þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Bermuda
(State or Other Jurisdiction of
Incorporation or Organization)
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98-0557567
(I.R.S. Employer
Identification No.)
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1555 Peachtree Street, N.E., Suite 1800, Atlanta, GA
(Address of Principal Executive Offices)
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30309
(Zip Code)
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(404) 892-0896
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(Registrant’s telephone number, including area code)
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N/A
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(Former name, former address and former fiscal year, if changed since last report)
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Page
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TABLE OF CONTENTS
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EX-10.1
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EX-31.1
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EX-31.2
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EX-32.1
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EX-32.2
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EX-101 INSTANCE DOCUMENT
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EX-101 SCHEMA DOCUMENT
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EX-101 CALCULATION LINKBASE DOCUMENT
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EX-101 LABELS LINKBASE DOCUMENT
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EX-101 PRESENTATION LINKBASE DOCUMENT
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EX-101 DEFINITION LINKBASE DOCUMENT
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As of
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$ in millions, except share data
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March 31, 2013
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December 31, 2012
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ASSETS
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Current assets:
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Cash and cash equivalents
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884.7
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835.5
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Cash and cash equivalents of consolidated investment products
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764.3
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287.8
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Unsettled fund receivables
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941.8
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550.1
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Accounts receivable
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517.1
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449.4
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Accounts receivable of consolidated investment products
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61.5
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84.1
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Investments
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359.9
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363.9
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Prepaid assets
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55.6
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50.3
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Other current assets
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78.7
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94.5
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Deferred tax asset, net
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34.6
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38.4
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Assets held for policyholders
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1,205.3
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1,153.6
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Total current assets
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4,903.5
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3,907.6
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Non-current assets:
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Investments
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361.7
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246.8
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Investments of consolidated investment products
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4,661.2
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4,550.6
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Security deposit assets and receivables
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22.8
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27.4
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Other non-current assets
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27.8
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26.8
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Deferred sales commissions
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50.1
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47.7
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Property and equipment, net
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337.2
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349.6
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Intangible assets, net
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1,278.5
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1,287.7
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Goodwill
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6,891.7
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7,048.2
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Total non-current assets
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13,631.0
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13,584.8
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Total assets
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18,534.5
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17,492.4
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LIABILITIES AND EQUITY
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Current liabilities:
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Unsettled fund payables
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941.7
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552.5
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Income taxes payable
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68.1
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77.9
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Other current liabilities
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626.7
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824.7
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Other current liabilities of consolidated investment products
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445.8
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104.3
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Policyholder payables
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1,205.3
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1,153.6
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Total current liabilities
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3,287.6
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2,713.0
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Non-current liabilities:
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Long-term debt
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1,514.5
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1,186.0
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Long-term debt of consolidated investment products
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4,221.4
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3,899.4
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Deferred tax liabilities, net
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346.8
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311.4
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Security deposits payable
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22.8
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27.4
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Other non-current liabilities
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302.2
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306.2
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Total non-current liabilities
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6,407.7
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5,730.4
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Total liabilities
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9,695.3
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8,443.4
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Commitments and contingencies (See Note11)
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Equity:
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Equity attributable to common shareholders:
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Common shares ($0.20 par value; 1,050.0 million authorized; 490.4 million shares issued as of March 31, 2013 and December 31, 2012)
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98.1
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98.1
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Additional paid-in-capital
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6,024.3
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6,141.0
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Treasury shares
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(1,314.7
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)
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(1,382.9
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)
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Retained earnings
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2,946.3
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2,801.3
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Retained earnings appropriated for investors in consolidated investment products
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107.7
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128.8
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Accumulated other comprehensive income, net of tax
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334.5
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530.5
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Total equity attributable to common shareholders
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8,196.2
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8,316.8
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Equity attributable to noncontrolling interests in consolidated entities
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643.0
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732.2
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Total equity
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8,839.2
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9,049.0
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Total liabilities and equity
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18,534.5
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17,492.4
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Three months ended March 31,
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$ in millions, except per share data
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2013
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2012
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Operating revenues:
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Investment management fees
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874.2
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791.4
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Service and distribution fees
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206.3
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189.0
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Performance fees
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36.1
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20.5
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Other
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25.2
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32.8
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Total operating revenues
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1,141.8
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1,033.7
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Operating expenses:
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Employee compensation
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358.0
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318.5
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Third-party distribution, service and advisory
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347.2
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317.1
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Marketing
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22.4
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26.7
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Property, office and technology
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69.8
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66.8
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General and administrative
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69.6
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73.3
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Transaction and integration
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1.4
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1.5
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Total operating expenses
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868.4
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803.9
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Operating income
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273.4
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229.8
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Other income/(expense):
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Equity in earnings of unconsolidated affiliates
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8.1
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9.7
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Interest and dividend income
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2.2
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2.4
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Interest income of consolidated investment products
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50.3
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69.0
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Other gains/(losses) of consolidated investment products, net
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(21.1
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)
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(121.9
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)
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Interest expense
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(9.7
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)
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(13.6
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)
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Interest expense of consolidated investment products
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(32.7
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)
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(45.6
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)
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Other gains and losses, net
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17.7
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18.6
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Income before income taxes
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288.2
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148.4
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Income tax provision
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(88.6
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)
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(73.6
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)
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Net income
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199.6
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74.8
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Net (income)/loss attributable to noncontrolling interests in consolidated entities, net
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22.6
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119.1
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Net income attributable to common shareholders
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222.2
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193.9
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Earnings per share:
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||||
— basic
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$0.50
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$0.43
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— diluted
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$0.49
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$0.43
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Dividends declared per share
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$0.1725
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$0.1225
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Three months ended March 31,
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$ in millions
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2013
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2012
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Net income
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199.6
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74.8
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Other comprehensive income/(loss), before tax:
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Currency translation differences on investments in foreign subsidiaries
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(209.6
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)
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99.8
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Actuarial (loss)/gain related to employee benefit plans
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6.5
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(1.0
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)
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Reclassification of amortization of prior service costs/(credit) into employee compensation expense
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(0.5
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)
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(0.5
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)
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Reclassification of amortization of actuarial (gains)/losses into employee compensation expense
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0.7
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0.4
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Share of other comprehensive income/(loss) of equity method investments
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(0.3
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)
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2.0
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Unrealized gains on available-for-sale investments
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4.3
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6.5
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Reclassification of net (gains)/losses realized on available-for-sale investments included in other gains and losses, net
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(1.4
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)
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(1.0
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)
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Other comprehensive income/(loss), before tax
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(200.3
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)
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106.2
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Income tax related to items of other comprehensive income/(loss):
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Tax benefit/(expense) on foreign currency translation adjustments
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(0.8
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)
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—
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Tax on actuarial (loss)/gain related to employee benefit plans
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(1.4
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)
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0.3
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Reclassification of tax on amortization of prior service costs/(credit) into income tax provision
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0.1
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0.1
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Reclassification of tax on amortization of actuarial (loss)/gain into income tax provision
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(0.2
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)
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(0.1
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)
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Tax on net unrealized gains on available-for-sale investments
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0.2
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—
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Reclassification of tax on net (gains)/losses realized on available-for-sale investments included in income tax provision
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(0.3
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)
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(0.1
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)
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Total income tax benefit (expense) related to items of other comprehensive income
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(2.4
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)
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0.2
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Other comprehensive income/(loss), net of tax
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(202.7
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)
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106.4
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Total comprehensive income/(loss)
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(3.1
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)
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181.2
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Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities
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29.3
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120.5
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Comprehensive income attributable to common shareholders
|
26.2
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|
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301.7
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Three months ended March 31,
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$ in millions
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2013
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2012
|
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Operating activities:
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|
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Net income
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199.6
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|
74.8
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Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
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|
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Amortization and depreciation
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22.3
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24.3
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Share-based compensation expense
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33.5
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30.0
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(Gains)/losses on disposal of property, equipment, and software, net
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0.4
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|
(0.6
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)
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Purchase of trading investments
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(3,409.1
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)
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(2,826.4
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)
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Sale of trading investments
|
3,395.4
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|
2,793.3
|
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Other gains and losses, net
|
(17.7
|
)
|
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(18.6
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)
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Other (gains)/losses of consolidated investment products, net
|
21.1
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|
|
121.9
|
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Tax benefit from share-based compensation
|
47.7
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|
|
39.6
|
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Excess tax benefits from share-based compensation
|
(11.7
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)
|
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(10.6
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)
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Equity in earnings of unconsolidated affiliates
|
(8.1
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)
|
|
(9.7
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)
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Dividends from unconsolidated affiliates
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1.0
|
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1.0
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Changes in operating assets and liabilities:
|
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(Increase)/decrease in cash held by consolidated investment products
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(470.2
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)
|
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(129.9
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)
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(Increase)/decrease in receivables
|
(606.6
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)
|
|
(93.0
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)
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Increase/(decrease) in payables
|
317.8
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|
|
(154.4
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)
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Net cash provided by/(used in) operating activities
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(484.6
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)
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(158.3
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)
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Investing activities:
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|
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Purchase of property and equipment
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(18.1
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)
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(18.4
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)
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Disposal of property and equipment
|
—
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|
0.6
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Purchase of available-for-sale investments
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(0.1
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)
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(21.4
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)
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Sale of available-for-sale investments
|
23.0
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20.3
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Purchase of investments by consolidated investment products
|
(965.2
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)
|
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(686.9
|
)
|
Sale of investments by consolidated investment products
|
1,205.6
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|
|
559.9
|
|
Purchase of other investments
|
(127.9
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)
|
|
(41.0
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)
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Sale of other investments
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25.3
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21.0
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Returns of capital and distributions from unconsolidated partnership investments
|
3.8
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|
6.3
|
|
Acquisition earn-out payments
|
—
|
|
|
(5.1
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)
|
Net cash provided by/(used in) investing activities
|
146.4
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|
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(164.7
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)
|
Financing activities:
|
|
|
|
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Proceeds from exercises of share options
|
5.2
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|
|
10.2
|
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Purchases of treasury shares
|
(45.0
|
)
|
|
(75.0
|
)
|
Dividends paid
|
(77.2
|
)
|
|
(55.7
|
)
|
Excess tax benefits from share-based compensation
|
11.7
|
|
|
10.6
|
|
Capital invested into consolidated investment products
|
3.5
|
|
|
5.1
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Capital distributed by consolidated investment products
|
(60.9
|
)
|
|
(6.6
|
)
|
Net borrowings/(repayments) of debt of consolidated investment products
|
253.0
|
|
|
249.4
|
|
Net borrowings/(repayments) under credit facility
|
328.5
|
|
|
41.0
|
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Net cash provided by/(used in) financing activities
|
418.8
|
|
|
179.0
|
|
(Decrease)/increase in cash and cash equivalents
|
80.6
|
|
|
(144.0
|
)
|
Foreign exchange movement on cash and cash equivalents
|
(31.4
|
)
|
|
8.9
|
|
Cash and cash equivalents, beginning of period
|
835.5
|
|
|
727.4
|
|
Cash and cash equivalents, end of period
|
884.7
|
|
|
592.3
|
|
Supplemental Cash Flow Information:
|
|
|
|
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Interest paid
|
(2.6
|
)
|
|
(11.6
|
)
|
Interest received
|
1.3
|
|
|
1.2
|
|
Taxes paid
|
(41.3
|
)
|
|
(34.2
|
)
|
|
|
Equity Attributable to Common Shareholders
|
|
|
|
|
|||||||||||||||||||||
$ in millions
|
|
Common Shares
|
|
Additional Paid-in-Capital
|
|
Treasury Shares
|
|
Retained Earnings
|
|
Retained Earnings
Appropriated for Investors in Consolidated Investment Products |
|
Accumulated Other
Comprehensive Income |
|
Total Equity
Attributable to Common Shareholders |
|
Noncontrolling
Interests in Consolidated Entities |
|
Total Equity
|
|||||||||
January 1, 2013
|
|
98.1
|
|
|
6,141.0
|
|
|
(1,382.9
|
)
|
|
2,801.3
|
|
|
128.8
|
|
|
530.5
|
|
|
8,316.8
|
|
|
732.2
|
|
|
9,049.0
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
222.2
|
|
|
—
|
|
|
—
|
|
|
222.2
|
|
|
(22.6
|
)
|
|
199.6
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(196.0
|
)
|
|
(196.0
|
)
|
|
(6.7
|
)
|
|
(202.7
|
)
|
Total comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26.2
|
|
|
(29.3
|
)
|
|
(3.1
|
)
|
||||||
Net income (loss) reclassified to appropriated retained earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21.4
|
)
|
|
—
|
|
|
(21.4
|
)
|
|
21.4
|
|
|
—
|
|
Currency translation differences on investments in foreign subsidiaries reclassified to appropriated retained earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
0.3
|
|
|
(0.3
|
)
|
|
—
|
|
Deconsolidation of consolidated investment products
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27.7
|
)
|
|
(27.7
|
)
|
Change in noncontrolling interests in consolidated entities, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(53.3
|
)
|
|
(53.3
|
)
|
Dividends
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(77.2
|
)
|
|
—
|
|
|
—
|
|
|
(77.2
|
)
|
|
—
|
|
|
(77.2
|
)
|
Employee share plans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Share-based compensation
|
|
—
|
|
|
33.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33.5
|
|
|
—
|
|
|
33.5
|
|
Vested shares
|
|
—
|
|
|
(155.4
|
)
|
|
155.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Exercise of options
|
|
—
|
|
|
(6.5
|
)
|
|
11.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.2
|
|
|
—
|
|
|
5.2
|
|
Tax impact of share-based payment
|
|
—
|
|
|
11.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11.7
|
|
|
—
|
|
|
11.7
|
|
Purchase of shares
|
|
—
|
|
|
—
|
|
|
(98.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(98.9
|
)
|
|
—
|
|
|
(98.9
|
)
|
March 31, 2013
|
|
98.1
|
|
|
6,024.3
|
|
|
(1,314.7
|
)
|
|
2,946.3
|
|
|
107.7
|
|
|
334.5
|
|
|
8,196.2
|
|
|
643.0
|
|
|
8,839.2
|
|
|
|
Equity Attributable to Common Shareholders
|
|
|
|
|
|||||||||||||||||||||
$ in millions
|
|
Common Shares
|
|
Additional Paid-in-Capital
|
|
Treasury Shares
|
|
Retained Earnings
|
|
Retained Earnings
Appropriated for Investors in Consolidated Investment Products |
|
Accumulated Other
Comprehensive Income |
|
Total Equity
Attributable to Common Shareholders |
|
Non-Controlling
Interests in Consolidated Entities |
|
Total Equity
|
|||||||||
January 1, 2012
|
|
98.1
|
|
|
6,180.6
|
|
|
(1,280.4
|
)
|
|
2,413.2
|
|
|
334.3
|
|
|
373.3
|
|
|
8,119.1
|
|
|
1,018.5
|
|
|
9,137.6
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
193.9
|
|
|
—
|
|
|
—
|
|
|
193.9
|
|
|
(119.1
|
)
|
|
74.8
|
|
Other comprehensive income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107.8
|
|
|
107.8
|
|
|
(1.4
|
)
|
|
106.4
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
301.7
|
|
|
(120.5
|
)
|
|
181.2
|
|
||||||
Net income (loss) reclassified to appropriated retained earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(59.0
|
)
|
|
—
|
|
|
(59.0
|
)
|
|
59.0
|
|
|
—
|
|
Currency translation differences on investments in foreign subsidiaries reclassified to appropriated retained earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|
—
|
|
|
(1.4
|
)
|
|
1.4
|
|
|
—
|
|
Deconsolidation of consolidated investment products
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(47.6
|
)
|
|
—
|
|
|
(47.6
|
)
|
|
—
|
|
|
(47.6
|
)
|
Change in noncontrolling interests in consolidated entities, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.6
|
)
|
|
(16.6
|
)
|
Dividends
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(55.7
|
)
|
|
—
|
|
|
—
|
|
|
(55.7
|
)
|
|
—
|
|
|
(55.7
|
)
|
Employee share plans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Share-based compensation
|
|
—
|
|
|
30.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.0
|
|
|
—
|
|
|
30.0
|
|
Vested shares
|
|
—
|
|
|
(136.9
|
)
|
|
136.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Exercise of options
|
|
—
|
|
|
(10.4
|
)
|
|
20.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.2
|
|
|
—
|
|
|
10.2
|
|
Tax impact of share-based payment
|
|
—
|
|
|
10.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.6
|
|
|
—
|
|
|
10.6
|
|
Purchase of shares
|
|
—
|
|
|
—
|
|
|
(115.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(115.7
|
)
|
|
—
|
|
|
(115.7
|
)
|
March 31, 2012
|
|
98.1
|
|
|
6,073.9
|
|
|
(1,238.6
|
)
|
|
2,551.4
|
|
|
226.3
|
|
|
481.1
|
|
|
8,192.2
|
|
|
941.8
|
|
|
9,134.0
|
|
|
March 31, 2013
|
|
December 31, 2012
|
|||||||||||
$ in millions
|
Footnote Reference
|
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
|||||
Cash and cash equivalents
|
|
|
884.7
|
|
|
884.7
|
|
|
835.5
|
|
|
835.5
|
|
|
Available-for-sale investments
|
3
|
|
|
100.7
|
|
|
100.7
|
|
|
122.1
|
|
|
122.1
|
|
Assets held for policyholders
|
|
|
1,205.3
|
|
|
1,205.3
|
|
|
1,153.6
|
|
|
1,153.6
|
|
|
Trading investments
|
3
|
|
|
240.7
|
|
|
240.7
|
|
|
218.7
|
|
|
218.7
|
|
Foreign time deposits*
|
3
|
|
|
27.2
|
|
|
27.2
|
|
|
31.3
|
|
|
31.3
|
|
Support agreements*
|
11
|
|
|
(1.0
|
)
|
|
(1.0
|
)
|
|
(1.0
|
)
|
|
(1.0
|
)
|
Policyholder payables
|
|
|
(1,205.3
|
)
|
|
(1,205.3
|
)
|
|
(1,153.6
|
)
|
|
(1,153.6
|
)
|
|
Put option contracts
|
|
|
1.4
|
|
|
1.4
|
|
|
—
|
|
|
—
|
|
|
UIT-related financial instruments sold, not yet purchased
|
|
|
(1.4
|
)
|
|
(1.4
|
)
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|
Note payable
|
|
|
(2.4
|
)
|
|
(2.4
|
)
|
|
(3.4
|
)
|
|
(3.4
|
)
|
|
Total debt*
|
4
|
|
|
(1,514.5
|
)
|
|
(1,522.4
|
)
|
|
(1,186.0
|
)
|
|
(1,204.8
|
)
|
*
|
These financial instruments are not measured at fair value on a recurring basis. See the indicated footnotes for additional information about the carrying and fair values of these financial instruments. Foreign time deposits are measured at cost plus accrued interest, which approximates fair value, and are accordingly classified as Level 2 securities.
|
•
|
Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
|
•
|
Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
|
•
|
Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.
|
•
|
Investments related to deferred compensation plans
|
•
|
Unit Investment Trust ("UIT")-related equity and debt securities
|
•
|
Corporate stock
|
•
|
UITs
|
•
|
Municipal securities
|
|
As of March 31, 2013
|
||||||||||
$ in millions
|
Fair Value Measurements
|
|
Quoted Prices in
Active Markets for
Identical Assets (Level 1)
|
|
Significant Other
Observable Inputs (Level 2)
|
|
Significant
Unobservable Inputs (Level 3)
|
||||
Current assets:
|
|
|
|
|
|
|
|
||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||
Money market funds
|
310.4
|
|
|
310.4
|
|
|
—
|
|
|
—
|
|
Investments:*
|
|
|
|
|
|
|
|
||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||
Seed money
|
92.0
|
|
|
92.0
|
|
|
—
|
|
|
—
|
|
Trading investments:
|
|
|
|
|
|
|
|
||||
Investments related to deferred compensation plans
|
235.6
|
|
|
235.6
|
|
|
—
|
|
|
—
|
|
Other equity securities
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
UIT-related equity and debt securities:
|
|
|
|
|
|
|
|
||||
Corporate stock
|
1.5
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
UITs
|
1.7
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
Municipal securities
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|
—
|
|
Assets held for policyholders
|
1,205.3
|
|
|
1,205.3
|
|
|
—
|
|
|
—
|
|
Put option contracts
|
1.4
|
|
|
—
|
|
|
1.4
|
|
|
—
|
|
Total current assets
|
1,849.8
|
|
|
1,846.8
|
|
|
3.0
|
|
|
—
|
|
Non-current assets:
|
|
|
|
|
|
|
|
||||
Investments — available-for-sale*:
|
|
|
|
|
|
|
|
||||
CLOs
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
Other debt securities
|
6.3
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
Total assets at fair value
|
1,858.5
|
|
|
1,846.8
|
|
|
3.0
|
|
|
8.7
|
|
Current liabilities:
|
|
|
|
|
|
|
|
||||
Policyholder payables
|
(1,205.3
|
)
|
|
(1,205.3
|
)
|
|
—
|
|
|
—
|
|
UIT-related financial instruments sold, not yet purchased:
|
|
|
|
|
|
|
|
||||
Corporate equities
|
(1.4
|
)
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
Note payable
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
Total liabilities at fair value
|
(1,209.1
|
)
|
|
(1,206.7
|
)
|
|
—
|
|
|
(2.4
|
)
|
*
|
Current foreign time deposits of
$27.2 million
are excluded from this table. Non-current equity method and other investments of
$342.8 million
and
$10.2 million
, respectively, are also excluded from this table. These investments are not measured at fair value, in accordance with applicable accounting standards.
|
|
As of December 31, 2012
|
||||||||||
$ in millions
|
Fair Value Measurements
|
|
Quoted Prices in
Active Markets for
Identical Assets (Level 1)
|
|
Significant Other
Observable Inputs (Level 2)
|
|
Significant
Unobservable Inputs (Level 3)
|
||||
Current assets:
|
|
|
|
|
|
|
|
||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||
Money market funds
|
292.2
|
|
|
292.2
|
|
|
—
|
|
|
—
|
|
Investments:*
|
|
|
|
|
|
|
|
||||
Available-for-sale:
|
|
|
|
|
|
|
|
||||
Seed money
|
113.4
|
|
|
113.4
|
|
|
—
|
|
|
—
|
|
Trading investments:
|
|
|
|
|
|
|
|
||||
Investments related to deferred compensation plans
|
213.5
|
|
|
213.5
|
|
|
—
|
|
|
—
|
|
Other equity securities
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
UIT-related equity and debt securities:
|
|
|
|
|
|
|
|
||||
Corporate stock
|
1.5
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
UITs
|
1.6
|
|
|
1.6
|
|
|
—
|
|
|
—
|
|
Municipal securities
|
1.8
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
Assets held for policyholders
|
1,153.6
|
|
|
1,153.6
|
|
|
—
|
|
|
—
|
|
Total current assets
|
1,777.9
|
|
|
1,776.1
|
|
|
1.8
|
|
|
—
|
|
Non-current assets:
|
|
|
|
|
|
|
|
||||
Investments — available-for-sale*:
|
|
|
|
|
|
|
|
||||
CLOs
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
Other debt securities
|
6.3
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
Total assets at fair value
|
1,786.6
|
|
|
1,776.1
|
|
|
1.8
|
|
|
8.7
|
|
Current liabilities:
|
|
|
|
|
|
|
|
||||
Policyholder payables
|
(1,153.6
|
)
|
|
(1,153.6
|
)
|
|
—
|
|
|
—
|
|
UIT-related financial instruments sold, not yet purchased:
|
|
|
|
|
|
|
|
||||
Corporate equities
|
(1.5
|
)
|
|
(1.5
|
)
|
|
—
|
|
|
—
|
|
Non-current liabilities:
|
|
|
|
|
|
|
|
||||
Note payable
|
(3.4
|
)
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
Total liabilities at fair value
|
(1,158.5
|
)
|
|
(1,155.1
|
)
|
|
—
|
|
|
(3.4
|
)
|
*
|
Current foreign time deposits of
$31.3 million
and other current investments of
$0.8 million
are excluded from this table. Non-current equity method and other investments of
$228.2 million
and $
9.9 million
, respectively, are also excluded from this table. These investments are not measured at fair value, in accordance with applicable accounting standards.
|
|
Three months ended March 31, 2013
|
|
Three months ended March 31, 2012
|
||||||||||||||
$ in millions
|
CLOs
|
|
Other Debt Securities
|
|
Note Payable
|
|
CLOs
|
|
Other Debt Securities
|
|
Note Payable
|
||||||
Beginning balance
|
2.4
|
|
|
6.3
|
|
|
(3.4
|
)
|
|
—
|
|
|
—
|
|
|
(16.8
|
)
|
Purchases
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
Settlements
|
—
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Deconsolidation of consolidated investment products
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
Net unrealized gains and losses included in accumulated other comprehensive income/(loss)*
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
Net unrealized gains and losses included in earnings*
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
3.5
|
|
Reclassification
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.6
|
|
|
—
|
|
Foreign exchange gains/(losses)
|
—
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
Ending balance
|
2.4
|
|
|
6.3
|
|
|
(2.4
|
)
|
|
2.8
|
|
|
6.3
|
|
|
(12.3
|
)
|
*
|
Included in other gains and losses, net in the Condensed Consolidated Statement of Income for the
three months ended
March 31, 2013
are
$0.1 million
in net unrealized gains (
three months ended
March 31, 2012
:
$3.5 million
) attributable to the note payable still held at
March 31, 2013
. There were no net unrealized gains or losses included in accumulated other comprehensive income/(loss) for the
three months ended
March 31, 2013
(
three months ended
March 31, 2012
:
$0.3 million
in gains) attributed to the change in unrealized gains and losses related to assets still held at
March 31, 2013
.
|
Assets and Liabilities *
|
|
Fair Value at March 31, 2013 ($ in millions)
|
|
Valuation Technique
|
|
Unobservable Inputs
|
|
Range
|
CLOs
|
|
2.4
|
|
Discounted Cash Flow- Euro
|
|
Probability of Default
|
|
3% - 5%
|
|
|
|
|
|
|
Spread over Euribor
|
|
3000 - 3600 bps
|
|
|
|
|
Discounted Cash Flow- USD
|
|
Probability of Default
|
|
1% - 3%
|
|
|
|
|
|
|
Spread over Libor
|
|
1400 - 1700 bps
|
Assets and Liabilities *
|
|
Fair Value at December 31, 2012 ($ in millions)
|
|
Valuation Technique
|
|
Unobservable Inputs
|
|
Range
|
CLOs
|
|
2.4
|
|
Discounted Cash Flow- Euro
|
|
Probability of Default
|
|
3% - 5%
|
|
|
|
|
|
|
Spread over Euribor
|
|
2975 - 3050 bps
|
|
|
|
|
Discounted Cash Flow- USD
|
|
Probability of Default
|
|
1% - 3%
|
|
|
|
|
|
|
Spread over Libor
|
|
1350 - 1400 bps
|
*
|
Other debt securities of
$6.3 million
(at
December 31, 2012
:
$6.3 million
) are not included in the table above as they are valued using a cost valuation technique. The note payable of
$2.4 million
(at
December 31, 2012
:
$3.4 million
) is also not included in the table above as its value is linked to the underlying value of consolidated funds. Both items are more fully discussed in the "Available-for-sale investments" and "Note payable" disclosures above.
|
|
As of
|
||||
|
March 31,
|
|
December 31,
|
||
$ in millions
|
2013
|
|
2012
|
||
Available-for-sale investments:
|
|
|
|
||
Seed money
|
92.0
|
|
|
113.4
|
|
Trading investments:
|
|
|
|
||
Investments related to deferred compensation plans
|
235.6
|
|
|
213.5
|
|
UIT-related equity and debt securities
|
4.8
|
|
|
4.9
|
|
Other equity securities
|
0.3
|
|
|
0.3
|
|
Foreign time deposits
|
27.2
|
|
|
31.3
|
|
Other
|
—
|
|
|
0.5
|
|
Total current investments
|
359.9
|
|
|
363.9
|
|
|
As of
|
||||
|
March 31,
|
|
December 31,
|
||
$ in millions
|
2013
|
|
2012
|
||
Available-for-sale investments:
|
|
|
|
||
CLOs
|
2.4
|
|
|
2.4
|
|
Other debt securities
|
6.3
|
|
|
6.3
|
|
Equity method investments
|
342.8
|
|
|
228.2
|
|
Other
|
10.2
|
|
|
9.9
|
|
Total non-current investments
|
361.7
|
|
|
246.8
|
|
|
For the three months ended March 31, 2013
|
|
For the three months ended March 31, 2012
|
||||||||||||||
$ in millions
|
Proceeds from Sales
|
|
Gross Realized Gains
|
|
Gross Realized Losses
|
|
Proceeds from Sales
|
|
Gross Realized Gains
|
|
Gross Realized Losses
|
||||||
Current available-for-sale investments
|
22.9
|
|
|
1.7
|
|
|
(0.3
|
)
|
|
20.3
|
|
|
1.5
|
|
|
(0.5
|
)
|
Non-current available-for-sale investments
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
March 31, 2013
|
|
December 31, 2012
|
||||||||||||||||||||
$ in millions
|
Cost
|
|
Gross Unrealized Holding Gains
|
|
Gross Unrealized Holding Losses
|
|
Fair Value
|
|
Cost
|
|
Gross Unrealized Holding Gains
|
|
Gross Unrealized Holding Losses
|
|
Fair Value
|
||||||||
Current:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Seed money
|
81.2
|
|
|
10.8
|
|
|
—
|
|
|
92.0
|
|
|
105.5
|
|
|
8.4
|
|
|
(0.5
|
)
|
|
113.4
|
|
Current available-for-sale investments
|
81.2
|
|
|
10.8
|
|
|
—
|
|
|
92.0
|
|
|
105.5
|
|
|
8.4
|
|
|
(0.5
|
)
|
|
113.4
|
|
Non-current:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
CLOs
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
Other debt securities
|
6.3
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
|
6.3
|
|
|
—
|
|
|
—
|
|
|
6.3
|
|
Non-current available-for-sale investments:
|
8.7
|
|
|
—
|
|
|
—
|
|
|
8.7
|
|
|
8.7
|
|
|
—
|
|
|
—
|
|
|
8.7
|
|
|
89.9
|
|
|
10.8
|
|
|
—
|
|
|
100.7
|
|
|
114.2
|
|
|
8.4
|
|
|
(0.5
|
)
|
|
122.1
|
|
|
Available-for-Sale
|
|
$ in millions
|
(Fair Value)
|
|
One to five years
|
1.7
|
|
Five to ten years
|
7.0
|
|
Total available-for-sale
|
8.7
|
|
|
March 31, 2013
|
|
December 31, 2012
|
||||||||
$ in millions
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||
Unsecured Senior Notes*:
|
|
|
|
|
|
|
|
||||
3.125% - due November 30, 2022
|
599.5
|
|
|
607.4
|
|
|
599.5
|
|
|
618.3
|
|
Floating rate credit facility expiring June 3, 2016
|
915.0
|
|
|
915.0
|
|
|
586.5
|
|
|
586.5
|
|
Total debt
|
1,514.5
|
|
|
1,522.4
|
|
|
1,186.0
|
|
|
1,204.8
|
|
*
|
The company’s Senior Note indentures contain certain restrictions on mergers or consolidations. Beyond these items, there are no other restrictive covenants in the indentures.
|
In millions
|
March 31, 2013
|
|
March 31, 2012
|
||
Common shares issued
|
490.4
|
|
|
490.4
|
|
Less: Treasury shares for which dividend and voting rights do not apply
|
(45.8
|
)
|
|
(42.2
|
)
|
Common shares outstanding
|
444.6
|
|
|
448.2
|
|
|
|
For the three months ended March 31, 2013
|
|||||||||||||
$ in millions
|
|
Foreign currency translation
|
|
Employee benefit plans
|
|
Equity method investments
|
|
Available-for-sale investments
|
|
Total
|
|||||
Accumulated other comprehensive income/(loss) before tax:
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
598.6
|
|
|
(102.6
|
)
|
|
2.1
|
|
|
7.9
|
|
|
506.0
|
|
Currency translation differences on investments in foreign subsidiaries *
|
|
(209.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(209.6
|
)
|
Actuarial (loss)/gain related to employee benefit plans
|
|
—
|
|
|
6.5
|
|
|
—
|
|
|
—
|
|
|
6.5
|
|
Reclassification of amortization of prior service costs/(credit) into employee compensation expense
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
Reclassification of amortization of actuarial (gains)/losses into employee compensation expense
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
Share of other comprehensive income (loss) of equity method investments
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
Unrealized gains on available-for-sale investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.3
|
|
|
4.3
|
|
Reclassification of net (gains)/losses realized on available-for-sale investments included in other gains and losses, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|
(1.4
|
)
|
Ending balance
|
|
389.0
|
|
|
(95.9
|
)
|
|
1.8
|
|
|
10.8
|
|
|
305.7
|
|
Income tax related to accumulated other comprehensive income/(loss):
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
3.1
|
|
|
23.2
|
|
|
—
|
|
|
(1.8
|
)
|
|
24.5
|
|
Tax benefit/(expense) on foreign currency translation differences
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.8
|
)
|
Tax on actuarial (loss)/gain related to employee benefit plans
|
|
—
|
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
Reclassification of tax on amortization of prior service costs/(credit) into income tax provision
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
Reclassification of tax on amortization of actuarial (loss)/gain into income tax provision
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
Tax on net unrealized gains on available-for-sale investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
Reclassification of tax on net (gains)/losses realized on available-for-sale investments included in income tax provision
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
Ending balance
|
|
2.3
|
|
|
21.7
|
|
|
—
|
|
|
(1.9
|
)
|
|
22.1
|
|
Accumulated other comprehensive income/(loss), net of tax:
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
601.7
|
|
|
(79.4
|
)
|
|
2.1
|
|
|
6.1
|
|
|
530.5
|
|
Other comprehensive income/(loss), net of tax
|
|
(210.4
|
)
|
|
5.2
|
|
|
(0.3
|
)
|
|
2.8
|
|
|
(202.7
|
)
|
Other comprehensive (income)/loss attributable to noncontrolling interest
|
|
6.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.7
|
|
Ending balance
|
|
398.0
|
|
|
(74.2
|
)
|
|
1.8
|
|
|
8.9
|
|
|
334.5
|
|
|
|
For the three months ended March 31, 2012
|
|||||||||||||
$ in millions
|
|
Foreign currency translation
|
|
Employee benefit plans
|
|
Equity method investments
|
|
Available-for-sale investments
|
|
Total
|
|||||
Accumulated other comprehensive income/(loss) before tax:
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
452.7
|
|
|
(98.2
|
)
|
|
(4.3
|
)
|
|
(2.2
|
)
|
|
348.0
|
|
Currency translation differences on investments in foreign subsidiaries *
|
|
99.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
99.8
|
|
Actuarial (loss)/gain related to employee benefit plans
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
Reclassification of amortization of prior service costs/(credit) into employee compensation expense
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
Reclassification of amortization of actuarial (gains)/losses into employee compensation expense
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
Share of other comprehensive income (loss) of equity method investments
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
Unrealized gains on available-for-sale investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.5
|
|
|
6.5
|
|
Reclassification of net (gains)/losses realized on available-for-sale investments included in other gains and losses, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(1.0
|
)
|
Ending balance
|
|
552.5
|
|
|
(99.3
|
)
|
|
(2.3
|
)
|
|
3.3
|
|
|
454.2
|
|
Income tax related to accumulated other comprehensive income/(loss):
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
2.5
|
|
|
23.4
|
|
|
—
|
|
|
(0.6
|
)
|
|
25.3
|
|
Tax on actuarial (loss)/gain related to employee benefit plans
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
Reclassification of tax on amortization of prior service costs/(credit) into income tax provision
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
Reclassification of tax on amortization of actuarial (loss)/gain into income tax provision
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
Reclassification of tax on net (gains)/losses realized on available-for-sale investments included in income tax provision
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
Ending balance
|
|
2.5
|
|
|
23.7
|
|
|
—
|
|
|
(0.7
|
)
|
|
25.5
|
|
Accumulated other comprehensive income/(loss), net of tax:
|
|
|
|
|
|
|
|
|
|
|
|||||
Beginning balance
|
|
455.2
|
|
|
(74.8
|
)
|
|
(4.3
|
)
|
|
(2.8
|
)
|
|
373.3
|
|
Other comprehensive income/(loss), net of tax
|
|
99.8
|
|
|
(0.8
|
)
|
|
2.0
|
|
|
5.4
|
|
|
106.4
|
|
Other comprehensive (income)/loss attributable to noncontrolling interest
|
|
1.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.4
|
|
Ending balance
|
|
556.4
|
|
|
(75.6
|
)
|
|
(2.3
|
)
|
|
2.6
|
|
|
481.1
|
|
*
|
Included in this amount are net
losses
of
$6.7 million
for the
three months ended
March 31, 2013
related to foreign currency translation adjustments attributable to consolidated investment products (
three months ended
March 31, 2012
: net
losses
of
$1.4 million
). Of this amount, gross
gains
of
$0.3 million
are reclassified from accumulated other comprehensive income into retained earnings appropriated for investors in consolidated investment products (
three months ended
March 31, 2012
:
losses
of
$1.4 million
).
|
|
Three months ended March 31, 2013
|
|
Three months ended March 31, 2012
|
||||||||||||||
Millions of shares, except fair values
|
Time-Vested
|
|
Performance-Vested
|
|
Weighted Average Grant Date Fair Value ($)
|
|
Time-Vested
|
|
Performance-Vested
|
|
Weighted Average Grant Date Fair Value ($)
|
||||||
Unvested at the beginning of period
|
16.5
|
|
|
0.3
|
|
|
22.36
|
|
|
17.3
|
|
|
—
|
|
|
20.34
|
|
Granted during the period
|
5.1
|
|
|
0.2
|
|
|
26.81
|
|
|
5.3
|
|
|
0.3
|
|
|
24.94
|
|
Forfeited during the period
|
(0.1
|
)
|
|
—
|
|
|
23.56
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Vested and distributed during the period
|
(6.2
|
)
|
|
(0.1
|
)
|
|
19.86
|
|
|
(5.0
|
)
|
|
—
|
|
|
18.73
|
|
Unvested at the end of the period
|
15.3
|
|
|
0.4
|
|
|
24.83
|
|
|
17.6
|
|
|
0.3
|
|
|
22.22
|
|
|
Three months ended March 31, 2013
|
|
Three months ended March 31, 2012
|
||||||||
Millions of shares, except fair values
|
Time-Vested
|
|
Weighted Average Grant Date Fair Value
(£ Sterling)
|
|
Time-Vested
|
|
Weighted Average Grant Date Fair Value
(£ Sterling)
|
||||
Unvested at the beginning of period
|
0.3
|
|
|
12.90
|
|
|
0.6
|
|
|
11.25
|
|
Vested and distributed during the period
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
6.64
|
|
Unvested at the end of the period
|
0.3
|
|
|
12.90
|
|
|
0.4
|
|
|
12.90
|
|
|
Three months ended March 31, 2013
|
|
Three months ended March 31, 2012
|
||||||||
Millions of shares, except prices
|
Options
|
|
Weighted Average
Exercise Price
(£ Sterling)
|
|
Options
|
|
Weighted Average
Exercise Price
(£ Sterling)
|
||||
Outstanding at the beginning of the period
|
2.6
|
|
|
7.31
|
|
|
4.5
|
|
|
7.85
|
|
Forfeited during the period
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
15.30
|
|
Exercised during the period
|
(0.4
|
)
|
|
7.33
|
|
|
(0.7
|
)
|
|
8.47
|
|
Outstanding at the end of the period
|
2.2
|
|
|
7.31
|
|
|
3.7
|
|
|
7.51
|
|
Exercisable at the end of the period
|
2.2
|
|
|
7.31
|
|
|
3.7
|
|
|
7.51
|
|
|
Three months ended March 31,
|
||||||||||
|
Retirement Plans
|
|
Medical Plan
|
||||||||
$ in millions
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
Service cost
|
(1.1
|
)
|
|
(1.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
Interest cost
|
(4.9
|
)
|
|
(4.8
|
)
|
|
(0.5
|
)
|
|
(0.6
|
)
|
Expected return on plan assets
|
4.4
|
|
|
4.4
|
|
|
0.1
|
|
|
0.1
|
|
Amortization of prior service cost
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
Amortization of net actuarial (loss)/gain
|
(0.6
|
)
|
|
(0.3
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
Net periodic benefit cost
|
(2.2
|
)
|
|
(1.8
|
)
|
|
(0.1
|
)
|
|
(0.2
|
)
|
In millions, except per share data
|
Net Income
Attributable to
Common Shareholders
|
|
Weighted Average Number of Shares
|
|
Per Share Amount
|
|||||
For the three months ended March 31, 2013:
|
|
|
|
|
|
|||||
Basic earnings per share
|
|
$222.2
|
|
|
447.8
|
|
|
|
$0.50
|
|
Dilutive effect of share-based awards
|
—
|
|
|
1.2
|
|
|
|
($0.01
|
)
|
|
Diluted earnings per share
|
|
$222.2
|
|
|
449.0
|
|
|
|
$0.49
|
|
For the three months ended March 31, 2012:
|
|
|
|
|
|
|||||
Basic earnings per share
|
|
$193.9
|
|
|
454.3
|
|
|
|
$0.43
|
|
Dilutive effect of share-based awards
|
—
|
|
|
1.6
|
|
|
—
|
|
||
Diluted earnings per share
|
|
$193.9
|
|
|
455.9
|
|
|
|
$0.43
|
|
$ in millions
|
Footnote Reference
|
|
Carrying Value
|
|
Company's Maximum Risk of Loss
|
|||
CLO investments
|
3
|
|
|
2.4
|
|
|
2.4
|
|
Partnership and trust investments
|
—
|
|
|
39.6
|
|
|
39.6
|
|
Investments in Invesco Mortgage Capital Inc.
|
—
|
|
|
32.4
|
|
|
32.4
|
|
Support agreements*
|
11
|
|
|
(1.0
|
)
|
|
21.0
|
|
Total
|
|
|
|
|
95.4
|
|
*
|
As of
March 31, 2013
, the committed support under these agreements was
$21.0 million
with an internal approval mechanism to increase the maximum possible support to
$66.0 million
at the option of the company.
|
$ in millions
|
CLO - VIE
|
|
Current assets
|
345.7
|
|
Non-current assets
|
353.3
|
|
Total assets
|
699.0
|
|
Current liabilities
|
290.0
|
|
Non-current liabilities
|
409.4
|
|
Total liabilities
|
699.4
|
|
Total equity
|
(0.4
|
)
|
Total liabilities and equity
|
699.0
|
|
$ in millions
|
Other
|
|
|
|
|
Current assets
|
9.6
|
|
Non-current assets
|
23.8
|
|
Total assets
|
33.4
|
|
Current liabilities
|
—
|
|
Non-current liabilities
|
—
|
|
Total liabilities
|
—
|
|
Total equity
|
33.4
|
|
Total liabilities and equity
|
33.4
|
|
$ in millions
|
|
CLOs-VIEs
|
|
Other VIEs
|
|
VOEs
|
|
Adjustments
(1)
|
|
Subtotal - Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
||||||
As of March 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current assets
|
|
735.0
|
|
|
2.5
|
|
|
89.5
|
|
|
(5.5
|
)
|
|
821.5
|
|
|
4,903.5
|
|
Non-current assets
|
|
4,128.2
|
|
|
30.3
|
|
|
542.3
|
|
|
(107.0
|
)
|
|
4,593.8
|
|
|
13,631.0
|
|
Total assets
|
|
4,863.2
|
|
|
32.8
|
|
|
631.8
|
|
|
(112.5
|
)
|
|
5,415.3
|
|
|
18,534.5
|
|
Current liabilities
|
|
447.8
|
|
|
0.5
|
|
|
1.8
|
|
|
(4.8
|
)
|
|
445.3
|
|
|
3,287.6
|
|
Long-term debt of consolidated investment products
|
|
4,307.8
|
|
|
—
|
|
|
—
|
|
|
(86.4
|
)
|
|
4,221.4
|
|
|
4,221.4
|
|
Other non-current liabilities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,186.3
|
|
Total liabilities
|
|
4,755.6
|
|
|
0.5
|
|
|
1.8
|
|
|
(91.2
|
)
|
|
4,666.7
|
|
|
9,695.3
|
|
Retained earnings appropriated for investors in consolidated investment products
|
|
107.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107.7
|
|
|
107.7
|
|
Other equity attributable to common shareholders
|
|
(0.1
|
)
|
|
0.2
|
|
|
21.3
|
|
|
(21.3
|
)
|
|
0.1
|
|
|
8,088.5
|
|
Equity attributable to noncontrolling interests in consolidated entities
|
|
—
|
|
|
32.1
|
|
|
608.7
|
|
|
—
|
|
|
640.8
|
|
|
643.0
|
|
Total liabilities and equity
|
|
4,863.2
|
|
|
32.8
|
|
|
631.8
|
|
|
(112.5
|
)
|
|
5,415.3
|
|
|
18,534.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions
|
|
CLOs-VIEs
|
|
Other VIEs
|
|
VOEs
|
|
Adjustments
(1)
|
|
Subtotal - Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
||||||
As of December 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current assets
|
|
266.4
|
|
|
0.4
|
|
|
120.9
|
|
|
(20.2
|
)
|
|
367.5
|
|
|
3,907.6
|
|
Non-current assets
|
|
3,948.0
|
|
|
35.9
|
|
|
607.9
|
|
|
(107.9
|
)
|
|
4,483.9
|
|
|
13,584.8
|
|
Total assets
|
|
4,214.4
|
|
|
36.3
|
|
|
728.8
|
|
|
(128.1
|
)
|
|
4,851.4
|
|
|
17,492.4
|
|
Current liabilities
|
|
105.3
|
|
|
0.5
|
|
|
2.9
|
|
|
(13.3
|
)
|
|
95.4
|
|
|
2,713.0
|
|
Long-term debt of consolidated investment products
|
|
3,980.7
|
|
|
—
|
|
|
—
|
|
|
(81.3
|
)
|
|
3,899.4
|
|
|
3,899.4
|
|
Other non-current liabilities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,831.0
|
|
Total liabilities
|
|
4,086.0
|
|
|
0.5
|
|
|
2.9
|
|
|
(94.6
|
)
|
|
3,994.8
|
|
|
8,443.4
|
|
Retained earnings appropriated for investors in consolidated investment products
|
|
128.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
128.8
|
|
|
128.8
|
|
Other equity attributable to common shareholders
|
|
(0.4
|
)
|
|
(0.1
|
)
|
|
34.0
|
|
|
(33.5
|
)
|
|
—
|
|
|
8,188.0
|
|
Equity attributable to noncontrolling interests in consolidated entities
|
|
—
|
|
|
35.9
|
|
|
691.9
|
|
|
—
|
|
|
727.8
|
|
|
732.2
|
|
Total liabilities and equity
|
|
4,214.4
|
|
|
36.3
|
|
|
728.8
|
|
|
(128.1
|
)
|
|
4,851.4
|
|
|
17,492.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Adjustments include the elimination of intercompany transactions between the company and its consolidated investment products, primarily the elimination of the company’s equity at risk recorded as investments by the company (before consolidation) against either the equity (private equity and real estate partnership funds) or subordinated debt (CLOs) of the funds.
|
$ in millions
|
|
CLOs-VIEs
|
|
Other VIEs
|
|
VOEs
|
|
Adjustments
(1)
|
|
Subtotal - Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
||||||
Three months ended March 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total operating revenues
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.8
|
)
|
|
(8.8
|
)
|
|
1,141.8
|
|
Total operating expenses
|
|
8.5
|
|
|
0.3
|
|
|
2.5
|
|
|
(8.8
|
)
|
|
2.5
|
|
|
868.4
|
|
Operating income
|
|
(8.5
|
)
|
|
(0.3
|
)
|
|
(2.5
|
)
|
|
—
|
|
|
(11.3
|
)
|
|
273.4
|
|
Equity in earnings of unconsolidated affiliates
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|
8.1
|
|
Interest and dividend income
|
|
53.6
|
|
|
—
|
|
|
—
|
|
|
(5.2
|
)
|
|
48.4
|
|
|
52.5
|
|
Other investment income/(losses)
|
|
(28.5
|
)
|
|
(0.3
|
)
|
|
4.7
|
|
|
3.0
|
|
|
(21.1
|
)
|
|
(3.4
|
)
|
Interest expense
|
|
(37.9
|
)
|
|
—
|
|
|
—
|
|
|
5.2
|
|
|
(32.7
|
)
|
|
(42.4
|
)
|
Income before income taxes
|
|
(21.3
|
)
|
|
(0.6
|
)
|
|
2.2
|
|
|
2.6
|
|
|
(17.1
|
)
|
|
288.2
|
|
Income tax provision
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(88.6
|
)
|
Net income
|
|
(21.3
|
)
|
|
(0.6
|
)
|
|
2.2
|
|
|
2.6
|
|
|
(17.1
|
)
|
|
199.6
|
|
Net (income)/loss attributable to noncontrolling interests in consolidated entities, net
|
|
21.4
|
|
|
0.6
|
|
|
(1.8
|
)
|
|
—
|
|
|
20.2
|
|
|
22.6
|
|
Net income attributable to common shareholders
|
|
0.1
|
|
|
—
|
|
|
0.4
|
|
|
2.6
|
|
|
3.1
|
|
|
222.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions
|
|
CLOs-VIEs
|
|
Other VIEs
|
|
VOEs
|
|
Adjustments(1)
|
|
Subtotal - Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
||||||
Three months ended March 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total operating revenues
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.4
|
)
|
|
(10.4
|
)
|
|
1,033.7
|
|
Total operating expenses
|
|
10.2
|
|
|
0.3
|
|
|
5.9
|
|
|
(10.4
|
)
|
|
6.0
|
|
|
803.9
|
|
Operating income
|
|
(10.2
|
)
|
|
(0.3
|
)
|
|
(5.9
|
)
|
|
—
|
|
|
(16.4
|
)
|
|
229.8
|
|
Equity in earnings of unconsolidated affiliates
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.4
|
|
|
3.4
|
|
|
9.7
|
|
Interest and dividend income
|
|
69.0
|
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
65.6
|
|
|
71.4
|
|
Other investment income/(losses)
|
|
(68.8
|
)
|
|
(0.9
|
)
|
|
(56.4
|
)
|
|
4.2
|
|
|
(121.9
|
)
|
|
(103.3
|
)
|
Interest expense
|
|
(49.0
|
)
|
|
—
|
|
|
—
|
|
|
3.4
|
|
|
(45.6
|
)
|
|
(59.2
|
)
|
Income before income taxes
|
|
(59.0
|
)
|
|
(1.2
|
)
|
|
(62.3
|
)
|
|
7.6
|
|
|
(114.9
|
)
|
|
148.4
|
|
Income tax provision
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(73.6
|
)
|
Net income
|
|
(59.0
|
)
|
|
(1.2
|
)
|
|
(62.3
|
)
|
|
7.6
|
|
|
(114.9
|
)
|
|
74.8
|
|
Net (income)/loss attributable to noncontrolling interests in consolidated entities, net
|
|
59.0
|
|
|
1.2
|
|
|
58.9
|
|
|
—
|
|
|
119.1
|
|
|
119.1
|
|
Net income attributable to common shareholders
|
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
7.6
|
|
|
4.2
|
|
|
193.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Adjustments include the elimination of intercompany transactions between the company and its consolidated investment products, primarily the elimination of management fees expensed by the funds and recorded as operating revenues (before consolidation) by the company.
|
|
As of March 31, 2013
|
||||||||||
$ in millions
|
Fair Value Measurements
|
|
Quoted Prices in
Active Markets for Identical Assets (Level 1) |
|
Significant Other
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||
Assets:
|
|
|
|
|
|
|
|
||||
CLO collateral assets:
|
|
|
|
|
|
|
|
||||
Bank loans
|
3,860.1
|
|
|
—
|
|
|
3,860.1
|
|
|
—
|
|
Bonds
|
208.8
|
|
|
—
|
|
|
208.8
|
|
|
—
|
|
Equity securities
|
19.5
|
|
|
—
|
|
|
19.5
|
|
|
—
|
|
Private equity fund assets:
|
|
|
|
|
|
|
|
||||
Equity securities
|
94.9
|
|
|
10.9
|
|
|
17.8
|
|
|
66.2
|
|
Investments in other private equity funds
|
466.7
|
|
|
—
|
|
|
—
|
|
|
466.7
|
|
Debt securities issued by the U.S. Treasury
|
9.0
|
|
|
9.0
|
|
|
—
|
|
|
—
|
|
Real estate investments
|
2.2
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
Total assets at fair value
|
4,661.2
|
|
|
19.9
|
|
|
4,106.2
|
|
|
535.1
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||
CLO notes
|
(4,221.4
|
)
|
|
—
|
|
|
—
|
|
|
(4,221.4
|
)
|
Total liabilities at fair value
|
(4,221.4
|
)
|
|
—
|
|
|
—
|
|
|
(4,221.4
|
)
|
|
As of December 31, 2012
|
||||||||||
$ in millions
|
Fair Value Measurements
|
|
Quoted Prices in
Active Markets for Identical Assets (Level 1) |
|
Significant Other
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||
Assets:
|
|
|
|
|
|
|
|
||||
CLO collateral assets:
|
|
|
|
|
|
|
|
||||
Bank loans
|
3,709.3
|
|
|
—
|
|
|
3,709.3
|
|
|
—
|
|
Bonds
|
185.4
|
|
|
—
|
|
|
185.4
|
|
|
—
|
|
Equity securities
|
12.1
|
|
|
—
|
|
|
12.1
|
|
|
—
|
|
Private equity fund assets:
|
|
|
|
|
|
|
|
||||
Equity securities
|
124.4
|
|
|
20.4
|
|
|
9.9
|
|
|
94.1
|
|
Debt securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Investments in other private equity funds
|
503.5
|
|
|
—
|
|
|
—
|
|
|
503.5
|
|
Debt securities issued by the U.S. Treasury
|
10.0
|
|
|
10.0
|
|
|
—
|
|
|
—
|
|
Real estate investments
|
5.3
|
|
|
—
|
|
|
—
|
|
|
5.3
|
|
Total assets at fair value
|
4,550.0
|
|
|
30.4
|
|
|
3,916.7
|
|
|
602.9
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||
CLO notes
|
(3,899.4
|
)
|
|
—
|
|
|
—
|
|
|
(3,899.4
|
)
|
Total liabilities at fair value
|
(3,899.4
|
)
|
|
—
|
|
|
—
|
|
|
(3,899.4
|
)
|
|
Three months ended March 31, 2013
|
|
Three months ended March 31, 2012
|
||||||||
$ in millions
|
Level 3 Assets
|
|
Level 3 Liabilities
|
|
Level 3 Assets
|
|
Level 3 Liabilities
|
||||
Beginning balance
|
602.9
|
|
|
(3,899.4
|
)
|
|
929.1
|
|
|
(5,512.9
|
)
|
Purchases
|
11.8
|
|
|
—
|
|
|
0.5
|
|
|
—
|
|
Sales
|
(62.0
|
)
|
|
—
|
|
|
(30.8
|
)
|
|
—
|
|
Issuances
|
—
|
|
|
(405.0
|
)
|
|
—
|
|
|
(325.2
|
)
|
Settlements
|
—
|
|
|
152.8
|
|
|
—
|
|
|
90.7
|
|
Deconsolidation of consolidated investment products
|
(18.4
|
)
|
|
—
|
|
|
—
|
|
|
573.4
|
|
Gains and losses included in the Condensed Consolidated Statements of Income*
|
1.2
|
|
|
(69.0
|
)
|
|
(61.0
|
)
|
|
(182.4
|
)
|
Foreign exchange
|
(0.4
|
)
|
|
(0.8
|
)
|
|
—
|
|
|
11.4
|
|
Ending balance
|
535.1
|
|
|
(4,221.4
|
)
|
|
837.8
|
|
|
(5,345.0
|
)
|
*
|
Included in gains and losses of consolidated investment products in the Condensed Consolidated Statement of Income for the
three months ended
March 31, 2013
are $
17.0 million
in net unrealized
losses
attributable to investments still held at
March 31, 2013
by consolidated investment products (
three months ended
March 31, 2012
:
$58.6 million
in net unrealized losses attributable to investments still held at
March 31, 2012
).
|
Assets and Liabilities *
|
|
Fair Value at March 31, 2013 ($ in millions)
|
|
Valuation Technique
|
|
Unobservable Inputs
|
|
Range
|
Private Equity Funds --Equity Securities
|
|
66.2
|
|
Market Comparable
|
|
EBITDA Multiple
|
|
30 - 40x
|
|
|
|
|
|
|
Revenue Multiple
|
|
5 - 15x
|
|
|
|
|
|
|
Discount
|
|
20% - 50%
|
Real Estate Investments
|
|
2.2
|
|
Discounted Cash Flow
|
|
In-Place & Market Rent Rates
|
|
JPY 250 - JPY 700 per sq ft
|
|
|
|
|
|
|
Revenue Growth Rate
|
|
0.0% - 2.0%
|
|
|
|
|
|
|
Discount Rate
|
|
5.75% - 8.00%
|
|
|
|
|
|
|
Exit Capitalization Rate
|
|
6.00% - 8.25%
|
|
|
|
|
|
|
Stabilized Occupancy Rate
|
|
92.0% - 96.0%
|
|
|
|
|
|
|
Expense Growth Rate
|
|
1.00%
|
|
|
|
|
Market Comparable
|
|
In-Place & Market Rent Rates
|
|
JPY 250 - JPY 700 per sq ft
|
|
|
|
|
|
|
Exit Capitalization Rate
|
|
6.00% - 8.25%
|
CLO Notes
|
|
(4,221.4)
|
|
Discounted Cash Flow- Euro
|
|
Probability of Default
|
|
3% - 5%
|
|
|
|
|
|
|
Spread over Euribor **
|
|
130 - 3000 bps
|
|
|
|
|
Discounted Cash Flow- USD
|
|
Probability of Default
|
|
1% - 3%
|
|
|
|
|
|
|
Spread over Libor **
|
|
110 - 1450 bps
|
Assets and Liabilities *
|
|
Fair Value at December 31, 2012 ($ in millions)
|
|
Valuation Technique
|
|
Unobservable Inputs
|
|
Range
|
Private Equity Funds --Equity Securities
|
|
94.1
|
|
Market Comparable
|
|
EBITDA Multiple
|
|
30 - 40x
|
|
|
|
|
|
|
Revenue Multiple
|
|
5 - 15x
|
|
|
|
|
|
|
Discount
|
|
20% - 50%
|
Real Estate Investments
|
|
5.3
|
|
Discounted Cash Flow
|
|
In-Place & Market Rent Rates
|
|
JPY 250 - JPY 700 per sq ft
|
|
|
|
|
|
|
Revenue Growth Rate
|
|
0.0% - 2.0%
|
|
|
|
|
|
|
Discount Rate
|
|
5.75% - 8.00%
|
|
|
|
|
|
|
Exit Capitalization Rate
|
|
6.00% - 8.25%
|
|
|
|
|
|
|
Stabilized Occupancy Rate
|
|
92.0% - 96.0%
|
|
|
|
|
|
|
Expense Growth Rate
|
|
1.00%
|
|
|
|
|
Market Comparable
|
|
In-Place & Market Rent Rates
|
|
JPY 250 - JPY 700 per sq ft
|
|
|
|
|
|
|
Exit Capitalization Rate
|
|
6.00% - 8.25%
|
CLO Notes
|
|
(3,899.4)
|
|
Discounted Cash Flow- Euro
|
|
Probability of Default
|
|
3% - 5%
|
|
|
|
|
|
|
Spread over Euribor **
|
|
300 - 3050 bps
|
|
|
|
|
Discounted Cash Flow- USD
|
|
Probability of Default
|
|
1% - 3%
|
|
|
|
|
|
|
Spread over Libor **
|
|
120 - 1400 bps
|
*
|
Certain equity securities held by consolidated private equity funds are valued using third-party pricing information and/or recent private market transactions. Quantitative unobservable inputs for such valuations were not developed or adjusted by the
company. Investments in other private equity funds as of
March 31, 2013
of $
466.7 million
(as of
December 31, 2012
:
$503.5 million
) are also excluded from the table above as they are valued using the NAV practical expedient.
|
**
|
Lower spreads relate to the more senior tranches in the CLO note structure; higher spreads relate to the less senior tranches.
|
•
|
For investments held by consolidated private equity funds, significant increases in discounts in isolation would result in significantly lower fair value measurements, while significant increases in EBITDA and revenue multiple assumptions in isolation would result in significantly higher fair value measurements. An increase in discount assumptions would result in a directionally opposite change in the assumptions for EBITDA and revenue multiple resulting in lower fair value measurements.
|
•
|
For real estate investments, a change in the revenue growth rate generally would be accompanied by a directionally-similar change in the assumptions for in-place and market rent rates and stabilized occupancy rates. Significant increases in any of the unobservable inputs for in-place and market rent rates and stabilized occupancy rates in isolation would result in significantly higher fair values. An increase in these assumptions would result in a directionally-opposite change in the assumptions for discount rate, exit capitalization rate, and expense growth rate. Significant increases in the assumptions for discount rate, exit capitalization rate, and expense growth rate in isolation would result in significantly lower fair value measurements.
|
•
|
For CLO Notes, a change in the assumption used for spreads is generally accompanied by a directionally similar change in default rate. Significant increases in any of these inputs in isolation would result in a significantly lower fair value measurements.
|
|
Three months ended March 31,
|
||||
|
2013
|
|
2012
|
||
$ in millions
|
|
|
|
||
Affiliated operating revenues:
|
|
|
|
||
Investment management fees
|
750.1
|
|
|
673.9
|
|
Service and distribution fees
|
201.7
|
|
|
188.8
|
|
Performance fees
|
31.5
|
|
|
19.7
|
|
Other
|
25.1
|
|
|
30.7
|
|
Total affiliated operating revenues
|
1,008.4
|
|
|
913.1
|
|
|
As of
|
||||
|
March 31, 2013
|
|
December 31, 2012
|
||
Affiliated asset balances:
|
|
|
|
||
Cash equivalents
|
248.9
|
|
|
223.2
|
|
Unsettled fund receivables
|
301.9
|
|
|
131.5
|
|
Accounts receivable
|
305.5
|
|
|
258.3
|
|
Current investments
|
328.9
|
|
|
328.2
|
|
Assets held for policyholders
|
1,204.9
|
|
|
1,153.2
|
|
Other current assets
|
15.0
|
|
|
30.5
|
|
Non-current investments
|
342.7
|
|
|
234.6
|
|
Other non-current assets
|
0.5
|
|
|
2.2
|
|
Affiliated asset balances
|
2,748.3
|
|
|
2,361.7
|
|
|
|
|
|
||
Affiliated liability balances:
|
|
|
|
||
Unsettled fund payables
|
439.6
|
|
|
266.0
|
|
Other current liabilities
|
21.2
|
|
|
66.1
|
|
Other non-current liabilities
|
142.4
|
|
|
189.7
|
|
Affiliated liability balances
|
603.2
|
|
|
521.8
|
|
•
|
Results of Operations (for the
three months ended
March 31, 2013
compared with the
three months ended
March 31, 2012
);
|
•
|
Schedule of Non-GAAP Information;
|
•
|
Balance Sheet Discussion; and
|
•
|
Liquidity and Capital Resources.
|
|
Three months ended March 31,
|
||||||
$ in millions, other than per share amounts, operating margins, ratios and AUM
|
2013
|
|
2012
|
||||
U.S. GAAP Financial Measures Summary
|
|
|
|
||||
Operating revenues
|
|
$1,141.8
|
|
|
|
$1,033.7
|
|
Operating income
|
|
$273.4
|
|
|
|
$229.8
|
|
Operating margin
|
23.9
|
%
|
|
22.2
|
%
|
||
Net income attributable to common shareholders
|
|
$222.2
|
|
|
|
$193.9
|
|
Diluted EPS
|
|
$0.49
|
|
|
|
$0.43
|
|
Debt/equity ratio including consolidated investment products (%)
|
64.9
|
%
|
|
73.0
|
%
|
||
|
|
|
|
||||
Non-GAAP Financial Measures Summary
|
|
|
|
||||
Net revenues
(1)
|
|
$816.5
|
|
|
|
$736.3
|
|
Adjusted operating income
(2)
|
|
$313.6
|
|
|
|
$269.2
|
|
Adjusted operating margin
(2)
|
38.4
|
%
|
|
36.6
|
%
|
||
Adjusted net income attributable to common shareholders
(3)
|
|
$232.0
|
|
|
|
$201.0
|
|
Adjusted diluted EPS
(3)
|
|
$0.52
|
|
|
|
$0.44
|
|
Debt/equity ratio excluding consolidated investment products(%)
(4)
|
18.7
|
%
|
|
16.6
|
%
|
||
|
|
|
|
||||
Assets Under Management
|
|
|
|
||||
Ending AUM (billions)
|
|
$729.3
|
|
|
|
$672.8
|
|
Average AUM (billions)
|
|
$712.7
|
|
|
|
$658.2
|
|
(1)
|
Net revenues are operating revenues less third-party distribution, service and advisory expenses (adjusted for third party distribution expense related to the European infrastructure initiative), plus our proportional share of the net revenues of our joint venture investments, plus management and performance fees earned from consolidated investment products. See “Schedule of Non-GAAP Information” for the reconciliation of operating revenues to net revenues.
|
(2)
|
Adjusted operating margin is adjusted operating income divided by net revenues. Adjusted operating income includes operating income plus our proportional share of the operating income of our joint venture investments, transaction and integration charges, acquisition-related items, amortization of intangibles, compensation expense related to market valuation changes in deferred compensation plans, the operating income impact of the consolidation of investment products, European infrastructure expenses and other reconciling items. See “Schedule of Non-GAAP Information” for the reconciliation of operating income to adjusted operating income.
|
(3)
|
Adjusted net income attributable to common shareholders is net income attributable to common shareholders adjusted to add back transaction and integration charges, acquisition-related items, amortization of intangibles, and the tax cash flow benefits resulting from tax amortization of goodwill and indefinite-lived intangible assets. Adjusted net income attributable to common shareholders excludes the net income of consolidated investment products, and the net income impact of deferred compensation plans, European infrastructure expenses and other reconciling items. By calculation, adjusted diluted EPS is adjusted net income attributable to common shareholders divided by the weighted average number of diluted shares outstanding. See “Schedule of Non-GAAP Information” for the reconciliation of net income to adjusted net income.
|
(4)
|
The debt-to-equity ratio excluding consolidated investment products is a non-GAAP financial measure. See the "Liquidity and Capital Resources" section for a recalculation of this ratio and other important disclosures.
|
|
|
Benchmark Comparison
|
|
Peer Group Comparison
|
||||||||||||||
|
|
% of AUM Ahead of
Benchmark
|
|
% of AUM In Top Half of
Peer Group
|
||||||||||||||
|
|
1yr
|
|
3yr
|
|
5yr
|
|
1yr
|
|
3yr
|
|
5yr
|
||||||
Equities
|
U.S. Core
|
22
|
%
|
|
34
|
%
|
|
83
|
%
|
|
47
|
%
|
|
34
|
%
|
|
62
|
%
|
|
U.S. Growth
|
28
|
%
|
|
26
|
%
|
|
26
|
%
|
|
29
|
%
|
|
24
|
%
|
|
61
|
%
|
|
U.S. Value
|
25
|
%
|
|
55
|
%
|
|
99
|
%
|
|
92
|
%
|
|
71
|
%
|
|
93
|
%
|
|
Sector
|
43
|
%
|
|
62
|
%
|
|
60
|
%
|
|
48
|
%
|
|
63
|
%
|
|
62
|
%
|
|
U.K.
|
100
|
%
|
|
100
|
%
|
|
99
|
%
|
|
98
|
%
|
|
98
|
%
|
|
98
|
%
|
|
Canadian
|
100
|
%
|
|
76
|
%
|
|
100
|
%
|
|
92
|
%
|
|
54
|
%
|
|
82
|
%
|
|
Asian
|
63
|
%
|
|
51
|
%
|
|
59
|
%
|
|
43
|
%
|
|
44
|
%
|
|
52
|
%
|
|
Continental European
|
73
|
%
|
|
73
|
%
|
|
97
|
%
|
|
39
|
%
|
|
62
|
%
|
|
60
|
%
|
|
Global
|
57
|
%
|
|
89
|
%
|
|
89
|
%
|
|
66
|
%
|
|
74
|
%
|
|
62
|
%
|
|
Global Ex U.S. and Emerging Markets
|
26
|
%
|
|
90
|
%
|
|
99
|
%
|
|
20
|
%
|
|
89
|
%
|
|
99
|
%
|
Other
|
Alternatives
|
23
|
%
|
|
63
|
%
|
|
49
|
%
|
|
42
|
%
|
|
58
|
%
|
|
22
|
%
|
|
Balanced
|
44
|
%
|
|
43
|
%
|
|
75
|
%
|
|
98
|
%
|
|
96
|
%
|
|
94
|
%
|
Money Market
|
Money Market
|
58
|
%
|
|
30
|
%
|
|
72
|
%
|
|
97
|
%
|
|
97
|
%
|
|
94
|
%
|
Fixed Income
|
U.S. Fixed Income
|
69
|
%
|
|
88
|
%
|
|
86
|
%
|
|
93
|
%
|
|
86
|
%
|
|
87
|
%
|
|
Global Fixed Income
|
87
|
%
|
|
58
|
%
|
|
88
|
%
|
|
93
|
%
|
|
46
|
%
|
|
86
|
%
|
|
Stable Value
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Note:
|
AUM measured in the one-, three-, and five-year peer group rankings represents
59%
,
59%
, and
55%
of total Invesco AUM, respectively, and AUM measured versus benchmark on a one-, three-, and five-year basis represents
72%
,
71%
, and
67%
of total Invesco AUM, respectively, as of
March 31, 2013
. Peer group rankings are sourced from a widely-used third party ranking agency in each fund’s market (Lipper, Morningstar, IMA, Russell, Mercer, eVestment Alliance, SITCA) and are asset-weighted in USD. Rankings are as of prior quarter-end for most institutional products and preceding month-end for Australian retail funds due to their late release by third parties. Rankings for the most representative fund in each GIPS composite are applied to all products within each GIPS composite. Excludes passive products, closed-end funds, private equity limited partnerships, non-discretionary direct real estate, unit investment trusts, CLOs, alternative and stable value products. Certain funds and products were excluded from the analysis because of limited benchmark or peer group data. Had these been available, results may have been different. These results are preliminary and subject to revision. Performance assumes the reinvestment of dividends. Past performance is not indicative of future results and may not reflect an investor’s experience.
|
|
March 31, 2013
|
|
December 31, 2012
|
|
March 31, 2012
|
|
December 31, 2011
|
||||
Pound Sterling ($ per £)
|
1.520
|
|
|
1.625
|
|
|
1.600
|
|
|
1.555
|
|
Canadian Dollar (CAD per $)
|
1.018
|
|
|
0.996
|
|
|
1.000
|
|
|
1.018
|
|
Japan (¥ per $)
|
94.160
|
|
|
86.520
|
|
|
82.330
|
|
|
76.950
|
|
Euro ($ per €)
|
1.282
|
|
|
1.319
|
|
|
1.330
|
|
|
1.299
|
|
|
2013
|
|
2012
|
||||||||||||||
$ in billions
|
Total AUM
|
|
Active
|
|
Passive
|
|
Total AUM
|
|
Active
|
|
Passive
|
||||||
December 31
|
687.7
|
|
|
573.7
|
|
|
114.0
|
|
|
625.3
|
|
|
529.0
|
|
|
96.3
|
|
Long-term inflows
|
48.6
|
|
|
35.1
|
|
|
13.5
|
|
|
35.2
|
|
|
26.6
|
|
|
8.6
|
|
Long-term outflows
|
(33.8
|
)
|
|
(26.7
|
)
|
|
(7.1
|
)
|
|
(32.4
|
)
|
|
(27.5
|
)
|
|
(4.9
|
)
|
Long-term net flows
|
14.8
|
|
|
8.4
|
|
|
6.4
|
|
|
2.8
|
|
|
(0.9
|
)
|
|
3.7
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
4.2
|
|
|
—
|
|
|
4.2
|
|
Net flows in institutional money market funds
|
4.8
|
|
|
4.8
|
|
|
—
|
|
|
1.1
|
|
|
1.1
|
|
|
—
|
|
Total net flows
|
19.2
|
|
|
13.2
|
|
|
6.0
|
|
|
8.1
|
|
|
0.2
|
|
|
7.9
|
|
Market gains and (losses)/reinvestment
|
31.4
|
|
|
28.0
|
|
|
3.4
|
|
|
37.3
|
|
|
28.7
|
|
|
8.6
|
|
Foreign currency translation
|
(9.0
|
)
|
|
(8.7
|
)
|
|
(0.3
|
)
|
|
2.1
|
|
|
2.3
|
|
|
(0.2
|
)
|
March 31
|
729.3
|
|
|
606.2
|
|
|
123.1
|
|
|
672.8
|
|
|
560.2
|
|
|
112.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Average long-term AUM
|
607.1
|
|
|
519.5
|
|
|
87.6
|
|
|
555.6
|
|
|
482.2
|
|
|
73.4
|
|
Average short-term AUM
|
105.6
|
|
|
73.1
|
|
|
32.5
|
|
|
102.6
|
|
|
70.2
|
|
|
32.4
|
|
Average AUM
|
712.7
|
|
|
592.6
|
|
|
120.1
|
|
|
658.2
|
|
|
552.4
|
|
|
105.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Gross revenue yield on AUM
(1)
|
64.4bps
|
|
|
75.3bps
|
|
|
10.7bps
|
|
|
63.1bps
|
|
|
73.5bps
|
|
|
8.9bps
|
|
Gross revenue yield on AUM before performance fees
(1)
|
62.3bps
|
|
|
72.7bps
|
|
|
10.7bps
|
|
|
61.9bps
|
|
|
72.0bps
|
|
|
8.9bps
|
|
Net revenue yield on AUM
(2)
|
45.8bps
|
|
|
52.9bps
|
|
|
10.7bps
|
|
|
44.7bps
|
|
|
51.6bps
|
|
|
8.9bps
|
|
Net revenue yield on AUM before performance fees
(2)
|
43.7bps
|
|
|
50.3bps
|
|
|
10.7bps
|
|
|
43.5bps
|
|
|
50.1bps
|
|
|
8.9bps
|
|
(1)
|
Gross revenue yield on AUM is equal to annualized U.S. GAAP total operating revenues divided by average AUM, excluding joint venture (JV) AUM. Management does not consider gross revenue yield, the most comparable U.S. GAAP-based measure to net revenue yield, to be a meaningful effective fee rate measure. The differences between the numerators of the gross and net revenue yield calculations are due to the reconciling items between the U.S. GAAP operating revenue (gross revenue) amount and the non-GAAP measure of net revenue. See “Schedule of Non-GAAP Information” for a reconciliation of operating revenues (gross revenues) to net revenues.
|
(2)
|
Net revenue yield on AUM is equal to annualized net revenues divided by average AUM. See “Schedule of Non-GAAP Information” for a reconciliation of operating revenues to net revenues.
|
$ in billions
|
Total
|
|
Retail
|
|
Institutional
|
|
Private Wealth Management
|
||||
December 31, 2012 AUM
|
687.7
|
|
|
425.8
|
|
|
242.0
|
|
|
19.9
|
|
Long-term inflows
|
48.6
|
|
|
36.2
|
|
|
11.4
|
|
|
1.0
|
|
Long-term outflows
|
(33.8
|
)
|
|
(25.9
|
)
|
|
(7.4
|
)
|
|
(0.5
|
)
|
Long-term net flows
|
14.8
|
|
|
10.3
|
|
|
4.0
|
|
|
0.5
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
4.8
|
|
|
—
|
|
|
4.8
|
|
|
—
|
|
Total net flows
|
19.2
|
|
|
9.9
|
|
|
8.8
|
|
|
0.5
|
|
Market gains and (losses)/reinvestment
|
31.4
|
|
|
26.1
|
|
|
4.5
|
|
|
0.8
|
|
Foreign currency translation
|
(9.0
|
)
|
|
(7.0
|
)
|
|
(2.0
|
)
|
|
—
|
|
March 31, 2013 AUM
|
729.3
|
|
|
454.8
|
|
|
253.3
|
|
|
21.2
|
|
|
|
|
|
|
|
|
|
||||
December 31, 2011 AUM
|
625.3
|
|
|
373.9
|
|
|
233.5
|
|
|
17.9
|
|
Long-term inflows
|
35.2
|
|
|
27.4
|
|
|
6.8
|
|
|
1.0
|
|
Long-term outflows
|
(32.4
|
)
|
|
(24.1
|
)
|
|
(7.9
|
)
|
|
(0.4
|
)
|
Long-term net flows
|
2.8
|
|
|
3.3
|
|
|
(1.1
|
)
|
|
0.6
|
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
Total net flows
|
8.1
|
|
|
7.5
|
|
|
—
|
|
|
0.6
|
|
Market gains and (losses)/reinvestment
|
37.3
|
|
|
30.8
|
|
|
5.6
|
|
|
0.9
|
|
Foreign currency translation
|
2.1
|
|
|
2.6
|
|
|
(0.5
|
)
|
|
—
|
|
March 31, 2012 AUM
|
672.8
|
|
|
414.8
|
|
|
238.6
|
|
|
19.4
|
|
$ in billions
|
Total
|
|
Retail
|
|
Institutional
|
|
Private Wealth Management
|
||||
December 31, 2012 AUM
|
114.0
|
|
|
91.2
|
|
|
22.8
|
|
|
—
|
|
Long-term inflows
|
13.5
|
|
|
10.3
|
|
|
3.2
|
|
|
—
|
|
Long-term outflows
|
(7.1
|
)
|
|
(5.7
|
)
|
|
(1.4
|
)
|
|
—
|
|
Long-term net flows
|
6.4
|
|
|
4.6
|
|
|
1.8
|
|
|
—
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
6.0
|
|
|
4.2
|
|
|
1.8
|
|
|
—
|
|
Market gains and (losses)/reinvestment
|
3.4
|
|
|
3.1
|
|
|
0.3
|
|
|
—
|
|
Foreign currency translation
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
March 31, 2013 AUM
|
123.1
|
|
|
98.5
|
|
|
24.6
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
December 31, 2011 AUM
|
96.3
|
|
|
76.9
|
|
|
19.4
|
|
|
—
|
|
Long-term inflows
|
8.6
|
|
|
7.3
|
|
|
1.3
|
|
|
—
|
|
Long-term outflows
|
(4.9
|
)
|
|
(4.5
|
)
|
|
(0.4
|
)
|
|
—
|
|
Long-term net flows
|
3.7
|
|
|
2.8
|
|
|
0.9
|
|
|
—
|
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
7.9
|
|
|
7.0
|
|
|
0.9
|
|
|
—
|
|
Market gains and (losses)/reinvestment
|
8.6
|
|
|
8.3
|
|
|
0.3
|
|
|
—
|
|
Foreign currency translation
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
March 31, 2012 AUM
|
112.6
|
|
|
92.2
|
|
|
20.4
|
|
|
—
|
|
$ in billions
|
Total
|
|
Equity
|
|
Fixed Income
|
|
Balanced
|
|
Money Market
|
|
Alternatives
(3)
|
||||||
December 31, 2012 AUM
|
687.7
|
|
|
297.4
|
|
|
171.9
|
|
|
62.1
|
|
|
73.3
|
|
|
83.0
|
|
Long-term inflows
|
48.6
|
|
|
18.6
|
|
|
14.1
|
|
|
8.0
|
|
|
0.6
|
|
|
7.3
|
|
Long-term outflows
|
(33.8
|
)
|
|
(16.2
|
)
|
|
(9.1
|
)
|
|
(2.5
|
)
|
|
(0.8
|
)
|
|
(5.2
|
)
|
Long-term net flows
|
14.8
|
|
|
2.4
|
|
|
5.0
|
|
|
5.5
|
|
|
(0.2
|
)
|
|
2.1
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
4.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.8
|
|
|
—
|
|
Total net flows
|
19.2
|
|
|
2.0
|
|
|
5.0
|
|
|
5.5
|
|
|
4.6
|
|
|
2.1
|
|
Market gains and (losses)/reinvestment
|
31.4
|
|
|
25.9
|
|
|
0.3
|
|
|
4.1
|
|
|
(0.1
|
)
|
|
1.2
|
|
Foreign currency translation
|
(9.0
|
)
|
|
(5.8
|
)
|
|
(1.3
|
)
|
|
(1.2
|
)
|
|
—
|
|
|
(0.7
|
)
|
March 31, 2013 AUM
|
729.3
|
|
|
319.5
|
|
|
175.9
|
|
|
70.5
|
|
|
77.8
|
|
(4)
|
85.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2011 AUM
|
625.3
|
|
|
271.0
|
|
|
149.0
|
|
|
44.6
|
|
|
74.0
|
|
|
86.7
|
|
Long-term inflows
|
35.2
|
|
|
15.0
|
|
|
9.6
|
|
|
4.9
|
|
|
0.3
|
|
|
5.4
|
|
Long-term outflows
|
(32.4
|
)
|
|
(15.9
|
)
|
|
(7.2
|
)
|
|
(1.8
|
)
|
|
(0.9
|
)
|
|
(6.6
|
)
|
Long-term net flows
|
2.8
|
|
|
(0.9
|
)
|
|
2.4
|
|
|
3.1
|
|
|
(0.6
|
)
|
|
(1.2
|
)
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
1.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
Total net flows
|
8.1
|
|
|
3.3
|
|
|
2.4
|
|
|
3.1
|
|
|
0.5
|
|
|
(1.2
|
)
|
Market gains and (losses)/reinvestment
|
37.3
|
|
|
29.3
|
|
|
3.3
|
|
|
2.3
|
|
|
—
|
|
|
2.4
|
|
Foreign currency translation
|
2.1
|
|
|
1.6
|
|
|
0.3
|
|
|
0.5
|
|
|
—
|
|
|
(0.3
|
)
|
March 31, 2012 AUM
|
672.8
|
|
|
305.2
|
|
|
155.0
|
|
|
50.5
|
|
|
74.5
|
|
|
87.6
|
|
$ in billions
|
Total
|
|
Equity
|
|
Fixed Income
|
|
Balanced
|
|
Money Market
|
|
Alternatives
(3)
|
||||||
December 31, 2012 AUM
|
114.0
|
|
|
55.5
|
|
|
39.0
|
|
|
—
|
|
|
—
|
|
|
19.5
|
|
Long-term inflows
|
13.5
|
|
|
6.3
|
|
|
5.7
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
Long-term outflows
|
(7.1
|
)
|
|
(3.2
|
)
|
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
Long-term net flows
|
6.4
|
|
|
3.1
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
6.0
|
|
|
2.7
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Market gains and (losses)/reinvestment
|
3.4
|
|
|
3.8
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Foreign currency translation
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
March 31, 2013 AUM
|
123.1
|
|
|
62.0
|
|
|
41.9
|
|
|
—
|
|
|
—
|
|
|
19.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2011 AUM
|
96.3
|
|
|
45.6
|
|
|
30.0
|
|
|
—
|
|
|
—
|
|
|
20.7
|
|
Long-term inflows
|
8.6
|
|
|
4.1
|
|
|
2.8
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
Long-term outflows
|
(4.9
|
)
|
|
(2.6
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.9
|
)
|
Long-term net flows
|
3.7
|
|
|
1.5
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
7.9
|
|
|
5.7
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
Market gains and (losses)/reinvestment
|
8.6
|
|
|
7.7
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
Foreign currency translation
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
March 31, 2012 AUM
|
112.6
|
|
|
59.0
|
|
|
32.5
|
|
|
—
|
|
|
—
|
|
|
21.1
|
|
$ in billions
|
Total
|
|
U.S.
|
|
Canada
|
|
U.K.
|
|
Continental Europe
|
|
Asia
|
||||||
December 31, 2012 AUM
|
687.7
|
|
|
472.8
|
|
|
25.2
|
|
|
101.9
|
|
|
38.8
|
|
|
49.0
|
|
Long-term inflows
|
48.6
|
|
|
31.1
|
|
|
1.2
|
|
|
3.7
|
|
|
8.9
|
|
|
3.7
|
|
Long-term outflows
|
(33.8
|
)
|
|
(20.6
|
)
|
|
(1.3
|
)
|
|
(4.3
|
)
|
|
(3.9
|
)
|
|
(3.7
|
)
|
Long-term net flows
|
14.8
|
|
|
10.5
|
|
|
(0.1
|
)
|
|
(0.6
|
)
|
|
5.0
|
|
|
—
|
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
4.8
|
|
|
4.6
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
Total net flows
|
19.2
|
|
|
14.7
|
|
|
(0.1
|
)
|
|
(0.4
|
)
|
|
5.0
|
|
|
—
|
|
Market gains and (losses)/reinvestment
|
31.4
|
|
|
16.5
|
|
|
1.5
|
|
|
9.5
|
|
|
0.9
|
|
|
3.0
|
|
Foreign currency translation
|
(9.0
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
(6.4
|
)
|
|
(0.4
|
)
|
|
(1.6
|
)
|
March 31, 2013 AUM
|
729.3
|
|
|
504.0
|
|
|
26.0
|
|
|
104.6
|
|
|
44.3
|
|
|
50.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2011 AUM
|
625.3
|
|
|
430.0
|
|
|
23.4
|
|
|
89.8
|
|
|
32.0
|
|
|
50.1
|
|
Long-term inflows
|
35.2
|
|
|
21.4
|
|
|
0.9
|
|
|
3.7
|
|
|
5.5
|
|
|
3.7
|
|
Long-term outflows
|
(32.4
|
)
|
|
(19.2
|
)
|
|
(1.4
|
)
|
|
(3.7
|
)
|
|
(3.9
|
)
|
|
(4.2
|
)
|
Long-term net flows
|
2.8
|
|
|
2.2
|
|
|
(0.5
|
)
|
|
—
|
|
|
1.6
|
|
|
(0.5
|
)
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
1.1
|
|
|
1.0
|
|
|
0.1
|
|
|
0.3
|
|
|
—
|
|
|
(0.3
|
)
|
Total net flows
|
8.1
|
|
|
7.4
|
|
|
(0.4
|
)
|
|
0.3
|
|
|
1.6
|
|
|
(0.8
|
)
|
Market gains and (losses)/reinvestment
|
37.3
|
|
|
25.5
|
|
|
1.3
|
|
|
5.6
|
|
|
1.7
|
|
|
3.2
|
|
Foreign currency translation
|
2.1
|
|
|
—
|
|
|
0.5
|
|
|
2.3
|
|
|
0.4
|
|
|
(1.1
|
)
|
March 31, 2012 AUM
|
672.8
|
|
|
462.9
|
|
|
24.8
|
|
|
98.0
|
|
|
35.7
|
|
|
51.4
|
|
$ in billions
|
Total
|
|
U.S.
|
|
Canada
|
|
U.K.
|
|
Continental Europe
|
|
Asia
|
||||||
December 31, 2012 AUM
|
114.0
|
|
|
107.8
|
|
|
0.1
|
|
|
—
|
|
|
1.1
|
|
|
5.0
|
|
Long-term inflows
|
13.5
|
|
|
13.3
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
Long-term outflows
|
(7.1
|
)
|
|
(6.9
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
Long-term net flows
|
6.4
|
|
|
6.4
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
Net flows in Invesco PowerShares QQQ fund
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
6.0
|
|
|
6.0
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
Market gains and (losses)/reinvestment
|
3.4
|
|
|
3.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
Foreign currency translation
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
March 31, 2013 AUM
|
123.1
|
|
|
116.9
|
|
|
0.1
|
|
|
—
|
|
|
1.2
|
|
|
4.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2011 AUM
|
96.3
|
|
|
89.6
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
5.4
|
|
Long-term inflows
|
8.6
|
|
|
8.5
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
Long-term outflows
|
(4.9
|
)
|
|
(4.8
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
Long-term net flows
|
3.7
|
|
|
3.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in Invesco PowerShares QQQ fund
|
4.2
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net flows in institutional money market funds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total net flows
|
7.9
|
|
|
7.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Market gains and (losses)/reinvestment
|
8.6
|
|
|
8.2
|
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
Foreign currency translation
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
March 31, 2012 AUM
|
112.6
|
|
|
105.7
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
5.4
|
|
(1)
|
Channel refers to the distribution channel from which the AUM originated. Retail AUM arose from client investments into funds available to the public with shares or units. Institutional AUM originated from individual corporate clients, endowments, foundations, government authorities, universities, or charities. Private Wealth Management AUM arose from high net worth client investments.
|
(2)
|
Asset classes are descriptive groupings of AUM by common type of underlying investments.
|
(3)
|
The alternatives asset class includes absolute return, real estate, commodities, currencies, financial structures, Global Macro, REITS, private capital, and Risk Premia Capture.
|
(4)
|
Ending money market AUM includes
$74.2 billion
in institutional money market AUM and
$3.6 billion
in retail money market AUM.
|
(5)
|
Client domicile disclosure groups AUM by the domicile of the underlying clients.
|
|
|
Three months ended March 31,
|
||||||||||
|
|
2013
|
|
2012
|
||||||||
$ in millions
|
|
Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
|
Impact of Consolidated Investment Products
|
|
Invesco Ltd. Consolidated
|
||||
Total operating revenues
|
|
(8.8
|
)
|
|
1,141.8
|
|
|
(10.4
|
)
|
|
1,033.7
|
|
Total operating expenses
|
|
2.5
|
|
|
868.4
|
|
|
6.0
|
|
|
803.9
|
|
Operating income
|
|
(11.3
|
)
|
|
273.4
|
|
|
(16.4
|
)
|
|
229.8
|
|
Equity in earnings of unconsolidated affiliates
|
|
(0.4
|
)
|
|
8.1
|
|
|
3.4
|
|
|
9.7
|
|
Interest and dividend income
|
|
48.4
|
|
|
52.5
|
|
|
65.6
|
|
|
71.4
|
|
Other investment income/(losses)
|
|
(21.1
|
)
|
|
(3.4
|
)
|
|
(121.9
|
)
|
|
(103.3
|
)
|
Interest expense
|
|
(32.7
|
)
|
|
(42.4
|
)
|
|
(45.6
|
)
|
|
(59.2
|
)
|
Income before income taxes
|
|
(17.1
|
)
|
|
288.2
|
|
|
(114.9
|
)
|
|
148.4
|
|
Income tax provision
|
|
—
|
|
|
(88.6
|
)
|
|
—
|
|
|
(73.6
|
)
|
Net income
|
|
(17.1
|
)
|
|
199.6
|
|
|
(114.9
|
)
|
|
74.8
|
|
(Gains)/losses attributable to noncontrolling interests in consolidated entities, net
|
|
20.2
|
|
|
22.6
|
|
|
119.1
|
|
|
119.1
|
|
Net income attributable to common shareholders
|
|
3.1
|
|
|
222.2
|
|
|
4.2
|
|
|
193.9
|
|
|
Three months ended March 31,
|
||||||||||
$ in millions
|
2013
|
|
2012
|
|
$ Change
|
|
% Change
|
||||
Investment management fees
|
874.2
|
|
|
791.4
|
|
|
82.8
|
|
|
10.5
|
%
|
Service and distribution fees
|
206.3
|
|
|
189.0
|
|
|
17.3
|
|
|
9.2
|
%
|
Performance fees
|
36.1
|
|
|
20.5
|
|
|
15.6
|
|
|
76.1
|
%
|
Other
|
25.2
|
|
|
32.8
|
|
|
(7.6
|
)
|
|
(23.2
|
)%
|
Total operating revenues
|
1,141.8
|
|
|
1,033.7
|
|
|
108.1
|
|
|
10.5
|
%
|
Third-party distribution, service and advisory expenses
|
(347.2
|
)
|
|
(317.1
|
)
|
|
30.1
|
|
|
9.5
|
%
|
Third party distribution expense related to European infrastructure initiative
|
2.7
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
Proportional share of revenues, net of third-party distribution expenses, from joint venture investments
|
10.4
|
|
|
9.3
|
|
|
1.1
|
|
|
11.8
|
%
|
Management fees earned from consolidated investment products
|
6.3
|
|
|
9.7
|
|
|
(3.4
|
)
|
|
(35.1
|
)%
|
Performance fees earned from consolidated investment products
|
2.5
|
|
|
0.7
|
|
|
1.8
|
|
|
N/A
|
|
Net revenues
|
816.5
|
|
|
736.3
|
|
|
80.2
|
|
|
10.9
|
%
|
|
Three months ended March 31,
|
|
|
|
|
||||||
$ in millions
|
2013
|
|
2012
|
|
$ Change
|
|
% Change
|
||||
Employee compensation
|
358.0
|
|
|
318.5
|
|
|
39.5
|
|
|
12.4
|
%
|
Third-party distribution, service and advisory
|
347.2
|
|
|
317.1
|
|
|
30.1
|
|
|
9.5
|
%
|
Marketing
|
22.4
|
|
|
26.7
|
|
|
(4.3
|
)
|
|
(16.1
|
)%
|
Property, office and technology
|
69.8
|
|
|
66.8
|
|
|
3.0
|
|
|
4.5
|
%
|
General and administrative
|
69.6
|
|
|
73.3
|
|
|
(3.7
|
)
|
|
(5.0
|
)%
|
Transaction and integration
|
1.4
|
|
|
1.5
|
|
|
(0.1
|
)
|
|
(6.7
|
)%
|
Total operating expenses
|
868.4
|
|
|
803.9
|
|
|
64.5
|
|
|
8.0
|
%
|
|
|
|
% of Total
|
|
% of
|
|
|
|
% of Total
|
|
% of
|
||||||
Three months ended:
|
March 31,
|
|
Operating
|
|
Operating
|
|
March 31,
|
|
Operating
|
|
Operating
|
||||||
$ in millions
|
2013
|
|
Expenses
|
|
Revenues
|
|
2012
|
|
Expenses
|
|
Revenues
|
||||||
Employee compensation
|
358.0
|
|
|
41.2
|
%
|
|
31.4
|
%
|
|
318.5
|
|
|
39.6
|
%
|
|
30.8
|
%
|
Third-party distribution, service and advisory
|
347.2
|
|
|
40.0
|
%
|
|
30.4
|
%
|
|
317.1
|
|
|
39.4
|
%
|
|
30.7
|
%
|
Marketing
|
22.4
|
|
|
2.6
|
%
|
|
2.0
|
%
|
|
26.7
|
|
|
3.3
|
%
|
|
2.6
|
%
|
Property, office and technology
|
69.8
|
|
|
8.0
|
%
|
|
6.1
|
%
|
|
66.8
|
|
|
8.3
|
%
|
|
6.5
|
%
|
General and administrative
|
69.6
|
|
|
8.0
|
%
|
|
6.1
|
%
|
|
73.3
|
|
|
9.1
|
%
|
|
7.1
|
%
|
Transaction and integration
|
1.4
|
|
|
0.2
|
%
|
|
0.1
|
%
|
|
1.5
|
|
|
0.3
|
%
|
|
0.1
|
%
|
Total operating expenses
|
868.4
|
|
|
100.0
|
%
|
|
76.1
|
%
|
|
803.9
|
|
|
100.0
|
%
|
|
77.8
|
%
|
|
Three months ended March 31,
|
|
|
|
|
||||||
$ in millions
|
2013
|
|
2012
|
|
$ Change
|
|
% Change
|
||||
Equity in earnings of unconsolidated affiliates
|
8.1
|
|
|
9.7
|
|
|
(1.6
|
)
|
|
(16.5
|
)%
|
Interest and dividend income
|
2.2
|
|
|
2.4
|
|
|
(0.2
|
)
|
|
(8.3
|
)%
|
Interest income of consolidated investment products
|
50.3
|
|
|
69.0
|
|
|
(18.7
|
)
|
|
(27.1
|
)%
|
Other gains/(losses) of consolidated investment products, net
|
(21.1
|
)
|
|
(121.9
|
)
|
|
100.8
|
|
|
82.7
|
%
|
Interest expense
|
(9.7
|
)
|
|
(13.6
|
)
|
|
(3.9
|
)
|
|
(28.7
|
)%
|
Interest expense of consolidated investment products
|
(32.7
|
)
|
|
(45.6
|
)
|
|
(12.9
|
)
|
|
(28.3
|
)%
|
Other gains and losses, net
|
17.7
|
|
|
18.6
|
|
|
(0.9
|
)
|
|
(4.8
|
)%
|
Total other income and expenses
|
14.8
|
|
|
(81.4
|
)
|
|
96.2
|
|
|
N/A
|
|
|
Three months ended March 31,
|
||||||
$ in millions, except per share data
|
2013
|
|
2012
|
||||
Operating revenues, U.S. GAAP basis
|
1,141.8
|
|
|
1,033.7
|
|
||
Third-party distribution, service and advisory expenses
(1)
|
(347.2
|
)
|
|
(317.1
|
)
|
||
Third-party distribution expense related to the European infrastructure initiative
(6)
|
2.7
|
|
|
—
|
|
||
Proportional share of net revenues from joint venture arrangements
(2)
|
10.4
|
|
|
9.3
|
|
||
Management fees earned from consolidated investment products eliminated upon consolidation
(3)
|
6.3
|
|
|
9.7
|
|
||
Performance fees earned from consolidated investment products eliminated upon consolidation
(3)
|
2.5
|
|
|
0.7
|
|
||
Net revenues
|
816.5
|
|
|
736.3
|
|
||
Operating income, U.S. GAAP basis
|
273.4
|
|
|
229.8
|
|
||
Proportional share of operating income from joint venture investments
(2)
|
3.9
|
|
|
4.5
|
|
||
Transaction and integration charges
(4)
|
1.4
|
|
|
1.5
|
|
||
Other acquisition related items
(4)
|
2.4
|
|
|
—
|
|
||
Amortization of other intangibles
(4)
|
5.0
|
|
|
8.5
|
|
||
Change in contingent consideration estimates
(4)
|
—
|
|
|
(2.1
|
)
|
||
Compensation expense related to market valuation changes in deferred compensation plans
(5)
|
7.5
|
|
|
6.5
|
|
||
Consolidation of investment products
(3)
|
11.3
|
|
|
16.4
|
|
||
Third-party distribution expense related to the European infrastructure initiative
(6)
|
2.7
|
|
|
—
|
|
||
Other reconciling items
(7)
|
6.0
|
|
|
4.1
|
|
||
Adjusted operating income
|
313.6
|
|
|
269.2
|
|
||
Operating margin*
|
23.9
|
%
|
|
22.2
|
%
|
||
Adjusted operating margin**
|
38.4
|
%
|
|
36.6
|
%
|
||
Net income attributable to common shareholders, U.S. GAAP basis
|
222.2
|
|
|
193.9
|
|
||
Transaction and integration charges, net of tax
(4)
|
0.9
|
|
|
0.9
|
|
||
Other acquisition related items
(4)
|
2.4
|
|
|
—
|
|
||
Amortization of other intangibles, net of tax
(4)
|
4.6
|
|
|
7.5
|
|
||
Change in contingent consideration estimates
(4)
|
—
|
|
|
(2.1
|
)
|
||
Deferred compensation plan market valuation changes and dividend income less compensation expense, net of tax
(5)
|
(8.5
|
)
|
|
(5.1
|
)
|
||
Deferred income taxes on intangible assets
(4)
|
6.8
|
|
|
6.5
|
|
||
Consolidation of investment products
(3)
|
(3.1
|
)
|
|
(4.2
|
)
|
||
Third-party distribution expense related to the European infrastructure initiative, net of tax
(6)
|
2.1
|
|
|
—
|
|
||
Other reconciling items
(7)
|
4.6
|
|
|
3.6
|
|
||
Adjusted net income attributable to common shareholders
|
232.0
|
|
|
201.0
|
|
||
Average shares outstanding — diluted
|
448.9
|
|
|
455.9
|
|
||
Diluted EPS
|
|
$0.49
|
|
|
|
$0.43
|
|
Adjusted diluted EPS***
|
|
$0.52
|
|
|
|
$0.44
|
|
*
|
Operating margin is equal to operating income divided by operating revenues.
|
**
|
Adjusted operating margin is equal to adjusted operating income divided by net revenues.
|
***
|
Adjusted diluted EPS is equal to adjusted net income attributable to common shareholders divided by the weighted average shares outstanding amount used in the calculation of diluted EPS.
|
(1)
|
Third-party distribution, service and advisory expenses
|
(6)
|
Third party distribution expense related to the European infrastructure initiative
|
|
European infrastructure transformational initiative: As announced in 2011, the company is outsourcing its European transfer agency and is making certain structural changes to product and distribution platforms. Expenses incurred related to the European infrastructure activities are excluded in arriving at the non-GAAP financial information. For the
three months ended March 31, 2013
, this adjustment includes
$0.4 million
in compensation expenses (
three months ended March 31, 2012
: $1.2 million); $1.6 million in general and administrative costs, primarily related to professional contractor services and mutual fund costs (
three months ended March 31, 2012
: $1.3 million);
$0.1 million
in marketing costs (
three months ended March 31, 2012
: $0.3 million); and
$0.9 million
of property, office and technology costs (
three months ended March 31, 2012
: $1.3 million). The company's income tax provision included tax benefits of $0.5 million in the
first quarter
2013
relating to this charge (
three months ended March 31, 2012
: $0.5 million).
|
|
Included within general and administrative expenses for the
three months ended March 31, 2013
was an additional charge of $3.0 million (
three months ended March 31, 2012
: none) relating to prior year levy from the U.K. Financial Services Compensation Scheme. Assessments were levied upon all Financial Services Authority (FSA)-registered investment management companies in proportion to their “eligible income” (as defined by the FSA) to cover claims resulting from failures of non-affiliated investment firms. The company's income tax provision included tax benefits of $0.7 million in the first quarter of 2012 relating to this charge.
|
|
March 31, 2013
|
|
December 31, 2012
|
|
March 31, 2012
|
|||||||||||||||
$ in millions
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
—
|
|
|
884.7
|
|
|
|
—
|
|
|
835.5
|
|
|
|
—
|
|
|
592.3
|
|
Cash and cash equivalents of CIP
|
|
764.3
|
|
|
764.3
|
|
|
|
287.8
|
|
|
287.8
|
|
|
|
476.7
|
|
|
476.7
|
|
Unsettled fund receivables
|
|
—
|
|
|
941.8
|
|
|
|
—
|
|
|
550.1
|
|
|
|
—
|
|
|
719.3
|
|
Accounts receivable
|
|
(4.3
|
)
|
|
517.1
|
|
|
|
(4.4
|
)
|
|
449.4
|
|
|
|
(7.9
|
)
|
|
446.4
|
|
Accounts receivable of CIP
|
|
61.5
|
|
|
61.5
|
|
|
|
84.1
|
|
|
84.1
|
|
|
|
112.2
|
|
|
112.2
|
|
Investments
|
|
—
|
|
|
359.9
|
|
|
|
—
|
|
|
363.9
|
|
|
|
(14.0
|
)
|
|
337.7
|
|
Prepaid assets
|
|
—
|
|
|
55.6
|
|
|
|
—
|
|
|
50.3
|
|
|
|
—
|
|
|
56.8
|
|
Other current assets
|
|
—
|
|
|
78.7
|
|
|
|
—
|
|
|
94.5
|
|
|
|
8.7
|
|
|
109.5
|
|
Deferred tax asset, net
|
|
—
|
|
|
34.6
|
|
|
|
—
|
|
|
38.4
|
|
|
|
—
|
|
|
27.9
|
|
Assets held for policyholders
|
|
—
|
|
|
1,205.3
|
|
|
|
—
|
|
|
1,153.6
|
|
|
|
—
|
|
|
1,135.6
|
|
Total current assets
|
|
821.5
|
|
|
4,903.5
|
|
|
|
367.5
|
|
|
3,907.6
|
|
|
|
575.7
|
|
|
4,014.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Investments
|
|
(67.4
|
)
|
|
361.7
|
|
|
|
(66.6
|
)
|
|
246.8
|
|
|
|
(90.3
|
)
|
|
220.3
|
|
Investments of CIP
|
|
4,661.2
|
|
|
4,661.2
|
|
|
|
4,550.6
|
|
|
4,550.6
|
|
|
|
6,338.9
|
|
|
6,338.9
|
|
Security deposit assets and receivables
|
|
—
|
|
|
22.8
|
|
|
|
—
|
|
|
27.4
|
|
|
|
—
|
|
|
71.9
|
|
Other non-current assets
|
|
—
|
|
|
27.8
|
|
|
|
—
|
|
|
26.8
|
|
|
|
—
|
|
|
17.8
|
|
Deferred sales commissions
|
|
—
|
|
|
50.1
|
|
|
|
—
|
|
|
47.7
|
|
|
|
—
|
|
|
43.9
|
|
Property and equipment, net
|
|
—
|
|
|
337.2
|
|
|
|
—
|
|
|
349.6
|
|
|
|
—
|
|
|
312.1
|
|
Intangible assets, net
|
|
—
|
|
|
1,278.5
|
|
|
|
—
|
|
|
1,287.7
|
|
|
|
—
|
|
|
1,313.0
|
|
Goodwill
|
|
—
|
|
|
6,891.7
|
|
|
|
—
|
|
|
7,048.2
|
|
|
|
—
|
|
|
6,997.1
|
|
Total non-current assets
|
|
4,593.8
|
|
|
13,631.0
|
|
|
|
4,484.0
|
|
|
13,584.8
|
|
|
|
6,248.6
|
|
|
15,315.0
|
|
Total assets
|
|
5,415.3
|
|
|
18,534.5
|
|
|
|
4,851.5
|
|
|
17,492.4
|
|
|
|
6,824.3
|
|
|
19,329.4
|
|
|
March 31, 2013
|
|
December 31, 2012
|
|
March 31, 2012
|
|||||||||||||||
$ in millions
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
|
|
Impact of Consolidated investment products
|
|
Consolidated Total
|
||||||
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current maturities of total debt
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
548.6
|
|
Unsettled fund payables
|
|
—
|
|
|
941.7
|
|
|
|
—
|
|
|
552.5
|
|
|
|
—
|
|
|
720.7
|
|
Income taxes payable
|
|
—
|
|
|
68.1
|
|
|
|
—
|
|
|
77.9
|
|
|
|
—
|
|
|
55.0
|
|
Other current liabilities
|
|
(0.5
|
)
|
|
626.7
|
|
|
|
(8.9
|
)
|
|
824.7
|
|
|
|
(15.9
|
)
|
|
583.9
|
|
Other current liabilities of CIP
|
|
445.8
|
|
|
445.8
|
|
|
|
104.3
|
|
|
104.3
|
|
|
|
330.7
|
|
|
330.7
|
|
Policyholder payables
|
|
—
|
|
|
1,205.3
|
|
|
|
—
|
|
|
1,153.6
|
|
|
|
—
|
|
|
1,135.6
|
|
Total current liabilities
|
|
445.3
|
|
|
3,287.6
|
|
|
|
95.4
|
|
|
2,713.0
|
|
|
|
314.8
|
|
|
3,374.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
|
—
|
|
|
1,514.5
|
|
|
|
—
|
|
|
1,186.0
|
|
|
|
—
|
|
|
777.1
|
|
Long-term debt of CIP
|
|
4,221.4
|
|
|
4,221.4
|
|
|
|
3,899.4
|
|
|
3,899.4
|
|
|
|
5,345.0
|
|
|
5,345.0
|
|
Deferred tax liabilities, net
|
|
—
|
|
|
346.8
|
|
|
|
—
|
|
|
311.4
|
|
|
|
—
|
|
|
311.8
|
|
Security deposits payable
|
|
—
|
|
|
22.8
|
|
|
|
—
|
|
|
27.4
|
|
|
|
—
|
|
|
71.9
|
|
Other non-current liabilities
|
|
—
|
|
|
302.2
|
|
|
|
—
|
|
|
306.2
|
|
|
|
—
|
|
|
315.1
|
|
Total non-current liabilities
|
|
4,221.4
|
|
|
6,407.7
|
|
|
|
3,899.4
|
|
|
5,730.4
|
|
|
|
5,345.0
|
|
|
6,820.9
|
|
Total liabilities
|
|
4,666.7
|
|
|
9,695.3
|
|
|
|
3,994.8
|
|
|
8,443.4
|
|
|
|
5,659.8
|
|
|
10,195.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Equity attributable to common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Common shares
|
|
—
|
|
|
98.1
|
|
|
|
—
|
|
|
98.1
|
|
|
|
—
|
|
|
98.1
|
|
Additional paid-in-capital
|
|
—
|
|
|
6,024.3
|
|
|
|
—
|
|
|
6,141.0
|
|
|
|
—
|
|
|
6,073.9
|
|
Treasury shares
|
|
—
|
|
|
(1,314.7
|
)
|
|
|
—
|
|
|
(1,382.9
|
)
|
|
|
—
|
|
|
(1,238.6
|
)
|
Retained earnings
|
|
24.3
|
|
|
2,946.3
|
|
|
|
21.2
|
|
|
2,801.3
|
|
|
|
36.2
|
|
|
2,551.4
|
|
Retained earnings appropriated for investors in CIP
|
|
107.7
|
|
|
107.7
|
|
|
|
128.8
|
|
|
128.8
|
|
|
|
226.3
|
|
|
226.3
|
|
Accumulated other comprehensive income, net of tax
|
|
(24.2
|
)
|
|
334.5
|
|
|
|
(20.9
|
)
|
|
530.5
|
|
|
|
(35.3
|
)
|
|
481.1
|
|
Total equity attributable to common shareholders
|
|
107.8
|
|
|
8,196.2
|
|
|
|
129.1
|
|
|
8,316.8
|
|
|
|
227.2
|
|
|
8,192.2
|
|
Equity attributable to noncontrolling interests in consolidated entities
|
|
640.8
|
|
|
643.0
|
|
|
|
727.6
|
|
|
732.2
|
|
|
|
937.3
|
|
|
941.8
|
|
Total equity
|
|
748.6
|
|
|
8,839.2
|
|
|
|
856.7
|
|
|
9,049.0
|
|
|
|
1,164.5
|
|
|
9,134.0
|
|
Total liabilities and equity
|
|
5,415.3
|
|
|
18,534.5
|
|
|
|
4,851.5
|
|
|
17,492.4
|
|
|
|
6,824.3
|
|
|
19,329.4
|
|
|
|
Excluding Consolidated Investment Products (CIP)(Non-GAAP)
(1)
|
|
Including Consolidated Investment Products (CIP)(U.S. GAAP)
|
||||||||||||||
|
|
March 31, 2013
|
|
December 31, 2012
|
|
March 31, 2012
|
|
March 31, 2013
|
|
December 31, 2012
|
|
March 31, 2012
|
||||||
$ in millions
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
884.7
|
|
|
835.5
|
|
|
592.3
|
|
|
884.7
|
|
|
835.5
|
|
|
592.3
|
|
Investments of CIP
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,661.2
|
|
|
4,550.6
|
|
|
6,338.9
|
|
Total assets
(1)
|
|
13,119.2
|
|
|
12,640.9
|
|
|
12,505.1
|
|
|
18,534.5
|
|
|
17,492.4
|
|
|
19,329.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current maturities of total debt
|
|
—
|
|
|
—
|
|
|
548.6
|
|
|
—
|
|
|
—
|
|
|
548.6
|
|
Long-term debt
|
|
1,514.5
|
|
|
1,186.0
|
|
|
777.1
|
|
|
1,514.5
|
|
|
1,186.0
|
|
|
777.1
|
|
Long-term debt of CIP
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,221.4
|
|
|
3,899.4
|
|
|
5,345.0
|
|
Total debt / Total debt plus CIP debt
|
|
1,514.5
|
|
|
1,186.0
|
|
|
1,325.7
|
|
|
5,735.9
|
|
|
5,085.4
|
|
|
6,670.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total liabilities
(1)
|
|
5,028.6
|
|
|
4,448.6
|
|
|
4,535.6
|
|
|
9,695.3
|
|
|
8,443.4
|
|
|
10,195.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total equity
(1)
|
|
8,090.6
|
|
|
8,192.3
|
|
|
7,969.5
|
|
|
8,839.2
|
|
|
9,049.0
|
|
|
9,134.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Debt/Equity %
(1) (2)
|
|
18.7
|
%
|
|
14.5
|
%
|
|
16.6
|
%
|
|
64.9
|
%
|
|
56.2
|
%
|
|
73.0
|
%
|
(1)
|
The balance sheet line items excluding consolidated investment products are non-GAAP financial measures. To calculate total assets excluding CIP at
March 31, 2013
, use U.S. GAAP total assets of
$18,534.5 million
(
December 31, 2012
:
$17,492.4 million
,
March 31, 2012
:
$19,329.4 million
) and subtract total assets of CIP of
$5,415.3 million
(
December 31, 2012
:
$4,851.5 million
,
March 31, 2012
:
$6,824.3 million
). To calculate total liabilities excluding CIP at
March 31, 2013
, use U.S. GAAP total liabilities of
$9,695.3 million
(
December 31, 2012
:
$8,443.4 million
,
March 31, 2012
:
$10,195.4 million
) and subtract total liabilities of CIP of
$4,666.7 million
(
December 31, 2012
:
$3,994.8 million
,
March 31, 2012
:
$5,659.8 million
). To calculate total equity excluding CIP at
March 31, 2013
, use U.S. GAAP total equity of
$8,839.2 million
(
December 31, 2012
:
$9,049.0 million
,
March 31, 2012
:
$9,134.0 million
) and subtract total equity of CIP of
$748.6 million
(
December 31, 2012
:
$856.7 million
,
March 31, 2012
:
$1,164.5 million
). See the "Balance Sheet Discussion" section for a fully expanded balance sheet illustrating the impact of consolidation of investment products for
March 31, 2013
,
December 31, 2012
and
March 31, 2012
.
|
(2)
|
The debt-to-equity ratio excluding CIP is a non-GAAP financial measure. The debt-to-equity ratio is calculated as total debt divided by total equity for the balance sheet excluding CIP and total debt plus long-term debt of CIP divided by total equity for the balance sheet including CIP. Management believes that it is important to illustrate for users of our financial statements that calculating a balance sheet measure, such as the debt-to-equity ratio, including the impact of CIP causes the company to appear far more indebted than is the case. As disclosed above, the debt of CIP is not the company's debt, nor do the noteholders of the CIP debt have any recourse to the company.
|
|
|
Three months ended March 31, 2013
|
|
Three Months Ended March 31, 2012
|
||||||||
$ in millions
|
|
Impact of Consolidated Investment Products
|
|
Invesco Ltd.
Consolidated
|
|
Impact of Consolidated Investment Products
|
|
Invesco Ltd.
Consolidated |
||||
Operating activities:
|
|
|
|
|
|
|
|
|
||||
Net income
|
|
(17.1
|
)
|
|
199.6
|
|
|
(114.9
|
)
|
|
74.8
|
|
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
|
|
|
|
|
|
|
|
|
||||
Amortization and depreciation
|
|
—
|
|
|
22.3
|
|
|
—
|
|
|
24.3
|
|
Share-based compensation expense
|
|
—
|
|
|
33.5
|
|
|
—
|
|
|
30.0
|
|
(Gains)/losses on disposals of property, equipment, and software, net
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
(0.6
|
)
|
Purchase of trading investments
|
|
—
|
|
|
(3,409.1
|
)
|
|
—
|
|
|
(2,826.4
|
)
|
Sale of trading investments
|
|
—
|
|
|
3,395.4
|
|
|
—
|
|
|
2,793.3
|
|
Other gains and losses, net
|
|
—
|
|
|
(17.7
|
)
|
|
—
|
|
|
(18.6
|
)
|
Losses/(gains) of consolidated investment products, net
|
|
21.1
|
|
|
21.1
|
|
|
121.9
|
|
|
121.9
|
|
Tax benefit from share-based compensation
|
|
—
|
|
|
47.7
|
|
|
—
|
|
|
39.6
|
|
Excess tax benefits from share-based compensation
|
|
—
|
|
|
(11.7
|
)
|
|
—
|
|
|
(10.6
|
)
|
Equity in earnings of unconsolidated affiliates
|
|
0.4
|
|
|
(8.1
|
)
|
|
(3.4
|
)
|
|
(9.7
|
)
|
Dividends from unconsolidated affiliates
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
||||
Decrease/(increase) in cash held by CIP
|
|
(470.2
|
)
|
|
(470.2
|
)
|
|
(129.9
|
)
|
|
(129.9
|
)
|
Decrease/(increase) in receivables
|
|
(1.4
|
)
|
|
(606.6
|
)
|
|
7.4
|
|
|
(93.0
|
)
|
(Decrease)/increase in payables
|
|
28.1
|
|
|
317.8
|
|
|
(1.4
|
)
|
|
(154.4
|
)
|
Net cash provided by/(used in) operating activities
|
|
(439.1
|
)
|
|
(484.6
|
)
|
|
(120.3
|
)
|
|
(158.3
|
)
|
|
|
|
|
|
|
|
|
|
||||
Investing activities:
|
|
|
|
|
|
|
|
|
||||
Purchase of property and equipment
|
|
—
|
|
|
(18.1
|
)
|
|
—
|
|
|
(18.4
|
)
|
Disposal of property and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
Purchase of available-for-sale investments
|
|
5.6
|
|
|
(0.1
|
)
|
|
6.0
|
|
|
(21.4
|
)
|
Sale of available-for-sale investments
|
|
(1.8
|
)
|
|
23.0
|
|
|
(0.9
|
)
|
|
20.3
|
|
Purchase of investments by CIP
|
|
(965.2
|
)
|
|
(965.2
|
)
|
|
(686.9
|
)
|
|
(686.9
|
)
|
Sale of investments by CIP
|
|
1,205.6
|
|
|
1,205.6
|
|
|
559.9
|
|
|
559.9
|
|
Purchase of other investments
|
|
—
|
|
|
(127.9
|
)
|
|
—
|
|
|
(41.0
|
)
|
Sale of other investments
|
|
—
|
|
|
25.3
|
|
|
—
|
|
|
21.0
|
|
Returns of capital and distributions from equity method investments
|
|
(0.7
|
)
|
|
3.8
|
|
|
(5.7
|
)
|
|
6.3
|
|
Acquisition earn-out payments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.1
|
)
|
Net cash provided by/(used in) investing activities
|
|
243.5
|
|
|
146.4
|
|
|
(127.6
|
)
|
|
(164.7
|
)
|
|
|
|
|
|
|
|
|
|
||||
Financing activities:
|
|
|
|
|
|
|
|
|
||||
Proceeds from exercises of share options
|
|
—
|
|
|
5.2
|
|
|
—
|
|
|
10.2
|
|
Purchases of treasury shares
|
|
—
|
|
|
(45.0
|
)
|
|
—
|
|
|
(75.0
|
)
|
Dividends paid
|
|
—
|
|
|
(77.2
|
)
|
|
—
|
|
|
(55.7
|
)
|
Excess tax benefits from share-based compensation
|
|
—
|
|
|
11.7
|
|
|
—
|
|
|
10.6
|
|
Capital invested into CIP
|
|
3.5
|
|
|
3.5
|
|
|
5.1
|
|
|
5.1
|
|
Capital distributed by CIP
|
|
(60.9
|
)
|
|
(60.9
|
)
|
|
(6.6
|
)
|
|
(6.6
|
)
|
Net borrowings/(repayments) of debt of CIP
|
|
253.0
|
|
|
253.0
|
|
|
249.4
|
|
|
249.4
|
|
Net borrowings/(repayments) under credit facility
|
|
—
|
|
|
328.5
|
|
|
—
|
|
|
41.0
|
|
Net cash provided by/(used in) financing activities
|
|
195.6
|
|
|
418.8
|
|
|
247.9
|
|
|
179.0
|
|
(Decrease)/increase in cash and cash equivalents
|
|
—
|
|
|
80.6
|
|
|
—
|
|
|
(144.0
|
)
|
Foreign exchange movement on cash and cash equivalents
|
|
—
|
|
|
(31.4
|
)
|
|
—
|
|
|
8.9
|
|
Cash and cash equivalents, beginning of period
|
|
—
|
|
|
835.5
|
|
|
—
|
|
|
727.4
|
|
Cash and cash equivalents, end of period
|
|
—
|
|
|
884.7
|
|
|
—
|
|
|
592.3
|
|
$ in millions
|
March 31, 2013
|
|
December 31, 2012
|
||
Unsecured Senior Notes:
|
|
|
|
||
3.125% — due November 30, 2022
|
599.5
|
|
|
599.5
|
|
Floating rate credit facility expiring June 3, 2016
|
915.0
|
|
|
586.5
|
|
Total debt
|
1,514.5
|
|
|
1,186.0
|
|
$ millions
|
Total
|
|
Q1 2013
|
|
Q4 2012
|
|
Q3 2012
|
|
Q2 2012
|
||||||
Net income attributable to common shareholders
|
705.4
|
|
|
222.2
|
|
|
158.7
|
|
|
170.6
|
|
|
153.9
|
|
|
Net (income)/loss attributable to consolidated investment products
|
11.8
|
|
|
(3.1
|
)
|
|
(2.4
|
)
|
|
11.1
|
|
|
6.2
|
|
|
Tax expense
|
287.2
|
|
|
88.6
|
|
|
62.1
|
|
|
74.2
|
|
|
62.3
|
|
|
Amortization/depreciation
|
93.0
|
|
|
22.3
|
|
|
22.5
|
|
|
21.6
|
|
|
26.6
|
|
|
Interest expense
|
48.4
|
|
|
9.7
|
|
|
12.7
|
|
|
12.6
|
|
|
13.4
|
|
|
Share-based compensation expense
|
139.9
|
|
|
33.5
|
|
|
33.5
|
|
|
35.9
|
|
|
37.0
|
|
|
Unrealized (gains) and losses from investments, net*
|
(13.4
|
)
|
|
(11.4
|
)
|
|
(0.2
|
)
|
|
(6.3
|
)
|
|
4.5
|
|
|
EBITDA**
|
1,272.3
|
|
|
361.8
|
|
|
286.9
|
|
|
319.7
|
|
|
303.9
|
|
|
Adjusted debt**
|
|
$1,546.8
|
|
|
|
|
|
|
|
|
|
||||
Leverage ratio (Debt/EBITDA — maximum 3.25:1.00)
|
1.22
|
|
|
|
|
|
|
|
|
|
|||||
Interest coverage (EBITDA/Interest Expense — minimum 4.00:1.00)
|
26.29
|
|
|
|
|
|
|
|
|
|
*
|
Adjustments for unrealized gains and losses from investments, as defined in our credit facility, include non-cash gains and losses on investments to the extent that they do not represent anticipated future cash receipts or expenditures.
|
**
|
EBITDA and Adjusted debt are non-GAAP financial measures; however management does not use these measures for anything other than these debt covenant calculations. The calculation of EBITDA above (a reconciliation from net income attributable to common shareholders) is defined by our credit agreement, and therefore net income attributable to common
|
•
|
Causing the value of AUM to decrease,
|
•
|
Causing the returns realized on AUM to decrease (impacting performance fees).
|
•
|
Causing clients to withdraw funds in favor of investments in markets that they perceive to offer greater opportunity and that the company does not serve,
|
•
|
Causing clients to rebalance assets away from investments that the company manages into investments that the company does not manage, and/or
|
•
|
Causing clients to reallocate assets away from products that earn higher revenues into products that earn lower revenues.
|
Month
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid Per Share
|
|
Total Number of Shares
Purchased as Part of Publicly Announced Plans or Programs (2) |
|
Maximum Number at end of period (or Approximate
Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2) (millions) |
|||||
January 1-31, 2013
|
879,546
|
|
|
27.53
|
|
|
865,347
|
|
|
$
|
443.1
|
|
February 1-28, 2013
|
2,643,138
|
|
|
26.77
|
|
|
769,800
|
|
|
$
|
422.0
|
|
March 1-31, 2013
|
174,581
|
|
|
28.36
|
|
|
—
|
|
|
$
|
422.0
|
|
Total
|
3,697,265
|
|
|
|
|
1,635,147
|
|
|
|
(1)
|
An aggregate of
2,062,118
shares were surrendered to us by Invesco employees to satisfy tax withholding obligations or loan repayments in connection with the vesting of equity awards.
|
(2)
|
On April 23, 2008, our board of directors authorized a share repurchase authorization of up to $
1.5
billion of our common shares with no stated expiration date.
|
3.1
|
Memorandum of Association of Invesco Ltd., incorporating amendments up to and including December 4, 2007, incorporated by reference to exhibit 3.1 to Invesco’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 12, 2007
|
|
|
3.2
|
Amended and Restated Bye-Laws of Invesco Ltd., incorporating amendments up to and including December 4, 2007, incorporated by reference to exhibit 3.2 to Invesco’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 12, 2007
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10.1
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Letter of Assignment - Secondment to Invesco Perpetual with respect to Mark Armour
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31.1
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Certification of Martin L. Flanagan pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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31.2
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Certification of Loren M. Starr pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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32.1
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Certification of Martin L. Flanagan pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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32.2
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Certification of Loren M. Starr pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Schema Document
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101.CAL
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XBRL Calculation Linkbase Document
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101.LAB
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XBRL Labels Linkbase Document
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101.PRE
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XBRL Presentation Linkbase Document
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101.DEF
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XBRL Definition Linkbase Document
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INVESCO LTD.
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April 30, 2013
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/s/ MARTIN L. FLANAGAN
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Martin L. Flanagan
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President and Chief Executive Officer
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April 30, 2013
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/s/ LOREN M. STARR
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Loren M. Starr
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Senior Managing Director and Chief Financial Officer
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Level 26, 333 Collins Street, Melbourne Vic 3000
Telephone +61 (3) 9611 3600
Facsimile +61 (3) 9611 3800
Client Services Team freecall 1800 813 500
Email
info@au.invesco.com
www.invesco.com.au
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•
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Your taxes may be equalized for the duration of the secondment pursuant to the Firm's Tax Equalization Policy. This policy is intended to ensure that your tax burden is generally neither greater nor less than the tax you would have had to pay had you remained in your home country of Australia. (Any tax liabilities on spousal and personal income shall remain your responsibility.)
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•
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An accounting firm, designated and paid by the Firm, will provide tax consultation prior to your secondment, and will assist in the preparation and filing of your foreign and home country tax returns throughout the secondment and any subsequent years, until all credits and debits relating to your secondment have been finalized.
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•
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During your secondment, you will observe the UK annual leave policy and will be entitled to the UK statutory public holidays. Any accrued annual leave that you currently have will carry forward during your secondment.
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•
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You will be enrolled into the UK Group Personal Pension Plan and also the UK Medical Insurance Scheme (for you and your wife) rather than remain in the Australian schemes.
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•
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You and your wife will be allowed three (3) round-trip flights to Australia per year.
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Invesco Ltd.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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April 30, 2013
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/s/ MARTIN L. FLANAGAN
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Martin L. Flanagan
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President and Chief Executive Officer
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Invesco Ltd.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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April 30, 2013
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/s/ LOREN M. STARR
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Loren M. Starr
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Senior Managing Director and Chief Financial Officer
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1.
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the Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
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2.
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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April 30, 2013
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/s/ MARTIN L. FLANAGAN
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Martin L. Flanagan
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President and Chief Executive Officer
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1.
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the Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
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2.
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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April 30, 2013
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/s/ LOREN M. STARR
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Loren M. Starr
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Senior Managing Director and Chief Financial Officer
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