S-1 1 dp08507_s1.htm

As filed with the Securities and Exchange Commission on February 12, 2008

Registration No. 333-_______

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

Julius Baer Americas Inc.*

(Exact Name of Registrant as Specified in Its Charter)

Delaware	6282	13-6174048
(State or Other Jurisdiction of Incorporation or Organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)
	330 Madison Ave. New York, NY 10017 (212) 297-3600
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

	Richard Pell Chief Executive Officer Julius Baer Americas Inc. 330 Madison Ave. New York, NY 10017 (212) 297-3600
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)

*Copies to:*
MICHAEL KAPLAN Davis Polk & Wardwell 450 Lexington Ave. New York, NY 10017 (212) 450-4000			CATHERINE CLARKIN JAY CLAYTON Sullivan & Cromwell LLP 125 Broad Street New York, NY 10004 (212) 558-4000

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. o

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o __________

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o __________

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o __________

CALCULATION OF REGISTRATION FEE

Title Of Each Class Of Securities To Be Registered	Proposed Maximum Aggregate Offering Price (1)(2)	Amount Of Registration Fee
Class A common stock, par value $0.001 per share	$1,000,000,000	$39,300

(1)	Includes additional shares of Class A common stock that the underwriters have the option to purchase.

(2)	Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(a) under the Securities Act of 1933.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

* To be renamed Artio Global Investors Inc. prior to the offering.

The information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

Subject to Completion. Dated February 12, 2008.

Artio Global Investors Inc.

Class A Common Stock

This is an initial public offering of shares of Class A common stock of Artio Global Investors Inc. All of the shares of Class A common stock included in this offering are being sold by Artio Global Investors Inc.

Prior to this offering, there has been no public market for the Class A common stock. It is currently estimated that the initial public offering price per share will be between $ and $ . Artio Global Investors Inc. intends to list the Class A common stock on the New York Stock Exchange under the symbol “ART.”

The net proceeds of this offering will be used to redeem an aggregate of shares of Class C common stock from our parent, Julius Baer Holding Ltd. Following the application of the net proceeds of this offering, Julius Baer Holding Ltd. will have % of the voting power in Artio Global Investors Inc. through its ownership of the shares of our Class C common stock. Richard Pell, our Chief Executive Officer and Chief Investment Officer, and Rudolph-Riad Younes, our Head of International Equity, whom we refer to as our Principals, will, in the aggregate, have % of the voting power through their ownership of all of the shares of our Class B common stock and investors that purchase shares of Class A common stock in this offering will have % of the voting power. Shares of the Class A common stock and Class B common stock each entitle the holder to one vote per share. Shares of Class C common stock entitle the holders to an aggregate vote equal to the greater of (1) the number of votes they would be entitled to on a one-vote per share basis and (2) 20% of the combined voting power of all classes of common stock. Julius Baer Holding Ltd. will enter into a shareholders agreement under which it will agree that, to the extent it has a vote as holder of the Class C common stock greater than that which it would be entitled to on a one-vote per share basis, it will on all matters vote such excess on the same basis and in the same proportion as the votes cast by the holders of our Class A and Class B common stock.

See “Risk Factors” on page 14 to read about factors you should consider before buying shares of the Class A common stock.

Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

	Per Share	Total
Initial public offering price	$	$
Underwriting discount	$	$
Proceeds, before expenses, to Artio Global Investors Inc.	$	$

To the extent that the underwriters sell more than shares of Class A common stock, the underwriters have the option to purchase up to an additional shares from Artio Global Investors Inc. at the initial public offering price less the underwriting discount.

The underwriters expect to deliver the shares of Class A common stock against payment in New York, New York on , 2008.

Goldman, Sachs & Co.

________________________

Merrill Lynch & Co.

Prospectus dated , 2008.

TABLE OF CONTENTS

PROSPECTUS

	Page		Page
Prospectus Summary	1	Regulatory Environment and Compliance	81
Risk Factors	14	Management	83
Special Note Regarding Forward-Looking Statements	27	Relationships and Related Party Transactions	93
Our Structure and Reorganization	28	Principal and Selling Stockholders	98
Use of Proceeds	32	Description of Capital Stock	99
Dividend Policy and Dividends	33	Shares Eligible for Future Sale	104
Capitalization	34	Material U.S. Federal Tax Considerations for Non-U.S.
Dilution	35	Holders of Our Class A Common Stock	106
Unaudited Pro Forma Consolidated Financial Information	37	Underwriting	108
Selected Historical Consolidated Financial Data	44	Validity of Class A Common Stock	112
Management’s Discussion and Analysis of Financial		Experts	112
Condition and Results of Operations	46	Change in Auditors	112
Business	64	Where You Can Find More Information	112
		Index to Consolidated Financial Statements	F-1

Through and including , 2008 (the 25^th day after the date of this prospectus), all dealers effecting transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to a dealer’s obligation to deliver a prospectus when acting as an underwriter and with respect to unsold allotments or subscriptions.

No dealer, salesperson or other person is authorized to give any information or to represent anything not contained in this prospectus. You must not rely on any unauthorized information or representations. This prospectus is an offer to sell only the shares offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of its date.

Except where the context requires otherwise, in this prospectus:

·	“Artio Global Investors Inc.,” the “company,” “we,” “us” and “our” refer to Artio Global Investors Inc. and, unless the context otherwise requires, its subsidiaries including the operating company;

·	“operating company” and “Artio Global Holdings LLC” refer to Artio Global Holdings LLC, our wholly-owned subsidiary through which we conduct our operations; and

·	“parent” and “Julius Baer Holding Ltd.” refer to Julius Baer Holding Ltd., our parent company and sole stockholder prior to the consummation of this offering.

Performance Information Used in This Prospectus

We manage investments through “mutual funds” (which include SEC registered mutual funds such as our Julius Baer International Equity Fund, and offshore funds that are not SEC registered) and other types of accounts. Funds and other accounts that are managed by us with a broadly common investment

objective are referred to as being part of the same “strategy.” We measure the results both of our individual funds as well as of “composites” that represent the aggregate performance of client accounts invested in the same general investment strategy. Our composites, which are compliant with the Global Investment Performance Standards (“GIPS”), include, for example “Global Equity” and “Global High Yield.” While we intend to change our name to Artio Global Investors Inc. from Julius Baer Americas Inc. in connection with this offering, our funds will continue to use the Julius Baer brand until 2009, at which time they will begin using the Artio brand.

Throughout this prospectus, we present the annualized returns of our investment strategies on a “gross” and “net” basis, which represent annualized returns before and after payment of fees, respectively. In connection with this presentation, we have also disclosed the returns of certain market indices or “benchmarks” for the comparable period. You should not assume that there is any material overlap between the securities included in the portfolios of our investment strategies during these periods and those that comprise any Russell Index, the Morgan Stanley Capital International EAFE^® Index, the Morgan Stanley Capital International AC World ex USA Index^SM ND, the Lehman U.S. Aggregate TR Value Index, the Merrill Lynch 1-10 year U.S. Government/Corporate Index, the Morgan Stanley Capital International All Country World Index or the S&P 500^® Index referred to in this prospectus. It is not possible to invest directly in any of the indices described above. The returns of these indices, as presented in this prospectus, have not been reduced by fees and expenses associated with investing in securities, but do include the reinvestment of dividends.

Each Russell Index referred to in this prospectus is a registered trademark or trade name of The Frank Russell Company. The Frank Russell Company is the owner of all copyrights relating to these indices and is the source of the performance statistics of these indices that are referred to in this prospectus.

The Morgan Stanley Capital International EAFE^® Index, which we refer to as the MSCI EAFE^® Index, is a trademark of MSCI Inc. The Morgan Stanley Capital International AC World ex USA Index^SM ND, which we refer to as the MSCI AC World ex USA Index^SMND, is a service mark of MSCI Inc. MSCI Inc. is the owner of all copyrights relating to these indices and is the source of the performance statistics of these indices that are referred to in this prospectus.

We refer to the Lehman U.S. Aggregate TR Value Index as the Lehman Brothers U.S. Aggregate Index. Lehman Brothers is the source of the performance statistics of this index that are referred to in this prospectus.

The S&P 500^® Index is a registered trademark of Standard & Poor’s, a division of The McGraw-Hill Companies, Inc., which is the owner of all copyrights relating to this index and the source of the performance statistics of this index that are referred to in this prospectus.

In this prospectus we present Morningstar, Inc. (“Morningstar”) and Lipper Analytical Services, Inc. (“Lipper”) ratings for our SEC registered mutual funds. The Morningstar ratings refer to the ratings by Morningstar of the Class A and Class I shares of our SEC registered mutual funds and are based on a five-star scale. The Lipper ratings refer to the ratings by Lipper of the Class I shares of our SEC registered mutual funds and are based on a percentile. Morningstar and Lipper provide independent, third party ratings using their own defined methodologies.

Unless we tell you otherwise, all performance information that we present, including assets under management, relate to the operations that are part of our company as of the time of this offering. In previous years, our company conducted certain businesses that are no longer part of our continuing operations, which we refer to as “legacy” or “discontinued” businesses. For a description of these businesses, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” In most cases, those businesses are considered discontinued operations in our financial statements. In order to make the information comparable, we present performance information exclusive of such legacy businesses, unless otherwise indicated.

Any discrepancies in any table included in this prospectus between totals and the sums of the amounts listed are due to rounding.

iii

PROSPECTUS SUMMARY

This summary highlights information contained elsewhere in this prospectus. This summary may not contain all of the information that you should consider before deciding to invest in our Class A common stock. You should read this entire prospectus carefully, including the “Risk Factors” section and our historical consolidated financial statements, and the notes thereto, and unaudited pro forma financial information, each included elsewhere in this prospectus.

Our Business

We are an asset management company that provides investment management services to institutional and mutual fund clients. We are best known for our International Equity strategies, which represented 92% of our assets under management as of September 30, 2007. We also offer a broad range of other investment strategies, including Global High Grade Fixed Income, Global High Yield and Global Equity. As of September 30, 2007, all of these strategies had outperformed their benchmarks since inception and all of our mutual fund share classes that are rated by Morningstar carried either a 4-star or 5-star rating. In 2006, we further expanded our investment offerings by launching a series of U.S. equity strategies. Our superior investment performance has enabled us to attract a diverse group of clients and to increase our assets under management from $2.9 billion as of December 31, 2002 to $73.2 billion as of September 30, 2007, representing a compound annual growth rate, or CAGR, of 97%. We believe that our record of investment excellence and range of investment strategies position us well for continued growth.

Our primary business objective is to consistently generate superior investment returns for our clients. We manage our investment portfolios based on a philosophy of style-agnostic investing across a broad range of opportunities, focusing on macro-economic factors and broad-based global investment themes. We also emphasize fundamental research and analysis in order to identify specific investment opportunities and capitalize on price inefficiencies. We believe that the depth and breadth of the intellectual capital and experience of our investment professionals, together with this investment philosophy and approach, have been the key drivers of the strong returns we have generated over the past decade. As an organization, our resources are concentrated on meeting our clients’ investment objectives and we seek to outsource, whenever appropriate, support functions to industry leaders thereby allowing us to focus our business on the areas where we believe we can add the most value.

Our distribution efforts have targeted intermediated distribution sources with long-term investment horizons, such as pension consultants, broker dealers, and registered investment advisors, or RIAs, that can be serviced with a relatively small group of sales and service professionals. As of September 30, 2007, we provided investment management services to a broad and diversified spectrum of over 750 institutional clients, including some of the world’s leading corporations, public and private pension funds, endowments and foundations and major financial institutions through our separate accounts, commingled funds and mutual funds. We also managed assets for approximately 500,000 mutual fund shareholders through SEC-registered Julius Baer Investment Funds.

In the mid-1990’s, our Principals assumed responsibility for managing our flagship International Equity strategy. In the years that followed, our superior performance began to attract attention from third parties such as Morningstar, which awarded a 5-star rating to the Julius Baer International Equity Fund in 1999. As a result, our assets under management from sources outside of Bank Julius Baer & Co. Ltd. began to grow.

Competitive Strengths

We believe our success as an investment management company is based on the following competitive strengths:

· Superior and Consistent Investment Performance. We have a well-established track record of achieving superior investment returns across our key investment strategies relative to our competitors and the relevant benchmarks. Our largest institutional composite, the Institutional International Equity I composite, has outperformed its benchmark, the MSCI AC World ex USA Index^SM ND, by 10.2% on an annualized basis since its inception in 1995 though September 30, 2007 (calculated on a gross basis before payment of fees). As of September 30, 2007, each of our next four largest strategies had also outperformed their benchmarks since inception and all of the share classes of our mutual funds rated by Morningstar carried either a 4-star or 5-star rating.

· Experienced and Loyal Investment Professionals and Management Team. We have an investment-centric culture that has enabled us to maintain a consistent investment philosophy and to attract and retain world-class professionals. Our current team of lead portfolio managers has approximately 17 years of average industry experience among them and our team of senior managers (including marketing and sales directors and client service managers) has approximately 18 years of average industry experience.

· Leading Position in International Equity. We have a leading position in international equity investment management and our strategies have attracted a disproportionate share of net asset flows in both the institutional and mutual fund markets in recent years. As of December 31, 2006, we ranked as the 10^th largest manager of international accounts for U.S. tax-exempt institutional clients and, as of September 30, 2007, we ranked as the 10^th largest manager of non-U.S. equity mutual funds in the United States, according to Callan Associates and Strategic Insight, respectively. We believe that we are well-positioned to take advantage of opportunities in this attractive asset class over the next several years.

· Strong Track Records in Other Investment Strategies. In addition to our leading position in international equity, we enjoy strong long-term track records in several of our other key strategies. Our Total Return Bond Fund ranked in the 1^st quartile of its Lipper universe since inception, as of September 30, 2007. Our Global High Income Fund carried a Morningstar 5-star rating on both of its share classes and was ranked in the top decile of its Lipper universe over the one- and three- year periods and since inception, as of September 30, 2007. Our Global Equity Fund ranked in the 1^st quartile of its Lipper universe since inception, as of September 30, 2007.

· Effective and Diverse Distribution in both Institutional and Retail Segments. We have developed strong relationships with most of the major pension and industry consulting firms, which have allowed us to access a broad range of institutional clients. As of September 30, 2007, we provided investment management services to over 750 institutional clients invested in separate accounts, commingled funds or mutual funds. We access retail investors through our relationships with intermediaries such as RIAs and broker dealers as well as through mutual fund platforms and sub-advisory relationships. We believe that the diversification of our assets under management among each of these distribution sources provides significant opportunities to drive growth.

· Consistently Strong Organic Growth in Assets Under Management. In the period from December 31, 2002 through September 30, 2007, our assets under management grew from $2.9 billion to $73.2 billion, representing a CAGR of 97%. While both general market appreciation and our record of outperforming the relevant benchmarks contributed directly to this growth, the growth was primarily attributable to an increase in net client cash flows, which we define as the amount by which client additions to new and existing accounts exceed withdrawals from client accounts. In fact, in every year during that period, we generated significant positive net client cash flows, including $10.8 billion of net client cash flows during the nine months ended September 30, 2007.

· Focused Business Model. Our business model is designed to focus the vast majority of our resources on meeting our clients’ investment objectives. Accordingly, we take internal ownership of the aspects of our operations that directly influence the investment process and our client relationships while seeking to outsource, whenever appropriate, support functions, including middle- and back-office activities, to industry leaders to allow us to focus our efforts where we believe we can add the most value. This approach has resulted in an efficient and streamlined operating model, generating increasing operating margins as our revenues have grown.

Strategy

We seek to achieve consistent and superior long-term investment performance for our clients. Our strategy for continued success and future growth is guided by the following principles:

· Continue to Capitalize on our Strong Position in International Equity. We expect to continue to grow our international equity assets under management. Our International Equity II strategy, launched in March 2005 as a successor strategy to our flagship International Equity I strategy, has produced attractive investment returns and grown to $23.4 billion in assets under management in only two and a half years (as of September 30, 2007). We believe we have the capacity to handle substantial additional assets within our International Equity II strategy.

· Grow our other Investment Strategies. Historically, we have concentrated our distribution efforts primarily on our flagship International Equity strategies. Recently, we have focused on expanding and growing our other strategies, including our Global High Grade Fixed Income, Global High Yield and Global Equity strategies and we have experienced significant growth in our assets under management in those strategies as a result. We also intend to continue to initiate new offerings in other asset classes where we believe our investment professionals have the potential to produce attractive risk-adjusted returns.

· Expand into Alternative Investments. We are expanding into alternative investments, which we view as a complementary extension of our current investment capabilities, by developing hedge fund and private equity offerings. Our hedge fund offerings will include a vehicle designed to exploit the low correlation of excess returns across our various traditional strategies. Our private equity effort will focus on opportunities in Central and Eastern Europe, leveraging our knowledge of local economic development in those areas.

· Further Extend our Distribution Capabilities. We continue to focus on expanding our distribution capabilities into those markets and client segments where we see demand for our product offerings and which we believe are consistent with our philosophy of focusing on buyers who display institutional buying behavior through their selection process and due diligence. In the future, as we develop new alternative investment offerings, we plan to enhance coverage of those client segments that typically make higher allocations to hedge funds and private equity, such as endowments, foundations and family offices.

· Maintain a Disciplined Approach to Growth. We are an investment-centric firm that focuses on the delivery of superior long-term investment returns for our clients through the application of our established investment processes and risk management discipline. While we have generated significant growth in our assets under management over the past few years, we have continued to develop a broader range of investment offerings. We are focused on long-term success and we will only pursue expansion opportunities that are consistent with our operating philosophy. This philosophy requires that:

o each new investment strategy and offering must provide the potential for attractive risk-adjusted returns for new clients without negatively affecting return prospects for existing clients;

o new client segments or distribution sources must value our approach and be willing to appropriately compensate us for our services; and

o new product offerings and client segments must be consistent with the broad investment mission and not alter the investment-centric nature of our firm's culture.

· Continue to Focus on Risk Management. We manage risk at multiple levels throughout the organization, including directly by the portfolio manager, at the Chief Investment Officer level, among a dedicated risk management group and within the legal and compliance department. Our approach to managing portfolio-level risk is not designed to avoid taking risks, but to ensure that the risks we choose to take are rewarded with return opportunities appropriate for those risks. This approach to managing portfolio-level risk has contributed significantly to our superior investment performance and will continue to be an integral component of our investment processes.

Our Structure and Reorganization

The diagram below depicts our organizational structure immediately after the consummation of this offering and related transactions.

We conduct all of our operations through Artio Global Holdings LLC, our operating company, which holds our ownership interest in Artio Global Management LLC (the entity which conducts the majority of our business activities) and certain other entities that will engage in our proposed alternative investment activities. Immediately prior to this offering, we will amend and restate the operating company’s limited liability company agreement, or operating agreement, to convert the current multiple−class structure of the operating company into a single new class of units called “New Class A Units,” approximately 70% of which will be issued to us and approximately 30% of which, in the aggregate, will be issued to our

Principals, consistent with the respective interests in the operating company prior to this offering. Upon completion of this offering, there will be approximately New Class A Units issued and outstanding.

We will also amend and restate our certificate of incorporation to authorize three classes of common stock, i.e., Class A common stock, Class B common stock and Class C common stock. Julius Baer Holding Ltd., our parent and existing shareholder immediately prior to this offering, will receive shares of Class C common stock, representing all of the issued and outstanding shares of our common stock, which will have economic rights equal to the economic rights of the Class A common stock and will have an aggregate vote equal to the greater of (1) the number of votes they would be entitled to on a one-vote per share basis and (2) 20% of the combined voting power of all classes of common stock. Prior to this offering, Julius Baer Holding Ltd. also will enter into a shareholders agreement under which it will agree that, to the extent it has voting power as holder of the Class C common stock in excess of that which it would be entitled to on a one-vote per share basis, it will on all matters vote the shares representing such excess on the same basis and in the same proportion as the votes cast by the holders of our Class A and Class B common stock. If Julius Baer Holding Ltd. transfers any shares of Class C common stock to anyone other than any of its subsidiaries, such shares will automatically convert into shares of Class A common stock. In addition, on the second anniversary of the completion of this offering, the Class C common stock will automatically convert into Class A common stock. We will issue shares of Class C common stock to Julius Baer Holding Ltd. in order that, when selling the remainder of its holding, it can avail itself of certain Swiss tax exemptions that require it to have voting rights equal to over 20% of the combined voting power of the common stock. All of our shares of Class B common stock will be issued to the Principals, in an amount equal to the number of New Class A Units held by the Principals. Class B common stock will entitle holders to one vote per share but will have no economic rights.

In connection with the closing of this offering, we will enter into an exchange agreement with the Principals under which, subject to certain exchange and other restrictions, including notice requirements, from time to time, the Principals and certain permitted transferees will have the right to exchange their New Class A Units for shares of Class A common stock on a one−for−one basis. The exchange agreement will generally permit the Principals to exchange 20% of the New Class A Units that they own at the time of this offering after the first anniversary of the pricing of this offering and a further 20% of the New Class A Units that they own at the time of this offering after each of the next four anniversaries and includes certain non-compete restrictions applicable to the Principals. See “Our Structure and Reorganization” and “Relationships and Related Party Transactions—Exchange Agreement.”

We also intend to enter into an agreement with the Principals that will provide for the payment by us to the Principals of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax that we realize from the increase in tax basis in our proportionate share of the operating company’s assets that we receive as a result of the exchanges referred to above. See “Our Structure and Reorganization” and “Relationships and Related Party Transactions—Tax Receivable Agreement.”

We will enter into a transition services agreement with our parent, Julius Baer Holding Ltd., pursuant to which Julius Baer Holding Ltd. will continue to provide us with a limited number of services for a transitional period of up to one year following this offering. See “Relationships and Related Party Transactions—Transition Services Agreement.”

We refer throughout this prospectus to the amendment to the operating company’s operating agreement, the amendment to our certificate of incorporation and to the entry into the agreements discussed above as the “reorganization transactions.”

Our Corporate Information

Our headquarters are located at 330 Madison Ave, New York, NY 10017. Our telephone number at the address is (212) 297-3600 and our website address is . Information contained on our website is not part of this prospectus. Artio Global Investors Inc. was incorporated on November 21, 1962 in Delaware.

THE OFFERING

Class A common stock we are offering		shares of Class A common stock.

Class A common stock to be outstanding immediately after this offering		shares of Class A common stock. If all holders of New Class A Units immediately after this offering and the reorganization were entitled, and they elected, to exchange them for shares of our Class A common stock and all shares of Class C common stock were converted into shares of Class A common stock, shares of Class A common stock would be outstanding immediately after this offering.

Class B common stock to be outstanding immediately after this offering		shares of Class B common stock. Shares of our Class B common stock have voting but no economic rights and will be issued in connection with, and in equal proportion to, the number of New Class A Units issued in the reorganization to the Principals. When a New Class A Unit is exchanged for a share of Class A common stock, the corresponding share of Class B common stock will be cancelled. See “Relationships and Related Party Transactions—Exchange Agreement.”

Class C common stock to be outstanding immediately after this offering		shares of Class C common stock. Shares of Class C common stock will have economic rights equal to the economic rights of the Class A common stock. If Julius Baer Holding Ltd. transfers any shares of Class C common stock to anyone other than any of its subsidiaries, such shares will automatically convert into shares of Class A common stock. In addition, on the second anniversary of this offering, the Class C common stock will automatically convert into Class A common stock.

Voting rights		One vote per share of Class A common stock and Class B common stock. Shares of Class C common stock will have an aggregate vote equal to the greater of (1) the number of votes they would be entitled to on a one-vote per share basis and (2) 20% of the combined voting power of all classes of common stock. Julius Baer Holding Ltd. will enter into a shareholders agreement under which it will agree that, to the extent it has voting power as holder of the Class C common stock in excess of that which it would be entitled to on a one-vote per share basis, it will on all matters vote the shares representing such excess on the same basis and in the same proportion as the votes cast by the holders of our Class A and Class B

		common stock. Under this shareholders agreement, as long as Julius Baer Holding Ltd. maintains an ownership interest of at least 10% in us, it will be entitled to appoint a member to our board of directors.

Use of proceeds		We estimate that the net proceeds from the sale of shares of our Class A common stock by us in this offering will be approximately $ billion, or approximately $ billion if the underwriters exercise their option to purchase additional shares of Class A common stock in full, based on an assumed initial public offering price of $ per share (the mid-point of the price range set forth on the cover of this prospectus), in each case after deducting assumed underwriting discounts and commissions and estimated offering expenses payable by us. We intend to use the net proceeds from this offering to redeem an aggregate of shares of Class C common stock from our parent, Julius Baer Holding Ltd., and will not retain any of the net proceeds.

Dividend policy		Following this offering, we intend to pay quarterly cash dividends. We expect that our first dividend will be paid in the quarter of 2008 and will be $ per share of our Class A common stock and Class C common stock. The declaration and payment of any future dividends will be at the sole discretion of our board of directors and may be discontinued at any time. In determining the amount of any future dividends, our board of directors will take into account any legal or contractual limitations, our actual future earnings, cash flow and capital requirements and the amount of distributions to us from the operating company. See “Dividend Policy and Dividends.” As a holding company, we will have no material assets other than our ownership of New Class A Units of the operating company and, accordingly, will depend on distributions from our operating company to fund any dividends we may pay. We intend to cause the operating company to make distributions to us with available cash generated from its operations in an amount sufficient to cover dividends, if any, declared by us. If the operating company makes such distributions, the other holders of New Class A Units will be entitled

		to receive equivalent distributions on a pro rata basis.

Risk Factors		The “Risk Factors” section included in this prospectus contains a discussion of factors that you should carefully consider before deciding to invest in shares of our Class A common stock.

New York Stock Exchange symbol		“ART”

The number of shares of Class A common stock outstanding immediately after this offering excludes:

shares of Class A common stock reserved for issuance upon the exchange of the New Class A Units held by the Principals and shares of Class A common stock reserved for issuance upon the transfer of the Class C common stock held by our parent, in each case that will be outstanding immediately after this offering; and

·	shares of Class A common stock reserved for issuance under our equity incentive plans.

Unless otherwise indicated in this prospectus, all information in this prospectus assumes that shares of our Class A common stock will be sold at $ per share (the mid-point of the price range set forth on the cover of this prospectus) and no exercise by the underwriters of their option to purchase additional shares of Class A common stock.

SUMMARY SELECTED HISTORICAL AND PRO FORMA CONSOLIDATED FINANCIAL DATA

The following tables set forth the summary historical and pro forma consolidated financial and other data as of the dates and for the periods indicated. The summary of selected Statement of Income and Statement of Financial Position data has been derived from our audited consolidated financial statements for the years ended December 31, 2004, 2005 and 2006 and unaudited consolidated financial statements for the nine months ended September 30, 2006 and 2007, included elsewhere in the prospectus.

The unaudited pro forma consolidated financial data gives effect to all of the transactions described under “Unaudited Pro Forma Consolidated Financial Information,” including the incurrence of debt by the operating company prior to this offering, the reorganization transactions and this offering.

You should read the summary selected historical and pro forma consolidated financial and other data in conjunction with “Our Structure and Reorganization,” “Unaudited Pro Forma Consolidated Financial Information,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the historical consolidated financial statements and related notes and the unaudited pro forma financial statements and related notes included elsewhere in this prospectus.

	Historical													Pro Forma
	Year Ended December 31,								Nine Months Ended September 30,					Year Ended December 31,		Nine Months Ended September 30,
	2004			2005			2006		2006			2007		2006		2007
	(in thousands, except share and per share data)
Statement of Income Data:
Revenue
Investment management fees	$	106,282		$	201,285		$	300,536	$	214,913		$	321,340	$		$
Foreign exchange trading gains					1,352			9,165		7,103			7,407
Interest income		456			1,659			3,169		1,941			5,227
Net gain (loss) on marketable securities and other		4			(278	)		294		(10	)		133
Total revenues		106,742			204,018			313,164		223,947			334,107
Expenses
Employee compensation and benefits
Salaries, bonuses and benefits		32,864			53,457			74,730		56,278			70,847
Allocations of profits interests to our Principals		12,359			33,748			53,410		37,933			60,893		—		—
Change in redemption value to our Principals’ membership interests		—			23,557			46,932		33,376			59,404		—		—
Total employee compensation and benefits		45,223			110,762			175,072		127,587			191,144
Interest expense		—			—			—		—			—
Marketing and distribution		7,026			12,162			20,231		14,640			17,696
General and administrative		24,498			28,137			33,978		23,438			33,567
Total expenses		76,747			151,061			229,281		165,665			242,407
Income from continuing operations before income tax expense and minority interests		29,995			52,957			83,883		58,282			91,700
Income tax expense		13,617			24,213			39,413		27,563			43,113
Income from continuing operations before minority interests		16,378			28,744			44,470		30,719			48,587
Income (loss) from discontinued operations, net of taxes		(3,396	)		(2,637	)		304		(112	)		—
Income before minority interests		12,982			26,107			44,774		30,607			48,587
Minority interests		—			—			—		—			—
Net income	$	12,982		$	26,107		$	44,774	$	30,607		$	48,587	$		$

Historical

Pro Forma

Year Ended December 31,

Nine Months Ended September 30,

Year Ended December 31,

Nine Months Ended September 30,

2004

2005

2006

2007

2006

2007

(in thousands, except share and per share data)

Basic and diluted net income per share from continuing operations before minority interests	$	4,094		$	7,186		$	11,117	$	7,680		$	12,147	$	$
Basic and diluted net income (loss) per share from discontinued operations, net of taxes		(849	)		(659	)		76		(28	)		—
Basic and diluted net income per share		3,245			6,527			11,193		7,652			12,147
Cash dividends declared per share		—			7,500			—		—			15,000
Weighted average shares used in basic and diluted net income per share		4,000			4,000			4,000		4,000			4,000

	As of December 31,				As of September 30, 2007
	2005		2006		Historical		Pro Forma
	(in thousands)
Statement of Financial Position Data:
Cash and cash equivalents	$	16,931	$	61,055	$	72,455	$
Assets of discontinued operations⁽¹⁾		19,961		1,026		—
Total assets		121,214		244,704		294,887
Accrued compensation and benefits		70,943		140,551		205,870
Liabilities of discontinued operations⁽¹⁾		4,604		—		—
Long-term debt		—		—		—
Total liabilities		85,104		163,820		225,082
Total stockholders’ equity	$	36,110	$	80,884	$	69,805	$

(1)

Discontinued operations include the former broker-dealer activities of our company. Our foreign exchange activities were distributed to our parent in December 2007. Beginning with our fiscal 2007 financial statements, these activities will also be reflected in discontinued operations. See note 11 to our consolidated financial statements included elsewhere in this prospectus. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—General.”

	Year Ended December 31,				Nine Months Ended September 30,
	2005		2006		2006		2007
	(in millions)
Selected Unaudited Operating Data:
Assets under management (excluding legacy activities)⁽¹⁾	$	34,850	$	53,486	$	45,533	$	73,242
Net client cash flows (excluding legacy activities)⁽²⁾		8,633		7,582		5,143		10,760
Market appreciation (excluding legacy activities)⁽³⁾		4,635		11,054		5,540		8,996

(1)	Reflects the amount of money our clients have invested in our strategies as of the period-end date.

(2)	Reflects the amount of money invested by clients in our strategies during the period, net of outflows and excluding appreciation due to changes in market value.

(3)	Represents the appreciation of the value of assets under our management during the period due to market performance and fluctuations in exchange rates.

RISK FACTORS

You should carefully consider each of the risks below, together with all of the other information contained in this prospectus, before deciding to invest in shares of our Class A common stock. If any of the following risks develop into actual events, our business, financial condition or results of operations could be negatively affected, the market price of your shares could decline and you could lose all or part of your investment.

Risks Related to Our Business

The loss of either of our Principals or other key investment professionals or members of our senior management team could have a material adverse effect on our business. Our ability to attract and retain qualified investment professionals is critical to our success.

We depend on the skills and expertise of qualified investment professionals and our success depends on our ability to retain the key members of our investment team and to attract new qualified investment professionals. In particular, we depend on our Principals, who were the architects of our International Equity strategies. Our Principals, as well as other key members of our investment team, possess substantial experience in investing and have developed strong relationships with our clients. The loss of either of our Principals or any of our other key investment professionals could limit our ability to successfully execute our business strategy and may prevent us from sustaining the performance of our investment strategies or adversely affect our ability to retain existing and attract new client assets. In addition, our investment professionals and senior marketing personnel have direct contact with our institutional separate account clients and their consultants, and with key individuals within each of our other distribution sources and the loss of these personnel could jeopardize those relationships and result in the loss of such accounts. We do not carry any “key man” insurance that would provide us with proceeds in the event of the death or disability of our Principals or other key members of our investment team.

We also anticipate that it will be necessary for us to hire additional investment professionals as we further diversify our investment products and strategies. Competition for employees with the necessary qualifications is intense and we may not be successful in our efforts to recruit and retain the required personnel. Our ability to retain and attract these personnel will depend heavily on the amount of compensation we offer. Compensation levels in the investment management industry are highly competitive and can fluctuate significantly from year to year. Consequently, our profitability could decline as we compete for personnel. An inability to recruit and retain qualified personnel could affect our ability to provide acceptable levels of service to our clients and funds and hinder our ability to attract new clients and investors to our strategies, each of which could have a material adverse effect on our business.

If our investment strategies perform poorly, clients could withdraw their funds and we could suffer a decline in assets under management which would reduce our earnings.

The performance of our investment strategies is critical in retaining existing clients as well as attracting new clients. If our investment strategies perform poorly for any reason, our earnings could be reduced because:

·	our existing clients may withdraw their funds from our investment strategies, which would cause the revenues that we generate from investment management fees to decline;

·	our Morningstar and Lipper ratings may decline, which may adversely impact the ability of our funds to attract new or retain existing assets;

·	third-party financial intermediaries, advisors or consultants may rate our investment products poorly, which may lead our existing clients to withdraw funds from our investment strategies or to the reduction of asset inflows from these third parties or their clients; or

·	the mutual funds and other investment funds that we advise or sub-advise may decide not to renew or to terminate the agreements pursuant to which we advise or sub-advise them and we may not be able to replace these relationships.

Our investment strategies can perform poorly for a number of reasons, including general market conditions and investment decisions that we make. In addition, while we seek to deliver long-term value to our clients, short-term volatility may lead to under-performance in the near-term, which could impair our earnings. In contrast, when our strategies experience strong results, clients’ allocations to our strategies may increase by relative market appreciation and we could suffer withdrawals as our clients rebalance their investments to fit their asset allocation preferences.

The historical returns of our existing investment strategies may not be indicative of their future results or of the investment strategies we are in the process of developing.

We have presented the historical returns of our existing investment strategies under “Business—Investment Strategies and Performance.” The historical returns of our strategies and the rankings we have received in the past should not be considered indicative of the future results that should be expected from these strategies or from any other strategies that we may be in the process of developing. Our strategies’ returns have benefited from investment opportunities and general economic and market conditions that may not repeat themselves, and there can be no assurance that we will be able to identify and invest in profitable investment opportunities in the future within our current or future strategies.

Most of our investment strategies consist of investments in the securities of issuers located outside of the United States, which may involve foreign currency exchange, tax, political, social and economic uncertainties and risks.

As of September 30, 2007, over 90% of our assets under management across our investment strategies were invested in strategies that primarily invest in securities of companies located outside the United States. Fluctuations in foreign currency exchange rates could negatively impact the portfolios of our clients who are invested in these strategies. In addition, an increase in the value of the U.S. dollar relative to non-U.S. currencies may result in a decrease in the U.S. dollar value of our assets under management, which, in turn, could result in lower U.S.-dollar denominated revenue.

Investments in non-U.S. issuers may also be affected by tax positions taken in countries or regions in which we are invested as well as political, social and economic uncertainty. Many financial markets are not as developed, or as efficient, as the U.S. financial market, and, as a result, liquidity may be reduced and price volatility may be higher. Liquidity may also be adversely affected by political or economic events within a particular country. In addition, the legal and regulatory environments, including financial accounting standards and practices, may also be different, and there may be less publicly available information in respect of such companies. These risks could adversely impact the performance of our strategies that are invested in securities of non-U.S. issuers.

We derive a substantial portion of our revenues from a limited number of our products.

As of September 30, 2007, over 90% of our assets under management were concentrated in the International Equity I and International Equity II strategies, and 97% of our investment management fees for the nine months ended September 30, 2007 were attributable to fees earned from those strategies. As a result, our operating results are substantially dependent upon the performance of those strategies and our ability to attract positive net client flows into those strategies. In addition, our smaller strategies, due to their size, may not be able to generate sufficient fees to cover their expenses. If a significant portion of the investors in either the International Equity I or International Equity II strategies decided to withdraw their investments or terminate their investment management agreements for any reason, including poor investment performance or adverse market conditions, our revenues from those strategies would decline and it could have a material adverse effect on our earnings.

We derive substantially all of our revenues from contracts that may be terminated on short notice.

We derive substantially all of our revenues from investment advisory and sub-advisory agreements that are generally terminable upon short notice. Our investment management agreements with mutual funds, as required by law, are generally terminable by the funds’ board of directors or a vote of the majority of the funds’ outstanding voting securities on not more than 60 days’ written notice. After an initial term, each fund’s investment management agreement must be approved and renewed annually by the independent members of such fund’s board of directors. Our sub-advisory agreements are generally terminable on not more than 60 days’ notice. These investment management agreements may be terminated or not renewed for any number of reasons. The decrease in revenues that could result from the termination of a material contract could have a material adverse effect on our business.

We depend on third-party distribution sources to market our investment strategies and access our client base.

Our ability to grow our assets under management is highly dependent on access to third-party intermediaries, including RIAs and broker dealers. We also provide our services to retail clients through mutual fund platforms and sub-advisory relationships. As of September 30, 2007, our largest mutual fund platform represented 11.0% of our total assets under management, our largest intermediary accounted for 6.2% of our total assets under management and our largest sub-advisory relationship represented 4.1% of our total assets under management. We cannot assure you that these sources and client bases will continue to be accessible to us on commercially reasonable terms, or at all. The inability to have such access could have a material adverse effect on our earnings. Our institutional separate account business is highly dependent upon referrals from pension fund consultants. Many of these consultants review and evaluate our products and our organization from time to time. Poor reviews or evaluations of either the particular product or of us may result in client withdrawals or may impact our ability to attract new assets through these intermediaries. As of September 30, 2007, the consultant advising the largest portion of our client assets under management represented 3.2% of our assets under management.

The significant growth we have experienced over the past five years may be difficult to sustain.

Our assets under management have increased from approximately $2.9 billion as of December 31, 2002 to approximately $73.2 billion as of September 30, 2007. This significant growth may be difficult to sustain. The continued growth of our business will depend on, among other things, our ability to devote sufficient resources to maintaining existing investment strategies and developing new investment strategies, our success in producing attractive returns from our investment strategies, our ability to extend our distribution capabilities, our ability to deal with changing market conditions, our ability to maintain adequate financial and business controls and our ability to comply with legal and regulatory requirements arising in response to the increased sophistication of the investment management market. In addition, the growth in our assets under management since December 31, 2002 has benefited from a general depreciation of the U.S. dollar relative to many of the currencies in which we invest and such currency trends may not continue. If we believe that in order to continue to produce attractive returns from our investment strategies we should close certain of those strategies to new investors, we may chose to do so. In addition, we expect there to be significant demand on our infrastructure and investment team and we cannot assure you that we will be able to manage our growing business effectively or that we will be able to sustain the level of growth we have achieved historically, and any failure to do so could adversely affect our ability to generate revenue and control our expenses.

Our failure to comply with guidelines set by our clients and the boards of mutual funds could result in damage awards against us and a loss of assets under management, either of which could cause our earnings to decline.

As an investment advisor, we have a fiduciary duty to our clients. When clients retain us to manage assets on their behalf, they may specify certain guidelines regarding investment allocation and strategy that we are required to follow in the management of their portfolios. In addition, the boards of mutual

funds we manage may establish similar guidelines regarding the investment of assets in those funds. We are also required to invest the mutual funds’ assets in accordance with limitations under the Investment Company Act of 1940, as amended and applicable provisions of the Internal Revenue Code of 1986, as amended. Our failure to comply with these guidelines and other limitations could result in losses to a client or an investor in a fund, as the case may be, who could seek to recover damages from us or could result in the client withdrawing its assets from our management or the fund terminating our management agreement. Any of these events could harm our reputation and cause our earnings to decline.

We outsource a number of services to third-party vendors and if they fail to perform properly, we may suffer financial loss and liability to our clients.

As an organization, we have developed a business model that is primarily focused on our investment strategies and we seek to outsource, whenever appropriate, support functions. The services we outsource include middle- and back-office activities such as trade confirmation, trade settlement, custodian reconciliations and client reporting services as well as our front-end trading system and data center, data replication, file transmission, secure remote access and disaster recovery services. The ability of the third-party vendors to perform their functions properly is highly dependent on their communication, information and computer systems and on the proper functioning of these systems. If the communication, information or computer systems of the third-party vendors do not function properly, or if the third-party vendors fail to perform their services properly or choose to discontinue providing services to us for any reason, or if we are unable to renew any of our key contracts (which expire at various times in 2008 through 2009), on similar terms, or at all, it could cause our earnings to decline or we could suffer financial losses, business disruption, liability to clients, regulatory intervention or damage to our reputation.

A change of control of our company could result in termination of our investment advisory agreements.

Under the Investment Company Act of 1940, as amended, each of the investment advisory agreements for the Securities and Exchange Commission, or SEC, registered mutual funds that our subsidiary, Artio Global Management LLC, advises automatically terminates in the event of an assignment and each fund’s board and shareholders must approve a new agreement in order for our subsidiary to continue to act as its advisor. In addition, under the Investment Advisers Act of 1940, as amended, each of the investment advisory agreements for the separate accounts we manage may not be “assigned” without the consent of the client.

An assignment of our subsidiary’s investment management agreements may occur if, among other things, our operating company undergoes a change of control. If such an assignment occurs, we cannot be certain that our operating company will be able to obtain the necessary approvals from the boards and shareholders of the SEC registered funds that it advises, or the necessary consents from clients whose funds are managed pursuant to separate accounts. Under the Investment Company Act of 1940, as amended, if an SEC registered fund’s investment advisor engages in a transaction that results in the assignment of its investment management agreement with the fund, the advisor may not impose an “unfair burden” on that fund as a result of the transaction for a two-year period after the transaction is completed. It is expected that this offering will constitute a change of control for purposes of the Investment Company Act of 1940, as amended. We expect to obtain all necessary approvals before this offering, but will be subject to the limits on “unfair burdens” for the next two years which could be adverse to our interests.

Operational risks may disrupt our business, result in losses or limit our growth.

We are heavily dependent on the capacity and reliability of the technology systems supporting our operations, whether owned and operated by us or by third parties. Operational risks such as trading errors or interruption of our financial, accounting, trading, compliance and other data processing systems, whether caused by fire, other natural disaster, power or telecommunications failure, act of terrorism or war or otherwise, could result in a disruption of our business, liability to clients, regulatory intervention or

reputational damage, and thus materially adversely affect our business. Insurance and other safeguards might only partially reimburse us for our losses. Although we have back-up systems in place, our back-up procedures and capabilities in the event of a failure or interruption may not be adequate. The inability of our systems to accommodate an increasing volume of transactions also could constrain our ability to expand our businesses. Additionally, any upgrades or expansions to our operations and/or technology may require significant expenditures and may increase the probability that we will suffer system degradations and failures. We also depend on our headquarters in New York City, where a majority of our employees are located, for the continued operation of our business. Any significant disruption to our headquarters could have a material adverse effect on us.

Employee misconduct could expose us to significant legal liability and reputational harm.

We are vulnerable to reputational harm as we operate in an industry where integrity and the confidence of our clients are of critical importance. There is a risk that our employees could engage in misconduct that adversely affects our business. For example, if an employee were to engage in illegal or suspicious activities, we could be subject to regulatory sanctions and suffer serious harm to our reputation (as a consequence of the negative perception resulting from such activities), financial position, client relationships and ability to attract new clients. Our business often requires that we deal with confidential information. If our employees were to improperly use or disclose this information, we could suffer serious harm to our reputation, financial position and current and future business relationships. It is not always possible to deter employee misconduct, and the precautions we take to detect and prevent this activity may not be effective in all cases. Misconduct by our employees, or even unsubstantiated allegations, could result in an adverse effect on our reputation and our business.

If our techniques for managing risk are ineffective, we may be exposed to material unanticipated losses.

In order to manage the significant risks inherent in our business, we must maintain effective policies, procedures and systems that enable us to identify, monitor and control our exposure to market, operational, legal and reputational risks. While we believe that our disciplined approach to risk management helps us manage the risks in our business, our risk management methods may prove to be ineffective due to their design or implementation or as a result of the lack of adequate, accurate or timely information. If our risk management efforts are ineffective, we could suffer losses that could have a material adverse effect on our financial condition or operating results. Additionally, we could be subject to litigation, particularly from our clients, and sanctions or fines from regulators.

Our techniques for managing risks in client portfolios may not fully mitigate the risk exposure in all economic or market environments, or against all types of risk, including risks that we might fail to identify or anticipate. Any failures in our risk management techniques and strategies to accurately quantify such risk exposure could limit our ability to manage risks in those portfolios or to seek positive, risk-adjusted returns. In addition, any risk management failures could cause portfolio losses to be significantly greater than historical measures predict. Our more qualitative approach to managing those risks could prove insufficient, exposing us to material unanticipated losses in the value of client portfolios and therefore a reduction in our revenues.

Our failure to adequately address conflicts of interest could damage our reputation and materially adversely affect our business.

As we have expanded the scope of our business, we increasingly confront potential, perceived or actual conflicts of interest relating to our existing and future investment activities. For example, certain of our strategies have overlapping investment objectives and potential conflicts of interest may arise with respect to our decisions regarding how to allocate investment opportunities among those strategies. In addition, investors (or holders of our Class A common stock) may perceive conflicts of interest regarding investment decisions for strategies in which our investment professionals, who have and may continue to make significant personal investments, are personally invested. It is possible that actual, potential or perceived conflicts could give rise to investor dissatisfaction, litigation or regulatory enforcement actions.

Adequately addressing conflicts of interest is complex and difficult and we could suffer significant reputational harm if we fail, or appear to fail, to adequately address potential, perceived or actual conflicts of interest.

Our business depends on strong brand recognition and, if we are not successful in our rebranding efforts as a result of our change in name, our business could be materially affected.

In connection with this offering, we will change our name from Julius Baer Americas Inc. to Artio Global Investors Inc. Under the terms of the transition services agreement, continued use of the Julius Baer brand will only be permitted in a limited form and for a transitional period of up to one year following this offering and the transition to our new name will occur rapidly. The impact of the change in our name on our business cannot be fully predicted, and the lack of an established brand image for the new name in the marketplace may cause a disruption in sales and adversely affect our business. If the rebranding effort is not accepted by our clients, creates confusion in the market, or if there are negative connotations associated with our new name that we cannot successfully address, our business may be adversely affected.

As part of our rebranding, we may be required to devote a substantial amount of time and resources to reestablish our identity. We have no significant experience in the type of marketing that will be required to reestablish our identity and we cannot assure you that these efforts will be successful.

Our use of leverage to fund a pre-offering distribution to certain of our members may expose us to substantial risks.

Prior to this offering, our operating company intends to incur $ of indebtedness in order to fund the payment of a one-time distribution to us (which we will use to fund a dividend to Julius Baer Holding Ltd.) and the Principals. This leverage will expose us to the typical risks associated with the use of substantial leverage. Increased leverage makes it more difficult for us to withstand adverse economic conditions or business plan variances, to take advantage of new business opportunities, or to make necessary capital expenditures. A substantial portion of our cash flow could be required for debt service and, as a result, might not be available for our operations or other purposes. Any substantial decrease in net operating cash flows or any substantial increase in expenses could make it difficult for us to meet our debt service requirements or force us to modify our operations. Our level of indebtedness may make us more vulnerable to economic downturns, and reduce our flexibility in responding to changing business, regulatory and economic conditions.

We are subject to risks relating to our new initiatives which may adversely affect our growth strategy and business.

A key component of our growth strategy is to focus on building our business for the long-term. Consistent with this strategy, we are in the process of developing a private equity effort to invest in Central and Eastern Europe and a series of hedge fund strategies. These new initiatives will be subject to numerous risks, some unknown and some known, which may be different from and in addition to the risks we face in our existing business, including, among others, risks associated with newly established strategies without any operating history and risks due to potential lack of liquidity in the securities in which they invest. In developing our new initiatives we intend to leverage the expertise and research of our current investment professionals, which may place significant strain on resources and distract our investment professionals from the strategies that they currently manage. This leverage of our existing investment teams may also increase the possibility of a conflict of interest arising, given the differing fee structures associated with these new initiatives. Our growth strategy will require significant investment, including the hiring of additional investment professionals, and place significant strain on our financial, operational and management resources. We cannot assure you that we will be able to achieve our growth strategy or that we will succeed in our new initiatives. Failure to achieve or manage such growth could have a material adverse effect on our business, financial condition and results of operations. See “Business—Investment Strategies and Performance—New Initiatives.”

Risks Related to Our Industry

We are subject to extensive regulation.

We are subject to extensive regulation in the United States, primarily at the federal level, including regulation by the Securities and Exchange Commission, or SEC, under the Investment Company Act of 1940, as amended, and the Investment Advisers Act of 1940, as amended, by the Department of Labor under the Employee Retirement Income Security Act of 1974, as amended, or ERISA, as well as regulation by the Financial Industry Regulatory Authority, Inc., or FINRA, and state regulators. The mutual funds we manage are registered with the SEC as investment companies under the Investment Company Act of 1940, as amended. The Investment Advisers Act of 1940, as amended, imposes numerous obligations on investment advisors including record-keeping, advertising and operating requirements, disclosure obligations and prohibitions on fraudulent activities. The Investment Company Act of 1940, as amended, imposes similar obligations, as well as additional detailed operational requirements, on registered investment companies, which must be strictly adhered to by their investment advisors.

In addition, our mutual funds are subject to the USA PATRIOT Act of 2001, or the PATRIOT Act, which requires each fund to know certain information about its clients and to monitor their transactions for suspicious financial activities, including money laundering. The U.S. Office of Foreign Assets Control, or OFAC, has issued regulations requiring that we refrain from doing business, or allowing our clients to do business through us, in certain countries or with certain organizations or individuals on a prohibited list maintained by the U.S. government. Our failure to comply with applicable laws or regulations could result in fines, censure, suspensions of personnel or other sanctions, including revocation of the registration of any of our subsidiaries as a registered investment advisor.

In addition to the extensive regulation our asset management business is subject to in the United States, we are also subject to regulation internationally by the Ontario Securities Commission, the Irish Financial Institutions Regulatory Authority, and the Hong Kong Securities and Futures Commission. Our business is also subject to the rules and regulations of the more than 50 countries in which we currently conduct investment activities. Failure to comply with applicable laws and regulations in the foreign countries where we invest could result in fines, suspensions of personnel, or other sanctions. See “Regulatory Environment and Compliance.”

The regulatory environment in which we operate is subject to continual change and regulatory developments designed to increase oversight may adversely affect our business.

The legislative and regulatory environment in which we operate has undergone significant changes in the recent past and there may be future regulatory changes in our industry. The requirements imposed by our regulators are designed to ensure the integrity of the financial markets and to protect customers and other third parties who deal with us, and are not designed to protect our stockholders. Consequently, these regulations often serve to limit our activities, including through customer protection and market conduct requirements. New laws or regulations, or changes in the enforcement of existing laws or regulations, applicable to us and our clients may adversely affect our business. Our ability to function in this environment will depend on our ability to constantly monitor and promptly react to legislative and regulatory changes. For investment management firms in general, there have been a number of highly publicized regulatory inquiries that focus on the mutual fund industry. These inquiries already have resulted in increased scrutiny in the industry and new rules and regulations for mutual funds and their investment managers. This regulatory scrutiny may limit our ability to engage in certain activities that might be beneficial to our stockholders. See “Regulatory Environment and Compliance.”

We may not be able to maintain our current fee structure as a result of industry pressure to reduce fees, which could have an adverse effect on our profit margins and results of operations.

We may not be able to maintain our current fee structure as a result of industry pressure to reduce fees. Although our investment management fees vary from product to product, historically we have competed primarily on the basis of our performance and not on the level of our investment management

fees relative to those of our competitors. In recent years, however, there has been a general trend toward lower fees in the investment management industry. In order to maintain our fee structure in a competitive environment, we must be able to continue to provide clients with investment returns and service that incentivize our investors to pay our fees. We cannot assure you that we will succeed in providing investment returns and service that will allow us to maintain our current fee structure.

The board of directors of each mutual fund we manage must make certain findings as to the reasonableness of our fees and can renegotiate them annually which, in the past, has led to a reduction in fees. Fee reductions on existing or future new business could have an adverse effect on our profit margins and results of operations. For more information about our fees see “Business—Investment Management Fees” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

The investment management business is intensely competitive.

The investment management business is intensely competitive, with competition based on a variety of factors, including investment performance, continuity of investment professionals and client relationships, the quality of services provided to clients, corporate positioning and business reputation, continuity of selling arrangements with intermediaries and differentiated products. A number of factors, including the following, serve to increase our competitive risks:

·	a number of our competitors have greater financial, technical, marketing and other resources, better name recognition and more personnel than we do;

·	there are relatively low barriers impeding entry to new investment funds, including a relatively low cost of entering these businesses;

·	the recent trend toward consolidation in the investment management industry, and the securities business in general, has served to increase the size and strength of a number of our competitors;

·	some investors may prefer to invest with an investment manager that is not publicly-traded based on the perception that publicly-traded companies focus on growth to the detriment of performance;

·	some competitors may invest according to different investment styles or in alternative asset classes that the markets may perceive as more attractive than our investment approach;

·	some competitors may have a lower cost of capital and access to funding sources that are not available to us, which may create competitive disadvantages for us with respect to investment opportunities; and

·	other industry participants, hedge funds and alternative asset managers may seek to recruit our qualified investment professionals.

If we are unable to compete effectively, our earnings would be reduced and our business could be materially adversely affected.

Difficult market conditions can adversely affect our business in many ways, including by reducing the value of our assets under management and causing clients to withdraw funds, each of which could materially reduce our revenues and adversely affect our financial condition.

The fees we earn under our investment management fee agreements are typically based on the market value of our assets under management. Investors in open-end funds can redeem their investments in those funds at any time without prior notice and our clients may reduce the aggregate amount of assets under management with us for any number of reasons, including investment performance, changes in prevailing interest rates and financial market performance. In addition, the prices of the securities held in the portfolios we manage may decline due to any number of reasons

beyond our control, including, among others, political uncertainty, acts of terrorism, a declining stock market or general economic downturn. In difficult market conditions, the pace of client redemptions or withdrawals from our investment strategies could accelerate if clients move assets to investments they perceive as offering greater opportunity or lower risk. Any of these sources of declining assets under management would result in lower investment management fees. If our revenue declines without a commensurate reduction in our expenses, our net income will be reduced and our business may be negatively impacted.

The investment management industry faces substantial litigation risks which could materially adversely affect our business, financial condition or results of operations or cause significant reputational harm to us.

We depend to a large extent on our network of relationships and on our reputation in order to attract and retain clients. If a client is not satisfied with our services, such dissatisfaction may be more damaging to our business than to other types of businesses. We make investment decisions on behalf of our clients that could result in substantial losses to them. If our clients suffer significant losses, or are otherwise dissatisfied with our services, we could be subject to the risk of legal liabilities or actions alleging negligent misconduct, breach of fiduciary duty, breach of contract, unjust enrichment and/or fraud. These risks are often difficult to assess or quantify and their existence and magnitude often remain unknown for substantial periods of time. We may incur significant legal expenses in defending against litigation. Substantial legal liability or significant regulatory action against us could materially adversely affect our business, financial condition or results of operations or cause significant reputational harm to us.

Failure to comply with “fair value” pricing, “market timing” and late trading policies and procedures may adversely affect us.

The SEC has adopted rules that require mutual funds to adopt “fair value” pricing procedures to address time zone arbitrage, selective disclosure procedures to protect mutual fund portfolio information and procedures to ensure compliance with a mutual fund’s disclosed market timing policy. Recent SEC rules also require our mutual funds to ensure compliance with their own market timing policies. Our mutual funds are subject to these rules and, in the event of our non-compliance, we may be required to disgorge certain revenue. In addition, we could have penalties imposed on us, be required to pay fines or be subject to private litigation, any of which could decrease our future income, or negatively impact our current business or our future growth prospects.

Risks Related to this Offering

There is no existing market for our Class A common stock, and we do not know if one will develop which may cause our Class A common stock to trade at a discount from its initial offering price and make it difficult to sell the shares you purchase.

Prior to this offering, there has not been a public market for our Class A common stock and we cannot predict the extent to which investor interest in us will lead to the development of an active trading market on the New York Stock Exchange, or NYSE, or otherwise, or how liquid that market might become. If an active trading market does not develop, you may have difficulty selling your shares of Class A common stock at an attractive price, or at all. The initial public offering price for our Class A common stock will be determined by negotiations between us and the representative of the underwriters and may not be indicative of prices that will prevail in the open market following this offering. Consequently, you may not be able to sell shares of our Class A common stock at prices equal to or greater than the price you paid in this offering.

The market price and trading volume of our Class A common stock may be volatile, which could result in rapid and substantial losses for our stockholders.

Even if an active trading market develops, the market price of our Class A common stock may be highly volatile and could be subject to wide fluctuations. In addition, the trading volume on our Class A

common stock may fluctuate and cause significant price variations to occur. If the market price of our Class A common stock declines significantly, you may be unable to resell your shares of Class A common stock at or above your purchase price, if at all. We cannot assure you that the market price of our Class A common stock will not fluctuate or decline significantly in the future. Some of the factors that could negatively affect the price of our Class A common stock, or result in fluctuations in the price or trading volume of our Class A common stock, include:

·	variations in our quarterly operating results;

·	failure to meet our earnings estimates;

·	publication of research reports about us or the investment management industry, or the failure of securities analysts to cover our Class A common stock after this offering;

·	departures of our Principals or additions/departures of other key personnel;

·	adverse market reaction to any indebtedness we may incur or securities we may issue in the future;

·	actions by stockholders;

·	changes in market valuations of similar companies;

·	actual or anticipated poor performance in our underlying investment strategies;

·	changes or proposed changes in laws or regulation, or differing interpretations thereof, affecting our business, or enforcement of these laws and regulations, or announcements relating to these matters;

·	adverse publicity about the investment management industry, generally, or individual scandals specifically;

·	litigation and governmental investigations; and

·	general market and economic conditions.

Future sales of our Class A common stock in the public market could lower our stock price, and any additional capital raised by us through the sale of equity or convertible securities may dilute your ownership in us.

The market price of our Class A common stock could decline as a result of sales of a large number of shares of our Class A common stock by Julius Baer Holding Ltd. or the Principals after completion of this offering, or the perception that such sales could occur. These sales, or the possibility that these sales may occur, also might make it more difficult for us to raise additional capital by selling equity securities in the future, at a time and price that we deem appropriate.

Pursuant to the lock-up agreements described under “Underwriting” our existing stockholders, directors and officers may not issue, sell, otherwise dispose of or hedge any shares of our Class A common stock or securities convertible or exercisable into or exchangeable for shares of Class A common stock, subject to certain exceptions, for the 180-day period following the date of this prospectus, without the prior written consent of Goldman, Sachs & Co. Pursuant to a resale and registration rights agreement that we will enter into with Julius Baer Holding Ltd. and the Principals, we will agree to use our reasonable best efforts to file registration statements from time to time for the sale of the shares of our Class A common stock, including Class A common stock which is deliverable upon exchange of New Class A Units or Class C common stock held by them now or in the future. See “Relationships and Related Party Transactions—Registration Rights Agreement.”

We cannot predict the size of future issuances of our Class A common stock or the effect, if any, that future issuances and sales of shares of our Class A common stock may have on the market price of our Class A common stock. Sales or distributions of substantial amounts of our Class A common stock (including shares issued in connection with an acquisition), or the perception that such sales could occur, may cause the market price of our Class A common stock to decline. See “Shares Eligible for Future Sale.”

Fulfilling our public company financial reporting and other regulatory obligations will be expensive and time consuming and may strain our resources.

As a public company, we will be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended, and will be required to implement specific corporate governance practices and adhere to a variety of reporting requirements under the Sarbanes-Oxley Act of 2002 and the related rules and regulations of the SEC, as well as the rules of the NYSE.

In accordance with Section 404 of Sarbanes-Oxley, our management will be required to conduct an annual assessment of the effectiveness of our internal controls over financial reporting and include a report on our internal controls in the annual reports we will file with the SEC on Form 10-K. In addition, we will be required to have our independent registered public accounting firm attest to the reporting. Under the current rules, we will be subject to these requirements beginning with our annual report on Form 10-K for our fiscal year ending December 31, 2009. We are in the process of reviewing our internal controls over financial reporting and are establishing formal policies, processes and practices related to financial reporting and to the identification of key financial reporting risks, assessment of their potential impact and linkage of those risks to specific areas and controls within our organization. If we are not able to implement the requirements of Section 404 in a timely manner or with adequate compliance, we may be subject to adverse regulatory consequences and there could be a negative reaction in the financial markets due to a loss of investor confidence in us and the reliability of our financial statements. This could have a material adverse effect on us and lead to a decline in the price of our Class A common stock.

We will also be required to file annual, quarterly and current reports with respect to our business and financial condition. Compliance with these requirements will place significant additional demands on our accounting and finance staff and on our accounting, financial and information systems and will increase our legal and accounting compliance costs as well as our compensation expense as we will be required to hire additional accounting, finance, legal and internal audit staff with the requisite technical knowledge.

As a public company we will also need to enhance our investor relations, marketing and corporate communications functions. These additional efforts may strain our resources and divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition and results of operations.

You will suffer immediate and substantial dilution and may experience additional dilution in the future.

We expect that the initial public offering price per share of our Class A common stock will be substantially higher than the pro forma net tangible book value per share of our Class A common stock immediately after this offering, and after giving effect to the exchange of all outstanding New Class A Units for shares of our Class A common stock. As a result, you will pay a price per share that substantially exceeds the book value of our assets after subtracting our liabilities. At an offering price of $ (the mid-point of the range set forth on the cover of this prospectus), you will incur immediate and substantial dilution in an amount of $ per share of our Class A common stock. See “Dilution.”

Anti-takeover provisions in our amended and restated certificate of incorporation and bylaws, could discourage a change of control that our stockholders may favor, which could negatively affect the market price of our Class A common stock.

Provisions in our amended and restated certificate of incorporation and bylaws may make it more difficult and expensive for a third party to acquire control of us even if a change of control would be beneficial to the interests of our stockholders. For example, our amended and restated certificate of incorporation, which will be in effect at the time this offering is consummated, will authorize the issuance of preferred stock that could be issued by our board of directors to thwart a takeover attempt. The market price of our Class A common stock could be adversely affected to the extent that the provisions of our amended and restated certificate of incorporation and bylaws discourage potential takeover attempts that our stockholders may favor. See “Description of Capital Stock” for additional information on the anti-takeover measures applicable to us.

Risks Relating to Our Structure

Our ability to pay regular dividends to our stockholders is subject to the discretion of our board of directors and may be limited by our holding company structure and applicable provisions of Delaware law.

Following completion of this offering, we intend to pay cash dividends to our Class A and Class C stockholders on a quarterly basis. Our board of directors may, in its sole discretion, decrease the amount or frequency of dividends or discontinue the payment of dividends entirely. In addition, as a holding company, we will be dependent upon the ability of the operating company to generate earnings and cash flows and distribute them to us so that we may pay dividends to our stockholders. We expect to cause the operating company to make distributions to its members, including us. However, the ability of the operating company to make such distributions will be subject to its operating results, cash requirements and financial condition, the applicable provisions of Delaware law which may limit the amount of funds available for distribution to its members, its compliance with covenants and financial ratios related to existing or future indebtedness, and its other agreements with third parties. As a consequence of these various limitations and restrictions, we may not be able to make, or may have to reduce or eliminate, the payment of dividends on our Class A common stock.

Our ability to pay taxes and expenses may be limited by our holding company structure and applicable provisions of Delaware law.

As a holding company, we have no material assets other than our ownership of New Class A Units of the operating company and will have no independent means of generating revenue. The operating company will be treated as a partnership for U.S. federal income tax purposes and, as such, will not be subject to U.S. federal income tax. Instead, taxable income will be allocated to members, including us and the Principals, pro rata according to the number of membership units each owns. Accordingly, we will incur income taxes on our proportionate share of any net taxable income of the operating company and will also incur expenses related to our operations. We intend to cause the operating company to distribute cash to its members, including us. However, the ability of the operating company to make such distributions will be subject to various limitations as set forth in the preceding risk factor. If, as a consequence of these various limitations and restrictions, we do not have sufficient funds to pay tax or other liabilities to fund our operations, we may have to borrow funds and thus, our liquidity and financial condition could be materially adversely affected.

We will be required to pay the Principals most of the tax benefit of any depreciation or amortization deductions we may claim as a result of the tax basis step up we receive in connection with the future exchanges of New Class A Units.

Any taxable exchanges by the Principals of New Class A Units for shares of our Class A common stock are expected to result in increases in the tax basis in the tangible and intangible assets of the operating company connected with such New Class A Units. The increase in tax basis is expected to

reduce the amount of tax that we would otherwise be required to pay in the future, although the Internal Revenue Service, or IRS, might challenge all or part of this tax basis increase, and a court might sustain such a challenge.

We will enter into a tax receivable agreement with the Principals, pursuant to which we will pay them 85% of the amount of the cash savings, if any, in U.S. federal, state and local income tax that we realize (or are deemed to realize upon an early termination of the tax receivable agreement or a change of control, both discussed below) as a result of these increases in tax basis. We have previously recorded a deferred tax asset on our historical financial statements with respect to the tax basis increase that we would have received in connection with our prior obligation to redeem certain interests. Following this offering, we will record a related liability for amounts due under the tax receivable agreement. The actual increase in tax basis, as well as the amount and timing of any payments under this agreement, will vary depending on a number of factors, including the timing of exchanges, the price of our Class A common stock at the time of the exchange, the extent to which such exchanges are taxable, the amount and timing of our income and the tax rates then applicable. We expect that, as a result of the size and increases in the tax basis of the tangible and intangible assets of the operating company attributable to the exchanged New Class A Units, the payments that we may make to the Principals will be substantial. See “Our Structure and Reorganization—Holding Company Structure.”

Moreover, if we exercise our right to terminate the tax receivable agreement early, we will be obligated to make an early termination payment to the Principals, or their transferees, based upon the net present value (based upon certain assumptions in the tax receivable agreement, including the assumption that we would have enough taxable income in the future to fully utilize the tax benefit resulting from any increased tax basis that results from an exchange) of all payments that would be required to be paid by us under the tax receivable agreement. We would be obligated to make a similar termination payment if certain change of control events were to occur.

Although we are not aware of any issue that would cause the IRS to challenge a tax basis increase, we will not be reimbursed for any payments previously made under the tax receivable agreement if such basis increase is successfully challenged by the IRS. As a result, in certain circumstances, payments could be made under the tax receivable agreement in excess of our cash tax savings.

Our amended and restated certificate of incorporation contains a provision renouncing our interest and expectancy in certain corporate opportunities.

Our amended and restated certificate of incorporation will provide for the allocation of certain corporate opportunities between us and Julius Baer Holding Ltd. Under these provisions, neither Julius Baer Holding Ltd., nor any director, officer, stockholder, member, manager or employee of Julius Baer Holding Ltd. will have any duty to refrain from engaging, directly or indirectly, in the same business activities or similar business activities or lines of business in which we operate. Therefore, a director or officer of our company who also serves as a director, officer, member, manager or employee of Julius Baer Holding Ltd. may pursue certain acquisition opportunities that may be complementary to our business and, as a result, such acquisition opportunities may not be available to us. These potential conflicts of interest could have a material adverse effect on our business, financial condition, results of operations or prospects if attractive corporate opportunities are allocated by Julius Baer Holding Ltd. to themselves or their other affiliates instead of to us. The terms of our amended and restated certificate of incorporation are more fully described in “Description of Capital Stock.”

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

We have made statements under the captions “Prospectus Summary,” “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Business” and in other sections of this prospectus that are forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue,” the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions, may include projections of our future financial performance, our anticipated growth strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including those factors discussed under the caption entitled “Risk Factors.”

Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. We are under no duty to update any of these forward-looking statements after the date of this prospectus to conform our prior statements to actual results or revised expectations.

OUR STRUCTURE AND REORGANIZATION

The diagram below depicts our organizational structure immediately after the consummation of this offering and related transactions.

Artio Global Holdings LLC

We conduct all of our operations through Artio Global Holdings LLC, our operating company, which holds our ownership interest in Artio Global Management LLC (the entity which conducts the majority of our business activities) and certain other entities that will engage in our proposed alternative investment activities. Immediately prior to this offering, we will amend and restate the operating company’s limited liability company agreement, or operating agreement. The amendment is intended, among other things, to simplify the capital structure of the operating company. See “Relationships and Related Party

Transactions—Second Amended and Restated Limited Liability Company Agreement of the Operating Company.” Currently, the capital structure consists of Class A and Class B membership interests. We will convert the current multiple−class structure into a single new class of units called “New Class A Units” approximately 70% of which will be issued to us and approximately 30% of which, in the aggregate, will be issued to the Principals, consistent with the respective interests in the operating company prior to this offering. Upon completion of this offering, there will be approximately New Class A Units issued and outstanding.

Artio Global Investors Inc.

We will amend and restate our certificate of incorporation to authorize three classes of common stock, Class A common stock, Class B common stock and Class C common stock, each having the terms described in “Description of Capital Stock.”

Shares of our common stock outstanding prior to this offering will be converted into a number of shares of Class C common stock that is equal to the number of outstanding New Class A Units held by Artio Global Investors Inc. Julius Baer Holding Ltd., our parent and sole stockholder immediately prior to this offering, will receive all of these shares of Class C common stock. Shares of Class C common stock will have economic rights equal to the economic rights of the Class A common stock and will have an aggregate vote equal to the greater of (1) the number of votes they would be entitled to on a one-vote per share basis and (2) 20% of the combined voting power of all classes of common stock. We will issue shares of Class C common stock to Julius Baer Holding Ltd. in order that, when selling the remainder of its holding, it can avail itself of certain Swiss tax exemptions that require it to have voting rights equal to over 20% of the combined voting power of the common stock.

All of our shares of Class B common stock will be issued to the Principals, in an amount equal to the number of New Class A Units held by the Principals. Class B common stock will entitle holders to one vote per share but will have no economic rights.

Prior to this offering, we expect to adopt the Artio Global Investors Inc. 2008 Stock Incentive Plan. We expect to make initial grants of restricted stock units to our directors, named executive officers and other selected employees under this plan on the offering date and to make future equity awards under this plan to our directors and employees as appropriate. See “Management—Artio Global Investors Inc. 2008 Stock Incentive Plan.”

Offering Transactions

Upon the consummation of this offering, Artio Global Investors Inc. will use the net proceeds from this offering to redeem an aggregate of shares of Class C common stock (assuming the underwriters do not exercise their option to purchase additional shares) from our parent, Julius Baer Holding Ltd., and we will not retain any of the net proceeds. See “Use of Proceeds.”

In connection with the closing of this offering, we will enter into an exchange agreement with the Principals under which, subject to certain exchange and other restrictions, including notice requirements, from time to time, the Principals and certain permitted transferees will have the right to exchange their New Class A Units for shares of Class A common stock on a one−for−one basis. The exchange agreement will generally permit the Principals to exchange 20% of the New Class A Units that they own at the time of this offering after the first anniversary of the pricing of this offering and a further 20% of the New Class A Units that they own at the time of this offering after each of the next four anniversaries and includes certain non-compete restrictions applicable to the Principals. See “Relationships and Related Party Transactions—Exchange Agreement.”

In connection with this offering, we will enter into registration rights agreements with the Principals and Julius Baer Holding Ltd. to provide customary registration rights including demand registration rights and piggyback registration rights. See “Relationships and Related Party Transactions—Registration Rights Agreement.”

As a result of the transactions described above, which we collectively refer to as the “reorganization transactions and this offering”:

We will become the sole managing member of the operating company through which we operate our business. We will have approximately a 70% majority economic interest in the operating company and a 100% voting interest and control the management of the operating company (subject to certain limited exceptions with respect to certain fundamental matters). As a result, we will continue to consolidate the financial results of the operating company and will record a minority interest on our balance sheet for the economic interest in the operating company held by the other existing members to the extent the book value of their interest in the operating company is greater than zero;

·	the Principals will hold shares of our Class B common stock and New Class A Units, and we will hold New Class A Units;

·	through their holdings of our Class B common stock, the Principals will, in the aggregate, have approximately 30% of the voting power in Artio Global Investors Inc.;

through its holdings of our Class C common stock, Julius Baer Holding Ltd. will have % of the voting power in Artio Global Investors Inc. (or % if the underwriters exercise in full their option to purchase additional shares). Julius Baer Holding Ltd. will enter into a shareholders agreement under which it will agree that, to the extent it has voting power as holder of the Class C common stock in excess of that which it would be entitled to on a one-vote per share basis, it will on all matters vote the shares representing such excess on the same basis and in the same proportion as the votes cast by the holders of our Class A and Class B common stock. Under this shareholders agreement, Julius Baer Holding Ltd. will have the right to designate one member of our board of directors as long as it (together with its subsidiaries) owns at least 10% of our Class A common stock (assuming the conversion of our Class C common stock and New Class A Units of the operating company);

·	the investors in this offering will collectively have % of the voting power in Artio Global Investors Inc. (or % if the underwriters exercise in full their option to purchase additional shares); and

the New Class A Units held by the Principals are exchangeable for shares of our Class A common stock on a one−for−one basis. In connection with an exchange, a corresponding number of shares of our Class B common stock will be cancelled. However, the exchange of New Class A Units for shares of our Class A common stock will not affect our Class B common stockholders’ voting power since the votes represented by the cancelled shares of our Class B common stock will be replaced with the votes represented by the shares of Class A common stock for which such New Class A Units are exchanged.

Holding Company Structure

We will be a holding company and, immediately after the consummation of the reorganization transactions and this offering, our sole asset will be our approximately 70% equity interest in the operating company and our controlling interest and related rights as the sole managing member of the operating company. Our only business following this offering will be to act as the sole managing member of the operating company, and, as such, we will operate and control all of the business and affairs of the operating company and will consolidate the operating company’s financial results into our consolidated financial statements.

The number of New Class A Units we will own equals the number of outstanding shares of our Class A common stock and Class C common stock. The economic interest represented by each New Class A Unit that we will own will correspond to one of our shares of Class A common stock or Class C common stock, and the total number of New Class A Units owned by us and the holders of our Class B common

stock will equal the sum of outstanding shares of our Class A, Class B and Class C common stock. In addition, you should note that:

if Julius Baer Holding Ltd. transfers any shares of Class C common stock to anyone other than any of its subsidiaries, such shares will automatically convert into shares of Class A common stock. In addition, on the second anniversary of the completion of this offering, the Class C common stock will automatically convert into Class A common stock;

a share of Class B common stock cannot be transferred except in connection with a transfer of a New Class A Unit. Further, a New Class A Unit cannot be exchanged with the operating company for a share of our Class A common stock without the corresponding share of our Class B common stock being delivered together at the time of exchange, at which time, such Class B common stock will be automatically cancelled; and

·	we do not intend to list our Class B common stock or Class C common stock on any stock exchange.

As a member of the operating company, we will incur U.S. federal, state and local income taxes on our allocable share of any net taxable income of the operating company. The operating agreement of the operating company provides that the operating company shall make quarterly cash distributions on a pro rata basis to its members at least to the extent necessary to provide funds to pay the members’ tax obligations, if any, (calculated at an assumed tax rate) with respect to the earnings of the operating company. See “Relationships and Related Party Transactions—Second Amended and Restated Limited Liability Company Agreement of the Operating Company.”

As a result of a U.S. federal income tax election made by the operating company, the income tax basis of the assets of the operating company connected with the New Class A Units we acquire upon a taxable exchange with the Principals will be adjusted to reflect the amount that we have paid for them. We intend to enter into an agreement with the Principals that will provide for the payment by us to them of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax that we realize from our increased tax basis in the assets of the operating company as a result of the U.S. federal income tax election referred to above. See “Relationships and Related Party Transactions—Tax Receivable Agreement.”

USE OF PROCEEDS

We estimate that the net proceeds from the sale of shares of our Class A common stock by us in this offering will be approximately $ billion, or approximately $ billion if the underwriters exercise their option to purchase additional shares of Class A common stock in full, based on an assumed initial public offering price of $ per share (the mid-point of the price range set forth on the cover of this prospectus), in each case after deducting assumed underwriting discounts and commissions and estimated offering expenses payable by us.

We intend to use the net proceeds from this offering to redeem an aggregate of shares of Class C common stock ( shares of Class C common stock if the underwriters exercise in full their option to purchase additional shares) from our parent, Julius Baer Holding Ltd., and will not retain any of the net proceeds. As a result, the redemption price of the shares of Class C common stock held by our parent will be determined by the public offering price of our Class A common stock in this offering, less the amount of certain offering expenses incurred by us. If the assumed initial public offering price is $ , then the redemption price per share of Class C common stock will be $ . A $1.00 change in the assumed initial public offering price will change the proceeds by $ and will correspondingly change the redemption price paid to Julius Baer Holding Ltd.

DIVIDEND POLICY AND DIVIDENDS

Dividend Policy

Following this offering, we intend to pay quarterly cash dividends. We expect that our first dividend will be paid in the quarter of 2008 and will be $ per share of our Class A common stock and Class C common stock. We intend to fund our initial dividend, as well as any future dividends, with distributions from the operating company from its available cash generated from operations. The holders of our Class B common stock will not be entitled to any cash dividends.

The declaration and payment of any future dividends will be at the sole discretion of our board of directors. In determining the amount of any future dividends, our board of directors will take into account: (i) the financial results of the operating company, (ii) our available cash, as well as anticipated cash requirements, (iii) our capital requirements and the capital requirements of our subsidiaries (including the operating company), (iv) contractual, legal, tax and regulatory restrictions on, and implications of, the payment of dividends by us to our stockholders or by our subsidiaries (including the operating company) to us, (v) general economic and business conditions and (vi) any other factors that our board of directors may deem relevant.

As a holding company, we have no material assets other than our ownership of New Class A Units of the operating company and, accordingly, will depend on distributions from our operating company to fund any dividends we may pay. We intend to cause the operating company to distribute cash to its members, including us, in an amount sufficient to cover dividends, if any, declared by us. If the operating company makes such distributions, other holders of New Class A Units will be entitled to receive equivalent distributions on a pro rata basis.

Our dividend policy has certain risks and limitations, particularly with respect to liquidity. Although we expect to pay dividends according to our dividend policy, we may not pay dividends according to our policy, or at all, if, among other things, the operating company is unable to make distributions to us as a result of its operating results, cash requirements and financial condition, the applicable laws of the State of Delaware (which may limit the amount of funds available for distribution), its compliance with covenants and financial ratios related to existing or future indebtedness and its other agreements with third parties. To the extent we do not have sufficient cash to pay dividends, we may decide not to pay dividends. By paying cash dividends rather than investing that cash in our future growth, we risk slowing the pace of our growth, or not having a sufficient amount of cash to fund our operations or unanticipated capital expenditures.

We are taxable as a corporation for U.S. federal income tax purposes and therefore holders of our Class A common stock will not be taxed directly on the earnings of the operating company. Distributions of cash or other property that we pay to our stockholders will constitute dividends for U.S. federal income tax purposes to the extent paid from our current or accumulated earnings and profits (as determined under U.S. federal income tax rules). If the amount of a distribution by us to our stockholders exceeds our current and accumulated earnings and profits, such excess will be treated first as a tax-free return of capital to the extent of a holder’s basis in the Class A common stock and thereafter as capital gain.

Historical Dividend Information

The following table sets forth the total ordinary dividends paid by us in respect of the results of each of the periods indicated:

	Amount
Period	(in thousands)
Year ended December 31, 2004	$	—
Year ended December 31, 2005	$	30,000
Year ended December 31, 2006	$	—
Nine months ended September 30, 2007	$	60,000

CAPITALIZATION

The following table sets forth our cash and cash equivalents and our capitalization as of September 30, 2007:

·	on an actual basis; and

on a pro forma basis after giving effect to the transactions described under “Unaudited Pro Forma Consolidated Financial Information,” including the expected incurrence of debt by our operating company prior to this offering and the application of the net proceeds thereof, the reorganization transactions and this offering.

You should read the following table in conjunction with our consolidated financial statements and related notes and “Management's Discussion and Analysis of Financial Condition and Results of Operations” appearing elsewhere in this prospectus.

	As of September 30, 2007
	Actual		Pro Forma
	(in thousands)
Cash and cash equivalents	$	72,455	$

Long-term debt	$	—	$
Minority interests		—
Stockholders’ equity (deficit):
Common stock, $100 stated value, 20,000 shares authorized, 4,000 shares issued and outstanding		400		—
Class A common stock, $0.001 par value per share, shares authorized, shares issued and outstanding on a pro forma basis		—
Class B common stock, $0.001 par value per share, shares authorized, shares issued and outstanding on a pro forma basis		—
Class C common stock, $0.001 par value per share, shares authorized, shares issued and outstanding on a pro forma basis		—
Additional paid-in capital		17,950
Retained earnings (deficit)		51,121
Accumulated other comprehensive income, net of tax		334
Total stockholders’ equity (deficit)	$	69,805	$
Total capitalization	$	69,805	$

DILUTION

If you invest in our Class A common stock, your interest will be diluted to the extent of the difference between the initial public offering price per share of our Class A common stock and the pro forma, as adjusted net tangible book value (deficit) per share of our Class A common stock immediately after this offering. Dilution results from the fact that the per share offering price of the Class A common stock is substantially in excess of the net tangible book value per share attributable to the existing equity holders. Net tangible book value represents net book equity excluding intangible assets, if any.

Our pro forma, as adjusted net tangible book value (deficit) per share as of September 30, 2007 was approximately $ million, or approximately $ per share of our Class A common stock. Pro forma, as adjusted net tangible book value represents the amount of total tangible assets less total liabilities, after giving effect to the reorganization and the incurrence by the operating company of $ million of indebtedness and the payment of a special distribution of $ to the current members of the operating company prior to this offering, and pro forma net tangible book value per share represents pro forma net tangible book value divided by the number of shares of Class A common stock outstanding after giving effect to the reorganization and assuming that (1) all holders of New Class A Units of the operating company immediately after the consummation of the reorganization have exchanged all of their New Class A Units and (2) all holders of Class C common stock have converted their shares for the corresponding number of shares of our Class A common stock.

After giving effect to the sale of shares of Class A common stock that we are offering at an assumed initial public offering price of $ per share (the mid-point of the price range set forth on the cover of this prospectus), the deduction of assumed underwriting discounts and commissions and estimated offering expenses payable by us and the use of the estimated net proceeds as described under “Use of Proceeds” and our pro forma, as adjusted net tangible book value at September 30, 2007 was $ , or $ per share of Class A common stock, assuming that (1) all existing members of the operating company exchanged their New Class A Units and (2) all holders of Class C common stock have converted their shares for shares of our Class A common stock on a one-for-one basis.

The following table illustrates the pro forma immediate increase in pro forma net tangible book value of $ per share for existing equity holders and the immediate dilution of $ per share to new stockholders purchasing Class A common stock in this offering, assuming the underwriters do not exercise their option to purchase additional shares.

Assumed initial public offering price per share		$
Pro forma, as adjusted net tangible book value (deficit) per share as of September 30, 2007	$
Increase in pro forma, as adjusted net tangible book value (deficit) per share attributable to new investors	$
Pro forma, as adjusted net tangible book value per share after this offering	$
Dilution in pro forma, as adjusted net tangible book value per share to new investors		$

The following table sets forth, on the same pro forma basis, as of September 30, 2007, the number of shares of Class A common stock purchased from us, the total consideration paid, or to be paid, and the average price per share paid, or to be paid, by existing stockholders and by the new investors, assuming that (1) all of the existing members of the operating company exchanged their New Class A Units and (2) all holders of Class C common stock have converted their shares for shares of our Class A common stock on a one-for-one basis, calculated at an assumed initial public offering price of $ per share (the mid-point of the range set forth on the cover page of this prospectus), before deducting estimated underwriting discounts and commissions and offering expenses payable by us:

	Shares Purchased				Total Consideration
	Number	Percent			Amount	Percent			Average Price Per Share
Existing stockholders		%				$		%
New Investors
Total			100	%		$	100	%

The table above does not give effect to shares of our Class A common stock that may be issued upon the conversion of restricted stock units or exercise of options that we expect to grant under our incentive compensation plans after the pricing of this offering. To the extent shares of our Class A common stock are issued upon exercise or conversion, there will be further dilution to new investors.

If the underwriters exercise their option to purchase additional shares of Class A common stock in full:

·	the pro forma percentage of shares of our Class A common stock held by existing equity holders will decrease to approximately % of the total number of pro forma shares of our Class A common stock outstanding after this offering; and

·	the pro forma number of shares of our Class A common stock held by new investors will increase to approximately % of the total pro forma shares of our Class A common stock outstanding after this offering.

If the underwriters exercise their option to purchase additional shares of Class A common stock in full, pro forma, as adjusted net tangible book value would be approximately $ per share, representing an increase to existing equity holders of approximately $ per share, and there would be an immediate dilution of approximately $ per share to new investors.

A $1.00 increase (decrease) in the assumed initial public offering price of $ per share of Class A common stock (the mid-point of the price range set forth on the cover of this prospectus), would increase (decrease) total consideration paid by new investors in this offering and by all investors by $ million, and would increase (decrease) the average price per share paid by new investors (excluding existing New Class A Unit holders) by $ , assuming the number of Class A common stock offered by us, as set forth on the cover page of this prospectus, remains the same and without deducting the estimated underwriting discounts and offering expenses payable by us in connection with this offering.

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

The following unaudited pro forma consolidated financial statements presents the consolidated statement of income and financial position of Artio Global Investors Inc. and Subsidiaries, assuming that all of the transactions described in the bullet points below had been completed as of: (i) January 1, 2006 with respect to the unaudited pro forma consolidated statements of income and (ii) September 30, 2007 with respect to the unaudited pro forma consolidated statement of financial position. The pro forma adjustments are based on available information and upon assumptions that our management believes are reasonable in order to reflect, on a pro forma basis, the impact of these transactions and this offering on the historical financial information of Artio Global Investors Inc. and Subsidiaries. These adjustments are described in the notes to the unaudited pro forma consolidated financial statements.

The pro forma adjustments give effect to the following transactions:

·	the operating company’s incurrence of $ of indebtedness and the application of the proceeds of the debt to fund a distribution to Julius Baer Holding Ltd. and the Principals;

the reorganization transactions described in “Our Structure and Reorganization”, including an amendment to our operating company’s operating agreement that will result in the complete acceleration of the unvested portion of the membership interests of the Principals and the elimination of both our obligation to repurchase such interests and the ability of the Principals to put their interests to the operating company;

·	the vesting of the Principals’ deferred compensation agreement;

·	the establishment of new compensation agreements with our Principals;

·	the establishment of a tax receivable agreement with the Principals;

·	the elimination of license fees paid to Julius Baer Holding Ltd.; and

the sale of shares of our Class A common stock in this offering at an assumed offering price of $ per share (the mid-point of the price range set forth on the cover of this prospectus) and the application of the proceeds therefrom, after payment of the assumed underwriting discounts and commissions and estimated offering expenses payable by us.

Pro forma basic and diluted net income per share was computed by dividing the pro forma net income attributable to our Class A and Class C common stockholders by the shares of Class A common stock and Class C common stock that will be issued and outstanding immediately following this offering.

The unaudited pro forma consolidated financial information is included for informational purposes only and does not purport to reflect our statement of income or financial position that would have occurred had we operated as a public company during the periods presented. The unaudited pro forma consolidated financial information should not be relied upon as being indicative of our statement of income or financial position had the transactions contemplated in connection with the reorganization and this offering been completed on the dates assumed. The unaudited pro forma consolidated financial information also does not project the statement of income or financial position for any future period or date. We have not made any pro forma adjustment relating to reporting, compliance and other incremental costs that we may incur as a public company.

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

For the Year Ended December 31, 2006

(in thousands, except share and per share amounts)

	Actual		Adjustments		Pro Forma
Revenue
Investment management fees	$	300,536	$		$
Foreign exchange trading gains		9,165
Interest income		3,169
Net gains on marketable securities and other		294
Total revenues		313,164
Expenses
Employee compensation and benefits
Salaries, bonuses and benefits		74,730	(a)(b)
Allocations of profits interests to our Principals		53,410		(53,410)(c)		—
Change in redemption value of our Principals’ membership interests		46,932		(46,932)(c)		—
Total employee compensation and benefits		175,072
Interest expense		—	(d)
Marketing and distribution		20,231
General and administrative		33,978	(e)
Total expenses		229,281
Income from continuing operations and before income tax expense and minority interests		83,883
Income tax expense		39,413	(f)
Income from continuing operations and before minority interests		44,470
Minority interests		—	(c)
Income from continuing operations and before non-recurring charges directly attributable to the reorganization transactions (g)	$	44,470	$		$
Basic and diluted net income per share from continuing operations and before minority interests and non-recurring charges directly attributable to the reorganization transactions	$	11,117	$		$
Cash dividends declared per share		—
Weighted average shares used in basic and diluted net income per share		4,000

The accompanying notes are an integral part of these unaudited pro forma consolidated financial statements.

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

For the Nine Months Ended September 30, 2007

(in thousands, except share and per share amounts)

	Actual		Adjustments		Pro Forma
Revenue
Investment management fees	$	321,340	$		$
Foreign exchange trading gains		7,407
Interest income		5,227
Net gains on marketable securities and other		133
Total revenues		334,107
Expenses
Employee compensation and benefits
Salaries, bonuses and benefits		70,847	(a)(b)
Allocations of profits interests to our Principals		60,893		(60,893)(c)		—
Change in redemption value of our Principals’ membership interests		59,404		(59,404)(c)		—
Total employee compensation and benefits		191,144
Interest expense		—	(d)
Marketing and distribution		17,697
General and administrative		33,566	(e)
Total expenses		242,407
Income from continuing operations and before income tax expense and minority interests		91,700
Income tax expense		43,113	(f)
Income from continuing operations and before minority interests		48,587
Minority interests		—	(c)
Income from continuing operations and before non-recurring charges directly attributable to the reorganization transactions (g)	$	48,587	$		$
Basic and diluted net income per share from continuing operations and before minority interests and non-recurring charges directly attributable to the reorganization transactions	$	12,147	$		$
Cash dividends declared per share		15,000
Weighted average shares used in basic and diluted net income per share		4,000

The accompanying notes are an integral part of these unaudited pro forma consolidated financial statements.

Notes to Unaudited Pro Forma Consolidated Statement of Income

For the Year Ended December 31, 2006 and the Nine Months Ended September 30, 2007

(a)	Represents incremental salary and bonus expense payable to the Principals pursuant to new compensation arrangements in effect upon completion of this offering.

(b)

We will vest and pay out the unvested portion of a deferred compensation agreement with our Principals. Historically, the vesting of this plan was reflected as a compensation charge within the consolidated financial statements. We will no longer record compensation charges relating to this deferred compensation agreement.

(c)

In connection with this offering, we will amend and restate the operating agreement of our operating company which will result in the complete acceleration of the unvested portion of the membership interests of the Principals and the elimination of both our obligation to repurchase such interests and the ability of the Principals to put their interests to the operating company. Accordingly, we will no longer record as a compensation expense the allocation of income relating to the profits interests of the Principals or changes in the redemption value of their membership interests. Instead, we will record a minority interest attribution relating to the Principals’ share of our operating company’s earnings.

Assuming an initial public offering price of $ per share, we expect to record compensation expense of $ million on the date of the consummation of this offering relating to acceleration of vesting of the Principals’ membership interests. Because this charge is non-recurring and directly related to this offering, it is not reflected in the pro forma statement of income.

(d)	Represents annual interest expense of $ and $ of amortization of deferred financing costs which will amortize over the life of the indebtedness ($ and $ , respectively, in the nine months ended September 30, 2007).

(e)	Represents license fees paid to our parent, Julius Baer Holding Ltd., that will not be payable after this offering.

(f)	Reflects the income tax expense relating to the adjustments set forth above.

(g)

The pro forma adjustments made to the unaudited pro forma statement of income only reflect adjustments which will have a continuing impact on our results of income. The following charges therefore are reflected only in the unaudited pro forma balance sheet information (as decreases to retained earnings) as such charges will be incurred at the time of the reorganization transactions and are not expected to have a continuing impact on our results of operations after the transactions.

	Pro forma footnote reference	Amount reflected on September 30, 2007 unaudited balance sheet information
		(in thousands)
Compensation expense	(b)
	(c)

Total non-recurring charges		$

We have not made any pro forma adjustments relating to reporting, compliance and investor relations costs, including costs relating to compliance with Section 404 of the Sarbanes-Oxley Act.

The results of discontinued operations, reflected below, have been excluded from the pro forma statement of income.

	For the year ended December 31, 2006		For the nine months ended September 30, 2007
	(in thousands)		(in thousands)

Discontinued operations, net of taxes	$	304	$	—

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As of September 30, 2007

(in thousands)

	Actual		Adjustments		Pro Forma
Assets
Cash and cash equivalents	$	72,455	$	(a)(b)(c)	$
Marketable securities, at fair value		73,088
Fees receivable and accrued fees		69,420
Due from affiliates		4,561
Net deferred tax asset		63,274	(e)
Property and equipment, net		9,490
Other assets		2,599
Total assets	$	294,887	$		$
Liabilities and Stockholders’ Equity (Deficit)
Long-term debt		—	(a)
Accrued compensation and benefits		205,870	(b)(d)
Amounts payable under tax receivable agreement		—	(e)
Accounts payable and accrued expenses		9,271
Due to affiliates		4,994
Accrued income taxes payable		1,872
Other liabilities		3,075
Total liabilities		225,082
Minority interests		—		—(d)(f)		—
Stockholders’ Equity (Deficit)
Common stock		400	(c)
Class A Common Stock			(c)
Class B Common Stock			(c)
Class C Common Stock			(c)
Additional paid-in capital		17,950	(a)(c)(d)
Retained earnings (deficit)		51,121	(a)(b)(d)(e)
Accumulated other comprehensive income, net of tax		334
Total stockholders’ equity		69,805		—		—
Total Liabilities and Stockholders’ Equity (Deficit)	$	294,887	$		$

The accompanying notes are an integral part of these unaudited pro forma consolidated financial statements.

Notes to Unaudited Pro Forma Consolidated Statement of Financial Position

As of September 30, 2007

(a)	Represents the principal amount of debt to be incurred prior to this offering and the application of the proceeds of the debt to fund a distribution to Julius Baer Holding Ltd. and the Principals as well as a distribution of undistributed profits to Julius Baer Holding Ltd.

(b)

(c)	Represents the net effect of an increase in equity due to the proceeds received from this offering less amounts used to redeem shares of common stock from Julius Baer Holding Ltd. in connection with this offering.

(d)

In connection with this offering, we will amend and restate the operating agreement of our operating company which will result in the complete acceleration of the unvested portion of the equity interest of the Principals and the elimination of both our obligation to repurchase such interests and the ability of the Principals to put their interests to the operating company. Accordingly, we will no longer record a liability for accrued compensation expense with respect to the value of the Principals’ membership interests, but instead will record a minority interest to the extent the book value of their interests is in excess of zero.

(e)

This adjustment represents the impact of entering into a tax receivable agreement with the Principals whereby 85% of the future benefit associated with our deferred tax assets that will be realized upon the exchange of the Principals’ New Class A Units in the operating company for shares of our Class A common stock. We will record 85% of the estimated tax benefit as an increase to the liability for the amounts payable under the tax receivable agreement.

(f)	Because the Principals do not have an obligation to fund any deficit of the operating company, the unaudited pro forma balance sheet does not reflect the allocation of the negative equity to the Principals who have a minority interest in the operating company.

SELECTED HISTORICAL CONSOLIDATED FINANCIAL DATA

The following selected historical consolidated financial data of Artio Global Investors Inc. and Subsidiaries should be read in conjunction with, and are qualified by reference to, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the historical consolidated financial statements and notes thereto included elsewhere in this prospectus. The selected consolidated statement of income data for the years ended December 31, 2004, 2005, and 2006 and the selected consolidated statement of financial position data as of December 31, 2005 and 2006 have been derived from our audited consolidated financial statements. The selected consolidated statement of income data for the nine months ended September 30, 2006 and 2007 and the consolidated statement of financial position data as of September 30, 2007 have been derived from our unaudited consolidated financial statements. These unaudited consolidated financial statements have been prepared on substantially the same basis as our audited consolidated financial statements and include all adjustments that we consider necessary for a fair presentation of our consolidated results of operations and financial condition for the periods presented therein. Our results for the nine months ended September 30, 2006 and 2007 are not necessarily indicative of our results for a full fiscal year.

	Year Ended December 31,														Nine Months Ended September 30,
	2002			2003			2004			2005			2006		2006			2007
	(in thousands)
Statement of Income Data:
Revenue
Investment management fees	$	19,000		$	34,289		$	106,282		$	201,285		$	300,536	$	214,913		$	321,340
Foreign exchange trading gains		—			—			—			1,352			9,165		7,103			7,407
Interest income		—			83			456			1,659			3,169		1,941			5,227
Net gain (loss) on marketable securities and other		133			169			4			(278	)		294		(10	)		133
Total revenues		19,133			34,541			106,742			204,018			313,164		223,947			334,107
Expenses
Employee compensation and benefits
Salaries, bonuses and benefits		17,280			17,172			32,864			53,457			74,730		56,278			70,847
Allocations of profits interests to our Principals		—			—			12,359			33,748			53,410		37,933			60,893
Change in redemption value of our Principals’ membership interests		—			—			—			23,557			46,932		33,376			59,404
Total employee compensation and benefits		17,280			17,172			45,223			110,762			175,072		127,587			191,144
Interest expense		—			—			—			—			—		—			—
Marketing and distribution		—			—			7,026			12,162			20,231		14,640			17,697
General and administrative		9,854			17,434			24,498			28,137			33,978		23,438			33,566
Total expenses		27,134			34,606			76,747			151,061			229,281		165,665			242,407
Income (loss) from continuing operations before income tax expense		(8,001	)		(65	)		29,995			52,957			83,883		58,282			91,700
Income tax expense (benefit)		(3,080	)		159			13,617			24,213			39,413		27,563			43,113
Income (loss) from continuing operations		(4,921	)		(224	)		16,378			28,744			44,470		30,719			48,587
Income (loss) from discontinued operations, net of taxes⁽¹⁾		(512	)		(162	)		(3,396	)		(2,637	)		304		(112	)		—
Net income (loss)	$	(5,433	)	$	(386	)	$	12,982		$	26,107		$	44,774	$	30,607		$	48,587

	Year Ended December 31,												Nine Months Ended September 30,
	2002			2003			2004		2005		2006		2006		2007
	(in thousands)

Basic and diluted net income (loss) per share from continuing operations	$	(1,230	)	$	(56	)	$	4,094	$	7,186	$	11,117	$	7,680