##### 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, 2005 - 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
    
    32-0122554(State or Other Jurisdiction of
    
    (I.R.S. EmployerIncorporation or Organization)
    
    Identification No.)1111 E. Warrenville Road, Naperville, Illinois
    
    60563(Address of Principal Executive Offices)
    
    (Zip Code)
 (630) 245-7200
(Registrants telephone number, including area code)   Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days. þ Yes o No Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of
the Exchange Act). o Yes þ No At May 1, 2005, the company had 23,000,000 shares of Class A common stock and 100 shares of Class B
common stock outstanding.




---



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. ExhibitsSIGNATURESCertificationCertificationCertificationCertification    Table of Contents  
 PART I  FINANCIAL INFORMATION 
 Item 1. Financial Statements CALAMOS ASSET MANAGEMENT, INC. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except per share data) March 31,
    
    
    December 31,2005
    
    
    2004(unaudited)ASSETS:Current assetsCash and cash equivalents
    
    $
    130,420
    
    
    $
    149,768Receivables:Affiliates and affiliated funds
    
    
    22,462
    
    
    
    21,222Customers
    
    
    6,475
    
    
    
    6,012Investment securities, trading and available for sale
    
    
    169,316
    
    
    
    147,521Prepaid expenses
    
    
    2,134
    
    
    
    1,917Deferred tax asset, net
    
    
    7,356
    
    
    
    6,892Other
    
    
    4,762
    
    
    
    4,046Total current assets
    
    
    342,925
    
    
    
    337,378Non-current assetsDeferred tax asset, net
    
    
    109,411
    
    
    
    111,186Deferred sales commissions
    
    
    63,684
    
    
    
    61,417Property and equipment, net of accumulated depreciation ($4,479
at 3/31/05 and $3,588 at 12/31/04)
    
    
    15,131
    
    
    
    4,902Other non-current assets
    
    
    1,550
    
    
    
    1,569Total non-current assets
    
    
    189,776
    
    
    
    179,074Total assets
    
    
    532,701
    
    
    
    516,452LIABILITIES AND STOCKHOLDERS EQUITY:Current liabilitiesAccounts payable:Brokers
    
    
    14,157
    
    
    
    12,514Affiliates
    
    
    801
    
    
    
    813Accrued compensation and benefits
    
    
    5,601
    
    
    
    9,985Accrued expenses and other current liabilities
    
    
    13,115
    
    
    
    17,767Total current liabilities
    
    
    33,674
    
    
    
    41,079Long-term liabilitiesLong-term debt
    
    
    150,000
    
    
    
    150,000Other long-term liabilities
    
    
    308
    
    
    
    263Total long-term liabilities
    
    
    150,308
    
    
    
    150,263Total liabilities
    
    
    183,982
    
    
    
    191,342Minority interest in partnership investments
    
    
    32,672
    
    
    
    31,322Minority interest in Calamos Holdings LLC
    
    
    151,429
    
    
    
    135,294Stockholders equity:Class A Common Stock, $0.01 par value. Authorized 600,000,000
shares; issued and outstanding 23,000,000 shares
    
    
    230
    
    
    
    230Class B Common Stock, $0.01 par value. Authorized 1,000 shares;
issued and outstanding 100 shares
    
    
    
    
    
    
    Additional paid-in capital
    
    
    154,385
    
    
    
    154,156Retained earnings
    
    
    8,735
    
    
    
    2,364Accumulated other comprehensive income
    
    
    1,268
    
    
    
    1,744Total stockholders equity
    
    
    164,618
    
    
    
    158,494Total liabilities, minority interest and stockholders equity
    
    $
    532,701
    
    
    $
    516,452
 See accompanying notes to consolidated financial statements. -2-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended March 31, 2005 and 2004
(in thousands, except per share data) (Unaudited)2005
    
    
    2004(Predecessor)Revenues:Investment management fees
    
    $
    65,840
    
    
    $
    41,252Distribution and underwriting fees
    
    
    30,625
    
    
    
    22,048Other
    
    
    856
    
    
    
    360Total revenues
    
    
    97,321
    
    
    
    63,660Expenses:Employee compensation and benefits
    
    
    14,921
    
    
    
    10,778Distribution and underwriting expense
    
    
    17,671
    
    
    
    10,290Amortization of deferred sales commissions
    
    
    7,876
    
    
    
    6,633Marketing and sales promotion
    
    
    3,468
    
    
    
    9,105General and administrative
    
    
    4,396
    
    
    
    2,751Total expenses
    
    
    48,332
    
    
    
    39,557Operating income
    
    
    48,989
    
    
    
    24,103Other income (expenses):Interest expense
    
    
    (2,033
    )
    
    
    (292
    )Investment and other income
    
    
    (2,953
    )
    
    
    279Total other income (expense), net
    
    
    (4,986
    )
    
    
    (13
    )Income before minority interest and income taxes
    
    
    44,003
    
    
    
    24,090Minority interest in partnership investments
    
    
    (2,150
    )
    
    
    Income before minority interest in Calamos
Holdings LLC and income taxes
    
    
    46,153
    
    
    
    24,090Minority interest in Calamos Holdings LLC
    
    
    35,535
    
    
    
    Income before income taxes
    
    
    10,618
    
    
    
    24,090Income taxes
    
    
    4,247
    
    
    
    358Net income
    
    $
    6,371
    
    
    $
    23,732Earnings per shareBasic
    
    $
    0.28
    
    
    $
    0.25Diluted
    
    $
    0.28
    
    
    $
    0.25Weighted average shares outstandingBasic
    
    
    23,000,100
    
    
    
    96,800,000Diluted
    
    
    100,598,485
    
    
    
    96,800,000
 See accompanying notes to consolidated financial statements. -3-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
Three Months Ended March 31, 2005
(in thousands)
(unaudited) Additional
    
    
    
    
    
    
    AccumulatedCommon
    
    
    Paid-in
    
    
    Retained
    
    
    ComprehensiveStock
    
    
    Capital
    
    
    Earnings
    
    
    Income
    
    
    TotalBalance at December 31, 2004
    
    $
    230
    
    
    $
    154,156
    
    
    $
    2,364
    
    
    $
    1,744
    
    
    $
    158,494Net income
    
    
    
    
    
    
    
    
    
    
    6,371
    
    
    
    
    
    
    
    6,371Changes in unrealized gains on available-for-
sale securities, net of minority interest and
income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (476
    )
    
    
    (476
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,895Compensation expense recognized under stock
incentive plans, net of minority interest
    
    
    
    
    
    
    229
    
    
    
    
    
    
    
    
    
    
    
    229Balance at March 31, 2005
    
    $
    230
    
    
    $
    154,385
    
    
    $
    8,735
    
    
    $
    1,268
    
    
    $
    164,618
 See accompanying notes to consolidated financial statements. -4-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, 2005 and 2004
(in thousands) (Unaudited)2005
    
    
    2004(Predecessor)Cash and cash equivalents at beginning of year
    
    $
    149,768
    
    
    $
    5,073Cash flows from operating activities:Net income
    
    
    6,371
    
    
    
    23,732Adjustments to reconcile net income to net cash provided by
operating activities:Minority interest in partnership investments
    
    
    (2,150
    )
    
    
    Minority interest in Calamos Holdings LLC
    
    
    35,535
    
    
    
    Amortization of deferred sales commissions
    
    
    7,876
    
    
    
    6,633Other depreciation and amortization
    
    
    962
    
    
    
    287Unrealized depreciation (appreciation) on trading securities
    
    
    3,761
    
    
    
    (164
    )Unrealized depreciation (appreciation) on investment in partnership
    
    
    91
    
    
    
    (40
    )Management fee received in partnership units
    
    
    (40
    )
    
    
    (39
    )Stock-based compensation
    
    
    997
    
    
    
    Deferred taxes
    
    
    1,625
    
    
    
    Increase in assets:Accounts receivable:Customers
    
    
    (463
    )
    
    
    (585
    )Affiliates and affiliated mutual funds
    
    
    (1,240
    )
    
    
    (4,302
    )Deferred acquisition costs

    
    
    (10,143
    )
    
    
    (12,654
    )Other assets
    
    
    (1,036
    )
    
    
    (881
    )Increase (decrease) in liabilities:Accounts payable
    
    
    1,631
    
    
    
    2,816Accrued compensation and benefits and deferred compensation
    
    
    (4,384
    )
    
    
    (1,974
    )Other liabilities and accrued expenses
    
    
    2,386
    
    
    
    6,881Net cash provided by operating activities
    
    
    41,779
    
    
    
    19,710Cash flows provided by (used in) investing activities:Net additions to property and equipment
    
    
    (11,120
    )
    
    
    (2,618
    )Net (purchases) proceeds of securities and partnership investments
    
    
    (25,493
    )
    
    
    129Net cash used in investing activities
    
    
    (36,613
    )
    
    
    (2,489
    )Cash flows provided by (used in) financing activities:Net payments on bank debt
    
    
    
    
    
    
    (4,383
    )Net payments on mortgage payable
    
    
    
    
    
    
    (76
    )Cash dividends paid to minority shareholders
    
    
    (22,904
    )
    
    
    (10,882
    )Cash dividends paid to common shareholders
    
    
    (1,610
    )
    
    
    Net cash used in financing activities
    
    
    (24,514
    )
    
    
    (15,341
    )Net increase (decrease) in cash
    
    
    (19,348
    )
    
    
    1,880Cash and cash equivalents at end of period
    
    $
    130,420
    
    
    $
    6,953
 See accompanying notes to consolidated financial statements. -5-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months ended March 31, 2005 and 2004
(unaudited) (1) Organization and Description of Business Calamos Asset Management, Inc. (CAM), together with its subsidiaries (the Company), primarily
provides investment advisory services to individual and institutional investors as well as
investment advisory services to a family of open-end and closed-end funds. The Company completed an
initial public offering (Offering) of its Class A common stock on November 2, 2004. Prior to the
offering, on October 15, 2004 Calamos Family Partners, Inc. (formerly known as Calamos Holdings
Inc.) (CFP), contributed all of its assets and liabilities, including all equity interests in its
wholly-owned subsidiaries, to Calamos Holdings LLC (Holdings) in exchange for all 96,800,000
membership units of Holdings. On October 20, 2004, Holdings issued 200,000 new membership units for
cash to John Calamos, Sr. On November 2, 2004, CAM applied the net proceeds of the Offering to
acquire 3,000,000 newly issued membership units directly from Holdings and 20,000,000 membership
units from CFP to become the sole manager of Holdings. As the sole manager, CAM operates and
controls all of the business and affairs of Holdings and, as a result of this control, CAM
consolidates the financial results of Holdings with its own financial results. CAM is now
conducting the business previously conducted by Calamos Family Partners, Inc. Accordingly, reported
results for the three months ended March 31, 2004 reflect the operations for Calamos Family
Partners, Inc. and its subsidiaries (Predecessor). Reported results for the three months ended
March 31, 2005 reflect the results of operations for the Company. For more information regarding
the Offering and the reorganization undertaken in connection therewith (the Reorganization), see
CAMs Registration Statement on Form S-1 (File No. 333-117847) (the Registration Statement) filed
with the Securities and Exchange Commission (SEC). (2) Basis of Presentation The consolidated financial statements as of March 31, 2005 and for the three months ending March
31, 2005 and 2004 have not been audited by the Companys independent registered public accounting
firm. In the opinion of management, such information contains all adjustments, consisting of normal
recurring adjustments, necessary for a fair presentation of the financial condition and results of
operations. The results for the interim periods ended March 31 are not necessarily indicative of
the results to be obtained for a full fiscal year. Management of the Company has made a number of estimates and assumptions relating to the reporting
of assets, liabilities, revenues and expenses and the disclosure of contingent assets and
liabilities to prepare these consolidated financial statements in conformity with accounting
principles generally accepted in the United States of America. Actual results could differ from
these estimates. CFPs and John P. Calamos, Sr.s combined 77% interest in Holdings is represented as minority
interest in the Companys financial statements. (3) Earnings Per Share The following table reflects the calculation of basic and diluted earnings per share: Three Months EndedMarch 31,(in thousands, except per share data)
    
    2005
    
    
    2004Earnings per share  basicEarnings available to common shareholders
    
    $
    6,371
    
    
    $
    23,732Weighted average shares outstanding
    
    
    23,000
    
    
    
    96,800Earnings per share  basic
    
    $
    0.28
    
    
    $
    0.25
 -6-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued) Three Months EndedMarch 31,(in thousands except per share data)
    
    2005
    
    
    2004Earnings per share  dilutedIncome before minority interest in Calamos
Holdings LLC and income taxes
    
    $
    46,153
    
    
    $
    24,090Less: Impact of income taxes
    
    
    18,461
    
    
    
    358Earnings available to common shareholders
    
    $
    27,692
    
    
    $
    23,732Weighted average shares outstanding
    
    
    23,000
    
    
    
    96,800Conversion of membership units for common stock
    
    
    77,000
    
    
    
    Dilutive impact of RSUs
    
    
    547
    
    
    
    Dilutive impact of stock options
    
    
    51
    
    
    
    Weighted average shares and potential dilutive
shares outstanding
    
    
    100,598
    
    
    
    96,800Earnings per share  dilutive
    
    $
    0.28
    
    
    $
    0.25
 Diluted shares outstanding for the three months ended March 31, 2005 are calculated (a) assuming
Calamos Family Partners, Inc. and John P. Calamos, Sr. exchanged all of their membership units in
Calamos Holdings LLC for shares of the Companys Class A common stock on a one-for-one basis and
(b) including the effect of outstanding restricted stock unit and stock option awards. In
calculating diluted earnings available to common shareholders for the three months ended March 31,
2005, an effective tax rate of 40.0% was applied to income before minority interest in Calamos
Holdings LLC and income taxes of $46.2 million, resulting in earnings available to common
shareholders of $27.7 million. The impact of income taxes for the three months ended March 31, 2004
reflects the income taxes of Calamos Family Partners, which operated as an S corporation and was
not subject to U.S. federal and certain state income taxes, but was subject to Illinois replacement
taxes. The Company uses the treasury stock method to reflect the dilutive effect of unvested restricted
stock units (RSU) and unexercised stock options in diluted earnings per share. Under the treasury
stock method, if the average market price of common stock increases above the options exercise
price, the proceeds that would be assumed to be realized from the exercise of the option would be
assumed to be used to acquire outstanding shares of common stock. However, pursuant to the
Financial Accounting Standards Boards (FASB) Statement of Financial Accounting Standard (SFAS) No.
123, Accounting for Stock-Based Compensation(SFAS 123), the awards may be anti-dilutive even when
the market price of the underlying stock exceeds the related exercise price. This result is
possible because compensation cost attributed to future services and not yet recognized is included
as a component of the assumed proceeds upon exercise. As such, the dilutive effect of such options
and RSUs would result in the addition of a net number of shares to the weighted-average number of
shares used in the calculation of diluted earnings per share. Stock options for 293,500 shares and
RSUs for 97,000 shares were excluded from the computation of diluted earnings per share for the
three months ended March 31, 2005 as they were anti-dilutive. No stock options or dilutive
securities were outstanding for the three months ended March 31, 2004. (4) Stock-Based Compensation Certain employees and directors of the Company participate in equity compensation plans which are
comprised of RSUs and stock options and are designed to retain key employees. A total of
10,000,000 shares of CAMs common stock may be granted under the plan. During the three months
ended March 31, 2005, 97,000 RSUs with an estimated fair value of $2.8 million and 293,500 stock
options with an estimated fair value of $3.3 million were awarded to individuals in accordance with
the provisions of the plan. -7-




---



##### Table of Contents



CALAMOS ASSET MANAGEMENT, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued) RSUs entitle each recipient to receive a share of Class A common stock and a dividend equivalent to
the actual dividends declared on CAMs Class A common stock. RSUs are granted with no strike price
and, therefore, the Company receives no proceeds when the RSUs vest. These awards, including
accrued dividends, which fully vest between three years and six years from the date of grant, are
expensed on a straight-line basis over the vesting period. A summary of the RSU activity for the
three months ended March 31, 2005 is as follows: SharesOutstanding, December 31, 2004
    
    
    1,345,936Granted on February 15, 2005
    
    
    97,000Forfeited
    
    
    3,300Exercised
    
    
    Outstanding, March 31, 2005
    
    
    1,439,636RSUs converted during the year
    
    
    Weighted average fair value of RSUs outstanding
    
    $
    18.72
 Stock options entitle each recipient to purchase a share of Class A common stock in exchange for
the stated exercise price upon vesting of each award. Under the plan, the exercise price of each
option, which has a 10-year life, equals the market price of the Companys stock on the date of
grant. For awards granted on February 15, 2005, the exercise price at the grant date was $28.76.
The fair value of each option grant is estimated on the date of grant using the Black-Scholes
option-pricing model. For options granted during the three months ended March 31, 2005, the fair
value was estimated on the date of the grant with the following assumptions: dividend yield of
0.97%, expected volatility of 33%, risk-free interest rate of 3.91% and expected life of 7.5 years.
These awards, including accrued dividends, vest at the end of the restriction period, generally
between three and six years. The fair value of the award is expensed on a straight-line basis over
the vesting period. A summary of the stock option activity for the three months ended March 31,
2005 is as follows: WeightedAverageShares
    
    
    Exercise PriceOutstanding, December 31, 2004
    
    
    727,727
    
    
    $
    18.00Granted on February 15, 2005
    
    
    293,500
    
    
    $
    28.76Forfeited
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    Outstanding, March 31, 2005
    
    
    1,021,227
    
    
    $
    21.09Options exercisable at March 31, 2005
    
    
    Weighted average fair value of options outstanding
    
    $
    7.82
 (5) Recently Issued Accounting Pronouncements Effective January 1, 2004, we adopted the fair value recognition provisions of SFAS 123. In
December 2004, the FASB revised SFAS 123 (SFAS 123(R)), requiring public registrants to recognize
the cost resulting from all stock-based compensation transactions in their financial statements. In
April 2005, the Securities and Exchange Commission deferred the compliance date of SFAS 123(R)
until 2006 for calendar-year companies. We intend to adopt SFAS 123(R) in the first quarter of 2006
and do not believe that the implementation will have a material effect on our financial statements. -8-




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations We provide investment advisory services through our subsidiaries to institutions and individuals,
managing $38.2 billion in client assets at March 31, 2005. Our operating results fluctuate
primarily due to changes in the total value and composition of our assets under management. The
value and composition of our assets under management are, and will continue to be, influenced by a
variety of factors including purchases and redemptions of shares of the open-end funds we manage
and other investment products, fluctuations in the financial markets around the world that result
in appreciation or depreciation of assets under management and our introduction of new investment
strategies and products. The value and composition of our assets under management and our ability to continue to attract
clients depends on a variety of factors including the education of our target clients about our
investment philosophy, the delivery of best-in-class service, the relative investment performance
of our investment products as compared to competing offerings and market indices, the competitive
conditions in the mutual fund, asset management and broader financial services sectors, investor
sentiment and confidence, and our decision to close strategies when deemed to be in the best
interests of our clients. We market our investment strategies to our target clients through a variety of products designed to
suit their individual investment needs. We currently offer six types of mutual fund and separate
account investment products. The following table details our assets under management at March 31,
2005 and 2004. March 31,(In millions)
    
    2005
    
    
    2004Mutual FundsOpen-end funds
    
    $
    21,482
    
    
    $
    14,764Closed-end funds
    
    
    5,884
    
    
    
    4,556Total mutual funds
    
    
    27,366
    
    
    
    19,320Separate AccountsInstitutional accounts
    
    
    3,347
    
    
    
    2,847Managed accounts
    
    
    6,911
    
    
    
    6,475Private client accounts
    
    
    549
    
    
    
    313Alternative investments
    
    
    73
    
    
    
    18Total separate accounts
    
    
    10,880
    
    
    
    9,653Total assets under management
    
    $
    38,246
    
    
    $
    28,973
 Our revenues are substantially comprised of investment management fees earned under contracts with
the mutual funds and separate accounts that we manage. Our revenues are also comprised of
distribution and underwriting fees, including asset- based distributions and/or service fees
received pursuant to Rule 12b-1 plans. Investment management fees and distribution and
underwriting fees may fluctuate based on a number of factors, including the total value and
composition of our assets under management, market appreciation or depreciation and the level of
net purchases and redemptions, which represents the sum of new client investments, additional
funding from existing clients, withdrawals of assets from and termination of client accounts and
purchases and redemptions of mutual fund shares. The distribution of assets under management among
our investment products also has an impact on our revenues, as some products carry different fees
than others. Our largest operating expenses are employee compensation and benefits expense, which includes
salaries, incentive compensation and related benefits costs, and expenses related to the
distribution of mutual funds, including rule 12b-1 payments and amortization of deferred sales
commissions for open-end mutual funds. Operating expenses may fluctuate due to a number of factors, including variations in staffing and
compensation, changes in distribution expense as a result of fluctuations in mutual fund sales and
market appreciation or depreciation, and depreciation and amortization relating to capital
expenditures incurred to maintain and enhance our administrative and operating services
infrastructure. -9-




---



##### Table of Contents



Operating Results Three Months Ended March 31, 2005 Compared to Three Months Ended March 31, 2004 Assets Under Management Assets under management increased by $9.3 billion, or 32%, to $38.2 billion at March 31, 2005 from
$29.0 billion at March 31, 2004. At March 31, 2005, our assets under management consisted of 72%
mutual funds and 28% separate accounts, as compared to 67% mutual funds and 33% separate accounts
at March 31, 2004. Three Months EndedMarch 31,
    
    
    Change(in millions)
    
    2005
    
    
    2004
    
    
    Amount
    
    
    PercentMutual FundsBeginning assets under management
    
    $
    26,951
    
    
    $
    14,650
    
    
    $
    12,301
    
    
    
    84
    %Net purchases
    
    
    1,551
    
    
    
    4,009
    
    
    
    (2,458
    )
    
    
    61
    %Market appreciation (depreciation)
    
    
    (1,136
    )
    
    
    661
    
    
    
    (1,797
    )
    
    
    272
    %Ending assets under management
    
    
    27,366
    
    
    
    19,320
    
    
    
    8,046
    
    
    
    42
    %Average assets under management
    
    
    27,157
    
    
    
    16,616
    
    
    
    10,541
    
    
    
    63
    %Separate AccountsBeginning assets under management
    
    
    11,024
    
    
    
    9,189
    
    
    
    1,835
    
    
    
    20
    %Net purchases
    
    
    403
    
    
    
    110
    
    
    
    293
    
    
    
    266
    %Market appreciation (depreciation)
    
    
    (547
    )
    
    
    354
    
    
    
    (901
    )
    
    
    255
    %Ending assets under management
    
    
    10,880
    
    
    
    9,653
    
    
    
    1,227
    
    
    
    13
    %Average assets under management
    
    
    10,891
    
    
    
    9,439
    
    
    
    1,452
    
    
    
    15
    %Total Assets Under ManagementBeginning assets under management
    
    
    37,975
    
    
    
    23,839
    
    
    
    14,136
    
    
    
    59
    %Net purchases
    
    
    1,954
    
    
    
    4,119
    
    
    
    (2,165
    )
    
    
    53
    %Market appreciation (depreciation)
    
    
    (1,683
    )
    
    
    1,015
    
    
    
    (2,698
    )
    
    
    266
    %Ending assets under management
    
    
    38,246
    
    
    
    28,973
    
    
    
    9,273
    
    
    
    32
    %Average assets under management
    
    $
    38,048
    
    
    $
    26,055
    
    
    $
    11,993
    
    
    
    46
    %
 Mutual fund net purchases decreased by $2.5 billion, or 61%, to $1.6 billion for the three months
ended March 31, 2005 from $4.0 billion for the prior year. The decrease in mutual fund net
purchases was primarily attributable to a large closed-end fund offering during the first quarter
of 2004 that did not recur. Because closed-end funds do not continually offer new shares to
investors, net purchases of closed-end funds are entirely dependent on our ability to consummate
closed-end fund offerings. Market demand for closed-end fund offerings is difficult to predict. We
intend to monitor the market and pursue opportunities as they present themselves and when doing so
would be consistent with our business strategy. Open-end fund net purchases decreased to $1.6
billion for the three months ended March 31, 2005 from $2.0 billion for the prior year largely
driven by increasing redemptions that resulted from increased assets under management. We expect
future mutual fund purchases to be offset by an increasing amount of redemptions, which generally
result from increasing mutual fund assets under management. Separate account net purchases
increased to $403 million for the first quarter of 2005 from $110 million in the prior year due to
net purchases in our equity program. -10-




---



##### Table of Contents



Revenues Total revenues increased by $33.7 million, or 53%, to $97.3 million for the three months ended
March 31, 2005 from $63.7 million compared to the prior year. The increase was primarily due to
higher investment management fees and distribution and underwriting fees. Three Months Ended March 31,
    
    
    Change(in thousands)
    
    2005
    
    
    2004
    
    
    Amount
    
    
    PercentInvestment management fees
    
    $
    65,840
    
    
    $
    41,252
    
    
    $
    24,588
    
    
    
    60
    %Distribution and underwriting fees
    
    
    30,625
    
    
    
    22,048
    
    
    
    8,577
    
    
    
    39
    %Other
    
    
    856
    
    
    
    360
    
    
    
    496
    
    
    
    138
    %Total revenues
    
    $
    97,321
    
    
    $
    63,660
    
    
    $
    33,661
    
    
    
    53
    %
 Investment management fees increased by $24.6 million, or 60%, to $65.8 million for the three
months ended March 31, 2005 from $41.3 million for the first quarter of 2004 as a result of a $12.0
billion increase in average assets under management. The overall growth in investment management
fees was due primarily to an increase in mutual fund investment management fees, which increased to
$52.1 million for the three months ended March 31, 2005 from $30.0 million for the prior year
period. Open-end fund investment management fees increased to $39.7 million for the quarter ended
March 31, 2005 from $26.0 million for the prior year period as a result of a $7.6 billion increase
in open-end fund average assets under management. Closed-end fund investment management fees
increased to $12.4 million for the three months ended March 31, 2005 from $4.0 million for the
prior year as a result of an increase in closed-end fund average assets under management of $2.9
billion. Investment management fees as a percentage of average assets under management increased to
0.69% for the three months ended March 31, 2005 from 0.63% for the prior year. Distribution and underwriting fees increased by $8.6 million, or 39%, to $30.6 million for the
three months ended March 31, 2005 from $22.0 million for the first quarter of 2004, primarily due
to a $7.6 billion increase in open-end funds average assets under management. Operating Expenses Operating expenses increased by $8.8 million, or 22%, to $48.3 million for the three months ended
March 31, 2005 from $39.6 million for the prior year. The increase was primarily due to higher
distribution and employee compensation and benefits expenses, partially offset by a decrease in
marketing and sales promotion expense. Three Months Ended March 31,
    
    
    Change(in thousands)
    
    2005
    
    
    2004
    
    
    Amount
    
    
    PercentEmployee compensation and benefits
    
    $
    14,921
    
    
    $
    10,778
    
    
    $
    4,143
    
    
    
    38
    %Distribution expense
    
    
    17,671
    
    
    
    10,290
    
    
    
    7,381
    
    
    
    72
    %Amortization of deferred sales
commissions
    
    
    7,876
    
    
    
    6,633
    
    
    
    1,243
    
    
    
    19
    %Marketing and sales promotion
    
    
    3,468
    
    
    
    9,105
    
    
    
    (5,637
    )
    
    
    62
    %General and administrative
    
    
    4,396
    
    
    
    2,751
    
    
    
    1,645
    
    
    
    60
    %Total operating expenses
    
    $
    48,332
    
    
    $
    39,557
    
    
    $
    8,775
    
    
    
    22
    %
 Employee compensation and benefits increased by $4.1 million for the three months ended March 31,
2005 primarily due to a $4.1 million increase in executive bonuses resulting from a change in
compensation structure made during the second quarter of 2004 to add our Chief Executive Officer
and our Senior Executive Vice President to the bonus compensation plan and a $0.4 million increase
in salary and benefits expense as we continued to expand our staffing levels to support our growth.
These increases were partially offset by a $0.5 million decrease in equity compensation expense,
mainly due to replacing our variable Equity Appreciation Unit (EAU) plan with our new incentive
stock plan. Distribution expense increased by $7.4 million, or 72%, primarily due to the aging of open-end fund
Class C shares, as well as the growth of average open-end fund assets under management. Of the $7.4
million increase in distribution expense, $4.0 million was primarily due to the aging of Class C
shares and $3.4 million was primarily due to the growth of average open-end fund assets under
management. Class C share assets do not generate distribution expense in the first year following
their sale because we retain the Rule 12b-1 fees during that first year to offset the upfront
commissions that we pay, but they do generate -11-




---



##### Table of Contents



a distribution expense in subsequent years as we pay the Rule 12b-1 fees to the selling firms.
Although the Rule 12b-1 fee rates we paid to broker-dealers and other intermediaries in the three
months ended March 31, 2005 did not change from the rates paid in the prior year, we expect
distribution expense to increase to the extent our sales of mutual funds and assets under
management continue to grow. Marketing and sales promotion expense decreased to $3.5 million for the three months ended March
31, 2005 from $9.1 million for the prior year. The decrease of $5.6 million is mainly attributable
to a $6.0 million one-time fee paid to underwriters of a closed-end fund offering that we incurred
during the first quarter of 2004. As open-end mutual funds that we manage have grown in size and
recognition, a limited number of our third-party selling agents began requesting supplemental
compensation payments and, subsequently, certain of those agents have requested increases in the
amounts of such payments. We expect these trends to continue. However, as a percentage of revenues,
supplemental compensation payments have decreased over time. General and administrative expense increased by $1.6 million primarily due to a $0.9 million
increase in professional and business services and a $0.6 million increase in depreciation expense.
The increase in depreciation expense was primarily due to the shortening of depreciable lives of
leasehold improvements in our office facilities as we expect to move into our new, state-of-the-art
office facility at 2020 Calamos Court in Naperville, Illinois in July 2005. Income Taxes Income taxes as a percentage of income before income taxes was 40.0% for the first three months
of 2005 compared to 1.5% for the first three months of 2004. For the three months ended March 31,
2004, Calamos Family Partners, Inc. (CFP) elected to be taxed as an S corporation under the
Internal Revenue Code. Therefore, the income and expenses of CFP were included in the income tax
returns of its stockholders. CFP was subject to only Illinois replacement tax and certain other
state taxes. Net Income Management believes that pro forma results provide a more meaningful basis for period-to-period
comparisons of the companys results for the three months ended March 31, 2005 and 2004. The
following pro forma results for the three months ended March 31, 2004 give effect to (1) the Real
Estate Distribution, whereby Calamos Family Partners, Inc. (formerly known as Calamos Holdings
Inc.), distributed its interest in all of its owned real estate assets to its stockholders, who
contributed those assets to a new limited liability company; (2) the Formation Transaction,
whereby on October 15, 2004, Calamos Family Partners, Inc. contributed all of its assets and
liabilities, including, among other things, all equity interests in its wholly-owned
subsidiaries, to Calamos Holdings LLC in exchange for 96,800,000 of the membership units of
Calamos Holdings LLC; and (3) the consummation of the our IPO and use of the net proceeds to
acquire membership units in Calamos Holdings LLC. In addition, pro forma diluted earnings per
share reflect the effect of exchanging all membership interests in Calamos Holdings LLC not held
by the company for Class A shares of the company. The pro forma results give effect to these
items as if they had occurred at the beginning of the period. The most significant pro forma
adjustments relate to the minority interest of Calamos Family Partners, Inc. and to income taxes,
as Calamos Family Partners, Inc. historically operated as an S corporation. On November 2, 2004, the Company became the sole manager of Calamos Holdings LLC and is now
conducting the business previously conducted by Calamos Family Partners, Inc. Accordingly, the
results for the three months ended March 31, 2004 reflect the results of operations for Calamos
Family Partners, Inc. and its subsidiaries. Results for the three months ended March 31, 2005
reflect the results of operations for Calamos Asset Management, Inc. -12-




---



##### Table of Contents



Three Months Ended March 31,Pro Forma
    
    
    2004 as(in thousands, except share data)
    
    2005
    
    
    2004
    
    
    Adjustments
    
    
    AdjustedRevenues:Investment management fees
    
    $
    65,840
    
    
    $
    41,252
    
    
    $
    
    
    
    $
    41,252Distribution and underwriting fees
    
    
    30,625
    
    
    
    22,048
    
    
    
    
    
    
    
    22,048Other
    
    
    856
    
    
    
    360
    
    
    
    (79
    )(1)
    
    
    281Total revenues
    
    
    97,321
    
    
    
    63,660
    
    
    
    (79
    )
    
    
    63,581Expenses:Employee compensation and benefits
    
    
    14,921
    
    
    
    10,778
    
    
    
    (66
    )(1)
    
    
    10,712Distribution and underwriting
expense
    
    
    17,671
    
    
    
    10,290
    
    
    
    
    
    
    
    10,290Amortization of deferred sales
commissions
    
    
    7,876
    
    
    
    6,633
    
    
    
    
    
    
    
    6,633Marketing and sales promotion
    
    
    3,468
    
    
    
    9,105
    
    
    
    
    
    
    
    9,105General and administrative
    
    
    4,396
    
    
    
    2,751
    
    
    
    60
    (1)
    
    
    2,811Total expenses
    
    
    48,332
    
    
    
    39,557
    
    
    
    (6
    )
    
    
    39,551Operating income
    
    
    48,989
    
    
    
    24,103
    
    
    
    (73
    )
    
    
    24,030Total other income (expense), net
    
    
    (2,836
    )(2)
    
    
    (13
    )
    
    
    72
    (1)
    
    
    59Income before minority interest and
income taxes
    
    
    46,153
    
    
    
    24,090
    
    
    
    (1
    )
    
    
    24,089Minority interest
    
    
    35,535
    
    
    
    
    
    
    
    18,549
    (3)
    
    
    18,549Income before income taxes
    
    
    10,618
    
    
    
    24,090
    
    
    
    (18,550
    )
    
    
    5,540Income taxes
    
    
    4,247
    
    
    
    358
    
    
    
    1,852
    (4)
    
    
    2,210Net income
    
    $
    6,371
    
    
    $
    23,732
    
    
    $
    (20,402
    )
    
    $
    3,330Earnings per share, basic
    
    $
    0.28
    
    
    $
    0.25
    
    
    
    
    
    
    $
    0.14Weighted average shares outstanding,
basic
    
    
    23,000,100
    
    
    
    96,800,000
    (5)
    
    
    
    
    
    
    23,000,100
    (6)Calculation of earnings per share,
diluted, assuming exchange of
membership units(7):Income before minority interest
and income taxes
    
    
    46,153
    
    
    
    
    
    
    
    
    
    
    
    24,089Impact of income taxes
    
    
    18,461
    
    
    
    
    
    
    
    
    
    
    
    9,609Earnings available to common
shareholders
    
    
    27,692
    
    
    
    
    
    
    
    
    
    
    
    14,480Earnings per share, diluted
    
    $
    0.28
    
    
    $
    0.25
    
    
    
    
    
    
    $
    0.14Weighted average shares outstanding,
diluted(7)
    
    
    100,598,485
    
    
    
    96,800,000
    
    
    
    
    
    
    
    100,000,100
 -13-




---



##### Table of Contents



Notes to Pro Forma Adjustments  (1)
    Represents the adjustment related to the Real Estate Distribution based on actual
amounts recorded during the periods presented.(2)
    Includes $2.9 million of investment losses and $2.0 million of interest expense,
partially offset by $2.1 million of minority interest related to the consolidation of the
Calamos Equity Opportunities Fund L.P. for the period ended March 31, 2005.(3)
    Represents an adjustment to increase Calamos Asset Management, Inc.s minority
interest allocation to 77.0 percent. Minority interest was determined by multiplying the
income before minority interest and taxes by Calamos Family Partners, Inc.s and John P.
Calamos, Sr.s 77.0 percent aggregate ownership.(4)
    Reflects the impact of federal and state income taxes on the income allocated from
Calamos Holdings LLC to Calamos Asset Management, Inc. Historically, Calamos Family
Partners, Inc. operated as an S corporation and was not subject to U.S. federal and certain
state income taxes, but was subject to Illinois replacement taxes. The amount of pro forma
adjustment was determined by eliminating the Illinois replacement tax and applying the
combined 2004 effective federal corporate income tax rate and applicable state tax rates to
income before income taxes.(5)
    Represents the contribution by Calamos Family Partners of all its assets and
liabilities in exchange for 96,800,000 membership units of Calamos Holdings LLC.(6)
    Reflects 23,000,000 shares of Class A common stock, which represents 23.0
percent of the outstanding shares after the offering. In addition to shares of Class A common
stock, there are 100 shares of Class B common stock outstanding.(7)
    Diluted shares outstanding for each period presented represent the weighted
average Class A common stock after giving effect to the offering as of the beginning of 2004.
The diluted shares outstanding are calculated: (a) including the effect of outstanding
restricted stock unit and option awards and (b) assuming Calamos Family Partners, Inc. and
John P. Calamos, Sr. exchanged all of their membership units in Calamos Holdings LLC for, and
converted all outstanding shares of our Class B common stock into, shares of our Class A
common stock, in each case on a one-for-one basis. In calculating diluted earnings per share
for the period ended March 31, 2004, the 2004 effective tax rate of 39.89 percent was applied
to income before minority interest and income taxes. Net income totaled $6.4 million for the three months ended March 31, 2005 compared to pro forma net
income of $3.3 million for the prior year, an increase of 91%. Three Months Ended March 31,Pro Forma
    
    
    Change(in thousands)
    
    2005
    
    
    2004
    
    
    Amount
    
    
    PercentTotal revenues
    
    $
    97,321
    
    
    $
    63,581
    
    
    $
    33,740
    
    
    
    53
    %Total operating expenses
    
    
    48,332
    
    
    
    39,551
    
    
    
    8,781
    
    
    
    22
    %Operating income
    
    
    48,989
    
    
    
    24,030
    
    
    
    24,959
    
    
    
    104
    %Other income (expense), net
    
    
    (2,836
    )
    
    
    59
    
    
    
    (2,895
    )
    
    
    *Minority interest
    
    
    35,535
    
    
    
    18,549
    
    
    
    16,986
    
    
    
    92
    %Income taxes
    
    
    4,247
    
    
    
    2,210
    
    
    
    2,037
    
    
    
    92
    %Net income
    
    $
    6,371
    
    
    $
    3,330
    
    
    $
    3,041
    
    
    
    91
    %
   *
    
    Not meaningful. Liquidity and Capital Resources Our current financial condition is highly liquid, with the majority of our assets comprised of cash
and cash equivalents and investment securities. Investment securities are principally comprised of
company-sponsored mutual funds and other highly liquid exchange-traded securities. We intend to continue using our capital resources for opportunistic investments in our business as we seek to expand our investment strategies and product offerings. Our working
capital requirements historically have been met through cash generated by our operations and bank
borrowings. -14-




---



##### Table of Contents



The following tables summarize key statements of financial condition data relating to our liquidity
and capital resources. March 31,
    
    
    December 31,(in thousands)
    
    2005
    
    
    2004Statements of financial condition data:Cash and cash equivalents
    
    $
    130,420
    
    
    $
    149,768Receivables
    
    
    28,937
    
    
    
    27,234Investments
    
    
    169,316
    
    
    
    147,521Deferred tax asset
    
    
    116,767
    
    
    
    118,078Deferred sales commissions
    
    
    63,684
    
    
    
    61,417Long-term debt
    
    
    150,000
    
    
    
    150,000
 Cash flows for the three months ended March 31, 2005 and 2004 are shown below: March 31,(in thousands)
    
    2005
    
    
    2004Cash flow data:Net cash provided by operating activities
    
    $
    41,779
    
    
    $
    19,710Net cash used in investing activities
    
    
    (36,613
    )
    
    
    (2,489
    )Net cash used in financing activities
    
    
    (24,514
    )
    
    
    (15,341
    )
 Net cash provided by operating activities increased by $22.1 million, to $41.8 million for the
three months ended March 31, 2005 from $19.7 million for the three months ended March 31, 2004,
primarily as a result of a $19.9 million increase in income before minority interest and income
taxes. The payment of deferred sales commissions by us to financial intermediaries who sell Class B and C
shares of open-end funds is a significant use of our operating cash flows. Use of cash for deferred
sales commissions decreased by $2.5 million to $10.1 million for the three months ended March 31,
2005 from $12.6 million for the three months ended March 31, 2004. We expect that the payment of
deferred sales commissions will vary in proportion to future sales of Class B and C shares of
open-end funds. Investing activities typically consist of investments in products that we sponsor and of the
purchase of property and equipment. Net cash used in investing activities increased to $36.6
million for the three months ended March 31, 2005 from $2.5 million for the three months ended
March 31, 2004, largely as a result of our $25 million investment in the Calamos International
Growth Fund and of construction payments on our new headquarters facility for leasehold
improvements. We anticipate increasing the future level of investments in products managed by our
subsidiaries as opportunities arise. Further, we expect to incur additional expenditures for
leasehold improvements for our new facility during the second quarter of 2005, after which these
expenditures will significantly diminish with our occupancy. Net cash used by financing activities was $24.5 million for the three months ended March 31, 2005,
as compared to $15.3 million for the three months ended March 31, 2004. The change resulted from a
$12.0 million increase in distributions to minority shareholders, including distributions for their
tax liabilities, partially offset by the repayment of $4.5 million of debt in the first quarter of
2004. We expect our cash and liquidity requirements will be met with the cash on hand and through cash
generated by operations. We intend to satisfy our capital requirements over the next 12 months
through these sources of liquidity. Critical Accounting Policies Our significant accounting policies are described in note 2 of the Notes to the Consolidated
Financial Statements included in our Annual Report on Form 10-K for the year ended December 31,
2004. A discussion of critical accounting policies is included in Managements Discussion and
Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the
year ended December 31, 2004. There were no significant changes in our critical accounting policies
during the three months ended March 31, 2005. -15-




---



##### Table of Contents



Newly Issued Accounting Pronouncements Effective January 1, 2004, we adopted the fair value recognition provisions of SFAS 123. In
December 2004, the FASB revised SFAS 123 (SFAS 123(R)), requiring public registrants to recognize
the cost resulting from all stock-based compensation transactions in their financial statements. In
April 2005, the Securities and Exchange Commission deferred the compliance date of SFAS 123(R)
until 2006 for calendar-year companies. We intend to adopt SFAS 123(R) in the first quarter of 2006
and do not believe that the implementation will have a material effect on our financial statements. Forward-Looking Information From time to time, information or statements provided by us or on our behalf, including those
within this Quarterly Report on Form 10-Q, may contain certain forward-looking statements relating
to future events, future financial performance, strategies, expectations and competitive
environment, and regulations. These forward-looking statements include, without limitation,
statements regarding proposed new products; results of operations or liquidity; projections,
predictions, expectations, estimates or forecasts as to our business, financial and operating
results and future economic performance; and managements goals and objectives and other similar
expressions concerning matters that are not historical facts. Words such as may, will, should, could, would, predicts, potential, continue,
expects, anticipates, future, intends, plans, believes, estimates, and similar
expressions, as well as statements in future tense, identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and
will not necessarily be accurate indications of the times at, or by, which such performance or
results will be achieved. Forward-looking statements are based on information available at the time
those statements are made and/or managements good faith belief as of that time with respect to
future events, and are subject to risks and uncertainties that could cause actual performance or
results to differ materially from those expressed in or suggested by the forward-looking
statements. Important factors that could cause such differences include, but are not limited to:
adverse changes in applicable laws or regulations; downward fee pressures and increased industry
competition; risks inherent to the investment management business; the loss of revenues due to
contract terminations and redemptions; our ownership structure; general declines in the prices of
securities; the loss of key executives; the unavailability of third-party retail distribution
channels; failure to recruit and retain qualified personnel; a loss of revenues if our largest
funds perform poorly; failure to comply with client and mutual fund board guidelines;
non-performance of third-party vendors and our holding company structure. Further, the value and
composition of our assets under management are, and will continue to be, influenced by a variety of
factors including, among other things: purchases and redemptions of shares of the open-end funds
and other investment products; fluctuations in the financial markets around the world that result
in appreciation or depreciation of assets under management; our introduction of new investment
strategies and products; our ability to educate our clients about our investment philosophy and
provide them with best-in-class service; the relative investment performance of our investment
products as compared to competing offerings and market indices; competitive conditions in the
mutual fund, asset management and broader financial services sectors; investor sentiment and
confidence; and our decision to close strategies when deemed to be in the best interests of our
clients. Forward-looking statements speak only as of the date the statements are made. Readers should not
place undue reliance on any forward-looking statements. We assume no obligation to update
forward-looking statements to reflect actual results, changes in assumptions or changes in other
factors affecting forward-looking information, except to the extent required by applicable
securities laws. We also direct your attention to the Business Risks section of Managements Discussion and
Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form
10-K for the year ended December 31, 2004. 
 Item 3. Quantitative and Qualitative Disclosures About Market Risk An analysis of our market risk was included in our Annual Report on Form 10-K for the year ended
December 31, 2004. There were no material changes to the Companys market risk during the three
months ended March 31, 2005. -16-




---



##### Table of Contents



Item 4. Controls and Procedures Our management, including our principal executive and principal financial officers, has evaluated
the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the
Securities Exchange Act of 1934) as of March 31, 2005, and has concluded that such disclosure
controls and procedures are effective to ensure that information required to be disclosed by us in
the reports that we file or submit under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the SECs rules and forms. There were no changes in the companys internal control over financial reporting that occurred
during our first quarter that have materially affected, or are reasonably likely to materially
affect, the companys internal control over financial reporting. -17-




---



##### Table of Contents



PART II  OTHER INFORMATION 
 Item 1. Legal Proceedings The Company was a defendant in a class action complaint filed on January 10, 2005 (Robert McDermott
et al. v Calamos Asset Management, Inc. et al., No. 05 C 0141 (N.D. Ill.)) by individuals purported
to be shareholders of one of the Calamos open-end funds. The defendants also included Calamos
Holdings LLC and the individual Calamos fund trustees, including John P. Calamos, Sr. and Nick P.
Calamos. Plaintiffs purported to sue on behalf of investors in all Calamos sponsored open-end
funds and alleged that the defendants breached fiduciary duties, duties of care and sections 36(a),
36(b) and 47(b) of the Investment Company Act of 1940 by failing to ensure that the open-end funds
participated in securities class action settlements for which those funds were eligible.
Plaintiffs sought compensatory damages, disgorgement of the fees paid to the investment advisors,
punitive damages, attorneys fees, and other such other relief as the Court deemed just. On
February 9, 2005, the plaintiffs voluntarily dismissed the action without prejudice. In the normal course of business, we may be subject to various legal proceedings from time to time.
Currently, there are no legal proceedings pending against us or any of our subsidiaries. 
 Item 6. Exhibits 3(i)
    
    Amended and Restated Certificate of Incorporation of the Registrant (incorporated by
reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed with
the Securities and Exchange Commission on November 2, 2004).3(ii)
    
    Amended and Restated By-Laws of the Registrant (incorporated by reference to Exhibit
3.2 to the Registrants Current Report on Form 8-K filed with the Securities and
Exchange Commission on April 26, 2005).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).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.
 -18-




---



##### Table of Contents



SIGNATURES 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 thereunto duly authorized. CALAMOS ASSET
MANAGEMENT, INC.(Registrant)Date: May 12, 2005
    
    By:
    
    /s/ Patrick H. DudasikPatrick H. Dudasik
Executive Vice President, Chief Financial
Officer and Treasurer
 -19-