing in bonds with maturities less than five years and seeks to minimize credit risk by targeting bonds with an average rating of BB.

 

OUTLOOK

 

Yields across the curve have struggled to break decisively out of their recent range, even as investors gained increasing confidence that a durable recovery is underway. Among the reasons for this apparent reticence is a lack of conviction that the U.S. Federal Reserve (Fed) will be able to reach and sustain a long-term inflation target of 2%.

   

Furthermore, even in the event that they do, investors are skeptical that the still-fragile recovery could sustain meaningfully higher rates. As a result, we believe there is a fairly even balance of upside and downside risks to rates and we have kept our duration close to its benchmark. With respect to curve positioning, we favor an underweight to the long end, where breakevens are especially unappealing, in favor of the more balanced risk/return profile of intermediate maturities.

 

We believe corporate credit remains the most compelling segment of the fixed income market as both a beneficiary of the ongoing recovery and a defense against rising interest rates. Yields available in the Treasury market sit close to historic lows at the same time as the sector’s sensitivity to interest rates is near historic highs, providing a particularly asymmetrical risk profile. Credit, meanwhile, is poised to benefit not only from an improving fundamental picture, but also a notable drop-off in issuance next year that is likely to fuel a constructive supply/demand imbalance in a world where positive yields are increasingly scarce.

 

This commentary reflects the results from GW&K and Loomis Sayles during the period and the viewpoints of the current portfolio manager, GW&K, and is not intended as a forecast or guarantee of future result.

 
               
               

 

 

 

14


 

   
   
  AMG GW&K High Income Fund
 

Portfolio Manager’s Comments (continued)

 

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

 

AMG GW&K High Income Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K High Income Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Bloomberg Barclays U.S. High Yield 1-5 Year Ba Index and Bloomberg Barclays Global Aggregate Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

 

 

The table below shows the average annual total returns for the AMG GW&K High Income Fund and the Bloomberg Barclays U.S. High Yield 1-5 Year Ba Index and Bloomberg Barclays Global Aggregate Bond Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1 One Year Five
Years
Ten Years
AMG GW&K High Income Fund2, 3, 4, 5      
Class N 12.16% 6.04% 3.74%
Bloomberg Barclays U.S. High Yield 1-5 Year Ba Index6 6.79% 6.31% 5.81%
Bloomberg Barclays Global Aggregate Bond Index7 9.20% 4.79% 2.83%

 

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 December 31, 2020. All returns are in U.S. dollars($).
2 From time to time the Fund’s advisor has waived it’s fees and/or absorbed Fund expenses, which has resulted in higher returns.
   
3 The Fund is subject to the risks associated with investments in debt securities, such as default risk and fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.
   
4 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.
   
5 High-yield bonds (also known as “junk bonds”) may be subject to greater levels of interest rate, credit, and liquidity risk than investments in higher rated securities. These securities are considered predominantly speculative with respect to the issuer’s continuing ability to make principal and interest payments. The issuers of the Fund’s holdings may be involved in bankruptcy proceedings, reorganizations, or financial restructurings, and are not as strong financially as higher-rated issuers.
   
6 On December 4, 2020, the primary benchmark changed from the Bloomberg Barclays Global Aggregate Bond Index to the Bloomberg Barclays U.S. High Yield Ba 1-5 Year Index. The Bloomberg Barclays U.S. High Yield Ba 1-5 Year Index, a subset of the Bloomberg Barclays 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 maturities range from 1 to 5 years. Unlike the Fund, the Bloomberg Barclays U.S. High Yield Ba 1-5 Year Index is unmanaged, is not available for investment and does not incur expenses.
   
7 The Bloomberg Barclays Global Aggregate Bond Index, the Fund’s prior benchmark 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 Barclays Global Aggregate Bond Index is unmanaged, is not available for investment and does not incur expenses.
   

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”).







 

 

15


 

 

   
   
  AMG GW&K High Income Fund
 

Portfolio Manager’s Comments (continued)

 

 

 

BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or     endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or    

responsibility for injury or damages arising in connection therewith.

 

Not FDIC insured, nor bank guaranteed. May lose value

 

 
               
               

 

 

 

16


 

 

   
  AMG GW&K High Income Fund
  Fund Snapshots (unaudited)
  December 31, 2020

 

 

 

PORTFOLIO BREAKDOWN

 

Category % of
Net Assets
Corporate Bonds and Notes 96.8
Other Assets Less Liabilities    3.2

 

Rating % of Market Value1
Baa/BBB 24.7
Ba/BB 60.1
B 15.2

 

1 Includes market value of long-term fixed-income securities only. 

TOP TEN HOLDINGS

 

Security Name   % of
Net Assets
QEP Resources, Inc., 5.625%, 03/01/26   2.7
Apache Corp., 4.625%, 11/15/25   2.6
Kohl’s Corp., 9.500%, 05/15/25   2.5
Ford Motor Co., 4.346%, 12/08/26   2.5
Allegheny Technologies, Inc., 7.875%, 08/15/23   2.5
Methanex Corp., 4.250%, 12/01/24 (Canada)   2.5
Howmet Aerospace, Inc., 6.875%, 05/01/25   2.5
Aramark Services, Inc., 4.750%, 06/01/26   2.5
Delta Air Lines, Inc., 7.375%, 01/15/26   2.5
Service Properties Trust, 7.500%, 09/15/25   2.5
Top Ten as a Group   25.3


 

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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

 

17


 

 

   
  AMG GW&K High Income Fund
  Schedule of Portfolio Investments
  December 31, 2020

 

 

 

  Principal
Amount
  Value
Corporate Bonds and Notes - 96.8%      
Financials - 20.2%      
Aircastle, Ltd. (Bermuda)      
5.000%, 04/01/23 $237,000   $252,619
CIT Group, Inc.      
5.000%, 08/01/23 160,000   174,800
Citigroup, Inc.      
Series V      
(4.700% to 01/30/25 then SOFRRATE + 3.234%), 4.700%, 01/30/251,2,3 246,000   252,787
The Goldman Sachs Group, Inc.      
Series S      
(4.400% to 02/10/25 then U.S. Treasury Yield Curve CMT 5 year + 2.850%), 4.400%, 02/10/251,2,3 250,000   255,625
JPMorgan Chase & Co.      
Series HH      
(4.600% to 02/01/25 then SOFRRATE + 3.125%), 4.600%, 02/01/251,2,3 245,000   252,963
Service Properties Trust      
7.500%, 09/15/25 223,000   256,967
SLM Corp.      
4.200%, 10/29/25 241,000   254,556
Starwood Property Trust, Inc.      
4.750%, 03/15/25 246,000   252,150
Wynn Las Vegas LLC / Wynn Las Vegas Capital Corp.      
5.500%, 03/01/254 120,000   125,250
Total Financials     2,077,717
Industrials - 76.6%      
AECOM      
5.875%, 10/15/24 227,000   253,169
Allegheny Technologies, Inc.      
7.875%, 08/15/235 236,000   258,264
American Axle & Manufacturing, Inc.      
6.250%, 04/01/25 243,000   251,505
Apache Corp.      
4.625%, 11/15/25 251,000   265,312
Aramark Services, Inc.      
4.750%, 06/01/26 250,000   257,362
Ball Corp.      
5.250%, 07/01/25 215,000   245,364
CDW LLC / CDW Finance Corp.      
5.500%, 12/01/24 228,000   254,902
CenturyLink, Inc.      
5.625%, 04/01/25 65,000   70,119
Crown Americas LLC / Crown
Americas Capital Corp. IV
     
4.500%, 01/15/23 234,000   246,900
  Principal
Amount
  Value
CSC Holdings LLC      
5.250%, 06/01/24 $234,000   $253,282
DCP Midstream Operating LP      
5.375%, 07/15/25 137,000   150,538
Delta Air Lines, Inc.      
7.375%, 01/15/26 225,000   257,018
Donnelley Financial Solutions, Inc.      
8.250%, 10/15/24 184,000   195,040
Ford Motor Co.      
4.346%, 12/08/26 243,000   258,795
Freeport-McMoRan, Inc.      
3.875%, 03/15/23 119,000   124,153
Graphic Packaging International LLC      
4.875%, 11/15/22 93,000   97,418
HCA, Inc.      
5.375%, 02/01/25 223,000   250,770
Howmet Aerospace, Inc.      
6.875%, 05/01/25 220,000   257,400
Kohl’s Corp.      
9.500%, 05/15/25 200,000   259,421
Methanex Corp. (Canada)      
4.250%, 12/01/24 245,000   257,936
MGM Resorts International      
6.000%, 03/15/23 234,000   251,257
Netflix, Inc.      
5.875%, 02/15/25 220,000   253,103
Newell Brands, Inc.      
4.875%, 06/01/25 231,000   254,169
Newfield Exploration Co.      
5.625%, 07/01/24 235,000   251,717
NuStar Logistics LP      
4.750%, 02/01/22 123,000   124,845
Occidental Petroleum Corp.      
3.450%, 07/15/24 173,000   165,215
Penske Automotive Group, Inc.      
3.500%, 09/01/25 243,000   246,949
QEP Resources, Inc.      
5.625%, 03/01/26 250,000   274,137
QVC, Inc.      
4.450%, 02/15/25 236,000   252,001
Sprint Corp.      
7.125%, 06/15/24 211,000   246,870
Tenet Healthcare Corp.      
4.875%, 01/01/264 120,000   125,533
Teva Pharmaceutical Finance
Netherlands III BV (Netherlands)
     
2.200%, 07/21/21 249,000   248,378
United Airlines Holdings, Inc.      
5.000%, 02/01/24 254,000   252,095


 

 

 

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 - 76.6% (continued)      
VeriSign, Inc.      
5.250%, 04/01/25 $86,000   $97,718
WPX Energy, Inc.      
5.250%, 09/15/24 117,000   127,445
Wyndham Destinations, Inc.      
5.650%, 04/01/245 236,000   254,880
Total Industrials     7,890,980
Total Corporate Bonds and Notes      
(Cost $9,978,707)     9,968,697

 

1 Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2020. 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 December 31, 2020. 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 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 December 31, 2020, the value of these securities amounted to $250,783 or 2.4% of net assets.

 

 

  Value
Total Investments - 96.8%  
(Cost $9,978,707) $9,968,697
Other Assets, less Liabilities - 3.2% 333,161
Net Assets - 100.0% $10,301,858

 

5 Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.

CMT Constant Maturity Treasury
SOFRRATE 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 December 31, 2020:

 

    Level 1   Level 2   Level 3   Total  
Investments in Securities                          
Corporate Bonds and Notes       $ 9,968,697       $ 9,968,697  
Total Investments in Securities       $ 9,968,697       $ 9,968,697  

 

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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

For the fiscal year ended December 31, 2020, 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
Foreign currency exchange contracts  Net realized gain on forward contracts $134,979 Net change in unrealized appreciation/ depreciation on forward contracts $10,553
         
Interest rate contracts Net realized gain on futures contracts 34,964 Net change in unrealized appreciation/ depreciation on futures contracts 4,541
  Totals $169,943   $15,094

 

 

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

20


 

 

 

AMG GW&K Municipal Bond Fund

Portfolio Manager’s Comments (unaudited)

  

   

  

THE YEAR IN REVIEW

 

For the year ended December 31, 2020, AMG GW&K Municipal Bond Fund (the “Fund”) Class N shares returned 4.31%, underperforming its benchmark, the Bloomberg Barclays 10-Year Municipal Bond Index (the “Index”), which returned 5.62%.

 

The municipal bond market withstood historic volatility in the first quarter as COVID-19 exploded across the globe and wreaked havoc on financial markets. After falling to all-time lows amid a global flight to safety, tax-exempt yields went on a wild ride, spiking more than 200 basis points over a ten-day stretch in March only to abruptly reverse course and recapture nearly three-fourths of that sharp selloff. The generic 10-year AAA yield finished March up 40 basis points for the month, but still down 13 basis points from the beginning of the year. Credit spreads, which had been on a years-long run of tightening leading up to the crisis, widened sharply amid the turmoil, led by high yield and low investment grade securities, but also extending to certain sectors and credits viewed as particularly vulnerable to a prolonged economic shutdown. As the quarter came to a close, municipal bonds had regained some much needed stability thanks to unprecedented government intervention, but with the primary market still in limbo, price discovery remained opaque, trading depth shallow, and volatility elevated.

 

The municipal bond market posted impressive returns in the second quarter, completing a remarkable turnaround from the most tumultuous selloff in its history. Tax-exempt yields fell sharply across the curve, dropping back near all-time lows and narrowing a gap against Treasuries that had recently ballooned to all-time highs. The path toward normalcy passed many markers along the way. Short-term financing costs, which had spiked in March, dropped to record lows by June. Mutual funds not only stemmed the tide of massive net redemptions, but also began seeing a surge of inflows. The new issue market, which was effectively closed in March and most of April, eventually kicked into high gear, providing much needed price discovery and reflecting a growing confidence that the worst may have passed. The healing was broad based but not quite universal. Credit quality took on new importance as investors became more skeptical of certain issuers and sectors perceived as vulnerable to the pandemic fallout. Also states are beginning to fear that additional federal aid may become a casualty of election-year politics, an outcome that could spell trouble in some corners of the municipal bond space.

 

The municipal bond market posted solid returns in the third quarter, extending a post-crisis rebound on the back of a robust technical environment. Over the first six weeks of the period, tax-exempt yields rallied to all-time lows across the entire curve. The major catalyst was a flood of money pouring into the market, driven by a combination of seasonally high reinvestment demand and attractive valuations versus taxable alternatives. Industry mutual funds took in $26 billion of net new cash, the highest quarterly inflows on record. Supply, on the other hand, was relatively modest. Headline volumes were actually well above average, but those numbers were inflated by a record jump in taxable issuance. Tax-exempt supply remained at more manageable levels. In addition, dealer inventories dropped to all-time lows, setting the stage for a supply/demand dynamic that favored sellers. Lower rated credits continued to outperform, benefiting from a better-than-expected outlook for state finances and a still heavy appetite for incremental yield. Over the second half of August and into September, investors turned more cautious amid a building forward calendar and uncertainty over federal relief aid, pushing rates up off their lows, but still down for the quarter.

 

Municipal bonds posted solid gains in the fourth quarter, driven by strong technical tailwinds. Coming into October, municipal bonds were out-yielding Treasuries on an absolute basis across most of the curve, a dynamic that reflected heavy issuance in the third quarter and lingering concerns over the financial shape of state and local governments. But it had already become clear that tax revenues across the country were recovering much faster than feared, meaning credit fundamentals were improving even before factoring in any federal relief. And after October, when municipalities floated a record volume of deals to get ahead of any federal election chaos, issuance fell off a cliff, leaving a market that was starving for yield chasing a fast-dwindling supply of bonds. As we approached year end, heavy seasonal reinvestment demand and accelerating fund flows only added to the imbalance, as did the urgency of knowing that the supply drought would likely extend well into February. And so municipal yields continued to grind lower.

 

While all this was going on, Treasury yields were moving higher, as a number of positive developments reduced the need for safe-haven assets. The November U.S. election proved decisive, removing the chance that a contested result could destabilize markets. Federal stimulus talks proceeded in starts and stops, ultimately culminating

with a deal in late December. And perhaps most importantly, multiple highly effective COVID-19 vaccines were approved for emergency use, providing confidence that the end of the crisis was finally in sight. All these factors put upward pressure on rates, though any runaway selloff in Treasuries was kept in check by a still-vigilant U.S Federal Reserve (the “Fed”) and a worrisome surge in coronavirus cases, which led to another series of widespread lockdowns. With municipal bonds and Treasuries heading in opposite directions, relative value ratios plunged, and by the end of the year had moved back to pre-virus levels. In fact, the 10-year municipal bond/Treasury ratio began the quarter at 127% and ended it at 78%.

 

The Fund underperformed the Bloomberg Barclays 10-Year Municipal Bond Index for the year. A shift in yield curve positioning in the fourth quarter modestly helped performance late in the year, but the Fund’s overall shorter duration detracted from performance for the year as rates declined. The Fund’s higher quality positioning benefited relative performance for the year.

 

As we enter 2021, it is important to revisit the lessons of last year. As we saw in March and April, the municipal bond market tends to be one-directional. With no effective way to short municipal bonds, price discovery is at the mercy of long-only investors, and when demand dries up, air pockets of volatility can emerge. But underneath the trading dynamics, which were ultimately cured by aggressive Fed liquidity, municipal credits once again demonstrated their resilience in the face of adversity and their importance as a hedge against riskier asset types. State tax receipts, expected to collapse amid the shutdown, held up remarkably well, buoyed by federal stimulus and the rebound in financial markets. Revenue sectors like toll roads, health care, and higher education rebounded quickly after early setbacks. Water systems and electric utilities were barely affected, showing how airtight essential service industries can be. Even areas most plagued by the crisis, like airports, showed only modest pressure, as large cash cushions and flexible airline agreement contracts provide a crucial bridge to recovery. So, while yields are once again back near absolute lows, municipal bonds remain a stable, sleep-at-night component of a successful asset allocation strategy.

 

This commentary reflects the viewpoints of GW&K Investment Management, LLC and is not intended as a forecast or guarantee of future results.

 

 

 

 

21


 

 

 

AMG GW&K Municipal Bond Fund

Portfolio Manager’s Comments (continued)

 

   

  

CUMULATIVE TOTAL RETURN PERFORMANCE

 

AMG GW&K Municipal Bond Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Municipal Bond Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Bloomberg Barclays 10-Year Municipal Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

Description: C:\JOB FOLDER\GAURAV KOLAPTE\2021\FEB\27\001.jpg

 

The table below shows the average annual total returns for the AMG GW&K Municipal Bond Fund and the Bloomberg Barclays 10-Year Municipal Bond Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1   One Year   Five
Years
  Ten Years
AMG GW&K Municipal Bond Fund2, 3, 4, 5, 6, 7            
Class N   4.31%   3.09%   4.05%
Class I   4.70%   3.43%   4.48%
Bloomberg Barclays 10-Year Municipal Bond Index8   5.62%   4.05%   4.80%

 

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 December 31, 2020. 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 the risks associated with investments in debt securities, such as default risk and
    fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.

4 Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

5 Investment income may be subject to certain state and local taxes, and depending on your tax status, the federal alternative minimum tax. Capital gains are not exempt from federal income tax.

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 businesses 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 Bloomberg Barclays 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 Barclays 10-Year Municipal Bond Index is unmanaged, is not available for investment and does not incur expenses.

 

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

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



 

 

 

22


 

 

 

AMG GW&K Municipal Bond Fund

Fund Snapshots (unaudited)

December 31, 2020

 

   

 

PORTFOLIO BREAKDOWN

 

Category

% of
Net Assets
 

Transportation 26.9
General Obligation 21.0
Utilities 20.0
Water   7.5
Medical   7.4
Education   5.8
Power   2.8
Tobacco Settlement   0.8
Industrial Development   0.5
Short-Term Investments   7.3
   
   
   
Rating % of Market Value1
Aaa/AAA 24.7
Aa/AA 48.1
A 24.1
Baa/BBB   3.1
1 Includes market value of long-term fixed-income securities only.  

TOP TEN HOLDINGS

 

Security Name   % of Net Assets
State of Texas, 4.000%, 08/26/21   4.4
State of Maryland, Series B, 5.000%, 08/01/25   2.3
New York State Dormitory Authority, Series B, 5.000%, 03/31/21   2.0
Wisconsin State Revenue, Department of Transportation, Series 2, 5.000%, 07/01/29   2.0
North Carolina State Limited Obligation, Series B, 5.000%, 05/01/28   1.5
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
  1.3
State of California, General Obligation, 5.000%, 11/01/30   1.2
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
Top Ten as a Group   18.6


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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

 

23


 

 

 

AMG GW&K Municipal Bond Fund

Schedule of Portfolio Investments

December 31, 2020

 

   

 

  Principal
Amount
Value
Municipal Bonds - 92.7%    
Alabama - 0.8%    

Alabama Public School and College Authority, Series A

5.000%, 11/01/34

$7,500,000 $10,280,925
Arizona - 2.2%    

Arizona Department of Transportation State Highway Fund Revenue

5.000%, 07/01/28

5,040,000 6,274,548

Arizona Water Infrastructure Finance Authority, Water Quality Revenue, Series A

5.000%, 10/01/26

10,000,000 11,714,500

Salt River Project Agricultural Improvement & Power District

5.000%, 01/01/27 1

3,000,000 3,702,210
5.000%, 01/01/28 1 2,625,000 3,326,400
5.000%, 01/01/29 1 2,500,000 3,249,975
Total Arizona   28,267,633
California - 11.0%    

California Municipal Finance Authority, Community Medical Centers, Series A

   
5.000%, 02/01/27 950,000 1,173,421
5.000%, 02/01/30 1,630,000 1,964,280
5.000%, 02/01/31 900,000 1,081,026
5.000%, 02/01/32 1,855,000 2,220,175

California State Public Works Board

5.000%, 02/01/31 1

3,500,000 4,541,775
California State Public Works Board, Series A    
5.000%, 02/01/30 1 3,500,000 4,462,150
5.000%, 02/01/32 1 3,500,000 4,611,425

City of Los Angeles Department of Airports, Series C
5.000%, 05/15/30

10,515,000 14,080,111

Los Angeles County Metropolitan Transportation

Authority, Series R

   
5.000%, 06/01/29 6,940,000 9,450,337
5.000%, 06/01/31 6,000,000 8,284,500
5.000%, 06/01/32 10,035,000 13,754,172

Los Angeles Unified School District, Series A 5.000%, 07/01/28

5,000,000 6,625,550
San Diego County Water Authority, Series A    
5.000%, 05/01/28 1 1,770,000 2,328,028
5.000%, 05/01/29 1 2,455,000 3,309,659
5.000%, 05/01/30 1 1,800,000 2,479,338
5.000%, 05/01/31 1 1,300,000 1,831,960
San Francisco City & County Airport Commission,    
San Francisco International Airport, Series A    
5.000%, 05/01/34 5,000,000 6,358,700
5.000%, 05/01/35 5,800,000 7,361,302
State of California    
5.000%, 08/01/29 7,235,000 8,993,539
5.000%, 09/01/29 5,075,000 6,323,704
5.000%, 11/01/30 11,575,000 16,166,108
5.000%, 04/01/32 5,000,000 7,166,550
     
  Principal
Amount
Value
State of California, Series C    
5.000%, 09/01/26 $7,715,000 $9,385,375
Total California   143,953,185
Colorado - 1.3%    
Colorado Health Facilities Authority, Series A    
5.000%, 01/01/27 2,500,000 3,137,875
5.000%, 01/01/28 2,535,000 3,261,176
5.000%, 01/01/29 4,125,000 5,425,406
5.000%, 08/01/33 4,250,000 5,424,955
Total Colorado   17,249,412
Connecticut - 2.8%    

State of Connecticut Special Tax Revenue

5.000%, 05/01/28

3,000,000 3,905,730

State of Connecticut Special Tax Revenue, Transportation Infrastructure

5.000%, 01/01/30

10,180,000 12,966,673

State of Connecticut Special Tax Revenue, Series B
5.000%, 10/01/35

7,500,000 9,543,150
State of Connecticut, Series A    
5.000%, 01/15/31 7,650,000 10,225,220
Total Connecticut   36,640,773
District of Columbia - 2.8%    
District of Columbia, Series A    
5.000%, 06/01/30 6,020,000 7,446,800
District of Columbia, Series B    
5.000%, 10/01/28 7,100,000 9,493,055
5.000%, 06/01/31 10,080,000 13,159,238

Washington Convention & Sports Authority, Series A

5.000%, 10/01/27

5,475,000 6,600,277
Total District of Columbia   36,699,370
Florida - 3.8%    

Escambia County Health Facilities Authority

5.000%, 08/15/37

6,000,000 7,447,260

Florida’s Turnpike Enterprise, Department of Transportation, Series C

 
5.000%, 07/01/28 7,075,000 8,773,354

Lee Memorial Health System, Series A 5.000%, 04/01/34

5,645,000 7,266,300

Orange County Health Facilities Authority, Series A 5.000%, 10/01/31

4,525,000 5,500,138

Orange County Health Facilities Authority, Series G

   
5.000%, 10/01/26 3,000,000 3,741,300

State of Florida, Capital Outlay, Series B 5.000%, 06/01/27

9,045,000 10,479,537


 

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  
Florida - 3.8% (continued)              

State of Florida, Department of Transportation,

Fuel Sales Tax Revenue, Series B

5.000%, 07/01/26

  $5,780,000   $5,915,194  
Total Florida           49,123,083  
Georgia - 1.9%              

Atlanta Water & Wastewater Revenue
5.000%, 11/01/25

    5,100,000     6,139,584  

Georgia State University & College Improvements, Series A 5.000%, 07/01/27

    4,600,000     4,929,912  

Private Colleges & Universities Authority, Series B
5.000%, 09/01/30

    10,360,000     14,298,043  
Total Georgia           25,367,539  
Illinois - 7.0%              

Chicago O’Hare International Airport, Series A 5.000%, 01/01/35

    5,010,000     6,442,509  

Chicago O’Hare International Airport, Series B 5.000%, 01/01/28

    10,670,000     12,462,560  

Chicago O’Hare International Airport, Senior Lien, Series A 5.000%, 01/01/36

    10,000,000     12,286,900  
5.000%, 01/01/38     5,500,000     6,720,175  

Illinois Finance Authority 5.000%, 01/01/29

    2,310,000     3,090,780  
5.000%, 07/01/29     8,755,000     11,850,418  

Illinois State Finance Authority Revenue, Clean Water Initiative Revenue
5.000%, 07/01/27

    11,000,000     13,565,420  

Illinois State Toll Highway Authority, Series A
5.000%, 12/01/31

    9,735,000     11,673,628  

Illinois State Toll Highway Authority, Senior Revenue Bonds, Series A
5.000%, 01/01/30

    10,110,000     13,231,665  
Total Illinois           91,324,055  
Indiana - 1.1%              

Indiana Finance Authority, Series C
5.000%, 06/01/29

    4,800,000     6,433,872  

Indiana Transportation Finance Authority, Series C
5.500%, 12/01/25

    6,070,000     7,597,030  
Total Indiana           14,030,902  
Iowa - 1.5%              

Iowa Finance Authority, State Revolving Fund Green Bond
5.000%, 08/01/30

    15,025,000     19,202,251  
    Principal
Amount
  Value  
Kentucky - 0.5%              

Louisville/Jefferson County Metropolitan Government, Norton Healthcare Inc., Series A
5.000%, 10/01/29

  $5,505,000   $6,720,449  
Maryland - 5.9%              

Maryland State Transportation Authority
5.000%, 07/01/33

    6,350,000     8,630,285  

State of Maryland, Department of Transportation
5.000%, 10/01/28

    12,365,000     15,472,324  
5.000%, 09/01/29     12,205,000     15,685,622  

State of Maryland, Series B

5.000%, 08/01/25

    24,125,000     29,417,060  

State of Maryland, State & Local Facilities Loan of 2019, 1st Series
5.000%, 03/15/30

    6,000,000     8,064,720  
Total Maryland           77,270,011  
Massachusetts - 2.7%              

Commonwealth of Massachusetts
5.000%, 07/01/29

    6,010,000     8,182,134  

Commonwealth of Massachusetts, Series A 5.000%, 07/01/25

    7,700,000     9,339,715  

Massachusetts Bay Transportation Authority 5.000%, 07/01/22

    10,020,000     10,744,045  

Massachusetts Water Resources Authority, Series C 5.000%, 08/01/31

    6,080,000     7,580,848  
Total Massachusetts           35,846,742  
Michigan - 3.0%              

Lansing Board of Water & Light, Series A
5.500%, 07/01/41

    5,000,000     5,131,700  

Michigan Finance Authority, Henry Ford Health System 5.000%, 11/15/29

    11,450,000     14,116,362  

Michigan State Building Authority Revenue, Series I
5.000%, 04/15/27

    5,700,000     6,950,466  

State of Michigan
5.000%, 03/15/27

    10,000,000     12,656,000  
Total Michigan           38,854,528  
Minnesota - 0.8%              

City of Minneapolis MN, Fairview Health Services, Series A 5.000%, 11/15/35

    3,165,000     3,990,084  

Minneapolis-St Paul Metropolitan Airports Commission, Series A
5.000%, 01/01/25

    5,000,000     5,913,600  
Total Minnesota           9,903,684  


 

 

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
Mississippi - 0.8%            
State of Mississippi, Series A            
5.000%, 10/01/28   $10,000,000   $10,361,100
Missouri - 1.6%            
University of Missouri, Series A            
5.000%, 11/01/26     5,520,000     6,507,362
University of Missouri, Series B            
5.000%, 11/01/30     10,010,000     13,934,621
Total Missouri           20,441,983
Nebraska - 0.5%            
University of Nebraska Facilities Corp.            
5.000%, 07/15/25     5,010,000     6,080,837
New Jersey - 1.9%            
New Jersey State Turnpike Authority Revenue, Series B            
5.000%, 01/01/28     4,010,000     5,174,464
State of New Jersey            
5.000%, 06/01/25     4,335,000     5,161,511
5.000%, 06/01/29     11,500,000     14,905,265
Total New Jersey           25,241,240
New Mexico - 0.2%            
New Mexico Finance Authority            
5.000%, 06/01/22     2,845,000     3,039,911
New York - 10.2%            
City of New York            
5.000%, 08/01/34     3,250,000     4,347,167
City of New York, Series C            
5.000%, 08/01/33     1,500,000     2,018,130
Long Island Power Authority            
5.000%, 09/01/35     5,015,000     6,444,626
Metropolitan Transportation Authority,            
Transit Revenue, Green Bond,            
Series B            
5.000%, 11/15/27     14,225,000     16,877,678
Metropolitan Transportation Authority,            
Transit Revenue, Series F            
5.000%, 11/15/24     4,950,000     5,237,595
5.000%, 11/15/27     5,000,000     5,287,650
5.000%, 11/15/28     4,750,000     5,378,662
New York City Transitional Finance Authority Building Aid Revenue,            
Series S-3, Sub-Series S-3A            
5.000%, 07/15/31     5,080,000     6,533,236
New York City Transitional Finance Authority, Future Tax Secured Revenue, Series C            
5.000%, 11/01/26     9,585,000     11,433,275
New York State Dormitory Authority, Series A            
5.000%, 12/15/25     8,645,000     9,445,268
5.000%, 12/15/27     5,640,000     6,155,158
5.000%, 03/15/31     7,670,000     9,938,096
             
      Principal      
      Amount     Value
New York State Dormitory Authority, Series D            
5.000%, 02/15/27   $5,355,000   $5,636,191
New York State Dormitory Authority, Series E            
5.000%, 03/15/32     8,410,000     10,136,489
New York Transportation Development Corp.            
5.000%, 12/01/30     1,000,000     1,313,600
5.000%, 12/01/31     1,100,000     1,436,193
5.000%, 12/01/32     1,400,000     1,815,534
5.000%, 12/01/33     1,000,000     1,292,120
Port Authority of New York & New Jersey            
5.000%, 07/15/31     10,000,000     13,306,300
5.000%, 07/15/32     6,545,000     8,650,003
Total New York         132,682,971
North Carolina - 1.5%            
North Carolina State Limited Obligation, Series B            
5.000%, 05/01/28     15,300,000     19,585,989
Ohio - 2.6%            
Ohio State General Obligation, Series A            
5.000%, 09/01/26     7,090,000     8,947,155
Ohio State General Obligation, Series T            
5.000%, 05/01/30     5,000,000     6,365,050
Ohio Water Development Authority,            
Water Pollution Control Loan Fund,            
Series 2015A            
5.000%, 06/01/25     5,000,000     6,047,900
State of Ohio, Series A            
5.000%, 08/01/21     12,545,000     12,898,016
Total Ohio           34,258,121
Oregon - 1.7%            
Oregon State Lottery, Series C            
5.000%, 04/01/27     10,000,000     11,910,800
Oregon State Lottery, Series D            
5.000%, 04/01/28     9,225,000     10,953,488
Total Oregon         22,864,288
Pennsylvania - 2.0%            
Allegheny County Hospital Development            
Authority,            
University Pittsburgh Medical Center            
5.000%, 07/15/31     5,520,000     7,241,909
Commonwealth Financing Authority,            
Pennsylvania Tobacco            
5.000%, 06/01/32     7,890,000     9,960,809
Lancaster County Hospital Authority,            
University of Pennsylvania Health Revenue            
5.000%, 08/15/26     6,970,000     8,761,569
Total Pennsylvania         25,964,287
Texas - 9.3%            
Central Texas Turnpike System Transportation Commission, Series C            
5.000%, 08/15/31     11,175,000     12,788,558
             

 

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

26


 


 

AMG GW&K Municipal Bond Fund

Schedule of Portfolio Investments (continued)

   
 
      Principal        
      Amount     Value  
Texas - 9.3% (continued)              
Central Texas Turnpike System, Series A              
5.000%, 08/15/39     $8,000,000     $10,484,080  
City of Corpus Christi TX Utility System Revenue,              
Junior Lien              
5.000%, 07/15/29     3,125,000     4,074,969  
City of San Antonio TX Electric & Gas              
Systems Revenue              
5.000%, 02/01/26     9,350,000     11,567,165  
Dallas Area Rapid Transit, Senior Lien              
5.250%, 12/01/28     8,865,000     12,000,019  
Dallas Fort Worth International Airport, Series A              
5.000%, 11/01/29     3,535,000     4,720,321  
5.000%, 11/01/30     2,000,000     2,721,140  
5.000%, 11/01/31     3,245,000     4,384,839  
Lower Colorado River Authority,              
LCRA Transmission Services Corporation              
5.000%, 05/15/29     3,815,000     4,370,769  
North Texas Municipal Water District              
Water System Revenue,              
Refunding and Improvement              
5.000%, 09/01/29     7,350,000     9,163,098  
North Texas Tollway Authority Revenue, Special Projects System, 1st Tier,              
Series A              
5.000%, 01/01/25     6,460,000     7,323,379  
North Texas Tollway Authority, 2nd Tier, Series B              
5.000%, 01/01/31     2,000,000     2,381,460  
5.000%, 01/01/32     3,010,000     3,678,973  
North Texas Tollway Authority, Series A              
5.000%, 01/01/26     7,795,000     8,824,330  
Texas Private Activity Bond Surface              
Transportation Corp.              
4.000%, 12/31/37     5,000,000     5,853,350  
4.000%, 12/31/38     3,735,000     4,360,351  
Texas Transportation Commission Fund, Series A              
5.000%, 04/01/27     12,550,000     13,304,631  
Total Texas         122,001,432  
Utah - 2.0%              
Salt Lake City Corp. Airport Revenue, Series A              
5.000%, 07/01/29     3,450,000     4,332,234  
5.000%, 07/01/30     6,585,000     8,225,653  
State of Utah, Series B              
5.000%, 07/01/22     7,500,000     8,041,950  
Utah Transit Authority, Series A              
5.000%, 06/15/27     5,020,000     6,007,233  
Total Utah           26,607,070  
Virginia - 1.8%              
Virginia College Building Authority, Series A              
5.000%, 09/01/21     10,000,000     10,319,700  
               
      Principal      
      Amount     Value
Virginia Public Building Authority, Series B            
5.000%, 08/01/25   $10,430,000   $12,691,328
Total Virginia           23,011,028
Washington - 4.2%            
Energy Northwest Electric Revenue,            
Bonneville Power            
5.000%, 07/01/25     10,305,000     12,468,638
Energy Northwest Nuclear Revenue,            
Project 3, Series A            
5.000%, 07/01/25     7,965,000     9,637,331
State of Washington School Improvements, Series C            
5.000%, 02/01/28     7,370,000     9,055,003
State of Washington, Series R-2015C            
5.000%, 07/01/28     10,265,000     12,145,137
University of Washington,            
University & College Improvements            
Revenue, Series C            
5.000%, 07/01/27     7,270,000     7,941,385
Washington Health Care Facilities Authority, Series A            
5.000%, 08/01/38     3,005,000     3,783,445
Total Washington         55,030,939
West Virginia - 0.4%            
West Virginia Hospital Finance Authority,            
Cabell Huntington Hospital Obligation            
5.000%, 01/01/35     3,745,000     4,590,584
Wisconsin - 2.9%            
State of Wisconsin            
5.000%, 05/01/29 1     3,500,000     4,702,215
5.000%, 05/01/30 1     2,390,000     3,284,601
5.000%, 05/01/31 1     2,700,000     3,707,100
Wisconsin State Revenue, Department of            
Transportation, Series 2            
5.000%, 07/01/29     20,405,000     26,077,182
Total Wisconsin           37,771,098
Total Municipal Bonds            
(Cost $1,133,132,282)         1,210,267,420
Short-Term Investments - 7.3%            
Municipal Bonds - 7.3%            
California - 0.9%            
City of Los Angeles            
4.000%, 06/24/21     6,070,000     6,182,052
County of Los Angeles, Series A            
4.000%, 06/30/21     5,020,000     5,115,681
Total California           11,297,733
New York - 2.0%            
New York State Dormitory Authority, Series B            
5.000%, 03/31/21     26,000,000     26,306,540
               

 

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

27


 

 

 

AMG GW&K Municipal Bond Fund

Schedule of Portfolio Investments (continued)

   
 
    Principal            
    Amount   Value       Value
Texas - 4.4%           Total Investments - 100.0%    
State of Texas       (Cost $1,228,525,480) $1,305,706,754
4.000%, 08/26/21   $56,425,000   $57,835,061   Other Assets, less Liabilities - 0.0%   113,424
Total Municipal Bonds           Net Assets - 100.0% $1,305,820,178
(Cost $95,393,198)       95,439,334        
Total Short-Term Investments                
(Cost $95,393,198)       95,439,334        
                 
1 All or part of a security is delayed delivery transaction. The market value for delayed delivery securities at December 31, 2020, amounted to $45,536,836, or 3.5% of net assets.

The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

    Level 1     Level 2     Level 3     Total
Investments in Securities                      
Municipal Bonds     $1,210,267,420       $1,210,267,420
Short-Term Investments                      
Municipal Bonds       95,439,334         95,439,334
Total Investments in Securities     $1,305,706,754       $1,305,706,754

 

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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

 

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

28


 

 

 

AMG GW&K Municipal Enhanced Yield Fund

Portfolio Manager’s Comments (unaudited)

 

   

  

THE YEAR IN REVIEW

For the year ended December 31, 2020, AMG GW&K Municipal Enhanced Yield Fund’s (the “Fund”) Class N shares returned 5.95%, compared to the Bloomberg Barclays U.S. Municipal Bond BAA Index (the Index), which returned 4.55%.

The municipal bond market withstood historic volatility in the first quarter as COVID-19 exploded across the globe and wreaked havoc on financial markets. After falling to all-time lows amid a global flight to safety, tax-exempt yields went on a wild ride, spiking more than 200 basis points over a ten-day stretch in March only to abruptly reverse course and recapture nearly three-fourths of that sharp selloff. The generic 10-year AAA yield finished March up 40 basis points for the month, but still down 13 basis points from the beginning of the year. Credit spreads, which had been on a years-long run of tightening leading up to the crisis, widened sharply amid the turmoil, led by high yield and low investment grade securities, but also extending to certain sectors and credits viewed as particularly vulnerable to a prolonged economic shutdown. As the quarter came to a close, municipal bonds had regained some much needed stability thanks to unprecedented government intervention, but with the primary market still in limbo, price discovery remained opaque, trading depth shallow, and volatility elevated.

The municipal bond market posted impressive returns in the second quarter, completing a remarkable turnaround from the most tumultuous selloff in its history. Tax-exempt yields fell sharply across the curve, dropping back near all-time lows and narrowing a gap against Treasuries that had recently ballooned to all-time highs. The path toward normalcy passed many markers along the way. Short-term financing costs, which had spiked in March, dropped to record lows by June. Mutual funds not only stemmed the tide of massive net redemptions, but also began seeing a surge of inflows. The new issue market, which was effectively closed in March and most of April, eventually kicked into high gear, providing much needed price discovery and reflecting a growing confidence that the worst may have passed. The healing was broad based but not quite universal. Credit quality took on new importance as investors became more skeptical of certain issuers and sectors perceived as vulnerable to the pandemic fallout. And states are beginning to fear that additional federal aid may become a casualty of election-year politics, an outcome that could spell trouble in some corners of the municipal bond space.

The municipal bond market posted solid returns in the third quarter, extending a post-crisis rebound on the back of a robust technical environment. Over the first six weeks of the period, tax-exempt yields rallied to all-time lows across the entire curve. The major catalyst was a flood of money pouring into the market, driven by a combination of seasonally high reinvestment demand and attractive valuations versus taxable alternatives. Industry mutual funds took in $26 billion of net new cash, the highest quarterly inflows on record. Supply, on the other hand, was relatively modest. Headline volumes were actually well above average, but those numbers were inflated by a record jump in taxable issuance. Tax-exempt supply remained at more manageable levels. In addition, dealer inventories dropped to all-time lows, setting the stage for a supply/demand dynamic that favored sellers. Lower rated credits continued to outperform, benefiting from a better-than-expected outlook for state finances and a still heavy appetite for incremental yield. Over the second half of August and into September, investors turned more cautious amid a building forward calendar and uncertainty over federal relief aid, pushing rates up off their lows, but still down for the quarter.

Municipal bonds posted solid gains in the fourth quarter, driven by strong technical tailwinds. Coming into October, municipal bonds were out-yielding Treasuries on an absolute basis across most of the curve, a dynamic that reflected heavy issuance in the third quarter and lingering concerns over the financial shape of state and local governments. But it had already become clear that tax revenues across the country were recovering much faster than feared, meaning credit fundamentals were improving even before factoring in any federal relief. And after October, when municipalities floated a record volume of deals to get ahead of any federal election chaos, issuance fell off a cliff, leaving a market that was starving for yield chasing a fast-dwindling supply of bonds. As we approached year end, heavy seasonal reinvestment demand and accelerating fund flows only added to the imbalance, as did the urgency of knowing that the supply drought would likely extend well into February. And so municipal yields continued to grind lower.

While all this was going on, Treasury yields were moving higher, as a number of positive developments reduced the need for safe-haven assets. The November U.S. election proved decisive, removing the chance that a contested result could destabilize markets. Federal stimulus talks proceeded in starts and stops, ultimately culminating with a deal in late December. And perhaps most

importantly, multiple highly effective COVID-19 vaccines were approved for emergency use, providing confidence that the end of the crisis was finally in sight. All these factors put upward pressure on rates, though any runaway selloff in Treasuries was kept in check by a still-vigilant U.S. Federal Reserve (the “Fed”) and a worrisome surge in coronavirus cases, which led to another series of widespread lockdowns. With municipal bonds and Treasuries heading in opposite directions, relative value ratios plunged, and by the end of the year had moved back to pre-virus levels. In fact, the 10-year municipal bond/Treasury ratio began the quarter at 127% and ended it at 78%.

The Fund outperformed the Bloomberg Barclays U.S. Municipal Bond BAA Index for the year. The primary drivers of outperformance for the year included the Fund’s longer duration positioning, positive security selection, as well as a higher quality bias relative to the Bloomberg Barclays U.S. Municipal Bond BAA Index. The Fund has over 50% of its holdings in credits rated A or higher versus the BBB rated bonds in the Index.

As we enter 2021, it is important to revisit the lessons of last year. As we saw in March and April, the municipal bond market tends to be one-directional. With no effective way to short municipal bonds, price discovery is at the mercy of long-only investors, and when demand dries up, air pockets of volatility can emerge. But underneath the trading dynamics, which were ultimately cured by aggressive Fed liquidity, municipal credits once again demonstrated their resilience in the face of adversity and their importance as a hedge against riskier asset types. State tax receipts, expected to collapse amid the shutdown, held up remarkably well, buoyed by federal stimulus and the rebound in financial markets. Revenue sectors like toll roads, health care, and higher education rebounded quickly after early setbacks. Water systems and electric utilities were barely affected, showing how airtight essential service industries can be. Even areas most plagued by the crisis, like airports, showed only modest pressure, as large cash cushions and flexible airline agreement contracts provide a crucial bridge to recovery. So, while yields are once again back near absolute lows, municipal bonds remain a stable, sleep-at-night component of a successful asset allocation strategy.

The views expressed represent the opinions of GW&K Investment Management, LLC, are not intended as a forecast or guarantee of future results, and are subject to change without notice.

 

 

 

29


 

 
AMG GW&K Municipal Enhanced Yield Fund
Portfolio Manager’s Comments (continued)

 

   
   

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Municipal Enhanced Yield Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Municipal Enhanced Yield Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Bloomberg Barclays U.S. Municipal Bond BAA Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

The table below shows the average annual total returns for the AMG GW&K Municipal Enhanced Yield Fund and the Bloomberg Barclays U.S. Municipal Bond BAA Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1   One
Year
    Five
Years
  Ten
Years
  Since
Inception
    Inception
Date
AMG GW&K Municipal Enhanced Yield Fund2, 3, 4, 5, 6, 7, 8, 9, 10
Class N   5.95 %   5.08%   6.28%   6.67 %   07/27/09  
Class I   6.31 %   5.50%   6.73%   5.11 %   12/30/05  
Class Z   6.37 %       6.66 %   02/24/17  

Bloomberg Barclays U.S. Municipal Bond BAA Index11

  4.55 %   5.04%   5.69%   6.02 %   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 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 December 31, 2020. 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 the risks associated with investments in debt securities, such as default risk and fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.

   
4

Companies that are in similar businesses 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

The Fund may invest in derivatives such as options and futures; the complexity and rapidly changing structure of derivatives markets may increase the possibility of market losses.

   
6

High-yield bonds (also known as “junk bonds”) may be subject to greater levels of interest rate, credit, and liquidity risk than investments in higher rated securities. These securities are considered predominantly speculative with respect to the issuer’s continuing ability to make principal and interest payments. The issuers of the Fund’s holdings may be involved in bankruptcy proceedings, reorganizations, or financial restructurings, and are not as strong financially as higher-rated issuers.

   
7

The use of leverage in a Fund’s strategy, such as futures and forward commitment transactions, can magnify relatively small market movements into relatively larger losses for the Fund.

   
8

Factors unique to the municipal bond market may negatively affect the value of municipal bonds.

   
9

Investment income may be subject to certain state and local taxes, and depending on your tax status, the federal alternative minimum tax. Capital gains are not exempt from federal income tax.

   
10

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.

   
11

The Bloomberg Barclays U.S. Municipal Bond BAA Index is a subset of the Bloomberg Barclays U.S. Municipal Bond Index with an index rating of Baa1, Baa2, or Baa3. The Bloomberg Barclays U.S. Municipal Bond Index is a rules-based,

 


 

 

 

30


 

 

 
AMG GW&K Municipal Enhanced Yield Fund
Portfolio Manager’s Comments (continued)

 

   

 

market-value-weighted index engineered for the long-term, tax-exempt bond market. Unlike the Fund, the Bloomberg Barclays U.S. Municipal Bond BAA Index is unmanaged, is not available for investment and does not incur expenses.

 

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”).

BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes

any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

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

 

 

 

31


 

 

AMG GW&K Municipal Enhanced Yield Fund

Fund Snapshots (unaudited)
December 31, 2020

 

   

  

PORTFOLIO BREAKDOWN
 
  % of
Category Net Assets
Transportation 30.8
Medical 29.4
Utilities 14.8
General Obligation 10.9
Tobacco Settlement 4.7
Education 3.7
Housing 2.7
Industrial Development 1.3
Other Assets 1.7

 

Rating % of
Market Value1
Aa/AA 14.8
A 40.7
Baa/BBB 43.8
Ba/BB 0.7
1 Includes market value of long-term fixed-income securities only.
TOP TEN HOLDINGS
 
    % of
Security Name   Net Assets
Texas Private Activity Bond Surface Transportation Corp., 5.000%, 06/30/58   3.3
West Virginia Hospital Finance Authority, Cabell Huntington Hospital Obligation, 5.000%, 01/01/43   2.9
Colorado Health Facilities Authority, Series A, 5.000%, 08/01/44   2.7
Central Plains Energy Project Project #3, Series A, 5.000%, 09/01/42   2.5
Chicago O’Hare International Airport, Senior Lien, Series A, 5.000%, 01/01/48   2.5
Central Texas Regional Mobility Authority, Series B, 5.000%, 01/01/45   2.4
New York Transportation Development Corp., Laguardia Airport Terminal B, 5.000%, 07/01/46   2.3
City of Minneapolis MN, Fairview Health Services, Series A, Revenue, 5.000%, 11/15/49   2.2
Public Authority for Colorado Energy Natural Gas Purchase Revenue, Series 2008, Revenue, 6.500%, 11/15/38   2.1
New Orleans Aviation Board, General Airport North Terminal, Series B, Revenue, 5.000%, 01/01/48   2.1
Top Ten as a Group   25.0


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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

 

32


 

 

AMG GW&K Municipal Enhanced Yield Fund

Schedule of Portfolio Investments
December 31, 2020

 

   

 

  Principal  
  Amount Value
Municipal Bonds - 98.3%    
Arizona - 0.7%    
Arizona Industrial Development Authority    
4.000%, 02/01/50 $2,000,000 $2,341,760
California - 5.9%    
California Health Facilities Financing Authority    
4.000%, 04/01/49 1,000,000 1,146,030
California Municipal Finance Authority,    
Community Medical Centers, Series A    
5.000%, 02/01/42 2,375,000 2,778,607
California Municipal Finance Authority, Series I    
5.000%, 05/15/43 3,000,000 3,506,520
5.000%, 05/15/48 4,600,000 5,344,694
State of California    
5.000%, 03/01/36 5,000,000 6,694,550
Total California   19,470,401
Colorado - 4.8%    
Colorado Health Facilities Authority, Series A    
5.000%, 08/01/44 7,215,000 8,846,888
Public Authority for Colorado Energy Natural Gas    
Purchase Revenue, Series 2008    
6.500%, 11/15/38 4,355,000 6,927,673
Total Colorado   15,774,561
Connecticut - 4.5%    
State of Connecticut Special Tax Revenue    
4.000%, 05/01/39 1,000,000 1,180,650
5.000%, 05/01/40 1,000,000 1,302,630
State of Connecticut Special Tax Revenue,    
Transportation Infrastructure    
5.000%, 01/01/38 5,165,000 6,405,272
State of Connecticut, Series E    
5.000%, 09/15/35 2,435,000 3,091,013
5.000%, 09/15/37 2,200,000 2,777,060
Total Connecticut   14,756,625
Florida - 7.0%    
City of Tampa, Series H    
4.000%, 07/01/45 2,775,000 3,203,987
5.000%, 07/01/50 2,250,000 2,803,230
Escambia County Health Facilities Authority    
4.000%, 08/15/50 5,050,000 5,573,837
Hillsborough County Industrial Development    
Authority    
4.000%, 08/01/50 5,000,000 5,723,200
Miami Beach Health Facilities Authority Mt. Sinai    
Medical Center    
5.000%, 11/15/39 5,220,000 5,794,409
Total Florida   23,098,663
  Principal  
  Amount Value
Illinois - 9.4%    
Chicago O’Hare International Airport, Senior Lien, Series A    
5.000%, 01/01/48 $6,750,000 $8,068,748
Chicago O’Hare International Airport, Series A    
4.000%, 01/01/37 2,000,000 2,355,100
Metropolitan Pier & Exposition Authority    
5.000%, 06/15/50 5,000,000 5,791,200
Metropolitan Pier and Exposition Authority    
Revenue, McCormick Place Expansion    
Project, Series B    
5.000%, 06/15/52 6,055,000 6,229,505
State of Illinois    
5.500%, 05/01/39 4,000,000 4,843,800
5.750%, 05/01/45 3,000,000 3,646,650
Total Illinois   30,935,003
Louisiana - 3.8%    
Louisiana Public Facilities Authority    
4.000%, 05/15/49 5,000,000 5,751,450
New Orleans Aviation Board, General Airport    
North Terminal, Series B    
5.000%, 01/01/48 5,845,000 6,777,102
Total Louisiana   12,528,552
Maine - 1.2%    
Maine Health & Higher Educational Facilities    
Authority, Series A    
4.000%, 07/01/45 1,500,000 1,747,260
4.000%, 07/01/50 2,000,000 2,311,420
Total Maine   4,058,680
Massachusetts - 0.8%    
Commonwealth of Massachusetts    
5.000%, 07/01/45 2,000,000 2,625,840
Minnesota - 3.7%    
City of Minneapolis MN, Fairview Health Services, Series A    
5.000%, 11/15/49 5,910,000 7,206,654
Duluth Economic Development Authority,    
Essentia Health Obligated Group    
5.000%, 02/15/48 4,050,000 4,813,060
Total Minnesota   12,019,714
Nebraska - 2.5%    
Central Plains Energy Project    
Project #3, Series A    
5.000%, 09/01/42 5,560,000 8,151,182
New Jersey - 9.1%    
New Jersey Economic Development Authority    
5.000%, 11/01/44 3,000,000 3,597,510
New Jersey Economic Development Authority, Series DDD    
5.000%, 06/15/42 5,365,000 6,237,564


 

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

33


 

AMG GW&K Municipal Enhanced Yield Fund

Schedule of Portfolio Investments (continued)

 

   

  Principal  
  Amount Value
New Jersey - 9.1% (continued)    
New Jersey Transportation Trust Fund Authority    
4.000%, 06/15/45 $2,000,000 $2,238,500
4.000%, 06/15/50 2,000,000 2,220,800
5.000%, 06/15/45 1,000,000 1,218,410
5.000%, 06/15/50 2,000,000 2,417,700
New Jersey Transportation Trust Fund Authority, Series BB    
5.000%, 06/15/44 2,000,000 2,370,980
Tobacco Settlement Financing Corp.    
Series A    
5.000%, 06/01/46 2,500,000 3,002,375
5.250%, 06/01/46 3,285,000 4,004,481
Tobacco Settlement Financing Corp.    
Series B    
5.000%, 06/01/46 2,050,000 2,394,461
Total New Jersey   29,702,781
New York - 17.6%    
City of New York, Series A    
5.000%, 08/01/45 4,405,000 5,536,028
City of New York, Series D    
5.000%, 03/01/43 5,235,000 6,707,710
Metropolitan Transportation Authority, Series B    
5.000%, 11/15/29 1,115,000 1,380,560
Metropolitan Transportation Authority, Series C    
4.750%, 11/15/45 3,025,000 3,553,710
5.000%, 11/15/50 2,185,000 2,608,147
5.250%, 11/15/55 3,020,000 3,686,695
Monroe County Industrial Development Corp.,    
Series A    
4.000%, 07/01/50 5,000,000 5,914,900
New York State Dormitory Authority, Series A    
5.000%, 03/15/45 4,960,000 6,129,320
New York State Thruway Authority, Series B    
4.000%, 01/01/45 5,000,000 5,850,400
New York Transportation Development Corp.    
4.000%, 12/01/39 1,700,000 2,015,299
4.000%, 12/01/40 2,000,000 2,365,880
New York Transportation Development Corp.,    
Laguardia Airport Terminal B    
5.000%, 07/01/46 6,820,000 7,464,558
Triborough Bridge & Tunnel Authority, Series A    
5.000%, 11/15/49 3,500,000 4,524,975
Total New York   57,738,182
Oklahoma - 4.3%    
Norman Regional Hospital Authority    
5.000%, 09/01/45 4,335,000 5,195,021
Oklahoma Development Finance Authority,    
Health Ou Medicine Project, Series B    
5.250%, 08/15/48 2,975,000 3,534,359
5.500%, 08/15/52 4,500,000 5,402,340
Total Oklahoma   14,131,720
  Principal  
  Amount Value
Pennsylvania - 1.3%    
Geisinger Authority, Series G    
4.000%, 04/01/50 $3,510,000 $4,089,712
Rhode Island - 1.8%    
Tobacco Settlement Financing Corp.    
Series A    
5.000%, 06/01/35 2,000,000 2,267,140
5.000%, 06/01/40 3,285,000 3,613,993
Total Rhode Island   5,881,133
South Carolina - 1.3%    
South Carolina Jobs-Economic Development Authority, Series I    
5.000%, 12/01/46 3,325,000 4,235,452
Texas - 12.4%    
Central Texas Regional Mobility Authority    
5.000%, 01/01/46 3,750,000 4,325,138
Central Texas Regional Mobility Authority,    
Series B    
5.000%, 01/01/45 6,405,000 8,044,616
Central Texas Turnpike System, Series C    
5.000%, 08/15/42 2,065,000 2,325,582
Texas Private Activity Bond Surface    
Transportation Corp.    
5.000%, 06/30/58 9,180,000 11,017,928
Texas Private Activity Bond Surface    
Transportation Corp., Senior Lien-Blueridge Transport    
5.000%, 12/31/40 3,955,000 4,423,509
5.000%, 12/31/45 3,880,000 4,302,687
Texas Private Activity Bond Surface    
Transportation Corp., Series A    
4.000%, 12/31/39 5,500,000 6,407,995
Total Texas   40,847,455
Virginia - 2.0%    
Virginia Small Business Financing Authority, Transform 66 P3 Project    
5.000%, 12/31/49 2,500,000 2,917,675
5.000%, 12/31/52 3,170,000 3,693,367
Total Virginia   6,611,042
Washington - 1.3%    
Washington Health Care Facilities Authority    
4.000%, 09/01/45 1,000,000 1,160,250
5.000%, 09/01/45 2,465,000 3,135,455
Total Washington   4,295,705
West Virginia - 2.9%    
West Virginia Hospital Finance Authority, Cabell Huntington Hospital Obligation    
5.000%, 01/01/43 8,000,000 9,601,760
Total Municipal Bonds    
(Cost $298,407,906)   322,895,923


 

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

34


 

 

 

AMG GW&K Municipal Enhanced Yield Fund

Schedule of Portfolio Investments (continued)

 

   

 

    Value  
Total Investments - 98.3%        
(Cost $298,407,906)     $322,895,923  
Other Assets, less Liabilities - 1.7%     5,687,831  
Net Assets - 100.0%     $328,583,754  


The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

    Level 1   Level 2   Level 3   Total  
Investments in Securities                  
Municipal Bonds       $ 322,895,923       $ 322,895,923  
Total Investments in Securities       $ 322,895,923       $ 322,895,923  
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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

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

35


 

 

AMG GW&K Global Allocation Fund

Portfolio Manager’s Comments (unaudited)

 

   

 

THE YEAR IN REVIEW

For the year ended December 31, 2020, AMG GW&K Global Allocation Fund (the “Fund”) Class N shares returned 18.92%, compared to the 14.46% return for its blended benchmark which consists of 60% the MSCI All Country World (ACWI) Index and 40% the Bloomberg Barclays Global Aggregate Bond Index. The Fund’s prior benchmark, which consists of 60% the Russell 1000® Index and 40% the Bloomberg Barclays U.S. Aggregate Bond Index, returned 17.19% during the period.

Effective April 17, 2020, the Fund’s subadviser changed from Chicago Equity Partners, LLC to GW&K Investment Management, LLC (GW&K). Also effective April 17, 2020, the Fund changed its name from AMG Chicago Equity Partners Balanced Fund and changed its investment objective, benchmark, principal investment strategies, and principal risks.

For the year-to-date period through April 17, 2020, prior to the transition, the Fund underperformed its benchmark primarily due to its underweight to fixed income for most of the quarter combined with the underperformance of both the equity and fixed income segments during the very volatile month of March. Following the transition to GW&K, as subadvisor to the Fund, and the transition to a Global Allocation investment mandate, the Fund outperformed its benchmark through the remainder of the year, leading to outperformance for the full year.

Since the Fund’s transition in April, the asset allocation framework for the Fund favored equities over fixed income. At the end of December, the equity/fixed income asset allocation stood at 70%/30%. This had a positive impact on the Fund’s relative performance compared to the blended 60% MSCI ACWI/40% Barclays Global Aggregate Bond Index benchmark. The allocation reflects GW&K’s judgment that equities are likely to continue to outperform bonds in coming quarters, extending the trend seen in 2020.

The tilt toward equities is based on both quantitative and qualitative judgments. First, relative asset class valuations continue to favor equities, with almost all developed nations’ government bonds offering negative yields in inflation-adjusted terms. Second, GW&K continues to believe that the severe global recession triggered by the coronavirus pandemic ended in May and that the most likely scenario for the global economy is continued recovery for the next several years. Third, we expect most governments to emphasize pro-growth policies

which should be favorable for both corporate earnings and risk assets. The late-December passage of a $900 billion U.S. fiscal support package and prospects for further fiscal support under the new Democratic administration illustrated the pro-growth policy tilt. Fourth-quarter news of highly effective vaccines and the commencement of mass immunization programs in most major nations also support a constructive view of growth prospects for 2021 and beyond.

A key valuation metric for global equities is the long-term earnings yield of the MSCI ACWI. That stood at 4.0% at the end of September, and is based on the inverse of the corresponding Shiller PE ratio1 of 24.8 times. By way of comparison, the long-term earnings yield of MSCI ACWI has averaged 5.1% since 2005, corresponding to an average Shiller PE ratio of 19.2 times. Those figures suggest that equities are somewhat expensive relative to their own history.

For asset allocation purposes, however, a relevant comparison of the long-term earnings yield is to the real yield of U.S. Treasuries. At the end of December, the yield on 10-Year U.S. Treasury Inflation-Protected Securities (TIPS) stood at -1.1%. The gap between the long-term earnings yield of 4.0% for global equities and -1.1% for TIPS securities suggests the potential for global equities to outperform bonds by about 5.1% per annum over the next five to ten years.

In short, we believe investors continue to have strong incentives to favor equities over fixed income, notwithstanding the potential for greater volatility in equities. Key risks would be if the broad-based economic recovery that is evident in global economic data gives way to renewed economic weakness or if government policies were to turn significantly more restrictive. Those risks will be monitored carefully, but we currently view such risks to be low enough to justify a significant tilt toward equities.

EQUITY

Following a sharp first quarter decline, global equities ended 2020 on a solid note. Vaccine approvals inspired hope that the pandemic will soon be brought under control, while a U.S. bipartisan agreement on a fifth virus relief package and a U.K.-EU Brexit trade deal provided further market support. There was a noted risk-on, pro-cyclical shift in investor sentiment as the year progressed. The U.S. Dollar Index was down 6.7% and several commodities staged a strong rally.

While the Fund’s equity sleeve underperformed in the first quarter due to a preference for value over growth, the equity component performed strongly

through the remainder of the year due to strong stock selection across a wide range of sectors and markets. Information technology (IT) was a notable contributor, thanks to ongoing strength in Taiwan Semiconductor Manufacturing Co, Ltd. ADR, which delivered exceptionally strong earnings, and digital payment company Adyen, N.V. Infineon Technologies AG, an auto and industrial power semiconductor developer, was also a top IT contributor. U.S. animal health diagnostics company IDEXX Laboratories, Inc. topped the Fund’s health care outperformance. Goosehead Insurance, Inc. Class A in the U.S. and HDFC Bank, Limited ADR in India were notable contributors in financials. Conversely, real estate detracted, as the Fund’s only position, American Tower Corp, lagged during the fourth quarter risk-on rally. Lack of exposure to materials as metal prices rallied also weighed modestly on results.

On a geographic level, the U.S. was the Fund’s top country due to exceptional stock selection, with outsized gains in the above holdings, as well as PayPal Holdings, Inc. and SiteOne Landscaping Supply, Inc. India also performed well, led by online travel platform MakeMyTrip, Ltd. Meanwhile China, a sizable overweight at 18.6% versus 5.8% for the Index, detracted from results due to higher exposure and a pullback in Alibaba, the country’s leading ecommerce company.

The expression, or some would say the curse, “may you live in interesting times” certainly applied to 2020. The COVID-19 pandemic surely wreaked havoc with economies around the world, but thanks to an aggressive monetary response, several rounds of fiscal stimulus, and heroic work on vaccine development, stock markets have generally looked through the pandemic in anticipation of a return to growth in 2021 and beyond. While the recent surge in COVID-19 cases has surely slowed progress this winter, especially in the U.S. and Europe, it has not been enough to diminish the optimism.

FIXED INCOME

The year closed at an important inflection point for fixed income markets, which saw the resolution of several major overhangs: the closely contested election was decided, an additional round of fiscal stimulus was passed, and several COVID-19 vaccines were approved. These developments substantially advanced the recovery narrative and provided additional clarity for the year ahead. Following a flat third quarter, treasuries weakened as the year

     

 

36


 

 
AMG GW&K Global Allocation Fund
Portfolio Manager’s Comments (continued)

 

   

 

closed, with the yield curve extending its post-pandemic steepening. The front end was anchored by U.S Federal Reserve (the “Fed”) policy, while recovery optimism weighed on intermediate and long rates. Corporates capped an extraordinary year by closing the period at record-low yields, buoyed by improving credit fundamentals, a constructive outlook for profitability, and steady flows into the asset class. Mortgages outperformed due to slower prepayment speeds and the Fed’s continued buying of 40% of gross supply.

Prior to the Fund’s transition in April, the fixed income sleeve underperformed the Bloomberg Barclays U.S. Aggregate Bond Index due to its overweight allocation to corporate bonds as the market moved towards the safety of U.S. Treasuries. Following the transition, the fixed income sleeve underperformed the Bloomberg Barclays Global Aggregate Index primarily due to currency effect since the dollar weakened and all of the Fund’s holdings are dollar-denominated compared to the

Index which has a substantial non-dollar allocation. Removing the currency effect, the Fund benefited from both favorable top-down sector allocation as well as strong security selection. Our significant overweight exposure to spread product contributed due to modest spread tightening and superior carry. Our security selection within corporates was a positive factor as well. We added value within the investment grade space, as well as through our out-of-benchmark allocation to high yield and preferred securities. Our selection within the mortgage space was also a modest positive. Yield curve positioning was a slight drag on performance due to our being shorter than the benchmark amid a decline in global rates.

The fixed income sleeve is positioned to benefit from the ongoing global economic recovery. With respect to yield curve positioning, this means we remain underweight the long end, which we expect to show further weakness as the reflation trade plays out. Instead, we favor intermediate maturities, which are

less sensitive to interest rates and offer attractive total returns through a combination of their carry and roll. From a sector allocation perspective, we favor credit on the recovery narrative, as well as what we expect to be compelling supply/demand technicals, as issuance declines relative to last year at the same time as negative yields elsewhere drive capital to the space. Regionally, 32% of our holdings’ revenue is derived from outside the U.S. to improve portfolio diversification and expand the universe of investment opportunities.

1 Shiller PE ratio is a price to earnings valuation measure that uses cyclically adjusted real earnings per share in the equation

This commentary reflects the viewpoints of the portfolio manager, GW&K as of December 31, 2020, is not intended as a forecast or guarantee of future results, and is subject to change without notice.

 

 

 

37


 

   
 
  AMG GW&K Global Allocation Fund
 

Portfolio Manager’s Comments (continued)

 

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

 

AMG GW&K Global Allocation Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Global Allocation Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the 60% MSCI ACWI/40% Bloomberg Barclays Global Aggregate Bond Index and 60% Russell 1000® Index/40% Bloomberg Barclays U.S. Aggregate Bond Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

 

 

The table below shows the average annual total returns for the AMG GW&K Global Allocation Fund and the 60% MSCI ACWI/40% Bloomberg Barclays Global Aggregate Bond Index and 60% Russell 1000® Index/40% Bloomberg Barclays U.S. Aggregate Bond Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1 One
Year
Five
Years
Ten
Years
Since
Inception
Inception
Date
AMG GW&K Global Allocation Fund1, 2, 3, 4, 5, 6, 7, 8        
Class N 18.92% 10.30% 9.62% 8.36% 01/02/97
Class I 19.08% 10.47% 10.02% 11/30/12
Class Z 19.28% 10.57% 9.90% 8.73% 01/02/97
60% MSCI ACWI/40% Bloomberg Barclays Global Aggregate Bond Index 9 14.46% 9.56% 6.86% 01/02/97
60% Russell 1000® Index/40% Bloomberg Barclays U.S. Aggregate Bond Index10 17.19% 11.56% 10.30% 8.22% 01/02/97

 

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 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 December 31, 2020. 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 To the extent that the Fund invests in asset-backed or mortgage-backed securities, its exposure to prepayment and extension risks may be greater than investments in other fixed income securities.

 

4 The Fund is subject to the risks associated with investments in debt securities, such as default risk and fluctuations in the perception of the debtor’s ability to pay its creditors. Changing interest rates may adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall.

 

5 Investments in international securities are subject to certain risks of overseas investing including currency fluctuations and changes in political and economic conditions, which could result in significant market fluctuations. These risks are magnified in emerging markets.

 

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 The Fund invests in value stocks, which may perform differently from the market as a whole and may be undervalued by the market for a long period of time.

 

8 The Fund’s investments may not be allocated in the best performing asset classes.

 

9 On April 17, 2020 the benchmark changed from 60% Russell 1000® Index & 40% Bloomberg Barclays U.S. Aggregate Bond Index. The benchmark is composed of 60% MSCI ACWI and 40% Bloomberg Barclays Global Aggregate Bond Index. 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. The Bloomberg Barclays 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


 

 

 

38


 

 

   
 
  AMG GW&K Global Allocation Fund
 

Portfolio Manager’s Comments (continued)

 

 

 

includes Eurodollar and Euro-Yen corporate bonds, Canadian government, agency and corporate securities, and USD investment grade 144A securities. Unlike the Fund, the indices are unmanaged, is not available for investment and does not incur expenses.

 

10   The Russell 1000® Index measures the performance of approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000® represents approximately 92% of the U.S. market. The Bloomberg Barclays U.S. Aggregate Bond Index represents securities that are Securities and Exchange Commission-registered, taxable, and dollar denominated. The index covers the U.S. investment grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities.

   

Unlike the Fund, the indices are unmanaged, is not available for investment and does not incur expenses.

 

Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent

 

   

allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

All MSCI data is provided “as is”. The products described here in 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.

 

 
               
               

 

 

39


 

 

   
  AMG GW&K Global Allocation Fund
 

Fund Snapshots (unaudited)

 

December 31, 2020

 

 

 

PORTFOLIO BREAKDOWN

 

Sector % of
Net Assets
Information Technology 19.5
Industrials 19.0
Consumer Discretionary 17.8
Financials 12.1
U.S. Government and Agency Obligations 8.2
Health Care 7.5
Communication Services 3.6
Utilities 2.4
Foreign Government Obligations 2.2
Real Estate 1.7
Consumer Staples 1.5
Municipal Bonds 1.4
Supranational Banks 0.5
Short-Term Investments 1.7
Other Assets Less Liabilities 0.9

 

Rating % of Market Value1
U.S. Government and Agency Obligations 30.7
Aaa/AAA 2.5
Aa/AA 10.6
A 7.9
Baa/BBB 29.1
Ba/BB 17.7
B 1.5

 

1 Includes market value of long-term fixed-income securities only.

TOP TEN HOLDINGS

 

Security Name   % of
Net Assets
Taiwan Semiconductor Manufacturing Co., Ltd. ADR (Taiwan)   2.8
Infineon Technologies AG (Germany)   2.6
HDFC Bank, Ltd., ADR (India)   2.6
Moncler SpA (Italy)   2.6
Adyen, N.V. (Netherlands)   2.6
MakeMyTrip, Ltd. (India)   2.4
PayPal Holdings, Inc.   2.2
Mastercard, Inc., Class A   2.1
LVMH Moet Hennessy Louis Vuitton SE (France)   2.1
Sands China, Ltd. (Macau)   2.1
Top Ten as a Group   24.1

 

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/Baa or higher. Below investment grade ratings are credit ratings of BB/Ba 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.

 

 

 

40


 

   
  AMG GW&K Global Allocation Fund
  Schedule of Portfolio Investments
  December 31, 2020

 

 

 

  Shares   Value  
Common Sto+cks - 70.7%        
Communication Services - 3.6%        
Alphabet, Inc., Class A* 1,570   $2,751,645  
Tencent Holdings, Ltd. (China) 38,500   2,770,221  
Total Communication Services     5,521,866  
Consumer Discretionary - 17.8%        
Alibaba Group Holding, Ltd. (China)* 81,500   2,370,389  
Amazon.com, Inc.* 861   2,804,217  
Huazhu Group, Ltd., ADR (China)1 58,580   2,637,857  
LVMH Moet Hennessy Louis Vuitton SE (France) 5,151   3,224,533  
MakeMyTrip, Ltd. (India)*,1 126,581   3,737,937  
Moncler SpA (Italy)* 64,350   3,956,278  
Sands China, Ltd. (Macau) 716,400   3,128,805  
TAL Education Group, ADR (China)* 37,660   2,693,067  
Yum China Holdings, Inc. (China) 46,400   2,660,201  
Total Consumer Discretionary     27,213,284  
Consumer Staples - 1.5%        
Kusuri no Aoki Holdings Co., Ltd. (Japan)1 26,400   2,296,012  
Financials - 8.1%        
AIA Group, Ltd. (Hong Kong) 255,800   3,117,210  
CME Group, Inc. 11,680   2,126,344  
Goosehead Insurance, Inc., Class A1 24,895   3,105,900  
HDFC Bank, Ltd., ADR (India)* 54,940   3,969,965  
Total Financials     12,319,419  
Health Care - 7.5%        
IDEXX Laboratories, Inc.* 6,010   3,004,219  
STERIS PLC 14,550   2,757,807  
UnitedHealth Group, Inc. 8,790   3,082,477  
Zoetis, Inc. 16,180   2,677,790  
Total Health Care     11,522,293  
Industrials - 9.2%        
Casella Waste Systems, Inc., Class A* 44,910   2,782,174  
HEICO Corp., Class A* 25,860   3,027,172  
MISUMI Group, Inc. (Japan) 85,900   2,819,868  
Roper Technologies, Inc. 6,180   2,664,136  
Verisk Analytics, Inc. 13,720   2,848,135  
Total Industrials     14,141,485  
Information Technology - 19.5%        
Adyen, N.V. (Netherlands)*,2 1,695   3,938,403  
ANSYS, Inc.* 7,900   2,874,020  
Black Knight, Inc.* 29,500   2,606,325  
Halma PLC (United Kingdom) 80,150   2,684,245  
Infineon Technologies AG (Germany) 104,590   3,994,148  
  Shares   Value  
Mastercard, Inc., Class A 9,110   $3,251,724  
PayPal Holdings, Inc.* 14,660   3,433,372  
ServiceNow, Inc.* 5,217   2,871,593  
Taiwan Semiconductor Manufacturing Co., Ltd.        
ADR (Taiwan) 38,730   4,223,119  
Total Information Technology     29,876,949  
Real Estate - 1.7%        
American Tower Corp., REIT 11,470   2,574,556  
Utilities - 1.8%        
NextEra Energy, Inc. 35,780   2,760,427  
Total Common Stocks        
(Cost $73,036,367)     108,226,291  
         
  Principal
Amount
     
Corporate Bonds and Notes - 14.9%        
Financials - 4.0%        
Aircastle, Ltd. (Bermuda)        
5.250%, 08/11/25 $196,000   216,083  
Ally Financial, Inc.        
8.000%, 11/01/31 138,000   202,970  
Bank of America Corp.        
Series MM, (4.300% to 01/28/25 then 3 month LIBOR + 2.664%), 4.300%, 01/28/253,4,5 165,000   170,331  
Boston Properties, LP        
3.400%, 06/21/29 225,000   251,522  
CIT Group, Inc.        
6.125%, 03/09/28 183,000   223,454  
Citigroup, Inc.        
Series V, (4.700% to 01/30/25 then SOFRRATE + 3.234%), 4.700%, 01/30/253,4,5 290,000   298,545  
Fifth Third Bancorp        
Series H, (5.100% to 06/30/23 then 3 month LIBOR + 3.033%), 5.100%, 06/30/233,4,5 323,000   328,540  
The Goldman Sachs Group, Inc.        
Series S, (4.400% to 02/10/25 then U.S. Treasury Yield Curve CMT 5 year + 2.850%), 4.400%, 02/10/251,3,4,5 596,000   610,900  
Host Hotels & Resorts LP        
Series I, 3.500%, 09/15/30 198,000   209,022  
Iron Mountain, Inc.        
4.500%, 02/15/312 206,000   216,043  
JPMorgan Chase & Co.        
Series HH, (4.600% to 02/01/25 then SOFRRATE + 3.125%), 4.600%, 02/01/253,4,5 326,000   337,003  
M&T Bank Corp.        
Series G, (5.000% to 08/01/24 then U.S. Treasury Yield Curve CMT 5 year + 3.174%), 5.000%, 08/01/243,4,5 536,000   566,820  
Morgan Stanley, GMTN        
4.431%, 01/23/30 211,000   256,840  


 

 

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

 

41


 

 

   
   
  AMG GW&K Global Allocation Fund
 

Schedule of Portfolio Investments (continued)

 

 

 

  Principal
Amount
  Value  
Financials - 4.0% (continued)        
Northern Trust Corp.        
Series D, (4.600% to 10/01/26 then 3 month LIBOR + 3.202%), 4.600%, 10/01/263,4,5 $270,000   $288,900  
The PNC Financial Services Group, Inc.        
Series R, (4.850% to 06/01/23 then 3 month LIBOR + 3.040%), 4.850%, 06/01/233,4,5 311,000   324,791  
Sprint Capital Corp.        
6.875%, 11/15/28 158,000   208,616  
State Street Corp.        
Series H, (5.625% to 12/15/23 then 3 month LIBOR + 2.539%), 5.625%, 12/15/231,3,4,5 304,000   321,419  
Truist Financial Corp.        
Series N, (4.800% to 09/01/24 then U.S. Treasury Yield Curve CMT 5 year + 3.003%), 4.800%, 09/01/243,4,5 559,000   590,926  
US Bancorp        
Series J, (5.300% to 04/15/27 then 3 month LIBOR + 2.914%), 5.300%, 04/15/273,4,5 281,000   316,757  
Visa, Inc.        
4.150%, 12/14/35 198,000   257,946  
Total Financials     6,197,428  
Industrials - 9.8%        
AECOM        
5.125%, 03/15/27 178,000   198,717  
Anheuser-Busch InBev Worldwide, Inc.        
4.375%, 04/15/38 215,000   266,544  
Antofagasta PLC (United Kingdom)        
2.375%, 10/14/301,2 200,000   201,000  
Aramark Services, Inc.        
4.750%, 06/01/26 197,000   203,097  
ArcelorMittal, S.A. (Luxembourg)        
4.550%, 03/11/26 183,000   205,705  
AT&T, Inc.        
4.250%, 03/01/27 221,000   258,648  
Ball Corp.        
4.875%, 03/15/26 178,000   201,348  
Berry Global, Inc.        
1.500%, 01/15/272,6 166,000   207,306  
5.625%, 07/15/272 185,000   199,280  
BorgWarner, Inc.        
2.650%, 07/01/271 251,000   270,134  
CDW LLC/CDW Finance Corp.        
4.250%, 04/01/28 195,000   206,202  
Centene Corp.        
3.375%, 02/15/30 194,000   204,409  
CenturyLink, Inc.        
5.625%, 04/01/25 189,000   204,238  
Cheniere Corpus Christi Holdings LLC        
5.875%, 03/31/25 222,000   258,579  
  Principal
Amount
  Value  
Cisco Systems, Inc.        
5.500%, 01/15/40 $177,000   $265,267  
CommonSpirit Health        
3.347%, 10/01/29 180,000   198,011  
Crown Americas LLC / Crown        
Americas Capital Corp. V        
4.250%, 09/30/26 183,000   202,037  
CSC Holdings LLC        
5.250%, 06/01/24 191,000   207,097  
CVS Health Corp.        
5.125%, 07/20/45 203,000   273,730  
Dell, Inc.        
7.100%, 04/15/281 171,000   225,291  
Delta Air Lines, Inc.        
3.800%, 04/19/23 216,000   221,902  
Diamondback Energy, Inc.        
3.500%, 12/01/29 390,000   417,268  
Elanco Animal Health, Inc.        
5.900%, 08/28/287 177,000   209,413  
Energy Transfer Operating LP        
5.250%, 04/15/29 237,000   276,896  
Ford Motor Co.        
8.500%, 04/21/23 172,000   193,862  
Freeport-McMoRan, Inc.        
4.550%, 11/14/24 194,000   212,309  
General Electric Co.        
Series D, (5.000% to 01/21/21 then 3 month LIBOR + 3.330%), 5.000%, 03/15/213,4,5 435,000   405,202  
General Motors Co.        
6.125%, 10/01/25 226,000   274,359  
The George Washington University        
Series 2018, 4.126%, 09/15/48 149,000   189,190  
Griffon Corp.        
5.750%, 03/01/28 190,000   201,162  
HB Fuller Co.        
4.250%, 10/15/28 198,000   203,321  
HCA, Inc.        
3.500%, 09/01/30 201,000   213,746  
Howmet Aerospace, Inc.        
5.125%, 10/01/24 246,000   271,112  
Kaiser Foundation Hospitals        
3.150%, 05/01/27 72,000   81,427  
Kraft Heinz Foods Co.        
4.625%, 01/30/29 175,000   200,375  
Lamar Media Corp.        
3.750%, 02/15/28 224,000   230,625  
Las Vegas Sands Corp.        
3.200%, 08/08/24 196,000   207,736  
Lennar Corp.        
4.750%, 05/30/25 180,000   205,987  


 

 

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

 

42


 

 

   
   
  AMG GW&K Global Allocation Fund
 

Schedule of Portfolio Investments (continued)

 

 

 

  Principal
Amount
  Value  
Industrials - 9.8% (continued)        
Meritor, Inc.        
6.250%, 06/01/252 $190,000   $205,675  
MGM Resorts International        
5.750%, 06/15/25 180,000   199,354  
Microsoft Corp.        
2.525%, 06/01/50 240,000   253,615  
Murphy Oil USA, Inc.        
5.625%, 05/01/27 186,000   197,357  
Nestle Holdings, Inc.        
1.000%, 09/15/272 275,000   275,864  
Netflix, Inc.        
3.000%, 06/15/252,6 155,000   203,217  
4.375%, 11/15/26 189,000   209,908  
Newell Brands, Inc.        
4.700%, 04/01/267 185,000   204,042  
Northrop Grumman Corp.        
3.200%, 02/01/27 227,000   255,771  
Nuance Communications, Inc.        
5.625%, 12/15/26 189,000   200,339  
Penske Automotive Group, Inc.        
3.500%, 09/01/25 191,000   194,342  
Pernod Ricard International Finance LLC        
1.250%, 04/01/282 400,000   396,831  
PulteGroup, Inc.        
5.500%, 03/01/26 185,000   220,481  
Quebecor Media, Inc. (Canada)        
5.750%, 01/15/23 177,000   191,602  
Service Corp. International        
4.625%, 12/15/27 193,000   205,907  
Silgan Holdings, Inc.        
4.125%, 02/01/28 201,000   209,291  
Smith & Nephew PLC (United Kingdom)        
2.032%, 10/14/30 400,000   407,839  
Southwest Airlines Co.        
5.250%, 05/04/25 233,000   270,060  
Toll Brothers Finance Corp.        
4.375%, 04/15/23 191,000   203,176  
TreeHouse Foods, Inc.        
4.000%, 09/01/28 203,000   210,359  
United Rentals North America Inc.        
3.875%, 02/15/31 205,000   215,440  
Valvoline, Inc.        
4.375%, 08/15/25 203,000   209,754  
VeriSign, Inc.        
5.250%, 04/01/25 183,000   208,277  
Verizon Communications, Inc.        
3.875%, 02/08/29 218,000   256,961  
Walmart, Inc.        
4.050%, 06/29/48 196,000   266,461  
  Principal
Amount
  Value  
Wyndham Destinations, Inc.        
5.650%, 04/01/247 $195,000   $211,311  
Wynn Macau, Ltd. (Cayman Islands)        
5.500%, 01/15/262 200,000   208,250  
Total Industrials     14,964,016  
Supranational Banks - 0.5%        
Inter-American Development Bank        
0.625%, 07/15/25 773,000   779,637  
Utilities - 0.6%        
Dominion Energy, Inc.        
Series B, (4.650% to 12/15/24 then U.S. Treasury Yield Curve CMT 5 year + 2.993%), 4.650%, 12/15/243,4,5 587,000   620,481  
Northern States Power Co.        
2.900%, 03/01/50 239,000   270,574  
Total Utilities     891,055  
Total Corporate Bonds and Notes        
(Cost $21,532,522)     22,832,136  
Municipal Bonds - 1.4%        
California State General Obligation, School Improvements        
7.550%, 04/01/39 235,000   413,114  
JobsOhio Beverage System        
Series B, 4.532%, 01/01/35 315,000   404,104  
Los Angeles Unified School District, School Improvements        
5.750%, 07/01/34 300,000   423,630  
Metropolitan Transportation Authority        
6.687%, 11/15/40 320,000   419,318  
New Jersey Transportation Trust Fund Authority        
5.754%, 12/15/28 335,000   398,613  
Total Municipal Bonds        
(Cost $1,947,295)     2,058,779  
U.S. Government and Agency Obligations - 8.2%        
Fannie Mae - 4.5%        
FNMA        
2.500%, 01/01/35 to 02/01/35 805,473   850,402  
3.500%, 02/01/35 to 01/01/48 821,832   879,624  
4.000%, 12/01/21 to 09/01/49 1,641,657   1,801,172  
4.500%, 05/01/47 to 09/01/49 2,081,074   2,305,617  
5.000%, 09/01/33 to 10/01/49 853,436   985,389  
5.500%, 02/01/37 8,455   9,930  
Total Fannie Mae     6,832,134  
Freddie Mac - 1.7%        
FHLMC Gold Pool        
3.500%, 05/01/44 to 01/01/46 1,291,259   1,408,178  
4.000%, 02/01/44 198,440   219,506  
5.000%, 07/01/38 78,321   91,132  


 

 

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

 

43


 

 

   
   
  AMG GW&K Global Allocation Fund
 

Schedule of Portfolio Investments (continued)

 

 

 

  Principal
Amount
  Value  
Freddie Mac - 1.7% (continued)        
FHLMC Multifamily Structured Pass Through Certificates        
Series K073, 3.350%, 01/01/28 $821,000   $953,431  
Total Freddie Mac     2,672,247  
U.S. Treasury Obligations - 2.0%        
U.S. Treasury Bonds        
3.500%, 02/15/39 785,000   1,066,220  
4.500%, 02/15/36 729,000   1,070,121  
U.S. Treasury Notes        
1.500%, 02/15/30 835,000   883,502  
Total U.S. Treasury Obligations     3,019,843  
Total U.S. Government and Agency Obligations        
(Cost $12,500,509)     12,524,224  
Foreign Government Obligations - 2.2%        
Abu Dhabi Government International Bond (United Arab Emirates)        
2.500%, 04/16/252 350,000   374,532  
China Government International Bond (China)        
1.200%, 10/21/301,2 800,000   800,225  
Finland Government International Bond (Finland)        
0.875%, 05/20/302 400,000   394,109  
Japan Finance Organization for Municipalities (Japan)        
1.000%, 05/21/25 732,000   742,525  
Kingdom of Belgium Government International Bond (Belgium)        
1.000%, 05/28/302 200,000   198,411  
The Korea Development Bank (South Korea)        
0.500%, 10/27/23 269,000   270,009  
Philippine Government International Bond (Philippines)        
1.648%, 06/10/31 200,000   203,000  
  Principal
Amount
  Value  
Province of Ontario Canada (Canada)        
1.050%, 05/21/27 $205,000   $207,622  
Province of Quebec Canada (Canada)        
1.350%, 05/28/301 205,000   207,988  
Total Foreign Government Obligations        
(Cost $3,371,374)     3,398,421  
Short-Term Investments - 1.7%        
Joint Repurchase Agreements - 1.7%8        
Citigroup Global Markets, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received $1,000,008 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 4.000%, 09/15/21 - 01/01/51, totaling $1,020,000) 1,000,000   1,000,000  
Daiwa Capital Markets America, dated 12/31/20, due 01/04/21, 0.070% total to be received $576,549 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.500%, 01/26/21 - 01/01/51, totaling $588,076) 576,545   576,545  
RBC Dominion Securities, Inc., dated 12/31/20, due 01/04/21, 0.080% total to be received $1,000,009 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 6.000%, 01/05/21 - 12/20/50, totaling $1,020,000) 1,000,000   1,000,000  
Total Joint Repurchase Agreements     2,576,545  
Total Short-Term Investments        
(Cost $2,576,545)     2,576,545  
Total Investments - 99.1%        
(Cost $114,964,612)     151,616,396  
Other Assets, less Liabilities - 0.9%     1,399,839  
Net Assets - 100.0%     $153,016,235  

 

* Non-income producing security.
1 Some of these securities, amounting to $8,270,264 or 5.4% 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.
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 December 31, 2020, the value of these securities amounted to $7,819,146 or 5.1% of net assets.
3 Fixed to variable rate investment. The rate shown reflects the fixed rate in effect at December 31, 2020. Rate will reset at a future date.
4 Perpetuity Bond. The date shown represents the next call date.
5 Variable rate security. The rate shown is based on the latest available information as of December 31, 2020. 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.
6 Principal amount stated in EURO dollars.
7 Step Bond: A debt instrument with either deferred interest payments or an interest rate that resets at specific times during its term.
8 Cash collateral received for securities lending activity was invested in these joint repurchase agreements.
ADR American Depositary Receipt
CMT Constant Maturity Treasury
FHLMC Freddie Mac
FNMA Fannie Mae
GMTN Global Medium-Term Notes
LIBOR London Interbank Offered Rate
REIT Real Estate Investment Trust
SOFRRATE Secured Overnight Financing Rate


 

 

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

 

44


 

 

 
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 December 31, 2020:

 

      Level 1     Level 21     Level 3     Total  
Investments in Securities                          
Common Stocks                          
Information Technology     $19,260,153     $10,616,796         $29,876,949  
Consumer Discretionary     11,873,078     15,340,206         27,213,284  
Industrials     11,321,617     2,819,868         14,141,485  
Financials     9,202,209     3,117,210         12,319,419  
Health Care     11,522,293             11,522,293  
Communication Services     2,751,645     2,770,221         5,521,866  
Utilities     2,760,427             2,760,427  
Real Estate     2,574,556             2,574,556  
Consumer Staples         2,296,012         2,296,012  
Corporate Bonds and Notes         22,832,136         22,832,136  
Municipal Bonds         2,058,779         2,058,779  
U.S. Government and Agency Obligations         12,524,224         12,524,224  
Foreign Government Obligations         3,398,421         3,398,421  
Short-Term Investments                          
Joint Repurchase Agreements         2,576,545         2,576,545  
Total Investments in Securities     $71,265,978     $80,350,418         $151,616,396  

 

All corporate bonds and notes, municipal bonds, and U.S. government and agency obligations held in the Fund are Level 2 securities. For a detailed breakout of corporate bonds and notes, municipal bonds, and U.S. government and agency 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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

The country allocation in the Schedule of Portfolio Investments at December 31, 2020, was as follows:

 

Country % of Long-Term
Investments
Belgium 0.1  
Bermuda 0.1  
Canada 0.4  
Cayman Islands 0.1  
China 9.4  
Finland 0.3  
France 2.2  
Germany 2.7  
Hong Kong 2.1  
India 5.2  
Italy 2.7  
Japan 3.9  
Country % of Long-Term
Investments
Luxembourg 0.1  
Macau 2.1  
Netherlands 2.6  
Philippines 0.1  
South Korea 0.2  
Taiwan 2.8  
United Arab Emirates 0.3  
United Kingdom 2.2  
United States 60.4  
  100.0  


 

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

 

45


 

 
AMG GW&K Small Cap Core Fund
  Portfolio Manager’s Comments (unaudited)

 

 

 

THE YEAR IN REVIEW 

 

For the year ended December 31, 2020, AMG GW&K Small Cap Core Fund’s (the “Fund”) Class N shares returned 17.73%, compared to the Russell 2000® Index, which returned 19.96%.

 

We are all familiar with the proverb “a watched pot never boils.” But what happens if we take that pot, cover it, and turn the heat up to high? As heat and pressure build inside the pot, the lid might start to rattle and shift. Eventually, steam and other contents start to force their way out around the edges of the lid as it clatters more erratically. Finally, depending on the contents inside the pot, we might end up with quite a mess if the heat is not turned down or the lid is not removed to let the pressure escape. As U.S. small cap investors, it feels a bit as if we are living through this kitchen experiment right now. The U.S. Federal Reserve (the “Fed”) and other global central banks are attempting to keep economies moving and markets lubricated during a terrible global pandemic. Rock bottom interest rates, expanding central bank balance sheets, and other conditions have supplied the heat to keep markets functioning and the economy from stalling.

 

Through the end of 2020, these policy actions, along with fiscal stimulus throughout 2020, seemed to have imperfectly accomplished these objectives. Enough heat had been applied to the pot. With the addition of very positive vaccine news and the push to add further fiscal stimulus into 2021, suddenly more heat was added to the experiment and the lid on the pot began to rattle. The Russell 2000® Index produced a sharp fourth quarter burst of 31.4%, its best quarter ever, and finished the year up 19.96%. While the magnitude of the move is impressive, the type of stocks that have outperformed is more interesting. The additional heat applied in the fourth quarter created ideal conditions for speculation.

 

There is much in the way of evidence for this speculative environment. In periods when investors crave risk, the Wall Street machine always rises to the occasion. Innovation in both technology and finance will race to help fulfill this desire for greater risk. Three areas that combined to help fan this speculative flame included: 1) low barrier trading platforms, 2) special purpose acquisition corporations (“SPACs”), and 3) narrowly targeted thematic investments. There is obviously nothing inherently wrong with any of these three investment products, but each has the capacity to enable and embolden irrational exuberance under the right conditions. The Robinhood trading platform, while allowing easy and free trading for investing

newcomers, is alleged to encourage continuous and repeated engagement in trading and approve customers for option activity far in excess of their qualifications and resources. SPACs have perhaps in the past been unfairly stigmatized as a pathway to public markets given the lower scrutiny levels they receive and the characters often attracted to less due diligence. This year the market for SPACs set records, and several have been moonshots, some of which ended up back on earth. Nikola is a noteworthy example, perhaps propelled in part by the greater democratization of trading with platforms like Robinhood. The example of Nikola leads to the final category of speculation: narrowly focused thematic investing. There is nothing as exciting as chasing a glowing theme, be it electrification, alternative energy, genomics, bitcoin, or more broadly, “innovation.” These themes all have tremendous merit and long-term opportunity for companies and investors. However, they will take time to commercialize with many flops and misses along the way. Just as in the internet dawn of the late 1990s, successful investment companies have come along to help investors participate with narrowly targeted vehicles. Many have produced amazing returns in 2020. The money arriving late to the party will likely meaningfully underperform the market as these trends are sorted out in the real world. We see evidence in these three areas of the lid on our pot bouncing from heat and pressure.

 

For the year, style performance was very much tilted toward Growth. The Russell 2000® Growth finished up 34.3% compared to only 4.6% return in the Russell 2000® Value Index. Value oriented sectors showed very little of the excitement driving the overall market. Energy finished down -37.0%, real estate -5.4%, utilities -4.9%, and financials -3.7%. Meanwhile, secular growth areas like health care (+46.1%) and information technology (+38.4%) led small caps during the year. Health care technology (+123.2%), life sciences tools/services (+114.7%), biotechnology (+51.9%), and software (+57.3%) were some of the strongest industries that drove this return. However, this trend softened somewhat in the last several months of the year. Consumer discretionary (+32.7%) was another winner on the year, recovering dramatically from a disastrous first quarter when it declined -44.3%. 2020 was a year where growth was the new safety trade and also performed quite well in the recovery.

 

Looking at factor analysis for the year, non-earners were up 44.6% and accounted for 81.4% of the performance of the Russell 2000® Index, while accounting for only 28.4% of all benchmark stocks.

 

Of the remaining stocks with earnings, those that reside in the bottom 60% of valuation levels actually produced a negative average contribution to return for the year. Negative equity stocks finished up 32.8% and the lowest return of equity (“ROE”) quintile was up 48.6% on the year. Combined, these groups were nearly 79% of the benchmark performance. High beta (+36.7%) outperformed while low earnings variation (+0.2%) lagged meaningfully. Finally, Index stocks without a five-year earnings track record returned 46.7%. To sum up, investors were mostly interested in companies without earnings in this speculative year. Small cap stocks with earnings and modest valuations, as well as those in the middle of the ROE barbell, did not participate in the rally.

 

Examining relative performance requires looking at cash allocation, factor and sector analysis to get the full picture of how the Fund returned 17.73% but still underperformed the benchmark. Our cash exposure averaged just 2.1% during the year, but this still amounted to a meaningful performance drag. Switching to factor allocation, the Fund was decidedly out of balance with the investor preferences described above during the year. Our exposure to stocks with characteristics such as higher than average cap, lower beta, positive earnings, higher than average returns, and less volatile earnings histories relative to the Index cost us approximately 310 basis points of performance when averaged together. Taking our factor allocation out, stock selection was broadly very positive.

 

Shifting to sector attribution, we saw positive contribution from financials, information technology, and real estate during the year. Financials helped performance due to strong stock selection in the banking industry (Glacier Bancorp, Pacific Premier Bancorp, Seacoast Banking Corporation of Florida), a lack of exposure to mortgage real estate investment trusts (REITs), and good performance from capital markets names (Houlihan Lokey, Stifel Financial, Cohen & Steers). Information technology contributed to performance by besting the Index in software due to both allocation and selection (HubSpot, Paylocity, Rapid7, Cerence) as well as in semiconductors (Macom Technology Solutions, Entegris). In real estate, the Fund benefited from an underweight position and strong performance from QTS Realty Trust, Inc. (QTS).

 

On the flip side, we lost ground in industrials, health care, consumer staples, and energy. The industrials sector presents a good representation of our trouble spots, with problems in selection stemming from both owned stocks and lack of exposure to hot segments. The electrical equipment industry within

 

 

 

 

46


 

 
AMG GW&K Small Cap Core Fund
Portfolio Manager’s Comments (continued)

 

 

 

the sector was up 173.9% on the year, generating 123 basis points of return for the benchmark based on alternative energy plays that exhibited stupendous performance. We owned nothing in the industry. Meanwhile, we also sold AAR Corp (AIR) after a pandemic induced collapse in the airline industry they serve, which hurt relative performance. While the funds were reinvested elsewhere, the mark on the sector cannot be reversed. ICF International (ICFI) and Heartland Express (HTLD) also underperformed. We underperformed in health care, mostly as a result to our underexposure to biotechnology. In consumer staples, our largest position Performance Food Group (PFGC) was hurt by the pandemic shutdown of food away from home venues and dropped 7.5%. In addition, we did not have exposure to the beverage industry, which jumped 90.0%. Finally, the energy sector also hurt relative performance, primarily due to the ill-timed sale of Matador Resources (MTDR) near the bottom of the energy sector’s rollercoaster performance. Looking forward into 2021 and beyond, we see both strong fundamentals as well as risks to watch. Similar to the covered pot on the stove, it remains to be seen how the experiment will end. We believe the strong end to the year represents the excellent forward prospects investors see for the economy as we emerge from the pandemic in 2021. Consumer net worth is hitting records, inventories are too low, and spending in many parts of the economy (outside of masks and heat lamps) is poised to accelerate. The fundamental strength is naturally augmented by forthcoming fiscal stimulus. The strong fundamentals and wall of liquidity have also encouraged some investors to increase speculative behavior in several areas of the market where long-term opportunity is high but near-term earnings support is non-existent. Will the Fed lift the cover off the pot or lower the heat as the economy accelerates to limit the negative impact of speculative bubbles forming? We acknowledge there are holes we are digging as a country that impact our longer-term growth

prospects, as debt climbs and political will appears to be faltering. Finally, markets appear to be assuming best outcomes for vaccine uptake and performance. However, we are very grateful that markets are looking forward to better times. Capital markets would be on the floor convulsing if they were looking backward at 2020. Thankfully, we leave the past year behind. Given the good forward economic and earnings prospects we see, low inflation and interest rates, and current valuations, we believe the U.S. small cap asset class has attractive capital appreciation potential over our 3–5 year time horizon.

 

This commentary reflects the viewpoints of the portfolio manager, GW&K Investment Management, LLC, and is not intended as a forecast or guarantee of future results.

 

 

47


 

 

 
AMG GW&K Small Cap Core Fund
Portfolio Manager’s Comments (continued)

 

 

 

CUMULATIVE TOTAL RETURN PERFORMANCE

 

AMG GW&K Small Cap Core Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Small Cap Core Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Russell 2000® Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

 

The table below shows the average annual total returns for the AMG GW&K Small Cap Core Fund and the Russell 2000® Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1 One
Year
Five
Years
Ten
Years
Since
Inception
Inception
Date
AMG GW&K Small Cap Core Fund2, 3, 4, 5, 6          
Class N 17.73% 13.31% 11.75% 8.74% 12/10/96
Class I 18.16% 13.72% 12.20% 14.45% 07/27/09
Class Z 18.21% 11.80% 02/24/17
Russell 2000® Index7 19.96% 13.26% 11.20% 8.75% 12/10/96

 

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 December 31, 2020. 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 economic or political factors, market conditions, disasters or public health issues, or in response to events that affect particular industries or companies.

 

4 The Fund invests in growth stocks, which may be more sensitive to market movements because their prices tend to reflect future investor expectations rather than just current profits. Growth stocks may underperform value stocks given periods.

 

5 The Fund is subject to risks associated with investments in small-capitalization companies, such as erratic earnings patterns, competitive conditions, limited earnings history, and a reliance on one or a limited number of products.

 

6 The Fund invests in value stocks, which may perform differently from the market as a whole and may be undervalued by the market for a long period of time.

 

7 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.

 

The Russell Indices are trademarks of the London Stock Exchange Group companies.

 

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

















 


 

48


 

  AMG GW&K Small Cap Core Fund
Fund Snapshots (unaudited)
December 31, 2020

 

 

 

PORTFOLIO BREAKDOWN

 

  % of
Sector Net Assets
Health Care 22.0
Information Technology 15.6
Consumer Discretionary 15.5
Financials 14.3
Industrials 14.1
Real Estate 5.4
Materials 5.3
Consumer Staples 3.2
Utilities 2.3
Energy 0.8
Short-Term Investments 0.1
Other Assets Less Liabilities 1.4

TOP TEN HOLDINGS

 

  % of
Security Name Net Assets
Lithia Motors, Inc., Class A 2.2
Texas Roadhouse, Inc. 2.0
Avient Corp. 1.8
Endava PLC, ADR (United Kingdom) 1.8
MACOM Technology Solutions Holdings, Inc. 1.7
Ritchie Bros. Auctioneers, Inc. (Canada) 1.7
Performance Food Group Co. 1.7
Grand Canyon Education, Inc. 1.7
Stifel Financial Corp. 1.7
Globus Medical, Inc., Class A 1.7
Top Ten as a Group   18.0


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.

 

 

49


 

 

  AMG GW&K Small Cap Core Fund
  Schedule of Portfolio Investments
  December 31, 2020

 

 

 

    Shares   Value  
Common Stocks - 98.5%              
Consumer Discretionary - 15.5%              
Boot Barn Holdings, Inc.*,1     114,808   $4,978,075  
Churchill Downs, Inc.     31,794     6,193,153  
Chuy’s Holdings, Inc.*     108,170     2,865,423  
Five Below, Inc.*     40,650     7,112,937  
Grand Canyon Education, Inc.*     109,419     10,188,003  
Helen of Troy, Ltd.*     24,827     5,516,311  
Lithia Motors, Inc., Class A1     44,748     13,096,397  
Ollie’s Bargain Outlet Holdings, Inc.*,1     69,380     5,673,203  
Oxford Industries, Inc.     66,832     4,378,164  
Patrick Industries, Inc.1     130,375     8,911,131  
Skyline Champion Corp.*     282,443     8,738,787  
Texas Roadhouse, Inc.*     152,747     11,938,706  
Wolverine World Wide, Inc.     138,945     4,342,031  
Total Consumer Discretionary           93,932,321  
Consumer Staples - 3.2%              
Central Garden & Pet Co.*     41,644     1,607,875  
Central Garden & Pet Co., Class A*     202,677     7,363,255  
Performance Food Group Co.*     214,867     10,229,818  
Total Consumer Staples           19,200,948  
Energy - 0.8%              
WPX Energy, Inc.*     610,500     4,975,575  
Financials - 14.3%              
Ameris Bancorp     220,439     8,392,113  
AMERISAFE, Inc.     97,230     5,583,919  
Cathay General Bancorp     215,790     6,946,280  
Cohen & Steers, Inc.     106,584     7,919,191  
Glacier Bancorp, Inc.     192,591     8,861,112  
Horace Mann Educators Corp.     187,381     7,877,497  
Houlihan Lokey, Inc.     105,882     7,118,447  
Meridian Bancorp, Inc.     213,583     3,184,523  
OceanFirst Financial Corp.*     205,718     3,832,526  
Pacific Premier Bancorp, Inc.*     244,018     7,645,084  
Seacoast Banking Corp. of Florida*     303,581     8,940,460  
Stifel Financial Corp.     201,826     10,184,140  
Total Financials           86,485,292  
Health Care - 22.0%              
AtriCure, Inc.*     151,199     8,417,248  
Castle Biosciences, Inc.*     49,015     3,291,357  
Covetrus, Inc.*     308,694     8,871,866  
CryoLife, Inc.*     247,317     5,839,154  
CryoPort, Inc.*,1     114,763     5,035,801  
    Shares   Value  
Emergent BioSolutions, Inc.*     96,827   $8,675,699  
Globus Medical, Inc., Class A*     156,149     10,184,038  
Haemonetics Corp.*     50,145     5,954,719  
Halozyme Therapeutics, Inc.*,1     136,400     5,825,644  
HealthEquity, Inc.*     112,315     7,829,479  
ICU Medical, Inc.*     19,521     4,187,059  
Integra LifeSciences Holdings Corp.*     109,446     7,105,234  
LHC Group, Inc.*     33,685     7,185,684  
Medpace Holdings, Inc.*     54,197     7,544,222  
Phreesia, Inc.*     157,052     8,521,642  
Progyny, Inc.*     155,375     6,586,346  
Supernus Pharmaceuticals, Inc.*     205,276     5,164,744  
Syneos Health, Inc.*     148,428     10,112,400  
Veracyte, Inc.*,1     141,807     6,940,035  
Total Health Care           133,272,371  
Industrials - 14.1%              
Alamo Group, Inc.     53,675     7,404,466  
Allegiant Travel Co.     36,280     6,865,627  
Heartland Express, Inc.     262,262     4,746,942  
Helios Technologies, Inc.     143,425     7,643,118  
ICF International, Inc.     83,978     6,242,085  
Primoris Services Corp.*     259,353     7,160,736  
RBC Bearings, Inc.*     50,215     8,990,494  
Ritchie Bros. Auctioneers, Inc. (Canada)     149,150     10,373,383  
The Shyft Group, Inc.     99,222     2,815,920  
SiteOne Landscape Supply, Inc.*,1     32,109     5,093,451  
UFP Industries, Inc.     164,198     9,121,199  
US Ecology, Inc.     114,721     4,167,814  
WillScot Mobile Mini Holdings Corp.*     190,470     4,413,190  
Total Industrials           85,038,425  
Information Technology - 15.6%              
Brooks Automation, Inc.     81,119     5,503,924  
CACI International, Inc., Class A*     21,395     5,334,415  
Cerence, Inc.*,1     51,256     5,150,203  
The Descartes Systems Group, Inc. (Canada)*     69,334     4,054,652  
Endava PLC, ADR (United Kingdom)*     144,104     11,059,982  
MACOM Technology Solutions Holdings, Inc.*     191,298     10,529,042  
Novanta, Inc.*     62,480     7,386,386  
Paylocity Holding Corp.*     48,677     10,023,081  
Proofpoint, Inc.*     41,269     5,629,504  
Rapid7, Inc.*,1     109,776     9,897,404  
Rogers Corp.*     19,660     3,053,001  
Silicon Laboratories, Inc.*     75,331     9,592,650  


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

50


 

   
  AMG GW&K Small Cap Core Fund
  Schedule of Portfolio Investments (continued)

 

 

 

    Shares   Value  
Information Technology - 15.6%              
(continued)              
Viavi Solutions, Inc.*     496,100   $7,429,098  
Total Information Technology           94,643,342  
Materials - 5.3%              
Avient Corp.     275,245     11,086,869  
Balchem Corp.     60,886     7,015,285  
Compass Minerals International, Inc.1     67,036     4,137,462  
Minerals Technologies, Inc.     94,993     5,900,965  
Silgan Holdings, Inc.     98,462     3,650,971  
Total Materials           31,791,552  
Real Estate - 5.4%              
Agree Realty Corp., REIT 1     72,777     4,845,493  
National Health Investors, Inc., REIT     89,355     6,180,685  
QTS Realty Trust, Inc., Class A, REIT 1     123,362     7,633,641  
Ryman Hospitality Properties, Inc., REIT     59,887     4,057,943  
STAG Industrial, Inc., REIT     315,813     9,891,263  
Total Real Estate           32,609,025  
Utilities - 2.3%              
IDACORP, Inc.     67,471     6,479,240  

 

* Non-income producing security.

 

1 Some of these securities, amounting to $58,647,390 or 9.7% 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.

    Shares   Value  
NorthWestern Corp.     126,604   $7,382,279  
Total Utilities           13,861,519  
Total Common Stocks              
(Cost $425,780,546)           595,810,370  
               
      Principal        
      Amount        
Short-Term Investments - 0.1%              
Joint Repurchase Agreements - 0.1%2              
Citigroup Global Markets, Inc., dated 12/31/20, due 01/04/21, 0.070% total to be received$674,286 (collateralized by various U.S. Government Agency Obligations and U.S. Treasuries, 0.000% - 4.000%, 09/15/21 -01/01/51, totaling $687,767)   $674,281     674,281  
Total Short-Term Investments              
(Cost $674,281)           674,281  
Total Investments - 98.6%              
(Cost $426,454,827)           596,484,651  
Other Assets, less Liabilities - 1.4%           8,403,853  
Net Assets - 100.0%         $604,888,504  

 

ADR    American Depositary Receipt
REIT   Real Estate Investment Trust

 



The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

    Level 1   Level 2   Level 3   Total
Investments in Securities                
Common Stocks   $595,810,370       $595,810,370
Short-Term Investments                
Joint Repurchase Agreements     $674,281     674,281
Total Investments in Securities   $595,810,370   $674,281     $596,484,651

 

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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

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

51


 

 

   
  AMG GW&K Small/Mid Cap Fund
  Portfolio Manager’s Comments (unaudited)

 

 

 

REVIEW

 

For the year ended December 31, 2020, AMG GW&K Small/Mid Cap Fund’s (the “Fund”) Class I shares returned 23.31%, compared to the Russell 2500® Index, which returned 19.99%.

 

We are all familiar with the proverb “a watched pot never boils.” But what happens if we take that pot, cover it, and turn the heat up to high? As heat and pressure build inside the pot, the lid might start to rattle and shift. Eventually, steam and other contents start to force their way out around the edges of the lid as it clatters more erratically. Finally, depending on the contents inside the pot, we might end up with quite a mess if the heat is not turned down or the lid is not removed to let the pressure escape. As U.S. small/mid cap investors, it feels a bit as if we are living through this kitchen experiment right now. The U.S. Federal Reserve (the “Fed”) and other global central banks, are attempting to keep economies moving and markets lubricated during a terrible global pandemic. Rock bottom interest rates, expanding central bank balance sheets, and other conditions have supplied the heat to keep markets functioning and the economy from stalling.

 

Through the end of 2020, these policy actions, along with fiscal stimulus throughout 2020, seemed to have imperfectly accomplished these objectives. Enough heat had been applied to the pot. With the addition of very positive vaccine news in the fourth quarter and the push to add further fiscal stimulus into 2021, suddenly more heat was added to the experiment and the lid on the pot began to rattle. The Russell 2500® Index produced a sharp fourth quarter burst of 27.4%, its best quarter ever, and finished the year up 20.0%. While the magnitude of the move is impressive, the type of stocks that have outperformed is more interesting.

 

There is much in the way of evidence for this speculative environment. In periods when investors crave risk, the Wall Street machine always rises to the occasion. Innovation in both technology and finance will race to help fulfill this desire for greater risk. Three areas that combined to help fan this speculative flame included: 1) low barrier trading platforms, 2) special purpose acquisition corporations (SPACs), and 3) narrowly targeted thematic investments. There is obviously nothing inherently wrong with any of these three investment products, but each has the capacity to enable and embolden irrational exuberance under the right conditions. The Robinhood trading platform, while allowing easy and free trading for investing newcomers, is alleged to encourage continuous and

repeated engagement in trading and approve customers for option activity far in excess of their qualifications and resources. SPACs have perhaps in the past been unfairly stigmatized as a pathway to public markets given the lower scrutiny levels they receive and the characters often attracted to less due diligence. This year the market for SPACs set records, and several have been moonshots, some of which ended up back on earth. Nikola is a noteworthy example, perhaps propelled in part by the greater democratization of trading with platforms like Robinhood. The example of Nikola leads to the final category of speculation: narrowly focused thematic investing. There is nothing as exciting as chasing a glowing theme, be it electrification, alternative energy, genomics, bitcoin, or more broadly, “innovation.” These themes all have tremendous merit and long-term opportunity for companies and investors. However, they will take time to commercialize with many flops and misses along the way. Just as in the internet dawn of the late 1990s, successful investment companies have come along to help investors participate with narrowly targeted vehicles. Many have produced amazing returns in 2020. The money arriving late to the party will likely meaningfully underperform the market as these trends are sorted out in the real world. We see evidence in these three areas of the lid on our pot bouncing from heat and pressure.

 

For the year, style performance was very much tilted toward Growth. The Russell 2500® Growth finished up 40.1% compared to only 4.8% return in the Russell 2500® Value Index. Value oriented sectors showed very little of the excitement driving the overall market. Energy finished down (-39.0%), real estate (-8.7%), utilities (-4.9%), and financials (-2.1%). Meanwhile, secular growth areas like health care and information technology were up 49.2% and 52.1%, respectively, which led small and mid caps during the year. Health care technology was up 135.8%, life sciences tools/services (+58.0%), biotechnology (+52.0%), as well as software (+72.8%) and semiconductors (+74.1%) in technology were some of the strongest industries that drove this return. However, this trend softened somewhat in the last several months of the year as Value areas of the market found their footing. Consumer discretionary (+26.5%) was another winner on the year, recovering dramatically from a disastrous first quarter when it declined (-40.9%). As we discussed in past communications, 2020 was a year where growth was the new safety trade and also performed quite well in the recovery.

 

Looking at factor analysis for the year, non-earners were up 49.2% and accounted for 72.0% of the Russell 2500 Index performance. Of the benchmark

 

stocks with earnings (77.2% of the Index), those that reside in the bottom 60% of valuation levels actually produced a negative average contribution to return for the year. Negative equity stocks finished up 38.4% and the lowest Return on Equity (“ROE”) quintile was up 45.3% on the year. Combined, these groups were nearly 75% of the benchmark performance. High beta (+31.9%) outperformed low beta (+10.7%) dramatically. Finally, Index stocks without a five-year earnings track record returned 59.8%. To sum up, investors were mostly interested in companies without earnings in this speculative year. Small/mid cap stocks with earnings and modest valuations, as well as those in the middle of the ROE barbell, did not participate in the rally.

 

Examining relative performance requires looking at cash allocation, factor and sector analysis to get the full picture of how the Fund returned 23% and outperformed in an environment which would seem to have been challenging. Our cash exposure averaged just 1.9% during the year, but this still amounted to a meaningful drag. Switching to factor allocation, the Fund was decidedly out of balance with the investor preferences described above during the year. Our exposure to stocks with characteristics such as higher than average cap, lower beta, positive earnings, higher than average returns, and less volatile earnings histories relative to the Index cost us approximately 290 basis points of performance when averaged together. Combining these negative allocation factors would mean that stock selection in the Fund was sharply positive during the year, far beyond our actual outperformance.

 

Shifting to sector attribution, we saw positive contribution from financials, real estate, information technology, consumer staples, industrials, and materials during the year. Financials outperformed due to strong stock selection in the capital markets industry (MarketAxess Holdings, Artisan Partners), selection and allocation in insurance (Kinsale Capital Group, underweight), and a lack of exposure to poorly performing mortgage REITs. In real estate, the Fund benefited from an underweight position, good performance from CoreSite Realty Corp. (COR), and not owning some of the large detractors in the benchmark. Information technology outperformed the Index in electronic equipment with Zebra Technologies Corp, Class A (ZBRA) and Cognex Corp. (CGNX). Cerence, Inc. (CRNC), Hubspot (HUBS), and EPAM systems (EPAM) also contributed. Consumer staples added to performance on the strength of BJ

 

 

 

 

 

52


 

   
  AMG GW&K Small/Mid Cap Fund
  Portfolio Manager’s Comments (continued)

 

 

 

Wholesale Club, Inc. (BJ +63.9%). The industrials sector got a boost from our holdings of Richie Brothers Auctioneers, Inc. (RBA), Gibraltar Industries, Inc. (ROCK), and Exponent, Inc. (EXPO). And finally, good stock selection in materials with Quaker Chemical Corp. (KWR) and RPM International, Inc. (RPM) helped relative returns.

 

On the flip side, we lost ground in health care and consumer discretionary. In health care, stock selection and an underweight allocation to biotechnology hurt relative performance (Neurocrine Biosciences -10.8%). The consumer discretionary sector was hurt by the sale of BJ Restaurants (BJRI) near the bottom of the market in March. While the funds were reinvested elsewhere, the impact remains. Cavco Industries, Inc. (CVCO), Polaris, Inc. (PII), and Carter’s, Inc. (CRI) were other laggards that held back performance in this sector for 2020.

Looking forward into 2021 and beyond, we see both strong fundamentals as well as risks to watch. Similar to the covered pot on the stove, it remains to be seen how the experiment will end. We believe the just completed very strong fourth quarter represents the excellent forward prospects investors see for the economy as we emerge from the pandemic in 2021. Consumer net worth is hitting records, inventories are too low, and spending in many parts of the economy (outside of masks and heat lamps) is poised to accelerate. The fundamental strength is naturally augmented by forthcoming fiscal stimulus. The strong fundamentals and wall of liquidity have also encouraged some investors to increase speculative behavior in several areas of the market where long-term opportunity is high but near-term earnings support is non-existent. Will the Fed lift the cover off the pot or lower the heat as the economy accelerates to limit the negative impact of speculative bubbles forming? We acknowledge there

are holes we are digging as a country that impact our longer-term growth prospects, as debt climbs and political will appears to be faltering. Finally, markets appear to be assuming best outcomes for vaccine uptake and performance. However, we are very grateful that markets are looking forward to better times. Capital markets would be on the floor convulsing if they were looking backward at 2020. Thankfully, we leave the past year behind. Given the good forward economic and earnings prospects we see, low inflation and interest rates, and current valuations, we believe the U.S. small/mid cap asset class has attractive capital appreciation potential over our 3–5 year time horizon.

 

The commentary reflects the viewpoints of the portfolio manager, GW&K Investment Management, LLC, and is not intended as a forecast or guarantee of future results.

 

  

 

 

 

53


 

 
AMG GW&K Small/Mid Cap Fund
Portfolio Manager’s Comments (continued)

 

   

  

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Small/Mid Cap Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Small/Mid Cap Fund’s Class I shares on June 30, 2015, to a $10,000 investment made in the Russell 2500® Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

The table below shows the average annual total returns for the AMG GW&K Small/Mid Cap Fund and the Russell 2500® Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1   One
Year
    Five
Years
    Since
Inception
    Inception
Date
 
AMG GW&K Small/Mid Cap Fund2, 3, 4, 5, 6, 7                        
Class N   23.10 %       13.19 %   02/24/17  
Class I   23.31 %   13.41%   9.85 %   06/30/15  
Class Z   23.37 %       13.45 %   02/24/17  
Russell 2500® Index8   19.99 %   13.64%     10.76 %   06/30/15
 

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 December 31, 2020. 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 risks associated with investments in small-capitalization companies, such as erratic earnings patterns, competitive conditions, limited earnings history, and a reliance on one or a limited number of products.

   
4

The Fund is subject to risks associated with investments in mid-capitalization companies such as greater price volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies.

   
5

The Fund invests in growth stocks, which may be more sensitive to market movements because their prices tend to reflect future investor expectations rather than just current profits. Growth stocks may underperform value stocks during given periods.

   
6

The Fund invests in value stocks, which may perform differently from the market as a whole and may be undervalued by the market for a long period of time.

   
7

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.

   
8

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.

 
The Russell Indices are trademarks of the London Stock Exchange Group companies.
 
Not FDIC insured, nor bank guaranteed. May lose value.


 

54


 

AMG GW&K Small/Mid Cap Fund
Fund Snapshots (unaudited)
December 31, 2020

 

   

 

PORTFOLIO BREAKDOWN
       
Sector   % of
Net Assets
 
Information Technology   18.7  
Industrials   15.8  
Health Care   15.8  
Consumer Discretionary   13.4  
Financials   13.1  
Real Estate   7.3  
Materials   6.8  
Consumer Staples   3.3  
Utilities   2.5  
Energy   1.4  
Other Assets Less Liabilities   1.9  
TOP TEN HOLDINGS
       
Security Name   % of
Net Assets
 
HubSpot, Inc.   2.4  
Zebra Technologies Corp., Class A   2.3  
Lithia Motors, Inc., Class A   2.0  
Exponent, Inc.   1.9  
Catalent, Inc.   1.9  
Cerence, Inc.   1.9  
Gibraltar Industries, Inc.   1.8  
RPM International, Inc.   1.8  
Ingersoll Rand, Inc.   1.8  
Acadia Healthcare Co., Inc.   1.7  
Top Ten as a Group   19.5  


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.

 

 

55


 


AMG GW&K Small/Mid Cap Fund
Schedule of Portfolio Investments
December 31, 2020

 

 

 

    Shares     Value  
Common Stocks - 98.1%            
Consumer Discretionary - 13.4%            
Bright Horizons Family Solutions, Inc.*   16,030     $2,773,030  
Burlington Stores, Inc.*   14,688     3,841,646  
Carter’s, Inc.*   23,580     2,218,171  
Cavco Industries, Inc.*   16,232     2,847,904  
Dorman Products, Inc.*   34,955     3,034,793  
Five Below, Inc.*   19,194     3,358,566  
Grand Canyon Education, Inc.*   18,804     1,750,841  
Lithia Motors, Inc., Class A1   18,348     5,369,909  
Polaris, Inc.*   28,097     2,677,082  
Pool Corp.*   7,222     2,690,195  
Texas Roadhouse, Inc.*   47,006     3,673,989  
Vail Resorts, Inc.1   7,550     2,106,148  
Total Consumer Discretionary         36,342,274  
Consumer Staples - 3.3%            
BJ’s Wholesale Club Holdings, Inc.*   102,102     3,806,362  
Lancaster Colony Corp.   18,038     3,314,122  
Performance Food Group Co.*   39,583     1,884,547  
Total Consumer Staples         9,005,031  
Energy - 1.4%            
Dril-Quip, Inc.*   23,341     691,360  
Parsley Energy, Inc., Class A*   227,930     3,236,606  
Total Energy         3,927,966  
Financials - 13.1%            
Artisan Partners Asset Management, Inc., Class A   31,511     1,586,264  
Atlantic Union Bankshares Corp.   55,379     1,824,184  
Glacier Bancorp, Inc.   46,794     2,152,992  
Kemper Corp.*   33,608     2,582,103  
Kinsale Capital Group, Inc.*   13,273     2,656,325  
MarketAxess Holdings, Inc.   5,633     3,213,964  
Pinnacle Financial Partners, Inc.   58,154     3,745,117  
Piper Sandler Cos   27,804     2,805,424  
Signature Bank   27,182     3,677,453  
TCF Financial Corp.   83,234     3,081,323  
Voya Financial, Inc.1   63,775     3,750,608  
Western Alliance Bancorp.   74,177     4,446,911  
Total Financials         35,522,668  
Health Care - 15.8%            
Acadia Healthcare Co., Inc.*   94,123     4,730,622  
Bio-Rad Laboratories, Inc., Class A*   8,004     4,665,852  
Catalent, Inc.*   48,565     5,054,159  
Chemed Corp.   4,835     2,575,169  

 

    Shares     Value  
Globus Medical, Inc., Class A*   42,935     $2,800,221  
Horizon Therapeutics PLC*   46,885     3,429,638  
Integer Holdings Corp.*   27,275     2,214,457  
Jazz Pharmaceuticals PLC (Ireland)*   19,673     3,247,029  
Molina Healthcare, Inc.*   14,238     3,028,138  
Neurocrine Biosciences, Inc.*   32,400     3,105,540  
STERIS PLC   18,797     3,562,783  
Syneos Health, Inc.*   62,667     4,269,503  
Total Health Care         42,683,111  
Industrials - 15.8%            
Exponent, Inc.   58,293     5,248,119  
Federal Signal Corp.   85,445     2,834,211  
Gibraltar Industries, Inc.*   69,066     4,968,608  
Graco, Inc.   45,191     3,269,569  
Hexcel Corp.1   52,538     2,547,568  
Ingersoll Rand, Inc.*   104,839     4,776,465  
Nordson Corp.   20,883     4,196,439  
RBC Bearings, Inc.*   24,140     4,322,025  
Ritchie Bros. Auctioneers, Inc. (Canada)   65,964     4,587,796  
Schneider National, Inc., Class B   77,682     1,608,017  
The Toro Co.   46,143     4,376,202  
Total Industrials         42,735,019  
Information Technology - 18.7%            
Booz Allen Hamilton Holding Corp.   48,391     4,218,727  
Cerence, Inc.*,1   50,228     5,046,909  
Cognex Corp.   44,019     3,534,065  
Entegris, Inc.   46,750     4,492,675  
Envestnet, Inc.*   26,620     2,190,560  
EPAM Systems, Inc.*   11,313     4,054,014  
Gartner, Inc.*   22,636     3,626,061  
HubSpot, Inc.*   16,525     6,551,171  
Power Integrations, Inc.   28,646     2,344,962  
Rapid7, Inc.*,1   51,345     4,629,265  
Silicon Laboratories, Inc.*   28,941     3,685,347  
Zebra Technologies Corp., Class A*   16,143     6,204,239  
Total Information Technology         50,577,995  
Materials - 6.8%            
AptarGroup, Inc.   25,804     3,532,310  
Eagle Materials, Inc.   30,006     3,041,108  
Element Solutions, Inc.   160,906     2,852,864  
Quaker Chemical Corp.*,1   16,862     4,272,662  
RPM International, Inc.   52,808     4,793,910  
Total Materials         18,492,854  


 

 

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

56


 

 
AMG GW&K Small/Mid Cap Fund
Schedule of Portfolio Investments (continued)

 

 

 

    Shares     Value  
Real Estate - 7.3%            
American Campus Communities, Inc., REIT   55,616     $2,378,696  
CoreSite Realty Corp., REIT   18,976     2,377,313  
Easterly Government Properties, Inc., REIT   149,156     3,378,384  
Hudson Pacific Properties, Inc., REIT   97,178     2,334,216  
Physicians Realty Trust, REIT   159,271     2,835,024  
Summit Hotel Properties, Inc., REIT *   223,731     2,015,816  
Sun Communities, Inc., REIT   28,423     4,318,875  
Total Real Estate       19,638,324  
Utilities - 2.5%            
IDACORP, Inc.   33,635     3,229,969  
             

 

* Non-income producing security.
1 Some of these securities, amounting to $16,713,653 or 6.2% of net assets, were out on loan to various borrowers and are collateralized by various U.S. Treasury Obligations. See Note 4 of Notes to Financial Statements.

 

      Shares     Value  
OGE Energy Corp.     32,864     $1,047,047  
Portland General Electric Co.     56,355     2,410,303  
Total Utilities           6,687,319  
Total Common Stocks              
(Cost $193,513,818)           265,612,561  
Total Investments - 98.1%              
(Cost $193,513,818)           265,612,561  
Other Assets, less Liabilities - 1.9%           5,156,733  
Net Assets - 100.0%           $270,769,294  

 

 

 

REIT   Real Estate Investment Trust

 



The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

      Level 1   Level 2   Level 3     Total  
Investments in Securities                      
Common Stocks     $265,612,561         $265,612,561  
Total Investments in Securities     $265,612,561         $265,612,561  

 

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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

 

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

57


 

 
AMG GW&K Small Cap Value Fund
Portfolio Manager’s Comments (unaudited)

 

 
     

For the fiscal year ended December 31, 2020, AMG Managers GW&K Small Cap Value Fund’s (the “Fund”) Class N shares returned 3.29%, compared to a 4.63% return for the Russell 2000 Value® Index.

Effective December 4, 2020, the Fund’s subadviser changed from Skyline Asset Management, L.P. (“Skyline”) to GW&K Investment Management, LLC (“GW&K”). Also effective December 4, 2020, the Fund changed its name to AMG GW&K Small Cap Value Fund, from AMG Managers Skyline Special Equities Fund and changed its investment objective, principal investment strategies, and principal risks

INVESTMENT STRATEGY

GW&K believes quality small cap companies trading at low valuation levels offer attractive opportunities for stock price appreciation over time. Given the tendency of money managers to focus on short-term fundamentals and stock price performance, we believe that a company’s underlying value is often overlooked and not recognized by the market. Through our fundamental research process and proprietary screening, we seek to identify well-managed, undervalued companies with improving fundamental and financial characteristics.

It is our objective to provide shareholders with a fully diversified portfolio of small cap value stocks that participate in rising markets and protects returns when markets decline. We seek to outperform the Russell 2000® Value Index and our small cap value competitors over a full market cycle.

PERFORMANCE

After a steep decline in the first quarter due to market volatility associated with the COVID-19 pandemic, the Fund rebounded with positive

performance in the following three quarters and ended the fiscal year with a small positive return. However, the Fund modestly underperformed its benchmark during the period. The Fund’s negative relative performance was primarily driven by stock selection, while sector allocation was a positive. An overweight and strong stock selection in the industrials sector was the top contributor to relative performance. The Fund had notable contributions from TPI Composites Inc. (+138%) and BMC Stock Holdings Inc. (+66%) in the industrials sector. The Fund also benefited from an underweight and strong stock selection in financials. Lack of exposure to the energy sector was also beneficial. On the other side of the ledger, an overweight in information technology helped performance, but was more than offset by weak stock selection in the sector. The Fund’s 5% return within information technology lagged the 27% return for the benchmark and was the top detractor from relative performance. Notable detractors in the sector included Benchmark Electronics (-20%) and Knowles Corp. (-15%). In similar fashion, the Fund’s overweight to the materials sector was beneficial, but the Fund’s -5% return lagged the 20% return for the benchmark. An underweight and weak stock selection in consumer discretionary as well as weak stock selection in the health care sector were other notable detractors.

OUTLOOK 

Looking forward into 2021 and beyond, we see both strong fundamentals as well as risks to watch. We believe the just completed very strong fourth quarter represents the excellent forward prospects investors see for the economy as we emerge from the pandemic in 2021. Consumer net worth is hitting records, inventories are too low, and spending in

many parts of the economy (outside of masks and heat lamps) are poised to accelerate. The fundamental strength is naturally augmented by forthcoming fiscal stimulus. The strong fundamentals and wall of liquidity have also encouraged some investors to increase speculative behavior in several areas of the market where long-term opportunity is high but near-term earnings support is nonexistent. Will the U.S. Federal Reserve (the Fed) effectively manage monetary policy as the economy accelerates to limit the negative impact of speculative bubbles forming? We acknowledge there are holes we are digging as a country that impact our longer-term growth prospects, as debt climbs and political will appears to be faltering. Finally, markets appear to be assuming best outcomes for vaccine uptake and performance. However, we are very grateful that markets are looking forward to better times. Capital markets would be on the floor convulsing if they were looking backward at 2020. Thankfully, we leave the past year behind. Given the good forward economic and earnings prospects we see, low inflation and interest rates, and current valuations, we believe the U.S. small cap asset class has attractive capital appreciation potential over our 3–5 year time horizon.

 

This commentary reflects results from Skyline and GW&K, and the viewpoints represent those of the current portfolio manager, GW&K, are not intended as a forecast or guarantee of future results, and are subject to change without notice.

     

 

 

 

58


 

 

 
AMG GW&K Small Cap Value Fund
Portfolio Manager’s Comments (continued)
 
 

CUMULATIVE TOTAL RETURN PERFORMANCE

AMG GW&K Small Cap Value Fund’s cumulative total return is based on the daily change in net asset value (NAV), and assumes that all dividends and distributions were reinvested. The graph compares a hypothetical $10,000 investment made in the AMG GW&K Small Cap Value Fund’s Class N shares on December 31, 2010, to a $10,000 investment made in the Russell 2000® Value Index and Russell 2000® Index for the same time period. The graph and table do not reflect the deduction of taxes that a shareholder would pay on a Fund distribution or redemption of shares. The listed returns for the Fund are net of expenses and the returns for the index exclude expenses. Total returns would have been lower had certain expenses not been reduced.

 

The table below shows the average annual total returns for the AMG GW&K Small Cap Value Fund and the Russell 2000® Value Index and Russell 2000® Index for the same time periods ended December 31, 2020.

 

Average Annual Total Returns1 One
Year
Five
Years
Ten
Years
  Since
Inception
  Inception
Date
 
AMG GW&K Small Cap Value Fund2, 3, 4, 5, 6, 7  
Class N 3.29% 7.19% 9.38%   11.23%   04/23/87  
Class I 3.50%   4.06%   02/24/17  
Class Z 3.57%   4.13%   02/24/17  
Russell 2000® Value Index8 4.63% 9.65% 8.66%      
Russell 2000® Index9 19.96% 13.26% 11.20%   9.30%   04/23/87
                 

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 December 31, 2020. 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 risks associated with investments in small-capitalization companies, such as erratic earnings patterns, competitive conditions, limited earnings history and a reliance on one or a limited number of products.
4 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.
5 Companies that are in similar businesses 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.
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 The Fund invests in value stocks, which may perform differently from the market as a whole and may be undervalued by the market for a long period of time.
8 The Russell 2000® Value Index is an unmanaged, market-value weighted, value-oriented index 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.
9 The Russell 2000® Index is composed of the 2000 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.

The Russell Indices are trademarks of the London Stock Exchange Group companies.

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



 

59


 

AMG GW&K Small Cap Value Fund
Fund Snapshots (unaudited)
December 31, 2020
 
 

 

PORTFOLIO BREAKDOWN
Sector % of
Net Assets
Financials 29.6  
Industrials 17.9  
Consumer Discretionary 13.2  
Real Estate 9.4  
Health Care 6.3  
Information Technology 5.9  
Materials 5.1  
Utilities 4.0  
Consumer Staples 2.7  
Energy 2.4  
Communication Services 2.0  
Other Assets Less Liabilities 1.5  

TOP TEN HOLDINGS

Security Name   % of
Net Assets
Walker & Dunlop, Inc.   2.4
Group 1 Automotive, Inc.   2.3
Gibraltar Industries, Inc.   2.1
Ameris Bancorp   2.1
Piper Sandler Cos   2.0
Gray Television, Inc.   2.0
Schnitzer Steel Industries, Inc., Class A   2.0
Columbus McKinnon Corp.   1.9
Four Corners Property Trust, Inc.   1.9
Tenet Healthcare Corp.   1.9
Top Ten as a Group   20.6


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.

 

60


 

AMG GW&K Small Cap Value Fund
Schedule of Portfolio Investments
December 31, 2020
 
 

 

    Shares   Value  
Common Stocks - 98.5%              
Communication Services - 2.0%              
Gray Television, Inc.*     371,527     $6,646,618  
Consumer Discretionary - 13.2%              
Boot Barn Holdings, Inc.*     98,865     4,286,786  
Callaway Golf Co.     222,960     5,353,269  
Deckers Outdoor Corp.*     14,996     4,300,553  
Denny’s Corp.*     361,881     5,312,413  
Group 1 Automotive, Inc.     58,364     7,653,855  
Johnson Outdoors, Inc., Class A     45,478     5,122,187  
MDC Holdings, Inc.     57,493     2,794,160  
Patrick Industries, Inc.     65,139     4,452,251  
Stoneridge, Inc.*     177,273     5,358,963  
Total Consumer Discretionary           44,634,437  
Consumer Staples - 2.7%              
BJ’s Wholesale Club Holdings, Inc.*     76,858     2,865,266  
Central Garden & Pet Co.*     166,285     6,420,264  
Total Consumer Staples           9,285,530  
Energy - 2.4%              
Matador Resources Co.*     187,222     2,257,897  
ProPetro Holding Corp.*     312,165     2,306,900  
Renewable Energy Group, Inc.*     24,117     1,707,966  
Solaris Oilfield Infrastructure, Inc., Class A     228,829     1,862,668  
Total Energy           8,135,431  
Financials - 29.6%              
Ameris Bancorp     183,803     6,997,380  
Atlantic Union Bankshares Corp.     190,853     6,286,698  
Cathay General Bancorp     122,505     3,943,436  
City Holding Co.     54,368     3,781,294  
Community Bank System, Inc.     88,627     5,522,348  
Enterprise Financial Services Corp.     105,354     3,682,122  
Federal Agricultural Mortgage Corp., Class C     50,061     3,717,029  
First Financial Bancorp     198,923     3,487,120  
First Interstate BancSystem, Inc., Class A     106,778     4,353,339  
Flagstar Bancorp, Inc.     120,322     4,904,325  
International Bancshares Corp.     122,236     4,576,516  
James River Group Holdings, Ltd. (Bermuda)     80,085     3,936,178  
OceanFirst Financial Corp.*     297,427     5,541,065  
Pacific Premier Bancorp, Inc.*     201,596     6,316,003  
Piper Sandler Cos     66,588     6,718,729  
Selective Insurance Group, Inc.     95,639     6,405,900  
Stifel Financial Corp.     112,839     5,693,856  
Valley National Bancorp     281,187     2,741,573  
               
    Shares   Value  
Walker & Dunlop, Inc.     87,525     $8,054,051  
WesBanco, Inc.     100,884     3,022,485  
Total Financials           99,681,447  
Health Care - 6.3%              
Covetrus, Inc.*     121,838     3,501,624  
Emergent BioSolutions, Inc.*     52,091     4,667,353  
Integer Holdings Corp.*     50,073     4,065,427  
Supernus Pharmaceuticals, Inc.*     109,236     2,748,378  
Tenet Healthcare Corp.*     161,629     6,453,846  
Total Health Care           21,436,628  
Industrials - 17.9%              
Allegiant Travel Co.     20,163     3,815,646  
American Woodmark Corp.*     45,637     4,283,032  
CBIZ, Inc.*     145,198     3,863,719  
Columbus McKinnon Corp.     171,924     6,608,758  
Comfort Systems USA, Inc.     60,047     3,162,075  
Douglas Dynamics, Inc.     133,680     5,717,494  
Federal Signal Corp.     183,052     6,071,835  
Gibraltar Industries, Inc.*     98,930     7,117,024  
ICF International, Inc.     65,934     4,900,874  
Lydall, Inc.*     128,577     3,861,167  
Primoris Services Corp.*     134,896     3,724,479  
SkyWest, Inc.     93,683     3,776,362  
UFP Industries, Inc.     60,512     3,361,442  
Total Industrials           60,263,907  
Information Technology - 5.9%              
American Software, Inc., Class A     155,748     2,674,193  
CACI International, Inc., Class A*     23,715     5,912,861  
Power Integrations, Inc.     59,635     4,881,721  
Silicon Laboratories, Inc.*     26,564     3,382,660  
Viavi Solutions, Inc.*     205,619     3,079,145  
Total Information Technology           19,930,580  
Materials - 5.1%              
Minerals Technologies, Inc.     63,038     3,915,921  
Orion Engineered Carbons, S.A. (Luxembourg)     206,379     3,537,336  
Schnitzer Steel Industries, Inc., Class A     208,111     6,640,822  
Worthington Industries, Inc.     58,869     3,022,334  
Total Materials           17,116,413  
Real Estate - 9.4%              
Agree Realty Corp., REIT     72,173     4,805,278  
Four Corners Property Trust, Inc., REIT     221,910     6,606,261  
Getty Realty Corp., REIT *     182,319     5,021,065  
Independence Realty Trust, Inc., REIT     475,073     6,380,231  
               


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

61


 

AMG GW&K Small Cap Value Fund
Schedule of Portfolio Investments (continued)
 
 

 

    Shares   Value  
Real Estate - 9.4% (continued)              
Lexington Realty Trust, REIT     253,215     $2,689,143  
Summit Hotel Properties, Inc., REIT *     326,672     2,943,315  
Xenia Hotels & Resorts, Inc., REIT *     214,404     3,258,941  
Total Real Estate           31,704,234  
Utilities - 4.0%              
IDACORP, Inc.     54,667     5,249,672  
NorthWestern Corp.     77,462     4,516,809  
               

 

*  Non-income producing security.

 

    Shares   Value  
Southwest Gas Holdings, Inc.     59,543     $3,617,237  
Total Utilities           13,383,718  
Total Common Stocks              
(Cost $317,466,452)           332,218,943  
Total Investments - 98.5%              
(Cost $317,466,452)           332,218,943  
Other Assets, less Liabilities - 1.5%           4,920,159  
Net Assets - 100.0%           $337,139,102  
               

 

REIT    Real Estate Investment Trust



The following table summarizes the inputs used to value the Fund’s investments by the fair value hierarchy levels as of December 31, 2020:

 

    Level 1   Level 2   Level 3   Total  
Investments in Securities                  
Common Stocks   $ 332,218,943           $ 332,218,943  
Total Investments in Securities   $ 332,218,943           $ 332,218,943  
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 fiscal year ended December 31, 2020, there were no transfers in or out of Level 3.

 

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

62


 

   
 
  Statement of Assets and Liabilities
  December 31, 2020

 

 

 

      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 $2,928,951, $0, $0, and $0, respectively)     $56,083,803     $9,968,697     $1,305,706,754     $322,895,923  
Cash     1,195,980     188,062     26,919,653     2,561,917  
Receivable for investments sold         218,287          
Dividend and interest receivables     410,161     145,696     16,405,207     3,210,811  
Securities lending income receivable     1,552              
Receivable for Fund shares sold     61,551     76,007     2,006,953     140,945  
Receivable from affiliate     14,555     10,197     69,866     25,047  
Prepaid expenses and other assets     14,374     6,902     29,507     25,829  
Total assets     57,781,976     10,613,848     1,351,137,940     328,860,472  
Liabilities:                          
Payable upon return of securities loaned     2,379,186              
Payable for investments purchased         258,504          
Payable for delayed delivery investments purchased             44,435,060      
Payable for Fund shares repurchased     178,892     1,068     289,754     31,617  
Accrued expenses:                          
Investment advisory and management fees     13,820     3,523     228,285     124,788  
Administrative fees     6,910     1,303     165,655     41,596  
Distribution fees     3,327         3,878     1,040  
Shareholder service fees     1,264     1,959     56,891     14,276  
Other     52,995     45,633     138,239     63,401  
Total liabilities     2,636,394     311,990     45,317,762     276,718  
                           
Net Assets     $55,145,582     $10,301,858     $1,305,820,178     $328,583,754  
1 Investments at cost     $53,285,407     $9,978,707     $1,228,525,480     $298,407,906  

 

 

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

 

63


 

 

   
 
 
 

Statement of Assets and Liabilities (continued)

 

 

 

      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     $55,768,164     $10,365,725     $1,227,763,665     $303,179,087  
Total distributable earnings (loss)     (622,582 )   (63,867 )   78,056,513     25,404,667  
Net Assets     $55,145,582     $10,301,858     $1,305,820,178     $328,583,754  
                           
Class N:                          
Net Assets     $15,793,769     $10,301,858     $18,152,784     $5,015,428  
Shares outstanding     1,449,610     463,381     1,458,020     469,258  
Net asset value, offering and redemption price per share     $10.90     $22.23     $12.45     $10.69  
Class I:                          
Net Assets     $27,800,094         $1,287,667,394     $323,438,655  
Shares outstanding     2,542,231         102,845,111     31,101,646  
Net asset value, offering and redemption price per share     $10.94         $12.52     $10.40  
Class Z:                          
Net Assets     $11,551,719             $129,671  
Shares outstanding     1,056,820             12,471  
Net asset value, offering and redemption price per share     $10.93             $10.40  

 

 

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

 

64


 

 

   
 
 
 

Statement of Assets and Liabilities (continued)

 

 

 

      AMG
GW&K Global

Allocation Fund
  AMG
GW&K Small Cap Core Fund
  AMG
GW&K Small/Mid
Cap Fund
  AMG
GW&K Small Cap Value Fund
Assets:                          
Investments at value1 (including securities on loan valued at $8,270,264, $58,647,390, $16,713,653, and $0, respectively)     $151,616,396     $596,484,651     $265,612,561     $332,218,943  
Cash     3,924,815     3,899,343     5,907,959     4,076,738  
Foreign currency2     996,953              
Receivable for investments sold         4,640,017     614,662     1,914,548  
Dividend and interest receivables     384,957     448,690     94,066     448,650  
Securities lending income receivable     1,871     5,552     1,002      
Receivable for Fund shares sold     42,426     858,606     329,544     92,291  
Receivable from affiliate     9,364         7,836      
Prepaid expenses and other assets     23,476     17,272     12,185     13,111  
Total assets     157,000,258     606,354,131     272,579,815     338,764,281  
Liabilities:                          
Payable upon return of securities loaned     2,576,545     674,281          
Payable for investments purchased     1,199,941         1,537,011      
Payable for Fund shares repurchased     4,924     257,183     52,811     1,182,982  
Accrued expenses:                          
Investment advisory and management fees     76,357     362,903     138,590     250,543  
Administrative fees     19,089     75,289     33,530     44,893  
Distribution fees     10,730     1,796     46      
Shareholder service fees     12,351     20,645     8,802     59,412  
Other     84,086     73,530     39,731     87,349  
Total liabilities     3,984,023     1,465,627     1,810,521     1,625,179  
                           
Net Assets     $153,016,235     $604,888,504     $270,769,294     $337,139,102  
1 Investments at cost     $114,964,612     $426,454,827     $193,513,818     $317,466,452  
2 Foreign currency at cost     $983,352              

 

 

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

 

65


 

 

   
 
 
 

Statement of Assets and Liabilities (continued)

 

 

 

      AMG
GW&K Global

Allocation Fund
  AMG
GW&K Small Cap Core Fund
  AMG
GW&K Small/Mid
Cap Fund
  AMG
GW&K Small Cap Value Fund
Net Assets Represent:                          
Paid-in capital     $117,669,185     $423,787,511     $196,369,358     $318,179,443  
Total distributable earnings     35,347,050     181,100,993     74,399,936     18,959,659  
Net Assets     $153,016,235     $604,888,504     $270,769,294     $337,139,102  
                           
Class N:                          
Net Assets     $51,414,521     $8,667,249     $223,853     $243,654,912  
Shares outstanding     2,636,969     289,157     13,958     9,120,604  
Net asset value, offering and redemption price per share     $19.50     $29.97     $16.04     $26.71  
Class I:                          
Net Assets     $97,868,989     $470,373,466     $165,840,431     $83,003,254  
Shares outstanding     4,965,221     15,368,627     10,327,396     3,098,650  
Net asset value, offering and redemption price per share     $19.71     $30.61     $16.06     $26.79  
Class Z:                          
Net Assets     $3,732,725     $125,847,789     $104,705,010     $10,480,936  
Shares outstanding     189,408     4,111,282     6,513,820     392,205  
Net asset value, offering and redemption price per share     $19.71     $30.61     $16.07     $26.72  

 

 

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

 

66


 

 

   
 
  Statement of Operations
 

For the fiscal year ended December 31, 2020

 

 

  

      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:                          
Dividend income     $2,337     $787     $67,066     $41,742  
Interest income     1,063,182     293,490     22,668,922     9,518,279  
Securities lending income     8,317     321          
Foreign withholding tax         (1,452 )        
Total investment income     1,073,836     293,146     22,735,988     9,560,021  
Expenses:                          
Investment advisory and management fees     124,241     49,607     2,407,999     1,363,263  
Administrative fees     62,120     13,871     1,740,374     454,421  
Distribution fees - Class N     36,581         47,565     20,322  
Shareholder servicing fees - Class N         1,958     23,087     12,192  
Shareholder servicing fees - Class I     11,118         570,612     147,349  
Professional fees     50,966     44,829     105,564     55,667  
Registration fees     50,035     19,699     87,308     61,044  
Custodian fees     18,993     21,194     85,963     35,512  
Reports to shareholders     16,937     3,135     43,769     12,148  
Transfer agent fees     3,982     1,051     41,105     10,887  
Trustee fees and expenses     3,793     840     107,114     27,880  
Miscellaneous     3,514     1,165     31,155     9,878  
Total expenses before offsets     382,280     157,349     5,291,615     2,210,563  
Expense reimbursements     (135,792 )   (75,430 )   (704,935 )   (242,883 )
Net expenses     246,488     81,919     4,586,680     1,967,680  
                           
Net investment income     827,348     211,227     18,149,308     7,592,341  
Net Realized and Unrealized Gain:                          
Net realized gain on investments     851,301     838,877     4,459,854     3,972,374  
Net realized gain on forwards contracts         134,979          
Net realized gain on futures contracts         34,964          
Net realized loss on foreign currency transactions         (13,582 )        
Net change in unrealized appreciation/depreciation on investments     1,758,021     (182,406 )   30,387,730     8,743,902  
Net change in unrealized appreciation/depreciation on forwards contracts         10,553          
Net change in unrealized appreciation/depreciation on futures contracts         4,541          
Net change in unrealized appreciation/depreciation on foreign currency translations         (2,382 )        
Net realized and unrealized gain     2,609,322     825,544     34,847,584     12,716,276  
                           
Net increase in net assets resulting from operations     $3,436,670     $1,036,771     $52,996,892     $20,308,617  

 

 

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

 

67


 

   
   
   
 

Statement of Operations (continued)

 

 

 

      AMG
GW&K Global
Allocation Fund
  AMG
GW&K Small Cap
Core Fund
  AMG
GW&K Small/Mid
Cap Fund
  AMG
GW&K Small Cap
Value Fund
Investment Income:                          
Dividend income     $1,471,878     $5,284,158     $2,114,205     $5,027,463  
Interest income     1,388,846     270         195  
Securities lending income     20,161     91,998     16,067     34,569  
Foreign withholding tax     (36,702 )   (23,275 )   (7,884 )   (13,365 )
Total investment income     2,844,183     5,353,151     2,122,388     5,048,862  
Expenses:                          
Investment advisory and management fees     1,020,236     3,249,852     1,322,175     2,541,225  
Administrative fees     255,059     696,397     309,120     523,827  
Distribution fees - Class N     127,668     19,971     430      
Shareholder servicing fees - Class N         11,983     27     621,004  
Shareholder servicing fees - Class I     113,974     177,432     102,418     62,275  
Custodian fees     84,528     45,279     28,405     38,143  
Registration fees     59,064     59,775     34,419     60,310  
Professional fees     53,664     57,915     44,934     51,517  
Reports to shareholders     52,591     22,089     10,482     58,582  
Trustee fees and expenses     46,866     41,256     18,573     28,957  
Transfer agent fees     18,732     20,435     7,272     32,762  
Miscellaneous     13,135     14,584     7,488     16,975  
Total expenses before offsets     1,845,517     4,416,968     1,885,743     4,035,577  
Expense reimbursements     (203,900 )   (29,131 )   (48,533 )   (144,468 )
Expense reductions     (4,875 )   (36,922 )   (10,121 )    
Net expenses     1,636,742     4,350,915     1,827,089     3,891,109  
                           
Net investment income     1,207,441     1,002,236     295,299     1,157,753  
Net Realized and Unrealized Gain (Loss):                          
Net realized gain (loss) on investments     (948,464 )   29,838,323     4,655,713     106,326,548  
Net realized loss on foreign currency transactions     (22,604 )            
Net change in unrealized appreciation/depreciation on investments     15,219,388     72,950,806     45,255,119     (122,030,123 )
Net change in unrealized appreciation/depreciation on foreign currency translations     13,723              
Net realized and unrealized gain (loss)     14,262,043     102,789,129     49,910,832     (15,703,575 )
                           
Net increase (decrease) in net assets resulting from operations     $15,469,484     $103,791,365     $50,206,131     $ (14,545,822 )

 

 

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

 

68


 

  

   
   
  Statements of Changes in Net Assets
  For the fiscal years ended December 31,

 

 

 

    AMG
GW&K Enhanced
Core Bond ESG Fund
  AMG
GW&K High
Income Fund
  AMG
GW&K Municipal
Bond Fund
 
    2020     2019   2020     2019   2020     2019  
Increase in Net Assets Resulting From Operations:                                
Net investment income   $827,348     $912,976   $211,227     $261,207   $18,149,308     $18,764,133  
Net realized gain (loss) on investments   851,301     404,962   995,238     (352,820 ) 4,459,854     5,823,265  
Net change in unrealized appreciation/depreciation on investments   1,758,021     2,227,923   (169,694 )   809,506   30,387,730     47,803,351  
Net increase in net assets resulting from operations   3,436,670     3,545,861   1,036,771     717,893   52,996,892     72,390,749  
Distributions to Shareholders:                                
Class N   (270,732 )   (379,255 ) (825,025 )   (29,806 ) (291,376 )   (308,006 )
Class I   (319,421 )   (192,619 )       (21,463,147 )   (18,444,080 )
Class C1       (16,702 )            
Class Z   (225,439 )   (338,179 )            
Total distributions to shareholders   (815,592 )   (926,755 ) (825,025 )   (29,806 ) (21,754,523 )   (18,752,086 )
Capital Share Transactions:2                                
Net increase (decrease) from capital share transactions   19,163,432     (5,633,199 ) 452,271     (1,415,728 ) 241,352,504     21,588,783  
                                 
Total increase (decrease) in net assets   21,784,510     (3,014,093 ) 664,017     (727,641 ) 272,594,873     75,227,446  
Net Assets:                                
Beginning of year   33,361,072     36,375,165   9,637,841     10,365,482   1,033,225,305     957,997,859  
End of year   $55,145,582     $33,361,072   $10,301,858     $9,637,841   $1,305,820,178     $1,033,225,305  

 

1 Effective May 31, 2019, Class C shares were converted into Class N shares.

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

 

 

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

 

69


 

 

   
   
 

Statements of Changes in Net Assets (continued)

  For the fiscal years ended December 31,

 

 

 

    AMG
GW&K Municipal
Enhanced Yield Fund
  AMG
GW&K Global
Allocation Fund
  AMG
GW&K Small Cap Core Fund
 
    2020     2019   2020     2019   2020     2019  
Increase in Net Assets Resulting From Operations:                                
Net investment income   $7,592,341     $7,164,664   $1,207,441     $4,245,714   $1,002,236     $851,757  
Net realized gain (loss) on investments   3,972,374     2,874,832   (971,068 )   13,203,990   29,838,323     22,218,128  
Net change in unrealized appreciation/depreciation on investments   8,743,902     15,319,807   15,233,111     23,461,975   72,950,806     92,751,979  
Net increase in net assets resulting from operations   20,308,617     25,359,303   15,469,484     40,911,679   103,791,365     115,821,864  
Distributions to Shareholders:                                
From net investment income and/or realized gain on investments:                                
Class N   (230,199 )   (199,815 ) (1,802,668 )   (4,102,350 ) (206,153 )   (519,512 )
Class I   (11,227,601 )   (8,694,071 ) (4,171,934 )   (10,291,326 ) (11,703,788 )   (17,342,704 )
Class Z   (4,636 )   (4,178 ) (215,224 )   (493,265 ) (3,120,957 )   (5,682,701 )
From paid-in capital:                                
Class N         (11,312 )          
Class I         (26,180 )          
Class Z         (1,351 )          
Total distributions to shareholders   (11,462,436 )   (8,898,064 ) (6,228,669 )   (14,886,941 ) (15,030,898 )   (23,544,917 )
Capital Share Transactions:1                                
Net increase (decrease) from capital share transactions   40,667,096     51,350,874   (107,931,884 )   (24,570,919 ) 64,165,490     (49,229,890 )
                                 
Total increase (decrease) in net assets   49,513,277     67,812,113   (98,691,069 )   1,453,819   152,925,957     43,047,057  
Net Assets:                                
Beginning of year   279,070,477     211,258,364   251,707,304     250,253,485   451,962,547     408,915,490  
End of year   $328,583,754     $279,070,477   $153,016,235     $251,707,304   $604,888,504     $451,962,547  

 

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

 

 

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

 

70


 

 

   
   
 

Statements of Changes in Net Assets (continued)

  For the fiscal years ended December 31,

 

 

 

    AMG
GW&K Small/Mid
Cap Fund
  AMG
GW&K Small Cap
Value Fund
 
    2020     2019   2020     2019  
Increase (Decrease) in Net Assets Resulting From Operations:                      
Net investment income   $295,299     $362,287   $1,157,753     $1,391,142  
Net realized gain (loss) on investments   4,655,713     (1,633,170 ) 106,326,548     74,784,563  
Net change in unrealized appreciation/depreciation on investments   45,255,119     42,609,178   (122,030,123 )   94,756,214  
Net increase (decrease) in net assets resulting from operations   50,206,131     41,338,295   (14,545,822 )   170,931,919  
Distributions to Shareholders:                      
Class N       (280 ) (78,448,514 )   (24,262,547 )
Class I   (194,295 )   (248,675 ) (32,924,631 )   (8,703,483 )
Class Z   (187,001 )   (316,750 ) (3,178,095 )   (789,359 )
Total distributions to shareholders   (381,296 )   (565,705 ) (114,551,240 )   (33,755,389 )
Capital Share Transactions:1                      
Net increase (decrease) from capital share transactions   22,104,665     38,228,007   (27,451,765 )   (392,753,505 )
                       
Total increase (decrease) in net assets   71,929,500     79,000,597   (156,548,827 )   (255,576,975 )
Net Assets:                      
Beginning of year   198,839,794     119,839,197   493,687,929     749,264,904  
End of year   $270,769,294     $198,839,794   $337,139,102     $493,687,929  

 

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

 

 

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

 

71


 

 

  AMG GW&K Enhanced Core Bond ESG Fund
  Financial Highlights
  For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N   2020   2019   2018   2017   20161
Net Asset Value, Beginning of Year   $10.15     $9.43     $9.81     $9.67     $9.58  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.20     0.24     0.23     0.21     0.22  
Net realized and unrealized gain (loss) on investments   0.75     0.73     (0.38 )   0.15     0.09  
Total income (loss) from investment operations   0.95     0.97     (0.15 )   0.36     0.31  
Less Distributions to Shareholders from:                              
Net investment income   (0.20 )   (0.25 )   (0.23 )   (0.22 )   (0.22 )
Net Asset Value, End of Year   $10.90     $10.15     $9.43     $9.81     $9.67  
Total Return3   9.41 %4   10.35 %4   (1.48 )%4   3.76 %4   3.26 %
Ratio of net expenses to average net assets   0.73 %   0.73 %   0.73 %   0.75 %   0.84 %
Ratio of gross expenses to average net assets5   1.06 %   1.16 %   0.99 %   1.04 %   1.05 %
Ratio of net investment income to average net assets3   1.86 %   2.43 %   2.45 %   2.19 %   2.27 %
Portfolio turnover   101 %   71 %   26 %   39 %   88 %
Net assets end of year (000’s) omitted   $15,794     $14,779     $12,884     $16,027     $16,115  

 

 

 

72


 

AMG GW&K Enhanced Core Bond ESG Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

  

    For the fiscal years ended December 31,
Class I   2020     2019     2018     20176     20161  
Net Asset Value, Beginning of Year   $10.19     $9.47     $9.85     $9.70     $9.62  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.22     0.26     0.25     0.23     0.24  
Net realized and unrealized gain (loss) on investments   0.75     0.73     (0.38 )   0.16     0.08  
Total income (loss) from investment operations   0.97     0.99     (0.13 )   0.39     0.32  
Less Distributions to Shareholders from:                              
Net investment income   (0.22 )   (0.27 )   (0.25 )   (0.24 )   (0.24
Net Asset Value, End of Year   $10.94     $10.19     $9.47     $9.85     $9.70  
Total Return3,4   9.57 %   10.51 %   (1.27 )%   4.03 %   3.31 %
Ratio of net expenses to average net assets   0.55 %   0.55 %   0.54 %   0.61 %   0.69 %
Ratio of gross expenses to average net assets5   0.88 %   0.98 %   0.80 %   0.90 %   0.90 %
Ratio of net investment income to average net assets3   2.04 %   2.62 %   2.64 %   2.32 %   2.39 %
Portfolio turnover   101 %   71 %   26 %   39 %   88 %
Net assets end of year (000’s) omitted   $27,800     $8,502     $5,967     $6,864     $37,952  

 

 

73


 

AMG GW&K Enhanced Core Bond ESG Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

  

    For the fiscal years ended December 31,
Class Z   2020     2019     2018     20176     20161  
Net Asset Value, Beginning of Year   $10.18     $9.46     $9.84     $9.70     $9.61  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.22     0.27     0.26     0.24     0.25  
Net realized and unrealized gain (loss) on investments   0.75     0.72     (0.38 )   0.15     0.09  
Total income (loss) from investment operations   0.97     0.99     (0.12 )   0.39     0.34  
Less Distributions to Shareholders from:                              
Net investment income   (0.22 )   (0.27 )   (0.26 )   (0.25 )   (0.25 )
Net Asset Value, End of Year   $10.93     $10.18     $9.46     $9.84     $9.70  
Total Return3,4   9.65 %   10.59 %   (1.23 )%   4.01 %   3.52 %
Ratio of net expenses to average net assets   0.48 %   0.48 %   0.48 %   0.50 %   0.59 %
Ratio of gross expenses to average net assets5   0.81 %   0.91 %   0.74 %   0.79 %   0.80 %
Ratio of net investment income to average net assets3   2.11 %   2.72 %   2.70 %   2.43 %   2.51 %
Portfolio turnover   101 %   71 %   26 %   39 %   88 %
Net assets end of year (000’s) omitted   $11,552     $10,080     $15,254     $21,271     $51,357  
1 Effective October 1, 2016, the Investor Class, Service Class and Institutional Class were renamed Class N, Class S and Class I, respectively.
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 fiscal year end.
5 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.)
6 Effective February 27, 2017, Class I shares were renamed Class Z and Class S shares were renamed Class I.

 

 

74


 

AMG GW&K High Income Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N   2020     2019     2018     20171     20162  
Net Asset Value, Beginning of Year   $21.52     $20.04     $21.06     $19.05     $18.18  
Income (loss) from Investment Operations:                              
Net investment income3,4   0.51     0.57     0.69     0.75     0.72  
Net realized and unrealized gain (loss) on investments   2.09     0.98     (1.57 )   1.26     0.15  
Total income (loss) from investment operations   2.60     1.55     (0.88 )   2.01     0.87  
Less Distributions to Shareholders from:                              
Net investment income   (0.48 )   (0.07 )   (0.14 )        
Net realized gain on investments   (1.41 )                
Total distributions to shareholders   (1.89 )   (0.07 )   (0.14 )        
Net Asset Value, End of Year   $22.23     $21.52     $20.04     $21.06     $19.05  
Total Return4,5   12.16 %   7.67 %   (4.18 )%   10.55 %   4.79 %
Ratio of net expenses to average net assets   0.89 %   0.89 %   0.89 %   0.89 %   0.89 %
Ratio of gross expenses to average net assets6   1.70 %   1.87 %   1.52 %   1.39 %   1.46 %
Ratio of net investment income to average net assets4   2.28 %   2.70 %   3.34 %   3.71 %   3.75 %
Portfolio turnover   157 %   52 %   60 %   55 %   34 %
Net assets end of year (000’s) omitted   $10,302     $9,638     $10,365     $14,074     $15,434  
1 Effective February 27, 2017, Class S was renamed Class N.
2 Effective October 1, 2016, the shares were reclassified and redesignated as Class S shares.
3 Per share numbers have been calculated using average shares.
4 Total returns and net investment income would have been lower had certain expenses not been offset.
5 The total return is calculated using the published Net Asset Value as of fiscal year 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.)

 

 

75


 

AMG GW&K Municipal Bond Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N   2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year   $12.12     $11.48     $11.60     $11.25     $11.70  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.15     0.19     0.17     0.15     0.13  
Net realized and unrealized gain (loss) on investments   0.33     0.64     (0.11 )   0.36     (0.25 )
Total income (loss) from investment operations   0.48     0.83     0.06     0.51     (0.12 )
Less Distributions to Shareholders from:                              
Net investment income   (0.15 )   (0.19 )   (0.18 )   (0.15 )   (0.12 )
Net realized gain on investments           (0.00 )4   (0.01 )   (0.21 )
Total distributions to shareholders   (0.15 )   (0.19 )   (0.18 )   (0.16 )   (0.33 )
Net Asset Value, End of Year   $12.45     $12.12     $11.48     $11.60     $11.25  
Total Return3,5   4.31 %   7.29 %   0.54 %   4.58 %   (1.05 )%
Ratio of net expenses to average net assets   0.71 %   0.71 %   0.71 %   0.71 %   0.71 %
Ratio of gross expenses to average net assets6   0.77 %   0.78 %   0.77 %   0.78 %   0.95 %
Ratio of net investment income to average net assets3   1.25 %   1.59 %   1.53 %   1.31 %   1.08 %
Portfolio turnover   17 %   18 %   35 %   27 %   66 %
Net assets end of year (000’s) omitted   $18,153     $18,711     $17,445     $29,513     $31,406  

 

 

76


 

AMG GW&K Municipal Bond Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class I   2020     2019     2018     20177     20161  
Net Asset Value, Beginning of Year   $12.18     $11.54     $11.66     $11.31     $11.77  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.19     0.23     0.21     0.19     0.17  
Net realized and unrealized gain (loss) on investments   0.34     0.64     (0.12 )   0.36     (0.25 )
Total income (loss) from investment operations   0.53     0.87     0.09     0.55     (0.08 )
Less Distributions to Shareholders from:                              
Net investment income   (0.19 )   (0.23 )   (0.21 )   (0.19 )   (0.17 )
Net realized gain on investments           (0.00 )4   (0.01 )   (0.21 )
Total distributions to shareholders   (0.19 )   (0.23 )   (0.21 )   (0.20 )   (0.38 )
Net Asset Value, End of Year   $12.52     $12.18     $11.54     $11.66     $11.31  
Total Return3,5   4.70 %   7.58 %   0.87 %   4.90 %   (0.70 )%
Ratio of net expenses to average net assets   0.39 %   0.39 %   0.39 %   0.37 %   0.34 %
Ratio of gross expenses to average net assets6   0.45 %   0.46 %   0.45 %   0.45 %   0.58 %
Ratio of net investment income to average net assets3   1.57 %   1.91 %   1.85 %   1.64 %   1.45 %
Portfolio turnover   17 %   18 %   35 %   27 %   66 %
Net assets end of year (000’s) omitted   $1,287,667     $1,014,514     $940,553     $1,045,399     $728,365  

 

1 Effective October 1, 2016, the Investor Class, Service Class and Institutional Class were renamed Class N, Class S and Class I, respectively.
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 Less than $(0.005) per share.
5 The total return is calculated using the published Net Asset Value as of fiscal year 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.)
7 Effective June 23, 2017, Class S shares were converted to Class I shares.

 

 

77


 

 

AMG GW&K Municipal Enhanced Yield Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N   2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year   $10.42     $9.69     $10.02     $9.40     $10.08  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.23     0.26     0.27     0.26     0.25  
Net realized and unrealized gain (loss) on investments   0.37     0.78     (0.33 )   0.62     (0.23 )
Total income (loss) from investment operations   0.60     1.04     (0.06 )   0.88     0.02  
Less Distributions to Shareholders from:                              
Net investment income   (0.21 )   (0.25 )   (0.15 )   (0.26 )   (0.25 )
Net realized gain on investments   (0.12 )   (0.06 )           (0.45 )
Paid in capital           (0.12 )        
Total distributions to shareholders   (0.33 )   (0.31 )   (0.27 )   (0.26 )   (0.70 )
Net Asset Value, End of Year   $10.69     $10.42     $9.69     $10.02     $9.40  
Total Return3,4   5.95 %   10.92 %   (0.55 )%   9.51 %   0.10 %
Ratio of net expenses to average net assets   0.99 %   0.99 %   0.99 %   1.01 %   1.14 %
Ratio of gross expenses to average net assets5   1.07 %   1.08 %   1.08 %   1.11 %   1.30 %
Ratio of net investment income to average net assets3   2.17 %   2.56 %   2.79 %   2.67 %   2.38 %
Portfolio turnover   81 %   40 %   89 %   67 %   172 %
Net assets end of year (000’s) omitted   $5,015     $5,722     $7,283     $8,828     $4,184  

 

 

78


 

 

AMG GW&K Municipal Enhanced Yield Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class I   2020     2019     2018     20176     20161  
Net Asset Value, Beginning of Year   $10.15     $9.45     $10.01     $9.40     $10.07  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.25     0.29     0.31     0.30     0.30  
Net realized and unrealized gain (loss) on investments   0.37     0.76     (0.32 )   0.61     (0.22 )
Total income (loss) from investment operations   0.62     1.05     (0.01 )   0.91     0.08  
Less Distributions to Shareholders from:                              
Net investment income   (0.25 )   (0.29 )   (0.31 )   (0.30 )   (0.30 )
Net realized gain on investments   (0.12 )   (0.06 )           (0.45 )
Paid in capital           (0.24 )        
Total distributions to shareholders   (0.37 )   (0.35 )   (0.55 )   (0.30 )   (0.75 )
Net Asset Value, End of Year   $10.40     $10.15     $9.45     $10.01     $9.40  
Total Return3,4   6.31 %   11.28 %   (0.07 )%   9.79 %   0.70 %
Ratio of net expenses to average net assets   0.64 %   0.64 %   0.64 %   0.64 %   0.64 %
Ratio of gross expenses to average net assets5   0.72 %   0.73 %   0.73 %   0.74 %   0.80 %
Ratio of net investment income to average net assets3   2.52 %   2.91 %   3.14 %   3.05 %   2.89 %
Portfolio turnover   81 %   40 %   89 %   67 %   172 %
Net assets end of year (000’s) omitted   $323,439     $273,228     $203,867     $226,638     $195,193  

 

 

79


 

AMG GW&K Municipal Enhanced Yield Fund
Financial Highlights
For a share outstanding throughout each fiscal period

 

 

 

    For the fiscal years ended December 31,   For the fiscal
period ended
December 31,
Class Z   2020     2019     2018     20177  
Net Asset Value, Beginning of Period   $10.15     $9.44     $10.01     $9.49  
Income (loss) from Investment Operations:                        
Net investment income2,3   0.26     0.30     0.31     0.25  
Net realized and unrealized gain (loss) on investments   0.37     0.76     (0.32 )   0.52  
Total income (loss) from investment operations   0.63     1.06     (0.01 )   0.77  
Less Distributions to Shareholders from:                        
Net investment income   (0.26 )   (0.29 )   (0.32 )   (0.25 )
Net realized gain on investments   (0.12 )   (0.06 )        
Paid in capital           (0.24 )    
Total distributions to shareholders   (0.38 )   (0.35 )   (0.56 )   (0.25 )
Net Asset Value, End of Period   $10.40     $10.15     $9.44     $10.01  
Total Return3,4   6.37 %   11.45 %   (0.09 )%   8.23 %8
Ratio of net expenses to average net assets   0.59 %   0.59 %   0.59 %   0.59 %9
Ratio of gross expenses to average net assets5   0.67 %   0.68 %   0.68 %   0.69 %9
Ratio of net investment income to average net assets3   2.57 %   2.96 %   3.19 %   3.07 %9
Portfolio turnover   81 %   40 %   89 %   67 %
Net assets end of period (000’s) omitted   $130     $120     $108     $108  
1 Effective October 1, 2016, the Investor Class, Service Class and Institutional Class were renamed Class N, Class S and Class I, respectively.
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 fiscal year end.
5 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.)
6 Effective June 23, 2017, Class S shares were converted to Class I shares.
7 Commencement of operations was February 27, 2017.
8 Not annualized.
9 Annualized.

 

 

80


 

AMG GW&K Global Allocation Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N   2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year   $17.04     $15.45     $17.03     $15.45     $14.92  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.10     0.25     0.18     0.10     0.14 4
Net realized and unrealized gain (loss) on investments   2.93     2.35     (0.67 )   2.30     0.54  
Total income (loss) from investment operations   3.03     2.60     (0.49 )   2.40     0.68  
Less Distributions to Shareholders from:                              
Net investment income   (0.09 )   (0.27 )   (0.16 )   (0.11 )   (0.14 )
Net realized gain on investments   (0.48 )   (0.74 )   (0.93 )   (0.71 )   (0.01 )
Paid in capital   (0.00 )5                
Total distributions to shareholders   (0.57 )   (1.01 )   (1.09 )   (0.82 )   (0.15 )
Net Asset Value, End of Year   $19.50     $17.04     $15.45     $17.03     $15.45  
Total Return3,6   18.92 %   16.96 %   (2.89 )%   15.54 %   4.59 %
Ratio of net expenses to average net assets7   1.07 %   1.08 %   1.08 %   1.09 %   1.08 %
Ratio of gross expenses to average net assets8   1.19 %   1.16 %   1.15 %   1.14 %   1.25 %
Ratio of net investment income to average net assets3   0.60 %   1.51 %   1.02 %   0.63 %   0.94 %
Portfolio turnover   156 %   123 %   80 %   75 %   119 %
Net assets end of year (000’s) omitted   $51,415     $69,774     $75,271     $74,315     $92,502  

 

 

81


 

AMG GW&K Global Allocation Fund
Financial Highlights
For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class I   2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year   $17.22     $15.60     $17.19     $15.59     $15.05  
Income (loss) from Investment Operations:                              
Net investment income2,3   0.13     0.28     0.21     0.13     0.17 4
Net realized and unrealized gain (loss) on investments   2.95     2.38     (0.68 )   2.31     0.54  
Total income (loss) from investment operations   3.08     2.66     (0.47 )   2.44     0.71  
Less Distributions to Shareholders from:                              
Net investment income   (0.11 )   (0.30 )   (0.19 )   (0.13 )   (0.16 )
Net realized gain on investments   (0.48 )   (0.74 )   (0.93 )   (0.71 )   (0.01 )
Paid in capital   (0.00 )5                
Total distributions to shareholders   (0.59 )   (1.04 )   (1.12 )   (0.84 )   (0.17 )
Net Asset Value, End of Year   $19.71     $17.22     $15.60     $17.19     $15.59  
Total Return3,6   19.08 %   17.17 %   (2.77 )%   15.71 %   4.79 %
Ratio of net expenses to average net assets7   0.92 %   0.93 %   0.92 %   0.94 %   0.93 %
Ratio of gross expenses to average net assets8   1.04 %   1.01 %   0.99 %   0.99 %   1.10 %
Ratio of net investment income to average net assets3   0.75 %   1.66 %   1.18 %   0.78 %   1.09 %
Portfolio turnover   156 %   123 %   80 %   75 %   119 %
Net assets end of year (000’s) omitted   $97,869     $173,575     $166,554     $114,913     $75,890  

 

 

82


 

   
  AMG GW&K Global Allocation Fund 
  Financial Highlights
 

For a share outstanding throughout each fiscal year

 

 

  

  For the fiscal years ended December 31,  
Class Z     2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year     $17.21     $15.60     $17.19     $15.58     $15.05  
Income (loss) from Investment Operations:                                
Net investment income2,3     0.14     0.30     0.22     0.15     0.18 4 
Net realized and unrealized gain (loss) on investments     2.97     2.37     (0.67 )   2.32     0.54  
Total income (loss) from investment operations     3.11     2.67     (0.45 )   2.47     0.72  
Less Distributions to Shareholders from:                                
Net investment income     (0.13 )   (0.32 )   (0.21 )   (0.15 )   (0.18 )
Net realized gain on investments     (0.48 )   (0.74 )   (0.93 )   (0.71 )   (0.01 )
Paid in capital     (0.00 )5                
Total distributions to shareholders     (0.61 )   (1.06 )   (1.14 )   (0.86 )   (0.19 )
Net Asset Value, End of Year     $19.71     $17.21     $15.60     $17.19     $15.58  
Total Return3,6     19.28 %   17.21 %   (2.68 )%   15.90 %   4.82 %
Ratio of net expenses to average net assets7     0.82 %   0.83 %   0.83 %   0.84 %   0.83 %
Ratio of gross expenses to average net assets8     0.94 %   0.91 %   0.90 %   0.89 %   1.00 %
Ratio of net investment income to average net assets3     0.85 %   1.76 %   1.27 %   0.88 %   1.20 %
Portfolio turnover     156 %   123 %   80 %   75 %   119 %
Net assets end of year (000’s) omitted     $3,733     $8,358     $8,429     $7,060     $5,796  

 

1 Effective October 1, 2016, the Investor Class, Service Class and Institutional Class were renamed Class N, Class I and Class Z, respectively.

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 Includes non-recurring dividends. Without these dividends, net investment income per share would have been $0.12, $0.15, and $0.16 for Class N, Class I, and Class Z shares, respectively.

5 Less than $0.005 per share.

6 The total return is calculated using the published Net Asset Value as of fiscal year end.

7 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, less than 0.01%, 0.01% and 0.01% for the fiscal years ended 2017, 2016 and 2015, 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.)

 

 

 

83


 

 

   
  AMG GW&K Small Cap Core Fund 
  Financial Highlights 
 

For a share outstanding throughout each fiscal year

 

 

 

  For the fiscal years ended December 31,  
Class N     2020     2019     2018     2017     20161  
Net Asset Value, Beginning of Year     $26.09     $21.03     $28.04     $24.57     $21.80  
Income (loss) from Investment Operations:                                
Net investment income (loss)2,3     (0.03 )   (0.04 )   (0.04 )   (0.06 )4   0.00 5,6
Net realized and unrealized gain (loss) on investments     4.64     6.47     (3.95 )   5.06     3.81  
Total income (loss) from investment operations     4.61     6.43     (3.99 )   5.00     3.81  
Less Distributions to Shareholders from:                                
Net realized gain on investments     (0.73 )   (1.37 )   (3.02 )   (1.53 )   (1.04 )
Net Asset Value, End of Year     $29.97     $26.09     $21.03     $28.04     $24.57  
Total Return3,7     17.73 %   30.66 %   (14.08 )%   20.32 %   17.44 %
Ratio of net expenses to average net assets8     1.29 %   1.29 %   1.28 %   1.32 %   1.33 %
Ratio of gross expenses to average net assets9     1.30 %   1.31 %   1.28 %   1.33 %   1.42 %
Ratio of net investment income (loss) to average net assets3     (0.14 )%   (0.15 )%   (0.13 )%   (0.21 )%   0.01 %
Portfolio turnover     37 %   20 %   25 %   23 %   19 %
Net assets end of year (000’s) omitted     $8,667     $10,239     $12,655     $24,989     $35,760  

 

 

 

84


 

 

   
  AMG GW&K Small Cap Core Fund 
  Financial Highlights 
 

For a share outstanding throughout each fiscal year

 

 

 

      For the fiscal years ended December 31,  
Class I     2020     2019     2018     201710     20161  
Net Asset Value, Beginning of Year     $26.57     $21.37     $28.42     $24.84     $22.04  
Income (loss) from Investment Operations:                                
Net investment income2,3     0.05     0.05     0.06     0.07 4   0.10 5
Net realized and unrealized gain (loss) on investments     4.76     6.58     (4.03 )   5.10     3.86  
Total income (loss) from investment operations     4.81     6.63     (3.97 )   5.17     3.96  
Less Distributions to Shareholders from:                                
Net investment income     (0.04 )   (0.06 )   (0.06 )   (0.06 )   (0.10 )
Net realized gain on investments     (0.73 )   (1.37 )   (3.02 )   (1.53 )   (1.06 )
Total distributions to shareholders     (0.77 )   (1.43 )   (3.08 )   (1.59 )   (1.16 )
Net Asset Value, End of Year     $30.61     $26.57     $21.37     $28.42     $24.84  
Total Return3,7     18.16 %   31.13 %   (13.83 )%   20.79 %   17.90 %
Ratio of net expenses to average net assets8     0.94 %   0.94 %   0.95 %   0.95 %   0.94 %
Ratio of gross expenses to average net assets9     0.95 %   0.96 %   0.95 %   0.96 %   1.03 %
Ratio of net investment income to average net assets3     0.21 %   0.20 %   0.20 %   0.24 %   0.43 %
Portfolio turnover     37 %   20 %   25 %   23 %   19 %
Net assets end of year (000’s) omitted     $470,373     $331,703     $311,252     $403,309     $367,972  

 

 

 

85


 

 

   
  AMG GW&K Small Cap Core Fund 
  Financial Highlights 
 

For a share outstanding throughout each fiscal period

 

 

 

      For the fiscal years ended December 31,    

For the fiscal

period ended

December 31,

 

Class Z     2020     2019     2018     201711  
Net Asset Value, Beginning of Period     $26.57     $21.37     $28.42     $26.13  
Income (loss) from Investment Operations:                          
Net investment income2,3     0.07     0.06     0.07     0.14 4
Net realized and unrealized gain (loss) on investments     4.75     6.59     (4.03 )   3.75  
Total income (loss) from investment operations     4.82     6.65     (3.96 )   3.89  
Less Distributions to Shareholders from:                          
Net investment income     (0.05 )   (0.08 )   (0.07 )   (0.07 )
Net realized gain on investments     (0.73 )   (1.37 )   (3.02 )   (1.53 )
Total distributions to shareholders     (0.78 )   (1.45 )   (3.09 )   (1.60 )
Net Asset Value, End of Period     $30.61     $26.57     $21.37     $28.42  
Total Return3,7     18.21 %   31.13 %   (13.73 )%   14.87 %12
Ratio of net expenses to average net assets8     0.89 %   0.89 %   0.90 %   0.90 %13
Ratio of gross expenses to average net assets9     0.90 %   0.91 %   0.90 %   0.91 %13
Ratio of net investment income to average net assets3     0.26 %   0.25 %   0.25 %   0.56 %13
Portfolio turnover     37 %   20 %   25 %   23 %
Net assets end of period (000’s) omitted     $125,848     $110,020     $85,009     $108,047  

 

1 Effective October 1, 2016, the Investor Class, Service Class and Institutional Class were renamed Class N, Class S and Class I, respectively.

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 per share would have been $(0.12), $0.01, and $0.09 for Class N, Class I and Class Z shares, respectively.

5 Includes non-recurring dividends. Without these dividends, net investment income per share would have been $(0.06) and $0.04 for class N and Class I, respectively.

6 Less than $0.005 per share.

7 The total return is calculated using the published Net Asset Value as of fiscal year end.

8 Includes reduction from broker recapture amounting to 0.01% for the fiscal year ended 2020, 2019, less than 0.01% for the fiscal year ended 2018 and period ended December 31, 2017.

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 Effective June 23, 2017, Class S shares were converted to Class I shares.

11 Commencement of operations was on February 27, 2017.

12 Not annualized.

13 Annualized.

 

 

 

86


 

 

   
  AMG GW&K Small/Mid Cap Fund 
  Financial Highlights 
 

For a share outstanding throughout each fiscal period

 

 

 

      For the fiscal years ended December 31,    

For the fiscal 

period ended 

December 31,

 

Class N     2020     2019     2018     20171  
Net Asset Value, Beginning of Period     $13.03     $9.99     $11.15     $10.35  
Income (loss) from Investment Operations:                          
Net investment income (loss)2,3     (0.01 )   0.00 4   (0.01 )   0.01 5 
Net realized and unrealized gain (loss) on investments     3.02     3.07     (0.91 )   0.94  
Total income (loss) from investment operations     3.01     3.07     (0.92 )   0.95  
Less Distributions to Shareholders from:                          
Net investment income         (0.01 )        
Net realized gain on investments         (0.02 )   (0.24 )   (0.15 )
Total distributions to shareholders         (0.03 )   (0.24 )   (0.15 )
Net Asset Value, End of Period     $16.04     $13.03     $9.99     $11.15  
Total Return3,6     23.10 %   30.64 %   (8.25 )%   9.17 %7
Ratio of net expenses to average net assets8     1.10 %   1.09 %   1.09 %   1.10 %9
Ratio of gross expenses to average net assets10     1.13 %   1.14 %   1.16 %   1.71 %9
Ratio of net investment income (loss) to average net assets3     (0.07 )%   0.02 %   (0.09 )%   0.12 %9
Portfolio turnover     29 %   18 %   53 %   38 %
Net assets end of period (000’s) omitted     $224     $172     $89     $11  

 

 

 

87


 

 

  AMG GW&K Small/Mid Cap Fund
  Financial Highlights
  For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class I   2020   2019   2018   2017   201611  
Net Asset Value, Beginning of Year     $13.04     $9.99     $11.15     $9.80     $8.95  
Income (loss) from Investment Operations:                                
Net investment income (loss)2,3     0.01     0.02     0.01     0.035     (0.03 )
Net realized and unrealized gain (loss) on investments     3.03     3.07     (0.92 )   1.48     0.89  
Total income (loss) from investment operations     3.04     3.09     (0.91 )   1.51     0.86  
Less Distributions to Shareholders from:                                
Net investment income     (0.02 )   (0.02 )   (0.01 )   (0.01 )   (0.01 )
Net realized gain on investments         (0.02 )   (0.24 )   (0.15 )    
Total distributions to shareholders     (0.02 )   (0.04 )   (0.25 )   (0.16 )   (0.01 )
Net Asset Value, End of Year     $16.06     $13.04     $9.99     $11.15     $9.80  
Total Return3,6     23.31 %   30.86 %   (8.15 )%   15.44 %   9.55 %
Ratio of net expenses to average net assets8     0.92 %   0.94 %   0.94 %   0.94 %   0.95 %
Ratio of gross expenses to average net assets10     0.95 %   0.99 %   1.01 %   1.62 %   4.60 %
Ratio of net investment income (loss) to average net assets3     0.11 %   0.17 %   0.06 %   0.26 %   (0.38 )%
Portfolio turnover     29 %   18 %   53 %   38 %   48 %
Net assets end of year (000’s) omitted     $165,840     $102,784     $54,376     $24,266     $2  

 

 

 

88


 

 

  AMG GW&K Small/Mid Cap Fund
  Financial Highlights
  For a share outstanding throughout each fiscal period

 

 

 

    For the fiscal years ended December 31,   For the fiscal
period ended
December 31,
 
Class Z     2020     2019     2018     20171  
Net Asset Value, Beginning of Period     $13.05     $10.00     $11.15     $10.35  
Income (loss) from Investment Operations:                          
Net investment income2,3     0.02     0.03     0.02     0.03 5
Net realized and unrealized gain (loss) on investments     3.03     3.07     (0.91 )   0.94  
Total income (loss) from investment operations     3.05     3.10     (0.89 )   0.97  
Less Distributions to Shareholders from:                          
Net investment income     (0.03 )   (0.03 )   (0.02 )   (0.02 )
Net realized gain on investments         (0.02 )   (0.24 )   (0.15 )
Total distributions to shareholders     (0.03 )   (0.05 )   (0.26 )   (0.17 )
Net Asset Value, End of Period     $16.07     $13.05     $10.00     $11.15  
Total Return3,6     23.37 %   30.94 %   (7.98 )%   9.34 %7
Ratio of net expenses to average net assets8     0.83 %   0.84 %   0.84 %   0.85 %9
Ratio of gross expenses to average net assets10     0.86 %   0.89 %   0.91 %   1.46 %9
Ratio of net investment income to average net assets3     0.19 %   0.27 %   0.16 %   0.37 %9
Portfolio turnover     29 %   18 %   53 %   38 %
Net assets end of period (000’s) omitted     $104,705     $95,884     $65,375     $6,980  

 

1 Commencement of operations was on February 27, 2017.

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 Less than $0.005 per share.

5 Includes non-recurring dividends. Without these dividends, net investment income per share would have been $(0.01), $0.00, and $0.01 for Class N, Class I and Class Z, respectively.

6 The total return is calculated using the published Net Asset Value as of fiscal year end.

7 Not annualized.

8 Includes reduction from broker recapture amounting to 0.01% for the fiscal year ended 2020, 2019, 2018, and less than 0.01% for the fiscal year ended 2017.

9 Annualized.

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 Effective October 1, 2016, Institutional Class was renamed Class I.

 

 

 

89


 

 

  AMG GW&K Small Cap Value Fund
  Financial Highlights
  For a share outstanding throughout each fiscal year

 

 

 

    For the fiscal years ended December 31,
Class N     2020     2019     2018     20171     20162  
Net Asset Value, Beginning of Year     $37.16     $30.93     $43.98     $43.30     $35.71  
Income (loss) from Investment Operations:                                
Net investment income (loss)3,4     0.08     0.07     (0.01 )   (0.08 )   (0.01 )
Net realized and unrealized gain (loss) on investments     1.00     8.79     (8.40 )   3.73     7.61  
Total income (loss) from investment operations     1.08     8.86     (8.41 )   3.65     7.60  
Less Distributions to Shareholders from:                                
Net investment income     (0.08 )   (0.09 )            
Net realized gain on investments     (11.45 )   (2.54 )   (4.64 )   (2.97 )   (0.01 )
Total distributions to shareholders     (11.53 )   (2.63 )   (4.64 )   (2.97 )   (0.01 )
Net Asset Value, End of Year     $26.71     $37.16     $30.93     $43.98     $43.30  
Total Return4,5     3.29 %   28.64 %   (19.00 )%   8.39 %   21.31 %
Ratio of net expenses to average net assets     1.17 %   1.17 %   1.17 %   1.25 %   1.32 %
Ratio of gross expenses to average net assets6     1.21 %   1.20 %   1.18 %   1.27 %   1.42 %
Ratio of net investment income (loss) to average net assets4     0.28 %   0.19 %   (0.03 )%   (0.18 ) %   (0.03 )%
Portfolio turnover     115 %   20 %   24 %   33 %   34 %
Net assets end of year (000’s) omitted     $243,655     $359,550     $425,540     $923,139     $1,502,587  

 

 

 

90


 

 

  AMG GW&K Small Cap Value Fund
  Financial Highlights
  For a share outstanding throughout each fiscal period

 

 

 

    For the fiscal years ended December 31,     For the fiscal
period ended
December 31,
 
Class I     2020     2019     2018     20177  
Net Asset Value, Beginning of Period     $37.23     $31.05     $44.06     $43.64  
Income (loss) from Investment Operations:                          
Net investment income3,4     0.14     0.13     0.06     0.02  
Net realized and unrealized gain (loss) on investments     1.02     8.83     (8.43 )   3.37  
Total income (loss) from investment operations     1.16     8.96     (8.37 )   3.39  
Less Distributions to Shareholders from:                          
Net investment income     (0.15 )   (0.24 )        
Net realized gain on investments     (11.45 )   (2.54 )   (4.64 )   (2.97 )
Total distributions to shareholders     (11.60 )   (2.78 )   (4.64 )   (2.97 )
Net Asset Value, End of Period     $26.79     $37.23     $31.05     $44.06  
Total Return4,5     3.50 %   28.86 %   (18.88 )%   7.73 %8
Ratio of net expenses to average net assets     0.99 %   1.01 %   1.01 %   1.13 %9
Ratio of gross expenses to average net assets6     1.03 %   1.04 %   1.02 %   1.15 %9
Ratio of net investment income to average net assets4     0.46 %   0.35 %   0.13 %   0.06 %9
Portfolio turnover     115 %   20 %   24 %   33 %
Net assets end of period (000’s) omitted     $83,003     $122,323     $306,757     $362,723  

 

 

 

91


 

 

  AMG GW&K Small Cap Value Fund
  Financial Highlights
  For a share outstanding throughout each fiscal period

 

 

 

    For the fiscal years ended December 31,     For the fiscal
period ended
December 31,
 
Class Z     2020     2019     2018     20177  
Net Asset Value, Beginning of Period     $37.16     $31.10     $44.08     $43.64  
Income (loss) from Investment Operations:                          
Net investment income3,4     0.16     0.16     0.10     0.08  
Net realized and unrealized gain (loss) on investments     1.02     8.84     (8.44 )   3.33  
Total income (loss) from investment operations     1.18     9.00     (8.34 )   3.41  
Less Distributions to Shareholders from:                          
Net investment income     (0.17 )   (0.40 )        
Net realized gain on investments     (11.45 )   (2.54 )   (4.64 )   (2.97 )
Total distributions to shareholders     (11.62 )   (2.94 )   (4.64 )   (2.97 )
Net Asset Value, End of Period     $26.72     $37.16     $31.10     $44.08  
Total Return4,5     3.57 %   28.94 %   (18.80 )%   7.78 %8
Ratio of net expenses to average net assets     0.92 %   0.92 %   0.92 %   0.98 %9
Ratio of gross expenses to average net assets6     0.96 %   0.95 %   0.93 %   1.00 %9
Ratio of net investment income to average net assets4     0.53 %   0.44 %   0.22 %   0.21 %9
Portfolio turnover     115 %   20 %   24 %   33 %
Net assets end of period (000’s) omitted     $10,481     $11,815     $16,969     $9,929  

 

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

2 Effective October 1, 2016, the Fund’s shares were reclassified and redesignated to Class S.

3 Per share numbers have been calculated using average shares.

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

5 The total return is calculated using the published Net Asset Value as of fiscal year 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.)

7 Commencement of operations was on February 27, 2017.

8 Not annualized.

9 Annualized.

 

 

 

92


 

 

 
Notes to Financial Statements
December 31, 2020

 

   

 

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

AMG Funds, AMG Funds II and AMG Funds 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”), AMG GW&K Small Cap Core Fund (“Small Cap Core”), AMG GW&K Small/Mid Cap Fund (“Small/Mid Cap”), AMG GW&K Small Cap Value (“Small Cap Value”) (formerly AMG Managers Skyline Special Equities Fund), AMG Funds II: AMG GW&K Global Allocation Fund (“Global Allocation”) (formerly AMG Chicago Equity Partners Balanced Fund), and AMG GW&K Enhanced Core Bond ESG Fund (“Enhanced Core Bond ESG”) and AMG Funds III: AMG GW&K High Income Fund (“High Income”) (formerly AMG Managers Global Income Opportunity Fund), each a “Fund” and collectively, the “Funds”.

 

Each Fund offers different classes of shares. All Funds offer Class N shares; all Funds except for High Income offer Class I shares; and all Funds except for High Income and Muni Bond offer Class Z shares. Effective May 31, 2019, Enhanced Core Bond ESG Class C shares were converted to Class N 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.

 

Effective April 17, 2020, the Board replaced Chicago Equity Partners, LLC as subadviser to Global Allocation with GW&K Investment Management, LLC, (“GW&K”) on an interim basis. Subsequently, effective June 19, 2020, shareholders of Global Allocation approved GW&K as the permanent subadviser to Global Allocation. On December 3, 2020, the Board approved GW&K as the subadviser to High Income and Small Cap Value on an interim basis to replace Loomis, Sayles & Company, L.P. and Skyline Asset Management, L.P., respectively. GW&K became the interim subadviser on December 4, 2020, which is subject to shareholder approval. In conjunction with the respective change in investment strategy for Global Allocation, Small Cap Value and High Income, the Funds sold substantially all open positions around the date of the subadviser change, including open futures contracts and forward foreign exchange contracts for High Income.

 

On October 8, 2020, the Board proposed a merger between GW&K Mid Cap Fund and AMG GW&K Small/Mid Cap Fund, which is subject to shareholder approval.

 

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 Funds and thus Fund performance.

 

Certain instruments held by a Fund may pay an interest rate based on the London Interbank Offered Rate (“LIBOR”), which is the offered rate for short-term loans between certain major international banks. LIBOR is expected to be phased out by the end of 2021. While the effect of the phase out cannot yet be determined, it may result in, among other things, increased volatility or illiquidity in markets for instruments based on LIBOR and changes in the value of some LIBOR-based investments or the effectiveness of new hedges placed against existing LIBOR-based investments. These effects could occur prior to the end of 2021. There

also remains uncertainty and risk regarding the willingness and ability of issuers to include enhanced provisions in new and existing contracts or instruments. All of the aforementioned may adversely affect a Fund’s performance or net asset value.

 

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 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 exceeding 60 days are valued at the evaluated mean 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, preferred stocks, 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.

 

Futures contracts for which market quotations are readily available are valued at the settlement price as of the close of the futures exchange.

 

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 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



 

 

93


 

  

 

Notes to Financial Statements (continued)

 

   

 

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. Each 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 Trusts’ 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 Funds, including a comparison with the prior quarter end and the percentage of the Funds 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 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 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, 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. 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 issuers, 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 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.

 

Global Allocation, Small Cap Core and Small/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 Fund’s overall expense ratio. For the fiscal year ended December 31, 2020, the impact on the expenses and expense ratios were as follows: Global Allocation $4,875 or less than 0.01%, Small Cap Core $36,922 or 0.01%, and Small/Mid Cap $10,121 or 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



 

 

94


 

 

 

Notes to Financial Statements (continued)

 

   

 

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 equalization utilized

and prior year true-up on REITs. Temporary differences are primarily due to the deferral of qualified late year losses, wash sales loss deferrals, capital loss carryovers and market-to-market of foreign currency.



The tax character of distributions paid during the fiscal years ended December 31, 2020 and December 31, 2019 were as follows:

 

    Enhanced Core Bond ESG   High Income   Municipal Bond
Distributions paid from:   2020   2019   2020   2019   2020   2019
Ordinary income *   $815,592     $926,765     $364,445     $29,806     $154,232     $659,218  
Tax-exempt income                   18,075,720     18,092,868  
Long-term capital gains           460,580         3,524,571      
Paid-in capital                        
    $815,592     $926,765     $825,025     $29,806     $21,754,523     $18,752,086  

 

    Municipal Enhanced   Global Allocation   Small Cap Core
Distributions paid from:   2020   2019   2020   2019   2020   2019
Ordinary income *   $1,182,108     $766,280     $1,199,737     $4,414,354     $4,358,429     $994,828  
Tax-exempt income   7,549,526     7,002,372                  
Long-term capital gains   2,730,802     1,129,412     4,990,089     10,472,587     10,672,469     22,550,089  
Paid-in capital           38,843              
    $11,462,436     $8,898,064     $6,228,669     $14,886,941     $15,030,898     $23,544,917  

 

    Small/Mid Cap   Small Cap Value
Distributions paid from:   2020   2019   2020   2019
Ordinary income *   $357,747     $326,001     $6,081,044     $1,715,345  
Long-term capital gains   23,549     239,704     108,470,196     32,040,044  
    $381,296     $565,705     $114,551,240     $33,755,389  

 

* For tax purposes, short-term capital gain distributions, if any, are considered ordinary income distributions.

 

 

 

95


 

 

 

Notes to Financial Statements (continued)

 

   

 

As of December 31, 2020, the components of distributable earnings (excluding unrealized appreciation/depreciation) on a tax basis consisted of:

 

    Enhanced Core Bond ESG   High Income   Municipal Bond   Municipal Enhanced  
Capital loss carryforward     $3,427,805              
Undistributed ordinary income     11,756         $350,964     $306,625  
Undistributed tax-exempt income             25,252     10,701  
Undistributed long-term capital gains             500,029     621,794  
Late-year loss deferral         $53,756          
         
    Global Allocation   Small Cap Core   Small/Mid Cap   Small Cap Value  
Capital loss carryforward     $1,215,727         $646,338      
Undistributed ordinary income         $4,437,440         $97,383  
Undistributed tax-exempt income                  
Undistributed long-term capital gains         8,663,042     3,928,875     4,511,398  
Late-year loss deferral     1,883              

 

At December 31, 2020, the 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 (Depreciation)
Enhanced Core Bond ESG   $53,290,336     $2,812,569     $(19,102 )   $2,793,467  
High Income   9,978,707     18,149     (28,260 )   (10,111 )
Municipal Bond   1,228,526,486     77,219,847     (39,579 )   77,180,268  
Municipal Enhanced   298,430,376     24,488,017     (22,470 )   24,465,547  
Global Allocation   115,065,538     37,000,374     (435,714 )   36,564,660  
Small Cap Core   428,484,140     174,968,837     (6,968,326 )   168,000,511  
Small/Mid Cap   194,495,162     76,587,922     (5,470,523 )   71,117,399  
Small Cap Value   317,868,065     17,643,160     (3,292,282 )   14,350,878  

 

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

 

Additionally, 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.

 

Management has analyzed the Funds’ tax positions taken on federal income tax returns as of December 31, 2020, and 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, 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 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.

 

    Capital Loss
Carryover Amounts
     
               
Fund   Short-Term   Long-Term   Total  
Enhanced Core Bond ESG     1,167,553     2,260,252     3,427,805  
Global Allocation     1,215,727         1,215,727  
Small/Mid Cap*         646,338     646,338  

 

* Amounts may be limited due to sections 381-384 of the Internal Revenue Code. 



 

 

96


 

 

 

Notes to Financial Statements (continued)

 

   

 

As of December 31, 2020, High Income, Municipal Bond, Municipal Enhanced, Global Allocation, Small Cap Core and Small Cap Value had no accumulated net realized capital loss carryovers from securities transactions for federal income tax purposes. Should the Funds incur net capital losses for the year ending December 31, 2021, such amounts may be used to offset future realized capital gains, for an unlimited time period.

 

For the fiscal year ended December 31, 2020, the following Funds utilized capital loss carryovers as follows:

 

    Capital Loss
Carryover Utilized
 
Fund   Short-Term   Long-Term  
Enhanced Core Bond ESG     $346,462     $502,937  
Small/Mid Cap     499,380     639,229  
High Income     319,209     601  


g. CAPITAL STOCK

 

The Trust’s 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 fiscal year ended December 31, 2019, Small Cap Core transferred securities and cash to certain shareholders in connection with redemptions in-kind transactions in the amount of $47,933,644. For the purposes of U.S. GAAP, the transactions were treated as a sale 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 fiscal years ended December 31, 2020 and December 31, 2019, the capital stock transactions by class for the Funds were as follows:

 

    Enhanced Core Bond ESG   High Income
    December 31, 2020   December 31, 2019   December 31, 2020   December 31, 2019
    Shares   Amount   Shares   Amount   Shares   Amount   Shares   Amount
Class N:                                                
Proceeds from sale of shares   325,128     $3,475,322     385,161     $3,841,569     122,058     $2,754,401     47,899     $1,005,926  
Reinvestment of distributions   20,814     219,293     30,307     301,677     36,046     798,071     1,347     28,845  
Cost of shares repurchased   (352,412 )   (3,703,576 )   (514,970 )   (5,145,719 )   (142,591 )   (3,100,201 )   (118,585 )   (2,450,499 )
Share Conversion           190,000     1,871,729                  
Net increase (decrease)   (6,470 )   $(8,961 )   90,498     $869,256     15,513     $452,271     (69,339 )   $(1,415,728 )
Class I:                                                
Proceeds from sale of shares   1,930,056     $20,740,872     442,100     $4,378,909                  
Reinvestment of distributions   28,452     303,557     16,552     165,239                  
Cost of shares repurchased   (250,872 )   (2,616,750 )   (254,280 )   (2,503,281 )                
Net increase   1,707,636     $18,427,679     204,372     $2,040,867                  
Class C:1                                                
Proceeds from sale of shares           81     $779                  
Reinvestment of distributions           1,516     14,667                  
Cost of shares repurchased           (52,291 )   (505,697 )                
Share Conversion           (190,108 )   (1,871,729 )                
Net decrease           (240,802 )   $(2,361,980 )                
Class Z:                                                
Proceeds from sale of shares   325,068     $3,463,674     141,124     $1,392,522                  
Reinvestment of distributions   20,445     216,232     26,209     260,974                  
Cost of shares repurchased   (278,702 )   (2,935,192 )   (789,299 )   (7,834,838 )                
Net increase (decrease)   66,811     $744,714     (621,966 )   $(6,181,342 )                

 

 

 

97


 

 

 

Notes to Financial Statements (continued)

 

   

 

    Municipal Bond   Municipal Enhanced
   

December 31, 2020

 

December 31, 2019

 

December 31, 2020

 

December 31, 2019

    Shares   Amount   Shares   Amount   Shares   Amount   Shares   Amount
Class N:                                                
Proceeds from sale of shares   841,918     $10,312,713     587,077     $6,987,998     1,891,900     $19,211,900     1,153,398     $11,800,890  
Reinvestment of distributions   22,319     274,465     25,450     304,213     17,895     186,782     19,060     194,890  
Cost of shares repurchased   (950,262 )   (11,578,005 )   (588,678 )   (7,045,640 )   (1,989,572 )   (20,374,161 )   (1,375,096 )   (14,098,046 )
Net increase (decrease)   (86,025 )   $(990,827 )   23,849     $246,571     (79,777 )   $(975,479 )   (202,638 )   $(2,102,266 )
Class I:                                                
Proceeds from sale of shares   50,063,425     $614,578,625     25,467,262     $305,694,822     11,477,762     $114,640,533     8,484,080     $84,587,165  
Reinvestment of distributions   1,402,065     17,349,323     1,156,277     13,901,387     570,856     5,821,974     459,497     4,602,583  
Cost of shares repurchased   (31,883,833 )   (389,584,617 )   (24,889,281 )   (298,253,997 )   (7,868,907 )   (78,826,067 )   (3,603,519 )   (35,740,786 )
Net increase   19,581,657     $242,343,331     1,734,258     $21,342,212     4,179,711     $41,636,440     5,340,058     $53,448,962  
Class Z:                                                
Proceeds from sale of shares                   146     $1,500          
Reinvestment of distributions                   455     4,635     418     $4,178  
Net increase                   601     $6,135     418     $4,178  

 

    Global Allocation   Small Cap Core
   

December 31, 2020

 

December 31, 2019

 

December 31, 2020

 

December 31, 2019

    Shares   Amount   Shares   Amount   Shares   Amount   Shares   Amount
Class N:                                                
Proceeds from sale of shares   359,114     $6,076,127     755,483     $12,585,390     81,195     $1,849,925     37,380     $923,528  
Reinvestment of distributions   114,659     1,674,037     219,225     3,700,415     7,028     206,122     20,023     515,592  
Cost of shares repurchased   (1,932,600 )   (31,474,792 )   (1,751,239 )   (29,287,443 )   (191,533 )   (4,505,002 )   (266,629 )   (6,460,696 )
Net decrease   (1,458,827 )   $(23,724,628 )   (776,531 )   $(13,001,638 )   (103,310 )   $(2,448,955 )   (209,226 )   $(5,021,576 )
Class I:                                                
Proceeds from sale of shares   2,038,932     $33,784,181     2,971,394     $49,904,550     6,647,636     $153,200,697     2,631,723     $65,737,211  
Reinvestment of distributions   112,082     1,651,265     320,513     5,466,578     348,162     10,423,972     614,371     16,108,801  
Cost of shares repurchased   (7,267,874 )   (114,947,733 )   (3,884,175 )   (66,016,224 )   (4,112,470 )   (96,834,817 )   (5,324,375 )   (130,505,862 )2
Net increase (decrease)   (5,116,860 )   $(79,512,287 )   (592,268 )   $(10,645,096 )   2,883,328     $66,789,852     (2,078,281 )   $(48,659,850 )
Class Z:                                                
Proceeds from sale of shares   85,028     $1,346,330     55,790     $947,599     222,490     $5,627,757     355,072     $9,136,099  
Reinvestment of distributions   14,496     214,292     28,546     486,627     104,205     3,120,958     216,732     5,682,701  
Cost of shares repurchased   (395,703 )   (6,255,591 )   (139,084 )   (2,358,411 )   (356,478 )   (8,924,122 )   (408,010 )   (10,367,264 )
Net increase (decrease)   (296,179 )   $(4,694,969 )   (54,748 )   $(924,185 )   (29,783 )   $(175,407 )   163,794     $4,451,536  
                                                 
 

98


 

 

 

Notes to Financial Statements (continued)

 

   

                 
    Small/Mid Cap   Small Cap Value
   

December 31, 2020

 

December 31, 2019

 

December 31, 2020

 

December 31, 2019

    Shares   Amount   Shares   Amount   Shares   Amount   Shares   Amount
Class N:                                                
Proceeds from sale of shares   727     $10,000     4,335     $52,000     874,807     $25,658,252     1,057,605     $37,582,901  
Reinvestment of distributions           22     280     2,953,511     77,884,081     651,093     24,090,437  
Cost of shares repurchased                   (4,383,180 )   (125,831,759 )   (5,790,451 )   (205,246,902 )
Net increase (decrease)   727     $10,000     4,357     $52,280     (554,862 )   $(22,289,426 )   (4,081,753 )   $(143,573,564 )
Class I:                                                
Proceeds from sale of shares   4,771,671     $58,055,212     3,410,892     $38,761,509     669,037     $19,414,296     2,028,039     $69,243,080  
Reinvestment of distributions   11,292     178,297     17,872     230,903     1,212,187     32,050,234     230,009     8,526,416  
Cost of shares repurchased   (2,334,832 )   (26,093,366 )   (989,978 )   (11,582,617 )   (2,068,313 )   (58,336,031 )   (8,850,520 )   (318,805,182 )
Net increase (decrease)   2,448,131     $32,140,143     2,438,786     $27,409,795     (187,089 )   $(6,871,501 )   (6,592,472 )   $(241,035,686 )
Class Z:                                                
Proceeds from sale of shares   740,790     $9,664,314     2,176,455     $26,780,755     34,276     $1,038,772     92,524     $3,363,298  
Reinvestment of distributions   11,828     187,001     24,497     316,750     120,519     3,178,096     21,334     789,359  
Cost of shares repurchased   (1,583,660 )   (19,896,793 )   (1,393,119 )   (16,331,573 )   (80,517 )   (2,507,706 )   (341,573 )   (12,296,912 )
Net increase (decrease)   (831,042 )   $(10,045,478 )   807,833     $10,765,932     74,278     $1,709,162     (227,715 )   $(8,144,255 )
                                                 
1 Effective May 31, 2019, Class C shares were converted into Class N shares.

 

2 Includes redemption in-kind in the amount of $47,933,644.

 

At December 31, 2020, certain unaffiliated shareholders of record, individually or collectively held greater than 10% of the net assets of the Funds as follows: Small/Mid Cap - two own 36%. Transactions by this shareholder may have a material impact on the Fund.

 

h. REPURCHASE AGREEMENTS AND JOINT REPURCHASE AGREEMENTS

 

The Funds may enter into third-party repurchase agreements for temporary cash management purposes and third-party or bilateral joint repurchase agreements for reinvestment of cash collateral on securities lending transactions under the securities lending program offered by The Bank of New York Mellon (“BNYM”) (the “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 in safekeeping 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 Program, the Funds are indemnified for such losses by BNYM on joint repurchase agreements.

At December 31, 2020, the market value of Repurchase Agreements outstanding for Enhanced Core Bond ESG, Global Allocation, and Small Cap Core were $2,379,186, $2,576,545, and $674,281, 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.



 

 

99


 

 

 

Notes to Financial Statements (continued)

 

   

 

j. DELAYED DELIVERY TRANSACTIONS AND WHEN-ISSUED SECURITIES

 

The Funds (except Small Cap Value) 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 Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. 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.

 

2. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES

 

For each of the Funds, the Trusts have 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 one or more subadvisers for the Funds (subject to Board approval) and monitors each 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 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 fiscal year ended December 31, 2020, the Funds’ investment management fees were paid at the following annual rates of each Fund’s respective average daily net assets:

 

Enhanced Core Bond ESG 0.30%
High Income 0.39%1
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%
Global Allocation 0.60%
Small Cap Core 0.70%
Small/Mid Cap 0.62%2
Small Cap Value 0.70%3

 

1 Prior to December 4, 2020, the annual rate for the investment management fees for High Income was 0.55% of the Fund’s average daily net assets.
2 Prior to October 8, 2020, the annual rate for the investment management fees for Small Mid/Cap was 0.65% of the Fund’s average daily net assets.

 

 

3 Prior to December 4, 2020, the annual rate for the investment management fees for Small Cap Value was 0.73% of the Fund’s average daily net assets.

 

The Investment Manager has contractually agreed, through at least May 1, 2021 for Enhanced Core Bond ESG, Municipal Bond, Municipal Enhanced, and Small Cap Core and through at least May 1, 2022 for High Income, Global Allocation, Small/Mid Cap, and Small Cap Value , 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 Enhanced Core Bond ESG, High Income, Municipal Bond, Municipal Enhanced, Global Allocation, Small Cap Core, Small/Mid Cap and Small Cap Value to the annual rate of 0.48%. 0.59%, 0.34%, 0.59%, 0.81%, 0.90%, 0.82% and 0.90%, 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. Prior to April 17, 2020, Global Allocation expense limitation was 0.84%. Prior to October 8, 2020, Small/Mid Cap expense limitation was 0.85%. Prior to December 4, 2020, High Income and Small Cap Value expense limitation was 0.89% and 0.92%, respectively.

 

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.

 

At December 31, 2020, the Funds’ expiration of reimbursements subject to recoupment is as follows:

 

Expiration
Period
  Enhanced Core Bond ESG   High Income   Municipal Bond  
Less than 1 year   $110,054   $81,291   $604,775  
1-2 years     153,359     94,471     651,229  
2-3 years     135,792     75,430     704,935  
Total   $399,205   $251,192   $1,960,939  

 


 

100


 

 

 

Notes to Financial Statements (continued)

 

   

 

Expiration
Period
  Municipal Enhanced   Global Allocation   Small Cap Core  
Less than 1 year   $186,327   $132,068   $3,686  
1-2 years     220,347     179,640     48,563  
2-3 years     242,883     203,900     29,131  
Total   $649,557   $515,608   $81,380  

 

Expiration
Period
  Small/Mid Cap   Small Cap Value  
Less than 1 year   $67,647   $147,194  
1-2 years     68,437     165,098  
2-3 years     48,533     144,468  
Total   $184,617   $456,760  

 

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 all non-portfolio management 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, 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 High Income and 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 authorized payments to the Distributor up to 0.25% annually of each Fund’s, except High Income and Small Cap Value, 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 High Income and 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 Enhanced Core Bond ESG’s and Global Allocation’s Class I shares, for High Income’s Class N shares, and for each of the Class N and Class I shares of Municipal Bond, Municipal Enhanced, Small Cap Core, Small/Mid Cap, and Small Cap Value, 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 fiscal year ended December 31, 2020, were as follows:

 

Fund Maximum Annual
Amount
Approved
Actual
Amount
Incurred
Enhanced Core Bond ESG    
Class I 0.10% 0.07%
High Income    
Class N1 0.25% 0.02%
Municipal Bond    
Class N 0.15% 0.12%
Class I 0.05% 0.05%
Municipal Enhanced    
Class N 0.15% 0.15%
Class I 0.05% 0.05%
Global Allocation    
Class I 0.10% 0.10%
Small Cap Core    
Class N 0.15% 0.15%
Class I 0.05% 0.05%
Small/Mid Cap    
Class N2 0.00% 0.02%
Class I2 0.05% 0.09%
Small Cap Value    
Class N 0.25% 0.25%
Class I3 0.05% 0.07%

 

1 Prior to December 4, 2020, Class N shares did not incur shareholder servicing fees.

2 Prior to October 8, 2020, the maximum annual amount approved was 0.15% and 0.10% for Class N and Class I shares, respectively.

3 Prior to December 4, 2020, the maximum annual amount approved was 0.15%.

 

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.


 

 

101


 

 

 

Notes to Financial Statements (continued)

 

   

 

The Securities and Exchange Commission (the “SEC”) granted an exemptive order that permits the Funds 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 December 31, 2020, the Funds had no interfund loans outstanding.

 

The following Funds utilized the interfund loan program during the fiscal year ended December 31, 2020 as follows:

 

Fund   Average
Lent
  Number
of Days
  Interest
Earned
  Average
Interest Rate
 
Municipal Bond     $3,082,989     11     $886     0.954 %
Municipal Enhanced     634,261     4     95     1.368 %
Global Allocation     870,308     7     160     0.958 %
Small Cap Core     3,532,151     3     270     0.930 %
Small Cap Value     2,450,140     3     195     0.970 %

 

Fund   Average
Borrowed
  Number
of Days
  Interest
Paid
  Average
Interest Rate
 
Municipal Bond     $5,585,478     1     $149     0.973 %
Municipal Enhanced     3,275,164     1     87     0.966 %
Global Allocation     6,270,940     12     1,922     0.932 %
Small Cap Value     2,999,209     5     397     0.969 %

 

3. PURCHASES AND SALES OF SECURITIES

 

Purchases and sales of securities (excluding short-term securities and U.S. Government Obligations) for the fiscal year ended December 31, 2020, were as follows:

 

    Long Term Securities  
Fund   Purchases   Sales  
Enhanced Core Bond ESG     $46,147,869     $32,483,408  
High Income     13,077,053     11,381,214  
Municipal Bond     409,245,901     175,656,653  
Municipal Enhanced     268,251,547     237,830,937  
Global Allocation     218,809,112     296,265,282  
Small Cap Core     216,932,036     168,486,521  
Small/Mid Cap     82,358,532     58,939,579  
Small Cap Value     390,783,833     512,708,533  

 

Purchases and sales of U.S. Government Obligations for the fiscal year ended December 31, 2020 were as follows:

 

    U.S. Government Obligations  
Fund   Purchases   Sales  
Enhanced Core Bond ESG     $13,400,002     $8,540,454  
High Income     775,043     2,716,015  
Global Allocation     39,618,584     75,575,338  

 

4. PORTFOLIO SECURITIES LOANED

 

The Funds participate in the 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 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 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 that 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 December 31, 2020, were as follows:

 

Fund   Securities
Loaned
  Cash
Collateral
Received
  Securities
Collateral
Received
  Total
Collateral
Received
 
Enhanced Core Bond ESG     $2,928,951     $2,379,186     $659,095     $3,038,281  
Global Allocation     8,270,264     2,576,545     6,105,109     8,681,654  
Small Cap Core     58,647,390     674,281     59,438,228     60,112,509  
Small/Mid Cap     16,713,653         17,116,018     17,116,018  

 



 

102


 

 

 

Notes to Financial Statements (continued)

 

   

 

The following table summarizes the securities received as collateral for securities lending at December 31, 2020:

 

Fund Collateral
Type
Coupon
Range
Maturity
Date Range
Enhanced Core Bond ESG U.S. Treasury Obligations 0.000%-6.000% 01/15/21-05/15/50
Global Allocation U.S. Treasury Obligations 0.000%-8.125% 01/15/21-08/15/50
Small Cap Core U.S. Treasury Obligations 0.000%-8.125% 01/15/21-08/15/50
Small/Mid Cap U.S. Treasury Obligations 0.000%-8.125% 01/15/21-08/15/50

 

5. FOREIGN SECURITIES

 

Certain 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. Non-domestic securities carry special risks, 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. 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.

 

8. FORWARD COMMITMENTS

 

Certain transactions, such as futures and forward transactions, or delayed delivery securities may have a similar effect on a Fund’s net asset value as if a Fund had created a degree of leverage in its portfolio. However, if a Fund enters into such a transaction, a Fund will establish a segregated account with its custodian in which it will maintain cash, U.S. government securities or other liquid securities equal in value to its obligations in respect to such transaction. Securities and other assets held in the segregated account may not be sold while the transaction is outstanding, unless other suitable assets are substituted.

 

9. DERIVATIVE INSTRUMENTS

 

The following disclosures contain information on how and why High Income used derivative instruments previous to the change in subadviser, the credit risk and how derivative instruments affect the Funds’ 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 fiscal year ended December 31, 2020, the average quarterly balances of derivative financial instruments outstanding were as follows:

 

    High Income  
Foreign Currency Exchange Contracts        
Average U.S. Dollar amount purchased/sold   $287,304,441  
Financial Futures Contracts        
Average number of contracts purchased     3  
Average notional value of contracts purchased   $436,650  

 

10. FORWARD FOREIGN CURRENCY CONTRACTS

 

During the fiscal year ended December 31, 2020, High Income invested in forward foreign currency contracts, before the subadviser change, to facilitate transactions in foreign securities and to hedge against foreign currency exchange rate risk on its non- U.S. dollar denominated investment securities.

 

A forward foreign currency contract is an agreement between a fund and another party to buy or sell a currency at a set price at a future date. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily, and the change in market value is recorded as an unrealized appreciation or depreciation. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

 

At December 31, 2020, there were no open forward foreign currency contracts.

 

11. FUTURES CONTRACTS

 

Before the subadviser change, High Income purchased futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital shares transactions. There are certain risks associated with futures contracts. Prices may not move as expected or the Fund may not be able to close out the contract when it desires to do so, resulting in losses.

 

On entering into a futures contract, either cash or securities in an amount equal to a certain percentage of the contract value (initial margin) must be deposited with the futures broker. Subsequent variation margin payments are made or received by the Funds depending on the fluctuations in the value of the futures contracts and the value of cash or securities on deposit with the futures broker. The Funds must have total value at the futures broker consisting of either net unrealized gains, cash or securities collateral to meet the initial margin requirement, and any value over the initial margin requirement may be transferred to the Fund.



 

 

103


 

 

 

Notes to Financial Statements (continued)

 

   

 

Variation margin on future contracts is recorded as unrealized appreciation or depreciation until the futures contract is closed or expired. The Funds recognize a realized gain or loss when the contract is closed or expires equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Fluctuations in the value of the contracts are recorded in the

Statement of Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses) on futures contracts.

 

At December 31, 2020, there were no open futures contracts.



 

12. 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.

 

At December 31, 2020 there were no open foreign currency contracts or futures contracts.

 

The following table is a summary of the Funds’ open Repurchase Agreements that are subject to a master netting agreement as of December 31, 2020:

 

          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
 
Enhanced Core Bond ESG                                
Citigroup Global Markets, Inc.     $1,000,000         $1,000,000     $1,000,000      
Morgan, Stanley & Co. LLC     379,186         379,186     379,186      
RBC Dominion Securities, Inc.     1,000,000         1,000,000     1,000,000      
Total     $2,379,186         $2,379,186     $2,379,186      
Global Allocation                                
Citigroup Global Markets, Inc.     $1,000,000         $1,000,000     $1,000,000      
Daiwa Capital Markets America     576,545         576,545     576,545      
RBC Dominion Securities, Inc.     1,000,000         1,000,000     1,000,000      
Total     $2,576,545         $2,576,545     $2,576,545      
Small Cap Core                                
Citigroup Global Markets, Inc.     $674,281         $674,281     $674,281      

 

13. 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.



 

 

 

104


 

 

   
   
  Report of Independent Registered Public Accounting Firm

 

 

 

TO THE BOARD OF TRUSTEES OF AMG FUNDS, AMG FUNDS II, AND AMG Funds III AND SHAREHOLDERS OF AMG GW&K ENHANCED CORE BOND ESG FUND, AMG GW&K GLOBAL ALLOCATION FUND, AMG GW&K HIGH INCOME FUND, AMG GW&K MUNICIPAL BOND FUND, AMG GW&K MUNICIPAL ENHANCED YIELD FUND, AMG GW&K SMALL CAP CORE FUND AMG GW&K SMALL/MID CAP FUND AND AMG GW&K SMALL CAP VALUE FUND

 

Opinions on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of portfolio investments, of AMG GW&K Enhanced Core Bond ESG Fund, AMG GW&K Global Allocation Fund (formerly AMG Chicago Equity Partners Balanced Fund) (two of the funds constituting AMG Funds II), AMG GW&K High Income Fund (formerly AMG Managers Global Income Opportunity Fund) (one of the funds constituting AMG Funds III), AMG GW&K Municipal Bond Fund, AMG GW&K Municipal Enhanced Yield Fund, AMG GW&K Small Cap Core Fund, AMG GW&K Small/Mid Cap Fund and AMG GW&K Small Cap Value Fund (formerly AMG Skyline Special Equities Fund) (five of the funds constituting AMG Funds) (collectively referred to hereafter as the “Funds”) as of December 31, 2020, the related statements of operations for the year ended December 31, 2020, the statement of changes in net assets for each of the two years in the period ended December 31, 2020, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, each of the Funds’ financial statements present fairly, in all material respects, the financial position of the Funds as of December 31, 2020, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended December 31, 2020, and each of the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinions

 

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 23, 2021

 

We have served as the auditor of one or more investment companies in AMG Funds Family since 1993.



 

 

105


 

 

   
   
  Other Information (unaudited)

 

 

 

 

TAX INFORMATION

 

The Funds each hereby designate the maximum amount allowable of its net taxable income as qualified dividends as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. The 2020 Form 1099-DIV you receive for each Fund will show the tax status of all distributions paid to you during the year.

 

Pursuant to section 852 of the Internal Revenue Code, 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, AMG GW&K Global Allocation Fund, AMG GW&K Small Cap Core Fund, AMG Small/Mid Cap Fund, and AMG GW&K Small Cap Value Fund each hereby designate $0, $460,580, $3,524,571, $2,730,802, $4,990,089, $10,672,469, $23,549 and $111,263,992, respectively, as a capital gain distribution with respect to the taxable year ended December 31, 2020, or if subsequently determined to be different, the net capital gains of such fiscal year.

 

 

106


 

 

   
  AMG Funds
  Trustees and Officers

 

 

 

The Trustees and Officers of the Trust, their business addresses, principal occupations for the past five years and ages are listed below. The Trustees provide broad supervision over the affairs of the Trust and the Funds. The Trustees are experienced executives who meet periodically throughout the year to oversee the Funds’ activities, review contractual arrangements with companies that provide services to the Funds, and

review the Funds’ performance. Unless otherwise noted, the address of each Trustee or Officer is the address of the Trust: One Stamford Plaza, 263 Tresser Blvd, Suite 949, Stamford, Connecticut 06901.

 

There is no stated term of office for Trustees. Trustees serve until their resignation, retirement or removal in 

accordance with the Trust’s organizational documents and policies adopted by the Board from time to time. The Chairman of the Trustees, President, Treasurer and Secretary of the Trust are elected by the Trustees annually. Other officers hold office at the pleasure of the Trustees.

 

Independent Trustees

 

The following Trustees are not “interested persons” of the Trust within the meaning of the 1940 Act:

Number of Funds Overseen in
Fund Complex
Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

●     Trustee since 2012

●     Oversees 49 Funds in Fund Complex

Bruce B. Bingham, 72
Partner, Hamilton Partners (real estate development firm) (1987-2020); Director of The Yacktman Funds (2 portfolios) (2000-2012).

●     Trustee since 2003

●     Oversees 52 Funds in Fund Complex

Kurt A. Keilhacker, 57
Managing Partner, TechFund Capital (1997-Present); Managing Partner, TechFund Europe (2000-Present); Managing Partner, Elementum Ventures (2013-Present); Director, MetricStory, Inc. (2017-Present); Trustee, Wheaton College (2018-Present); Trustee, Gordon College (2001-2016); Trustee, Board Member, 6wind SA, (2002-2019).

●     Trustee since 2000

●     Oversees 49 Funds in Fund Complex

Steven J. Paggioli, 70
Independent Consultant (2002-Present); Trustee, Professionally Managed Portfolios (28 portfolios); Advisory Board Member, Sustainable Growth Advisors, LP; Independent Director, Muzinich BDC, Inc. (business development company) (2019-Present); Director, The Wadsworth Group; Independent Director, Chase Investment Counsel(2008–2019); Executive Vice President, Secretary and Director, Investment Company Administration, LLC and First Fund Distributors, INC. (1990-2001).

●     Trustee since 2013

●     Oversees 49 Funds in Fund Complex

 

Richard F. Powers III, 75 

Adjunct Professor, U.S. Naval War College (2016-Present); Adjunct Professor, Boston College (2011-2015); Director, Ameriprise Financial Inc. (2005-2009); President and CEO of Van Kampen Investments Inc. (1998-2003); President, Morgan Stanley Client Group (2000-2002); Executive 

Vice President and Chief Marketing Officer of the Morgan Stanley Individual Investor Group (1984-1998). 

●     Independent Chairman

●     Trustee since 2000

●     Oversees 52 Funds in Fund Complex

Eric Rakowski, 62
Professor of Law, University of California at Berkeley School of Law (1990-Present); Tax Attorney at Davis Polk & Wardwell and clerked for Judge Harry T. Edwards of the U.S. Court of Appeals for the District of Columbia Circuit and for Justice William J. Brennan Jr. of the U.S. Supreme Court; Director of Harding, Loevner Funds, Inc. (9 portfolios); Trustee of Third Avenue Trust (3 portfolios) (2002-2019); Trustee of Third Avenue Variable Trust (1 portfolio) (2002-2019).

●     Trustee since 2013

●     Oversees 52 Funds in Fund Complex

Victoria L. Sassine, 55
Adjunct Professor, Babson College (2007–Present); Director, Board of Directors, PRG Group (2017-Present); CEO, Founder, Scale Smarter Partners, LLC (2018-Present); Adviser, EVOFEM Biosciences (2019-Present); Teaching Fellow, Goldman Sachs 10,000 Small Business Initiative (2010-Present); Chairperson of the Board of Directors of Business Management Associates (2018 to 2019).

●     Trustee since 2004 - AMG Funds

●     Trustee since 2000 - AMG Funds II

●     Oversees 49 Funds in Fund Complex 

Thomas R. Schneeweis, 73
Professor Emeritus, University of Massachusetts (2013-Present); President, TRS Associates (1982-Present); Board Member, Chartered Alternative Investment Association (“CAIA”) (2002-Present); Director, CAIA Foundation (2010-2019); Director, Institute for Global Asset and Risk Management (Education) (2010-Present); Co-Owner, Quantitative Investment Technologies (2014-Present); Co-Owner, Yes Wealth Management (2018-Present); Director of Research, Yes Wealth Management (2018-Present); Partner, S Capital Wealth Advisors (2015-2018); Partner, S Capital Management, LLC (2007-2015); President, Alternative Investment Analytics, LLC, (formerly Schneeweis Partners, LLC) (2001-2013); Finance Professor, University of Massachusetts (1977-2013).

 

 

 

107


 

 

   
  AMG Funds
  Trustees and Officers (continued)

 

 

 

Interested Trustees

 

Each Trustee in the following table is an “interested person” of the Trust within the meaning of the 1940 Act. Ms. Carsman is an interested person of the Trust within the meaning of the 1940 Act by virtue of her position with, and interest in securities of, AMG.

Number of Funds Overseen in  
Fund Complex Name, Age, Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

●     Trustee since 2011

●     Oversees 52 Funds in Fund Complex

 

Christine C. Carsman, 68
Senior Policy Advisor, Affiliated Managers Group, Inc. (2019-Present); Chair of the Board of Directors, AMG Funds plc (2015-2018); Director, AMG Funds plc (2010-2018); Executive Vice President, Deputy General Counsel and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2017-2018); Senior Vice President and Deputy General Counsel, Affiliated Managers Group, Inc. (2011-2016); Senior Vice President and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2007-2011); Vice President and Chief Regulatory Counsel, Affiliated Managers Group, Inc. (2004-2007); Senior Counsel, Vice President and Director of Operational Risk Management and Compliance, Wellington Management Company, LLP (1995-2004); Director of Harding, Loevner Funds, Inc. (9 portfolios) (2017-Present); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2004-2011).

 

Officers
Position(s) Held with Fund and
Length of Time Served
Name, Age, Principal Occupation(s) During Past 5 Years

●     President since 2018

●     Principal Executive Officer since 2018

●     Chief Executive Officer since 2018

●     Chief Operating Officer since 2007

Keitha L. Kinne, 62
Chief Operating Officer, AMG Funds LLC (2007-Present); Chief Investment Officer, AMG Funds LLC (2008-Present); President and Principal, AMG Distributors, Inc. (2018-Present); Chief Operating Officer, AMG Distributors, Inc. (2007-Present); President, Chief Executive Officer and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2018-Present); Chief Operating Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2007-Present); Chief Operating Officer, AMG Funds IV (2016-Present); Chief Operating Officer and Chief Investment Officer, Aston Asset Management, LLC (2016); President and Principal Executive Officer, AMG Funds, AMG Funds I, AMG Funds II and AMG Funds III (2012-2014); Managing Partner, AMG Funds LLC (2007-2014); President and Principal, AMG Distributors, Inc. (2012-2014); Managing Director, Legg Mason & Co., LLC (2006-2007); Managing Director, Citigroup Asset Management (2004-2006).

●     Secretary since 2015

●     Chief Legal Officer since 2015

Mark J. Duggan, 55
Senior Vice President and Senior Counsel, AMG Funds LLC (2015-Present); Secretary and Chief Legal Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2015-Present); Attorney, K&L Gates, LLP (2009-2015).

●     Chief Financial Officer since 2017

●     Treasurer since 2017

●     Principal Financial Officer since 2017

●     Principal Accounting Officer since 2017

Thomas G. Disbrow, 54
Vice President, Mutual Fund Treasurer & CFO, AMG Funds, AMG Funds LLC (2017-Present); Chief Financial Officer, Principal Financial Officer, Treasurer and Principal Accounting Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Managing Director - Global Head of Traditional Funds Product Control, UBS Asset Management (Americas), Inc. (2015-2017); Managing Director - Head of North American Funds Treasury, UBS Asset Management (Americas), Inc. (2011-2015).
●     Deputy Treasurer since 2017 John A. Starace, 50
Director, Mutual Fund Accounting, AMG Funds LLC (2017-Present); Vice President, Deputy Treasurer of Mutual Funds Services, AMG Funds LLC (2014-2017); Deputy Treasurer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2017-Present); Vice President, Citi Hedge Fund Services (2010-2014); Audit Senior Manager (2005-2010) and Audit Manager (2001-2005), Deloitte & Touche LLP.
●     Chief Compliance Officer since 2019 Patrick J. Spellman, 46
Vice President, Chief Compliance Officer, AMG Funds LLC (2017-Present); Chief Compliance Officer and Sarbanes-Oxley Code of Ethics Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present); Chief Compliance Officer, AMG Distributors, Inc., (2010-Present); Senior Vice President, Chief Compliance Officer, AMG Funds LLC (2011-2017); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, and AMG Funds III (2014-2019); Anti-Money Laundering Officer, AMG Funds IV, (2016-2019); Compliance Manager, Legal and Compliance, Affiliated Managers Group, Inc. (2005-2011).
●     Assistant Secretary since 2016 Maureen A. Meredith, 35
Vice President, Counsel, AMG Funds LLC (2019-Present); Director, Counsel, AMG Funds LLC (2017-2018); Vice President, Counsel, AMG Funds LLC (2015-2017); Assistant Secretary, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2016-Present); Associate, Ropes & Gray LLP (2011-2015); Law Fellow, Massachusetts Appleseed Center for Law and Justice (2010-2011).
●     Anti-Money Laundering Compliance Officer since 2019 Hector D. Roman, 43
Director, Legal and Compliance, AMG Funds LLC (2020-Present); Manager, Legal and Compliance, AMG Funds LLC (2017-2019); Director of Compliance, Morgan Stanley Investment Management (2015-2017); Senior Advisory, PricewaterhouseCoopers LLP (2014-2015); Risk Manager, Barclays Investment Bank (2008-2014); Anti-Money Laundering Compliance Officer, AMG Funds, AMG Funds I, AMG Funds II, AMG Funds III and AMG Funds IV (2019-Present).

 

 

 

108


 

 

   
   
  Approval of Subadvisory Agreements

 

 

 

AMG Managers Skyline Special Equities Fund: Approval of Subadvisory Agreements on December 3, 2020

 

At a telephonic meeting held on December 3, 20201, 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”), unanimously voted to approve the interim subadvisory agreement between AMG Funds LLC (the “Investment Manager”) and GW&K Investment Management, LLC (“GW&K”) with respect to AMG Managers Skyline Special Equities Fund (the “Fund”) (the “Interim Subadvisory Agreement”), the new subadvisory agreement between the Investment Manager and GW&K with respect to the Fund (the “New Subadvisory Agreement” and together with the Interim Subadvisory Agreement, the “Agreements”), and the presentation of the New Subadvisory Agreement for shareholder approval at a special meeting to be held for such purpose. The Independent Trustees were separately represented by independent legal counsel in their consideration of the Agreements.

 

In considering the Agreements, the Trustees considered the information relating to the Fund and GW&K provided to them in connection with the meeting on December 3, 2020 and other meetings of the Board throughout the last twelve months, as well as in prior years. In considering the Agreements, the Trustees also considered information relating to the eleven other funds that GW&K sub-advises in the AMG Funds Family of Funds, which, as of December 3, 2020, consisted of 49 funds (the “AMG Funds Complex”). Prior to voting, the Independent Trustees: (a) reviewed the foregoing information; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Agreements; and (c) met with their independent legal counsel in a private session at which no representatives of management were present.

 

NATURE, EXTENT AND QUALITY OF SERVICES

 

In considering the nature, extent and quality of the services to be provided by GW&K, the Trustees reviewed information relating to GW&K’s financial condition, operations and personnel and the investment philosophy, strategies and techniques (the “Investment Strategy”) that are intended to be used by GW&K in managing the Fund. Among other things, at this meeting and/or prior meetings, the Trustees reviewed information on portfolio management and other professional staff, information regarding GW&K’s organizational and management structure, GW&K’s compliance policies

 

and procedures, and GW&K’s brokerage policies and practices. 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. The Trustees noted that one proposed portfolio manager joined GW&K in 2005 and the other proposed portfolio manager joined GW&K in 2008. The Trustees further noted that one of the proposed portfolio managers serves as co-portfolio manager on other funds subadvised by GW&K in the AMG Funds Complex. In the course of their deliberations, 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’s personnel; and (c) GW&K’s compliance program. The Trustees additionally considered GW&K’s risk management processes. The Trustees also took into account the financial condition of GW&K with respect to its ability to provide the services required under the Agreements and noted that, as of September 30, 2020, GW&K managed approximately $47 billion in assets.

 

PERFORMANCE

 

Because GW&K was proposing to manage the Fund with its small cap value investment strategy, the Trustees noted that they could not draw any conclusions regarding the performance of the Fund. The Trustees, however, considered the performance of GW&K with respect to its Small Cap Value Composite. The Trustees further considered the performance of the other funds in the AMG Funds Complex sub-advised by GW&K.

 

SUBADVISORY FEES, PROFITABILITY AND ECONOMIES OF SCALE

 

The Trustees noted that the Investment Manager, and not the Fund, is responsible for paying the fees charged by GW&K. In considering the anticipated profitability of GW&K with respect to the provision of subadvisory services to the Fund, 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 profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fee rate to be paid to GW&K under each Agreement was lower than the rate paid to Skyline Asset Management, L.P. (“Skyline”) under the former subadvisory agreement between the Investment Manager and Skyline with respect to the Fund.

 

The Board took into account management’s discussion of the proposed subadvisory fee structure, and the services GW&K is expected to provide in performing its functions under the Agreements. The Trustees also were provided, in advance of their June 25, 2020 meeting, with the profitability of GW&K with respect to the other funds it sub-advises in the AMG Funds Complex. Based on the foregoing, the Trustees concluded that the profitability to GW&K is expected to be reasonable and that GW&K is not expected to realize 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.

 

In addition, the Trustees considered other potential benefits of the subadvisory relationship to GW&K, including, among others, the potential broadening of GW&K’s small cap value investment capabilities, as well as the indirect benefits that GW&K may receive from GW&K’s relationship with the Fund, including any so-called “fallout benefits” to GW&K, such as reputational value derived from GW&K serving as subadviser to the Fund, which bears GW&K’s name. Taking into account all of the foregoing, the Trustees concluded that, in light of the nature, extent and quality of the services to be provided by GW&K, and the other considerations noted above with respect to GW&K, the Fund’s subadvisory fees are reasonable.

 

*   *   *    *

 

After consideration of the foregoing, the Trustees reached the following conclusions (in addition to the conclusions discussed above) regarding each Agreement: (a) GW&K has demonstrated that it possesses the capability and resources to perform the duties required of it under each 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) GW&K maintains 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 Agreement would be in the best interests of the Fund and its shareholders. Accordingly, on December 3, 2020, the Trustees, and separately a majority of the Independent Trustees, unanimously voted to approve each Agreement.

 

 

109


 

 

   
   
  Approval of Subadvisory Agreements (continued)

 

 

 

AMG Managers Global Income Opportunity Fund: Approval of Subadvisory Agreements on December 3, 2020

 

At a telephonic meeting held on December 3, 20201, the Board of Trustees (the “Board” or the “Trustees”), and separately a majority of the Trustees who are not “interested persons” of AMG Funds III (the “Trust”) (the “Independent Trustees”), unanimously voted to approve the interim subadvisory agreement between AMG Funds LLC (the “Investment Manager”) and GW&K Investment Management, LLC (“GW&K”) with respect to AMG Managers Global Income Opportunity Fund (the “Fund”) (the “Interim Subadvisory Agreement”), the new subadvisory agreement between the Investment Manager and GW&K with respect to the Fund (the “New Subadvisory Agreement” and together with the Interim Subadvisory Agreement, the “Agreements”), and the presentation of the New Subadvisory Agreement for shareholder approval at a special meeting to be held for such purpose. The Independent Trustees were separately represented by independent legal counsel in their consideration of the Agreements.

 

In considering the Agreements, the Trustees considered the information relating to the Fund and GW&K provided to them in connection with the meeting on December 3, 2020 and other meetings of the Board throughout the last twelve months, as well as in prior years. In considering the Agreements, the Trustees also considered information relating to the eleven other funds that GW&K sub-advises in the AMG Funds Family of Funds, which, as of December 3, 2020, consisted of 49 funds (the “AMG Funds Complex”). Prior to voting, the Independent Trustees: (a) reviewed the foregoing information; (b) received materials from their independent legal counsel discussing the legal standards applicable to their consideration of the Agreements; and (c) met with their independent legal counsel in a private session at which no representatives of management were present.

 

NATURE, EXTENT AND QUALITY OF SERVICES

 

In considering the nature, extent and quality of the services to be provided by GW&K, the Trustees reviewed information relating to GW&K’s financial condition, operations and personnel and the investment philosophy, strategies and techniques (the “Investment Strategy”) that are intended to be used by GW&K in managing the Fund. Among other things, at this meeting and/or prior meetings, the Trustees reviewed information on portfolio management and other professional staff, information regarding GW&K’s organizational and management structure, GW&K’s compliance policies

 

and procedures, and GW&K’s brokerage policies and practices. 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. The Trustees noted that one proposed portfolio manager joined GW&K in 2005, and one proposed portfolio manager joined GW&K in 2013. The Trustees further noted that one of the proposed portfolio managers serves as a portfolio manager on other funds subadvised by GW&K in the AMG Funds Complex. In the course of their deliberations, 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’s personnel; and (c) GW&K’s compliance program. The Trustees additionally considered GW&K’s risk management processes. The Trustees also took into account the financial condition of GW&K with respect to its ability to provide the services required under the Agreements and noted that, as of September 30, 2020, GW&K managed approximately $47 billion in assets.

 

PERFORMANCE

 

Because GW&K was proposing to manage the Fund with its high income investment strategy, the Trustees noted that they could not draw any conclusions regarding the performance of the Fund. The Trustees, however, considered the performance of GW&K with respect to its Short Term Focused High Income Composite. The Trustees further considered the performance of the other funds in the AMG Funds Complex sub-advised by GW&K.

 

SUBADVISORY FEES, PROFITABILITY AND ECONOMIES OF SCALE

 

The Trustees noted that the Investment Manager, and not the Fund, is responsible for paying the fees charged by GW&K. In considering the anticipated profitability of GW&K with respect to the provision of subadvisory services to the Fund, 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 profits might be shared directly or indirectly with the Investment Manager. The Trustees also noted that the subadvisory fee rate to be paid to GW&K under each Agreement was lower than the rate paid to Loomis, Sayles & Company, L.P. (“Loomis”) under the former subadvisory agreement between the Investment Managers and Loomis with respect to the Fund.

 

The Board took into account management’s discussion of the proposed subadvisory fee structure, and the services GW&K is expected to provide in performing its functions under the Agreements. The Trustees also were provided, in advance of their June 25, 2020 meeting, with the profitability of GW&K with respect to the other funds it sub-advises in the AMG Funds Complex. Based on the foregoing, the Trustees concluded that the profitability to GW&K is expected to be reasonable and that GW&K is not expected to realize 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.

 

In addition, the Trustees considered other potential benefits of the subadvisory relationship to GW&K, including, among others, the potential broadening of GW&K’s short term high income investment capabilities, as well as the indirect benefits that GW&K may receive from GW&K’s relationship with the Fund, including any so-called “fallout benefits” to GW&K, such as reputational value derived from GW&K serving as subadviser to the Fund, which bears GW&K’s name. Taking into account all of the foregoing, the Trustees concluded that, in light of the nature, extent and quality of the services to be provided by GW&K, and the other considerations noted above with respect to GW&K, the Fund’s subadvisory fees are reasonable.

 

*   *   *    *

 

After consideration of the foregoing, the Trustees reached the following conclusions (in addition to the conclusions discussed above) regarding each Agreement: (a) GW&K has demonstrated that it possesses the capability and resources to perform the duties required of it under each 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) GW&K maintains 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 Agreement would be in the best interests of the Fund and its shareholders. Accordingly, on

 

 

 

110


 

 

   
   
  Approval of Subadvisory Agreements (continued)

 

 

 

December 3, 2020, the Trustees, and separately a majority of the Independent Trustees, unanimously voted to approve each Agreement.

 

1 The Trustees determined that the conditions surrounding the COVID-19 virus 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 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 December 3, 2020 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)).

 

 

 

111


 

 

THIS PAGE INTENTIONALLY LEFT BLANK

 


 

 

 

 

 

 

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

GW&K Investment Management, LLC

222 Berkeley St.

Boston, MA 02116

 

CUSTODIAN

The Bank of New York Mellon

111 Sanders Creek Parkway

East Syracuse, NY 13057

 

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

 

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 Fund’s 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.

 

 

 

amgfunds.com  

 


 

 

 

 

 

 

  AFFILIATE SUBADVISED FUNDS     AMG TimesSquare Emerging Markets Small Cap     AMG Managers Emerging Opportunities  
        AMG TimesSquare Global Small Cap     WEDGE Capital Management L.L.P.  
  BALANCED FUNDS     AMG TimesSquare International Small Cap     Next Century Growth Investors LLC  
  AMG GW&K Global Allocation     AMG TimesSquare Mid Cap Growth     RBC Global Asset Management (U.S.) Inc.  
  GW&K Investment Management, LLC     AMG TimesSquare Small Cap Growth     AMG Managers Fairpointe Mid Cap  
        TimesSquare Capital Management, LLC     Fairpointe Capital LLC  
  AMG FQ Global Risk-Balanced              
  First Quadrant, L.P.     AMG Yacktman     AMG Managers LMCG Small Cap Growth  
        AMG Yacktman Focused     LMCG Investments, LLC  
  EQUITY FUNDS     AMG Yacktman Focused Fund - Security Selection        
  AMG FQ Tax-Managed U.S. Equity     Only     AMG Managers Montag & Caldwell Growth  
  AMG FQ Long-Short Equity     AMG Yacktman Special Opportunities     Montag & Caldwell, LLC  
  First Quadrant, L.P.     Yacktman Asset Management LP     AMG Managers Pictet International  
             
  AMG Frontier Small Cap Growth      FIXED INCOME FUNDS     Pictet Asset Management Limited   
  Frontier Capital Management Co., LLC     AMG GW&K Core Bond ESG     AMG Managers Silvercrest Small Cap  
  AMG GW&K Small Cap Core     AMG GW&K Enhanced Core Bond ESG     Silvercrest Asset Management Group LLC  
  AMG GW&K Small Cap Value     AMG GW&K High Income     AMG Managers Special Equity  
  AMG GW&K Small/Mid Cap     AMG GW&K Municipal Bond     Ranger Investment Management, L.P.  
  AMG GW&K Mid Cap     AMG GW&K Municipal Enhanced Yield     Lord, Abbett & Co. LLC  
  AMG GW&K Emerging Markets Equity     GW&K Investment Management, LLC     Smith Asset Management Group, L.P.  
  AMG GW&K Emerging Wealth Equity           Federated MDTA LLC  
  AMG GW&K International Small Cap     OPEN-ARCHITECTURE FUNDS        
  GW&K Investment Management, LLC           FIXED INCOME FUNDS  
        EQUITY FUNDS     AMG Managers DoubleLine Core Plus Bond  
  AMG Renaissance Large Cap Growth     AMG Managers Brandywine     DoubleLine Capital LP  
  The Renaissance Group LLC     AMG Managers Brandywine Blue        
      Friess Associates, LLC    

AMG Managers Loomis Sayles Bond

 
  AMG River Road Dividend All Cap Value         Loomis, Sayles & Company, L.P.  
  AMG River Road Focused Absolute Value     AMG Managers CenterSquare Real Estate        
  AMG River Road Long-Short     CenterSquare Investment Management LLC        
  AMG River Road Small-Mid Cap Value              
  AMG River Road Small Cap Value              
  River Road Asset Management, LLC              
                 
                 
                 
                 
                 
                 
                 
                 
                 
                 

 

 

 

amgfunds.com 123120 AR019

 


Item 2.

CODE OF ETHICS

Registrant has adopted a Code of Ethics. See attached Exhibit (a)(1).

 

Item 3.

AUDIT COMMITTEE FINANCIAL EXPERT

Registrant’s Board of Trustees has determined that independent Trustee Mr. Steven J. Paggioli qualifies as an Audit Committee Financial Expert. Mr. Paggioli is “independent” as such term is defined in Form N-CSR.

 

Item 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

(a)

Audit Fees

The aggregate fees billed by the Funds’ independent registered public accounting firm, PricewaterhouseCoopers LLP (“PwC”), to the Funds for the Funds’ two most recent fiscal years for professional services rendered for audits of annual financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements (“Audit Fees”) were as follows:

 

Fund - AMG Funds III

   Fiscal 2020      Fiscal 2019  

AMG Managers Special Equity Fund

   $ 25,105      $ 23,678  

AMG Managers Loomis Sayles Bond Fund

   $ 54,098      $ 47,310  

AMG GW&K High Income Fund

   $ 35,892      $ 33,930  

 

(b)

Audit-Related Fees

There were no fees billed by PwC to the Funds in their two recent fiscal years for services rendered for assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements, but are not reported as Audit Fees (“Audit-Related Fees”).

For the Funds’ two most recent fiscal years, there were no Audit-Related Fees billed by PwC for engagements related directly to the operations and financial reporting of one or more Funds by a Fund Service Provider. A Fund Service Provider is (a) any investment adviser to the Fund (not including any Subadvisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) or (b) any entity that provides ongoing services to the Fund and is controlling, controlled by or under common control with a Fund investment adviser described in (a).


(c)

Tax Fees

The aggregate fees billed by PwC to the Funds for the two most recent fiscal years for professional services rendered for tax compliance, tax advice, and tax planning (“Tax Fees”) were as follows:

 

Fund - AMG Funds III

   Fiscal 2020      Fiscal 2019  

AMG Managers Special Equity Fund

   $ 6,250      $ 6,250  

AMG Managers Loomis Sayles Bond Fund

   $ 8,400      $ 8,400  

AMG GW&K High Income Fund

   $ 8,400      $ 8,400  

For the Funds’ two most recent fiscal years, Tax Fees billed by PwC for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Funds were $0 for fiscal 2020 and $0 for fiscal 2019, respectively.

The services for which Tax Fees were charged comprise all services performed by professional staff in PwC’s tax division except those services related to the audit. Typically, this category would include fees for tax compliance, tax planning, and tax advice. Tax compliance, tax advice, and tax planning services include preparation of original and amended tax returns, claims for refund and tax payment-planning services, assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.

 

(d)

All Other Fees

There were no other fees billed by PwC to the Funds for all other non-audit services (“Other Fees”) during the Funds’ two most recent fiscal years. During the same period, there were no Other Fees billed by PwC for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Funds.

(e)(1) According to policies adopted by the Audit Committee, services provided by PwC to the Funds must be pre-approved by the Audit Committee. On an annual basis, the Audit Committee reviews and pre-approves various types of services that PwC may perform for the Funds without specific approval of each engagement, subject to specified budget limitations. As contemplated by the Sarbanes-Oxley Act of 2002 and related SEC rules, the Audit Committee also pre-approves non-audit services provided by PwC to any Fund Service Provider for any engagement that relates directly to the operations and financial reporting of the Funds. Any engagement that is not already pre-approved or that will exceed a pre-approved budget must be submitted to the Audit Committee for pre-approval. The Chairman of the Audit Committee is authorized on behalf of the Board of Trustees and the Audit Committee to approve the engagement of PwC to perform non-audit services subject to certain conditions, including notification to the Audit Committee of such pre-approval not later than the next meeting of the Audit Committee following the date of such pre-approval.

(e)(2) None.


(f) Not applicable.

(g) The aggregate fees billed by PwC in 2020 and 2019 for non-audit services rendered to the Funds and Fund Service Providers were $72,550 and $72,550, respectively. For the fiscal year ended December 31, 2020, this amount reflects the amounts disclosed above in Item 4(b),(c),(d), plus $49,500 in fees billed to the Fund Service Providers for non-audit services that did not relate directly to the operations and financial reporting of the Funds. For the fiscal year ended December 31, 2019, this amount reflects the amounts disclosed above in Item 4(b),(c),(d), plus $49,500 in fees billed to the Fund Service Providers for non-audit services that did not relate directly to the operations and financial reporting of the Funds.

(h) The Trust’s Audit Committee has considered whether the provision of non-audit services by registrant’s independent registered public accounting firm to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provided ongoing services to the registrant that were not pre-approved by the Committee (because such services did not relate directly to the operations and financial reporting of the registrant) was compatible with maintaining the independence of the independent registered public accounting firm.

 

Item 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS

Not applicable.

 

Item 6.

SCHEDULE OF INVESTMENTS

The schedule of investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

 

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 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

 

(a)(1)   Any Code of Ethics or amendments hereto. Filed herewith.
(a)(2)   Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 - Filed herewith.
(a)(3)   Not applicable.
(b)   Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 - Filed herewith.


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 III

 

By:  

/s/ Keitha L. Kinne

  Keitha L. Kinne, Principal Executive Officer

Date: March 4, 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: March 4, 2021

By:

 

/s/ Thomas Disbrow

 

Thomas Disbrow, Principal Financial Officer

Date: March 4, 2021