Virtus Investment Partners Earnings 2018-09-30

VRTS 10Q Quarterly Report

Balance Sheet	Income Statement	Cash Flow

10-Q 1 vrts0930201810-q.htm 10-Q VIRTUS SEPTEMBER 30, 2018 Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q



x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2018



¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-10994

VIRTUS INVESTMENT PARTNERS, INC.

(Exact name of registrant as specified in its charter)




Delaware		26-3962811
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

100 Pearl St., Hartford, CT 06103

(Address of principal executive offices) (Zip Code)

(800) 248-7971

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES x NO ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES x NO ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.



Large accelerated filer	x	Accelerated filer	¨

Non-accelerated filer	¨ (Do not check if a smaller reporting company)	Smaller reporting company	¨

		Emerging growth company	¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x

The number of shares outstanding of the registrant’s common stock was 7,146,602 as of October 26, 2018.

Table of Contents

VIRTUS INVESTMENT PARTNERS, INC.

INDEX



		Page
Part I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets (Unaudited) as of September 30, 2018 and December 31, 2017	1
	Condensed Consolidated Statements of Operations (Unaudited) for the Three and Nine Months Ended September 30, 2018 and 2017	2
	Condensed Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2018 and 2017	3
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2018 and 2017	4
	Condensed Consolidated Statements of Changes in Equity (Unaudited) for the Nine Months Ended September 30, 2018 and 2017	5
	Notes to Condensed Consolidated Financial Statements (Unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	40

Part II. OTHER INFORMATION
Item 1.	Legal Proceedings	42
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 6.	Exhibits	43
	Signatures	44

"We," "us," "our," "the Company," and "Virtus" as used in this Quarterly Report on Form 10-Q, refer to Virtus Investment Partners, Inc., a Delaware corporation, and its subsidiaries.

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Virtus Investment Partners, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)



	September 30, 2018			December 31, 2017
($ in thousands, except share data)
Assets:
Cash and cash equivalents	$	168,982		$	132,150
Investments	85,131			108,492
Accounts receivable, net	79,823			65,648
Assets of consolidated investment products ("CIP")
Cash and cash equivalents of CIP	50,427			101,315
Cash pledged or on deposit of CIP	767			817
Investments of CIP	1,791,379			1,597,752
Other assets of CIP	16,888			33,486
Furniture, equipment and leasehold improvements, net	11,998			10,833
Intangible assets, net	346,353			301,954
Goodwill	290,366			170,153
Deferred taxes, net	22,332			32,428
Other assets	19,836			35,771
Total assets	$	2,884,282		$	2,590,799
Liabilities and Equity
Liabilities:
Accrued compensation and benefits	$	70,750		$	86,658
Accounts payable and accrued liabilities	32,802			29,607
Dividends payable	7,552			6,528
Debt	338,874			248,320
Other liabilities	22,032			39,895
Liabilities of CIP
Notes payable of CIP	1,608,735			1,457,435
Securities purchased payable and other liabilities of CIP	84,064			112,954
Total liabilities	2,164,809			1,981,397
Commitments and Contingencies (Note 14)
Redeemable noncontrolling interests	60,248			4,178
Equity:
Equity attributable to stockholders:
Series D mandatory convertible preferred stock, $0.01 par value, 1,150,000 shares authorized, issued and outstanding at September 30, 2018 and December 31, 2017	110,843			110,843
Common stock, $0.01 par value, 1,000,000,000 shares authorized; 10,541,697 shares issued and 7,146,602 shares outstanding at September 30, 2018 and 10,455,934 shares issued and 7,159,645 shares outstanding at December 31, 2017	105			105
Additional paid-in capital	1,210,645			1,216,173
Retained earnings (accumulated deficit)	(313,026		)	(386,216		)
Accumulated other comprehensive income (loss)	(600		)	(600		)
Treasury stock, at cost, 3,395,095 and 3,296,289 shares at September 30, 2018 and December 31, 2017, respectively	(364,249		)	(351,748		)
Total equity attributable to stockholders	643,718			588,557
Noncontrolling interests of CIP	15,507			16,667
Total equity	659,225			605,224
Total liabilities and equity	$	2,884,282		$	2,590,799

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Virtus Investment Partners, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)



	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
($ in thousands, except per share data)
Revenues
Investment management fees	$	121,713		$	97,295		$	325,357		$	230,628
Distribution and service fees	13,730			11,482			39,886			32,704
Administration and shareholder service fees	16,567			14,699			48,272			33,156
Other income and fees	200			199			655			1,095
Total revenues	152,210			123,675			414,170			297,583
Operating Expenses
Employment expenses	63,269			54,159			178,833			136,792
Distribution and other asset-based expenses	25,386			20,552			71,398			51,639
Other operating expenses	20,350			17,733			56,340			51,195
Operating expenses of consolidated investment products ("CIP")	529			6,757			2,823			7,872
Restructuring and severance	—			1,584			—			10,478
Depreciation and other amortization	1,189			1,038			3,304			2,478
Amortization expense	7,541			5,063			17,601			7,109
Total operating expenses	118,264			106,886			330,299			267,563
Operating Income (Loss)	33,946			16,789			83,871			30,020
Other Income (Expense)
Realized and unrealized gain (loss) on investments, net	(374		)	1,367			1,024			2,951
Realized and unrealized gain (loss) of CIP, net	(4,735		)	13,465			(4,255		)	16,485
Other income (expense), net	549			436			2,323			1,129
Total other income (expense), net	(4,560		)	15,268			(908		)	20,565
Interest Income (Expense)
Interest expense	(5,155		)	(4,116		)	(13,482		)	(8,098		)
Interest and dividend income	716			679			3,255			1,313
Interest and dividend income of investments of CIP	26,596			17,778			71,678			28,536
Interest expense of CIP	(16,959		)	(16,249		)	(46,786		)	(22,101		)
Total interest income (expense), net	5,198			(1,908		)	14,665			(350		)
Income (Loss) Before Income Taxes	34,584			30,149			97,628			50,235
Income tax expense (benefit)	6,653			9,626			22,641			15,939
Net Income (Loss)	27,931			20,523			74,987			34,296
Noncontrolling interests	(933		)	(1,731		)	(1,619		)	(2,782		)
Net Income (Loss) Attributable to Stockholders	26,998			18,792			73,368			31,514
Preferred stockholder dividends	(2,085		)	(2,084		)	(6,253		)	(6,252		)
Net Income (Loss) Attributable to Common Stockholders	$	24,913		$	16,708		$	67,115		$	25,262
Earnings (Loss) per Share—Basic	$	3.47		$	2.32		$	9.33		$	3.64
Earnings (Loss) per Share—Diluted	$	3.19		$	2.21		$	8.67		$	3.52
Cash Dividends Declared per Preferred Share	$	1.81		$	1.81		$	5.44		$	5.44
Cash Dividends Declared per Common Share	$	0.55		$	0.45		$	1.45		$	1.35
Weighted Average Shares Outstanding—Basic (in thousands)	7,175			7,212			7,195			6,942
Weighted Average Shares Outstanding—Diluted (in thousands)	8,456			8,492			8,463			7,168

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Virtus Investment Partners, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)



	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
($ in thousands)
Net Income (Loss)	$	27,931		$	20,523		$	74,987		$	34,296
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment, net of tax of $2 and $4 for the three and nine months ended September 30, 2018, respectively	(2		)	10			(10		)	12
Unrealized gain (loss) on available-for-sale securities, net of tax of ($9) and ($32) for the three months ended September 30, 2018 and 2017, respectively, and $68 and ($115) for the nine months ended September 30, 2018 and 2017, respectively	24			38			(168		)	172
Other comprehensive income (loss)	22			48			(178		)	184
Comprehensive income (loss)	27,953			20,571			74,809			34,480
Comprehensive (income) loss attributable to noncontrolling interests	(933		)	(1,731		)	(1,619		)	(2,782		)
Comprehensive Income (Loss) Attributable to Stockholders	$	27,020		$	18,840		$	73,190		$	31,698

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Virtus Investment Partners, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Nine Months Ended September 30,
	2018			2017
($ in thousands)
Cash Flows from Operating Activities:
Net income (loss)	$	74,987		$	34,296
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expense, intangible asset and other amortization	23,147			11,621
Stock-based compensation	16,914			14,970
Amortization of deferred commissions	2,734			1,666
Payments of deferred commissions	(3,839		)	(2,104		)
Equity in earnings of equity method investments	(2,358		)	(1,150		)
Realized and unrealized (gains) losses on trading securities, net	(752		)	(3,117		)
Distributions received from equity method investments	4,032			911
Sales (purchases) of trading securities, net	5,571			3,859
Deferred taxes, net	9,710			6,056
Loss on disposal of fixed assets	25			345
Changes in operating assets and liabilities:
Accounts receivable, net and other assets	10,343			(9,466		)
Accrued compensation and benefits, accounts payable, accrued liabilities and other liabilities	(39,560		)	(2,147		)
Operating activities of consolidated investment products ("CIP"):
Realized and unrealized (gains) losses on investments of CIP, net	2,108			(16,875		)
Purchases of investments by CIP	(857,999		)	(527,214		)
Sales of investments by CIP	655,335			377,238
Net purchases of short term investments by CIP	111			565
Change in other assets of CIP	(609		)	417
Change in liabilities of CIP	(1,589		)	1,042
Amortization of discount on notes payable of CIP	—			5,042
Net cash provided by (used in) operating activities	(101,689		)	(104,045		)
Cash Flows from Investing Activities:
Capital expenditures	(2,516		)	(1,243		)
Change in cash and cash equivalents of CIP due to consolidation, net	—			5,466
Acquisition of businesses (cash paid of $129.5 million, less cash acquired of $2.5 million in 2018 and cash paid of $471.4 million, less cash acquired of $77.6 million in 2017)	(126,995		)	(393,446		)
Sale of available-for-sale securities	37,785			—
Purchases of available-for-sale securities	(20,188		)	(194		)
Net cash provided by (used in) investing activities	(111,914		)	(389,417		)
Cash Flows from Financing Activities:
Issuance of debt	105,000			260,000
Repayments on debt	(12,863		)	(30,970		)
Payment of deferred financing costs	(3,810		)	(15,549		)
Proceeds from issuance of mandatory convertible preferred stock, net of issuance costs	—			111,004
Proceeds from issuance of common stock, net of issuance costs	—			109,487
Common stock dividends paid	(10,093		)	(9,352		)
Preferred stock dividends paid	(6,253		)	(4,169		)
Repurchases of common shares	(12,501		)	(7,502		)
Stock options exercised	719			106
Taxes paid related to net share settlement of restricted stock units	(6,517		)	(3,436		)
Contributions (redemptions) of noncontrolling interests, net	(2,159		)	18,448
Financing activities of CIP:
Payments on borrowings by CIP	(669,500		)	(105,000		)
Borrowings (payments) on borrowings by CIP	817,474			—
Proceeds from issuance of notes payable by CIP	—			474,009
Repayment of notes payable by CIP	—			(500		)
Net cash provided by (used in) financing activities	199,497			796,576
Net increase (decrease) in cash, cash equivalents and restricted cash	(14,106		)	303,114
Cash, cash equivalents and restricted cash, beginning of period	234,282			83,671
Cash, Cash Equivalent and Restricted Cash, End of Period	$	220,176		$	386,785
Non-Cash Investing Activities:
Change in accrual for capital expenditures	$	1,906		$	96
Non-Cash Financing Activities:
Increase (decrease) to noncontrolling interest due to consolidation (deconsolidation) of CIP, net	$	—		$	11,286
Stock issued for acquisition of business	$	—		$	21,738
Contingent consideration for acquisition of business	$	—		$	51,690
Common stock dividends payable	$	3,930		$	4,234
Preferred stock dividends payable	$	2,085		$	2,084
Accrued stock issuance costs	$	—		$	332



	September 30, 2018		December 31, 2017
($ in thousands)
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	$	168,982	$	132,150
Cash of consolidated investment products	50,427		101,315
Cash pledged or on deposit of consolidated investment products	767		817
Cash, cash equivalents and restricted cash at end of period	$	220,176	$	234,282

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Virtus Investment Partners, Inc.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



	Permanent Equity																													Temporary Equity
	Common Stock				Preferred Stock			Additional Paid-in Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Treasury Stock				Total Attributed To Stockholders			Non- controlling Interests			Total Equity			Redeemable Non- controlling Interests
($ in thousands, except per share data)	Shares		Par Value		Shares	Amount		Additional Paid-in Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Shares	Amount			Total Attributed To Stockholders			Non- controlling Interests			Total Equity			Redeemable Non- controlling Interests
Balances at December 31, 2016	5,889,013		$	91	—	$	—	$	1,090,331		$	(424,279	)	$	(224	)	3,230,045	$	(344,246	)	$	321,673		$	—		$	321,673		$	37,266
Adjustment for adoption of ASU 2016-09	—		—		—	—		—			1,051			—			—	—			1,051			—			1,051			—
Net income (loss)	—		—		—	—		—			31,514			—			—	—			31,514			1,073			32,587			1,709
Net unrealized gain (loss) on securities available-for-sale	—		—		—	—		—			—			172			—	—			172			—			172			—
Foreign currency translation adjustments	—		—		—	—		—			—			12			—	—			12			—			12			—
Net subscriptions (redemptions) and other	—		—		—	—		—			—			—			—	—			—			15,414			15,414			28,252
Issuance of mandatory convertible preferred stock, net of offering costs	—		—		1,150,000	110,843		—			—			—			—	—			110,843			—			110,843			—
Cash dividends declared ($5.44 per preferred share)	—		—		—	—		(6,253		)	—			—			—	—			(6,253		)	—			(6,253		)	—
Issuance of common stock for acquisition of business	213,669		2		—	—		21,738			—			—			—	—			21,740			—			21,740			—
Issuance of common stock, net of offering costs	1,046,500		11		—	—		109,317			—			—			—	—			109,328			—			109,328			—
Cash dividends declared ($1.35 per common share)	—		—		—	—		(10,103		)	—			—			—	—			(10,103		)	—			(10,103		)	—
Repurchases of common shares	(66,244	)	—		—	—		—			—			—			66,244	(7,502		)	(7,502		)	—			(7,502		)	—
Issuance of common shares related to employee stock transactions	75,077		1		—	—		835			—			—			—	—			836			—			836			—
Taxes paid on stock-based compensation	—		—		—	—		(3,441		)	—			—			—	—			(3,441		)	—			(3,441		)	—
Stock-based compensation	—		—		—	—		14,317			—			—			—	—			14,317			—			14,317			—
Balances at September 30, 2017	7,158,015		$	105	1,150,000	$	110,843	$	1,216,741		$	(391,714	)	$	(40	)	3,296,289	$	(351,748	)	$	584,187		$	16,487		$	600,674		$	67,227
Balances at December 31, 2017	7,159,645		$	105	1,150,000	$	110,843	$	1,216,173		$	(386,216	)	$	(600	)	3,296,289	$	(351,748	)	$	588,557		$	16,667		$	605,224		$	4,178
Adjustment for adoption of ASU 2016-01	—		—		—	—		—			(178		)	178			—	—			—			—			—			—
Acquisition of businesses	—		—		—	—		—			—			—			—	—			—			—			—			55,500
Net income (loss)	—		—		—	—		—			73,368			—			—	—			73,368			876			74,244			743
Net unrealized gain (loss) on securities available-for-sale	—		—		—	—		—			—			(168		)	—	—			(168		)	—			(168		)	—
Foreign currency translation adjustments	—		—		—	—		—			—			(10		)	—	—			(10		)	—			(10		)	—
Net subscriptions (redemptions) and other	—		—		—	—		—			—			—			—	—			—			(2,036		)	(2,036		)	(173		)
Cash dividends declared ($5.44 per preferred share)	—		—		—	—		(6,253		)	—			—			—	—			(6,253		)	—			(6,253		)	—
Cash dividends declared ($1.45 per common share)	—		—		—	—		(11,099		)	—			—			—	—			(11,099		)	—			(11,099		)	—
Repurchases of common shares	(98,806	)	—		—	—					—			—			98,806	(12,501		)	(12,501		)	—			(12,501		)	—
Issuance of common shares related to employee stock transactions	85,763		—		—	—		1,444			—			—			—	—			1,444			—			1,444			—
Taxes paid on stock-based compensation	—		—		—	—		(6,517		)	—			—			—	—			(6,517		)				(6,517		)	—
Stock-based compensation	—		—		—	—		16,897			—			—			—	—			16,897			—			16,897			—
Balances at September 30, 2018	7,146,602		$	105	1,150,000	$	110,843	$	1,210,645		$	(313,026	)	$	(600	)	3,395,095	$	(364,249	)	$	643,718		$	15,507		$	659,225		$	60,248

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Virtus Investment Partners, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1. Organization and Business

Virtus Investment Partners, Inc. ("the Company," "we," "us," "our" or "Virtus"), a Delaware corporation, operates in the investment management industry through its subsidiaries.

The Company provides investment management and related services to individuals and institutions. The Company’s retail investment management services are provided to individuals through products consisting of U.S. 1940 Act mutual funds and Undertaking for Collective Investment in Transferable Securities ("UCITS") (collectively, "open-end funds"), closed-end funds, exchange traded funds ("ETFs") and retail separate accounts. Institutional investment management services are provided to corporations, multi-employer retirement funds, employee retirement systems, foundations, endowments, structured products and as a subadviser to unaffiliated mutual funds.

On July 1, 2018, the Company completed the acquisition of a majority interest in Sustainable Growth Advisers, LP ("SGA"), an investment manager specializing in U.S. and global growth equity portfolios. See Note 4 for further discussion of the SGA acquisition.

2. Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the Company’s financial condition and results of operations. Operating results for the nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission. The Company’s significant accounting policies, which have been consistently applied, are summarized in its 2017 Annual Report on Form 10-K.

The Company has reclassified certain amounts in prior-period financial statements to conform to the current period's presentation. The reclassifications were not material to the condensed consolidated financial statements.

New Accounting Standards Implemented

On January 1, 2018, the Company adopted the new Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers ("ASC 606"), pursuant to Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, and all the related amendments ("the new revenue standard") using the modified retrospective approach. The core principle of the new revenue standard is that revenue is recognized upon the transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received for the goods or services. Based on the revised criteria in the new revenue standard for determining whether the Company is acting as a principal or agent, certain costs that were previously presented on a net of revenue basis are now presented on a gross basis. The comparative periods have not been restated and continue to be reported under the accounting standards in effect for those periods. No cumulative-effect adjustment to the balance sheet was necessary upon the adoption of ASC 606. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements.

ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). On January 1, 2018, the Company adopted amendments to ASC 825 - Financial Instruments pursuant to ASU 2016-01. This standard requires all equity investments (other than those accounted for under the equity method) to be measured at fair value with changes in the fair value recognized through net income. The Company recorded a $0.2 million cumulative-effect adjustment to the balance sheet upon adoption.

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ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). On January 1, 2018, the Company adopted amendments to ASC 230 - Statement of Cash Flows ("ASC 230") on a retrospective basis pursuant to ASU 2016-15. This standard clarifies the treatment of several cash flow activities. ASU 2016-15 also clarifies that when cash receipts and cash payments have aspects of more than one classification of cash flows and cannot be separated, classification will depend on the predominant source or use. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements.

ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). On January 1, 2018, the Company adopted amendments to ASC 230 on a retrospective basis pursuant to ASU 2016-18. This standard requires the inclusion of restricted cash with cash and cash equivalents when reconciling the beginning and ending cash on the statement of cash flows. Restricted cash includes cash pledged or on deposit with brokers of consolidated investment products. Cash, cash equivalents and restricted cash reported on the condensed consolidated statements of cash flows now includes $0.8 million, $0.7 million and $1.0 million of cash pledged or on deposit of consolidated investment products as of December 31, 2017, September 30, 2017, and December 31, 2016, respectively, as well as previously reported cash and cash equivalents. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements.

ASU 2017-01, Clarifying the Definition of a Business ("ASU 2017-01"). On January 1, 2018, the Company adopted amendments to ASC 805 - Business Combinations ("ASC 805") pursuant to ASU 2017-01, and will apply the standard prospectively. This standard provides guidance on evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements.

ASU 2017-04, Intangibles - Goodwill and Other: Simplifying the Accounting for Goodwill Impairment ("ASU 2017-04"). On January 1, 2018, the Company adopted amendments to ASC 350 - Intangibles - Goodwill and Other pursuant to ASU 2017-04, and will apply the standard prospectively for all future annual and interim goodwill impairment tests. Under ASU 2017-04, a goodwill impairment is defined to be the amount by which a reporting unit’s carrying value exceeds its fair value. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements.

ASU 2018-05, Income Taxes (Topic 740), Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ("ASU 2018-05"). In March 2018, the Company adopted the amendments to ASC 740 - Income Taxes pursuant to ASU 2018-05. The standard adds various Securities and Exchange Commission ("SEC") paragraphs pursuant to the issuance of the December 2017 SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act ("SAB 118"), which was effective immediately. The SEC issued SAB 118 to address concerns about reporting entities’ ability to comply with the accounting requirements to recognize all of the effects of the Tax Cuts and Jobs Act in the period of enactment on a timely basis. SAB 118 allows disclosure stating that timely determination of some or all of the income tax effects from the Tax Cuts and Jobs Act are incomplete by the due date of the financial statements and if possible to provide a reasonable estimate of the income tax effects. We have accounted for the tax effects of the Tax Cuts and Jobs Act under the guidance of SAB 118, on a provisional basis. Our accounting for certain income tax effects is incomplete, but we have determined reasonable estimates for those effects and have recorded provisional amounts in our condensed consolidated financial statements as of September 30, 2018 and December 31, 2017.

New Accounting Standards Not Yet Implemented

In August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-15, Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40) ("ASU 2018-15"). This standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software, including an internal use software license. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the adoption of this standard to have a material impact on the Company's condensed consolidated financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) ("ASU 2018-13"). This standard modifies the disclosure requirements on fair value measurements and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating the potential impact of the guidance but does not expect the adoption of this standard to have a material impact on the Company's condensed consolidated financial statements.

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In July 2018, the FASB issued ASU 2018-09, Codification Improvements ("ASU 2018-09"). This standard does not prescribe any new accounting guidance, but instead makes minor improvements and clarifications of several different FASB ASC areas based on comments and suggestions made by various stakeholders. Certain updates are applicable immediately while other updates provide for a transition period for adoption over the next fiscal year beginning after December 15, 2018. The Company does not expect the adoption of this standard to have a material impact on the Company's condensed consolidated financial statements.

In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ("ASU 2018-02"). The standard provides financial statement preparers with an option to reclassify stranded tax effects within accumulated other comprehensive income to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded. ASU 2018-02 is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on the Company's condensed consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). The standard replaces current codification Topic 840 - Leases with updated guidance on accounting for leases and requires a lessee to recognize assets and liabilities arising from an operating lease on the balance sheet, whereas previous guidance did not require lease assets and liabilities to be recognized for most leases. Furthermore, this standard permits companies to make an accounting policy election to not recognize lease assets and liabilities for leases with a term of 12 months or less. For both finance leases and operating leases, the lease liability should be initially measured at the present value of the lease payments. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee will not significantly change under this new guidance. In July 2018, the FASB issued ASU 2018-10, Codification Improvements to Topic 842 (Leases), which provides narrow amendments to clarify how to apply certain aspects of ASU 2016-02. Both standards are effective for fiscal years beginning after December 15, 2018 and interim periods therein. Early adoption is permitted. The Company is currently evaluating the potential impact of this standard on its condensed consolidated financial statements but expects to record a right-of-use asset and a related lease obligation in the Company's condensed consolidated balance sheet upon adoption.

3. Revenues

Adoption of ASC 606, Revenue from Contracts with Customers

The Company's revenues are recognized when a performance obligation is satisfied, which occurs when control of the services is transferred to customers. Investment management fees, distribution and service fees and administration and shareholder service fees are generally calculated as a percentage of average net assets of the investment portfolios managed. The net asset values from which investment management, distribution and service and administration and shareholder service fees are calculated, are variable in nature and subject to factors outside of the Company's control such as deposits, withdrawals and market performance. Because of this, they are considered constrained until the end of the contractual measurement period (monthly or quarterly) which is when asset values are generally determinable.

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Revenue Disaggregated by Source

The following table summarizes revenue by source:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2018		2017 (1)		2018		2017 (1)
($ in thousands)
Investment management fees
Open-end funds	$	62,466	$	51,190	$	174,032	$	120,902
Closed-end funds	10,614		11,243		31,161		33,495
Retail separate accounts	19,532		14,686		53,152		38,879
Institutional accounts	24,614		16,208		56,210		30,140
Structured products	3,602		2,822		7,996		4,483
Other products	885		1,146		2,806		2,729
Total investment management fees	121,713		97,295		325,357		230,628
Distribution and service fees	13,730		11,482		39,886		32,704
Administration and shareholder service fees	16,567		14,699		48,272		33,156
Other income and fees	200		199		655		1,095
Total revenues	$	152,210	$	123,675	$	414,170	$	297,583


(1)	Prior period amounts have not been adjusted and are reported in accordance with historical accounting under ASC 605, Revenue Recognition.

Investment Management Fees

The Company provides investment management services pursuant to investment management agreements through its affiliated investment advisers (each an "Adviser"). Investment management services represent a series of distinct daily service periods which are performed over time. Fees earned on funds are based on each fund’s average daily or weekly net assets which are generally received and calculated on a monthly basis. The Company records its management fees net of investment management fees paid to unaffiliated subadvisers, as the Company considers itself an agent of the fund as it relates to the day-to-day investment management services performed by unaffiliated subadvisers, with the Company's performance obligation being to arrange for the provision of that service and not control the specified service before that service is performed. Amounts paid to unaffiliated subadvisers for the three and nine months ended September 30, 2018 were $11.4 million and $36.6 million, respectively.

Retail separate account fees are generally based on the end of the preceding or current quarter's asset values or on an average of month-end balances. Institutional account fees are generally based on an average of month-end balances or current quarter’s asset values. Fees for structured finance products, for which the Company acts as the collateral manager, consist of senior, subordinated and, in certain instances, incentive management fees. Senior and subordinated management fees are calculated at a contractual fee rate applied against the end of the preceding quarter par value of the total collateral being managed with subordinated fees being recognized only after certain portfolio criteria are met. Incentive fees on certain of the Company's CLOs are typically 20% of the excess cash flows available to holders of the subordinated notes, above a threshold level internal rate of return.

Distribution and Service Fees

Distribution and service fees are asset-based fees earned from open-end funds for distribution services. Depending on the fund type or share class, these fees primarily consist of an asset-based fee (12b-1 fee) that is charged to the fund over a period of years to cover allowable sales and marketing expenses for the fund or front-end sales charges which are based on a percentage of the offering price. Asset-based distribution and service fees are primarily based on percentages of the average daily net assets value and are paid monthly pursuant to the terms of the respective distribution and service fee contracts.

Distribution and service fees represent two performance obligations comprised of distribution and related shareholder servicing activities. Distribution services are generally satisfied upon the sale of a fund share. Shareholder servicing activities are generally services satisfied over time.

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The Company distributes its open-end funds through unaffiliated financial intermediaries that comprise national and regional broker dealers. These unaffiliated financial intermediaries provide distribution and shareholder service activities on behalf of the Company. The Company passes related distribution and service fees to these unaffiliated financial intermediaries for these services and considers itself the principal in these arrangements as it has control of the services prior to the services being transferred to the customer. These payments are classified within distribution and other asset-based expenses.

Administration & Shareholder Service Fees

The Company provides administrative fund services to its open-end funds and certain of its closed-end funds and shareholder services to its open-end funds. Administration and shareholder services are performed over time. The Company earns fees based on each fund’s average daily or weekly net assets which are calculated and paid monthly. Administrative fund services include: record keeping, preparing and filing documents required to comply with securities laws, legal administration and compliance services, customer service, supervision of the activities of the funds’ service providers, tax services and treasury services as well as providing office space, equipment and personnel that may be necessary for managing and administering the business affairs of the funds. Shareholder services include maintaining shareholder accounts, processing shareholder transactions, preparing filings and performing necessary reporting, among other things.

Financial Statement Impact of the Adoption of ASC 606

The adoption of ASC 606 resulted in a change from the Company’s treatment under ASC 605 whereby front-end sales charges earned for the sale execution of certain share classes were presented net of the amounts retained by unaffiliated third-party dealers and banks. These front-end sales charges earned are now presented on a gross basis under ASC 606.

The impact of adoption of ASC 606 on the Company's condensed consolidated statement of operations was as follows:



	Three Months Ended September 30, 2018						Nine Months Ended September 30, 2018
($ in thousands)	As Reported		Balance Under Prior ASC 605		Effect of Change Higher/(Lower)		As Reported		Balance Under Prior ASC 605		Effect of Change Higher/(Lower)
Revenues
Distribution and service fees	$	13,730	$	11,625	$	2,105	$	39,886	$	34,451	$	5,435

Operating Expenses
Distribution and other asset-based expenses	$	25,386	$	23,281	$	2,105	$	71,398	$	65,963	$	5,435

4. Business Combinations

Sustainable Growth Advisers, LP

On July 1, 2018, the Company completed the acquisition of 70% of the outstanding limited partnership interests of SGA and 100% of the membership interests in its general partner, SGIA, LLC ("SGA Acquisition"). SGA is an investment manager specializing in U.S. and global growth equity portfolios. The SGA Acquisition expands Virtus' offerings of investment strategies from its affiliated managers and diversifies its client base, particularly among institutional investors and international clients. The total purchase price of the SGA Acquisition was $129.5 million, comprising (1) an initial payment of $110.5 million paid at closing, and (2) $19.0 million paid in August 2018 upon the successful completion of final closing conditions and client approvals. The Company accounted for the acquisition in accordance with ASC 805. The purchase price was allocated to the assets acquired, liabilities assumed and non-controlling interests based upon their estimated fair values at the date of the SGA Acquisition. Goodwill of $120.2 million and other intangible assets of $62.0 million were recorded as a result of the SGA Acquisition. The Company expects $127.5 million of this amount to be tax deductible over 15 years. The Company has not completed its final assessment of the fair values of purchased receivables or acquired contracts. The final fair value of the net assets acquired may result in adjustments to certain assets and liabilities, including goodwill.

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The following table summarizes the identified acquired assets, liabilities assumed and redeemable noncontrolling interests as of the acquisition date:



	July 1, 2018
($ in thousands)
Assets:
Cash and cash equivalents	$	2,505
Investments	262
Accounts receivable	6,649
Furniture, equipment and leasehold improvements	70
Intangible assets	62,000
Goodwill	120,213
Other assets	659
Total Assets	192,358
Liabilities
Accrued compensation and benefits	824
Accounts payable and accrued liabilities	6,534
Total liabilities	7,358
Redeemable noncontrolling interests	55,500
Total Net Assets Acquired	$	129,500

Identifiable Intangible Assets Acquired

In connection with the allocation of the purchase price, the Company identified the following intangible assets:



	July 1, 2018
	Approximate Fair Value		Weighted Average of Useful Life
($ in thousands)
Definite-lived intangible assets:
Institutional and retail separate account investment contracts	$	49,000	6.0 years
Trade Name	7,000		10.0 years
Non-Competition Agreements	6,000		5.0 years
Total definite-lived intangible assets	$	62,000

The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the SGA Acquisition occurred on January 1, 2017. The unaudited pro forma information also reflects adjustment for transaction and integration expenses as if the SGA Acquisition had been consummated on January 1, 2017. This unaudited information should not be relied upon as being indicative of historical results that would have been obtained if the SGA Acquisition had occurred on that date, nor of the results that may be obtained in the future.



	Three Months Ended				Nine Months Ended
	September 30, 2017		September 30, 2018		September 30, 2017		September 30, 2018
($ in thousands, except per share amounts)
Total Revenues	$	131,307	$	152,210	$	317,879	$	431,400
Net Income (Loss) Attributable to Common Stockholders	$	16,493	$	26,201	$	22,897	$	69,284
Basic EPS	$	2.29	$	3.65	$	3.30	$	9.63
Diluted EPS	$	2.19	$	3.35	$	3.19	$	8.93

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RidgeWorth Investments

On June 1, 2017, the Company acquired RidgeWorth Investments (the "RW Acquisition"), a multi-boutique asset manager with approximately $40.1 billion in assets under management, including $35.7 billion in long term assets under management and $4.4 billion in liquidity strategies.

The total purchase price of the RW Acquisition was $547.1 million, comprising $485.2 million for the business and $61.9 million for certain balance sheet investments. The Company accounted for the RW Acquisition in accordance with ASC 805. The purchase price was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the RW Acquisition. No incremental measurement period adjustments were recorded in the nine months ended September 30, 2018; the measurement period was complete on June 1, 2018.

The following table summarizes the identified acquired assets and liabilities assumed as of the acquisition date:



	June 1, 2017
($ in thousands)
Assets:
Cash and cash equivalents	$	39,343
Investments	5,516
Accounts receivable	20,311
Assets of consolidated investment products ("CIP")
Cash and cash equivalents of CIP	38,261
Investments of CIP	899,274
Other assets of CIP	19,158
Furniture, equipment and leasehold improvements	5,505
Intangible assets	275,700
Goodwill	163,365
Deferred taxes, net	6,590
Other assets	3,003
Total Assets	1,476,026
Liabilities
Accrued compensation and benefits	18,263
Accounts payable and accrued liabilities	11,858
Other liabilities	2,601
Liabilities of consolidated investment products ("CIP")
Notes payable of CIP	770,160
Securities purchased payable and other liabilities of CIP	109,881
Noncontrolling Interests of CIP	16,181
Total Liabilities & Noncontrolling Interests	928,944
Total Net Assets Acquired	$	547,082

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The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the RW Acquisition occurred on January 1, 2016. The unaudited pro forma information also reflects adjustment for transaction and integration expenses as if the RW Acquisition had been consummated on January 1, 2016. This unaudited information should not be relied upon as being indicative of historical results that would have been obtained if the RW Acquisition had occurred on that date, nor of the results that may be obtained in the future.



	Three Months Ended		Nine Months Ended
	September 30, 2017		September 30, 2017
($ in thousands, except per share amounts)
Total Revenues	$	118,010	$	361,070
Net Income (Loss) Attributable to Common Stockholders	$	13,696	$	29,975
Basic EPS	$	1.74	$	3.42
Diluted EPS	$	1.70	$	3.31

Identifiable Intangible Assets Acquired

In connection with the allocation of the purchase price, the Company identified the following intangible assets:



	June 1, 2017
	Approximate Fair Value		Weighted Average of Useful Life
($ in thousands)
Definite-lived intangible assets:
Mutual fund investment contracts	$	189,200	16.0 years
Institutional and retail separate account investment contracts	77,000		10.4 years
Trademarks/Trade names	800		10.0 years
Total definite-lived intangible assets	267,000
Indefinite-lived intangible assets:
Trade names	8,700		N/A
Total identifiable intangible assets	$	275,700

5. Intangible Assets, Net

Intangible assets, net are summarized as follows:



	September 30, 2018			December 31, 2017
($ in thousands)
Definite-lived intangible assets:
Investment contracts and other	$	487,747		$	425,747
Accumulated amortization	(184,910		)	(167,309		)
Definite-lived intangible assets, net	302,837			258,438
Indefinite-lived intangible assets	43,516			43,516
Total intangible assets, net	$	346,353		$	301,954

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Activity in intangible assets, net is as follows:



	Nine Months Ended September 30,
	2018			2017
($ in thousands)
Intangible assets, net
Balance, beginning of period	$	301,954		$	38,427
Additions ⁽¹⁾	62,000			275,700
Amortization	(17,601		)	(7,110		)
Balance, end of period	$	346,353		$	307,017

⁽¹⁾ See Note 4 for details on the acquired intangible assets related to recent business combinations.

Estimated amortization expense of intangible assets for the remainder of fiscal year 2018 and succeeding fiscal years is as follows:



($ in thousands)
Fiscal Year	Amount
2018	$	7,541
2019	30,110
2020	29,945
2021	29,934
2022	29,809
2023 and thereafter	175,498
	$	302,837

6. Investments

At September 30, 2018 and December 31, 2017, the Company's investments were as follows:



	September 30, 2018		December 31, 2017
($ in thousands)
Marketable securities	$	62,330	$	66,424
Equity method investments	9,943		11,098
Nonqualified retirement plan assets	7,409		6,706
Investments in collateralized loan obligations	5,043		23,339
Other investments	406		925
Total investments	$	85,131	$	108,492

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Marketable Securities

Marketable securities consist primarily of investments in the Company's sponsored mutual funds, excluding the investments in consolidated investment products discussed in Note 16. The composition of the Company’s marketable securities is summarized as follows:

September 30, 2018



	Cost		Unrealized Loss			Unrealized Gain		Fair Value
($ in thousands)
Marketable securities:
Sponsored funds	$	39,568	$	(983	)	$	1,366	$	39,951
Equity securities	15,903		(9		)	2,747		18,641
Sponsored closed-end funds	3,787		(417		)	368		3,738
Total marketable securities	$	59,258	$	(1,409	)	$	4,481	$	62,330

December 31, 2017



	Cost		Unrealized Loss			Unrealized Gain		Fair Value
($ in thousands)
Marketable securities:
Sponsored funds	$	47,084	$	(1,294	)	$	1,059	$	46,849
Equity securities	13,141		(2		)	2,671		15,810
Sponsored closed-end funds	3,761		(302		)	306		3,765
Total marketable securities	$	63,986	$	(1,598	)	$	4,036	$	66,424

For the three and nine months ended September 30, 2018, the Company recognized net realized gains of $0.6 million and $1.9 million, respectively, on marketable securities. For the three and nine months ended September 30, 2017, the Company recognized a net realized gain of $0.3 million and a net realized loss of $1.6 million, respectively, on marketable securities.

7. Fair Value Measurements

The Company’s assets and liabilities measured at fair value on a recurring basis, excluding the assets and liabilities of consolidated investment products, which are separately discussed in Note 16, as of September 30, 2018 and December 31, 2017 by fair value hierarchy level were as follows:

September 30, 2018



	Level 1		Level 2		Level 3		Total
($ in thousands)
Assets
Cash equivalents	$	138,301	$	—	$	—	$	138,301
Marketable securities:
Sponsored funds	39,951		—		—		39,951
Equity securities	18,641		—		—		18,641
Sponsored closed-end funds	3,738		—		—		3,738
Other investments:
Investments in collateralized loan obligations	—		—		5,043		5,043
Nonqualified retirement plan assets	7,409		—		—		7,409
Total assets measured at fair value	$	208,040	$	—	$	5,043	$	213,083

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December 31, 2017



	Level 1		Level 2		Level 3		Total
($ in thousands)
Assets
Cash equivalents	$	72,993	$	—	$	—	$	72,993
Marketable securities:
Sponsored funds	46,849		—		—		46,849
Equity securities	15,810		—		—		15,810
Sponsored closed-end funds	3,765		—		—		3,765
Other investments
Investment in collateralized loan obligations	—		18,900		4,439		23,339
Nonqualified retirement plan assets	6,706		—		—		6,706
Total assets measured at fair value	$	146,123	$	18,900	$	4,439	$	169,462

The following is a discussion of the valuation methodologies used for the Company’s assets measured at fair value:

Cash equivalents represent investments in money market funds. Cash investments in actively traded money market funds are valued using published net asset values and are classified as Level 1.

Sponsored funds represent investments in open-end mutual funds, closed-end funds and ETFs for which the Company acts as the investment manager. The fair value of open-end mutual funds is determined based on their published net asset values and are categorized as Level 1. The fair value of closed-end funds and ETFs are determined based on the official closing price on the exchange on which they are traded and are categorized as Level 1.

Equity securities include securities traded on active markets and are valued at the official closing price (typically last sale or bid) on the exchange on which the securities are primarily traded and are categorized as Level 1.

Investments in collateralized loan obligations represent investments in CLOs for which the Company provides investment management services. The investments in collateralized loan obligations are measured at fair value based on independent third-party valuations and are categorized as Level 2 or Level 3.

Nonqualified retirement plan assets represent open-end mutual funds within a nonqualified retirement plan whose fair value is determined based on their published net asset value and are categorized as Level 1.

Cash, accounts receivable, accounts payable and accrued liabilities equal or approximate fair value based on the short-term nature of these instruments.

Transfers into and out of levels are reflected when: (1) significant inputs used for the fair value measurement, including market inputs or performance attributes, become observable or unobservable; or (2) if the book value no longer represents fair value. There were no transfers between levels during the three and nine months ended September 30, 2018 and 2017.

The following table is a reconciliation of assets for Level 3 investments for which significant unobservable inputs were used to determine fair value.



	Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)	2018			2017			2018			2017
Level 3 Investments ^(a)
Balance at beginning of period	$	5,744		$	2,909		$	4,439		$	—
Acquired in period	—			—			1,326			2,916
Change in unrealized gain (loss), net	(701		)	(168		)	(722		)	(175		)
Balance at end of period	$	5,043		$	2,741		$	5,043		$	2,741


^(a)	The investments that are categorized as Level 3 were valued utilizing third-party pricing information without adjustment.

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8. Equity Transactions

On August 14, 2018, the Company declared a quarterly cash dividend of $0.55 per common share to be paid on November 15, 2018 to shareholders of record at the close of business on October 31, 2018. The Company also declared a quarterly cash dividend of $1.8125 per share on the Company's 7.25% mandatory convertible preferred stock ("MCPS") to be paid on November 1, 2018 to shareholders of record at the close of business on October 16, 2018.

As of September 30, 2018, there were 784,950 shares available to be repurchased from a total of 4,180,045 shares of Company common stock that had been approved by the Company's Board of Directors. The Company may repurchase shares of its common stock from time to time at its discretion through open market repurchases, privately negotiated transactions and/or other mechanisms, depending on price and prevailing market and business conditions. During the nine months ended September 30, 2018, the Company repurchased 98,806 common shares at a weighted average price of $126.49 per share for a total cost, including fees and expenses, of $12.5 million.

9. Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) by component for the nine

Closing Price ($)	Shares Out (MM)	Market Cap ($MM)
$102.57	7	$718

10-Q	2018-09-30	Quarter: 2018-09-30
10-Q	2018-06-30	Quarter: 2018-06-30
10-Q	2018-03-31	Quarter: 2018-03-31
10-K	2017-12-31	Annual: 2017-12-31
10-Q	2017-09-30	Quarter: 2017-09-30
10-Q	2017-06-30	Quarter: 2017-06-30
10-Q	2017-03-31	Quarter: 2017-03-31
10-K	2016-12-31	Annual: 2016-12-31
10-Q	2016-09-30	Quarter: 2016-09-30
10-Q	2016-06-30	Quarter: 2016-06-30
10-Q	2016-03-31	Quarter: 2016-03-31
10-K	2015-12-31	Annual: 2015-12-31

8-K	2019-02-01	Earnings, Exhibits
8-K	2018-10-26	Earnings, Exhibits
8-K	2018-07-27	Earnings, Exhibits
8-K	2018-07-02	Off-BS Arrangement
8-K	2018-06-11	Regulation FD, Exhibits
8-K	2018-05-15	Shareholder Vote
8-K	2018-04-27	Earnings, Exhibits
8-K	2018-03-26	Accountant, Exhibits
8-K	2018-02-15	Enter Agreement, Exhibits
8-K	2018-02-14	Amend Bylaw, Exhibits
8-K	2018-02-07	Enter Agreement
8-K	2018-02-02	Earnings, Exhibits

KKR	KKR
BEN	Franklin Resources
MORN	Morningstar
EV	Eaton Vance
JHG	Janus Henderson Group
LAZ	Lazard
AB	Alliancebernstein Holding
HLNE	Hamilton Lane
BSIG	Brightsphere Investment Group
MDLY	Medley

EX-31.1	q318ex-311.htm
EX-31.2	q318ex-312.htm
EX-32.1	q318ex-321.htm