SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 8.01. Other Events.
On March 1, 2021, the previously announced sale in an underwritten offering (the “Offering”) of 1,110,080 shares of Class A common stock (the “Shares”) of Artisan Partners Asset Management Inc. (the “Company”), consisting of 963,614 Shares sold by the Company and 146,466 Shares sold by the selling stockholder named in Schedule II to the Underwriting Agreement (as defined below), to BofA Securities, Inc. was completed. The Company used all of the proceeds of the offering received from the sale of Shares sold by the Company to purchase 963,614 common units of Artisan Partners Holdings LP (“Holdings”), the Company’s direct subsidiary, from certain limited partners, including employee-partners, of Holdings. The Company did not receive any of the proceeds from the sale of Shares by the selling stockholder. The completion of the transaction increased the Company’s public float of Class A common stock by 963,614 shares.
In connection with the Offering, the Company, Holdings, the selling stockholder and BofA Securities, Inc. entered into an underwriting agreement (the “Underwriting Agreement”), which contains customary representations, warranties and covenants and includes the terms and conditions for the sale of the Shares by the Company and the selling stockholder to BofA Securities, Inc., indemnification and contribution obligations and other terms and conditions customary in agreements of this type.
A copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated by reference.
The information in this Item 8.01, including the exhibit incorporated herein by reference, shall be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, and shall be deemed incorporated by reference in the Company’s filings under the Securities Act of 1933, as amended.
|Item 9.01.|| |
Financial Statements and Exhibits.
|Description of Exhibit|
|1.1||Underwriting Agreement, dated as of February 24, 2021, among Artisan Partners Asset Management Inc., Artisan Partners Holdings LP, the selling stockholder named therein and BofA Securities, Inc.|
|5.1||Opinion of Sullivan & Cromwell LLP|
|23.1||Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1)|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Artisan Partners Asset Management Inc.|
|Date: March 1, 2021||By:|
|Name:||Charles J. Daley, Jr.|
|Title:||Executive Vice President, Chief Financial Officer and Treasurer|