##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-Q
 
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED:
 March 31, 2010
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
 Commission File Number: 000-51003
 
 CALAMOS ASSET MANAGEMENT, INC.
 (Exact Name of Registrant as Specified in its Charter)
 
 Delaware
(State or Other Jurisdiction of 
Incorporation or Organization)
    
    32-0122554
(I.R.S. Employer
Identification No.)2020 Calamos Court, Naperville, Illinois
(Address of Principal Executive Offices)
    
    60563
(Zip Code)
 (630) 245-7200
 
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ




---



TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONItem 1. Financial StatementsItem 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPART II  OTHER INFORMATIONItem 1. Legal ProceedingsItem 6. ExhibitsSIGNATURESEX-31.1EX-31.2EX-32.1EX-32.2    Table of Contents  
 PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except share data)
 March 31,
    
    
    December 31,2010
    
    
    2009(unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    115,002
    
    
    $
    145,431Receivables:Affiliates and affiliated funds
    
    
    18,419
    
    
    
    17,174Customers
    
    
    9,898
    
    
    
    9,315Investment securities
    
    
    241,168
    
    
    
    207,886Derivative assets
    
    
    1,276
    
    
    
    1,720Partnership investments
    
    
    38,313
    
    
    
    37,549Prepaid expenses
    
    
    3,641
    
    
    
    2,741Deferred tax assets, net
    
    
    9,816
    
    
    
    9,610Other current assets
    
    
    1,589
    
    
    
    2,133Total current assets
    
    
    439,122
    
    
    
    433,559Non-current assets:Deferred tax assets, net
    
    
    74,695
    
    
    
    76,646Deferred sales commissions
    
    
    11,941
    
    
    
    12,705Property and equipment, net of accumulated depreciation ($42,524 at March 31,
2010and $40,174 at December 31, 2009)
    
    
    30,747
    
    
    
    32,912Other non-current assets
    
    
    1,174
    
    
    
    1,256Total non-current assets
    
    
    118,557
    
    
    
    123,519Total assets
    
    $
    557,679
    
    
    $
    557,078LIABILITIESCurrent liabilities:Payables to brokers
    
    $
    16,960
    
    
    $
    16,102Accrued compensation and benefits
    
    
    6,628
    
    
    
    15,768Interest payable
    
    
    1,968
    
    
    
    3,026Derivative liabilities
    
    
    2,682
    
    
    
    3,450Accrued expenses and other current liabilities
    
    
    3,337
    
    
    
    3,711Total current liabilities
    
    
    31,575
    
    
    
    42,057Long-term liabilities:Long-term debt
    
    
    125,000
    
    
    
    125,000Deferred rent
    
    
    9,452
    
    
    
    9,419Other long-term liabilities
    
    
    576
    
    
    
    776Total long-term liabilities
    
    
    135,028
    
    
    
    135,195Total liabilities
    
    
    166,603
    
    
    
    177,252STOCKHOLDERS EQUITYClass A Common Stock, $0.01 par value; authorized 600,000,000 shares; 23,893,630
shares issued and 19,893,630 shares outstanding at March 31, 2010; 23,668,583
shares issued and 19,668,583 shares outstanding at December 31, 2009
    
    
    239
    
    
    
    237Class B Common Stock, $0.01 par value; authorized 1,000 shares; 100 shares issued
and outstanding at March 31, 2010 and December 31, 2009
    
    
    0
    
    
    
    0Additional paid-in capital
    
    
    210,687
    
    
    
    209,895Retained earnings
    
    
    49,334
    
    
    
    46,035Accumulated other comprehensive income
    
    
    4,411
    
    
    
    4,362Treasury stock at cost; 4,000,000 shares at March 31, 2010 and December 31, 2009
    
    
    (95,215
    )
    
    
    (95,215
    )Calamos Asset Management, Inc. stockholders equity
    
    
    169,456
    
    
    
    165,314Non-controlling interest in Calamos Holdings LLC
    
    
    219,988
    
    
    
    212,887Non-controlling interest in partnership investments
    
    
    1,632
    
    
    
    1,625Total non-controlling interest
    
    
    221,620
    
    
    
    214,512Total stockholders equity
    
    
    391,076
    
    
    
    379,826Total liabilities and stockholders equity
    
    $
    557,679
    
    
    $
    557,078
  -2-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended March 31, 2010 and 2009
(in thousands, except share data)
(unaudited)
 2010
    
    
    2009REVENUESInvestment management fees
    
    $
    58,570
    
    
    $
    42,001Distribution and underwriting fees
    
    
    21,835
    
    
    
    17,028Other
    
    
    725
    
    
    
    540Total revenues
    
    
    81,130
    
    
    
    59,569EXPENSESEmployee compensation and benefits
    
    
    20,132
    
    
    
    18,091Distribution expenses
    
    
    16,790
    
    
    
    12,478Amortization of deferred sales commissions
    
    
    2,566
    
    
    
    4,654Marketing and sales promotion
    
    
    2,732
    
    
    
    2,522General and administrative
    
    
    8,392
    
    
    
    8,634Total operating expenses
    
    
    50,612
    
    
    
    46,379Operating income
    
    
    30,518
    
    
    
    13,190NON-OPERATING INCOMENet interest expense
    
    
    (1,844
    )
    
    
    (1,786
    )Investment and other income
    
    
    8,753
    
    
    
    14,071Total non-operating income
    
    
    6,909
    
    
    
    12,285Income before income tax provision
    
    
    37,427
    
    
    
    25,475Income tax provision
    
    
    3,222
    
    
    
    2,417Net income
    
    
    34,205
    
    
    
    23,058Net income attributable to non-controlling interest in Calamos Holdings LLC
    
    
    (29,387
    )
    
    
    (19,675
    )Net income attributable to non-controlling interest in partnership investments
    
    
    (7
    )
    
    
    (31
    )Net income attributable to Calamos Asset Management, Inc.
    
    $
    4,811
    
    
    $
    3,352Earnings per share:Basic
    
    $
    0.24
    
    
    $
    0.17Diluted
    
    $
    0.24
    
    
    $
    0.17Weighted average shares outstanding:Basic
    
    
    19,820,744
    
    
    
    19,606,936Diluted
    
    
    20,122,940
    
    
    
    19,751,288Cash dividends per share
    
    $
    0.075
    
    
    $
    0.055
  -3-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY
Three Months Ended March 31, 2010
(in thousands)
(unaudited)
 CALAMOS ASSET MANAGEMENT, INC. STOCKHOLDERS

    
    
    Non-controllingAdditional
    
    
    
    
    
    
    Accumulated Other
    
    
    
    
    
    
    interest in
    
    
    Non-controllingCommon
    
    
    Paid-in
    
    
    Retained
    
    
    Comprehensive
    
    
    Treasury
    
    
    partnership
    
    
    interest in CalamosStock
    
    
    Capital
    
    
    Earnings
    
    
    Income
    
    
    Stock
    
    
    investments
    
    
    Holdings LLC
    
    
    TotalBalance at Dec. 31, 2009
    
    $
    237
    
    
    $
    209,895
    
    
    $
    46,035
    
    
    $
    4,362
    
    
    $
    (95,215
    )
    
    $
    1,625
    
    
    $
    212,887
    
    
    $
    379,826Net income
    
    
    
    
    
    
    
    
    
    
    4,811
    
    
    
    
    
    
    
    
    
    
    
    7
    
    
    
    29,387
    
    
    
    34,205Changes in unrealized
gains on available-for-
sale securities, net of
income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    717
    
    
    
    
    
    
    
    
    
    
    
    4,156
    
    
    
    4,873Reclassification
adjustment for realized
gains on available-for-sale
securities included in
income, net of income tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (732
    )
    
    
    
    
    
    
    
    
    
    
    (7,164
    )
    
    
    (7,896
    )Total comprehensive
income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,182Issuance of common stock
(225,047 Class A common
shares)
    
    
    2
    
    
    
    (2
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cumulative impact of
changes in ownership of
Calamos Holdings LLC
    
    
    
    
    
    
    279
    
    
    
    (3
    )
    
    
    64
    
    
    
    
    
    
    
    
    
    
    
    (1,413
    )
    
    
    (1,073
    )Compensation expense
recognized under stock
incentive plans
    
    
    
    
    
    
    515
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,866
    
    
    
    2,381Dividend equivalent accrued
under stock incentive plans.
    
    
    
    
    
    
    
    
    
    
    (28
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (98
    )
    
    
    (126
    )Distribution to
non-controlling interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,633
    )
    
    
    (19,633
    )Dividends declared
    
    
    
    
    
    
    
    
    
    
    (1,481
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,481
    )Balance at March 31, 2010
    
    $
    239
    
    
    $
    210,687
    
    
    $
    49,334
    
    
    $
    4,411
    
    
    $
    (95,215
    )
    
    $
    1,632
    
    
    $
    219,988
    
    
    $
    391,076
  -4-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, 2010 and 2009
(in thousands)
(unaudited)
 2010
    
    
    2009Cash and cash equivalents at beginning of period
    
    $
    145,431
    
    
    $
    59,425Cash flows from operating activities:Net income
    
    
    34,205
    
    
    
    23,058Adjustments to reconcile net income to net cash provided by
operating activities:Amortization of deferred sales commissions
    
    
    2,566
    
    
    
    4,654Other depreciation and amortization
    
    
    2,457
    
    
    
    2,468Change in unrealized depreciation (appreciation) on
trading securities, derivative assets, derivative
liabilities and partnership investments, net
    
    
    (601
    )
    
    
    7,789Net realized gain on sale of investment securities,
derivative assets and derivative liabilities
    
    
    (7,104
    )
    
    
    (20,788
    )Deferred taxes
    
    
    1,995
    
    
    
    2,426Stock based compensation
    
    
    2,381
    
    
    
    1,959Employee taxes paid on vesting under stock incentive plans
    
    
    (1,017
    )
    
    
    (175
    )(Increase) decrease in assets:Receivables:Affiliates and affiliated funds, net
    
    
    (1,245
    )
    
    
    255Customers
    
    
    (583
    )
    
    
    24Deferred sales commissions
    
    
    (1,802
    )
    
    
    (1,333
    )Other assets
    
    
    (687
    )
    
    
    7,999Increase (decrease) in liabilities:Payables to brokers
    
    
    858
    
    
    
    (609
    )Accrued compensation and benefits
    
    
    (9,140
    )
    
    
    (4,972
    )Accrued expenses and other liabilities
    
    
    (1,400
    )
    
    
    (1,058
    )Net cash provided by operating activities
    
    
    20,883
    
    
    
    21,697Cash flows provided by (used in) investing activities:Net additions to property and equipment
    
    
    (261
    )
    
    
    (136
    )Purchase of investment securities
    
    
    (119,657
    )
    
    
    (768
    )Proceeds from sale of investment securities
    
    
    93,855
    
    
    
    Net (purchases) sales of derivatives
    
    
    (4,097
    )
    
    
    22,741Net changes in partnership investments
    
    
    (95
    )
    
    
    (118
    )Net cash provided by (used in) investing activities
    
    
    (30,255
    )
    
    
    21,719Cash flows used in financing activities:Deferred tax benefit on vesting under stock incentive plans
    
    
    57
    
    
    
    136Distributions paid to non-controlling interests
    
    
    (19,633
    )
    
    
    (4,081
    )Dividends paid to common stockholders
    
    
    (1,481
    )
    
    
    (1,078
    )Net cash used in financing activities
    
    
    (21,057
    )
    
    
    (5,023
    )Net increase (decrease) in cash
    
    
    (30,429
    )
    
    
    38,393Cash and cash equivalents at end of period
    
    $
    115,002
    
    
    $
    97,818
  -5-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
 (1) Organization and Description of Business
  (2) Basis of Presentation
       -6-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 (3) Investment Securities
  March 31, 2010Available-for-
    
    
    CFS
    
    
    Total Investment(in thousands)
    
    Sale
    
    
    Securities
    
    
    SecuritiesMutual FundsEquity
    
    $
    96,831
    
    
    $
    28,513
    
    
    $
    125,344Fixed income
    
    
    85,001
    
    
    
    
    
    
    
    85,001Defensive equity
    
    
    29,426
    
    
    
    
    
    
    
    29,426Other
    
    
    1,285
    
    
    
    
    
    
    
    1,285Total mutual funds
    
    
    212,543
    
    
    
    28,513
    
    
    
    241,056Common stock
    
    
    
    
    
    
    112
    
    
    
    112$
    212,543
    
    
    $
    28,625
    
    
    $
    241,168
 December 31, 2009Available-for-
    
    
    CFS
    
    
    Total Investment(in thousands)
    
    Sale
    
    
    Securities
    
    
    SecuritiesMutual FundsEquity
    
    $
    67,981
    
    
    $
    27,938
    
    
    $
    95,919Fixed income
    
    
    81,908
    
    
    
    
    
    
    
    81,908Defensive equity
    
    
    28,736
    
    
    
    
    
    
    
    28,736Other
    
    
    1,218
    
    
    
    
    
    
    
    1,218Total mutual funds
    
    
    179,843
    
    
    
    27,938
    
    
    
    207,781Common stock
    
    
    
    
    
    
    105
    
    
    
    105$
    179,843
    
    
    $
    28,043
    
    
    $
    207,886
   -7-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Three Months Ended March 31,(in thousands)
    
    2010
    
    
    2009Available-for-sale securities:Proceeds from sale
    
    $
    93,855
    
    
    $
    Gross realized gains on sales
    
    
    10,229
    
    
    
    Unrealized gains (losses)
    
    
    5,308
    
    
    
    (2,109
    )Net gains reclassified out of
accumulated other comprehensive
income to earnings
    
    
    8,638
    
    
    
    CFS securities:Unrealized gains (losses)
    
    
    581
    
    
    
    (1,640
    )
  March 31,
    
    
    December 31,(in thousands)
    
    2010
    
    
    2009Total cumulative unrealized gains on available-for-sale
securities with net gains:Equity
    
    $
    21,942
    
    
    $
    21,965Defensive equity
    
    
    8,353
    
    
    
    7,669Fixed income
    
    
    2,561
    
    
    
    6,581Other
    
    
    43
    
    
    
    32Total gains
    
    
    32,899
    
    
    
    36,247Total cumulative unrealized losses on available-for-sale
securities with net losses:Equity
    
    
    (39
    )
    
    
    (26
    )Defensive equity
    
    
    (19
    )
    
    
    (24
    )Fixed income
    
    
    (26
    )
    
    
    (16
    )Other
    
    
    (265
    )
    
    
    (300
    )Total losses
    
    
    (349
    )
    
    
    (366
    )Total cumulative net unrealized gains on
available-for-sale securities
    
    $
    32,550
    
    
    $
    35,881
   -8-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 (4) Derivative Assets and Liabilities
   (5) Partnership Investments
  March 31,
    
    
    December 31,(in thousands)
    
    2010
    
    
    2009Calamos Market Neutral Opportunities Fund LP:Securities owned
    
    $
    21,139
    
    
    $
    21,976Securities sold but not yet purchased
    
    
    (10,675
    )
    
    
    (10,934
    )Accrued expenses and other current liabilities
    
    
    (76
    )
    
    
    (112
    )Other current assets
    
    
    8,897
    
    
    
    8,222Calamos Market Neutral Opportunities Fund LP, net
    
    
    19,285
    
    
    
    19,152Investment in other partnerships
    
    
    19,028
    
    
    
    18,397Partnership investments
    
    $
    38,313
    
    
    $
    37,549
   (6) Fair Value Measurements
  -9-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
   Fair Value Measurements UsingQuoted Prices inActive Markets for
    
    
    Significant Other(in thousands)
    
    
    
    
    
    Identical Assets
    
    
    Observable InputsDescription
    
    March 31, 2010
    
    
    (Level 1)
    
    
    (Level 2)Investment securities (Note 3)Mutual funds
    
    $
    241,056
    
    
    $
    241,056
    
    
    $
    Common stocks
    
    
    112
    
    
    
    112
    
    
    
    241,168
    
    
    
    241,168
    
    
    
    Derivative assets (Note 4)Exchange-traded put option contracts
    
    
    1,276
    
    
    
    1,276
    
    
    
    Derivative liabilities (Note 4)Exchange-traded call option contracts
    
    
    (2,682
    )
    
    
    (2,682
    )
    
    
    Securities and derivatives owned by the
Partnership (Note 5)Common stocks
    
    
    530
    
    
    
    530
    
    
    
    Convertible preferred stocks
    
    
    1,111
    
    
    
    635
    
    
    
    476Purchased options
    
    
    138
    
    
    
    138
    
    
    
    Convertible bonds
    
    
    18,664
    
    
    
    
    
    
    
    18,664Corporate bonds
    
    
    696
    
    
    
    
    
    
    
    69621,139
    
    
    
    1,303
    
    
    
    19,836Securities sold but not yet purchased by the
Partnership and derivative liabilities
(Note 5)Common stocks
    
    
    (10,668
    )
    
    
    (10,668
    )
    
    
    Exchange-traded call option contracts
    
    
    (7
    )
    
    
    (7
    )
    
    
    (10,675
    )
    
    
    (10,675
    )
    
    
    Total
    
    $
    250,226
    
    
    $
    230,390
    
    
    $
    19,836
 -10-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Fair Value Measurements UsingQuoted Prices inActive Markets for
    
    
    Significant Other(in thousands)
    
    
    
    
    
    Identical Assets
    
    
    Observable InputsDescription
    
    December 31, 2009
    
    
    (Level 1)
    
    
    (Level 2)Investment securities (Note 3)Mutual funds
    
    $
    207,781
    
    
    $
    207,781
    
    
    $
    Common stocks
    
    
    105
    
    
    
    105
    
    
    
    207,886
    
    
    
    207,886
    
    
    
    Derivative assets (Note 4)Exchange-traded put option contracts
    
    
    1,720
    
    
    
    1,720
    
    
    
    Derivative liabilities (Note 4)Exchange-traded call option contracts
    
    
    (3,450
    )
    
    
    (3,450
    )
    
    
    Securities and derivatives owned by the
Partnership (Note 5)Common stocks
    
    
    532
    
    
    
    532
    
    
    
    Convertible preferred stocks
    
    
    1,767
    
    
    
    660
    
    
    
    1,107Purchased options
    
    
    179
    
    
    
    179
    
    
    
    Convertible bonds
    
    
    18,798
    
    
    
    
    
    
    
    18,798Corporate bonds
    
    
    700
    
    
    
    
    
    
    
    70021,976
    
    
    
    1,371
    
    
    
    20,605Securities sold but not yet purchased by the
Partnership and derivative liabilities (Note 5)Common stocks
    
    
    (10,893
    )
    
    
    (10,893
    )
    
    
    Exchange-traded call option contracts
    
    
    (41
    )
    
    
    (41
    )
    
    
    (10,934
    )
    
    
    (10,934
    )
    
    
    Total
    
    $
    217,198
    
    
    $
    196,593
    
    
    $
    20,605
 (7) Fair Value of Financial Instruments
   -11-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 (8) Earnings Per Share
  Three Months EndedMarch 31,(in thousands, except per share data)
    
    2010
    
    
    2009Earnings per share  basicEarnings available to common shareholders
    
    $
    4,811
    
    
    $
    3,352Weighted average shares outstanding
    
    
    19,821
    
    
    
    19,607Earnings per share  basic
    
    $
    0.24
    
    
    $
    0.17Earnings per share  dilutedEarnings available to common shareholders
    
    $
    4,811
    
    
    $
    3,352Weighted average shares outstanding
    
    
    19,821
    
    
    
    19,607Dilutive impact of restricted stock units
    
    
    302
    
    
    
    144Weighted average diluted shares outstanding
    
    
    20,123
    
    
    
    19,751Earnings per share  diluted
    
    $
    0.24
    
    
    $
    0.17
     Three Months EndedMarch 31,2010
    
    
    2009Exchange of Calamos Interests ownership
interest in Holdings for shares of Class A
common stock
    
    
    52,506,228
    
    
    
    20,005,231Restricted stock units
    
    
    44,083
    
    
    
    1,051,049Stock options
    
    
    2,452,653
    
    
    
    2,580,625Total
    
    
    55,002,964
    
    
    
    23,636,905
 -12-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
  (9) Stock Based Compensation
     (10) Income Taxes
  -13-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 (11) Non-operating Income, Net of Non-controlling Interest in Partnership Investments
  Three Months EndedMarch 31,(in thousands)
    
    2010
    
    
    2009Interest income
    
    $
    106
    
    
    $
    164Interest expense
    
    
    (1,950
    )
    
    
    (1,950
    )Net interest expense
    
    
    (1,844
    )
    
    
    (1,786
    )Investment income
    
    
    8,602
    
    
    
    13,880Miscellaneous other income
    
    
    151
    
    
    
    191Investment and other income
    
    
    8,753
    
    
    
    14,071Non-operating income
    
    
    6,909
    
    
    
    12,285Net income attributable to non-controlling
interest in partnership investments
    
    
    (7
    )
    
    
    (31
    )Non-operating income, net of non-
controlling interest in partnership investments
    
    $
    6,902
    
    
    $
    12,254
 (12) Capital Stock Activities
  (in thousands)Calamos Interests
    
    $
    19,633Calamos Asset Management, Inc.
    
    
    5,521Total
    
    $
    25,154
   (in thousands)Calamos Interests
    
    $
    15,692Calamos Asset Management, Inc.
    
    
    4,340Total
    
    $
    20,032
 (13) Recently Issued Accounting Pronouncements
  -14-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued)
 Consolidation, Amendments for Certain Investment Funds,
 Subsequent Events, Amendments to Certain
Recognition and Disclosure Requirements,
 Technical Corrections to Various Topics,
 Fair Value Measurements and Disclosures,
 -15-




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
   March 31,(in millions)
    
    2010
    
    
    2009Mutual FundsOpen-end funds
    
    $
    19,959
    
    
    $
    13,330Closed-end funds
    
    
    5,081
    
    
    
    3,759Total mutual funds
    
    
    25,040
    
    
    
    17,089Separate AccountsInstitutional accounts
    
    
    5,047
    
    
    
    3,573Managed accounts
    
    
    2,876
    
    
    
    2,807Total separate accounts
    
    
    7,923
    
    
    
    6,380Total Assets Under Management
    
    $
    32,963
    
    
    $
    23,469
   -16-




---



##### Table of Contents



Operating Results
 Three Months Ended March 31, 2010 Compared to Three Months Ended March 31, 2009
 Assets Under Management
  Three Months Ended March 31,
    
    
    Change( in millions)
    
    2010
    
    
    2009
    
    
    Amount
    
    
    PercentTotal Mutual FundsBeginning assets under management
    
    $
    24,480
    
    
    $
    17,498
    
    
    $
    6,982
    
    
    
    40
    %Net redemptions
    
    
    (32
    )
    
    
    (190
    )
    
    
    158
    
    
    
    83Market appreciation (depreciation)
    
    
    592
    
    
    
    (219
    )
    
    
    811
    
    
    
    *Ending assets under management
    
    
    25,040
    
    
    
    17,089
    
    
    
    7,951
    
    
    
    47Average assets under management
    
    
    24,347
    
    
    
    16,810
    
    
    
    7,537
    
    
    
    45InstitutionalBeginning assets under management
    
    
    4,619
    
    
    
    3,498
    
    
    
    1,121
    
    
    
    32
    %Net purchases
    
    
    259
    
    
    
    38
    
    
    
    221
    
    
    
    582Market appreciation
    
    
    169
    
    
    
    37
    
    
    
    132
    
    
    
    357Ending assets under management
    
    
    5,047
    
    
    
    3,573
    
    
    
    1,474
    
    
    
    41Average assets under management
    
    
    4,722
    
    
    
    3,434
    
    
    
    1,288
    
    
    
    38Managed AccountsBeginning assets under management
    
    
    3,615
    
    
    
    3,044
    
    
    
    571
    
    
    
    19
    %Net redemptions
    
    
    (774
    )
    
    
    (279
    )
    
    
    (495
    )
    
    
    (177
    )Market appreciation
    
    
    35
    
    
    
    42
    
    
    
    (7
    )
    
    
    (17
    )Ending assets under management
    
    
    2,876
    
    
    
    2,807
    
    
    
    69
    
    
    
    2Average assets under management
    
    
    3,279
    
    
    
    2,861
    
    
    
    418
    
    
    
    15Total Assets Under ManagementBeginning assets under management
    
    
    32,714
    
    
    
    24,040
    
    
    
    8,674
    
    
    
    36
    %Net redemptions
    
    
    (547
    )
    
    
    (431
    )
    
    
    (116
    )
    
    
    27Market appreciation (depreciation)
    
    
    796
    
    
    
    (140
    )
    
    
    936
    
    
    
    *Ending assets under management
    
    
    32,963
    
    
    
    23,469
    
    
    
    9,494
    
    
    
    40Average assets under management
    
    $
    32,348
    
    
    $
    23,105
    
    
    $
    9,243
    
    
    
    40
 
 *
    
    Not meaningful.   -17-




---



##### Table of Contents



Financial Overview
 Three Months Ended March 31,
    
    
    Change(in thousands, except margin)
    
    2010
    
    
    2009
    
    
    Amount
    
    
    PercentOperating income
    
    $
    30,518
    
    
    $
    13,190
    
    
    $
    17,328
    
    
    
    131
    %Operating margin
    
    
    37.6
    %
    
    
    22.1
    %
    
    
    15.5
    %
    
    
    70
    %Net income attributable to Calamos
Asset Management, Inc.
    
    $
    4,811
    
    
    $
    3,352
    
    
    $
    1,459
    
    
    
    44
    %
   Three Months Ended March 31,(in thousands)
    
    2010
    
    
    2009Distribution and underwriting fees
    
    $
    21,835
    
    
    $
    17,028Distribution
expenses
    
    
    (16,790
    )
    
    
    (12,478
    )Amortization of deferred sales commissions
    
    
    (2,566
    )
    
    
    (4,654
    )Net distribution fees
    
    $
    2,479
    
    
    $
    (104
    )Net distribution fee margin
    
    
    11
    %
    
    
    (1
    )%
  -18-




---



##### Table of Contents



Revenues
  Three Months Ended March 31,
    
    
    Change(in thousands)
    
    2010
    
    
    2009
    
    
    Amount
    
    
    PercentInvestment management fees
    
    $
    58,570
    
    
    $
    42,001
    
    
    $
    16,569
    
    
    
    39
    %Distribution and underwriting fees
    
    
    21,835
    
    
    
    17,028
    
    
    
    4,807
    
    
    
    28Other
    
    
    725
    
    
    
    540
    
    
    
    185
    
    
    
    34Total revenues
    
    $
    81,130
    
    
    $
    59,569
    
    
    $
    21,561
    
    
    
    36
    %
   Operating Expenses
  Three Months Ended March 31,
    
    
    Change(in thousands)
    
    2010
    
    
    2009
    
    
    Amount
    
    
    PercentEmployee compensation and benefits
    
    $
    20,132
    
    
    $
    18,091
    
    
    $
    2,041
    
    
    
    11
    %Distribution expenses
    
    
    16,790
    
    
    
    12,478
    
    
    
    4,312
    
    
    
    35Amortization of deferred sales
commissions
    
    
    2,566
    
    
    
    4,654
    
    
    
    (2,088
    )
    
    
    (45
    )Marketing and sales promotion
    
    
    2,732
    
    
    
    2,522
    
    
    
    210
    
    
    
    8General and administrative
    
    
    8,392
    
    
    
    8,634
    
    
    
    (242
    )
    
    
    (3
    )Total operating expenses
    
    $
    50,612
    
    
    $
    46,379
    
    
    $
    4,233
    
    
    
    9
    %
 -19-




---



##### Table of Contents



Non-operating Activities, Net of Non-controlling Interest in Partnership Investments
  Three Months Ended March 31,(in thousands)
    
    2010
    
    
    2009
    
    
    ChangeInterest income
    
    $
    106
    
    
    $
    164
    
    
    $
    (58
    )Interest expense
    
    
    (1,950
    )
    
    
    (1,950
    )
    
    
    Net interest expense
    
    
    (1,844
    )
    
    
    (1,786
    )
    
    
    (58
    )Investment income
    
    
    8,602
    
    
    
    13,880
    
    
    
    (5,278
    )Miscellaneous other income
    
    
    151
    
    
    
    191
    
    
    
    (40
    )Investment and other income
    
    
    8,753
    
    
    
    14,071
    
    
    
    (5,318
    )Non-operating income
    
    
    6,909
    
    
    
    12,285
    
    
    
    (5,376
    )Net income attributable to non-controlling
interest in partnership investments
    
    
    (7
    )
    
    
    (31
    )
    
    
    24Non-operating income, net of non-
controlling interest in partnerships
    
    $
    6,902
    
    
    $
    12,254
    
    
    $
    (5,352
    )
   -20-




---



##### Table of Contents



Three Months Ended March 31, 2010Change inAccumulatedOtherNon-Operating
    
    
    Comprehensive(in thousands)
    
    Income
    
    
    Income
    
    
    TotalMutual funds and common stock
    
    $
    11,612
    
    
    $
    (3,330
    )
    
    $
    8,282Partnership investments
    
    
    764
    
    
    
    
    
    
    
    764Equity option contracts
    
    
    (3,774
    )
    
    
    
    
    
    
    (3,774
    )Investment income
    
    
    8,602
    
    
    
    (3,330
    )
    
    
    5,272Non-controlling interest in
partnership investments
    
    
    (7
    )
    
    
    
    
    
    
    (7
    )Investment portfolio results.
    
    $
    8,595
    
    
    
    
    
    
    $
    5,265Less: Non-controlling interest inCalamos Holdings LLC
    
    
    
    
    
    
    3,008Deferred income taxes
    
    
    
    
    
    
    307Change in accumulated other
comprehensive income
    
    
    
    
    
    $
    (15
    )
  Income Taxes
  Net Income
  Liquidity and Capital Resource
  -21-




---



##### Table of Contents



Increase(in thousands)
    
    March 31, 2010
    
    
    December 31, 2009
    
    
    (Decrease)Cash and cash equivalents
    
    $
    115,002
    
    
    $
    145,431
    
    
    $
    (30,429
    )Investment securities
    
    
    241,168
    
    
    
    207,886
    
    
    
    33,282Derivatives, net
    
    
    (1,406
    )
    
    
    (1,730
    )
    
    
    324Partnership investments, net of non-controlling
interests
    
    
    36,681
    
    
    
    35,924
    
    
    
    757Total corporate investment portfolio
    
    $
    391,445
    
    
    $
    387,511
    
    
    $
    3,934
  Increase(in thousands)
    
    (Decrease)Net realized and unrealized gains (losses) on investment securities:Mutual funds
    
    $
    7,481Partnership investments
    
    
    661Equity option contracts
    
    
    (3,774
    )Other net cash generated by business activities
    
    
    (434
    )$
    3,934
   Results as ofCovenant
    
    March 31, 2010EBITDA/interest expense  not less than 3.0
    
    
    17.22Debt/EBITDA  not more than 3.0
    
    
    0.93Investment coverage ratio  not less than 1.175
    
    
    2.4Net worth  not less than $160 million
    
    $281 million
  March 31,
    
    
    December 31,(in thousands)
    
    2010
    
    
    2009Statements of financial condition data:Cash and cash equivalents
    
    $
    115,002
    
    
    $
    145,431Receivables
    
    
    28,317
    
    
    
    26,489Investment securities and derivatives, net
    
    
    239,762
    
    
    
    206,156Partnership investments, net
    
    
    36,681
    
    
    
    35,924Deferred tax assets, net
    
    
    84,511
    
    
    
    85,256Deferred sales commissions
    
    
    11,941
    
    
    
    12,705Long-term debt
    
    
    125,000
    
    
    
    125,000
 -22-




---



##### Table of Contents



March 31,(in thousands)
    
    2010
    
    
    2009Cash flow data:Net cash provided by operating activities
    
    $
    20,883
    
    
    $
    21,697Net cash provided by (used in) investing
activities
    
    
    (30,255
    )
    
    
    21,719Net cash used in financing activities
    
    
    (21,057
    )
    
    
    (5,023
    )
   Recently Issued Accounting Pronouncements
 Consolidation,
Amendments for Certain Investment Funds,
 Critical Accounting Policies
  Other Information
  Forward-Looking Information
  -23-




---



##### Table of Contents



Risk
Factors
  
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
  
 Item 4. Controls and Procedures
   -24-




---



##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 6. Exhibits
 3(i)
    
    Second Amended and Restated Certificate of Incorporation of the Registrant
(incorporated by reference to Exhibit 3.1 to the Registrants Annual Report on
Form 10-K filed with the Securities and Exchange Commission on March 13,
2009).3(ii)
    
    Second Amended and Restated By-Laws of the Registrant (incorporated by
reference to Exhibit 3.2 to the Registrants Annual Report on Form 10-K filed
with the Securities and Exchange Commission on March 13, 2009).4.1
    
    Stockholders Agreement among John P. Calamos, Sr., Nick P. Calamos and John
P. Calamos, Jr., certain trusts controlled by them, Calamos Family Partners,
Inc. and the Registrant (incorporated by reference to Exhibit 4.1 to the
Registrants Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on December 3, 2004).4.2
    
    Registration Rights Agreement between Calamos Family Partners, Inc., John P.
Calamos, Sr. and the Registrant (incorporated by reference to Exhibit 4.2 to
the Registrants Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on December 3, 2004).10.1
    
    Calamos Asset Management, Inc. Incentive Compensation Plan, as amended
effective May 22, 2009 (incorporated by reference to Exhibit 10.1 to the
Registrants Current Report on Form 8-K filed with the Securities and Exchange
Commission on May 27, 2009).31.1
    
    Certification pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act.31.2
    
    Certification pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act.32.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
 -25-




---



##### Table of Contents



SIGNATURES
  CALAMOS ASSET MANAGEMENT, INC.
(Registrant)Date:  May 6, 2010
    By:
    /s/ Cristina WasiakCristina WasiakChief Financial Officer -26-