AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Evidence
We have a significant presence in the retail and institutional markets within the investment management industry in the Americas, Europe, Middle East and Africa (EMEA) and Asia-Pacific (APAC), serving clients in more than 120 countries.
2025 Form 10-K, Item 1, Business: geographic and distribution presence · Filed 24/02/2026
•Distribution partners are becoming more selective and continuing to maintain fewer relationships and partners, reducing the number of trusted investment managers with whom they work.
2025 Form 10-K, Industry Trends: distributor selectivity · Filed 24/02/2026
Investment management contracts are generally terminable upon thirty or fewer days' notice.
2025 Form 10-K, Management Contracts: termination notice · Filed 24/02/2026
Typically, retail investors may withdraw their funds at any time without prior notice and institutional clients may elect to terminate their relationship with investment managers or reduce the aggregate amount of AUM with very short notice periods.
2025 Form 10-K, Management Contracts: investor withdrawal rights · Filed 24/02/2026
There are relatively few barriers to entry by new investment management firms, and the successful efforts of new entrants around the world have also resulted in increased competition.
2025 Form 10-K, competition passage: entry barriers and successful entrants · Filed 24/02/2026
We continue to face market pressures regarding fee levels in many products, including low fee, passively managed products that compete with our actively managed products.
2025 Form 10-K, competition passage: continuing fee pressure · Filed 24/02/2026
Preferred Stock Repurchase During 2025, the company repurchased $1.5 billion of the $4.0 billion outstanding Series A Preferred Stock held by MassMutual for $1.74 billion.
2025 Form 10-K, Preferred Stock Repurchase: consideration and retired principal · Filed 24/02/2026
As of December 31, 2025, the company's purchase obligations totaled $1,015.2 million (December 31, 2024: $694.4 million) and primarily reflect standard service contracts for portfolio, market data, office-related services, and third-party marketing and promotional services.
2025 Form 10-K, purchase obligations · Filed 24/02/2026
52
Table of Contents
Financing Activities
Financing cash outflows during the year ended December 31, 2025 included cash outflows of $1.5 billion to repurchase the company’s Series A Preferred Stock and net cash inflows of $992.7 million related to the Term Loan Agreements entered into in the second quarter of 2025 to fund the repurchase.
2025 Form 10-K, Financing Activities: preferred repurchase funding · Filed 24/02/2026
GAAP
Impact of CIP
As Adjusted
ASSETS
Cash and cash equivalents
$
915.4
$
—
$
915.4
$
1,037.5
$
—
$
1,037.5
Investments
1,454.6
559.5
2,014.1
1,381.1
397.1
1,778.2
Goodwill and intangible assets, net
12,306.0
—
12,306.0
12,404.4
—
12,404.4
Other assets (2)
2,223.0
8.6
2,231.6
2,121.2
11.2
2,132.4
Investments and other assets of CIP (3)
10,574.1
(10,574.1)
—
10,149.8
(10,149.8)
—
Total assets
$
27,473.1
$
(10,006.0)
$
17,467.1
$
27,094.0
$
(9,741.5)
$
17,352.5
LIABILITIES
Debt
$
1,624.0
$
—
$
1,624.0
$
1,825.1
$
—
$
1,825.1
Other liabilities (4)
3,371.2
—
3,371.2
3,296.4
—
3,296.4
Debt and other liabilities of CIP
9,007.7
(9,007.7)
—
8,967.6
(8,967.6)
—
Total liabilities
14,002.9
(9,007.7)
4,995.2
14,089.1
(8,967.6)
5,121.5
EQUITY
Total equity attributable to Invesco Ltd.
June 2026 Form 10-Q, balance sheet reconciliation: corporate assets and liabilities versus CIP · Filed 04/08/2026
12,471.9
—
12,471.9
12,231.0
—
12,231.0
Noncontrolling interests (5)
998.3
(998.3)
—
773.9
(773.9)
—
Total equity
13,470.2
(998.3)
12,471.9
13,004.9
(773.9)
12,231.0
Total liabilities and equity
$
27,473.1
$
(10,006.0)
$
17,467.1
$
27,094.0
$
(9,741.5)
$
17,352.5
June 2026 Form 10-Q, balance sheet reconciliation: Invesco equity · Filed 04/08/2026
(in millions)
June 30, 2026
December 31, 2025
Cash and cash equivalents
$
915.4
$
1,037.5
Available Revolving Credit Agreement (1)
1,764.0
2,062.3
Total sources of liquidity by type
$
2,679.4
$
3,099.8
____________
(1) As of June 30, 2026, the balance on the Revolving Credit Agreement was $736.0 million.
June 2026 Form 10-Q, Sources of Liquidity by Type · Filed 04/08/2026
We are in compliance with all minimum regulatory net capital requirements.
June 2026 Form 10-Q, Other Items: regulatory net-capital compliance · Filed 04/08/2026
As of June 30, 2026, the company’s minimum regulatory capital requirement was $306.5 million (December 31, 2025: $309.9 million).
June 2026 Form 10-Q, Other Items: minimum regulatory capital requirement · Filed 04/08/2026
Due to the liquidity and working capital requirements, the ability to transfer cash between certain jurisdictions may be limited.
June 2026 Form 10-Q, Other Items: jurisdictional cash-transfer limitations · Filed 04/08/2026
GAAP
Impact of CIP
Excluding CIP
Cash and cash equivalents, beginning of the period
$
1,979.8
$
(942.3)
$
1,037.5
$
1,496.0
$
(509.5)
$
986.5
Cash flows from operating activities
946.8
(374.3)
572.5
463.3
(96.8)
366.5
Cash flows from investing activities
(1,438.7)
1,348.9
(89.8)
(367.4)
407.1
39.7
Cash flows from financing activities
150.7
(739.3)
(588.6)
(195.5)
(333.9)
(529.4)
Increase/(decrease) in cash and cash equivalents
(341.2)
235.3
(105.9)
(99.6)
(23.6)
(123.2)
Foreign exchange movement on cash and cash equivalents
(28.3)
12.1
(16.2)
95.5
(36.1)
59.4
Cash and cash equivalents, end of the period
$
1,610.3
$
(694.9)
$
915.4
$
1,491.9
$
(569.2)
$
922.7
Cash and cash equivalents
$
915.4
$
—
$
915.4
$
922.7
$
—
$
922.7
Cash and cash equivalents of CIP
694.9
(694.9)
—
569.2
(569.2)
—
Total cash and cash equivalents per condensed consolidated statement of cash flows
$
1,610.3
$
(694.9)
$
915.4
$
1,491.9
$
(569.2)
$
922.7
___________
(1) These tables include non-GAAP presentations.
June 2026 Form 10-Q, Cash Flows Discussion: six-month cash flows excluding CIP · Filed 04/08/2026
Cash held by CIP is not available for use by Invesco.
June 2026 Form 10-Q, cash-flow reconciliation footnote: unavailable CIP cash · Filed 04/08/2026
Additionally, there is no recourse to Invesco for CIP debt.
June 2026 Form 10-Q, cash-flow reconciliation footnote: nonrecourse CIP debt · Filed 04/08/2026
Investing Activities
Investing cash outflows for the six months ended June 30, 2026, excluding the impact of the consolidation of CIP, included the purchase of investments of $124.0 million (six months ended June 30, 2025: $46.8 million purchases) and capital expenditures of $44.7 million (six months ended June 30, 2025: $40.9 million).
June 2026 Form 10-Q, Investing Activities: investment purchases and capital expenditures · Filed 04/08/2026
42
Table of Contents
Financing Activities
Financing cash outflows during the six months ended June 30, 2026, excluding the impact of the consolidation of CIP, included $192.1 million of common dividend payments for the dividends declared in January and April 2026 (six months ended June 30, 2025: common dividends paid of $187.7 million), $75.2 million of preferred dividend payments for dividends declared in January and April (six months ended June 30, 2025: $115.8 million), and the payment of $30.1 million to meet employees’ withholding tax obligations on common share vestings (six months ended June 30, 2025: $18.6 million).
June 2026 Form 10-Q, Financing Activities: dividends and employee withholding payments · Filed 04/08/2026
Financing cash outflows for the six months ended June 30, 2026 also included purchases of common shares through the open market of $89.5 million (six months ended June 30, 2025: $50.0 million) and the redemption of $500.0 million of senior notes which matured on January 15, 2026.
June 2026 Form 10-Q, Financing Activities: repurchases and matured senior-note repayment · Filed 04/08/2026
However, if we have not declared and paid or set aside for payment full quarterly dividends on the preferred stock for a particular dividend period, we may not declare or pay dividends on, redeem, purchase or acquire, our common stock or other junior securities in the next succeeding dividend period.
June 2026 Form 10-Q, preferred dividend restrictions on common distributions · Filed 04/08/2026
For the six months ended June 30, 2026, the company’s weighted average cost of debt was 4.97% (six months ended June 30, 2025: 4.71%).
June 2026 Form 10-Q, Debt: weighted average financing cost · Filed 04/08/2026
Financial covenants under the Revolving Credit Agreement and Term Loan Agreements (collectively, Credit Agreements) include: (i) the quarterly maintenance of an Adjusted debt/Earnings before income tax, depreciation, amortization, interest expense, common share-based compensation expense, unrealized (gains)/losses from investments, net, and unusual or otherwise non-recurring gains and losses (Covenant Adjusted EBITDA) leverage ratio, as defined in the Credit Agreements, of not greater than 3.25:1.00, and (ii) an interest coverage ratio (Covenant Adjusted EBITDA, as defined in the Credit Agreements, divided by interest expense for the four consecutive fiscal quarters ended on or immediately prior to the date of determination) of not less than 4.00:1.00.
June 2026 Form 10-Q, Debt: contractual leverage and interest-coverage requirements · Filed 04/08/2026
At June 30, 2026, our leverage ratio was 0.54:1.00 (December 31, 2025: 0.73:1.00), and our interest coverage ratio was 19.66:1.00 (December 31, 2025: 20.34:1.00).
June 2026 Form 10-Q, Debt: reported covenant ratios · Filed 04/08/2026
$
(309.2)
$
345.3
$
230.4
$
(1,186.2)
$
301.3
Dividends on preferred shares
164.0
37.0
38.2
44.4
44.4
Interest expense
96.6
23.6
24.3
23.0
25.7
Tax expense/(benefit)
(161.6)
116.5
81.1
(349.5)
(9.7)
Amortization/depreciation/impairment (1)
1,959.0
38.4
39.5
1,837.2
43.9
Common share-based compensation expense
106.4
31.3
34.0
20.2
20.9
Canadian sale and restructuring (2)
(11.7)
(11.7)
—
—
—
Cost of preferred stock repurchase (2)
80.7
—
—
80.7
—
Unrealized (gains)/losses from investments, net (3)
(24.8)
(48.5)
8.3
16.5
(1.1)
Covenant Adjusted EBITDA (4)
$
1,899.4
$
531.9
$
455.8
$
486.3
$
425.4
Adjusted debt (4)
$
1,027.1
Leverage ratio as of June 30, 2026 (Adjusted debt/Covenant Adjusted EBITDA - maximum 3.25:1.00)
0.54
Interest coverage ratio as of June 30, 2026 (Covenant Adjusted EBITDA/Interest expense - minimum 4.00:1.00)
19.66
___________
(1) Includes the $1,794.9 million non-cash impairment of our indefinite-lived intangible assets in the fourth quarter of 2025.
June 2026 Form 10-Q, coverage-ratio reconciliation: quarterly earnings, impairment and share compensation · Filed 04/08/2026
The calculation of Adjusted debt is defined in our Credit Agreements and equals debt of $1,624.0 million plus $3.1 million in letters of credit less $600.0 million of excess unrestricted cash (cash and cash equivalents less the minimum regulatory capital requirement, not to exceed $600.0 million).
June 2026 Form 10-Q, covenant calculation footnote: contractual adjusted-debt definition · Filed 04/08/2026
$
345.3
$
(12.5)
$
575.7
$
158.6
Earnings per common share:
- basic
$
0.77
$
(0.03)
$
1.28
$
0.35
- diluted
$
0.76
$
(0.03)
June 2026 Form 10-Q, income statement continuation: income attributable to Invesco · Filed 04/08/2026
In 2026, the company executed a strategic restructuring of its Canadian business, including the sale of 98 fund management agreements to CI Global Asset Management ("CI GAM"), a transition services agreement with a term of up to 12 months, and a long-term sub-advisory arrangement.
June 2026 Form 10-Q, Canadian restructuring: completed transaction and continuing arrangements · Filed 04/08/2026
For the three and six months ended June 30, 2026, the company received net proceeds of $62.3 million and incurred $50.6 million of restructuring-related costs, resulting in a net restructuring benefit of $11.7 million.
June 2026 Form 10-Q, Canadian restructuring: proceeds, costs and net benefit · Filed 04/08/2026
Changes in AUM were as follows:
Three months ended June 30,
2026
2025
(in billions)
Total AUM
Total AUM
Beginning Assets (April 1)
$
2,159.5
$
1,844.8
Long-term inflows
202.1
118.7
Long-term outflows
(157.0)
(103.1)
Net long-term flows (1)
45.1
15.6
Net flows in non-management fee earning AUM (1)
0.7
2.8
Net flows in money market funds
16.9
(3.2)
Total net flows
62.7
15.2
Reinvested distributions
1.6
1.0
Market gains and losses
256.8
126.4
Dispositions
(11.0)
—
Foreign currency translation
0.7
14.0
Ending Assets (June 30)
$
2,470.3
$
2,001.4
Average AUM
Average long-term AUM
$
2,124.4
$
1,343.8
Average AUM
$
2,368.8
$
1,897.4
Six months ended June 30,
2026
2025
(in billions)
Total AUM
Total AUM
Beginning Assets (January 1)
$
2,169.9
$
1,846.0
Long-term inflows
364.1
240.7
Long-term outflows
(297.2)
(207.5)
Net long-term flows (1)
66.9
33.2
Net flows in non-management fee earning AUM (1)
0.7
7.8
Net flows in money market funds
28.4
June 2026 Form 10-Q, Assets Under Management: inflows, outflows and market movements · Filed 04/08/2026
As a result, net revenue yield excluding performance fees declined to 22.7 bps for the six months ended June 30, 2026 from 23.4 bps for the six months ended June 30, 2025.
June 2026 Form 10-Q, revenue discussion: realized net revenue yield · Filed 04/08/2026
The increase in Investment management fees was primarily driven by QQQ’s investment management fees following its conversion to an open-end fund ETF and higher average AUM.
June 2026 Form 10-Q, Investment Management Fees: QQQ conversion and average-AUM contribution · Filed 04/08/2026
In the normal course of its business, the company is primarily exposed to market risk in the form of AUM market price risk, securities market risk, interest rate risk and foreign exchange rate risk.
June 2026 Form 10-Q, Item 3: market-risk exposure categories · Filed 04/08/2026
As of June 30, 2026, our maximum exposure to credit risk related to our Cash and cash equivalent balances is $915.4 million, of which $361.3 million is invested in affiliated money market funds.
June 2026 Form 10-Q, Credit Risk: corporate cash exposure and affiliated money-market investments · Filed 04/08/2026
Condensed Consolidated Statements of Income (Unaudited) Three months ended June 30, Six months ended June 30, (in millions, except per common share data) 2026 2025 2026 2025 Operating revenues: Investment management fees $ 1,461.8 $ 1,100.9 $ 2,844.0 $ 2,201.2 Service and distribution fees 309.9 363.8 611.7 734.7 Performance fees 3.7 2.6 15.0 6.1 Other 50.2 48.2 99.4 102.7 Total operating revenues 1,825.6 1,515.5 3,570.1 3,044.7 Operating expenses: Third-party distribution, service and advisory 627.1 500.7 1,228.5 1,009.7 Employee compensation 546.7 510.4 1,059.4 975.0 Marketing 36.7 23.1 74.1 40.1 Property, office and technology 109.3 118.2 213.9 232.1 General and administrative 133.5 139.2 280.6 276.5 Amortization of intangible assets 8.1 9.7 16.2 19.8 Total operating expenses 1,461.4 1,301.3 2,872.7 2,553.2 Operating income 364.2 214.2 697.4 491.5 Other income/(expense): Equity in earnings of unconsolidated affiliates 35.1 25.0 69.1 44.6 Interest and dividend income 9.9 10.5 19.1 21.8 Interest expense (23.6) (20.7) (47.9) (33.8) Other gains/(losses), net 105.8 59.7 105.4 35.4 Other income/(expense) of CIP, net (36.0) (14.3) (87.5) 59.8 Income before income taxes 455.4 274.4 755.6 619.3 Income tax provision (116.5) (77.0) (197.6) (154.6) Net income 338.9 197.4 558.0 464.7 Net (income)/loss attributable to noncontrolling interests in consolidated entities 43.4 6.0 92.9 (31.0) Dividends declared on preferred shares (37.0) (56.6) (75.2) (115.8) Cost of preferred share repurchase — (159.3) — (159.3) Net income/(loss) attributable to Invesco Ltd.
June 2026 Form 10-Q, Condensed Consolidated Statements of Income · Filed 04/08/2026
Certain expenses, including distribution and compensation expenses, may not vary in proportion with the changes in the market value of AUM.
June 2026 Form 10-Q, expense discussion: imperfect expense variability · Filed 04/08/2026
As of June 30, 2026, the interest rates on 24.1% of the company’s borrowings were fixed for a weighted average period of 17.43 years, and the company had a $736.0 million balance on its Revolving Credit Agreement.
June 2026 Form 10-Q, interest-rate exposure and revolving borrowings · Filed 04/08/2026
RELATED PARTIES MassMutual owns approximately 18.4% of the common stock of the company and owns substantially all of the outstanding $2.5 billion in perpetual, non-cumulative preferred shares as of June 30, 2026.
June 2026 Form 10-Q, Related Parties: MassMutual ownership · Filed 04/08/2026
Based on the level of shares owned by MassMutual and the corresponding customary minority shareholder rights, which includes representation on Invesco’s Board of Directors, the company considers MassMutual a related party.
June 2026 Form 10-Q, Related Parties: board representation · Filed 04/08/2026
Under our Executive Officer Stock Ownership Policy (i) the CEO is required to achieve and thereafter maintain an ownership level that is equal to ten times the value of his current base salary, and (ii) each executive other than the CEO is required to achieve and thereafter maintain an ownership level that is equal to five times the value of the current base salary of the executive.
April 2026 proxy, Executive Officer Stock Ownership Policy: ownership thresholds · Filed 02/04/2026
For purposes of the policy, we include shares held directly and indirectly and unvested time-based equity awards.
April 2026 proxy, ownership policy: inclusion of unvested time-based awards · Filed 02/04/2026
As of December 31, 2025, our CEO and each of our NEOs have exceeded the stock ownership requirements, and all of our other executive officers have exceeded the stock ownership requirements or it is anticipated that each will attain the stock ownership requirements within the time period prescribed by the policy.
April 2026 proxy, ownership policy: actual CEO and named-executive compliance · Filed 02/04/2026
Represents vesting at 100% for time-based equity awards and at 17% for performance-based equity awards that were granted in February 2022 and vested in February 2025.
April 2026 proxy, equity-award footnote: February 2025 realized vesting · Filed 02/04/2026
As a result, 83% of the performance-based equity awards were canceled due to failure to achieve the performance objectives.
April 2026 proxy, equity-award footnote: performance-based cancellation · Filed 02/04/2026
• Modernization of the QQQ ETF – Our flagship QQQ fund converted to a modern ETF structure on December 20, 2025.
April 2026 proxy, 2025 Firm Highlights: completed QQQ conversion date · Filed 02/04/2026
Fund shareholders are now paying a lower fee, and we are earning revenue on more than $400 billion of AUM (as of 12/31/2025) thereby improving profitability for the firm.
April 2026 proxy, 2025 Firm Highlights: lower investor fees and new QQQ monetization · Filed 02/04/2026
Related person transaction policy
Management is required to present for the approval or ratification of the audit committee all material information regarding an actual or potential related person transaction
The Board of Directors has adopted written Policies and Procedures with Respect to Related Person Transactions to address the review, approval, disapproval or ratification of related person transactions.
April 2026 proxy, Related Person Transaction Policy · Filed 02/04/2026
The 2023 and 2025 amounts included
non-cash
impairment charges of $1,248.9 million and $1,794.9 million, respectively, on our indefinite-lived intangible assets related to prior acquisitions of management contracts of U.S.
April 2026 proxy, Pay versus Performance footnote: 2023 and 2025 acquired-intangible impairments · Filed 02/04/2026
Nearly 40 products each generated at least $1.0 billion in net long-term inflows, reflecting the diversity and breadth of our product offering.
April 2026 proxy, performance discussion: breadth of product inflows · Filed 02/04/2026
PSU program design. Our performance-based equity awards utilizes relative TSR and three-year average AOM.
April 2026 proxy, PSU program: relative TSR and three-year average adjusted operating margin · Filed 02/04/2026
Role of the independent compensation consultant The committee has engaged Johnson Associates, an independent consulting firm, to advise it on non-executive director and executive compensation matters.
April 2026 proxy, independent compensation consultant · Filed 02/04/2026
Approval of the amendment of the Company’s Fourth Amended and Restated Bye-Laws to allow shareholders to remove a director with or without cause.
May 2026 Form 8-K, annual meeting item 4: director-removal amendment · Filed 22/05/2026
The proposal was approved by shareholders.
May 2026 Form 8-K, annual meeting item 4: shareholder approval · Filed 22/05/2026
