Affiliated Managers Group Invests in Six Asset Management Firms

On July 28, 2005, Affiliated Managers Group, Inc., a NYSE-listed asset management company, completed its previously announced acquisition of equity interests in six Canadian asset management firms: Foyston, Gordon & Payne Inc.; Beutel, Goodman & Company Ltd.; Montrusco Bolton Investments Inc.; Deans Knight Capital Management Ltd.; Triax Capital Corp. and Covington Capital Corp. AMG acquired its interests through the acquisition of First Asset Management Inc. for approximately US$250 million (including repayment of existing First Asset indebtedness), with approximately 90 per cent of the consideration in cash, and the remainder in AMG common stock.

AMG was represented by John Kingston III, general counsel; Osler, Hoskin & Harcourt LLP, as to Canadian matters, with a team that included Randall Pratt, John Black, David Pathe, Philip Lefko, In Ha Jang, Ryan Caughey, Shane Priemer, Judith Harris, Matthew Peters, Jim Hassell, Tara Meyer, Michelle Lally and Steve Sansom; and by Simpson Thacher & Bartlett LLP, as to US matters, with a team that included Robert Goldbaum, Robert Holo and Darren Novak.

First Asset was represented by Goodmans LLP, as Canadian counsel, with a team that included Stephen Halperin, Neil Sheehy, Shevaun McGrath, Brenda Gosselin, Catherine Youdan and Ali Ziai, and by Skadden, Arps, Slate, Meagher & Flom LLP, as US counsel, with a team that included Christopher Morgan and Raziel Zisman.

Fogler, Rubinoff LLP also acted for First Asset and certain of its affiliates in connection with a number of affiliate matters with a team that included William Berger, Ross Francis, Craig Shaw, Mark Redinger and Joy Avzar.

Certain of the institutional shareholders of First Asset, as vendors, were represented as follows: Canadian Imperial Bank of Commerce was represented by Robert Richardson, vice-president and associate general counsel of CIBC Capital Markets; Borealis Private Equity Limited Partnership and Borealis (QLP) Private Equity Limited Partnership were represented by Gowling Lafleur Henderson LLP with a team that included Nicholas Dietrich and Tina Woodside; and GS Mezzanine Partners Offshore, LP, GS Mezzanine Partners, LP and SFM Coinvest (Cyprus) Ltd. were represented by Warren de Wied of Fried, Frank, Harris, Shriver & Jacobson LLP.