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VIRTUS INVESTMENT PARTNERS, INC.

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Business Summary

Virtus Investment Partners, Inc. operates in the investment management industry, providing investment management and related services to institutions and individuals through a multi-manager, multi-style approach. The industry is highly competitive, with competition based on several factors including product mix and offerings, investment performance, fees charged, access to distribution channels, service quality and innovation. The company faces significant competition from a wide variety of financial institutions, including other investment management companies, as well as from proprietary products offered by distribution partners such as banks, broker-dealers and financial planning firms.

Primary competitors named in the filing include other investment management companies and proprietary products offered by distribution partners such as banks, broker-dealers and financial planning firms. The company's competitive advantages include its multi-manager model, which provides investment managers with distribution, business and operational support, and its broad array of products that appeal to a greater number of investors across market cycles. The company has broad distribution access in the U.S. retail market, with distribution partners that include national and regional broker-dealers, independent broker-dealers and registered investment advisers, banks and insurance companies, and in many of these firms, the company has a number of products that are on preferred or recommended lists and on fee-based advisory programs.

The company generates revenue primarily from asset-based fees charged for services relating to various products, including investment management, fund administration, distribution and shareholder services. Investment management fees are earned based on a percentage of assets under management and are paid pursuant to the terms of respective investment management agreements. For funds, fees are based on each fund's average daily or weekly net assets with certain fee schedules providing for rate declines or breakpoints as asset levels increase to certain thresholds. For intermediary sold retail separate accounts and institutional accounts, investment management fees are negotiated and based primarily on portfolio size and complexity, individual client requests and investment strategy capacity. The company's earnings are primarily from asset-based fees, and the majority of revenues are generated from asset-based fees from investment management products and services to individuals and institutions.

Investment management fees for open-end funds were $286,610,000 in 2025, compared to $317,990,000 in 2024. Closed-end fund investment management fees were $61,305,000 in 2025, compared to $59,184,000 in 2024. Retail separate account investment management fees were $209,538,000 in 2025, compared to $209,467,000 in 2024. Institutional account investment management fees were $167,586,000 in 2025, compared to $187,189,000 in 2024. Total investment management fees were $725,039,000 in 2025, compared to $773,830,000 in 2024. Administration fees were $53,829,000 in 2025, compared to $53,257,000 in 2024. Shareholder service fees were $19,446,000 in 2025, compared to $21,037,000 in 2024. Distribution and service fees were $49,579,000 in 2025, compared to $54,692,000 in 2024. Administration and shareholder service fees were $73,275,000 in 2025, compared to $74,294,000 in 2024. Other income and fees were $4,972,000 in 2025, compared to $4,133,000 in 2024.

On December 15, 2025, the company completed the acquisition of a 35% minority interest in Crescent Cove Advisors, LP, an investment manager specializing in private capital solutions, for $41,100,000 . On December 5, 2025, the company entered into an agreement to acquire a majority interest in Keystone National Group, an investment manager specializing in asset-centric private credit, for consideration of $200,000,000 at closing and up to an additional $170,000,000 of deferred consideration, including earnout payments subject to the achievement of future revenue targets. During the year ended December 31, 2025, the company repurchased 347,364 common shares for $60,000,000 . On September 26, 2025, the company refinanced its existing credit agreement by entering into a new agreement providing for a $400,000,000 term loan with a seven-year term and a $250,000,000 revolving credit facility with a five-year term. The company had $399,000,000 of total debt outstanding under its credit agreement at December 31, 2025, excluding debt of consolidated investment products, and had no borrowings outstanding under its $250,000,000 revolving credit facility.

Total revenues were $852,865,000 in 2025, a decrease of $54,084,000 , or 6.0% , compared to total revenues of $906,949,000 in 2024. Operating income was $168,680,000 in 2025, a decrease of $13,810,000 , or 7.6% , compared to $182,490,000 in 2024. Net income attributable to Virtus Investment Partners, Inc. was $138,396,000 in 2025, compared to $121,746,000 in 2024. Net income per diluted share was $19.97 in 2025, an increase of $3.08 , or 18.2% , compared to net income per diluted share of $16.89 in 2024. Total assets under management were $159,493,000,000 at December 31, 2025, representing a decrease of $15,508,000,000 , or 8.9% , from December 31, 2024.

Business Outlook

The company has executed several inorganic transactions over the past years and regularly evaluates potential transactions, including acquisitions, consolidations, joint ventures, strategic partnerships, or similar transactions, some of which could be significant. On December 5, 2025, the company entered into an agreement to acquire a majority interest in Keystone National Group, an investment manager specializing in asset-centric private credit, for consideration of $200,000,000 at closing and up to an additional $170,000,000 of deferred consideration, including earnout payments subject to the achievement of future revenue targets. The transaction is expected to close in the first quarter of 2026, subject to customary closing conditions, necessary regulatory approvals and client approvals, including approvals by the Keystone registered fund shareholders. The company also completed the acquisition of a 35% minority interest in Crescent Cove Advisors, LP on December 15, 2025 for $41,100,000 .

The company uses capital to incubate new investment strategies, introduce new products or to enhance distribution access of existing products. At December 31, 2025, the company had $305,300,000 of such investments, comprising $189,400,000 of marketable securities and $115,900,000 of net investments in CLOs. These investments are in a variety of asset classes, including alternatives, fixed income and equity strategies and first-loss tranches of CLO equity. Many of these investments employ a long-term investment strategy with an optimal investment period spanning several years.

Employment expenses decreased by $31,867,000 , or 7.4% , for the year ended December 31, 2025 primarily due to a decrease in profit- and sales-based compensation and stock-based compensation. Distribution and other asset-based expenses decreased $7,176,000 , or 7.5% , for the year ended December 31, 2025 primarily due to decreases in assets under management in share classes that have asset-based distribution and other asset-based expenses. The provision for income taxes reflected an estimated effective tax rate of 27.4% and 26.7% for 2025 and 2024, respectively.

As of December 31, 2025, the company employed 801 employees and operated offices throughout the U.S., and in the U.K. and Singapore. The company relies upon key personnel to manage its business, including senior executives, portfolio managers, securities analysts, wealth advisers, sales personnel and other professionals. The retention of senior executives and key investment personnel is material to the management of the business.

During the year ended December 31, 2025, the company repurchased 347,364 common shares for $60,000,000 . As of December 31, 2025, 805,948 shares remained available for repurchase under the share repurchase program. Total dividends declared on the company's common stock were $65,719,000 for the year ended December 31, 2025. On February 25, 2026, the company declared a quarterly cash dividend of $2.40 per common share to be paid on May 13, 2026 to shareholders of record at the close of business on April 30, 2026. Capital expenditures and other asset purchases were $6,890,000 for the year ended December 31, 2025.

The company's revenues are substantially all derived from asset-based fees from investment management products and services, and if assets under management decline, fee revenues would decline, reducing profitability as certain expenses are fixed or have contractual terms. Assets under management could decline due to a variety of factors including general domestic and global economic, political and other conditions, real or perceived negative absolute or relative performance, and changes in investor preferences. The company faces significant competition from a wide variety of financial institutions, including other investment management companies, as well as from proprietary products offered by distribution partners such as banks, broker-dealers and financial planning firms, and certain products and asset classes that the company does not currently offer, such as passive or index-based products, are popular with investors.

The company is subject to an extensive and complex regulatory environment and changes in regulations or failure to comply with them could adversely affect revenues and profitability. The company is subject to regulation by the SEC, other federal and state agencies, certain international regulators, as well as FINRA and other self-regulatory organizations. Increased regulations generally increase costs, and the company could continue to experience higher costs if new laws require more time, additional personnel, or new technology to comply effectively.

Risk Factors

The company earns substantially all of its revenues based on assets under management that fluctuate based on many factors, and any reduction would negatively impact revenues and profitability. At December 31, 2025, the company had $399,000,000 of total debt outstanding under its credit agreement, excluding debt of consolidated investment products, and the credit agreement contains covenants that may limit the ability to return capital to shareholders and requires a portion of cash flow to service interest and make required annual principal payments. The company had $724,500,000 in intangible assets and goodwill at December 31, 2025, which could become impaired. The company had $305,300,000 of investments in marketable securities and net investments in CLOs at December 31, 2025, which exposes the company to earnings volatility as the value of these investments fluctuate, as well as risk of capital loss. The company's investment management agreements with clients may be terminated on short notice and without penalty, and the withdrawal, renegotiation or termination of any investment management agreement relating to a material portion of assets under management would have an adverse impact on results of operations and financial condition.

Management Priorities

Management's message emphasizes the multi-manager, multi-style approach and the broad array of products that appeal to a greater number of investors across market cycles. The strategic priorities include executing inorganic transactions, as evidenced by the acquisition of a 35% minority interest in Crescent Cove Advisors, LP on December 15, 2025 for $41,100,000 and the agreement to acquire a majority interest in Keystone National Group for consideration of $200,000,000 at closing and up to an additional $170,000,000 of deferred consideration. Management also focuses on capital allocation, including share repurchases of 347,364 common shares for $60,000,000 during the year and the declaration of quarterly cash dividends of $2.40 per common share.

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 7, MD&A — Results of Operations
  2. [2] Item 7, MD&A — Results of Operations
  3. [3] Item 7, MD&A — Results of Operations
  4. [4] Item 7, MD&A — Results of Operations
  5. [5] Item 7, MD&A — Results of Operations
  6. [6] Item 7, MD&A — Results of Operations
  7. [7] Item 7, MD&A — Results of Operations
  8. [8] Item 7, MD&A — Results of Operations
  9. [9] Item 7, MD&A — Results of Operations
  10. [10] Item 7, MD&A — Results of Operations
  11. [11] Item 1, Business — Investment Management, Administration and Shareholder Services
  12. [12] Item 1, Business — Investment Management, Administration and Shareholder Services
  13. [13] Item 1, Business — Investment Management, Administration and Shareholder Services
  14. [14] Item 1, Business — Investment Management, Administration and Shareholder Services
  15. [15] Item 7, MD&A — Results of Operations
  16. [16] Item 7, MD&A — Results of Operations
  17. [17] Item 7, MD&A — Results of Operations
  18. [18] Item 7, MD&A — Results of Operations
  19. [19] Item 7, MD&A — Results of Operations
  20. [20] Item 7, MD&A — Results of Operations
  21. [21] Item 7, MD&A — Crescent Cove Advisors
  22. [22] Item 7, MD&A — Keystone National Group
  23. [23] Item 7, MD&A — Keystone National Group
  24. [24] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  25. [25] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  26. [26] Item 7, MD&A — Credit Agreement
  27. [27] Item 7, MD&A — Credit Agreement
  28. [28] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  29. [29] Item 7, MD&A — Credit Agreement
  30. [30] Item 7, MD&A — Financial Highlights
  31. [31] Item 7, MD&A — Financial Highlights
  32. [32] Item 7, MD&A — Financial Highlights
  33. [33] Item 7, MD&A — Financial Highlights
  34. [34] Item 7, MD&A — Financial Highlights
  35. [35] Item 7, MD&A — Financial Highlights
  36. [36] Item 7, MD&A — Financial Highlights
  37. [37] Item 7, MD&A — Financial Highlights
  38. [38] Item 7, MD&A — Summary Financial Data
  39. [39] Item 7, MD&A — Summary Financial Data
  40. [40] Item 7, MD&A — Financial Highlights
  41. [41] Item 7, MD&A — Financial Highlights
  42. [42] Item 7, MD&A — Financial Highlights
  43. [43] Item 7, MD&A — Financial Highlights
  44. [44] Item 7, MD&A — Assets Under Management
  45. [45] Item 7, MD&A — Assets Under Management
  46. [46] Item 7, MD&A — Assets Under Management
  47. [47] Item 7, MD&A — Keystone National Group
  48. [48] Item 7, MD&A — Keystone National Group
  49. [49] Item 7, MD&A — Crescent Cove Advisors
  50. [50] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  51. [51] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  52. [52] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  53. [53] Item 7, MD&A — Employment Expenses
  54. [54] Item 7, MD&A — Employment Expenses
  55. [55] Item 7, MD&A — Distribution and Other Asset-Based Expenses
  56. [56] Item 7, MD&A — Distribution and Other Asset-Based Expenses
  57. [57] Item 7, MD&A — Income Tax Expense (Benefit)
  58. [58] Item 7, MD&A — Income Tax Expense (Benefit)
  59. [59] Item 1, Business — Human Capital
  60. [60] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  61. [61] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  62. [62] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  63. [63] Item 8, Note 12 — Equity Transactions
  64. [64] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  65. [65] Item 8, Note — Cash Flows from Investing Activities
  66. [66] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  67. [67] Item 1A, Risk Factors — General Risk Factors
  68. [68] Item 1A, Risk Factors — Risks Related to Our Industry, Business and Operations
  69. [69] Item 7, MD&A — Crescent Cove Advisors
  70. [70] Item 7, MD&A — Keystone National Group
  71. [71] Item 7, MD&A — Keystone National Group
  72. [72] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  73. [73] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  74. [74] Item 5, Market for Registrant's Common Equity — Issuer Purchases of Equity Securities
  75. [75] Item 7, MD&A — Summary Financial Data
  76. [76] Item 7, MD&A — Summary Financial Data
  77. [77] Item 7, MD&A — Summary Financial Data
  78. [78] Item 7, MD&A — Summary Financial Data
  79. [79] Item 7, MD&A — Summary Financial Data
  80. [80] Item 7, MD&A — Summary Financial Data
  81. [81] Item 7, MD&A — Summary Financial Data
  82. [82] Item 7, MD&A — Summary Financial Data
  83. [83] Item 7, MD&A — Income Tax Expense (Benefit)
  84. [84] Item 7, MD&A — Income Tax Expense (Benefit)
  85. [85] Item 7, MD&A — Liquidity and Capital Resources
  86. [86] Item 7, MD&A — Liquidity and Capital Resources
  87. [87] Item 7, MD&A — Liquidity and Capital Resources
  88. [88] Item 7, MD&A — Liquidity and Capital Resources
  89. [89] Item 7, MD&A — Operating Cash Flow
  90. [90] Item 7, MD&A — Operating Cash Flow
  91. [91] Item 7, MD&A — Change in Fair Value of Contingent Consideration
  92. [92] Item 7, MD&A — Change in Fair Value of Contingent Consideration
  93. [93] Item 7, MD&A — Restructuring Expense
  94. [94] Item 7, MD&A — Restructuring Expense
  95. [95] Item 7, MD&A — Amortization Expense
  96. [96] Item 7, MD&A — Amortization Expense

Analysis on 9/27/2026