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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SeptemberJune 30, 20222023
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                     to                     
Commission file number 001-13908
Invesco_Global_Logo_Blue_Pos_RGB.jpg
Invesco Ltd.
(Exact Name of Registrant as Specified in Its Charter)
Bermuda98-0557567
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
1555 Peachtree1331 Spring Street, N.E.,Suite 1800,2500,Atlanta,GA30309
(Address of Principal Executive Offices)(Zip Code)

(404) 892-0896
(Registrant’s telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $.20$0.20 par valueIVZNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes No
As of SeptemberJune 30, 2022,2023, the most recent practicable date, the number of Common Shares outstanding was 454,784,608448,620,544.


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TABLE OF CONTENTS
We include cross references to captions elsewhere in this Quarterly Report on Form 10-Q, which we refer to as this “Report,” where you can find related additional information. The following table of contents tells you where to find these captions.
Page
TABLE OF CONTENTS
Glossary of Defined Terms

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GLOSSARY OF DEFINED TERMS

APAC— Asia-Pacific
AUM— Assets under management
bps — Basis points
CEO— Chief Executive Officer
CIP— Consolidated investment products
CLOs— Collateralized loan obligations
Covenant Adjusted EBITDA— Earnings before income tax, depreciation, amortization, interest expense, common share-based compensation expense, unrealized (gains)/losses from investments, net, and unusual or otherwise non-recurring gains and losses as defined in our credit agreement
EMEA— Europe, Middle East and Africa
EPS— Earnings per common share
ETFs— Exchange-traded funds
IGW or Invesco Great Wall— Invesco Great Wall Fund Management Company Limited
LIBOR— The London Inter-Bank Offered Rate
MassMutual— Massachusetts Mutual Life Insurance Company
NAV— Net asset value
Report— this Form 10-Q
S&P— Standard & Poor's
SEC— U.S. Securities and Exchange Commission
SOFR— Secured Overnight Financing Rate
the company— Invesco Ltd. and its consolidated entities
the Parent— Invesco Ltd.
TRS— Total return swaps
UITs— Unit Investment Trusts
U.K. — United Kingdom
U.S. GAAP— Accounting principles generally accepted in the United States
VIEs— Variable interest entities


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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Invesco Ltd.
Condensed Consolidated Balance Sheets
(Unaudited)

As ofAs of
$ in millions, except per share data$ in millions, except per share dataSeptember 30, 2022December 31, 2021$ in millions, except per share dataJune 30, 2023December 31, 2022
ASSETSASSETSASSETS
Cash and cash equivalentsCash and cash equivalents1,023.6 1,896.4 Cash and cash equivalents1,009.9 1,234.7 
Accounts receivableAccounts receivable701.2 785.0 Accounts receivable703.2 801.8 
InvestmentsInvestments906.7 926.3 Investments992.1 996.6 
Assets of consolidated investment products (CIP):Assets of consolidated investment products (CIP):Assets of consolidated investment products (CIP):
Cash and cash equivalents of CIPCash and cash equivalents of CIP202.4 250.7 Cash and cash equivalents of CIP277.2 199.4 
Accounts receivable and other assets of CIPAccounts receivable and other assets of CIP178.6 532.6 Accounts receivable and other assets of CIP197.6 203.7 
Investments of CIPInvestments of CIP8,497.1 9,042.5 Investments of CIP8,611.3 8,531.4 
Assets held for policyholdersAssets held for policyholders754.3 1,893.6 Assets held for policyholders444.0 668.7 
Other assetsOther assets952.2 729.9 Other assets844.2 860.5 
Property, equipment and software, netProperty, equipment and software, net504.0 518.1 Property, equipment and software, net585.3 561.1 
Intangible assets, netIntangible assets, net7,145.5 7,228.0 Intangible assets, net7,118.0 7,141.2 
GoodwillGoodwill8,406.3 8,882.5 Goodwill8,675.0 8,557.7 
Total assetsTotal assets29,271.9 32,685.6 Total assets29,457.8 29,756.8 
LIABILITIESLIABILITIESLIABILITIES
Accrued compensation and benefitsAccrued compensation and benefits680.4 1,062.3 Accrued compensation and benefits570.6 860.8 
Accounts payable and accrued expensesAccounts payable and accrued expenses1,332.4 1,157.1 Accounts payable and accrued expenses1,360.7 1,314.8 
Liabilities of CIP:Liabilities of CIP:Liabilities of CIP:
Debt of CIPDebt of CIP6,548.7 7,336.1 Debt of CIP6,884.5 6,590.4 
Other liabilities of CIPOther liabilities of CIP286.7 846.3 Other liabilities of CIP357.3 329.6 
Policyholder payablesPolicyholder payables754.3 1,893.6 Policyholder payables444.0 668.7 
DebtDebt1,487.1 2,085.1 Debt1,488.6 1,487.6 
Deferred tax liabilities, netDeferred tax liabilities, net1,678.8 1,626.3 Deferred tax liabilities, net1,643.5 1,662.7 
Total liabilitiesTotal liabilities12,768.4 16,006.8 Total liabilities12,749.2 12,914.6 
Commitments and contingencies (See Note 12)
Commitments and contingencies (See Note 10)Commitments and contingencies (See Note 10)
TEMPORARY EQUITYTEMPORARY EQUITYTEMPORARY EQUITY
Redeemable noncontrolling interests in consolidated entitiesRedeemable noncontrolling interests in consolidated entities990.4 510.8 Redeemable noncontrolling interests in consolidated entities841.9 998.7 
PERMANENT EQUITYPERMANENT EQUITYPERMANENT EQUITY
Equity attributable to Invesco Ltd.:Equity attributable to Invesco Ltd.:Equity attributable to Invesco Ltd.:
Preferred shares ($0.20 par value; $1,000 liquidation preference; 4.0 million authorized, issued and outstanding as of September 30, 2022 and December 31, 2021)
4,010.5 4,010.5 
Common shares ($0.20 par value; 1,050.0 million authorized; 566.1 million shares issued as of September 30, 2022 and December 31, 2021)113.2 113.2 
Preferred shares ($0.20 par value; $1,000 liquidation preference; 4.0 million authorized, issued and outstanding as of June 30, 2023 and December 31, 2022)
Preferred shares ($0.20 par value; $1,000 liquidation preference; 4.0 million authorized, issued and outstanding as of June 30, 2023 and December 31, 2022)
4,010.5 4,010.5 
Common shares ($0.20 par value; 1,050.0 million authorized; 566.1 million shares issued as of June 30, 2023 and December 31, 2022)Common shares ($0.20 par value; 1,050.0 million authorized; 566.1 million shares issued as of June 30, 2023 and December 31, 2022)113.2 113.2 
Additional paid-in-capitalAdditional paid-in-capital7,547.0 7,688.0 Additional paid-in-capital7,433.0 7,554.9 
Treasury sharesTreasury shares(3,052.2)(3,043.6)Treasury shares(3,027.4)(3,040.9)
Retained earningsRetained earnings7,416.2 7,169.2 Retained earnings7,617.9 7,518.3 
Accumulated other comprehensive income/(loss), net of taxAccumulated other comprehensive income/(loss), net of tax(1,131.0)(441.5)Accumulated other comprehensive income/(loss), net of tax(818.3)(942.4)
Total equity attributable to Invesco Ltd.Total equity attributable to Invesco Ltd.14,903.7 15,495.8 Total equity attributable to Invesco Ltd.15,328.9 15,213.6 
Equity attributable to nonredeemable noncontrolling interests in consolidated entitiesEquity attributable to nonredeemable noncontrolling interests in consolidated entities609.4 672.2 Equity attributable to nonredeemable noncontrolling interests in consolidated entities537.8 629.9 
Total permanent equityTotal permanent equity15,513.1 16,168.0 Total permanent equity15,866.7 15,843.5 
Total liabilities, temporary and permanent equityTotal liabilities, temporary and permanent equity29,271.9 32,685.6 Total liabilities, temporary and permanent equity29,457.8 29,756.8 

See accompanying notes.
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Invesco Ltd.
Condensed Consolidated Statements of Income
(Unaudited)

Three months ended September 30,Nine months ended September 30,Three months ended June 30,Six months ended June 30,
$ in millions, except per common share data$ in millions, except per common share data2022202120222021$ in millions, except per common share data2023202220232022
Operating revenues:Operating revenues:Operating revenues:
Investment management feesInvestment management fees1,057.3 1,275.5 3,351.3 3,729.5 Investment management fees1,033.5 1,113.5 2,061.4 2,294.0 
Service and distribution feesService and distribution fees340.2 409.1 1,073.0 1,191.2 Service and distribution fees342.3 353.8 676.5 732.8 
Performance feesPerformance fees3.0 4.8 13.2 22.0 Performance fees19.6 9.2 25.2 10.2 
OtherOther45.2 60.6 168.0 188.4 Other47.4 53.9 97.9 122.8 
Total operating revenuesTotal operating revenues1,445.7 1,750.0 4,605.5 5,131.1 Total operating revenues1,442.8 1,530.4 2,861.0 3,159.8 
Operating expenses:Operating expenses:Operating expenses:
Third-party distribution, service and advisoryThird-party distribution, service and advisory451.3 546.4 1,438.9 1,608.8 Third-party distribution, service and advisory462.5 475.0 917.6 987.6 
Employee compensationEmployee compensation420.8 476.7 1,260.9 1,452.9 Employee compensation475.7 407.2 938.5 840.1 
MarketingMarketing27.6 20.3 83.1 60.6 Marketing29.0 33.8 54.0 55.5 
Property, office and technologyProperty, office and technology133.2 134.2 400.2 390.7 Property, office and technology137.1 135.0 271.5 267.0 
General and administrativeGeneral and administrative48.7 105.0 270.6 304.9 General and administrative121.6 119.7 197.3 221.9 
Transaction, integration and restructuringTransaction, integration and restructuring(0.6)(12.0)34.8 (13.3)Transaction, integration and restructuring— 0.2 41.6 35.4 
Amortization of intangiblesAmortization of intangibles14.5 15.6 44.4 47.5 Amortization of intangibles13.1 14.8 27.2 29.9 
Total operating expensesTotal operating expenses1,095.5 1,286.2 3,532.9 3,852.1 Total operating expenses1,239.0 1,185.7 2,447.7 2,437.4 
Operating incomeOperating income350.2 463.8 1,072.6 1,279.0 Operating income203.8 344.7 413.3 722.4 
Other income/(expense):Other income/(expense):Other income/(expense):
Equity in earnings of unconsolidated affiliatesEquity in earnings of unconsolidated affiliates20.2 54.6 78.3 119.3 Equity in earnings of unconsolidated affiliates19.2 24.7 45.3 58.1 
Interest and dividend incomeInterest and dividend income3.3 1.9 6.6 3.6 Interest and dividend income7.1 2.1 15.7 3.3 
Interest expenseInterest expense(18.6)(23.1)(67.6)(71.5)Interest expense(18.4)(25.8)(36.4)(49.0)
Other gains/(losses), netOther gains/(losses), net(34.6)(12.1)(170.1)65.4 Other gains/(losses), net20.9 (90.0)48.3 (135.5)
Other income/(expense) of CIP, netOther income/(expense) of CIP, net(65.4)200.2 (62.5)416.9 Other income/(expense) of CIP, net(2.7)26.2 (20.6)2.9 
Income before income taxesIncome before income taxes255.1 685.3 857.3 1,812.7 Income before income taxes229.9 281.9 465.6 602.2 
Income tax provisionIncome tax provision(86.8)(139.7)(232.6)(400.4)Income tax provision(65.5)(63.0)(135.4)(145.8)
Net incomeNet income168.3 545.6 624.7 1,412.3 Net income164.4 218.9 330.2 456.4 
Net (income)/loss attributable to noncontrolling interests in consolidated entitiesNet (income)/loss attributable to noncontrolling interests in consolidated entities68.3 (156.3)49.0 (268.5)Net (income)/loss attributable to noncontrolling interests in consolidated entities27.0 (38.7)65.4 (19.3)
Dividends declared on preferred sharesDividends declared on preferred shares(59.2)(59.2)(177.6)(177.6)Dividends declared on preferred shares(59.2)(59.2)(118.4)(118.4)
Net income attributable to Invesco Ltd.Net income attributable to Invesco Ltd.177.4 330.1 496.1 966.2 Net income attributable to Invesco Ltd.132.2 121.0 277.2 318.7 
Earnings per common share:Earnings per common share:Earnings per common share:
-basic-basic$0.39 $0.71 $1.08 $2.09 -basic$0.29 $0.27 $0.61 $0.70 
-diluted-diluted$0.39 $0.71 $1.08 $2.08 -diluted$0.29 $0.26 $0.60 $0.69 

See accompanying notes.

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Invesco Ltd.
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
Three months ended September 30,Nine months ended September 30,
$ in millions2022202120222021
Net income168.3 545.6 624.7 1,412.3 
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries(330.1)(108.7)(690.2)(73.0)
Other comprehensive income/(loss), net of tax0.2 1.2 0.7 0.2 
Other comprehensive income/(loss)(329.9)(107.5)(689.5)(72.8)
Total comprehensive income/(loss)(161.6)438.1 (64.8)1,339.5 
Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities68.3 (156.3)49.0 (268.5)
Dividends declared on preferred shares(59.2)(59.2)(177.6)(177.6)
Comprehensive income/(loss) attributable to Invesco Ltd.(152.5)222.6 (193.4)893.4 

Three months ended June 30,Six months ended June 30,
$ in millions2023202220232022
Net income164.4 218.9 330.2 456.4 
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries63.8 (292.9)118.9 (360.1)
 Other comprehensive income/(loss), net of tax0.8 0.3 5.2 0.5 
Other comprehensive income/(loss)64.6 (292.6)124.1 (359.6)
Total comprehensive income/(loss)229.0 (73.7)454.3 96.8 
Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities27.0 (38.7)65.4 (19.3)
Dividends declared on preferred shares(59.2)(59.2)(118.4)(118.4)
Comprehensive income/(loss) attributable to Invesco Ltd.196.8 (171.6)401.3 (40.9)

See accompanying notes.


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Invesco Ltd.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(Unaudited)
Nine months ended September 30,
$ in millions20222021
Operating activities:
Net income624.7 1,412.3 
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Amortization and depreciation146.7 154.9 
Common share-based compensation expense83.1 106.0 
Other (gains)/losses, net170.1 (65.4)
Other (gains)/losses of CIP, net173.2 (323.3)
Equity in earnings of unconsolidated affiliates(78.3)(119.3)
Distributions from equity method investees64.3 43.9 
Changes in operating assets and liabilities:
(Purchase)/sale of investments by CIP, net(397.2)(176.2)
(Purchase)/sale of investments, net(20.5)99.6 
(Increase)/decrease in receivables721.9 5,251.3 
Increase/(decrease) in payables(1,248.3)(5,302.0)
Net cash provided by/(used in) operating activities239.7 1,081.8 
Investing activities:
Purchase of property, equipment and software(119.8)(73.2)
Purchase of investments by CIP(2,335.7)(4,795.5)
Sale of investments by CIP2,274.5 4,321.6 
Purchase of investments(173.5)(149.6)
Sale of investments73.4 103.8 
Capital distributions from equity method investees38.7 13.5 
Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP4.4 (8.7)
Net cash provided by/(used in) investing activities(238.0)(588.1)
Financing activities:
Purchases of treasury shares(240.1)(58.1)
Dividends paid - preferred(177.6)(177.6)
Dividends paid - common(249.1)(228.9)
Third-party capital invested into CIP608.8 475.1 
Third-party capital distributed by CIP(191.2)(351.5)
Borrowings of debt by CIP54.3 2,752.6 
Repayments of debt by CIP(3.9)(1,972.1)
Repayments of senior notes(600.0)— 
Settlement of forward contracts on treasury shares— (309.4)
Collateral received/(returned), net— (104.1)
Payment of contingent consideration— (11.8)
Net cash provided by/(used in) financing activities(798.8)14.2 
Increase/(decrease) in cash and cash equivalents(797.1)507.9 
Foreign exchange movement on cash and cash equivalents(114.0)(28.6)
Foreign exchange movement on cash and cash equivalents of CIP(10.0)(9.1)
Cash, cash equivalents and restricted cash, beginning of period2,147.11,839.3
Cash and cash equivalents, end of period1,226.02,309.5
Cash and cash equivalents1,023.61,773.2
Cash and cash equivalents of CIP202.4536.3
Total cash and cash equivalents per condensed consolidated statement of cash flows1,226.02,309.5
Six months ended June 30,
$ in millions20232022
Operating activities:
Net income330.2 456.4 
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Amortization and depreciation94.2 98.8 
Common share-based compensation expense69.8 57.1 
Other (gains)/losses, net(48.3)135.5 
Other (gains)/losses of CIP, net120.0 66.7 
Equity in earnings of unconsolidated affiliates(45.3)(58.1)
Distributions from equity method investees6.5 70.3 
Changes in operating assets and liabilities:
(Purchase)/sale of investments by CIP, net(164.3)(299.7)
(Purchase)/sale of investments, net5.8 (25.2)
(Increase)/decrease in receivables397.0 509.3 
Increase/(decrease) in payables(533.2)(1,263.4)
Net cash provided by/(used in) operating activities232.4 (252.3)
Investing activities:
Purchase of property, equipment and software(84.8)(57.1)
Purchase of investments by CIP(1,190.9)(1,709.2)
Sale of investments by CIP1,251.7 1,653.9 
Purchase of investments(62.0)(119.9)
Sale of investments35.1 54.9 
Capital distribution from equity method investees12.3 16.9 
Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP(10.6)4.7 
Net cash provided by/(used in) investing activities(49.2)(155.8)
Financing activities:
Purchases of treasury shares(179.2)(234.4)
Dividends paid - preferred(118.4)(118.4)
Dividends paid - common(177.6)(163.4)
Third-party capital invested into CIP51.5 446.8 
Third-party capital distributed by CIP(150.0)(130.3)
Borrowings of debt of CIP251.8 84.9 
Repayments of debt of CIP(27.7)(2.8)
Net borrowings/(repayments) under credit facility— 184.6 
Repayments of senior notes— (600.0)
Net cash provided by/(used in) financing activities(349.6)(533.0)
Increase/(decrease) in cash and cash equivalents(166.4)(941.1)
Foreign exchange movement on cash and cash equivalents18.2(65.4)
Foreign exchange movement on cash and cash equivalents of CIP1.2(7.8)
Cash and cash equivalents, beginning of period1,434.12,147.1
Cash and cash equivalents, end of period1,287.11,132.8
Cash and cash equivalents1,009.9936.8
Cash and cash equivalents of CIP277.2196.0
Total cash and cash equivalents per condensed consolidated statement of cash flows1,287.11,132.8

See accompanying notes.
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Invesco Ltd.
Condensed Consolidated Statements of Changes in Equity
(Unaudited)
Three months ended September 30, 2022
Equity Attributable to Invesco Ltd.
$ in millions, except share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
July 1, 20224,010.5 113.2 7,563.2 (3,095.3)7,323.2 (801.1)15,113.7 681.1 15,794.8 892.8 
Net income— — — — 236.6 — 236.6 (59.6)177.0 (8.7)
Other comprehensive income/(loss)— — — — — (329.9)(329.9)— (329.9)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (12.1)(12.1)106.3 
Dividends declared - preferred ($14.75 per share)— — — — (59.2)— (59.2)— (59.2)— 
Dividends declared - common ($0.1875 per share)— — — — (84.4)— (84.4)— (84.4)— 
Employee common share plans:
Common share-based compensation— — 26.0 — — — 26.0 — 26.0 — 
Vested common shares— — (36.6)36.6 — — — — — — 
Other common share awards— — (5.6)12.2 — — 6.6 — 6.6 — 
Purchase of common shares— — — (5.7)— — (5.7)— (5.7)— 
September 30, 20224,010.5 113.2 7,547.0 (3,052.2)7,416.2 (1,131.0)14,903.7 609.4 15,513.1 990.4 
Three months ended September 30, 2021
Equity Attributable to Invesco Ltd.
$ in millions, except share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
July 1, 20214,010.5 113.2 7,664.3 (3,080.3)6,570.1 (369.8)14,908.0 518.6 15,426.6 363.9 
Net income— — — — 389.3 — 389.3 135.8 525.1 20.5 
Other comprehensive income/(loss)— — — — — (107.5)(107.5)— (107.5)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (2.5)(2.5)158.2 
Dividends declared - preferred $14.75 per share)— — — — (59.2)— (59.2)— (59.2)— 
Dividends declared - common ($0.170 per share)— — — — (79.0)— (79.0)— (79.0)— 
Employee common share plans:
Common share-based compensation— — 33.2 — — — 33.2 — 33.2 — 
Vested common shares— — (36.3)36.2 — — (0.1)— (0.1)— 
Other common share awards— — (1.1)7.0 — — 5.9 — 5.9 — 
Purchase of common shares— — — (10.5)— — (10.5)— (10.5)— 
September 30, 20214,010.5 113.2 7,660.1 (3,047.6)6,821.2 (477.3)15,080.1 651.9 15,732.0 542.6 
Three months ended June 30, 2023
Equity Attributable to Invesco Ltd.
$ in millions, except per share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
April 1, 20234,010.5 113.2 7,412.6 (2,888.0)7,577.6 (882.9)15,343.0 587.2 15,930.2 879.6 
Net income— — — — 191.4 — 191.4 (13.9)177.5 (13.1)
Other comprehensive income/(loss)— — — — — 64.6 64.6 — 64.6 — 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (35.5)(35.5)(24.6)
Dividends declared - preferred ($14.75 per share)— — — — (59.2)— (59.2)— (59.2)— 
Dividends declared - common ($0.20 per share)— — — — (91.9)— (91.9)— (91.9)— 
Employee common share plans:
Common share-based compensation— — 32.0 — — — 32.0 — 32.0 — 
Vested common shares— — (7.7)7.7 — — — — — — 
Other common share awards— — (3.9)4.4 — — 0.5 — 0.5 — 
Purchase of common shares— — — (151.5)— — (151.5)— (151.5)— 
June 30, 20234,010.5 113.2 7,433.0 (3,027.4)7,617.9 (818.3)15,328.9 537.8 15,866.7 841.9 
Three months ended June 30, 2022
Equity Attributable to Invesco Ltd.
$ in millions, except per share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
April 1, 20224,010.5 113.2 7,547.0 (3,105.1)7,287.9 (508.5)15,345.0 641.2 15,986.2 801.1 
Net income— — — — 180.2 — 180.2 60.9 241.1 (22.2)
Other comprehensive income/(loss)— — — — — (292.6)(292.6)— (292.6)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (21.0)(21.0)113.9 
Dividends declared - preferred ($14.75 per share)— — — — (59.2)— (59.2)— (59.2)— 
Dividends declared - common ($0.1875 per share)— — — — (85.7)— (85.7)— (85.7)— 
Employee common share plans:
Common share-based compensation— — 27.6 — — — 27.6 — 27.6 — 
Vested common shares— — (11.7)11.7 — — — — — — 
Other common share awards— — 0.3 — — — 0.3 — 0.3 — 
Purchase of common shares— — — (1.9)— — (1.9)— (1.9)— 
June 30, 20224,010.5 113.2 7,563.2 (3,095.3)7,323.2 (801.1)15,113.7 681.1 15,794.8 892.8 
See accompanying notes.
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Invesco Ltd.
Condensed Consolidated Statements of Changes in Equity
(Unaudited)



Nine months ended September 30, 2022
Equity Attributable to Invesco Ltd.
$ in millions, except share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 20224,010.5 113.2 7,688.0 (3,043.6)7,169.2 (441.5)15,495.8 672.2 16,168.0 510.8 
Net income— — — — 673.7 — 673.7 (6.9)666.8 (42.1)
Other comprehensive income/(loss)— — — — — (689.5)(689.5)— (689.5)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (55.9)(55.9)521.7 
Dividends declared - preferred ($44.25 per share)— — — — (177.6)— (177.6)— (177.6)— 
Dividends declared - common ($0.5450 per share)— — — — (249.1)— (249.1)— (249.1)— 
Employee common share plans:
Common share-based compensation— — 83.1 — — — 83.1 — 83.1 — 
Vested common shares— — (219.3)219.3 — — — — — — 
Other common share awards— — (4.8)12.2 — — 7.4 — 7.4 — 
Purchase of common shares— — — (240.1)— — (240.1)— (240.1)— 
September 30, 20224,010.5 113.2 7,547.0 (3,052.2)7,416.2 (1,131.0)14,903.7 609.4 15,513.1 990.4 
Nine months ended September 30, 2021
Equity Attributable to Invesco Ltd.
$ in millions, except share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 20214,010.5 113.2 7,811.4 (3,253.8)6,085.0 (404.5)14,361.8 447.1 14,808.9 211.8 
Net income— — — — 1,143.8 — 1,143.8 230.4 1,374.2 38.1 
Other comprehensive income/(loss)— — — — — (72.8)(72.8)— (72.8)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (25.6)(25.6)292.7 
Dividends declared - preferred ($44.25 per share)
— — — — (177.6)— (177.6)— (177.6)— 
Dividends declared - common ($0.495 per share)
— — — — (230.0)— (230.0)— (230.0)— 
Employee common share plans:
Common share-based compensation— — 106.0 — — — 106.0 — 106.0 — 
Vested common shares— — (256.2)256.1 — — (0.1)— (0.1)— 
Other common share awards— — (1.1)8.2 — — 7.1 — 7.1 — 
Purchase of common shares— — — (58.1)— — (58.1)— (58.1)— 
September 30, 20214,010.5 113.2 7,660.1 (3,047.6)6,821.2 (477.3)15,080.1 651.9 15,732.0 542.6 
Six months ended June 30, 2023
Equity Attributable to Invesco Ltd.
$ in millions, except per share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 20234,010.5 113.2 7,554.9 (3,040.9)7,518.3 (942.4)15,213.6 629.9 15,843.5 998.7 
Net income— — — — 395.6 — 395.6 (38.7)356.9 (26.7)
Other comprehensive income/(loss)— — — — — 124.1 124.1 — 124.1 — 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (53.4)(53.4)(130.1)
Dividends declared - preferred ( $29.50 per share)— — — — (118.4)— (118.4)— (118.4)— 
Dividends declared - common ($0.3875 per share)— — — — (177.6)— (177.6)— (177.6)— 
Employee common share plans:
Common share-based compensation— — 69.8 — — — 69.8 — 69.8 — 
Vested common shares— — (188.3)188.3 — — — — — — 
Other common share awards— — (3.4)4.4 — — 1.0 — 1.0 — 
Purchase of common shares— — — (179.2)— — (179.2)— (179.2)— 
June 30, 20234,010.5 113.2 7,433.0 (3,027.4)7,617.9 (818.3)15,328.9 537.8 15,866.7 841.9 
 Six months ended June 30, 2022
Equity Attributable to Invesco Ltd.
$ in millions, except per share dataPreferred SharesCommon SharesAdditional Paid-in-CapitalTreasury SharesRetained EarningsAccumulated Other Comprehensive Income/(Loss)Total Equity Attributable to Invesco Ltd.Nonredeemable Noncontrolling Interests in Consolidated EntitiesTotal Permanent EquityRedeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 20224,010.5 113.2 7,688.0 (3,043.6)7,169.2 (441.5)15,495.8 672.2 16,168.0 510.8 
Net income— — — — 437.1 — 437.1 52.7 489.8 (33.4)
Other comprehensive income/(loss)— — — — — (359.6)(359.6)— (359.6)— 
Change in noncontrolling interests in consolidated entities, net— — — — — — — (43.8)(43.8)415.4 
Dividends declared - preferred ($29.50 per share)— — — — (118.4)— (118.4)— (118.4)— 
Dividends declared - common ($0.3575 per share)— — — — (164.7)— (164.7)— (164.7)— 
Employee common share plans:
Common share-based compensation— — 57.1 — — — 57.1 — 57.1 — 
Vested common shares— — (182.7)182.7 — — — — — — 
Other common share awards— — 0.8 — — — 0.8 — 0.8 — 
Purchase of common shares— — — (234.4)— — (234.4)— (234.4)— 
June 30, 20224,010.5 113.2 7,563.2 (3,095.3)7,323.2 (801.1)15,113.7 681.1 15,794.8 892.8 
See accompanying notes.
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Invesco Ltd.
Notes to the Condensed Consolidated Financial Statements
(Unaudited)
1.  ACCOUNTING POLICIES

Corporate Information

Invesco Ltd. (Parent)(the Parent) and its consolidated entities (collectively, the company or Invesco) provide retail and institutional clients with an array of global investment management capabilities. The company operates globally and its sole business is investment management.

Certain disclosures included in the company’s annual report on Form 10-K for the year ended December 31, 20212022 (annual report or Form 10-K) are not required to be included on an interim basis in the company’s quarterly reports on Forms 10-Q (Report). The company has condensed or omitted these disclosures. Therefore, this Report should be read in conjunction with the company’s annual report.

Basis of Accounting and Consolidation

The unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with rules and regulations of the U.S. Securities and Exchange Commission (SEC) and consolidate the financial statements of the Parent and all of its controlled subsidiaries. In the opinion of management, the financial statementsCondensed Consolidated Financial Statements reflect all adjustments, consisting of normal recurring accruals, which are necessary for the fair statementpresentation of the financial condition and results of operations for the periods presented. All significant intercompany transactions, balances, revenues and expenses are eliminated upon consolidation. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. Certain reclassifications have been made to prior period amounts to conform to the current period presentation.

Accounting Pronouncements Recently Adopted

None.

Pending Accounting Pronouncements

None.


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2. FAIR VALUE OF ASSETS AND LIABILITIES

The fair value of financial instruments are presented in the below summary table. The fair value of financial instruments held by CIP isare presented in Note 13,11, "Consolidated Investment Products". See the company’s most recently filed Form 10-K for additional disclosures on valuation methodology and fair value.

September 30, 2022December 31, 2021June 30, 2023December 31, 2022
$ in millions$ in millionsFair ValueFair Value$ in millionsFair ValueFair Value
Cash and cash equivalentsCash and cash equivalents1,023.6 1,896.4 Cash and cash equivalents1,009.9 1,234.7 
Equity investmentsEquity investments273.9 337.9 Equity investments282.9 325.0 
Foreign time deposits (1)
Foreign time deposits (1)
21.7 30.4 
Foreign time deposits (1)
15.1 25.7 
Assets held for policyholdersAssets held for policyholders754.3 1,893.6 Assets held for policyholders444.0 668.7 
Policyholder payables (1)
Policyholder payables (1)
(754.3)(1,893.6)
Policyholder payables (1)
(444.0)(668.7)
Total return swaps related to deferred compensation plansTotal return swaps related to deferred compensation plans(26.6)1.6Total return swaps related to deferred compensation plans19.3 (1.6)
____________
(1)    These financial instruments are not measured at fair value. See the most recently filed Form 10-K for additional information about the carrying and fair values of these financial instruments.value on a recurring basis. Foreign time deposits are measured at cost plus accrued interest, which approximates fair value.value, and are accordingly classified as Level 2 securities. Policyholder payables are indexed to the value of the assets held for policyholders.policyholders and changes in fair value are recorded and offset to zero in other operating revenues.
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The following table presents, by hierarchy levels, the carrying value of the company’s assets and liabilities, including major security type for equity and debt securities, which are measured at fair value on the company’s Condensed Consolidated Balance Sheets as of SeptemberJune 30, 20222023 and December 31, 2021,2022, respectively:

As of September 30, 2022
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:
Cash equivalents:
Money market funds (1)
579.0 579.0 — — 
Investments (2):
Equity investments:
Seed money105.5 105.5 — — 
Investments related to deferred compensation plans167.4 167.4 — — 
Other equity securities1.0 1.0 — — 
Assets held for policyholders (3)
754.3 754.3 — — 
Total1,607.2 1,607.2 — — 
Liabilities:
Total return swaps related to deferred compensation plans(26.6)— (26.6)— 
Total(26.6)— (26.6)— 
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As of June 30, 2023
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:
Cash equivalents:
Money market funds (1)
565.4 565.4 — — 
Investments: (2)
Equity investments:
Seed capital96.2 96.2 — — 
Investments related to deferred compensation plans185.8 185.8 — — 
Other equity securities0.9 0.9 — — 
Assets held for policyholders (3)
444.0 444.0 — — 
Total return swaps related to deferred compensation plans19.3 — 19.3 — 
Total1,311.6 1,292.3 19.3 — 
Liabilities:
Contingent consideration liability(1.3)— — (1.3)
Total(1.3)— — (1.3)




As of December 31, 2021As of December 31, 2022
$ in millions$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:Assets:Assets:
Cash equivalents:Cash equivalents:Cash equivalents:
Money market funds (1)
Money market funds (1)
1,270.0 1,270.0 — — 
Money market funds (1)
760.8 760.8 — — 
Investments (2):
Investments (2):
Investments (2):
Equity investments:Equity investments:Equity investments:
Seed money109.4 109.4 — — 
Seed capitalSeed capital177.9 177.9 — — 
Investments related to deferred compensation plansInvestments related to deferred compensation plans226.6 226.6 — — Investments related to deferred compensation plans146.1 146.1 — — 
Other equity securitiesOther equity securities1.9 1.9 — — Other equity securities1.0 1.0 — — 
Assets held for policyholders (3)
Assets held for policyholders (3)
1,893.6 1,893.6 — — 
Assets held for policyholders (3)
668.7 668.7 — — 
Total return swaps related to deferred compensation plans1.6 — 1.6 — 
TotalTotal3,503.1 3,501.5 1.6 — Total1,754.5 1,754.5 — — 
Liabilities:Liabilities:    Liabilities:    
Total return swaps related to deferred compensation plansTotal return swaps related to deferred compensation plans(1.6)— (1.6)— 
Contingent consideration liabilityContingent consideration liability(1.3)— — (1.3)Contingent consideration liability(1.3)— — (1.3)
TotalTotal(1.3)— — (1.3)Total(2.9)— (1.6)(1.3)
____________
(1)(1)    The balance primarily represents cash held in affiliated money market funds.

(2)    Foreign time deposits of $21.715.1 million (December 31, 2021: $30.42022: $25.7 million) are excluded from this table. Equity method and other investments of $605.6$669.5 million and $5.5$24.6 million, respectively, (December 31, 2022: $621.2 million and $24.7 million, respectively) are also excluded from this table (December 31, 2021: $550.1 million and $7.9 million, respectively).table. These investments are not measured at fair value, in accordance with applicable accounting standards.

(3)    The majority of assets held for policyholders are held in affiliated funds.
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Total Return Swaps (TRS)

In addition to holding equity investments, the company has a total return swap (TRS)TRS to hedge economically certain deferred compensation liabilities. The notional value of the TRS at SeptemberJune 30, 20222023 was $304.9$389.2 million, and the fair value of the TRS was a liabilityan asset of $26.6$19.3 million (December 31, 20212022 notional value was $343.1$326.6 million and the fair value was an asseta liability of $1.6 million). The company’s net collateral paid balance related to the TRS was $23.8 million at September 30, 2022 (December 31, 2021: $20.5 million). During the three months and ninesix months ended SeptemberJune 30, 2022,2023, market valuation lossesgains related to the TRS of $19.8$7.3 million and $91.9$20.3 million were recognized in Other gains/(losses), net (three and ninesix months ended SeptemberJune 30, 2021: $7.72022: $50.3 million and $72.1 million net loss and $18.3 million net gains)losses).






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3.  INVESTMENTS

The disclosures below include details of the company’s investments. Investments held by CIP are detailed in Note 13,11, "Consolidated Investment Products".
$ in millionsSeptember 30, 2022December 31, 2021
Equity investments:
Seed money105.5 109.4 
Investments related to deferred compensation plans167.4 226.6 
Other equity securities1.0 1.9 
Equity method investments605.6 550.1 
Foreign time deposits21.7 30.4 
Other5.5 7.9 
Total investments (1)
906.7 926.3 

$ in millionsJune 30, 2023December 31, 2022
Equity investments:
Seed capital96.2 177.9 
Investments related to deferred compensation plans185.8 146.1 
Other equity securities0.9 1.0 
Equity method investments669.5 621.2 
Foreign time deposits15.1 25.7 
Other24.6 24.7 
Total investments (1)
992.1 996.6 
____________
(1)    The majority of the company’s investment balances relate to balances held in affiliated funds and equity method investees.

Equity investments

The unrealized gains and losses for the three and ninesix months ended SeptemberJune 30, 20222023 that relate to equity investments still held at SeptemberJune 30, 2022,2023, were a $14.4$9.6 million net gain and $22.9 million net gain(three and six months ended June 30, 2022: $40.6 million net loss and a $84.1 million net loss, respectively (three and nine months ended September 30, 2021: $21.8 million net loss and $22.7$69.7 million net gainloss).

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4.  DEBT

The disclosures below include details of the company’s debt. Debt of CIP is detailed in Note 13,11, "Consolidated Investment Products".

September 30, 2022December 31, 2021
$ in millions
Carrying Value (3)
Fair Value
Carrying Value (3)
Fair Value
$1.5 billion floating rate credit facility expiring April 26, 2026— — — — 
Unsecured Senior Notes (1):
$600 million 3.125% - due November 30, 2022 (2)
— — 599.4 613.8 
$600 million 4.000% - due January 30, 2024598.6 591.9 597.8 633.7 
$500 million 3.750% - due January 15, 2026497.8 480.4 497.3 541.2 
$400 million 5.375% - due November 30, 2043390.7 359.7 390.6 536.8 
Debt1,487.1 1,432.0 2,085.1 2,325.5 
June 30, 2023December 31, 2022
$ in millions
Carrying Value (3)
Fair Value
Carrying Value (3)
Fair Value
$2.0 billion floating rate credit facility expiring April 26, 2028(1)
— — — — 
Unsecured Senior Notes: (2)
$600 million 4.000% - due January 30, 2024599.4 594.2 598.8 591.5 
$500 million 3.750% - due January 15, 2026498.2 483.7 497.9 486.4 
$400 million 5.375% - due November 30, 2043391.0 387.1 390.9 397.3 
Debt1,488.6 1,465.0 1,487.6 1,475.2 
____________
(1)    On April 26, 2023, Invesco Ltd. and its indirect subsidiary, Invesco Finance PLC, amended and restated the $1.5 billion floating rate credit facility, increasing the facility’s capacity to $2.0 billion, extending the expiration date from April 26, 2026 to April 26, 2028, and changing the base interest rate from LIBOR to SOFR.
(2)    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.

(2)     On May 6, 2022, Invesco Finance PLC, an indirect subsidiary of Invesco Ltd., completed redemption of the $600 million Senior Notes due on November 30, 2022.

(3)    The difference between the principal amounts and the carrying values of the senior notes reflectsin the table above reflect the unamortized debt issuance costs and discounts.

5.  SHARE CAPITAL

The preferred shares have a $0.20 par value, liquidation preference of $1,000 per share and fixed cash dividend rate of 5.90% per annum, payable quarterly on a non-cumulative basis. Shares of preferred stock are not redeemable prior to the 21st anniversary of their original issue date of May 24, 2019.


12


The number of preferred shares issued and outstanding is represented in the table below:
As of
in millionsSeptember 30, 2022December 31, 2021
Preferred shares issued (1)
4.04.0 
Preferred shares outstanding (1)
4.04.0 

As of
in millionsJune 30, 2023December 31, 2022
Preferred shares issued (1)
4.04.0 
Preferred shares outstanding (1)
4.04.0 
__________
(1)    Preferred shares are held by MassMutualMassachusetts Mutual Life Insurance Company (MassMutual) and are subject to a lock-up period ofof five years, which disallowsprohibits the sale of the preferred shares by MassMutual during the five-year period beginning on the original issue date ofuntil May 24, 2019.2024.

The number ofof common shares and common share equivalents issued are represented in the table below:

As ofAs of
in millionsin millionsSeptember 30, 2022December 31, 2021in millionsJune 30, 2023December 31, 2022
Common shares issuedCommon shares issued566.1 566.1 Common shares issued566.1 566.1 
Less: Treasury shares for which dividend and voting rights do not applyLess: Treasury shares for which dividend and voting rights do not apply(111.3)(104.9)Less: Treasury shares for which dividend and voting rights do not apply(117.5)(111.3)
Common shares outstandingCommon shares outstanding454.8 461.2 Common shares outstanding448.6 454.8 

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6.  OTHER COMPREHENSIVE INCOME/(LOSS)

The components of accumulated other comprehensive income/(loss) were as follows:
For the three months ended September 30, 2022
$ in millionsForeign currency translationEmployee benefit plansEquity method investmentsAvailable-for-sale investmentsTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries(330.1)— — — (330.1)
Other comprehensive income, net— 0.2 — — 0.2 
Other comprehensive income/(loss), net of tax(330.1)0.2 — — (329.9)
Beginning balance(712.7)(89.1)— 0.7 (801.1)
Other comprehensive income/(loss), net of tax(330.1)0.2 — — (329.9)
Ending balance(1,042.8)(88.9)— 0.7 (1,131.0)

For the three months ended June 30, 2023
$ in millionsForeign currency translationEmployee benefit plansTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries63.8 — 63.8 
Other comprehensive income/(loss), net— 0.8 0.8 
Other comprehensive income/(loss), net of tax63.8 0.8 64.6 
Beginning balance(759.9)(123.0)(882.9)
Other comprehensive income/(loss), net of tax63.8 0.8 64.6 
Ending balance(696.1)(122.2)(818.3)

For the nine months ended September 30, 2022For the three months ended June 30, 2022
$ in millions$ in millionsForeign currency translationEmployee benefit plansEquity method investmentsAvailable-for-sale investmentsTotal$ in millionsForeign currency translationEmployee benefit plansTotal
Other comprehensive income/(loss), net of tax:Other comprehensive income/(loss), net of tax:Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiariesCurrency translation differences on investments in foreign subsidiaries(690.2)— — — (690.2)Currency translation differences on investments in foreign subsidiaries(292.9)— (292.9)
Other comprehensive income/(loss), netOther comprehensive income/(loss), net— 0.7 — — 0.7 Other comprehensive income/(loss), net0.3 0.3 
Other comprehensive income/(loss), net of taxOther comprehensive income/(loss), net of tax(690.2)0.7 — — (689.5)Other comprehensive income/(loss), net of tax(292.9)0.3 (292.6)
Beginning balanceBeginning balance(352.6)(89.6)— 0.7 (441.5)Beginning balance(419.1)(89.4)(508.5)
Other comprehensive income/(loss), net of taxOther comprehensive income/(loss), net of tax(690.2)0.7 — — (689.5)Other comprehensive income/(loss), net of tax(292.9)0.3 (292.6)
Ending balanceEnding balance(1,042.8)(88.9)— 0.7 (1,131.0)Ending balance(712.0)(89.1)(801.1)

For the six months ended June 30, 2023
$ in millionsForeign currency translationEmployee benefit plansTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries118.9 — 118.9 
Other comprehensive income/(loss), net— 5.2 5.2 
Other comprehensive income/(loss), net of tax118.9 5.2 124.1 
Beginning balance(815.0)(127.4)(942.4)
Other comprehensive income/(loss), net of tax118.9 5.2 124.1 
Ending balance(696.1)(122.2)(818.3)

For the six months ended June 30, 2022
$ in millionsForeign currency translationEmployee benefit plansTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries(360.1)— (360.1)
Other comprehensive income/(loss), net0.5 0.5 
Other comprehensive income/(loss), net of tax(360.1)0.5 (359.6)
Beginning balance(351.9)(89.6)(441.5)
Other comprehensive income/(loss), net of tax(360.1)0.5 (359.6)
Ending balance(712.0)(89.1)(801.1)

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For the three months ended September 30, 2021
$ in millionsForeign currency translationEmployee benefit plansEquity method investmentsAvailable-for-sale investmentsTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries(108.7)— — — (108.7)
Other comprehensive income, net— 1.2 — — 1.2 
Other comprehensive income/(loss), net of tax(108.7)1.2 — — (107.5)
Beginning balance(243.6)(126.9)0.1 0.6 (369.8)
Other comprehensive income/(loss), net of tax(108.7)1.2 — — (107.5)
Ending balance(352.3)(125.7)0.1 0.6 (477.3)

For the nine months ended September 30, 2021
$ in millionsForeign currency translationEmployee benefit plansEquity method investmentsAvailable-for-sale investmentsTotal
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries(73.0)— — — (73.0)
Other comprehensive income, net— 0.3 — (0.1)0.2 
Other comprehensive income/(loss), net of tax(73.0)0.3 — (0.1)(72.8)
Beginning balance(279.3)(126.0)0.1 0.7 (404.5)
Other comprehensive income/(loss), net of tax(73.0)0.3 — (0.1)(72.8)
Ending balance(352.3)(125.7)0.1 0.6 (477.3)

Net Investment Hedge

The company designated certain intercompany debt as a non-derivative net investment hedging instrument against foreign currency exposure related to its net investment in foreign operations. At September 30, 2022 and December 31, 2021, £130 million ($147.6 million and $176.1 million, respectively) of intercompany debt was designated as a net investment hedge. For the three and nine months ended September 30, 2022, the company recognized foreign currency gains of $12.8 million and $28.5 million(three and nine months ended September 30, 2021: gains of $3.6 million and losses of $4.3 million) resulting from the net investment hedge within currency translation differences on investments in foreign subsidiaries in Other comprehensive income.

7. REVENUE

The geographic disaggregation of revenue for the three and ninesix months ended SeptemberJune 30, 20222023 and 20212022 are presented below. There are no revenues attributed to the company’s country of domicile, Bermuda.
For the three months ended September 30,
$ in millions20222021
Americas1,125.11,329.8
Asia Pacific63.281.5
EMEA(1)
257.4338.7
Total operating revenues1,445.71,750.0

For the three months ended June 30,
$ in millions20232022
Americas1,108.11,183.3
Asia-Pacific (APAC)63.770.3
Europe, Middle East and Africa (EMEA)271.0276.8
Total operating revenues1,442.81,530.4



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For the nine months ended September 30,
$ in millions20222021
Americas3,553.23,842.8
Asia Pacific218.7260.8
EMEA(1)
833.61027.5
Total operating revenues4,605.55,131.1
__________
(1) Includes UK revenue of $124.3 million and $157.7 million for the three month periods ended September 30, 2022 and 2021 and $404.7 million and $486.0 million for the nine month periods ended September 30, 2022 and 2021.

Money Market Fee Waivers

The company is currently providing voluntary yield support waivers of its revenues on certain money market funds to ensure that they maintain a minimum level of daily net investment income. During the three and nine months ended September 30, 2022, yield support waivers resulted in a reduction of total gross operating revenues of $1.4 million and $33.7 million (three and nine months ended September 30, 2021: $40.8 million and $111.2 million). A significant portion of our money market AUM arises from the institutional distribution channel, where relationships with our distribution partners allow us to share the waiver impact. Gross waivers are partially offset by a reduction of payments to these intermediaries, which are included in third-party distribution, service and advisory expenses.
For the six months ended June 30,
$ in millions20232022
Americas2,191.52,428.1
Asia-Pacific (APAC)133.6155.5
Europe, Middle East and Africa (EMEA)535.9576.2
Total operating revenues2,861.03,159.8

8.  COMMON SHARE-BASED COMPENSATION

The company recognized total expensescompensation expense of $83.1$69.8 million and $106.0$57.1 million related to equity-settled common share-based payment transactions in the ninesix months ended SeptemberJune 30, 20222023 and 2021,2022, respectively.

Movements on employee common share awards during the periods ended SeptemberJune 30 are detailed below:
For the nine months ended September 30, 2022For the nine months ended September 30, 2021
millions of common shares, except fair valuesTime- VestedPerformance- VestedWeighted Average Grant Date Fair Value ($)Time- VestedPerformance- Vested
Unvested at the beginning of period13.5 1.9 18.88 18.1 1.6 
Granted during the period3.6 1.0 21.23 3.4 0.6 
Forfeited during the period(0.3)(0.1)19.33 (0.4)— 
Vested and distributed during the period(6.2)(0.4)20.20 (7.3)(0.3)
Unvested at the end of the period10.6 2.4 19.02 13.8 1.9 

For the six months ended June 30, 2023For the six months ended June 30, 2022
In millions of common shares, except fair valuesTime- VestedPerformance- VestedWeighted Average Grant Date Fair Value ($)Time- VestedPerformance- Vested
Unvested at the beginning of period10.3 2.1 19.03 13.5 1.9 
Granted during the period4.3 0.7 17.73 3.6 1.0 
Forfeited during the period(0.1)(0.2)15.90 (0.2)(0.1)
Vested and distributed during the period(4.8)(0.5)18.01 (5.1)(0.4)
Unvested at the end of the period9.7 2.1 19.02 11.8 2.4 

The total fair value of common shares that vested during the ninesix months ended SeptemberJune 30, 2022 was $131.72023 was $91.3 million (nine(six months ended SeptemberJune 30, 2021: $182.92022: $116.8 million). The weighted average grant date fair value of the commonU.S. dollar share awards that were granted during the ninesix months ended SeptemberJune 30, 2022 was $21.23 (nine2023 was $17.73 (six months ended SeptemberJune 30, 2021: $22.61)2022: $21.23).

At SeptemberJune 30, 2022,2023, there was$168.6 $153.2 million of total unrecognized compensation cost related to non-vested common share awards; that cost is expected to be recognized over a weighted average periodperiod of 2.4 2.69 years.

9. RETIREMENT BENEFIT PLANS

On June 28, 2022, the company entered into a pension buy-in agreement for the UK defined benefit pension plan with a third party insurer. The agreement does not relieve the company of the primary responsibility to fund the pension obligations. The company transferred plan assets of £88.8 million ($107.4 million) in exchange for an insurance asset, which was recorded at fair value. The transaction did not have a material impact on the company’s results of operations or financial condition for the nine months ended September 30, 2022.

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10. RESTRUCTURING

In 2020, the company initiated a strategic evaluation focusing on four key areas of our expense base: our organizational model, our real estate footprint, management of third-party spend and technology and operations efficiency.

Restructuring expenses related to the strategic evaluation were $5.4 million and $32.4 million, respectively, for the three and nine months ended September 30, 2022 (three and nine months ended September 30, 2021: $17.9 million and $68.0 million, respectively). Restructuring expenses are recorded to transaction, integration and restructuring expenses on the Condensed Consolidated Statements of Income.

The company will continue to incur restructuring expenses related to the strategic evaluation through the first quarter of 2023, primarily comprised of property, office and technology costs and general and administrative costs. These costs are not expected to be material.

The following table shows a roll-forward of the restructuring liability as of September 30, 2022 and December 31, 2021 and the total restructuring charges for the periods then ended. The company recorded the liability to accrued compensation and benefits, and accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

For the nine month period ended September 30, 2022For the twelve month period ended December 31, 2021
Beginning balance34.8 44.5 
Accrued charges7.2 78.0 
Payments(38.4)(87.7)
Ending balance3.6 34.8 
Non-cash charges (1)
72.647.4
Cumulative charges incurred251.9 219.5 
__________
(1) Non-cash charges include stock-based compensation, accelerated depreciation of certain assets and location strategy costs (including impairment).

11.9.  EARNINGS PER COMMON SHARE

The calculation of earnings per common share (EPS) is as follows:

For the three months ended September 30,For the nine months ended September 30,
In millions, except per common share data2022202120222021
Net income attributable to Invesco Ltd.177.4 330.1 496.1 966.2 
Invesco Ltd:
Weighted average common shares outstanding - basic457.0 463.3 457.7 462.6 
Dilutive effect of non-participating common share-based awards2.5 2.7 2.3 3.0 
Weighted average common shares outstanding - diluted459.5 466.0 460.0 465.6 
Earnings per common share:
-basic$0.39 $0.71 $1.08 $2.09 
-diluted$0.39 $0.71 $1.08 $2.08 
For the three months ended June 30,For the six months ended June 30,
In millions, except per share data2023202220232022
Net income attributable to Invesco Ltd.132.2 121.0 277.2 318.7 
Invesco Ltd:
Weighted average common shares outstanding - basic457.9 456.5 458.0 458.0 
Dilutive effect of non-participating common share-based awards0.9 3.0 0.9 2.7 
Weighted average common shares outstanding - diluted458.8 459.5 458.9 460.7 
Earnings per common share:
-basic$0.29 $0.27 $0.61 $0.70 
-diluted$0.29 $0.26 $0.60 $0.69 

See Note 8, “Common"Common Share-Based Compensation," for a summary of common share awards outstanding under the company’s common share-based payment programs. These programs could result in the issuance of common shares that would affect the measurement of basic and diluted earnings per common share.EPS.

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12.10.  COMMITMENTS AND CONTINGENCIES

Commitments and contingencies may arise in the ordinary course of business.

The company has committed to co-invest in certain investment products, which may be called in future periods. At SeptemberJune 30, 2022,2023, the company’s undrawn co-invest capital commitments were $346.5$453.1 million (December 31, 2021: $488.82022: $336.1 million).

Certain of our managed investment products have entered into revolving credit facilities with financial institutions. Pursuant to these arrangements, the company provided equity commitments and guarantees to certain of these investment products that are temporary in nature. The revolving credit facilities look first to the respective investment products for repayment and servicing. The company’s equity commitment or guarantee would only be called in the event a particular investment product is unable to meet its obligation. The company believes the likelihood of being required to fund its equity commitments or guarantees under these arrangements to be remote. To date, the company has not been required to fund any equity commitments or guarantees under these arrangements. The maximum amount of future payments under the commitments is $270.1$274.9 million and under the guarantees is $30$30.0 million. The fair value of the guarantee liability is not significant to the consolidated financial statements.

The company and various companysome of its subsidiaries have entered into agreements with financial institutions to guarantee certain obligations of other company subsidiaries. The company would be required to perform under these guarantees in the event of certain defaults. The company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Legal Contingencies

The company is from time to time involved in pending or threatened litigation relating to claims arising in the ordinary course of its business. The nature and progression of litigation can make it difficult to predict the impact a particular lawsuit or claim will have on the company. There are many reasons that the company cannot make these assessments, including, among others, one or more of the following: the proceeding is in its early stages (or merely threatened); the damages sought are unspecified, unsupportable, unexplained or uncertain; the claimant is seeking relief other than compensatory damages; the matter presents novel legal claims or other meaningful legal uncertainties; discovery has not started or is not complete; there are significant facts in dispute; and there are other parties who may share in any ultimate liability.

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The company and certain related entities have in recent years been subject to various regulatory inquiries, reviews and investigations and legal proceedings, including civil litigation and governmental investigations and enforcement actions. These actions can arise from normal business operations and/or matters that have been the subject of previous regulatory reviews. As a global company with investment products registered in numerous countries and subject to the jurisdiction of one or more regulators in each country, at any given time, our business operations may be subject to review, investigation, or disciplinary action. For example, the company is cooperating with requests from the SEC in connection with their investigation of investment advisers’ compliance with record retention requirements relating to certain types of electronic business communications.

In assessing the impact that a legal or regulatory matter will have on the company, management evaluates the need for an accrual on a case-by-case basis. If the likelihood of a loss is deemed probable and is reasonably estimable, the estimated loss is accrued. If the likelihood of a loss is assessed as less than probable, or an amount or range of loss cannot be reasonably estimated, a loss is not accrued. In management’s opinion, adequate accrual has been made as of SeptemberJune 30, 20222023 to provide for any such losses that may arise from matters for which the company could reasonably estimate an amount and are deemed probable. Management is of the opinion that the ultimate resolution of such claims will not materially affect the company’s business, financial position, results of operationrevenue, net income or liquidity.

The investment management industry also is subject to extensive levels of ongoing regulatory oversight and examination. In the United States, United Kingdom and other jurisdictions in which the company operates, governmental authorities regularly make inquiries, hold investigations and administer market conduct examinations with respect to the company’s compliance with applicable laws and regulations. Additional lawsuits or regulatory enforcement actions arising out of these inquiries may in the future be filed against the company and related entities and individuals in the United States, United Kingdom and other jurisdictions in which the company and its affiliates operate. Any material loss of investor and/or client confidence as a result of such inquiries and/or litigation could result in a significant decline in AUM, which would have an adverse effect on the company’s future financial results and its ability to grow its business.


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13.11.  CONSOLIDATED INVESTMENT PRODUCTS (CIP)

The balances related to CIP are identified on the Consolidated Balance Sheets. At SeptemberJune 30, 2022,2023, the company’s net interestsinvestment in and net receivables from CIP were $443.6465.4 million (December 31, 2021: $461.22022: $386.6 million). The consolidation of investment products had no impact on net income attributable to the company during the three months and ninesix months ended SeptemberJune 30, 2022 and 2021.2023.

Non-consolidated VIEs

At September 30, 2022, the company’s carrying value and maximum risk of loss with respect to variable interest entities (VIEs) in which the company holds a variable interest, but is not the primary beneficiary was $132.5 million (December 31, 2021: $134.1 million).

Changes to consolidation of VIEs/VOEs

During the nine months ended September 30, 2022, the company invested in and consolidated five new VIEs and one new voting rights entity (VOE) (September 30, 2021: the company invested in and consolidated nine new VIEs and three new VOEs). Additionally, during the nine months ended September 30, 2022, the company determined it was no longer the primary beneficiary of three VIEs and four VOEs (September 30, 2021: the company determined that it was no longer the primary beneficiary of five VIEs and four VOEs). The tables below illustrate the net impact of these consolidation changes to our condensed consolidated summary balance sheets.

For the nine months ended September 30, 2022For the nine months ended September 30, 2021
$ in millionsVIEsVOEsVIEsVOEs
Net increase (decrease) in assets of CIP178.4 (22.2)244.8 104.6 
Net increase (decrease) in liabilities of CIP3.3 — 67.1 1.0 



The following tables present the fair value hierarchy levels of certain CIP balances which are measured at fair value as of SeptemberJune 30, 20222023 and December 31, 2021:2022:

As of September 30, 2022
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs
(Level 3)
Investments Measured at NAV as a practical expedient
Assets:
Bank loans6,251.4 — 6,029.8 221.6 — 
Bonds750.0 40.5 709.5 — — 
Equity securities271.9 132.0 40.3 99.6 — 
Equity and fixed income mutual funds208.8 4.3 204.5 — — 
Investments in other private equity funds452.7 — — 7.6 445.1 
Real estate investments562.3 — — — 562.3 
Total assets at fair value8,497.1 176.8 6,984.1 328.8 1,007.4 
As of June 30, 2023
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Investments Measured at NAV as a practical expedient
Assets:
Bank loans6,571.1 — 6,187.2 383.9 — 
Bonds727.3 14.0 713.3 — — 
Equity securities226.4 88.3 38.8 99.3 — 
Equity and fixed income mutual funds171.4 25.8 145.6 — — 
Investments in other private equity funds412.5 — — 7.6 404.9 
Real estate investments502.6 — — — 502.6 
Total assets at fair value8,611.3 128.1 7,084.9 490.8 907.5 

As of December 31, 2022
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Investments Measured at NAV as a practical expedient
Assets:
Bank loans6,315.1 — 6,069.8 245.3 — 
Bonds697.5 8.8 688.2 0.5 — 
Equity securities274.9 129.9 29.8 115.2 — 
Equity and fixed income mutual funds230.7 38.8 191.9 — — 
Investments in other private equity funds461.2 — — 7.6 453.6 
Real estate investments552.0 — — — 552.0 
Total assets at fair value8,531.4 177.5 6,979.7 368.6 1,005.6 

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As of December 31, 2021
$ in millionsFair Value MeasurementsQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs
(Level 3)
Investments Measured at NAV as a practical expedient
Assets:
Bank loans7,132.4 — 6,993.6 138.8 — 
Bonds714.9 22.3 692.4 0.2 — 
Equity securities219.1 103.9 29.7 85.5 — 
Equity and fixed income mutual funds243.2 20.1 223.1 — — 
Investments in other private equity funds454.9 — — 8.1 446.8 
Real estate investments278.0 — — — 278.0 
Total assets at fair value9,042.5 146.3 7,938.8 232.6 724.8 
The following table shows a reconciliation of the beginning and ending fair value measurements for level 3 assets using significant unobservable inputs:

For the three months ended June 30,
20232022
$ in millionsLevel 3 AssetsLevel 3 Assets
Beginning Balance as of April 1351.3 255.3 
Purchases210.4 0.1 
Sales(28.7)(2.0)
Deconsolidation of CIP— — 
Gains and losses included in the Consolidated Statements of Income6.4 (1.5)
Transfers from Level 3 into Levels 1 or 2(112.3)(61.6)
Transfers into Level 3 from Levels 1 or 263.7 138.3 
Foreign exchange— (0.3)
Ending Balance as of June 30490.8 328.3 

For the six months ended June 30,
20232022
$ in millionsLevel 3 AssetsLevel 3 Assets
Beginning Balance as of January 1368.6 239.5 
Purchases210.5 0.1 
Sales(42.1)(8.5)
Deconsolidation of CIP(0.6)— 
Gains and losses included in the Consolidated Statements of Income(1.3)(2.2)
Transfers from Level 3 into Levels 1 or 2(242.5)(93.4)
Transfers into Level 3 from Levels 1 or 2195.9 193.4 
Foreign exchange2.3 (0.6)
Ending Balance as of June 30490.8 328.3 

Non-consolidated Variable interest entities (VIEs)

At June 30, 2023, the company's risk of loss with respect to VIEs in which the company is not the primary beneficiary included our investment carrying value of $129.7 million (December 31, 2022: $111.5 million) and unfunded capital commitments of $92.3 million (December 31, 2022: $99.0 million).

See the company’s most recently filed Form 10-K for additional disclosures on valuation methodology and fair value.

14.12. RELATED PARTIES

MassMutual has an approximate 17.9% stakeowns approximately 18.1% in the common stock of the company and owns all of the outstanding $4.0 billion in perpetual, non-cumulative preferred shares.shares as of June 30, 2023. Based on the level of shares owned by MassMutual and the corresponding customary minority shareholder rights, which includes representation on Invesco’s board of directors, the company considers MassMutual a related party.

Additionally, certain managed funds are deemed to be affiliated entities under the related party definition in ASC 850, “Related Party Disclosures.” The majority of the company's operating revenues and receivables are from Invesco's managed funds. Related parties also include those defined in the company’s proxy statement.

Affiliated operating revenue,which includes investment management fees, service and distribution fees, performance fees and other revenue on the Condensed Consolidated Statements of Income is $1,321.3 million and $4,201.8 million for the three and nine months ended September 30, 2022 ($1,604.6 million and $4,696.7 million three and nine months ended September 30, 2021).

Due from affiliates, which is included within accounts receivable and other assets on the Condensed Consolidated Balance Sheets is $716.5 million and $681.4 million at September 30, 2022 and December 31, 2021 respectively, primarily comprised of receivables from affiliated Invesco funds, accrued income and other receivable balances from affiliates.

Due to affiliates, which is included within accounts payable and accrued compensation on the Condensed Consolidated Balance Sheets is $131.2 million and $146.5 million at September 30, 2022 and December 31, 2021, respectively, primarily comprised of payables to unconsolidated affiliated Invesco funds and other payables to related parties, including current and former company executive employees and directors.

Refer to Note 2, "Fair Value of Assets and Liabilities" and Note 3, "Investments" for more information on balances invested in Invesco affiliated funds.

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13.  SUBSEQUENT EVENTS

On OctoberJuly 25, 2022,2023, the company announceddeclared a thirdsecond quarter 20222023 dividend of $0.1875$0.20 per common share, payable on December 2, 2022,September 5, 2023, to common shareholders of record at the close of business on NovemberAugust 11, 20222023 with an ex-dividend date of November 9, 2022August 10, 2023.

On OctoberJuly 25, 2022,2023, the company declared a preferred dividend of $14.75 per preferred share to the holders of preferred shares representing the period from September1, 2022June 1, 2023 through November 30, 2022.August 31, 2023. The preferred dividend is payable on DecemberSeptember 1, 20222023 to preferred shareholders of record at the close of business on NovemberAugust 15, 2022.

2023.
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Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Condensed Consolidated Financial Statements and related Notes thereto, which appear elsewhere in this Report. Except for the historical financial information, this Report may include statements that constitute “forward-looking statements” under the United States securities laws. Forward-looking statements include information concerning future results of our operations, expenses, earnings, liquidity, cash flow, and capital expenditures, and assets under management (AUM) which could differ materially from actual results due to known and unknown risks and other important factors, including, but not limited to, industry or market conditions, assets under management, geopolitical events and the COVID-19 pandemicpandemics or health crises and their respective potential impact on the company, acquisitions and divestitures, debt and our ability to obtain additional financing or make payments, regulatory developments, demand for and pricing of our products, the prospects for certain legal contingencies, and other aspects of our business or general economic conditions. In addition, words such as “believes,” “expects,” “anticipates,” “intends,” “plans,” “estimates,” “projects,” “forecasts,” and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would” as well as any other statement that necessarily depends on future events, are intended to identify forward-looking statements. None of this information should be considered in isolation from, or as a substitute for, historical financial statements.

Forward-looking statements are not guarantees, and they involve risks, uncertainties and assumptions. Although we make such statements based on assumptions that we believe to be reasonable, thereThere can be no assurance that actual results will not differ materially from our expectations. We caution investors not to rely unduly on any forward-looking statements and urge you to carefully consider the risks described in this Report and our most recent Form 10-K and Forms 10-Q filed with the Securities and Exchange Commission (SEC).SEC.

You may obtain these reports from the SEC’s website at www.sec.gov. We expressly disclaim any obligation to update the information in any public disclosure if any forward-looking statement later turns out to be inaccurate.

References

In this Report, unless otherwise specified, the terms “we,” “our,” “us,” “company,” “firm,” “Invesco,” and “Invesco Ltd.”“Invesco” refer to Invesco Ltd., a company incorporated in Bermuda, and its subsidiaries.

Executive Overview

The following executive overview summarizes the significant trends affecting our results of operations and financial condition for the periods presented. This overview and the remainder of this Management’s Discussionmanagement’s discussion and Analysisanalysis and supplements and should be read in conjunction with the Condensed Consolidated Financial Statements of Invesco Ltd. and its subsidiaries and the notes thereto contained elsewhere in this Report.

Invesco Ltd. (Invesco or the company)The company is an independent investment management firm dedicated to delivering an investment experience that helps people get more out of life. Our comprehensive range of active, passive and alternative investment capabilities has been constructed over many years to help clients achieve their investment objectives. We draw on this comprehensive range of capabilities to provide customized solutions designed to deliver key outcomes aligned to client needs. Invesco benefits from our long-term efforts to ensure a diversified base of AUM. One of Invesco's core strengths, and a key differentiator for the company within the industry, is our broad diversification across client domiciles, asset classes and distribution channels. Our geographic diversification recognizes growth opportunities in different parts of the world. This broad diversification mitigateshelps to mitigate the impact on Invesco of different market cycles and enables the company to take advantage of growth opportunities in various markets and channels.

The challenging industry backdrop continued inIn the thirdsecond quarter, andfinancial markets showed signs of recovery even as investors continued to behave cautiously. Uncertainty associatedgrapple with risingsignificant uncertainty. Recovery was uneven across sectors and geographies, and market gains were narrowly distributed. U.S. equity market increases were concentrated in large cap technology stocks, while non-U.S. equity markets, most notably emerging, international, China, and most long-dated bond index returns, were flat or negative.

Client actions remained cautious for much of the quarter, resulting in slower industry growth in long-term assets, while cash strategies continued to account for a historically high percentage of client investments. There was an uptick in investor appetite for risk assets late in the quarter, due to cooling inflation measures and hopes for avoiding a global recession, fears, higher inflation, interest rate hikes in most major economies and geopolitical tensions drove most global market indices lower. providing optimism that a broader recovery could be on the horizon.
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The table below summarizes returns based on price appreciation/(depreciation) of several major market indices for the three and ninesix months ended SeptemberJune 30, 20222023 and 2021:2022:
20


Index expressed in currencyThree months ended September 30,Nine months ended September 30,
Equity Index2022202120222021
S&P 500U.S. Dollar(5.3)%0.2 %(24.8)%14.7 %
FTSE 100British Pound(3.8)%0.7 %(6.7)%9.7 %
FTSE 100U.S. Dollar(12.1)%(1.8)%(23.2)%8.2 %
Nikkei 225Japanese Yen(1.7)%2.3 %(9.9)%7.3 %
Nikkei 225U.S. Dollar(7.9)%2.0 %(28.3)%(0.6)%
MSCI Emerging MarketsU.S. Dollar(12.5)%(8.8)%(28.9)%(3.0)%
Bond Index
Barclays U.S. Aggregate BondU.S. Dollar(4.8)%0.1 %(14.6)%(1.6)%

Index expressed in currencyThree months ended June 30,Six months ended June 30,
Equity Index2023202220232022
S&P 500U.S. Dollar8.3 %(16.5)%15.9 %(20.6)%
FTSE 100British Pound(1.3)%(4.6)%1.1 %(2.9)%
FTSE 100U.S. Dollar1.6 %(11.6)%6.2 %(12.7)%
S&P/TSX 60 IndexCanadian Dollar0.7 %(13.3)%3.9 %(10.9)%
S&P/TSX 60 IndexU.S. Dollar2.9 %(16.0)%6.3 %(12.5)%
MSCI Emerging MarketsU.S. Dollar(0.1)%(12.4)%3.5 %(18.8)%
Bond Index
Barclays U.S. Aggregate BondU.S. Dollar(0.8)%(4.7)%2.1 %(10.4)%

Despite the volatile markets,$2.0 billion of net long-term outflows for the quarter, our diversified product lineup maintained net inflowsline showed resilience in certain key capability areas notably Active Fixed Income, Greater China, and the Institutional Channel. These areas, in addition to ETFs and private markets capabilities, have garneredwith net long-term inflows on a year-to-date basis.of $5.7 billion from ETFs, $1.6 billion from greater China and $1.0 billion from Fixed Income.

We remain highly focused on our capital priorities, investing in our key growth areas,capabilities, and efficiently allocating our resources. Consistent with our commitment to improve our leverage profile, we continue to managemaintain our debt toat lower levels. We ended the quarter with no balance on our credit facility and our cashcontinued to maintain debt below $1.5 billion. We remain committed to a sustainable dividend and cash equivalents balance increased to over $1 billion. The progress we have madereturning capital to shareholders through a combination of modestly increasing dividends and share repurchases. During the second quarter of 2023, the company repurchased 9.6 million common shares for $150.0 million in our efforts to build financial flexibility has Invesco well-positioned to navigate near-term volatility and deliver long-term growth.the open market.

As previously disclosed, Martin L. Flanagan retired as President and Chief Executive Officer (CEO) of the company and as a member of the Board of Directors effective June 30, 2023. Andrew R. Schlossberg succeeded Mr. Flanagan as President and CEO and as a member of the Board of Directors effective June 30, 2023.

Presentation of Management’s Discussion and Analysis of Financial Condition and Results of Operations - Impact of Consolidated Investment Products

The company provides investment management services to, and has transactions with, various retail mutual funds and similar entities, private equity, real estate, fund-of-funds, collateralized loan obligation productsobligations (CLOs) and other investment entities sponsored by the company for the investment of client assets in the normal course of business. The company serves as the investment manager, making day-to-day investment decisions concerning the assets owned by theseof the products. Investment products that are consolidated are referred to in this Form 10-Q (Report)Report as consolidated investment products (CIP).CIP. The company’s economic risk with respect to each investment in CIP is limited to its equity ownership and any uncollected management and performance fees. See also Note 13,11, "Consolidated Investment Products",Products," for additional information regarding the impact of the consolidation of managed funds.

The majority of the company’s CIP balances are CLO-related. The collateral assets of the CLOs are held solely to satisfy the obligations of the CLOs. The company has no right to the benefits from, nor does it bear the risks associated with, the collateral assets held by the CLOs, beyond the company’s direct investments in, and management and performance fees generated from, the CLOs. If the company were to liquidate, the collateral assets would not be available to the general creditors of the company, and as a result, the company does not consider them to be company assets. Likewise, the investors in the CLOs have no recourse to the general credit of the company for the notes issued by the CLOs. The company therefore does not consider this debt to be a company liability.
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TheDue to the significant impact ofthat CIP is so significant tohas on the presentation of the company’s Condensed Consolidated Financial Statements, that the company has elected to deconsolidate these products in its non-GAAP disclosures (among other adjustments). See Schedule"Schedule of Non-GAAP InformationInformation" for additional information regarding these adjustments. The following discussion therefore combines the results presented under U.S. generally accepted accounting principles (U.S. GAAP)GAAP with the company’s non-GAAP presentation.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations contains four distinct sections, which follow the Assets Under ManagementAUM discussion:

Results of Operations (three and ninesix months ended SeptemberJune 30, 20222023 compared to three and ninesix months ended SeptemberJune 30, 2021)2022);
Schedule of Non-GAAP Information;
Balance Sheet Discussion; and
Liquidity and Capital Resources.
21



Wherever a non-GAAP measure is referenced, a disclosure will follow in the narrative or in the note referring the reader to the Schedule of Non-GAAP Information, where additional details regarding the use of the non-GAAP measure by the company are disclosed, along with reconciliations of the most directly comparable U.S. GAAP measures to the non-GAAP measures. To further enhance the readability of the Results of Operations section, separate tables for each of the revenue, expense and other income and expenses (non-operating income/expense) sections of the income statement introduce the narrative that follows, providing a section-by-section review of the company’s income statements for the periods presented.
22


Summary Operating Information

Wherever a non-GAAP measure is referenced, a disclosure will follow in the narrative or in the note referring the reader to the Schedule of Non-GAAP Information, where additional details regarding the use of the non-GAAP measure by the company are disclosed, along with reconciliations of the most directly comparable U.S. GAAP measures to the non-GAAP measures. To further enhance the readability of the Results of Operations section, separate tables for each of the revenue, expense and other income and expenses (non-operating income/expense) sections of the income statement introduce the narrative that follows, providing a section-by-section review of the company’s income statements for the periods presented.

Summary operating information is presented in the table below:
$ in millions, other than per common share amounts, operating margins and AUMThree months ended September 30,Nine months ended September 30,
U.S. GAAP Financial Measures Summary2022202120222021
Operating revenues1,445.7 1,750.0 4,605.5 5,131.1 
Operating income350.2 463.8 1,072.6 1,279.0 
Operating margin24.2 %26.5 %23.3 %24.9 %
Net income attributable to Invesco Ltd.177.4 330.1 496.1 966.2 
Diluted EPS0.39 0.71 1.08 2.08 
Non-GAAP Financial Measures Summary(1)
Net revenues1,110.6 1,333.5 3,536.9 3,887.4 
Adjusted operating income369.4 561.6 1,275.9 1,605.1 
Adjusted operating margin33.3 %42.1 %36.1 %41.3 %
Adjusted net income attributable to Invesco Ltd.155.8 358.6 595.4 1,039.9 
Adjusted diluted EPS0.34 0.77 1.29 2.23 
Assets Under Management
Ending AUM (billions)1,323.3 1,528.6 1,323.3 1,528.6 
Average AUM (billions)1,416.2 1,540.5 1,472.8 1,471.9 

U.S. GAAP Financial Measures SummaryThree months ended June 30,Six months ended June 30,
2023202220232022
Operating revenues1,442.8 1,530.4 2,861.0 3,159.8 
Operating income203.8 344.7 413.3 722.4 
Operating margin14.1 %22.5 %14.4 %22.9 %
Net income attributable to Invesco Ltd.132.2 121.0 277.2 318.7 
Diluted EPS0.29 0.26 0.60 0.69 
Non-GAAP Financial Measures Summary(1)
Net revenues1,090.7 1,173.9 2,166.6 2,426.3 
Adjusted operating income302.0 411.9 628.9 906.5 
Adjusted operating margin27.7 %35.1 %29.0 %37.4 %
Adjusted net income attributable to Invesco Ltd.144.4 180.3 317.8 439.6 
Adjusted diluted EPS0.31 0.39 0.69 0.95 
Assets Under Management
Ending AUM (billions)1,538.2 1,390.4 1,538.2 1,390.4 
Average AUM (billions)1,494.9 1,457.2 1,478.9 1,501.2 
_________
(1)Net revenues, Adjusted Operating Incomeoperating income (and by calculation, adjustedAdjusted operating margin), and Adjusted Net Incomenet income attributable to Invesco Ltd. (and by calculation, adjustedAdjusted diluted EPS) are non-GAAP financial measures, based on methodologies other than USU.S. GAAP. See “Schedule of Non-GAAP Information” for a reconciliation of the most directly comparable USU.S. GAAP measures to the non-GAAP measures.



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Investment Capabilities Performance Overview

Invesco’sInvesco's first strategic priorityobjective is to achieve strong investment performance over the long-term for our clients. clients. The table below presents the one-, three-, five-, and ten-year performance of our actively managed investment products measured by the percentage of AUM aheadin the top half of benchmark and AUM in the top half of peer groupgroup.(1).
Benchmark ComparisonPeer Group Comparison
% of AUM In Top Half of Benchmark% of AUM in Top Half of Peer Group
1yr3yr5yr10yr1yr3yr5yr10yr
Equities (2)
U.S. Core (4%)42 %30 %16 %16 %21 %16 %15 %— %
U.S. Growth (6%)19 %46 %46 %46 %32 %43 %43 %37 %
U.S. Value (7%)91 %60 %91 %87 %81 %55 %41 %37 %
Sector (1%)%%%53 %52 %30 %23 %54 %
UK (1%)56 %37 %39 %43 %98 %29 %37 %37 %
Canadian (<1%)100 %100 %66 %58 %87 %79 %— %— %
Asian (3%)60 %78 %85 %91 %53 %38 %63 %87 %
Continental European (1%)76 %47 %%93 %85 %37 %19 %91 %
Global (5%)19 %14 %— %79 %14 %%%22 %
Global Ex U.S. and Emerging Markets (8%)12 %20 %30 %99 %10 %%10 %12 %
Fixed Income (2)
Money Market (26%)82 %96 %97 %100 %84 %82 %82 %98 %
U.S. Fixed Income (12%)27 %78 %79 %97 %19 %54 %85 %92 %
Global Fixed Income (7%)41 %84 %80 %90 %65 %69 %76 %92 %
Stable Value (6%)100 %100 %100 %100 %97 %97 %97 %100 %
Other (2)
Alternatives (6%)22 %40 %30 %33 %62 %40 %49 %42 %
Balanced (7%)47 %94 %61 %62 %57 %59 %82 %94 %
Benchmark ComparisonPeer Group Comparison
% of AUM In Top Half of Benchmark% of AUM in Top Half of Peer Group
1yr3yr5yr10yr1yr3yr5yr10yr
Equities (2)
U.S. Core (4%)99 %41 %31 %15 %100 %28 %15 %11 %
U.S. Growth (6%)11 %11 %43 %43 %11 %— %42 %72 %
U.S. Value (6%)62 %61 %100 %55 %61 %61 %48 %47 %
Sector (1%)50 %%25 %25 %46 %24 %46 %55 %
U.K. (1%)46 %46 %47 %46 %55 %62 %46 %46 %
Canadian (<1%)88 %100 %100 %45 %76 %79 %67 %— %
Asian (4%)66 %55 %83 %91 %43 %33 %34 %83 %
Continental European (2%)70 %76 %20 %94 %79 %81 %21 %73 %
Global (6%)75 %29 %%85 %84 %69 %%15 %
Global Ex U.S. and Emerging Markets (7%)99 %19 %99 %99 %98 %31 %26 %10 %
Fixed Income (2)
Money Market (30%)95 %92 %98 %100 %87 %88 %87 %99 %
U.S. Fixed Income (10%)80 %87 %84 %97 %48 %77 %72 %92 %
Global Fixed Income (6%)74 %86 %92 %95 %79 %67 %68 %92 %
Stable Value (5%)— %100 %100 %100 %97 %97 %97 %100 %
Other (2)
Alternatives (5%)55 %49 %66 %72 %37 %52 %41 %50 %
Balanced (7%)44 %66 %65 %60 %47 %73 %88 %62 %
_________
(1)    Excludes passive products, closed-end funds, private equity limited partnerships, non-discretionary funds, unit investment trusts (UITs), fund of funds with component funds managed by Invesco, stable value building block funds and CDOs.collateralized debt obligations. 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.
Data as of SeptemberJune 30, 2022.2023. AUM measured versus peer group in the one, three, five and ten year quartile rankings represents 46%, 46%, 45% and 41% of total Invesco AUM, respectively, and AUM measured versus benchmark on a one, three, five and ten year basis represents 60%59%, 58%, 57%55% and 51%50% of total Invesco AUM. Peer group rankings are sourced from a widely-used third party ranking agency in each fund’s market (e.g., Morningstar, IA, Lipper, eVestment, Mercer, Galaxy, SITCA, Value Research) and asset-weighted in USD. Rankings are as of prior quarter-end for most institutional products and prior month-end for Australian retail funds due to their late release by third parties. Rankings are calculated against all funds in each peer group. Rankings for the primary share class of the most representative fund in each composite are applied to all products within each composite. Performance assumes the reinvestment of dividends. Past performance is not indicative of future results and may not reflect an investor’s experience.
(2)    Numbers in parenthesis reflect AUM for each investment product (see Note above for exclusions) as a percentage of the total AUM for the five-year peer group ($598.3698.4 billion).

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Assets Under Management

The following presentation and discussion of AUM includes Passive and Active AUM. Passive AUM includes index-based ETFs, unit investment trusts (UITs),UITs, non-management fee earning AUM and other passive mandates. Active AUM is total AUM less Passive AUM.

Non-management fee earning AUM includes non-management fee earning ETFs, UITUITs and product leverage. The net flows in non-management fee earning AUM can be relatively short-term in nature and, due to the relatively low revenue yield, can have a significant impact on overall net revenue yield.

The AUM tables and the discussion below refer to certain AUM as long-term. Long-term inflows and the underlying reasons for the movements in this line item include investments from new clients, and existing clients adding new accounts/funds or contributions/subscriptions into existing accounts/funds. Long-term outflows reflect client redemptions from accounts/funds and include the return of invested capital upon the maturity. We present net flows into money market funds separately because shareholders of those funds typically use them as short-term funding vehicles and the flows are particularly sensitive to short-term interest rate movements.movements

Changes in AUM by Investment style were as follows:

Three months ended June 30,
20232022
$ in billionsTotal AUMActivePassiveTotal AUMActivePassive
Beginning Assets (March 31)1,483.0 1,005.2 477.8 1,555.9 1,042.7 513.2 
Long-term inflows71.3 40.1 31.2 81.4 48.8 32.6 
Long-term outflows(73.3)(48.5)(24.8)(88.2)(60.1)(28.1)
Net long-term flows(2.0)(8.4)6.4 (6.8)(11.3)4.5 
Net flows in non-management fee earning AUM1.1 — 1.1 (2.0)— (2.0)
Net flows in money market funds15.4 15.4 — 3.5 3.5 — 
Total net flows14.5 7.0 7.5 (5.3)(7.8)2.5 
Reinvested distributions1.0 1.0 — 1.8 1.8 — 
Market gains and losses46.5 9.9 36.6 (142.3)(61.6)(80.7)
Foreign currency translation(6.8)(6.5)(0.3)(19.7)(17.2)(2.5)
Ending Assets (June 30)1,538.2 1,016.6 521.6 1,390.4 957.9 432.5 
Average AUM
Average long-term AUM1,085.9 788.2 297.7 1,117.2 829.7 287.5 
Average AUM1,494.9 1,006.1 488.8 1,457.2 989.2 468.0 
Average QQQ AUM180.9 N/A180.9 169.0 N/A169.0 

Changes in AUM were as follows:
For the three months ended September 30,
20222021
$ in billionsTotal AUMActivePassiveTotal AUMActivePassive
June 301,390.4 957.9 432.5 1,525.0 1,066.0 459.0 
Long-term inflows68.7 44.5 24.2 91.7 60.3 31.4 
Long-term outflows(76.4)(51.8)(24.6)(78.4)(53.5)(24.9)
Net long-term flows(7.7)(7.3)(0.4)13.3 6.8 6.5 
Net flows in non-management fee earning AUM1.9 — 1.9 5.5 — 5.5 
Net flows in money market funds10.0 10.0 — 2.6 2.6 — 
Total net flows4.2 2.7 1.5 21.4 9.4 12.0 
Reinvested distributions0.9 0.9 — 0.8 0.8 — 
Market gains and losses(55.1)(32.0)(23.1)(14.6)(13.1)(1.5)
Foreign currency translation(17.1)(15.4)(1.7)(4.0)(3.1)(0.9)
September 301,323.3 914.1 409.2 1,528.6 1,060.0 468.6 
Average AUM
Average long-term AUM1,071.9 793.0 278.9 1,203.6 930.5 273.1 
Average AUM1,416.2 961.6 454.6 1,540.5 1,065.6 474.9 
Average QQQ AUM165.9 N/A165.9 186.2 N/A186.2 

For the three months ended September 30,
20222021
Revenue yield (bps) (1)
U.S. GAAP Gross revenue yield43.748.1
Net revenue yield ex performance fees ex QQQ35.339.1
Active net revenue yield ex performance fees40.644.3
Passive net revenue yield ex QQQ17.819.7






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Six months ended June 30,
20232022
$ in billionsTotal AUMActivePassiveTotal AUMActivePassive
Beginning Assets (December 31)1,409.2 976.2 433.0 1,610.9 1,082.5 528.4 
Long-term inflows150.7 87.0 63.7 187.7 110.5 77.2 
Long-term outflows(149.8)(97.9)(51.9)(177.3)(121.0)(56.3)
Net long-term flows0.9 (10.9)11.8 10.4 (10.5)20.9 
Net flows in non-management fee earning AUM(0.5)— (0.5)(3.0)— (3.0)
Net flows in money market funds23.1 23.1 — 16.3 16.3 — 
Total net flows23.5 12.2 11.3 23.7 5.8 17.9 
Reinvested distributions2.0 2.0 — 2.6 2.6 — 
Market gains and losses108.4 30.8 77.6 (223.2)(111.6)(111.6)
Foreign currency translation(4.9)(4.6)(0.3)(23.6)(21.4)(2.2)
Ending Assets (June 30)1,538.2 1,016.6 521.6 1,390.4 957.9 432.5 
Average AUM
Average long-term AUM1,084.5 788.3 296.2 1,152.4 862.6 289.8 
Average AUM1,478.9 1,004.0 474.9 1,501.2 1,019.6 481.6 
Average QQQ AUM168.5 N/A168.5 179.0 N/A179.0 

Three months ended June 30,Six months ended June 30,
2023202220232022
Revenue yield (bps) (1)
U.S. GAAP Gross revenue yield41.144.941.245.0
Net revenue yield ex performance fees ex QQQ (2)
32.536.032.636.3
Active net revenue yield ex performance fees37.641.437.641.7
Passive net revenue yield ex QQQ (2)
15.918.316.318.3

________
For the nine months ended September 30,
20222021
$ in billionsTotal AUMActivePassiveTotal AUMActivePassive
December 311,610.9 1,082.5 528.4 1,349.9 979.3 370.6 
Long-term inflows256.4 155.0 101.4 326.3 197.7 128.6 
Long-term outflows(253.7)(172.8)(80.9)(257.4)(181.3)(76.1)
Net long-term flows2.7 (17.8)20.5 68.9 16.4 52.5 
Net flows in non-management fee earning AUM(1.1)— (1.1)8.1 — 8.1 
Net flows in money market funds26.3 26.3 — 29.7 29.7 — 
Total net flows27.9 8.5 19.4 106.7 46.1 60.6 
Reinvested distributions3.5 3.5 — 2.6 2.6 — 
Market gains and losses(278.3)(143.6)(134.7)75.6 36.4 39.2 
Foreign currency translation(40.7)(36.8)(3.9)(6.2)(4.4)(1.8)
September 301,323.3 914.1 409.2 1,528.6 1,060.0 468.6 
Average AUM
Average long-term AUM1,125.6 839.4 286.2 1,162.6 914.9 247.7 
Average AUM1,472.8 1,000.3 472.5 1,471.9 1,041.0 430.9 
Average QQQ AUM174.6 N/A174.6 167.3 N/A167.3 
For the nine months ended September 30,
20222021
Revenue yield (bps) (1)
U.S. GAAP Gross revenue yield44.649.2
Net revenue yield ex performance fees ex QQQ36.039.4
Active net revenue yield ex performance fees41.344.2
Passive net revenue yield ex QQQ18.220.4
___________
(1)    U.S. GAAP grossGross revenue yield is not considered a meaningful effective fee rate measure. Gross revenue yield on AUM is equal to U.S. GAAP annualized total operatingOperating revenues divided by average AUM, excluding Invesco Great Wall (IGW) AAUM. The average AUM for IGW in the three and six months ended June 30, 2023 was UM. It$89.4 billion and $90.2 billion (three and six months ended June 30, 2022: $94.0 billion and $96.6 billion). It is appropriate to exclude the average AUM of IGW as the revenues resulting from these AUM are not presented in our operating revenues. The average AUM for IGW in the three and nine months ended September 30, 2022 was $93.1 billion and $95.4 billion (three and nine months ended September 30, 2021: $85.5 billion and $81.1 billion). The U.S. GAAP gross revenue yieldThis ratio is not a good measure because the numerator of the U.S. GAAP grossGross revenue yield excludes the management fees earned from CIP; however, the denominator of the measure includes the AUM of these investment products. Net revenue yield metrics include the netNet revenues and averageAverage AUM of IGW and CIP. See “Schedule of Non-GAAP Information” for a reconciliation of operatingOperating revenues to Net revenues.
(2)    Performance fees are earned when certain performance metrics are achieved and QQQ ETFs do not earn net revenues. Therefore, net revenue yield is calculated excluding performance fees and QQQ AUM. Passive net revenue yield is calculated excluding QQQ AUM.

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Flows

There are numerous drivers of AUM inflows and outflows, including individual investor decisions to change investment preferences,investments, fiduciaries and other gatekeepers making broad asset allocation decisions on behalf of their clients, and reallocation of investments within portfolios. We are not a party to these asset allocation decisions, as the company does not generally have access to the underlying investor’s decision-making process, including their risk appetite or liquidity needs. Therefore, the company is not in a position to provide meaningful information regarding the drivers of inflows and outflows.

Market Returns

Market gains and losses include the net change in AUM resulting from changes in market values of the underlying securities from period to period. The table in the “Executive Overview” section of this Management’s Discussion and
26


Analysis summarizes returns based on price appreciation/(depreciation) of several major market indices for the three and ninesix months ended SeptemberJune 30, 20222023 and 2021.2022.

Foreign Exchange Rates

During the three and ninesix months ended SeptemberJune 30, 2022,2023, we experienced a decrease in AUM of $17.1 $6.8 billion and $40.7$4.9 billion respectively,respectively due to changes in foreign exchange rates. DuringIn the three months and ninesix months ended SeptemberJune 30, 2021,2022, AUM decreased by $4.0$19.7 billion and $6.2$23.6 billion respectively due to changes in foreign exchange rates.


27


rate changes.

Total AUM by Channel (1)

As of and for the Three Months Ended September 30, 2022 and 2021:
Three months ended June 30,
20232022
$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
Beginning Assets (March 31)1,483.0 924.9 558.1 1,555.9 1,044.7 511.2 
Long-term inflows71.3 54.4 16.9 81.4 62.4 19.0 
Long-term outflows(73.3)(54.2)(19.1)(88.2)(70.7)(17.5)
Net long-term flows(2.0)0.2 (2.2)(6.8)(8.3)1.5 
Net flows in non-management fee earning AUM1.1 1.1 — (2.0)0.2 (2.2)
Net flows in money market funds15.4 (0.1)15.5 3.5 0.4 3.1 
Total net flows14.5 1.2 13.3 (5.3)(7.7)2.4 
Reinvested distributions1.0 0.9 0.1 1.8 1.7 0.1 
Market gains and losses46.5 43.6 2.9 (142.3)(132.6)(9.7)
Foreign currency translation(6.8)(2.1)(4.7)(19.7)(7.3)(12.4)
Ending Assets (June 30)1,538.2 968.5 569.7 1,390.4 898.8 491.6 

$ in billionsTotalRetailInstitutional
June 30, 20221,390.4 898.8 491.6 
Long-term inflows68.7 47.3 21.4 
Long-term outflows(76.4)(58.9)(17.5)
Net long-term flows(7.7)(11.6)3.9 
Net flows in non-management fee earning AUM1.9 1.8 0.1 
Net flows in money market funds10.0 (1.0)11.0 
Total net flows4.2 (10.8)15.0 
Reinvested distributions0.9 0.8 0.1 
Market gains and losses(55.1)(47.4)(7.7)
Foreign currency translation(17.1)(7.4)(9.7)
September 30, 20221,323.3 834.0 489.3 
June 30, 20211,525.0 1,060.7 464.3 
Long-term inflows91.7 62.3 29.4 
Long-term outflows(78.4)(60.5)(17.9)
Net long-term flows13.3 1.8 11.5 
Net flows in non-management fee earning AUM5.5 5.7 (0.2)
Net flows in money market funds2.6 (0.4)3.0 
Total net flows21.4 7.1 14.3 
Reinvested distributions0.8 0.8 — 
Market gains and losses(14.6)(15.5)0.9 
Foreign currency translation(4.0)(1.5)(2.5)
September 30, 20211,528.6 1,051.6 477.0 

















28



As of and for the Nine Months Ended September 30, 2022 and 2021:

Six months ended June 30,
20232022
$ in billions$ in billionsTotalRetailInstitutional$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
December 31, 20211,610.9 1,106.5 504.4 
Beginning Assets (December 31)Beginning Assets (December 31)1,409.2 872.3 536.9 1,610.9 1,106.5 504.4 
Long-term inflowsLong-term inflows256.4 190.8 65.6 Long-term inflows150.7 109.2 41.5 187.7 143.5 44.2 
Long-term outflowsLong-term outflows(253.7)(200.3)(53.4)Long-term outflows(149.8)(112.7)(37.1)(177.3)(141.4)(35.9)
Net long-term flowsNet long-term flows2.7 (9.5)12.2 Net long-term flows0.9 (3.5)4.4 10.4 2.1 8.3 
Net flows in non-management fee earning AUMNet flows in non-management fee earning AUM(1.1)2.4 (3.5)Net flows in non-management fee earning AUM(0.5)(1.6)1.1 (3.0)0.6 (3.6)
Net flows in money market fundsNet flows in money market funds26.3 1.5 24.8 Net flows in money market funds23.1 1.1 22.0 16.3 2.5 13.8 
Total net flowsTotal net flows27.9 (5.6)33.5 Total net flows23.5 (4.0)27.5 23.7 5.2 18.5 
Reinvested distributionsReinvested distributions3.5 3.2 0.3 Reinvested distributions2.0 1.8 0.2 2.6 2.4 0.2 
Market gains and lossesMarket gains and losses(278.3)(254.3)(24.0)Market gains and losses108.4 99.3 9.1 (223.2)(206.9)(16.3)
Foreign currency translationForeign currency translation(40.7)(15.8)(24.9)Foreign currency translation(4.9)(0.9)(4.0)(23.6)(8.4)(15.2)
September 30, 20221,323.3 834.0 489.3 
December 31, 20201,349.9 947.1 402.8 
Long-term inflows326.3 232.0 94.3 
Long-term outflows(257.4)(199.5)(57.9)
Net long-term flows68.9 32.5 36.4 
Net flows in non-management fee earning AUM8.1 7.5 0.6 
Net flows in money market funds29.7 3.6 26.1 
Total net flows106.7 43.6 63.1 
Reinvested distributions2.6 2.4 0.2 
Market gains and losses75.6 59.0 16.6 
Foreign currency translation(6.2)(0.5)(5.7)
September 30, 20211,528.6 1,051.6 477.0 
Ending Assets (June 30)Ending Assets (June 30)1,538.2 968.5 569.7 1,390.4 898.8 491.6 
________
See accompanying notes immediately following these AUM tables.
23

Table of Contents
Total AUM by Client Domicile (2)

Three months ended June 30,
20232022
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
Beginning Assets (March 31)1,483.0 1,055.7 228.6 198.7 1,555.9 1,091.5 239.8 224.6 
Long-term inflows71.3 35.9 19.1 16.3 81.4 49.0 15.4 17.0 
Long-term outflows(73.3)(38.9)(17.6)(16.8)(88.2)(52.9)(15.3)(20.0)
Net long-term flows(2.0)(3.0)1.5 (0.5)(6.8)(3.9)0.1 (3.0)
Net flows in non-management fee earning AUM1.1 0.4 0.3 0.4 (2.0)(2.5)0.9 (0.4)
Net flows in money market funds15.4 14.5 0.6 0.3 3.5 4.0 (0.4)(0.1)
Total net flows14.5 11.9 2.4 0.2 (5.3)(2.4)0.6 (3.5)
Reinvested distributions1.0 1.0 — — 1.8 1.7 — 0.1 
Market gains and losses46.5 43.7 (0.1)2.9 (142.3)(116.3)(3.5)(22.5)
Foreign currency translation(6.8)0.5 (9.0)1.7 (19.7)(1.0)(12.5)(6.2)
Ending Assets (June 30)1,538.2 1,112.8 221.9 203.5 1,390.4 973.5 224.4 192.5 

Six months ended June 30,
20232022
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
Beginning Assets (December 31)1,409.2 999.4 223.5 186.3 1,610.9 1,132.5 247.3 231.1 
Long-term inflows150.7 78.0 38.2 34.5 187.7 110.5 36.8 40.4 
Long-term outflows(149.8)(80.3)(36.7)(32.8)(177.3)(106.5)(31.1)(39.7)
Net long-term flows0.9 (2.3)1.5 1.7 10.4 4.0 5.7 0.7 
Net flows in non-management fee earning AUM(0.5)0.9 (1.0)(0.4)(3.0)(4.7)0.8 0.9 
Net flows in money market funds23.1 20.9 1.9 0.3 16.3 16.4 0.8 (0.9)
Total net flows23.5 19.5 2.4 1.6 23.7 15.7 7.3 0.7 
Reinvested distributions2.0 2.0 — — 2.6 2.5 — 0.1 
Market gains and losses108.4 91.3 5.2 11.9 (223.2)(176.3)(15.9)(31.0)
Foreign currency translation(4.9)0.6 (9.2)3.7 (23.6)(0.9)(14.3)(8.4)
Ending Assets (June 30)1,538.2 1,112.8 221.9 203.5 1,390.4 973.5 224.4 192.5 
________
See accompanying notes immediately following these AUM tables.
24

Table of Contents



Total AUM by Asset Class
(3)
Three Months Ended June 30,
20232022
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
Beginning Assets (March 31)1,483.0 695.7 321.8 67.9 211.5 186.1 1,555.9 780.0 323.9 79.5 162.0 210.5 
Long-term inflows71.3 36.2 25.3 3.9 — 5.9 81.4 35.9 29.1 3.1 — 13.3 
Long-term outflows(73.3)(34.3)(24.3)(5.4)— (9.3)(88.2)(43.6)(24.3)(5.4)— (14.9)
Net long-term flows(2.0)1.9 1.0 (1.5)— (3.4)(6.8)(7.7)4.8 (2.3)— (1.6)
Net flows in non-management fee earning AUM1.1 1.2 (0.1)— — — (2.0)0.2 (2.2)— — — 
Net flows in money market funds15.4 — — — 15.4 — 3.5 — — — 3.5 — 
Total net flows14.5 3.1 0.9 (1.5)15.4 (3.4)(5.3)(7.5)2.6 (2.3)3.5 (1.6)
Reinvested distributions1.0 0.2 0.4 0.1 0.1 0.2 1.8 1.0 0.4 0.1 — 0.3 
Market gains and losses46.5 48.5 (0.2)(1.1)— (0.7)(142.3)(121.9)(11.6)(1.8)0.6 (7.6)
Foreign currency translation(6.8)(0.4)(3.9)(1.2)(1.3)— (19.7)(6.8)(6.2)(2.6)(2.1)(2.0)
Ending Assets (June 30)1,538.2 747.1 319.0 64.2 225.7 182.2 1,390.4 644.8 309.1 72.9 164.0 199.6 
Average AUM1,494.9 706.9 321.0 65.7 217.9 183.4 1,457.2 701.9 313.4 74.0 159.7 208.2 
% of total average AUM100.0 %47.3 %21.5 %4.4 %14.5 %12.3 %100.0 %48.2 %21.5 %5.0 %11.0 %14.3 %


Six Months Ended June 30,
20232022
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
Beginning Assets (December 31)1,409.2 637.0 313.7 67.1 203.5 187.9 1,610.9 841.6 334.8 88.6 148.8 197.1 
Long-term inflows150.7 75.6 53.9 7.2 — 14.0 187.7 86.5 58.5 8.6 — 34.1 
Long-term outflows(149.8)(68.9)(50.4)(10.1)— (20.4)(177.3)(88.6)(48.9)(11.7)— (28.1)
Net long-term flows0.9 6.7 3.5 (2.9)— (6.4)10.4 (2.1)9.6 (3.1)— 6.0 
Net flows in non-management fee earning AUM(0.5)(1.5)1.0 — — — (3.0)0.6 (3.6)— — — 
Net flows in money market funds23.1 — — — 23.1 — 16.3 — — — 16.3 — 
Total net flows23.5 5.2 4.5 (2.9)23.1 (6.4)23.7 (1.5)6.0 (3.1)16.3 6.0 
Reinvested distributions2.0 0.4 0.8 0.3 0.1 0.4 2.6 1.2 0.7 0.2 — 0.5 
Market gains and losses108.4 104.1 3.7 0.6 0.1 (0.1)(223.2)(188.4)(24.3)(10.1)1.0 (1.4)
Foreign currency translation(4.9)0.4 (3.7)(0.9)(1.1)0.4 (23.6)(8.1)(8.1)(2.7)(2.1)(2.6)
Ending Assets (June 30)1,538.2 747.1 319.0 64.2 225.7 182.2 1,390.4 644.8 309.1 72.9 164.0 199.6 
Average AUM1,478.9 690.4 319.5 67.2 215.8 186.0 1,501.2 739.3 320.6 78.8 157.1 205.4 
% of total average AUM100.0 %46.7 %21.6 %4.5 %14.6 %12.6 %100.0 %49.2 %21.4 %5.2 %10.5 %13.7 %

________


See accompanying notes immediately following these AUM tables.
2925


Table of Contents

Active AUM by Channel (1)

As of and for the Three Months Ended September 30, 2022 and 2021:
Three months ended June 30,
20232022
$ in billions$ in billionsTotalRetailInstitutional$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
June 30, 2022957.9 509.0 448.9 
Beginning Assets (March 31)Beginning Assets (March 31)1,005.2 495.6 509.6 1,042.7 581.9 460.8 
Long-term inflowsLong-term inflows44.5 23.6 20.9 Long-term inflows40.1 25.0 15.1 48.8 30.9 17.9 
Long-term outflowsLong-term outflows(51.8)(35.8)(16.0)Long-term outflows(48.5)(30.9)(17.6)(60.1)(43.8)(16.3)
Net long-term flowsNet long-term flows(7.3)(12.2)4.9 Net long-term flows(8.4)(5.9)(2.5)(11.3)(12.9)1.6 
Net flows in money market fundsNet flows in money market funds10.0 (1.0)11.0 Net flows in money market funds15.4 (0.1)15.5 3.5 0.4 3.1 
Total net flowsTotal net flows2.7 (13.2)15.9 Total net flows7.0 (6.0)13.0 (7.8)(12.5)4.7 
Reinvested distributionsReinvested distributions0.9 0.8 0.1 Reinvested distributions1.0 0.9 0.1 1.8 1.7 0.1 
Market gains and lossesMarket gains and losses(32.0)(27.1)(4.9)Market gains and losses9.9 9.8 0.1 (61.6)(55.5)(6.1)
Foreign currency translationForeign currency translation(15.4)(6.7)(8.7)Foreign currency translation(6.5)(2.0)(4.5)(17.2)(6.6)(10.6)
September 30, 2022914.1 462.8 451.3 
Ending Assets (June 30)Ending Assets (June 30)1,016.6 498.3 518.3 957.9 509.0 448.9 
June 30, 20211,066.0 649.3 416.7 
Long-term inflows60.3 35.5 24.8 
Long-term outflows(53.5)(37.9)(15.6)
Net long-term flows6.8 (2.4)9.2 
Net flows in money market funds2.6 (0.4)3.0 
Total net flows9.4 (2.8)12.2 
Reinvested distributions0.8 0.8 — 
Market gains and losses(13.1)(13.8)0.7 
Foreign currency translation(3.1)(1.3)(1.8)
September 30, 20211,060.0 632.2 427.8 
















30


As of and for the Nine Months Ended September 30, 2022 and 2021:
Six months ended June 30,
20232022
$ in billions$ in billionsTotalRetailInstitutional$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
December 31, 20211,082.5 631.7 450.8 
Beginning Assets (December 31)Beginning Assets (December 31)976.2 482.1 494.1 1,082.5 631.7 450.8 
Long-term inflowsLong-term inflows155.0 91.6 63.4 Long-term inflows87.0 51.3 35.7 110.5 68.0 42.5 
Long-term outflowsLong-term outflows(172.8)(123.0)(49.8)Long-term outflows(97.9)(63.9)(34.0)(121.0)(87.2)(33.8)
Net long-term flowsNet long-term flows(17.8)(31.4)13.6 Net long-term flows(10.9)(12.6)1.7 (10.5)(19.2)8.7 
Net flows in money market fundsNet flows in money market funds26.3 1.5 24.8 Net flows in money market funds23.1 1.1 22.0 16.3 2.5 13.8 
Total net flowsTotal net flows8.5 (29.9)38.4 Total net flows12.2 (11.5)23.7 5.8 (16.7)22.5 
Reinvested distributionsReinvested distributions3.5 3.2 0.3 Reinvested distributions2.0 1.8 0.2 2.6 2.4 0.2 
Market gains and lossesMarket gains and losses(143.6)(128.0)(15.6)Market gains and losses30.8 26.9 3.9 (111.6)(100.9)(10.7)
Foreign currency translationForeign currency translation(36.8)(14.2)(22.6)Foreign currency translation(4.6)(1.0)(3.6)(21.4)(7.5)(13.9)
September 30, 2022914.1 462.8 451.3 
December 31, 2020979.3 601.1 378.2 
Long-term inflows197.7 129.3 68.4 
Long-term outflows(181.3)(127.8)(53.5)
Net long-term flows16.4 1.5 14.9 
Net flows in money market funds29.7 3.6 26.1 
Total net flows46.1 5.1 41.0 
Reinvested distributions2.6 2.4 0.2 
Market gains and losses36.4 23.7 12.7 
Foreign currency translation(4.4)(0.1)(4.3)
September 30, 20211,060.0 632.2 427.8 
Ending Assets (June 30)Ending Assets (June 30)1,016.6 498.3 518.3 957.9 509.0 448.9 
________
See accompanying notes immediately following these AUM tables.


























3126

Table of Contents

Active AUM by Client Domicile (2)
Three months ended June 30,
20232022
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
Beginning Assets (March 31)1,005.2 688.7 195.1 121.4 1,042.7 703.2 202.3 137.2 
Long-term inflows40.1 17.7 16.0 6.4 48.8 28.7 13.8 6.3 
Long-term outflows(48.5)(26.7)(15.0)(6.8)(60.1)(36.3)(13.2)(10.6)
Net long-term flows(8.4)(9.0)1.0 (0.4)(11.3)(7.6)0.6 (4.3)
Net flows in non-management fee earning AUM— — — — — — 0.1 (0.1)
Net flows in money market funds15.4 14.5 0.6 0.3 3.5 4.0 (0.4)(0.1)
Total net flows7.0 5.5 1.6 (0.1)(7.8)(3.6)0.3 (4.5)
Reinvested distributions1.0 1.0 — — 1.8 1.7 — 0.1 
Market gains and losses9.9 10.9 (1.0)— (61.6)(51.2)(0.9)(9.5)
Foreign currency translation(6.5)0.5 (8.6)1.6 (17.2)(1.0)(10.4)(5.8)
Ending Assets (June 30)1,016.6 706.6 187.1 122.9 957.9 649.1 191.3 117.5 


Six months ended June 30,
20232022
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
Beginning Assets (December 31)976.2 670.8 191.0 114.4 1,082.5 724.5 208.8 149.2 
Long-term inflows87.0 39.4 32.8 14.8 110.5 63.2 33.6 13.7 
Long-term outflows(97.9)(53.9)(30.8)(13.2)(121.0)(71.8)(27.9)(21.3)
Net long-term flows(10.9)(14.5)2.0 1.6 (10.5)(8.6)5.7 (7.6)
Net flows in non-management fee earning AUM— — — — — — 0.1 (0.1)
Net flows in money market funds23.1 20.9 1.9 0.3 16.3 16.4 0.8 (0.9)
Total net flows12.2 6.4 3.9 1.9 5.8 7.8 6.6 (8.6)
Reinvested distributions2.0 2.0 — — 2.6 2.5 — 0.1 
Market gains and losses30.8 26.8 0.7 3.3 (111.6)(84.8)(11.4)(15.4)
Foreign currency translation(4.6)0.6 (8.5)3.3 (21.4)(0.9)(12.7)(7.8)
Ending Assets (June 30)1,016.6 706.6 187.1 122.9 957.9 649.1 191.3 117.5 
________
See accompanying notes immediately following these AUM tables.
27

Table of Contents
Active AUM by Asset Class (3)

Three months ended June 30,
20232022
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
Beginning Assets (March 31)1,005.2 294.3 276.7 67.1 211.5 155.6 1,042.7 347.9 283.3 78.5 162.0 171.0 
Long-term inflows40.1 12.4 20.6 3.9 — 3.2 48.8 13.7 23.8 3.1 — 8.2 
Long-term outflows(48.5)(16.9)(20.0)(5.4)— (6.2)(60.1)(24.5)(21.6)(5.4)— (8.6)
Net long-term flows(8.4)(4.5)0.6 (1.5)— (3.0)(11.3)(10.8)2.2 (2.3)— (0.4)
Net flows in non-management fee earning AUM— (0.1)0.1 — — — — — — — — — 
Net flows in money market funds15.4 — — — 15.4 — 3.5 — — — 3.5 — 
Total net flows7.0 (4.6)0.7 (1.5)15.4 (3.0)(7.8)(10.8)2.2 (2.3)3.5 (0.4)
Reinvested distributions1.0 0.2 0.4 0.1 0.1 0.2 1.8 1.0 0.4 0.1 — 0.3 
Market gains and losses9.9 10.9 0.1 (1.1)— — (61.6)(45.5)(9.6)(1.7)0.6 (5.4)
Foreign currency translation(6.5)(0.2)(3.9)(1.2)(1.3)0.1 (17.2)(5.1)(5.7)(2.6)(2.1)(1.7)
Ending Assets (June 30)1,016.6 300.6 274.0 63.4 225.7 152.9 957.9 287.5 270.6 72.0 164.0 163.8 
Average AUM1,006.1 294.6 275.9 64.9 217.9 152.8 989.2 313.1 274.4 73.1 159.7 168.9 
% of total average AUM100.0 %29.3 %27.4 %6.4 %21.7 %15.2 %100.0 %31.7 %27.7 %7.4 %16.1 %17.1 %

Six months ended June 30,
20232022
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
Beginning Assets (December 31)976.2 277.5 273.0 66.3 203.5 155.9 1,082.5 389.6 293.1 87.4 148.8 163.6 
Long-term inflows87.0 27.4 43.8 7.2 — 8.6 110.5 32.8 48.3 8.6 — 20.8 
Long-term outflows(97.9)(32.3)(43.5)(10.1)— (12.0)(121.0)(48.7)(43.6)(11.6)— (17.1)
Net long-term flows(10.9)(4.9)0.3 (2.9)— (3.4)(10.5)(15.9)4.7 (3.0)— 3.7 
Net flows in non-management fee earning AUM— (0.1)0.1 — — — — — — — — — 
Net flows in money market funds23.1 — — — 23.1 — 16.3 — — — 16.3 — 
Total net flows12.2 (5.0)0.4 (2.9)23.1 (3.4)5.8 (15.9)4.7 (3.0)16.3 3.7 
Reinvested distributions2.0 0.4 0.8 0.3 0.1 0.4 2.6 1.2 0.7 0.2 — 0.5 
Market gains and losses30.8 27.0 3.6 0.6 0.1 (0.5)(111.6)(80.7)(20.3)(9.9)1.0 (1.7)
Foreign currency translation(4.6)0.7 (3.8)(0.9)(1.1)0.5 (21.4)(6.7)(7.6)(2.7)(2.1)(2.3)
Ending Assets (June 30)1,016.6 300.6 274.0 63.4 225.7 152.9 957.9 287.5 270.6 72.0 164.0 163.8 
Average AUM1,004.0 292.0 275.1 66.4 215.8 154.7 1,019.6 335.9 280.8 77.7 157.1 168.1 
% of total average AUM100.0 %29.1 %27.4 %6.6 %21.5 %15.4 %100.0 %32.9 %27.5 %7.7 %15.4 %16.5 %
_________
See accompanying notes immediately following these AUM tables.
28

Table of Contents

Passive AUM by Channel (1)

As of and for the Three Months Ended September 30, 2022 and 2021:
Three months ended June 30,
20232022
$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
Beginning Assets (March 31)477.8 429.3 48.5 513.2 462.8 50.4 
Long-term inflows31.2 29.4 1.8 32.6 31.5 1.1 
Long-term outflows(24.8)(23.3)(1.5)(28.1)(26.9)(1.2)
Net long-term flows6.4 6.1 0.3 4.5 4.6 (0.1)
Net flows in non-management fee earning AUM1.1 1.1 — (2.0)0.2 (2.2)
Total net flows7.5 7.2 0.3 2.5 4.8 (2.3)
Market gains and losses36.6 33.8 2.8 (80.7)(77.1)(3.6)
Foreign currency translation(0.3)(0.1)(0.2)(2.5)(0.7)(1.8)
Ending Assets (June 30)521.6 470.2 51.4 432.5 389.8 42.7 
$ in billionsTotalRetailInstitutional
June 30, 2022432.5 389.8 42.7 
Long-term inflows24.2 23.7 0.5 
Long-term outflows(24.6)(23.1)(1.5)
Net long-term flows(0.4)0.6 (1.0)
Net flows in non-management fee earning AUM1.9 1.8 0.1 
Total net flows1.5 2.4 (0.9)
Market gains and losses(23.1)(20.3)(2.8)
Foreign currency translation(1.7)(0.7)(1.0)
September 30, 2022409.2 371.2 38.0 
June 30, 2021459.0 411.4 47.6 
Long-term inflows31.4 26.8 4.6 
Long-term outflows(24.9)(22.6)(2.3)
Net long-term flows6.5 4.2 2.3 
Net flows in non-management fee earning AUM5.5 5.7 (0.2)
Total net flows12.0 9.9 2.1 
Market gains and losses(1.5)(1.7)0.2 
Foreign currency translation(0.9)(0.2)(0.7)
September 30, 2021468.6 419.4 49.2 

Six months ended June 30,
20232022
$ in billionsTotalRetailInstitutionalTotalRetailInstitutional
Beginning Assets (December 31)433.0 390.2 42.8 528.4 474.8 53.6 
Long-term inflows63.7 57.9 5.8 77.2 75.5 1.7 
Long-term outflows(51.9)(48.8)(3.1)(56.3)(54.2)(2.1)
Net long-term flows11.8 9.1 2.7 20.9 21.3 (0.4)
Net flows in non-management fee earning AUM(0.5)(1.6)1.1 (3.0)0.6 (3.6)
Total net flows11.3 7.5 3.8 17.9 21.9 (4.0)
Market gains and losses77.6 72.4 5.2 (111.6)(106.0)(5.6)
Foreign currency translation(0.3)0.1 (0.4)(2.2)(0.9)(1.3)
Ending Assets (June 30)521.6 470.2 51.4 432.5 389.8 42.7 


















32


As of and for the Nine Months Ended September 30, 2022 and 2021:
$ in billionsTotalRetailInstitutional
December 31, 2021528.4 474.8 53.6 
Long-term inflows101.4 99.2 2.2 
Long-term outflows(80.9)(77.3)(3.6)
Net long-term flows20.5 21.9 (1.4)
Net flows in non-management fee earning AUM(1.1)2.4 (3.5)
Total net flows19.4 24.3 (4.9)
Market gains and losses(134.7)(126.3)(8.4)
Foreign currency translation(3.9)(1.6)(2.3)
September 30, 2022409.2 371.2 38.0 
December 31, 2020370.6 346.0 24.6 
Long-term inflows128.6 102.7 25.9 
Long-term outflows(76.1)(71.7)(4.4)
Net long-term flows52.5 31.0 21.5 
Net flows in non-management fee earning AUM8.1 7.5 0.6 
Total net flows60.6 38.5 22.1 
Market gains and losses39.2 35.3 3.9 
Foreign currency translation(1.8)(0.4)(1.4)
September 30, 2021468.6 419.4 49.2 
____________
See accompanying notes immediately following these AUM tables.

















33



Total AUM by Asset Class (2)

As of and for the Three Months Ended September 30, 2022 and 2021:
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
June 30, 20221,390.4 644.8 309.1 72.9 164.0 199.6 
Long-term inflows68.7 25.0 30.4 3.2 — 10.1 
Long-term outflows(76.4)(32.4)(23.9)(4.7)— (15.4)
Net long-term flows(7.7)(7.4)6.5 (1.5)— (5.3)
Net flows in non-management fee earning AUM1.9 1.8 0.1 — — — 
Net flows in money market funds10.0 — 0.3 — 9.7 — 
Total net flows4.2 (5.6)6.9 (1.5)9.7 (5.3)
Reinvested distributions0.9 0.2 0.4 0.1 — 0.2 
Market gains and losses(55.1)(36.1)(7.0)(5.2)0.2 (7.0)
Foreign currency translation(17.1)(5.8)(5.1)(2.7)(1.8)(1.7)
September 30, 20221,323.3 597.5 304.3 63.6 172.1 185.8 
Average AUM1,416.2 669.5 311.4 69.9 168.8 196.6 
% of total average AUM100.0 %47.3 %22.0 %4.9 %11.9 %13.9 %
June 30, 20211,525.0 795.5 317.6 88.5 135.7 187.7 
Long-term inflows91.7 41.8 27.3 9.5 — 13.1 
Long-term outflows(78.4)(42.8)(16.3)(8.5)— (10.8)
Net long-term flows13.3 (1.0)11.0 1.0 — 2.3 
Net flows in non-management fee earning AUM5.5 5.8 (0.3)— — — 
Net flows in money market funds2.6 — — — 2.6 — 
Total net flows21.4 4.8 10.7 1.0 2.6 2.3 
Reinvested distributions0.8 0.2 0.3 0.1 — 0.2 
Market gains and losses(14.6)(12.1)(1.0)(3.7)0.3 1.9 
Foreign currency translation(4.0)(2.1)(0.7)(0.4)(0.1)(0.7)
September 30, 20211,528.6 786.3 326.9 85.5 138.5 191.4 
Average AUM1,540.5 805.8 322.6 85.7 135.2 191.2 
% of total average AUM100.0 %52.3 %20.9 %5.6 %8.8 %12.4 %











34



As of and for the Nine Months Ended September 30, 2022 and 2021:
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
December 31, 20211,610.9 841.6 334.8 88.6 148.8 197.1 
Long-term inflows256.4 111.5 88.9 11.8 — 44.2 
Long-term outflows(253.7)(121.0)(72.8)(16.4)— (43.5)
Net long-term flows2.7 (9.5)16.1 (4.6)— 0.7 
Net flows in non-management fee earning AUM(1.1)2.4 (3.5)— — — 
Net flows in money market funds26.3 — 0.3 — 26.0 — 
Total net flows27.9 (7.1)12.9 (4.6)26.0 0.7 
Reinvested distributions3.5 1.4 1.1 0.3 — 0.7 
Market gains and losses(278.3)(224.5)(31.3)(15.3)1.2 (8.4)
Foreign currency translation(40.7)(13.9)(13.2)(5.4)(3.9)(4.3)
September 30, 20221,323.3 597.5 304.3 63.6 172.1 185.8 
Average AUM1,472.8 716.0 317.5 75.8 161.0 202.5 
% of total average AUM100.0 %48.6 %21.6 %5.2 %10.9 %13.7 %
December 31, 20201,349.9 689.6 296.4 78.9 108.5 176.5 
Long-term inflows326.3 158.6 86.5 40.9 — 40.3 
Long-term outflows(257.4)(134.8)(54.3)(34.4)— (33.9)
Net long-term flows68.9 23.8 32.2 6.5 — 6.4 
Net flows in non-management fee earning AUM8.1 7.8 0.3 — — — 
Net flows in money market funds29.7 — — — 29.7 — 
Total net flows106.7 31.6 32.5 6.5 29.7 6.4 
Reinvested distributions2.6 0.6 1.1 0.3 — 0.6 
Market gains and losses75.6 67.3 (0.9)(0.2)0.1 9.3 
Foreign currency translation(6.2)(2.8)(2.2)— 0.2 (1.4)
September 30, 20211,528.6 786.3 326.9 85.5 138.5 191.4 
Average AUM1,471.9 762.5 311.5 86.4 126.2 185.3 
% of total average AUM100.0 %51.8 %21.1 %5.9 %8.6 %12.6 %
________
See accompanying notes immediately following these AUM tables.
35



Active AUM by Asset Class (2)

As of and for the Three Months Ended September 30, 2022 and 2021:

$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
June 30, 2022957.9 287.5 270.6 72.0 164.0 163.8 
Long-term inflows44.5 10.4 25.2 3.2 — 5.7 
Long-term outflows(51.8)(16.9)(21.5)(4.7)— (8.7)
Net long-term flows(7.3)(6.5)3.7 (1.5)— (3.0)
Net flows in money market funds10.0 — 0.3 — 9.7 — 
Total net flows2.7 (6.5)4.0 (1.5)9.7 (3.0)
Reinvested distributions0.9 0.2 0.4 0.1 — 0.2 
Market gains and losses(32.0)(16.5)(5.6)(5.1)0.2 (5.0)
Foreign currency translation(15.4)(4.7)(4.7)(2.7)(1.8)(1.5)
September 30, 2022914.1 260.0 264.7 62.8 172.1 154.5 
Average AUM961.6 290.7 271.7 69.0 168.8 161.4 
% of total average AUM100.0 %30.2 %28.3 %7.1 %17.6 %16.8 %
June 30, 20211,066.0 412.0 274.6 87.4 135.7 156.3 
Long-term inflows60.3 16.0 25.0 9.5 — 9.8 
Long-term outflows(53.5)(23.0)(14.0)(8.5)— (8.0)
Net long-term flows6.8 (7.0)11.0 1.0 — 1.8 
Net flows in money market funds2.6 — — — 2.6 — 
Total net flows9.4 (7.0)11.0 1.0 2.6 1.8 
Reinvested distributions0.8 0.2 0.3 0.1 — 0.2 
Market gains and losses(13.1)(10.8)(0.7)(3.7)0.3 1.8 
Foreign currency translation(3.1)(1.5)(0.5)(0.4)(0.1)(0.6)
September 30, 20211,060.0 392.9 284.7 84.4 138.5 159.5 
Average AUM1,065.6 406.4 280.0 84.6 135.2 159.4 
% of total average AUM100.0 %38.1 %26.3 %7.9 %12.7 %15.0 %













36


As of and for the Nine Months Ended September 30, 2022 and 2021:
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
December 31, 20211,082.5 389.6 293.1 87.4 148.8 163.6 
Long-term inflows155.0 43.2 73.5 11.8 — 26.5 
Long-term outflows(172.8)(65.6)(65.1)(16.3)— (25.8)
Net long-term flows(17.8)(22.4)8.4 (4.5)— 0.7 
Net flows in money market funds26.3 — 0.3 — 26.0 — 
Total net flows8.5 (22.4)8.7 (4.5)26.0 0.7 
Reinvested distributions3.5 1.4 1.1 0.3 — 0.7 
Market gains and losses(143.6)(97.2)(25.9)(15.0)1.2 (6.7)
Foreign currency translation(36.8)(11.4)(12.3)(5.4)(3.9)(3.8)
September 30, 2022914.1 260.0 264.7 62.8 172.1 154.5 
Average AUM1,000.3 320.8 277.7 75.0 161.0 165.8 
% of total average AUM100.0 %32.1 %27.8 %7.4 %16.1 %16.6 %
December 31, 2020979.3 383.2 259.4 77.9 108.5 150.3 
Long-term inflows197.7 55.9 74.8 40.8 — 26.2 
Long-term outflows(181.3)(73.0)(48.5)(34.4)— (25.4)
Net long-term flows16.4 (17.1)26.3 6.4 — 0.8 
Net flows in non-management fee earning AUM— — (0.1)0.1 — — 
Net flows in money market funds29.7 — — — 29.7 — 
Total net flows46.1 (17.1)26.2 6.5 29.7 0.8 
Reinvested distributions2.6 0.6 1.1 0.3 — 0.6 
Market gains and losses36.4 27.9 (0.2)(0.3)0.1 8.9 
Foreign currency translation(4.4)(1.7)(1.8)— 0.2 (1.1)
September 30, 20211,060.0 392.9 284.7 84.4 138.5 159.5 
Average AUM1,041.0 403.1 270.9 85.3 126.2 155.5 
% of total average AUM100.0 %38.7 %26.0 %8.3 %12.1 %14.9 %
________
See accompanying notes immediately following these AUM tables.












37



Passive AUM by Asset Class (2)

As of and for the Three Months Ended September 30, 2022 and 2021:

$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
June 30, 2022432.5 357.3 38.5 0.9 — 35.8 
Long-term inflows24.2 14.6 5.2 — — 4.4 
Long-term outflows(24.6)(15.5)(2.4)— — (6.7)
Net long-term flows(0.4)(0.9)2.8 — — (2.3)
Net flows in non-management fee earning AUM1.9 1.8 0.1 — — — 
Total net flows1.5 0.9 2.9 — — (2.3)
Market gains and losses(23.1)(19.6)(1.4)(0.1)— (2.0)
Foreign currency translation(1.7)(1.1)(0.4)— — (0.2)
September 30, 2022409.2 337.5 39.6 0.8 — 31.3 
Average AUM454.6 378.8 39.7 0.9 — 35.2 
% of total average AUM100.0 %83.3 %8.7 %0.3 %— %7.7 %
June 30, 2021459.0 383.5 43.0 1.1 — 31.4 
Long-term inflows31.4 25.8 2.3 — — 3.3 
Long-term outflows(24.9)(19.8)(2.3)— — (2.8)
Net long-term flows6.5 6.0 — — — 0.5 
Net flows in non-management fee earning AUM5.5 5.8 (0.3)— — — 
Total net flows12.0 11.8 (0.3)— — 0.5 
Market gains and losses(1.5)(1.3)(0.3)— — 0.1 
Foreign currency translation(0.9)(0.6)(0.2)— — (0.1)
September 30, 2021468.6 393.4 42.2 1.1 — 31.9 
Average AUM474.9 399.4 42.6 1.1 — 31.8 
% of total average AUM100.0 %84.1 %9.0 %0.2 %— %6.7 %














38



As of and for the Nine Months Ended September 30, 2022 and 2021:
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternatives
December 31, 2021528.4 452.0 41.7 1.2 — 33.5 
Long-term inflows101.4 68.3 15.4 — — 17.7 
Long-term outflows(80.9)(55.4)(7.7)(0.1)— (17.7)
Net long-term flows20.5 12.9 7.7 (0.1)— — 
Net flows in non-management fee earning AUM(1.1)2.4 (3.5)— — — 
Total net flows19.4 15.3 4.2 (0.1)— — 
Market gains and losses(134.7)(127.3)(5.4)(0.3)— (1.7)
Foreign currency translation(3.9)(2.5)(0.9)— — (0.5)
September 30, 2022409.2 337.5 39.6 0.8 — 31.3 
Average AUM472.5 395.2 39.8 0.9 — 36.6 
% of total average AUM100.0 %83.6 %8.4 %0.2 %— %7.8 %
December 31, 2020370.6 306.4 37.0 1.0 — 26.2 
Long-term inflows128.6 102.7 11.7 0.1 — 14.1 
Long-term outflows(76.1)(61.8)(5.8)— — (8.5)
Net long-term flows52.5 40.9 5.9 0.1 — 5.6 
Net flows in non-management fee earning AUM8.1 7.8 0.4 (0.1)— — 
Total net flows60.6 48.7 6.3 — — 5.6 
Market gains and losses39.2 39.4 (0.7)0.1 — 0.4 
Foreign currency translation(1.8)(1.1)(0.4)— — (0.3)
September 30, 2021468.6 393.4 42.2 1.1 — 31.9 
Average AUM430.9 359.4 40.6 1.1 — 29.8 
% of total average AUM100.0 %83.4 %9.4 %0.3 %— %6.9 %
________
See accompanying notes immediately following these AUM tables.
39



Total AUM by Client Domicile (3)

As of and for the Three Months Ended September 30, 2022 and 2021:

$ in billionsTotalAmericasAsia Pacific
EMEA(4)
June 30, 20221,390.4 973.5 224.4 192.5 
Long-term inflows68.7 34.8 20.1 13.8 
Long-term outflows(76.4)(44.7)(15.0)(16.7)
Net long-term flows(7.7)(9.9)5.1 (2.9)
Net flows in non-management fee earning AUM1.9 2.8 0.6 (1.5)
Net flows in money market funds10.0 10.9 (0.4)(0.5)
Total net flows4.2 3.8 5.3 (4.9)
Reinvested distributions0.9 0.8 — 0.1 
Market gains and losses(55.1)(35.9)(9.4)(9.8)
Foreign currency translation(17.1)(1.4)(10.0)(5.7)
September 30, 20221,323.3 940.8 210.3 172.2 
June 30, 20211,525.0 1,075.8 225.6 223.6 
Long-term inflows91.7 49.7 26.0 16.0 
Long-term outflows(78.4)(44.9)(16.7)(16.8)
Net long-term flows13.3 4.8 9.3 (0.8)
Net flows in non-management fee earning AUM5.5 4.6 0.9 — 
Net flows in money market funds2.6 2.7 (0.2)0.1 
Total net flows21.4 12.1 10.0 (0.7)
Reinvested distributions0.8 0.7 — 0.1 
Market gains and losses(14.6)(8.7)(4.2)(1.7)
Foreign currency translation(4.0)(0.7)(1.1)(2.2)
September 30, 20211,528.6 1,079.2 230.3 219.1 



























40


As of and for the Nine Months Ended September 30, 2022 and 2021:

$ in billionsTotalAmericasAsia Pacific
EMEA(4)
December 31, 20211,610.9 1,132.5 247.3 231.1 
Long-term inflows256.4 145.3 56.9 54.2 
Long-term outflows(253.7)(151.2)(46.1)(56.4)
Net long-term flows2.7 (5.9)10.8 (2.2)
Net flows in non-management fee earning AUM(1.1)(1.9)1.4 (0.6)
Net flows in money market funds26.3 27.3 0.4 (1.4)
Total net flows27.9 19.5 12.6 (4.2)
Reinvested distributions3.5 3.3 — 0.2 
Market gains and losses(278.3)(212.2)(25.3)(40.8)
Foreign currency translation(40.7)(2.3)(24.3)(14.1)
September 30, 20221,323.3 940.8 210.3 172.2 
December 31, 20201,349.9 959.9 171.3 218.7 
Long-term inflows326.3 163.6 107.8 54.9 
Long-term outflows(257.4)(143.8)(53.5)(60.1)
Net long-term flows68.9 19.8 54.3 (5.2)
Net flows in non-management fee earning AUM8.1 6.3 1.8 — 
Net flows in money market funds29.7 25.5 4.3 (0.1)
Total net flows106.7 51.6 60.4 (5.3)
Reinvested distributions2.6 2.3 0.1 0.2 
Market gains and losses75.6 65.5 2.3 7.8 
Foreign currency translation(6.2)(0.1)(3.8)(2.3)
September 30, 20211,528.6 1,079.2 230.3 219.1 


________
See accompanying notes immediately following these AUM tables.















41



Active AUM by Client Domicile (3)

As of and for the Three Months Ended September 30, 2022 and 2021:

$ in billionsTotalAmericasAsia Pacific
EMEA(4)
June 30, 2022957.9 649.1 191.3 117.5 
Long-term inflows44.5 20.6 18.9 5.0 
Long-term outflows(51.8)(31.1)(13.3)(7.4)
Net long-term flows(7.3)(10.5)5.6 (2.4)
Net flows in money market funds10.0 10.9 (0.4)(0.5)
Total net flows2.7 0.4 5.2 (2.9)
Reinvested distributions0.9 0.8 — 0.1 
Market gains and losses(32.0)(19.7)(6.8)(5.5)
Foreign currency translation(15.4)(1.3)(8.8)(5.3)
September 30, 2022914.1 629.3 180.9 103.9 
June 30, 20211,066.0 716.3 193.4 156.3 
Long-term inflows60.3 28.8 24.3 7.2 
Long-term outflows(53.5)(27.8)(15.2)(10.5)
Net long-term flows6.8 1.0 9.1 (3.3)
Net flows in money market funds2.6 2.7 (0.2)0.1 
Total net flows9.4 3.7 8.9 (3.2)
Reinvested distributions0.8 0.7 — 0.1 
Market gains and losses(13.1)(7.2)(4.4)(1.5)
Foreign currency translation(3.1)(0.7)(0.4)(2.0)
September 30, 20211,060.0 712.8 197.5 149.7 





























4229


Table of Contents

Passive AUM by Client Domicile
(2)

As of and for the Nine Months Ended September 30, 2022 and 2021:
Three months ended June 30,
20232022
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
Beginning Assets (March 31)477.8 367.0 33.5 77.3 513.2 388.3 37.5 87.4 
Long-term inflows31.2 18.2 3.1 9.9 32.6 20.3 1.6 10.7 
Long-term outflows(24.8)(12.2)(2.6)(10.0)(28.1)(16.6)(2.1)(9.4)
Net long-term flows6.4 6.0 0.5 (0.1)4.5 3.7 (0.5)1.3 
Net flows in non-management fee earning AUM1.1 0.4 0.3 0.4 (2.0)(2.5)0.8 (0.3)
Total net flows7.5 6.4 0.8 0.3 2.5 1.2 0.3 1.0 
Market gains and losses36.6 32.8 0.9 2.9 (80.7)(65.1)(2.6)(13.0)
Foreign currency translation(0.3)— (0.4)0.1 (2.5)— (2.1)(0.4)
Ending Assets (June 30)521.6 406.2 34.8 80.6 432.5 324.4 33.1 75.0 

Six months ended June 30,
20232022
$ in billions$ in billionsTotalAmericasAsia Pacific
EMEA(4)
$ in billionsTotalAmericasAPACEMEATotalAmericasAPACEMEA
December 31, 20211,082.5 724.5 208.8 149.2 
Beginning Assets (December 31)Beginning Assets (December 31)433.0 328.6 32.5 71.9 528.4 408.0 38.5 81.9 
Long-term inflowsLong-term inflows155.0 83.8 52.5 18.7 Long-term inflows63.7 38.6 5.4 19.7 77.2 47.3 3.2 26.7 
Long-term outflowsLong-term outflows(172.8)(102.9)(41.2)(28.7)Long-term outflows(51.9)(26.4)(5.9)(19.6)(56.3)(34.7)(3.2)(18.4)
Net long-term flowsNet long-term flows(17.8)(19.1)11.3 (10.0)Net long-term flows11.8 12.2 (0.5)0.1 20.9 12.6 — 8.3 
Net flows in non-management fee earning AUMNet flows in non-management fee earning AUM— — 0.1 (0.1)Net flows in non-management fee earning AUM(0.5)0.9 (1.0)(0.4)(3.0)(4.7)0.7 1.0 
Net flows in money market funds26.3 27.3 0.4 (1.4)
Total net flowsTotal net flows8.5 8.2 11.8 (11.5)Total net flows11.3 13.1 (1.5)(0.3)17.9 7.9 0.7 9.3 
Reinvested distributions3.5 3.3 — 0.2 
Market gains and lossesMarket gains and losses(143.6)(104.5)(18.2)(20.9)Market gains and losses77.6 64.5 4.5 8.6 (111.6)(91.5)(4.5)(15.6)
Foreign currency translationForeign currency translation(36.8)(2.2)(21.5)(13.1)Foreign currency translation(0.3)— (0.7)0.4 (2.2)— (1.6)(0.6)
September 30, 2022914.1 629.3 180.9 103.9 
December 31, 2020979.3 656.9 163.4 159.0 
Long-term inflows197.7 87.8 83.3 26.6 
Long-term outflows(181.3)(92.7)(50.2)(38.4)
Net long-term flows16.4 (4.9)33.1 (11.8)
Net flows in non-management fee earning AUM— (0.1)0.1 — 
Net flows in money market funds29.7 25.5 4.3 (0.1)
Total net flows46.1 20.5 37.5 (11.9)
Reinvested distributions2.6 2.3 0.1 0.2 
Market gains and losses36.4 33.2 (1.1)4.3 
Foreign currency translation(4.4)(0.1)(2.4)(1.9)
September 30, 20211060.0712.8197.5149.7
Ending Assets (June 30)Ending Assets (June 30)521.6 406.2 34.8 80.6 432.5 324.4 33.1 75.0 


_________________
See accompanying notes immediately following these AUM tables.

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Passive AUM by Client DomicileAsset Class (3)

As of and for the Three Months Ended September 30, 2022 and 2021:

Three months ended June 30,
20232022
$ in billions$ in billionsTotalAmericasAsia Pacific
EMEA(4)
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
June 30, 2022432.5 324.4 33.1 75.0 
Beginning Assets (March 31)Beginning Assets (March 31)477.8 401.4 45.1 0.8 — 30.5 513.2 432.1 40.6 1.0 — 39.5 
Long-term inflowsLong-term inflows24.2 14.2 1.2 8.8 Long-term inflows31.2 23.8 4.7 — — 2.7 32.6 22.2 5.3 — — 5.1 
Long-term outflowsLong-term outflows(24.6)(13.6)(1.7)(9.3)Long-term outflows(24.8)(17.4)(4.3)— — (3.1)(28.1)(19.1)(2.7)— — (6.3)
Net long-term flowsNet long-term flows(0.4)0.6 (0.5)(0.5)Net long-term flows6.4 6.4 0.4 — — (0.4)4.5 3.1 2.6 — — (1.2)
Net flows in non-management fee earning AUMNet flows in non-management fee earning AUM1.9 2.8 0.6 (1.5)Net flows in non-management fee earning AUM1.1 1.3 (0.2)— — — (2.0)0.2 (2.2)— — — 
Total net flowsTotal net flows1.5 3.4 0.1 (2.0)Total net flows7.5 7.7 0.2 — — (0.4)2.5 3.3 0.4 — — (1.2)
Market gains and lossesMarket gains and losses(23.1)(16.2)(2.6)(4.3)Market gains and losses36.6 37.6 (0.3)— — (0.7)(80.7)(76.4)(2.0)(0.1)— (2.2)
Foreign currency translationForeign currency translation(1.7)(0.1)(1.2)(0.4)Foreign currency translation(0.3)(0.2)— — — (0.1)(2.5)(1.7)(0.5)— — (0.3)
September 30, 2022409.2 311.5 29.4 68.3 
June 30, 2021459.0 359.5 32.2 67.3 
Long-term inflows31.4 20.9 1.7 8.8 
Long-term outflows(24.9)(17.1)(1.5)(6.3)
Net long-term flows6.5 3.8 0.2 2.5 
Net flows in non-management fee earning AUM5.5 4.6 0.9 — 
Total net flows12.0 8.4 1.1 2.5 
Market gains and losses(1.5)(1.5)0.2 (0.2)
Foreign currency translation(0.9)— (0.7)(0.2)
September 30, 2021468.6 366.4 32.8 69.4 
Ending Assets (June 30)Ending Assets (June 30)521.6 446.5 45.0 0.8 — 29.3 432.5 357.3 38.5 0.9 — 35.8 
Average AUMAverage AUM488.8 412.3 45.1 0.8 — 30.6 468.0 388.8 39.0 0.9 — 39.3 
% of total average AUM% of total average AUM100.0 %84.3 %9.2 %0.2 %— %6.3 %100.0 %83.1 %8.3 %0.2 %— %8.4 %



Six months ended June 30,
20232022
$ in billionsTotalEquityFixed IncomeBalancedMoney MarketAlternativesTotalEquityFixed IncomeBalancedMoney MarketAlternatives
Beginning Assets (December 31)433.0 359.5 40.7 0.8 — 32.0 528.4 452.0 41.7 1.2 — 33.5 
Long-term inflows63.7 48.2 10.1 — — 5.4 77.2 53.7 10.2 — — 13.3 
Long-term outflows(51.9)(36.6)(6.9)— — (8.4)(56.3)(39.9)(5.3)(0.1)— (11.0)
Net long-term flows11.8 11.6 3.2 — — (3.0)20.9 13.8 4.9 (0.1)— 2.3 
Net flows in non-management fee earning AUM(0.5)(1.4)0.9 — — — (3.0)0.6 (3.6)— — — 
Total net flows11.3 10.2 4.1 — — (3.0)17.9 14.4 1.3 (0.1)— 2.3 
Market gains and losses77.6 77.1 0.1 — — 0.4 (111.6)(107.7)(4.0)(0.2)— 0.3 
Foreign currency translation(0.3)(0.3)0.1 — — (0.1)(2.2)(1.4)(0.5)— — (0.3)
Ending Assets (June 30)521.6 446.5 45.0 0.8 — 29.3 432.5 357.3 38.5 0.9 — 35.8 
Average AUM474.9 398.4 44.4 0.8 — 31.3 481.6 403.4 39.8 1.0 — 37.4 
% of total average AUM100.0 %83.9 %9.3 %0.2 %— %6.6 %100.0 %83.8 %8.3 %0.1 %— %7.8 %
___________

















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As of and for(1) Channel refers to the Nine Months Ended September 30, 2022 and 2021:

$ in billionsTotalAmericasAsia Pacific
EMEA(4)
December 31, 2021528.4 408.0 38.5 81.9 
Long-term inflows101.4 61.5 4.4 35.5 
Long-term outflows(80.9)(48.3)(4.9)(27.7)
Net long-term flows20.5 13.2 (0.5)7.8 
Net flows in non-management fee earning AUM(1.1)(1.9)1.3 (0.5)
Total net flows19.4 11.3 0.8 7.3 
Market gains and losses(134.7)(107.7)(7.1)(19.9)
Foreign currency translation(3.9)(0.1)(2.8)(1.0)
September 30, 2022409.2 311.5 29.4 68.3 
December 31, 2020370.6 303.0 7.9 59.7 
Long-term inflows128.6 75.8 24.5 28.3 
Long-term outflows(76.1)(51.1)(3.3)(21.7)
Net long-term flows52.5 24.7 21.2 6.6 
Net flows in non-management fee earning AUM8.1 6.4 1.7 — 
Total net flows60.6 31.1 22.9 6.6 
Market gains and losses39.2 32.3 3.4 3.5 
Foreign currency translation(1.8)— (1.4)(0.4)
September 30, 2021468.6 366.4 32.8 69.4 
___________
(1)    The Channelinternal distribution channel from which the AUM tables reflectoriginated. Retail AUM aggregated based onrepresents AUM distributed by the company’s retail andsales team. Institutional AUM represents AUM distributed by our institutional distribution teams which originated the AUM.sales team. This aggregation is viewed as a proxy for presenting AUM in the retail and institutional markets in which the company operates.

(2) The Asset classes AUM tables reflect AUM aggregated based on the common type of underlying investments.

(3)    The Client domicile disclosure groups AUM tables reflect AUM aggregated based onby the domicile of the underlying clients.

(4) In the third quarter(3) Asset classes are descriptive groupings of 2022, UK is now presented as partAUM by common type of EMEA. EMEA includes UK net long-term outflows of $1.3 billion and $5.4 billion for the three and nine months ended September 30, 2022, respectively. Ending AUM of UK as of September 30, 2022 was $39.5 billion .


underlying investments.

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Results of Operations for the three and ninesix months ended SeptemberJune 30, 20222023 compared to the three and ninesix months ended SeptemberJune 30, 20212022

The discussion below includes the use of non-GAAP financial measures. See “Schedule of Non-GAAP Information” for additional details and reconciliations of the most directly comparable U.S. GAAP measures to the non-GAAP measures.

Operating Revenues and Net Revenues

The main categories of revenues, and the dollar and percentage change between the periods, are as follows:

VarianceVarianceThree months endedSix months ended
Three months ended September 30,2022 vs 2021Nine months ended September 30,2022 vs 2021June 30,VarianceJune 30,Variance
$ in millions$ in millions20222021$ Change% Change20222021$ Change% Change$ in millions20232022$ Change% Change20232022$ Change% Change
Investment management feesInvestment management fees1,057.3 1,275.5 (218.2)(17.1)%3,351.3 3,729.5 (378.2)(10.1)%Investment management fees1,033.5 1,113.5 (80.0)(7.2)%2,061.4 2,294.0 (232.6)(10.1)%
Service and distribution feesService and distribution fees340.2 409.1 (68.9)(16.8)%1,073.0 1,191.2 (118.2)(9.9)%Service and distribution fees342.3 353.8 (11.5)(3.3)%676.5 732.8 (56.3)(7.7)%
Performance feesPerformance fees3.0 4.8 (1.8)(37.5)%13.2 22.0(8.8)(40.0)%Performance fees19.6 9.2 10.4 113.0 %25.2 10.2 15.0 147.1 %
OtherOther45.2 60.6 (15.4)(25.4)%168.0 188.4 (20.4)(10.8)%Other47.4 53.9 (6.5)(12.1)%97.9 122.8 (24.9)(20.3)%
Total operating revenuesTotal operating revenues1,445.7 1,750.0 (304.3)(17.4)%4,605.5 5,131.1 (525.6)(10.2)%Total operating revenues1,442.8 1,530.4 (87.6)(5.7)%2,861.0 3,159.8 (298.8)(9.5)%
Revenue Adjustments:Revenue Adjustments:Revenue Adjustments:
Investment management feesInvestment management fees(185.5)(216.3)30.8 (14.2)%(584.5)(632.3)47.8 (7.6)%Investment management fees(195.4)(193.1)(2.3)1.2 %(385.2)(399.0)13.8 (3.5)%
Service and distribution feesService and distribution fees(232.1)(278.0)45.9 (16.5)%(730.1)(809.2)79.1 (9.8)%Service and distribution fees(230.9)(240.3)9.4 (3.9)%(456.2)(498.0)41.8 (8.4)%
OtherOther(33.7)(52.1)18.4 (35.3)%(124.3)(167.3)43.0 (25.7)%Other(36.2)(41.6)5.4 (13.0)%(76.2)(90.6)14.4 (15.9)%
Total Revenue Adjustments (1)
Total Revenue Adjustments (1)
(451.3)(546.4)95.1 (17.4)%(1,438.9)(1,608.8)169.9 (10.6)%
Total Revenue Adjustments (1)
(462.5)(475.0)12.5 (2.6)%(917.6)(987.6)70.0 (7.1)%
Invesco Great WallInvesco Great Wall104.6 118.7 (14.1)(11.9)%334.8 333.6 1.2 0.4 %Invesco Great Wall97.6 106.1 (8.5)(8.0)%198.1 230.2 (32.1)(13.9)%
CIPCIP11.6 11.2 0.4 3.6 %35.5 31.5 4.0 12.7 %CIP12.8 12.4 0.4 3.2 %25.1 23.9 1.2 5.0 %
Net revenues (2)
Net revenues (2)
1,110.6 1,333.5 (222.9)(16.7)%3,536.9 3,887.4 (350.5)(9.0)%
Net revenues (2)
1,090.7 1,173.9 (83.2)(7.1)%2,166.6 2,426.3 (259.7)(10.7)%
____________
(1)    Total revenue adjustments include passedremove pass through investment management, service and distribution, and other revenues and equal the same amount as the third-partyThird-party distribution, service and advisory expenses.
(2)    Net revenues are operating revenues less revenue adjustments, plus net revenues from Invesco Great Wall, plus management and performance fees earned from CIP.    See “Schedule of Non-GAAP Information” for additional important disclosures regarding the use of net revenues.

The impact of foreign exchange rate movements decreased operating revenues by $50.3 million during the three months ended September 30, 2022 when compared to the three months ended September 30, 2021.

The impact of foreign exchange rate movements decreased operating revenues by $108.3 million during the nine months ended September 30, 2022 when compared to the nine months ended September 30, 2021.

Our revenues are directly influenced by the level and composition of our AUM. Therefore, movements in global capital market levels, net business inflows (or outflows), changes in the mix of investment products between asset classes and geographies may materially affect our revenues from period to period. See the company’s disclosures regarding the changes in AUM during the three and ninesix months ended SeptemberJune 30, 20222023 and SeptemberJune 30, 20212022 in the “Assets Under Management” section above for additional information.
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Passive AUM generally earn a lower effective fee rate than active asset classes, and therefore, changes in the mix of AUM have an impact on revenues and net revenue yield. In addition, as a significant proportion of our AUM is based outside of the U.S., changes in foreign exchange rates can result in a change to the mix of U.S. Dollar denominated AUM for AUM denominated in other currencies. As fee rates differ across geographic locations, changes to exchange rates have an impact on revenues and net revenue yields.

Average AUM was $1,416.2$1,494.9 billion in the three months ended SeptemberJune 30, 2022, 2023 as compared to $1,540.5$1,457.2 billion in the three months ended SeptemberJune 30, 2021.2022. The impact of the increase in AUM on our revenues was offset by changes in the mix of the AUM between the periods as Investors continued to shift AUM toward lower yield products during three months ended June 30, 2023. The impact of foreign exchange rate movements decreased Operating revenues by $1.9 million during the three months ended June 30, 2023 when compared to the three months ended June 30, 2022.

Average AUM was $1,478.9 billion in the six months ended June 30, 2023 as compared to $1,501.2 billion in the six months ended June 30, 2022. In addition to the impact of the decrease in AUM on our revenues, changes in the mix of the AUM between the periods also impactsimpact our revenues. At the industry level,revenues as investors continuecontinued to shift towards passiveAUM toward lower yield products such as ETFs. As a result of the decline in AUM and the change in AUM mix, revenues and the resulting net revenue yield ex performance fees ex QQQ has declined from 39.1 basis points for the threeduring six months ended SeptemberJune 30, 2021 to 35.3 basis points for the quarter ended September 30, 2022.
Average AUM was $1,472.8 billion in the nine months ended September 30, 2022, as compared to $1,471.9 billion in the nine months ended September 30, 2021.2023. The impact of foreign exchange rate movements decreased Operating revenues by $29.3 million during the increase in AUM on our revenues was offset by changes in the mix of the AUM between the periods. At the industry level, investors continue to shift towards passive products such as ETFs. As a result of this change in AUM mix, revenues and the resulting net revenue yield ex performance fees ex QQQ has declined from 39.4 basis points for the ninesix months ended SeptemberJune 30, 20212023 when compared to 36.0 basis points for the ninesix months ended SeptemberJune 30, 2022.

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Investment Management Fees

Investment management fees were $1,057.3$1,033.5 million for the three months ended SeptemberJune 30, 20222023 as compared to $1,275.5$1,113.5 million for the three months ended SeptemberJune 30, 2021.2022. The impact of foreign exchange rate movements decreased investmentInvestment management fees by $42.6$2.2 million during the three months ended SeptemberJune 30, 20222023 as compared to the three months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange movements, investmentInvestment management fees decreased by $175.6$77.8 million. See discussion above on how AUM changes impact our investmentInvestment management fees.

Investment management fees were $3,351.3$2,061.4 million for the ninesix months ended SeptemberJune 30, 20222023 as compared to $3,729.5$2,294.0 million for the ninesix months ended SeptemberJune 30, 2021.2022. The impact of foreign exchange rate movements decreased investmentInvestment management fees by $90.1$26.2 million during the ninesix months ended SeptemberJune 30, 20222023 as compared to the ninesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange movements, investmentInvestment management fees decreased by $288.1$206.4 million. See discussion above on how AUM changes impact our investmentInvestment management fees.

The discretionary money market fee waivers (see Item 1. Financial Statements - Note 7, "Revenue") also impact our investment management fees. During the three months ended September 30, 2022, waivers reduced management fees by $1.4 million, an improvement from waivers of $40.8 million in the quarter ended September 30, 2021. During the nine months ended September 30, 2022, waivers reduced management fees by $33.7 million, an improvement from waivers of $111.2 million from the nine months ended September 30, 2021.

Service and Distribution Fees

In the three months ended June 30, 2023, Service and distribution fees were $340.2$342.3 million as compared to $353.8 million for the three months ended SeptemberJune 30, 2022 as compared to $409.1 million for the three months ended September 30, 2021. The impact of foreign exchange rate movements decreased service and distribution fees by $7.0 million during the three months ended September 30, 2022 as compared to the three months ended September 30, 2021.2022. After allowing for foreign exchange movements, serviceService and distribution fees decreased by $61.9$11.8 million. The decrease results fromwas a result of lower AUM to which these fees apply.

In the six months ended June 30, 2023, Service and distribution fees were $1,073.0 million. for the nine months ended September 30, 2022$676.5 million as compared to $1,191.2$732.8 million for the ninesix months ended September June 30, 2021.2022. The impact of foreign exchange rate movements decreased serviceService and distribution fees by $15.6$2.8 million during the ninesix months ended SeptemberJune 30, 20222023 as compared to the ninesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange movements, serviceService and distribution fees decreased by $102.6$53.5 million. The decrease results fromwas a result of lower AUM to which these fees apply.

Performance Fees

Of our $1,323.3 billion in AUM at September 30, 2022, approximately $59.3 billion could potentially earn performance fees, including carried interests and performance fees related to partnership investments and separate accounts. Performance fees duringwere $19.6 million and $25.2 million for the three and ninesix months ended SeptemberJune 30, 20222023, respectively, and were primarily generated from real estate products.
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Other Revenues

In the three months ended June 30, 2023, Other revenues were $45.2$47.4 million as compared to $53.9 million for the three months ended SeptemberJune 30, 2022 as compared to $60.6 million for the three months ended September 30, 2021.2022. The decrease in otherOther revenues for the three months ended September 30, 2022 as compared to the three months ended September 20, 2021 was primarily driven by lower front end fees and real estate transaction fees of $17.1$5.4 million and $1.3 million, respectively.

In the six months ended June 30, 2023, Other revenues were $97.9 million as compared to $122.8 million for the six months ended June 30, 2022. The decrease in Other revenues was primarily driven by lower real estate transaction fees and front end fees of $2.8$17.1 million which wereand $13.9 million, respectively, partially offset by a $4.6$6.2 million increase in other revenues.

Other revenues were $168.0 million for the nine months ended September 30, 2022 as compared to $188.4 million for the nine months ended September 30, 2021. The decrease in other revenues for the nine months ended September 30, 2022 as compared to the nine months ended September 20, 2021was primarily driven by lower front end fees of $41.8 million which were partially offset by increases of $14.0 million in real estate transaction fees and $9.0 million in other revenues.fees.

Invesco Great Wall

The company’s most significant joint venture is our 49% investment in Invesco Great Wall Fund Management Company Limited (the “Invesco Great Wall” joint venture).IGW. Management reflects 100% of Invesco Great Wall’s activityIGW's results in its net revenues and adjusted operating expenses because it is important to evaluate the contribution that Invesco Great WallIGW is making to the business. The company’s non-GAAP operating results reflect the economics of these holdings on a basis consistent with the underlying AUM and flows. Adjusted net income is reduced by the amount of earnings attributable to the 51% non-controllingnoncontrolling interests. See “Schedule of Non-GAAP Information” for additional disclosures regarding the use of net revenues.

Net revenues from Invesco Great WallIGW were $104.6$97.6 million and average AUM was $93.1$89.4 billion for the three months ended SeptemberJune 30, 20222023 (net revenues were $118.7$106.1 million and average AUM was $85.5$94.0 billion infor the three months ended SeptemberJune 30, 2021)2022). The impact of foreign exchange rate movements during the three months ended SeptemberJune 30, 20222023 decreased netNet revenues by $5.9 million as compared to the three months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange movements, netNet revenues from Invesco Great WallIGW were $110.5$103.5 million. The decrease in revenue is a result of a reduction in net revenue yield due tolower average AUM and changes in the mix of AUM.

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Net revenues from Invesco Great WallIGW were $334.8$198.1 million and average AUM was $95.4$90.2 billion for the ninesix months ended September June 30, 20222023 (net revenues were $333.6$230.2 million and average AUM was $81.1$96.6 billion infor the ninesix months ended September June 30, 2021)2022). The impact of foreign exchange rate movements during the ninesix months ended September June 30, 20222023 decreased netNet revenues by $5.7$13.7 million as compared to the ninesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange movements, netNet revenues from Invesco Great WallIGW were $340.5$211.8 million. The increasedecrease in revenue is a result of higherlower average AUM partially offset by a reduction in net revenue yield due toand changes in the mix of AUM.

Management, performance and other fees earned from CIP

Management believes that the consolidation of investment products may impact a reader’sreader's analysis of our underlying results of operations and could result in investor confusion or the production of information about the company by analysts or external credit rating agencies that is not reflective of the underlying results of operations and financial condition of the company. Accordingly, management believes that it is appropriate to adjust operating revenues for the impact of CIP in calculating net revenues. As managementManagement and performancePerformance fees earned by Invesco from the consolidated products are eliminated upon consolidation of the investment products, management believes that it is appropriate to add these operating revenues back in the calculation of net revenues. See “Schedule of Non-GAAP Information” for additional disclosures regarding the use of net revenues.

Management and performancePerformance fees earned from CIP were $11.6$12.8 million infor the three months ended SeptemberJune 30, 20222023 (three months ended SeptemberJune 30, 2021: $11.22022: $12.4 million).

Management and performancePerformance fees earned from CIP were $35.5$25.1 million infor the ninesix months ended SeptemberJune 30, 2022 (nine2023 (six months ended SeptemberJune 30, 2021: $31.52022: $23.9 million).











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Operating Expenses

The main categories of operatingOperating expenses, and the dollar and percentage changes between periods, are as follows:
VarianceVariance
Three months ended September 30,2022 vs 2021Nine months ended September 30,2022 vs 2021
$ in millions20222021$ Change% Change20222021$ Change% Change
Third-party distribution, service and advisory451.3546.4(95.1)(17.4)%1,438.91,608.8 (169.9)(10.6)%
Employee compensation420.8476.7(55.9)(11.7)%1,260.91,452.9(192.0)(13.2)%
Marketing27.620.37.3 36.0 %83.160.622.5 37.1 %
Property, office and technology133.2134.2(1.0)(0.7)%400.2390.79.5 2.4 %
General and administrative48.7105.0(56.3)(53.6)%270.6304.9(34.3)(11.2)%
Transaction, integration and restructuring(0.6)(12.0)11.4 (95.0)%34.8(13.3)48.1 N/A
Amortization of intangibles14.515.6(1.1)(7.1)%44.447.5(3.1)(6.5)%
Total operating expenses1,095.5 1,286.2 (190.7)(14.8)%3,532.9 3,852.1 (319.2)(8.3)%

Three months endedSix months ended
June 30,VarianceJune 30,Variance
$ in millions20232022$ Change% Change20232022$ Change% Change
Third-party distribution, service and advisory462.5 475.0 (12.5)(2.6)%917.6 987.6 (70.0)(7.1)%
Employee compensation475.7 407.2 68.5 16.8 %938.5 840.1 98.4 11.7 %
Marketing29.0 33.8 (4.8)(14.2)%54.0 55.5 (1.5)(2.7)%
Property, office and technology137.1 135.0 2.1 1.6 %271.5 267.0 4.5 1.7 %
General and administrative121.6 119.7 1.9 1.6 %197.3 221.9 (24.6)(11.1)%
Transaction, integration and restructuring— 0.2 (0.2)N/A41.6 35.4 6.2 17.5 %
Amortization of intangibles13.1 14.8 (1.7)(11.5)%27.2 29.9 (2.7)(9.0)%
Total operating expenses1,239.0 1,185.7 53.3 4.5 %2,447.7 2,437.4 10.3 0.4 %

The table below sets forth these expense categories as a percentage of total operatingOperating expenses and operatingOperating revenues, which we believe provides useful information as to the relative significance of each type of expense.

$ in millionsThree months ended September 30, 2022% of Total Operating Expenses% of Operating RevenuesThree months ended September 30, 2021% of Total Operating Expenses% of Operating Revenues
Third-party distribution, service and advisory451.3 41.2 %31.2 %546.4 42.5 %31.2 %
Employee compensation420.838.4 %29.1 %476.7 37.1 %27.2 %
Marketing27.62.5 %1.9 %20.3 1.6 %1.2 %
Property, office and technology133.212.2 %9.2 %134.2 10.4 %7.7 %
General and administrative48.74.4 %3.4 %105.0 8.2 %6.0 %
Transaction, integration and restructuring(0.6)(0.1)%— %(12.0)(0.9)%(0.7)%
Amortization of intangibles14.51.4 %1.0 %15.6 1.1 %0.9 %
Total operating expenses1,095.5 100.0 %75.8 %1,286.2 100.0 %73.5 %
$ in millions$ in millionsNine months ended September 30, 2022% of Total Operating Expenses% of Operating RevenuesNine months ended September 30, 2021% of Total Operating Expenses% of Operating Revenues$ in millionsThree months ended June 30, 2023% of Total Operating Expenses% of Operating RevenuesThree months ended June 30, 2022% of Total Operating Expenses% of Operating Revenues
Third-party distribution, service and advisoryThird-party distribution, service and advisory1,438.9 40.7 %31.2 %1,608.8 41.8 %31.4 %Third-party distribution, service and advisory462.5 37.3 %32.1 %475.0 40.1 %31.0 %
Employee compensationEmployee compensation1260.935.7 %27.4 %1,452.9 37.7 %28.3 %Employee compensation475.738.4 %33.0 %407.2 34.3 %26.6 %
MarketingMarketing83.12.4 %1.8 %60.6 1.6 %1.2 %Marketing29.02.3 %2.0 %33.8 2.9 %2.2 %
Property, office and technologyProperty, office and technology400.211.3 %8.7 %390.7 10.1 %7.6 %Property, office and technology137.111.1 %9.5 %135.0 11.4 %8.8 %
General and administrativeGeneral and administrative270.67.7 %5.9 %304.9 7.9 %5.9 %General and administrative121.69.8 %8.4 %119.7 10.1 %7.8 %
Transaction, integration and restructuringTransaction, integration and restructuring34.81.0 %0.8 %(13.3)(0.3)%(0.3)%Transaction, integration and restructuring— %— %0.2 — %— %
Amortization of intangiblesAmortization of intangibles44.41.2 %1.0 %47.5 1.2 %0.9 %Amortization of intangibles13.11.1 %0.9 %14.8 1.2 %1.0 %
Total operating expensesTotal operating expenses3,532.9 100.0 %76.8 %3,852.1 100.0 %75.0 %Total operating expenses1,239.0 100.0 %85.9 %1,185.7 100.0 %77.4 %

$ in millionsSix months ended
June 30, 2023
% of Total Operating Expenses% of Operating RevenuesSix months ended
June 30, 2022
% of Total Operating Expenses% of Operating Revenues
Third-party distribution, service and advisory917.6 37.5 %32.1 %987.6 40.5 %31.3 %
Employee compensation938.5 38.3 %32.7 %840.1 34.5 %26.6 %
Marketing54.0 2.2 %1.9 %55.5 2.3 %1.8 %
Property, office and technology271.5 11.1 %9.5 %267.0 11.0 %8.4 %
General and administrative197.3 8.1 %6.9 %221.9 9.1 %7.0 %
Transaction, integration and restructuring41.6 1.7 %1.5 %35.4 1.5 %1.1 %
Amortization of intangibles27.2 1.1 %1.0 %29.9 1.1 %0.9 %
Total operating expenses2,447.7 100.0 %85.6 %2,437.4 100.0 %77.1 %

During the three months ended June 30, 2023, Operating expenses increased by $53.3 million as compared to the three months ended June 30, 2022. The impact of foreign exchange rate movements decreased total operatingOperating expenses by $46.9$2.5 million during the three months ended SeptemberJune 30, 20222023 as compared to the three months ended SeptemberJune 30, 2021.    2022.

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During the six months ended June 30, 2023, Operating expenses increased by $10.3 million as compared to the six months ended June 30, 2022. The impact of foreign exchange rate movements decreased total operatingOperating expenses by $100.3$28.0 million during the ninesix months ended SeptemberJune 30, 20222023 as compared to the ninesix months ended SeptemberJune 30, 2021.

2022.

Third-Party Distribution, Service and Advisory

Third-party distribution, service and advisory expenses were $451.3$462.5 million for the three months ended SeptemberJune 30, 20222023 as compared to $546.4$475.0 million for the three months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate changes, the decrease in expenses was $12.8 million. The decrease is primarily due to decreases of $9.3 million in service fees resulting from changes in the mix of the AUM, $14.1 million in renewal commissions, transaction and other third-party management fees, partially offset by $10.5 million of higher asset-based fees.

Third-party distribution, service and advisory expenses were $917.6 million for the six months ended June 30, 2023 as compared to $987.6 million for the six months ended June 30, 2022. The impact of foreign exchange rate movements decreased third-party costsexpenses by $14.7$5.8 million during the threesix months ended SeptemberJune 30, 20222023 as compared to the threesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate changes, the decrease in costs was $80.4$64.2 million. The decrease is primarily due to decreases of $41.9$39.2 million in service fees due toresulting from lower average AUM $19.7and changes in the mix of the AUM, $37.0 million in renewal commissions and $13.2transaction fees, partially offset by $17.0 million in transactionof higher asset-based fees.

Third-party distribution, service and advisory expenses were $1,438.9 million for the nine months ended September 30, 2022 as compared to $1,608.8 million for the nine months ended September 30, 2021. The impact of foreign exchange rate movements decreased third-party costs by $32.9 million during the nine months ended September 30, 2022 as compared to the nine months ended September 30, 2021. After allowing for foreign exchange rate changes, the decrease in costs was $137.0 million. The decrease was primarily due to decreases of $69.6 million in service fees due to lower average AUM, $42.0 million in renewal commissions, $28.4 million in transaction fees, and $14.3 million in front end commissions partially offset by $18.0 million of higher administrative and other third party management fees.

Employee Compensation

Employee compensation expenses were $420.8was $475.7 million for the three months ended June 30, 2023 as compared to $407.2 million for the three months ended SeptemberJune 30, 2022 as compared to $476.7 million for the three months ended September 30, 2021.2022. The impact of foreign exchange rate movements decreased employeeEmployee compensation by $18.7$2.2 million during the three months ended SeptemberJune 30, 20222023 as compared to the three months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate changes, there was a decreasean increase in employeeEmployee compensation of $37.2$70.7 million. This decreaseincrease was primarily driven by $39.5$35.7 million in lower variablehigher mark-to-market gains on deferred compensation which is in line with lower revenues in 2022 comparedliabilities, costs related to 2021.executive retirements and organizational changes of $27.0 million, and higher staff costs.

Employee compensation expenses were $1,260.9was $938.5 million for the ninesix months ended SeptemberJune 30, 2022 2023 as compared to $1,452.9$840.1 million for the ninesix months ended SeptemberJune 30, 2021.2022. The impact of foreign exchange rate movements decreased employeeEmployee compensation by $38.6$15.2 million during the ninesix months ended SeptemberJune 30, 20222023 as compared to the ninesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate changes, there was a decrease in employee compensation of $153.4 million. This decrease was driven by decreases of $90.1 million related to the mark-to-market on the deferred compensation liability and $92.6 million of lower variable compensation which is in line with lower revenues in 2022 compared to 2021, which were partially offset by an increase in Employee compensation of $113.6 million. This increase was primarily driven by $69.4 million in higher mark-to-market gains on deferred compensation liabilities, costs related to executive retirements and organizational changes of $40.3 million, and higher staff costs and benefits.costs.

HeadcountHeadcount at SeptemberJune 30, 20222023 was 8,621 (September(June 30, 2021: 8,507)2022: 8,506).

Marketing

Marketing expenses were $27.6$29.0 million for the three months ended SeptemberJune 30, 20222023 as compared to $20.3$33.8 million for the three months ended SeptemberJune 30, 2021. The impact of foreign exchange rate movements decreased marketing expenses by $1.5 million during the three months ended September 30, 2022 as compared to the three months ended September 30, 2021.2022. After allowing for foreign exchange rate changes, the increasedecrease in marketingMarketing expenses was $8.8 million. The increase was related to higher marketing travel costs as travel activity returned to more normalized levels with the easing of COVID-19-related travel restrictions.$4.8 million driven by lower advertising spend.

Marketing expenses were $83.1$54.0 million for the ninesix months ended SeptemberJune 30, 20222023 as compared to $60.6$55.5 million for the ninesix months ended SeptemberJune 30, 2021. The impact of foreign exchange rate movements decreased marketing expenses by $3.6 million during the nine months ended September 30, 2022 as compared to the nine months ended September 30, 2021.2022. After allowing for foreign exchange rate changes, the increasedecrease in marketingMarketing expenses was $26.1$0.7 million. The increase was related to increased client events and marketing travel and entertainment costs as travel activity returned to more normalized levels with the easing of COVID-19-related travel restrictions.

Property, Office and Technology

Property, office and technology expensescosts were $133.2$137.1 million for the three months ended September June 30, 20222023 as compared to $134.2$135.0 million for the three months ended September June 30, 2021. The impact of foreign exchange rate movements decreased property, office and technology expenses by $6.1 million during the three months ended September 30, 2022 as
50


compared to the three months ended September 30, 2021.2022. After allowing for foreign exchange rate movements, the increase in costs was $5.1$2.7 million. The increase was primarily driven by an increase in software maintenancehigher outsourced administration costs of $3.8 million and higher property expenses.$3.1 million.

Property, office and technology expensescosts were $400.2$271.5 million for the ninesix months ended SeptemberJune 30, 20222023 as compared to $390.7$267.0 million for the ninesix months ended SeptemberJune 30, 2021.2022. The impact of foreign exchange rate movements decreased property,Property, office and technology expenses by $11.7$4.3 million during the ninesix months ended SeptemberJune 30, 20222023 as compared to the ninesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate movements, the increase in costs was $21.2$8.8 million. The increase was driven by increases$4.3 million in software maintenanceproperty and office costs of $16.2including overlapping rent in the first quarter associated with the move to our new Atlanta headquarters and $3.1 million in outsourced administration costs and technology costs including software maintenance.
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Table of $4.7 million, and depreciation expenses of $1.3 million.Contents

General and Administrative

General and administrative expenses were $48.7$121.6 million for the three months ended September June 30, 20222023 as compared to $105.0$119.7 million for the three months ended September June 30, 2021.2022. After allowing for foreign exchange rate movements, the increase in costs was $1.8 million.

General and administrative expenses were $197.3 million for the six months ended June 30, 2023 as compared to $221.9 million for the six months ended June 30, 2022. The impact of foreign exchange rate movements decreased generalGeneral and administrative expenses by $5.9$1.8 million during the threesix months ended SeptemberJune 30, 20222023 as compared to the threesix months ended SeptemberJune 30, 2021.2022. After allowing for foreign exchange rate movements, the decrease in costs was $50.4$22.8 million. The decrease was primarily a resultdue to $20.0 million of insurance recoveries and $14.8 million of $60 millionindirect tax refunds received during the quarter relating to fund related losses incurred in prior periods. The decrease wassix months ended June 30, 2023 which were partially offset by $3.6 million of increased travelincreases in consulting and professional fees primarily related to the Alpha NextGen program and costs as travel activity returned to more normalized levelsassociated with the easing of COVID-19-related travel restrictions, an increase of $6.6 million in professional service costs, and an increase of $2.7 million in other fund expenses.

General and administrative expenses were $270.6 million for the nine months ended September 30, 2022 as compared to $304.9 million for the nine months ended September 30, 2021. The impact of foreign exchange rate movements decreased general and administrative expenses by $13.5 million during the nine months ended September 30, 2022 as comparedmove to the nine months ended September 30, 2021. After allowing for foreign exchange rate movements, the decrease was $20.8 million. The decrease was primarily a result of insurance recoveries of $60 million received during the year relating to fund related losses incurred in prior periods. The decrease was partially offset by a $22.1 million increase in professional services costs, and an increase of $10.2 million in travel and administrative expenses.new Atlanta headquarters.

Transaction, Integration and Restructuring

Transaction and integration expense (excluding restructuring) was a benefit to expense of $15.0 million duringFor the three months ended September June 30, 2022 (three months ended September 30, 2021: a benefit2023, Transaction, integration and restructuring costs were zero due to the completion of $37.6 million), primarilystrategic initiatives. Any costs related to $15.0 millionon-going projects are classified in the income statement based on the nature of ongoing insurance recoveries related to the previously disclosed OppenheimerFunds acquisition-related matter.expense.

Restructuring costsFor the six months ended June 30, 2023, Transaction, integration and restructuring charges were $14.4$41.6 million as compared to $35.4 million for the threesix months ended SeptemberJune 30, 2022 (three months ended September 30, 2021: $25.6 million). Restructuring costs related to the strategic evaluation were $5.4 million for the three months ended September 30, 2022 ( September 30, 2021: $17.9 million). See Note 10, "Restructuring", for additional details. The remaining restructuring2022. These costs are primarily composedcomprised of professional servicecompensation-related restructuring costs related to other initiatives.in connection with our strategic evaluation which we completed during the first quarter of 2023.

Transaction and integration expense (excluding restructuring) was a benefit to expense of $18.0 million during the nine months ended September 30, 2022 (nine months ended September 30, 2021: a benefit of $96.0 million), primarily related to $30.0 million of ongoing insurance recoveries related to the previously disclosed OppenheimerFunds acquisition-related matter. The benefit was partially offset by $8.6 million of compensation-related expenses and $3.1 million of professional fees.

Restructuring costs were $52.8 million for the nine months ended September 30, 2022 (nine months ended September 30, 2021: $82.7 million). Restructuring costs related to the strategic evaluation were $32.4 million for the nine months ended September 30, 2022 (nine months ended September 30, 2021: $68.0 million) and are primarily composed of non-cash property, office and technology costs and stock-based compensation (see Note 10, "Restructuring", for additional details). The remaining restructuring costs are primarily composed of professional service costs related to other initiatives.

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Other Income and Expenses

The main categories of otherOther income and expenses, and the dollar and percentage changes between periods, are as follows:
VarianceVariance
Three months ended September 30,2022 vs 2021Nine months ended September 30,2022 vs 2021
$ in millions20222021$ Change% Change20222021$ Change% Change
Equity in earnings of unconsolidated affiliates20.2 54.6 (34.4)(63.0)%78.3 119.3 (41.0)(34.4)%
Interest and dividend income3.3 1.9 1.4 73.7 %6.6 3.6 3.0 83.3 %
Interest expense(18.6)(23.1)4.5 (19.5)%(67.6)(71.5)3.9 (5.5)%
Other gains/(losses), net(34.6)(12.1)(22.5)186.0 %(170.1)65.4 (235.5)N/A
Other income/(expense) of CIP, net(65.4)200.2 (265.6)N/A(62.5)416.9 (479.4)N/A
Total other income and expenses(95.1)221.5 (316.6)N/A(215.3)533.7 (749.0)N/A

VarianceVariance
Three months ended June 30,2023 vs 2022Six months ended June 30,2023 vs 2022
$ in millions20232022$ Change% Change20232022$ Change% Change
Equity in earnings of unconsolidated affiliates19.2 24.7 (5.5)(22.3)%45.3 58.1 (12.8)(22.0)%
Interest and dividend income7.1 2.1 5.0 238.1 %15.7 3.3 12.4 375.8 %
Interest expense(18.4)(25.8)7.4 (28.7)%(36.4)(49.0)12.6 (25.7)%
Other gains/(losses), net20.9 (90.0)110.9 N/A48.3 (135.5)183.8 N/A
Other income/(expense) of CIP, net(2.7)26.2 (28.9)N/A(20.6)2.9 (23.5)N/A
Total other income and expenses26.1 (62.8)88.9 N/A52.3 (120.2)172.5 N/A

Equity in earnings of unconsolidated affiliates

The decreaseEquity in earnings of unconsolidated affiliates decreased $5.5 million to $19.2 million for the three months ended SeptemberJune 30, 2022 is2023 as compared to $24.7 million for the three months ended June 30, 2022. The decrease was primarily driven by alower income from our joint venture investment in IGW of 3.7 million.

Equity in earnings of unconsolidated affiliates decreased $12.8 million to $45.3 million for the six months ended June 30, 2023 as compared to $58.1 million for the six months ended June 30, 2022. The decrease was primarily driven by decreases of $25.0$16.3 million in our income from our real estate investments and private equity investments.
The decrease for nine months ended September 30, 2022 is primarily driven by a decrease of $40.3$9.7 million from our joint venture investment in our private equity investmentsIGW which were partially offset by an increaseincreases in income from private equity and other investments.


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Table of $9.2Contents
Interest expense

Interest expense was $18.4 million for the three months ended June 30, 2023 as compared to $25.8 million for the three months ended June 30, 2022 as a result of a decrease in our real estate investments.debt.

Interest expense was $36.4 million for the six months ended June 30, 2023 as compared to $49.0 million for the six months ended June 30, 2022 as a result of a decrease in debt.

Other gains/(losses), net

Other gains/(losses), net was a gain of $20.9 million for the three months ended June 30, 2023 as compared to a $90.0 million loss for the three months ended June 30, 2022. Included in the net gain for the second quarter of 2023 were $14.9 million of net gains on investments and instruments held for our deferred compensation plans and $3.6 million related to the mark-to-market on seed capital investments. Included in the net loss for the three months ended September June 30, 2022 were $29.7$79.2 million of net losses on investments and instruments held for our deferred compensation plans and $4.2$16.2 million of net losses related to the mark-to-market on seed money investments. Include

Other gains/(losses), net was a gain of $48.3 million for the six months ended June 30, 2023 ads compared to a $135.5 million loss for the six months ended June 30, 2022. Included in the lossesnet gain for the threesix months ended SeptemberJune 30, 20212023 were $9.4$37.0 million of net gains on investments and instruments held for our deferred compensation plans and $8.8 million of net gains related to the mark-to-market on seed capital investments. Included in the net loss for the six months ended June 30, 2022 were $122.1 million of net losses on investments and instruments held for our deferred compensation plans and $5.0 million of investment losses, partially offset by $1.7 million of net gains related to the mark-to-market on seed money investments.

Included in the loss for the nine months ended September 30, 2022, were $151.8 million of losses on investments and instruments held for our deferred compensation plans and $26.3$22.1 million of net losses related to the mark-to-market on seed money investments. Included in the gain for the nine months ended September 30, 2021 were $35.3 million of gains on investments, and instruments held for our deferred compensation plans, $25.8partially offset by $3.7 million of net gains related to the mark-to-market on seed money investments and $8.1 million offoreign exchange gains on acquisition-related contingent consideraintercompany loanstion liabilities, partially offset by $5.3 million of investment losses..

Other income/(expense) of CIP, net

InFor the three months ended June 30, 2023, Other income/(expense) of CIP, net was a net expense of $2.7 million for the three months ended SeptemberJune 30, 2022, interest2023 (three months ended June 30, 2022: net income of $26.2 million). Interest and dividend income of CIP increased by $18.7$81.1 million to $97.9$163.7 million (three(three months ended September June 30, 2021: $79.22022: $82.6 million). Interest expense of CIP increased by $15.9$64.7 million to $57.4$109.7 million (three months ended September 30, 2021: $41.5 million).
(
In the nine months ended September 30, 2022, interest and dividend income of CIP increased by $40.6 million to $255.0 million (nine months ended September 30, 2021: $214.4 million). Interest expense of CIP increased by $24.1 million to $144.9 million (nine months ended September 30, 2021: $120.8 million).

Included in other income/(expense) of CIP are the realized and unrealized gains and losses on the underlying investments and debt of CIP. In the three months ended September June 30, 2022, the realized and unrealized2022: $45.0 million). Unrealized gains/(losses) of CIP were net losses of $105.9$56.7 million as compared to net gains of $162.5 million in the three(three months ended SeptemberJune 30, 2021. In2022: net losses of $11.4 million).

For the ninesix months ended SeptemberJune 30, 2022,2023, Other income/(expense) of CIP, net was a net expense of $20.6 million for the realizedsix months ended June 30, 2023 (six months ended June 30, 2022: net income of $2.9 million). Interest and unrealizeddividend income of CIP increased $146.2 million to $303.3 million (six months ended June 30, 2022: $157.1 million). Interest expense of CIP increased $116.5 million to $204.0 million (six months ended June 30, 2022: $87.5 million). Unrealized gains/(losses) of CIP were net losses of $172.6$119.9 million as compared to net gains of $323.3 million in the nine(six months ended SeptemberJune 30, 2021.2022: net losses of $66.7 million). The net losses during the three and nine months ended SeptemberJune 30, 2023 and 2022 were attributable to market-driven losses on investments held by the consolidated funds.

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Net impact of CIP and related noncontrolling interests in consolidated entities

The consolidation of investment products doesdid not have an impact on netNet income attributable to Invesco Ltd. CIP are taxed atfor the investor levelthree and not at the product level; therefore, there is no tax provision reflected in the net impact of CIP.

six months ended June 30, 2023 and June 30, 2022. The adjustment to net income for the netNet income/(loss) attributable to noncontrolling interests in consolidated entities representrepresents the CIP profit or loss attributable to third-party investors. The impact of any realized or unrealized gains or losses attributable to the interests of third-parties, which is reflected in otherOther income/(expense) of CIP, net, is offset by this adjustment to arrive at netNet income attributable to Invesco, Ltd.Invesco. Also, the net income or loss of CIP is taxed at the investor level, not at the product level; therefore, a tax provision is not reflected in the net impact of CIP.

Additionally, CIP represent less than 1% of the company’scompany's AUM. Therefore, the net gains or losses of CIP are not indicative of the performance of the company’scompany's aggregate AUM.

Income Tax Expense

The company'scompany’s subsidiaries operate in severalnumerous taxing jurisdictions around the world, each with its own statutory income tax rate.As a result, the blended average statutory tax rate will vary from year to year depending on the mix of the profits and losses from each jurisdiction.

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Table of Contents
Our effective tax rate increased to 28.5% for the three months ended June 30, 2023 (three months ended June 30, 2022: 22.3%). The increase was primarily due to the unfavorable impact that the Net loss attributable to noncontrolling interests in consolidated entities had on the effective tax rate in the second quarter of 2023 compared to the favorable impact that the Net income attributable to noncontrolling interests in consolidated entities had on the effective tax rate in the second quarter of 2022.

Our effective tax rate increased to 34.0%29.1% for the threesix months ended SeptemberJune 30, 2022 (three2023 (six months ended SeptemberJune 30, 2021: 20.4%2022: 24.2%). The increase in the third quarter of 2022 was primarily due to the unfavorable impact that the lossesNet loss attributable to non-controlling interests in CIP hasconsolidated entities had on the effective tax rate andfor the change in the mix of income across tax jurisdictions, which was partially offset bysix months ended June 30, 2023 compared to the favorable impact ofthat the remeasurement of the deferred tax liability for certain intangibles dueNet income attributable to a changenon-controlling interests in future state tax rates.

Our effective tax rate increased to 27.1% for the nine months ended September 30, 2022 (nine months ended September 30, 2021: 22.1%). The increase inconsolidated entities had on the effective tax rate was primarily due tofor the unfavorable impact that the losses attributable to interests in CIP has on the effective tax rate.six months ended June 30, 2022.
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Schedule of Non-GAAP Information

We utilize the following non-GAAP performance measures: netNet revenue (and by calculation, netNet revenue yield on AUM), adjustedAdjusted operating income, adjustedAdjusted operating margin, adjustedAdjusted net income attributable to Invesco Ltd. and adjustedAdjusted diluted earnings per common share (EPS).EPS. The company believes the adjusted measures provide valuable insight into the company’s ongoing operational performance and assist in comparisons to its competitors. These measures also assist the company’s management with the establishment of operational budgets and forecasts. The most directly comparable U.S. GAAP measures are operatingOperating revenues (and by calculation, grossGross revenue yield on AUM), operatingOperating income, operatingOperating margin, netNet income attributable to Invesco Ltd. and diluted EPS. Each of these measures is discussed more fully below.

The following are reconciliations of operatingOperating revenues, operatingOperating income (and by calculation, operating margin) and netNet income attributable to Invesco Ltd. (and by calculation, dilutedDiluted EPS) on a U.S. GAAP basis to a non-GAAP basis of netNet revenues, adjustedAdjusted operating income (and by calculation, adjustedAdjusted operating margin) and adjustedAdjusted net income attributable to Invesco Ltd. (and by calculation, adjustedAdjusted diluted EPS). These non-GAAP measures should not be considered as substitutes for any U.S. GAAP measures and may not be comparable to other similarly titled measures of other companies. Additional reconciling items may be added in the future to these non-GAAP measures if deemed appropriate. The tax effects related to the reconciling items have been calculated based on the tax rate attributable to the jurisdiction to which the transaction relates. Notes to the reconciliations follow the tables.

Reconciliation of Operating revenues to Net revenues:
Three months ended September 30,Nine months ended September 30,Three months ended June 30,Six months ended June 30,
$ in millions$ in millions2022202120222021$ in millions2023202220232022
Operating revenues, U.S. GAAP basisOperating revenues, U.S. GAAP basis1,445.7 1,750.0 4,605.5 5,131.1 Operating revenues, U.S. GAAP basis1,442.8 1,530.4 2,861.0 3,159.8 
Revenue Adjustments (2)
Revenue Adjustments (2)
Revenue Adjustments (2)
Investment management feesInvestment management fees(185.5)(216.3)(584.5)(632.3)Investment management fees(195.4)(193.1)(385.2)(399.0)
Service and distribution feesService and distribution fees(232.1)(278.0)(730.1)(809.2)Service and distribution fees(230.9)(240.3)(456.2)(498.0)
OtherOther(33.7)(52.1)(124.3)(167.3)Other(36.2)(41.6)(76.2)(90.6)
Total Revenue AdjustmentsTotal Revenue Adjustments(451.3)(546.4)(1,438.9)(1,608.8)Total Revenue Adjustments(462.5)(475.0)(917.6)(987.6)
Invesco Great Wall (1)
Invesco Great Wall (1)
104.6 118.7 334.8 333.6 
Invesco Great Wall (1)
97.6 106.1 198.1 230.2 
CIP (3)
CIP (3)
11.6 11.2 35.5 31.5 
CIP (3)
12.8 12.4 25.1 23.9 
Net revenuesNet revenues1,110.6 1,333.5 3,536.9 3,887.4 Net revenues1,090.7 1,173.9 2,166.6 2,426.3 

Reconciliation of Operating income to Adjusted operating income:
Three months ended September 30,Nine months ended September 30,Three months ended June 30,Six months ended June 30,
$ in millions$ in millions2022202120222021$ in millions2023202220232022
Operating income, U.S. GAAP basisOperating income, U.S. GAAP basis350.2 463.8 1,072.6 1,279.0 Operating income, U.S. GAAP basis203.8 344.7 413.3 722.4 
Invesco Great Wall (1)
Invesco Great Wall (1)
61.8 70.4 197.7 198.9 
Invesco Great Wall (1)
53.6 62.2 108.2 135.9 
CIP (3)
CIP (3)
15.7 20.7 46.6 56.9 
CIP (3)
21.7 16.1 36.4 30.9 
Transaction, integration and restructuring (4)
Transaction, integration and restructuring (4)
(0.6)(12.0)34.8 (13.3)
Transaction, integration and restructuring (4)
— 0.2 41.6 35.4 
Amortization of intangible assets (5)(8)
Amortization of intangible assets (5)(8)
14.5 15.6 44.4 47.5 
Amortization of intangible assets (5)(8)
13.1 14.8 27.2 29.9 
Compensation expense related to market valuation changes in deferred compensation plans (6)
(12.2)3.1 (60.2)36.1 
Compensation expense related to market valuation changes in deferred compensation plans (10)
Compensation expense related to market valuation changes in deferred compensation plans (10)
9.8 (26.1)22.2 (48.0)
General and administrative (7)
General and administrative (7)
(60.0)— (60.0)— 
General and administrative (7)
— — (20.0)— 
Adjusted operating incomeAdjusted operating income369.4 561.6 1,275.9 1,605.1 Adjusted operating income302.0 411.9 628.9 906.5 
Operating margin*24.2 %26.5 %23.3 %24.9 %
Adjusted operating margin**33.3 %42.1 %36.1 %41.3 %
Operating margin(5)
Operating margin(5)
14.1 %22.5 %14.4 %22.9 %
Adjusted operating margin(6)
Adjusted operating margin(6)
27.7 %35.1 %29.0 %37.4 %
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Reconciliation of Netnet income attributable to Invesco Ltd. to Adjusted net income attributable to Invesco Ltd.:Invesco:
Three months ended September 30,Nine months ended September 30,
$ in millions, except per common share data2022202120222021
Net income attributable to Invesco Ltd., U.S. GAAP basis177.4 330.1 496.1 966.2 
Transaction, integration and restructuring, net of tax (4)
(0.4)(8.7)26.8 (8.4)
Amortization of intangible assets and related tax benefits (5)
18.3 21.3 55.7 64.9 
Deferred compensation plan market valuation changes and dividend income less compensation expense, net of tax (6)
13.0 9.4 69.3 (0.1)
Change in contingent consideration, net of tax— — — (6.2)
General and administrative, net of tax (7)
(45.7)— (45.7)— 
Impact of tax rate changes (8)
(6.8)6.5 (6.8)23.5 
Adjusted net income attributable to Invesco Ltd.155.8 358.6 595.4 1,039.9 
Average common shares outstanding - diluted459.5 466.0 460.0 465.6 
Diluted EPS$0.39 $0.71 $1.08 $2.08 
Adjusted diluted EPS***$0.34 $0.77 $1.29 $2.23 
Three months ended June 30,Six months ended June 30,
$ in millions, except per common share data2023202220232022
Net income attributable to Invesco Ltd., U.S. GAAP basis132.2 121.0 277.2 318.7 
Adjustments (excluding tax):
Transaction, integration and restructuring (4)
— 0.2 41.6 35.4 
Amortization of intangible assets (8)
13.1 14.8 27.2 29.9 
Deferred compensation plan market valuation changes and dividend income less compensation expense (10)
(6.1)52.5 (16.5)73.0 
General and administrative (7)
— — (20.0)— 
Total adjustments excluding tax7.0 67.5 32.3 138.3 
Tax adjustment for amortization of intangible assets and goodwill (9)
3.6 3.87.8 7.5
Other tax effects of adjustments above1.6 (12.0)0.5 (24.9)
Adjusted net income attributable to Invesco Ltd. (11)
144.4 180.3 317.8 439.6 
Average common shares outstanding - diluted458.8 459.5 458.9 460.7 
Diluted EPS$0.29 $0.26 $0.60 $0.69 
Adjusted diluted EPS(12)
$0.31 $0.39 $0.69 $0.95 
____________
*        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 Invesco Ltd. divided by the weighted average number of common and restricted common shares outstanding. There is no difference between the calculated earnings per common share amounts presented above and the calculated earnings per common share amounts under the two class method.
(1) Invesco Great Wall
Wall: The company reflects 100% of Invesco Great WallIGW in its netNet revenues and adjustedAdjusted operating expenses.income (and by calculation, Adjusted operating margin). The company’s non-GAAP operating results reflect the economics of these holdings on a basis consistent with the underlying AUM and flows. Adjusted net income is reduced by the amount of earnings attributable to non-controllingthe 51% noncontrolling interests.
(2)    Revenue Adjustments
(2) Revenue adjustments: The company calculates netNet revenues by reducing operatingOperating revenues to exclude fees that are passed through to external parties who perform functions on behalf of, and distribute, the company’s managed funds. The netNet revenue presentation assists in identifying the revenue contribution generated by the company, removing distortions caused by the differing distribution channel fees and allowing for a fair comparison with U.S. peer investment managers and within Invesco’s own investment units. Additionally, management evaluates netNet revenue yield on AUM, which is equal to netNet revenues divided by averageAverage AUM during the reporting period, as an indicator of the basis point netNet revenues we receive for each dollar of AUM we manage.

Investment management fees are adjusted by renewal commissions and certain administrative fees. Service and distribution fees are primarily adjusted by distribution fees passed through to broker dealers for certain share classes and pass through fund-related costs. Other isrevenues are primarily adjusted by transaction fees passed through to third parties.

(3)    CIP
CIP: See Part I, Item 1, Financial Statements - Note 13, "Consolidatednote 11, “Consolidated Investment Products",Products,” for a detailed analysis of the impact to the company’s Condensed Consolidated Financial Statements from the consolidation of CIP. The reconciling items increase net revenues to reflect the management and performance fees earned by Invesco on consolidated investment products, which are eliminated upon consolidation, and remove the underlying revenues and expenses of the consolidated products that have been included in the U.S. GAAP Condensed Consolidated Statements of Income.

55


The company believes that the consolidation of investment productsCIP may impact a reader’s analysis of our underlying results of operations and could result in investor confusion or the production of information about the company by analysts or external credit rating agencies that is not reflective of the underlying results of operations and financial condition of the company. Accordingly, managementthe company believes that it is appropriate to adjust operatingOperating revenues and operatingOperating income for the impact of CIP in calculating the respective netNet revenues and adjustedAdjusted operating income.income (and by calculation, Adjusted operating margin).
(4) Transaction, integration and restructuring related adjustments
restructuring: The company believes it is useful to investors and other users of our Condensed Consolidated Financial Statements to adjust for the transaction,Transaction, integration and restructuring charges in arriving at adjustedAdjusted operating income, adjustedAdjusted operating margin, Adjusted net income, and adjustedAdjusted diluted EPS, as this will aid comparability of our results period to period, and aid comparability with peer companies that may not have similar acquisition and restructuring related charges. See “Results of OperationsTransaction, integration and restructuring costs were zero for the threesecond quarter 2023 due to the completion of strategic initiatives.
(5) Operating margin is equal to Operating income divided by Operating revenues.
(6) Adjusted operating margin is equal to Adjusted operating income divided by Net revenues.
(7) General and nine months ended September 30, 2022 and 2021 -- Transaction, Integration and Restructuring” for additional details.administrative: The adjustment removes insurance recoveries related to fund-related losses incurred in prior periods.
(5)    (8) Amortization of intangible assets and related tax benefits
assets: The company believes it is useful to investors and other users of our financial statements to removeremoves amortization expense related to acquired assets net of the tax benefits realized on the tax amortization of goodwill and intangible assets in arriving at adjustedAdjusted operating income, adjustedAdjusted operating margin and adjustedAdjusted diluted EPS, as this will aid comparability of our results period to period, and aid comparability with peer companies that may not have similar acquisition-related charges.
(6)    (9) Tax adjustment for amortization of intangible assets and goodwill: The company reflects the tax benefit realized on the tax amortization of goodwill and intangibles in Adjusted net income. The company believes it is useful to include this tax benefit in arriving at the Adjusted diluted EPS measure.
(10) Market movement on deferred compensation plan liabilities
liabilities: Certain deferred compensation plan awards involve a return to the employee linked to the appreciation (depreciation) of specified investments. InvescoThe company hedges economically the exposure to market movements for these investments.

Since these plans are hedged economically, managementthe company believes it is useful to reflect the offset ultimately achieved from hedging the market exposure in the calculation of adjustedAdjusted operating income (and by calculation, adjustedAdjusted operating margin) and adjustedAdjusted net income attributable to Invesco Ltd. (and by calculation, adjustedAdjusted diluted EPS) to produce results that will be more comparable period to period.
(7)    General and administrative
Adjustment includes insurance recoveries related to fund-related losses incurred in previous periods that were not reflected in adjusted operating income and adjusted net income.
(8)     Impact of(11) The effective tax rate changeson Adjusted net income attributable to Invesco Ltd. for the three months and six months ended June 30, 2023 is 24.7% and 24.4%, respectively (for the three months and six months ended June 30, 2022, it was 24.8% and 24.5%, respectively).
The company believes it(12) Adjusted diluted EPS is usefulequal to investorsAdjusted net income attributable to Invesco Ltd. divided by the weighted average number of common and other users of our financial statements to remove the non-cash tax (benefits)/expenses related to the re-measurement of deferred tax assets and liabilities due to enactment of changes in corporate tax rates.

See below for a reconciliation of deferred compensation related items:
Three months ended September 30,Nine months ended September 30,
$ in millions2022202120222021
Market movement on deferred compensation plan liabilities:
Compensation expense related to market valuation changes in deferred compensation liability(12.2)3.1 (60.2)36.1 
Adjustments to operating income(12.2)3.1 (60.2)36.1 
Market valuation changes and dividend income from investments and instruments held to hedge the deferred compensation plans reflected in other income/(expense)29.1 9.1 150.1 (36.2)
Taxation on the net impact of the above adjustments(3.9)(2.8)(20.6)— 
Adjustments to net income attributable to Invesco Ltd.13.0 9.4 69.3 (0.1)


restricted common shares outstanding.
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Balance Sheet Discussion (1)
The following table represents a reconciliation of the balance sheet information presented on a U.S. GAAP basis to the balance sheet information excluding the impact of CIP and policyholder balances for the reasons outlined in footnote 1 to the table:
As of September 30, 2022As of December 31, 2021As of June 30, 2023As of December 31, 2022
Balance sheet information
$ in millions
Balance sheet information
$ in millions
U.S. GAAPImpact of CIPImpact of PolicyholdersAs AdjustedU.S. GAAPImpact of CIPImpact of PolicyholdersAs AdjustedBalance sheet information
$ in millions
U.S. GAAPImpact of CIPImpact of PolicyholdersAs AdjustedU.S. GAAPImpact of CIPImpact of PolicyholdersAs Adjusted
ASSETSASSETSASSETS
Cash and cash equivalentsCash and cash equivalents1,023.6 — — 1,023.6 1,896.4 — — 1,896.4 Cash and cash equivalents1,009.9 — — 1,009.9 1,234.7 — — 1,234.7 
InvestmentsInvestments906.7 (433.7)— 1,340.4 926.3 (454.8)— 1,381.1 Investments992.1 (452.6)— 1,444.7 996.6 (376.8)— 1,373.4 
Assets of CIP:Assets of CIP:Assets of CIP:
Investments and other assets of CIPInvestments and other assets of CIP8,675.7 8,675.7 — — 9,575.1 9,575.1 — — Investments and other assets of CIP8,808.9 8,808.9 — — 8,735.1 8,735.1 — — 
Cash and cash equivalents of CIPCash and cash equivalents of CIP202.4 202.4 — — 250.7 250.7 — — Cash and cash equivalents of CIP277.2 277.2 — — 199.4 199.4 — — 
Assets held for policyholdersAssets held for policyholders754.3 — 754.3 — 1,893.6 — 1,893.6 — Assets held for policyholders444.0 — 444.0 — 668.7 — 668.7 — 
Goodwill and intangible assets, netGoodwill and intangible assets, net15,551.8 — — 15,551.8 16,110.5 — — 16,110.5 Goodwill and intangible assets, net15,793.0 — — 15,793.0 15,698.9 — — 15,698.9 
Other assets (2)
Other assets (2)
2,157.4 (9.9)— 2,167.3 2,033.0 (6.4)— 2,039.4 
Other assets (2)
2,132.7 (12.8)— 2,145.5 2,223.4 (9.8)— 2,233.2 
Total assetsTotal assets29,271.9 8,434.5 754.3 20,083.1 32,685.6 9,364.6 1,893.6 21,427.4 Total assets29,457.8 8,620.7 444.0 20,393.1 29,756.8 8,547.9 668.7 20,540.2 
LIABILITIESLIABILITIESLIABILITIES
Liabilities of CIP:Liabilities of CIP:Liabilities of CIP:
Debt of CIPDebt of CIP6,548.7 6,548.7 — — 7,336.1 7,336.1 — — Debt of CIP6,884.5 6,884.5 — — 6,590.4 6,590.4 — — 
Other liabilities of CIPOther liabilities of CIP286.7 286.7 — — 846.3 846.3 — — Other liabilities of CIP357.3 357.3 — — 329.6 329.6 — — 
Policyholder payablesPolicyholder payables754.3 — 754.3 — 1,893.6 — 1,893.6 — Policyholder payables444.0 — 444.0 — 668.7 — 668.7 — 
DebtDebt1,487.1 — — 1,487.1 2,085.1 — — 2,085.1 Debt1,488.6 — — 1,488.6 1,487.6 — — 1,487.6 
Other liabilities (3)
Other liabilities (3)
3,691.6 — — 3,691.6 3,845.7 — — 3,845.7 
Other liabilities (3)
3,574.8 — — 3,574.8 3,838.3 — — 3,838.3 
Total liabilitiesTotal liabilities12,768.4 6,835.4 754.3 5,178.7 16,006.8 8,182.4 1,893.6 5,930.8 Total liabilities12,749.2 7,241.8 444.0 5,063.4 12,914.6 6,920.0 668.7 5,325.9 
EQUITYEQUITYEQUITY
Total equity attributable to Invesco Ltd.Total equity attributable to Invesco Ltd.14,903.7 (0.1)— 14,903.8 15,495.8 (0.1)— 15,495.9 Total equity attributable to Invesco Ltd.15,328.9 (0.1)— 15,329.0 15,213.6 (0.1)— 15,213.7 
Noncontrolling interests (4)
Noncontrolling interests (4)
1,599.8 1,599.2 — 0.6 1,183.0 1,182.3 — 0.7 
Noncontrolling interests (4)
1,379.7 1,379.0 — 0.7 1,628.6 1,628.0 — 0.6 
Total equityTotal equity16,503.5 1,599.1 — 14,904.4 16,678.8 1,182.2 — 15,496.6 Total equity16,708.6 1,378.9 — 15,329.7 16,842.2 1,627.9 — 15,214.3 
Total liabilities and equityTotal liabilities and equity29,271.9 8,434.5 754.3 20,083.1 32,685.6 9,364.6 1,893.6 21,427.4 Total liabilities and equity29,457.8 8,620.7 444.0 20,393.1 29,756.8 8,547.9 668.7 20,540.2 
____________
(1)    These tables includeThis table includes non-GAAP presentations. Assets of CIP are not available for use by Invesco. Additionally, there is no recourse to Invesco for CIP debt. Policyholder assets and liabilities are equal and offsetting and have no impact on Invesco’s shareholder’s equity. 
(2)    Amounts include restricted cash, accountsAccounts receivable, prepaid assets, unsettled fund receivables, property,Property, equipment and software, right-of-use assets and otherOther assets.
(3)    Amounts include accruedAccrued compensation and benefits, unsettled fund payables, accountsAccounts payable and accrued expenses, lease liability and deferredDeferred tax liabilities.
(4)    Amounts include redeemableRedeemable noncontrolling interests in consolidated entities and equityEquity attributable to nonredeemable noncontrolling interests in consolidated entities.

Cash and cash equivalents

Cash and cash equivalents decreased by $872.8$224.8 million from $1,896.4$1,234.7 million at December 31, 20212022 to $1,023.6$1,009.9 million at SeptemberJune 30, 2022.2023. See “Cash Flows Discussion” in the “Liquidity and Capital Resources”following section within this Management’s Discussion and Analysis for additional discussion regarding the movements in cash flows during the period.

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Investments

As disclosed in Note 3, Investments balances comprise largelyare comprised primarily of the equity method investmentsinvestment in our Chinese joint venture,IGW, seed moneycapital and co-investments in affiliated funds, and investments related to the company’s deferred compensation plans. During the nine months ended September 30, 2022, net purchases

42

Table of investments and distributions from equity method investees, as disclosed on our Statement of Cash Flows, were offset by negative market valuations in the period.Contents

As of SeptemberJune 30, 2022,2023, the company had $911.8$920.0 million in seed capital and co-investments (December 31, 2021: $856.72022: $909.2 million), including direct investments in consolidated investment products.CIP. Total seed capital and co-investments is presented as a helpful measure for investors and represents our total net investment interest including our net interestinvestment in CIP, net of deferred compensation investments, joint ventures and other investments.CIP. The following table reconciles the investmentinvestments balance to the total seed capital and co-investment balance.

As ofAs of
$ in millions$ in millionsSeptember 30, 2022December 31, 2021$ in millionsJune 30, 2023December 31, 2022
InvestmentsInvestments906.7 926.3 Investments992.1 996.6 
Net interest in consolidated investment products (1)
433.7 454.8 
Net investment in CIPNet investment in CIP452.6 376.8 
Less: Investments related to deferred compensation plans, joint ventures, and other investmentsLess: Investments related to deferred compensation plans, joint ventures, and other investments(428.6)(524.4)Less: Investments related to deferred compensation plans, joint ventures, and other investments(524.7)(464.2)
Total seed capital and co-investments (2)(1)
Total seed capital and co-investments (2)(1)
911.8 856.7 
Total seed capital and co-investments (2)(1)
920.0 909.2 
____________
(1)    Included in net interest in consolidated investment productsthe total seed capital and co-investments balance as of SeptemberJune 30, 20222023 is $198.8$281.2 million of seed capital and $234.9$638.8 million of co-investments (December 31, 2021: $195.32022: $305.4 million of seed capital and $259.5$603.8 million of co-investments).

(2)    Included in the total seed and co-investment balance as of September 30, 2022 is $304.3 million of seed capital and $607.5 million of co-investments (December 31, 2021: $304.7 million of seed capital and $552.0 million of co-investments).

Assets held for policyholders and policyholder payables

One of our subsidiaries, Invesco Pensions Limited, is an insurance company that was established to facilitate retirement savings plans in the UK. The entity holds assets that are managed for its clients on its balance sheet with an equal and offsetting liability. The decrease in the balance of these accounts from $1,893.6 million at December 31, 2021 to $754.3 million at September 30, 2022 was the result of net business outflows of $903.6 million, negative market movements of $160.7 million, and negative foreign exchange rate movements of $75.0 million.

Liquidity and Capital Resources

Our capital structure, together with available cash balances, cash flows generated from operations, existing capacity under our credit facility and further capital market activities, if necessary, should provide us with sufficient resources to meet present and future cash needs, including operating expenses, debt and other obligations as they come due and anticipated future capital requirements.

Sources of Liquidity by Type
As of
$ in millionsJune 30, 2023December 31, 2022
Cash and cash equivalents1,009.9 1,234.7 
Available revolver2,000.0 1,500.0 
Total sources of liquidity by type3,009.9 2,734.7 

On April 26, 2023, Invesco Ltd. and its indirect subsidiary, Invesco Finance PLC, amended and restated the $1.5 billion floating rate credit facility, increasing facility capacity to $2.0 billion and extending the expiration date from April 26, 2026 to April 26, 2028. As of June 30, 2023, the balance on the $2.0 billion capacity credit facility was zero.

Capital Management

Our capital management priorities have evolved with the growth and success of our business and include, in no particular order of priority: reinvestment in the business, maintaining a strong balance sheet and returning capital to our investorsshareholders longer term through moderate growtha combination of modestly increasing dividends and share repurchases.

During the second quarter ended June 30, 2023, the company repurchased 9.6 million common shares in open market transactions utilizing $150.0 million in cash. As of June 30, 2023, approximately $382.2 million remained authorized under the company’s common share repurchase authorization approved by the Board on July 22, 2016.

Our capital management process is executed in a manner consistent with our desire to maintain strong, investment grade credit ratings. As of the date of our filing, Invesco held credit ratings of BBB+/Stable, A3/Stable and A/Stable from Standard & Poor’s Ratings Service (“S&P”)(S&P), Moody’s Investor Services (“Moody’s”) and Fitch Ratings, (“Fitch”), respectively. Our ability to continue to access the capital markets in a timely manner depends on several factors, including our credit ratings, the condition of the global economy, investors’ willingness to purchase our securities, interest rates, credit spreads and the valuation levels of equity markets.

58


In line with our capital management priorities, the company increased our quarterly common dividend by 10% to $0.1875 per common share beginning with the dividend paid in the second quarter.

On May 6, 2022 the company completed the early redemption of the $600 million, 3.125% Senior Notes due on November 30, 2022. As of September 30, 2022, the balance on the $1.5 billion capacity credit facility was zero.

Other itemsItems

Certain of our subsidiaries are required to maintain minimum levels of regulatory capital, liquidity, and working capital. Such requirements may change from time-to-time as additional guidance is released based on a variety of factors, including balance sheet composition, assessment of risk exposures and governance, and review from regulators. These and other similar provisions of applicable laws and regulations may have the effect of limiting withdrawals of capital, repayment of
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Table of Contents
intercompany loans and payment of dividends by such entities. Our financial condition or liquidity could be adversely affected if certain of our subsidiaries are unable to distribute funds to us.

AllWe are in compliance with all regulatory minimum net capital requirements. As of our regulated EU and UK subsidiaries are subject to consolidatedJune 30, 2023, the company’s minimum regulatory capital requirement was $430.0 million (December 31, 2022: $639.8 million). The decrease was driven by a reduction in regulatory capital requirements under applicable EUas part of a transition into a new regulatory regime in the UK (Investment Firm Prudential Regime). However, there has been no change to the related regulatory liquidity and UKworking capital requirements, and we maintain capital within this European sub-group to satisfy these regulations. as such, there has not been a material reduction in the level of cash and cash equivalents required outside of the US.

We meet thesethe regulatory liquidity and working capital requirements in part by holding cash and cash equivalents.equivalents in the European sub-group. This retained cash can be used for general business purposes in the European sub-group in the countries where it is located. Due to the liquidity and working capital restrictions,requirements, the ability to transfer cash between certain jurisdictions may be limited. In addition, transfers of cash between international jurisdictions may have adverse tax consequences. We are in compliance with all regulatory minimum net capital requirements. As of September 30, 2022, the company’s minimum regulatory capital requirement was $596.3 million (December 31, 2021: $724.9 million); the decrease was primarily driven by a reduction in net capital requirements in the UK as a result of lower expenses and AUM levels as well as the weakening of the Pound Sterling against the U.S. Dollar. The total amount of non-U.S. cash and cash equivalents was $737.2 million at September 30, 2022 (December 31, 2021: $1,088.3 million).

The consolidation of $8,878.1$9,086.1 million and $6,548.7$6,884.5 million of assets and debt of CIP as of SeptemberJune 30, 2022,2023, respectively, did not impact the company’s liquidity and capital resources. See Part I, Item 1, Financial Statements - Note 13, "Consolidated11, “Consolidated Investment Products",Products,” for additional details.

Cash Flows Discussion

The ability to consistently generate cash flows from operations in excess of dividend payments, common share repurchases, capital expenditures and ongoing operating expenses is one of our company’s fundamental financial strengths. Operations continue to be financed from current earnings and borrowings.

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The following table represents a reconciliation of the cash flow information presented on a U.S. GAAP basis to the cash flows information excluding the impact of the cash flows of Consolidated Investment ProductsCIP for the reasons outlined in footnote 1 to the table:

Cash flows information (1)
Cash flows information (1)
Nine months ended September 30, 2022Nine months ended September 30, 2021
Cash flows information (1)
Six months ended June 30, 2023 Six months ended June 30, 2022
$ in millions$ in millionsU.S. GAAPImpact of CIPExcluding CIPU.S. GAAPImpact of CIPExcluding CIP$ in millionsU.S. GAAPImpact of CIPExcluding CIPU.S. GAAPImpact of CIPExcluding CIP
Cash, cash equivalents and restricted cash, beginning of the period (2)
2,147.1 250.7 1,896.4 1,839.3 301.7 1,537.6 
Cash and cash equivalents, beginning of the periodCash and cash equivalents, beginning of the period1,434.1 199.4 1,234.7 2,147.1 250.7 1,896.4 
Cash flows from operating activities (1)
Cash flows from operating activities (1)
239.7 (452.7)692.4 1,081.8 (141.2)1,223.0 
Cash flows from operating activities (1)
232.4 (124.7)357.1 (252.3)(407.2)154.9 
Cash flows from investing activitiesCash flows from investing activities(238.0)(53.6)(184.4)(588.1)(519.2)(68.9)Cash flows from investing activities(49.2)75.7 (124.9)(155.8)(38.3)(117.5)
Cash flows from financing activitiesCash flows from financing activities(798.8)468.0 (1,266.8)14.2 904.1 (889.9)Cash flows from financing activities(349.6)125.6 (475.2)(533.0)398.6 (931.6)
Increase/(decrease) in cash and cash equivalentsIncrease/(decrease) in cash and cash equivalents(797.1)(38.3)(758.8)507.9 243.7 264.2 Increase/(decrease) in cash and cash equivalents(166.4)76.6 (243.0)(941.1)(46.9)(894.2)
Foreign exchange movement on cash and cash equivalentsForeign exchange movement on cash and cash equivalents(124.0)(10.0)(114.0)(37.7)(9.1)(28.6)Foreign exchange movement on cash and cash equivalents19.4 1.2 18.2 (73.2)(7.8)(65.4)
Cash, cash equivalents and restricted cash, end of the period (2)
1,226.0 202.4 1,023.6 2,309.5 536.3 1,773.2 
Cash and cash equivalents, end of the periodCash and cash equivalents, end of the period1,287.1 277.2 1,009.9 1,132.8 196.0 936.8 
Cash and cash equivalentsCash and cash equivalents1,023.6 — 1,023.6 1,773.2 — 1,773.2 Cash and cash equivalents1,009.9 — 1,009.9 936.8 — 936.8 
Cash and cash equivalents of CIPCash and cash equivalents of CIP202.4 202.4 — 536.3 536.3 — Cash and cash equivalents of CIP277.2 277.2 — 196.0 196.0 — 
Total cash, cash and cash equivalents per condensed consolidated statement of cash flows1,226.0 202.4 1,023.6 2,309.5 536.3 1,773.2 
Total cash and cash equivalents per condensed consolidated statement of cash flowsTotal cash and cash equivalents per condensed consolidated statement of cash flows1,287.1 277.2 1,009.9 1,132.8 196.0 936.8 
____________
(1)These tables include non-GAAP presentations. Cash held by CIP is not available for use by Invesco. Additionally, there is no recourse to Invesco for CIP debt. The cash flows of CIP do not form part of the company’s cash flow management processes, nor do they form part of the company’s significant liquidity evaluations and decisions.

(2) Restricted cash of $129.2 million as of December 31, 2020 is recorded in Other assets on the Condensed Consolidated Balance Sheets. There was no restricted cash at the end of the period for the nine months ended September 30, 2022 and 2021.
Operating Activities

Operating cash flows include the receipt of investmentInvestment management and otherOther fees generated from AUM, offset by operatingOperating expenses and changesChanges in operating assets and liabilities. Although some receipts and payments are seasonal, particularly bonus payments which are paid during the first quarter, afterAfter allowing for the change in cash held by CIP, and investment activities, and seasonal payments such as bonus payments in the first quarter, our operating cash flows generally move in the same direction as our operating income.Operating income.

DuringCash inflows for the nine months ended September 30, 2022, cash provided by operating activities was $239.7 million compared to $1,081.8 million provided by operating activities during the ninesix months ended SeptemberJune 30, 2021. Excluding2023, excluding the impact of the consolidation of CIP, cash provided by operations was $692.4 million during the nine months ended September 30, 2022 compared to $1,223.0 million of cash provided by operating activities during the nine months ended September 30, 2021. Cash inflows for 2022 included operating income of $1,072.6 million (nine months ended September 30, 2021: $1,279.0 million) as well as distributions of $82.6 million (nine months ended September 30, 2021: $55.4 million)primarily driven by an Invesco Great Wall dividend of $65.5 million (nine months ended September 30, 2021: $38.8 million). Inflows were partially offset bylower net outflows from changes in payables and receivables due to timing of payments and receipts as compared to lower net outflows for the nine six
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months ended SeptemberJune 30, 2021.2022 which were partially offset by a decrease of $309.1 million in Operating Income. Also, included in cash outflowsinflows were net investment sales of $12.6 million related to seed capital and deferred compensation investments (six months ended June 30, 2022: net investment purchases of $80.0 million, including seed money investments (nine months ended September 30, 2021: net investment redemptions of $81.5$59.7 million).

Investing Activities

NetInvesting cash used in investing activities totaled $238.0 million for the nine months ended September 30, 2022 (nine months ended September 30, 2021: net cash used of $588.1 million). Excluding the impact of CIP cash flows, net cash used in investing activities was $184.4 million for the nine months ended September 30, 2022 (nine months ended September 30, 2021: net cash used of $68.9 million).

Cash outflows for the ninesix months ended SeptemberJune 30, 2022,2023, excluding the impact of the consolidation of CIP, included purchasesPurchases of investments of $191.1$87.9 million (nine(six months ended SeptemberJune 30, 2021: $165.62022: $133.8 million purchases), partially offset by proceeds of $126.5$47.8 million from sales and returns of capital of investments (nine(six months ended SeptemberJune 30, 2021: $169.92022: $73.4 million proceeds).
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During the nine months ended September 30, 2022, In addition, the company had capital expenditures of $119.8$84.8 million (ninefor the six months ended SeptemberJune 30, 2021: $73.22023 (six months ended June 30, 2022: $57.1 million). Our capital expenditures related principally in each period to technology initiatives including enhancementsrelated to platforms from which we maintain our portfolio management systems and client-facing systems including websites and client reporting tools, upgradesinvestments in computer hardware and software for employees, and improvements in the firm’s data solutions. Also, in each period, a portion of thesefoundational technology projects as well as facilities costs related to leasehold improvements madeour move to the various buildings and workspaces used in our offices. These projects have been funded with proceeds from our operating cash flows.new Atlanta headquarters.

Financing Activities

Net cash used in financing activities totaled $798.8 million for the nine months ended September 30, 2022 (nine months ended September 30, 2021: net cash provided of $14.2 million). Excluding the impact of CIP, financing activities used net cash of $1,266.8 million in the nine months ended September 30, 2022 (nine months ended September 30, 2021: net cash used of $889.9 million).

Financing cash outflows during the ninesix months ended SeptemberJune 30, 2022 included2023, excluding the $600.0 million redemptionimpact of the senior notes due November 2022 (nine months ended September 30, 2021: none), purchasesconsolidation of common shares through the open market of $200.0 million (nine months ended September 30, 2021: none), $249.1CIP, included $177.6 million of common dividend payments for the dividends declared in January and April and July (nine(six months ended SeptemberJune 30, 2021:2022: common dividends paid of $228.9$163.4 million), $177.6$118.4 million of preferred dividend payments for dividends declared in January and April and July (nine(six months ended SeptemberJune 30, 2021: $177.62022: $118.4 million) and the payment of $40.1$29.2 million to meet employees’ withholding tax obligations on common share vestings (nine(six months ended SeptemberJune 30, 2021: $58.12022: $34.4 million). ThereThe six months ended June 30, 2023 also included purchases of common shares through the open market of $150.0 million ( six months ended June 30, 2022 purchases of common shares through the open market of $200.0 million). Financing cash outflows for the six months ended June 30, 2022 also included the $600.0 million redemption of senior notes due in November 2022 which was nopartially offset by a net borrowing on the credit facility during the nine months ended September 30, 2022 (nine months ended September 30, 2021: no net borrowing). Financing cash outflows during the nine months ended September 30, 2021 also included the $309.4 million settlement of the forward contracts, $104.1 million of net collateral on the forward contracts returned to the counterparty, and a payment of $11.8 million of contingent consideration.$184.6 million.

Dividends

When declared, Invesco pays dividends on a quarterly basis in arrears. Holders of our preferred shares are eligible to receive dividends at an annual rate of 5.9%of the liquidation preference of $1,000 per share, or $59 per share per annum. The preferred stock dividend is payable quarterly on a non-cumulative basis when, if and as declared by our board of directors. However, if we have not declared and paid or set aside for payment full quarterly dividends on the preferred stock for a particular dividend period, we may not declare or pay dividends on, or redeem, purchase or acquire, our common stock or other junior securities in the next succeeding dividend period. In addition, if we have not declared and paid or set aside for payment quarterly dividends on the preferred stock for six quarterly periods, whether or not consecutive, the number of directors of the company will be increased by two and the holders of the preferred shares shall have the right to elect such two additional members of the Board of Directors.

On OctoberJuly 25, 2022,2023, the company announced a thirdsecond quarter 20222023 cash dividend of $0.1875$0.20 per share, to holders of common shares, payable on December 2, 2022,September 5, 2023, to shareholders of record at the close of business on NovemberAugust 11, 20222023 with an ex-dividend date of November 9, 2022.August 10, 2023.

On OctoberJuly 25, 2022,2023, the company announced a preferred dividend of $14.75 per share to the holders of preferred shares, representing the period from September June 1, 20222023 through November 30, 2022.TheAugust 31, 2023 The preferred dividend is payable on DecemberSeptember 1, 20222023 to shareholders of record at close of business on NovemberAugust 15, 2022.2023.

The declaration, payment and amount of any future dividends will be declared by our board of directors and will depend upon, among other factors, our earnings, financial condition and capital requirements at the time such declaration and payment are considered. The boardcompany has a policy of managing dividends in a prudent fashion, with due consideration given to profit levels, overall debt levels and historical dividend payouts.

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Debt

The carrying value of our debt at SeptemberJune 30, 20222023 was $1,487.1 $1,488.6 million (December 31, 2021: $2,085.12022: $1,487.6 million) and was comprised of the following:
$ in millionsSeptember 30, 2022December 31, 2021
 $1.5 billion floating rate credit facility expiring April 26, 2026— — 
Unsecured Senior Notes:
$600 million 3.125% - due November 30, 2022— 599.4 
$600 million 4.000% - due January 30, 2024598.6 597.8 
$500 million 3.750% - due January 15, 2026497.8 497.3 
$400 million 5.375% - due November 30, 2043390.7 390.6 
Debt1,487.1 2,085.1 
. See Part I, Item 1, Financial Statements - Note 4, “Debt,” for additional disclosures.

For the ninesix months ended SeptemberJune 30, 2022,2023, the company’s weighted average cost of debt was 4.10% (nine4.28% (six months ended SeptemberJune 30, 2021: 3.95%2022: 4.02%).

Financial covenants under the credit facility agreement include: (i) the quarterly maintenance of an Adjusted debt/EBITDAEarnings before income tax, depreciation, amortization, interest expense, common share-based compensation expense, unrealized (gains)/
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losses from investments, net, and unusual or otherwise non-recurring gains and losses (Covenant Adjusted EBITDA) leverage ratio, as defined in the credit facility agreement, of not greater than 3.25:1.00, (ii) an interest coverage ratio (EBITDA, as defined in the credit agreement/(Covenant Adjusted EBITDA/interest payable for the four consecutive fiscal quarters ended before the date of determination) of not less than 4.00:1.00.1.00. As of SeptemberJune 30, 2022,2023, we were in compliance with our financial covenants. At SeptemberJune 30, 2022,2023, our leverage ratio was 0.67: 0.66:1.00 (December 31, 2021: 0.79:2022: 0.78:1.00), and our interest coverage ratio was 21.18: 20.66:1.00 (December 31, 2021: 25.21:2022: 19.51:1.00).

The SeptemberJune 30, 20222023 coverage ratio calculations are as follows:
$ in millionsTotalQ3 2022Q2 2022Q1 2022Q4 2021
Net income attributable to Invesco Ltd.922.9 177.4 121.0 197.7 426.8 
Dividends on preferred shares236.8 59.2 59.2 59.2 59.2 
Tax expense363.3 86.8 63.0 82.8 130.7 
Amortization/depreciation197.1 47.9 49.3 49.5 50.4 
Interest expense90.8 18.6 25.8 23.2 23.2 
Common share-based compensation expense117.2 26.0 27.6 29.5 34.1 
Unrealized (gains)/losses from investments, net (1)
125.0 24.6 68.8 26.4 5.2 
OppenheimerFunds acquisition-related matter insurance recoveries (2)
(130.0)(15.0)(15.0)— (100.0)
EBITDA (3)
1,923.1 425.5 399.7 468.3 629.6 
Adjusted debt (3)
$1,289.7 
Leverage ratio (Adjusted debt/EBITDA - maximum 4.00:1.00)0.67 
Interest coverage (EBITDA/Interest expense - minimum 3.00:1.00)21.18 
____________
$ in millionsTotalQ2 2023Q1 2023Q4 2022Q3 2022
Net income attributable to Invesco Ltd.642.4 132.2 145.0 187.8 177.4 
Dividends on preferred shares236.8 59.2 59.2 59.2 59.2 
Tax expense311.8 65.5 69.9 89.6 86.8 
Amortization/depreciation190.7 47.4 46.8 48.6 47.9 
Interest expense72.6 18.4 18.0 17.6 18.6 
Common share-based compensation expense118.9 32.0 37.8 23.1 26.0 
Unrealized (gains)/losses from investments, net (1)
(33.2)(8.6)(17.1)(32.1)24.6 
OppenheimerFunds acquisition-related matter recoveries (2)
(40.0)— — (25.0)(15.0)
Covenant Adjusted EBITDA (3)
1,500.0 346.1 359.6 368.8 425.5 
Adjusted debt (3)
$991.3 
Leverage ratio (Adjusted debt/Covenant Adjusted EBITDA - maximum 3.25:1.00)0.66 
Interest coverage (Covenant Adjusted EBITDA/Interest expense - minimum 4.00:1.00)20.66 
(1)    Adjustments for unrealized gains and losses from investments, as defined in our credit facility, may also include non-cash gains and losses on investments to the extent that they do not represent anticipated future cash receipts or expenditures.
(2)     Unusual or otherwise non-recurring gains and losses, as defined in our credit facility, are adjusted for in the determination of Covenant Adjusted EBITDA. The insurance recoveries related to the OppenheimerFunds acquisition-related matter are considered unusual and have been removed from the determination of Covenant Adjusted EBITDA.
(3)    Covenant Adjusted EBITDA and Adjusted debt are non-GAAP financial measures that are used by management in connection with certain debt covenant calculations under our credit agreement. The calculation of Covenant Adjusted EBITDA above (a reconciliation from netNet income attributable to Invesco Ltd.) is defined by our credit facility agreement, and therefore netNet income attributable to Invesco Ltd. is the most appropriate GAAP measure from which to reconcile to Covenant Adjusted EBITDA. The calculation of Adjusted debt is defined in our credit facility and equals debt of $1,487.1$1,488.6 million plus $2.6$2.7 million in letters of credit less $200.0$500.0 million of excess unrestricted cash (cash and cash equivalents less the minimum regulatory capital requirement, not to exceed $200$500 million).

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Credit and Liquidity Risk

Capital management involves the management of the company’s liquidity and cash flows. The company manages its capital by reviewing annual and projected cash flow forecasts and by monitoring credit, liquidity and market risks, such as interest rate and foreign currency risks (as discussed in Part I, Item 3, Quantitative and Qualitative Disclosures About Market Risk), through measurement and analysis. The company is primarily exposed to credit risk through its cash and cash equivalent deposits, which are held by external firms. The company invests its cash balances in its own institutional money market products, as well as with external high credit-quality financial institutions. These arrangements create exposure to concentrations of credit risk.

Credit Risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to meet an obligation. All cash and cash equivalent balances are subject to credit risk, as they represent deposits made by the company with external banks and other institutions. As of SeptemberJune 30, 2022,2023, our maximum exposure to credit risk related to our cash and cash equivalent balances is $1,023.6 million.$1,009.9 million, of which $565.4 million is invested in affiliated money market funds. No more than 10% of our cash and cash equivalent balances is held with any one third-party financial institution. See Part I, Item 1, Financial Statements - Note 2, "Fair Value of Assets and Liabilities",Liabilities," for information regarding cash and cash equivalents invested in affiliated money market funds.

The company does not utilize credit derivatives or similar instruments to mitigate the maximum exposure to credit risk. The company does not expect any counterparties to its financial instruments to fail to meet their obligations.
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Liquidity Risk

Liquidity risk is the risk that the company will encounter difficulty in meeting obligations associated with its financial liabilities as they become due. The company is exposed to liquidity risk through its $1,487.1$1,488.6 million in total debt. The company actively manages liquidity risk by preparing cash flow forecasts for future periods, reviewing them regularly with senior management, maintaining a committed credit facility, scheduling significant gaps between major debt maturities and engaging external financing sources in regular dialogue.

Effects of Inflation

Inflation can impact our organization primarily in two ways. First, inflationary pressures can result in increases in our cost structure, especially to the extent that large expense components such as compensation are impacted. To the degree that these expense increases are not recoverable or cannot be counterbalanced through pricing increases due to the competitive environment, our profitability could be negatively impacted. Secondly, the value of the assets that we manage may be negatively impacted when inflationary expectations result in a rising interest rate environment. DeclinesA decline in the valuevalues of AUM could lead to reduced revenues as management fees are generally calculated based upon the size of AUM.

Common Share RepurchasesRepurchase Plan

TheDuring the three months ended June 30, 2023, the company did not purchaserepurchased 9.6 million common shares for $150.0 million in the open market during the three(three months ended SeptemberJune 30, 2022. During the nine2022: none; six months ended SeptemberJune 30, 2022, the company repurchased2022: 8.9 million common shares in the open market at a cost of $200 million (three and nine months ended September 30, 2021: none)for $200.0 million). At SeptemberJune 30, 2022,2023, approximately $532.2$382.2 million remains available under the share repurchase authorizations approved by the Board on July 22, 2016.

Separately an aggregate of 0.5 million and 2.2 million common shares were withheld on vesting events during the three and nine months ended September 30, 2022 to meet employees’ withholding tax obligations (three and nine months ended September 30, 2021: 0.4 million and 2.6 million shares). The fair value of these common shares withheld at the respective withholding dates was $5.7 million and $40.1 million during the three and nine months ended September 30, 2022 (three and nine months ended September 30, 2021: $10.5 million and $58.1 million).

Off Balance Sheet Commitments

See Part I, Item 1, Financial Statements - Note 12,10, “Commitments and Contingencies - Legal Contingencies”, for more information regarding undrawn capital commitments.

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Critical Accounting Policies and Estimates

There have been no significant changes to the critical accounting policies disclosed in our most recent FormForms 10-K and 10-Q for the year ended December 31, 2021.2022 and the three months ended March 31, 2023, respectively. Critical accounting policies are those that require management’s most difficult, subjective or complex judgments and would therefore be deemed the most critical to an understanding of our results of operations and financial condition.

Recent Accounting Standards

See Part I, Item 1, Financial Statements - Note 1, "Accounting Policies - Accounting Pronouncements Recently Adopted.”
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Item 3.  Quantitative and Qualitative Disclosures About Market Risk

In the normal course of its business, the company is primarily exposed to market risk in the form of AUM market price risk, securities market risk, interest rate risk and foreign exchange rate risk. There have not been any material changes to the company’s exposures to market risks during the period ended SeptemberJune 30, 20222023 that would require an update to the disclosures provided in the most recent Form 10-K.

AUM Market Price Risk

The company’s investment management revenues are comprised of fees based on the value of AUM. Declines in the market prices of equity and fixed income securities, commodities and derivatives, or other similar financial instruments held in client portfolios could cause revenues to decline because of lower investment management fees by:

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.
Causing clients to reallocate assets away from products that earn higher revenues into products that earn lower revenues.

Underperformance of client accounts relative to competing products could exacerbate these factors.

Securities Market Risk

The company has investments in managed investment products that invest in a variety of asset classes. Investments are generally made to establish a track record for a new fund or investment vehicle or to hedge economically exposure to certain deferred compensation plans. The company’s exposure to market risk from financial instruments measured at fair value arises from its investments.

Interest Rate Risk

Interest rate risk relates to the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The company is exposed to interest rate risk primarily through its external debt and cash and cash equivalent investments. See Part I, Item 1, Financial Statements - Note 4, Debt“Debt,” for details of the company’s debt arrangements. As of SeptemberJune 30, 2022, 2023, the interest rates on 100%100.0% of the company’s borrowings were fixed for a weighted average period of 7.216.46 years, andand the company had a zero balance on its floating rate credit facility.

Foreign Exchange Rate Risk

The company has certain investments in foreign operations, whose net assets and results of operations are exposed to foreign currency translation risk when translated into U.S. Dollars upon consolidation into Invesco Ltd.Invesco.

The company is also exposed to foreign exchange revaluation in the Condensed Consolidated Statements of Incometranslation risk on monetary assets and liabilities that are held by subsidiaries in different functional currencies than the subsidiaries’ functional currencies. Net foreign exchange revaluation gains were $4.1$1.2 million during the ninesix months ended SeptemberJune 30, 2022 (nine2023 (six months ended SeptemberJune 30, 2021: $3.02022: $2.1 million losses) gains) and are included in general and administrative expenses and Other gains/other gains/(losses), net on the Condensed Consolidated Statements of Income. We continue to monitor our exposure to foreign exchange revaluation.
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Item 4.  Controls and Procedures

Our management is responsible for establishing and maintaining disclosure controls and procedures that are designed to ensure that information the company is required to disclose in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’sSEC’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in the reports that the company files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.

We have evaluated, with the participation of our chief executive officer and chief financial officer, the effectiveness of our disclosure controls and procedures as of SeptemberJune 30, 2022.2023. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

During the three months ended September 30, 2022, we implemented new core financial systems. In connection with this implementation, we made changes toWe have evaluated any change in our internal control over financial reporting to align with the upgraded system functionality and updated processes. There were no other changes in internal control over financial reporting that occurred during the threesix months ended SeptemberJune 30, 20222023 and have concluded that havethere was no change that has materially affected, or areis reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION
Item 1.  Legal Proceedings

See Part I, Item 1, Financial Statements - Note 12,10, “Commitments and Contingencies - Legal Contingencies”,Contingencies,” for information regarding legal proceedings.

Item 1A.  Risk Factors

The company has had no significant changes in its risk factors from those previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 20212022.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Repurchases of Equity Securities

The following table sets forth information regarding purchases of our common shares by us and any affiliated purchases during the three months ended SeptemberJune 30, 2022:2023:
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)
July 1-31, 2022397,821 $16.29 — $532.2 
August 1-31, 202269,742 $16.64 — $532.2 
September 1-30, 202275,539 $15.11 — $532.2 
Total543,102 — 
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)
April 1-30, 202341,502 $16.47 — $532.2 
May 1-31, 202344,827 $15.76 — $532.2 
June 1-30, 20239,604,409 $15.65 9,587,105 $382.2 
Total9,690,738 9,587,105 
____________
(1)    An aggregate of 543,102103,633 shares were surrendered to us by Invesco employees to satisfy tax withholding obligations in connection with the vesting of equity awards.
(2)    At SeptemberJune 30, 2022,2023, a balance of $532.2$382.2 million remains available under the share repurchase authorization approved by the Board on July 22, 2016.


Item 5. Other Information

None.



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Item 6. Exhibits
Exhibit Index
3.1
3.2
3.3
10.1
22
31.1
31.2
32.1
32.2
101
The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022,2023, formatted in Inline XBRL (Extensible Business Reporting Language):XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Changes in Equity, and (vi) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended SeptemberJune 30, 2022,2023, formatted in Inline XBRL

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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.


INVESCO LTD.
NovemberAugust 2, 20222023/s/ MARTIN L. FLANAGANANDREW R. SCHLOSSBERG
Martin L. FlanaganAndrew Schlossberg
President and Chief Executive Officer
NovemberAugust 2, 20222023/s/ L. ALLISON DUKES
L. Allison Dukes
Senior Managing Director and Chief Financial Officer

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