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 ~~June 30, 2023~~March 31, 2024


☐						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 Ltd.

(Exact Name of Registrant as Specified in Its Charter)

Bermuda

98-0557567

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification No.)

1331 Spring Street,

Suite 2500,

Atlanta,

30309

(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 class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.20 par value	IVZ	New 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 filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes ☐ No ☑

As of ~~June 30, 2023,~~March 31, 2024, the most recent practicable date, the number of Common Shares outstanding was ~~448,620,544~~.449,831,075.

Table of Contents

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.

Table of Contents

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~~A financial measure set forth in covenants in our credit agreement, which is defined to be 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~~swap
UITs	—	Unit Investment Trusts
U.K.	—	United Kingdom
U.S.	—	United States
U.S. GAAP	—	Accounting principles generally accepted in the United States


VIEs	—	Variable interest entities

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Invesco Ltd.

Condensed Consolidated Balance Sheets

(Unaudited)

As of

$ in millions, except per share data

June 30, 2023

December 31, 2022

As of

(in millions, except per share data)

March 31, 2024

December 31, 2023

ASSETS

Cash and cash equivalents

1,009.9

1,234.7

Accounts receivable

703.2

801.8

Accounts receivable

Investments

992.1

996.6

Assets of consolidated investment products (CIP):

Cash and cash equivalents of CIP

277.2

199.4

Accounts receivable and other assets of CIP

197.6

203.7

Investments of CIP

8,611.3

8,531.4

Assets held for policyholders

444.0

668.7

Other assets

844.2

860.5

Property, equipment and software, net

585.3

561.1

Intangible assets, net

7,118.0

7,141.2

Goodwill

8,675.0

8,557.7

Total assets

29,457.8

29,756.8

LIABILITIES

Accrued compensation and benefits

570.6

860.8

Accrued compensation and benefits

Accounts payable and accrued expenses

1,360.7

1,314.8

Liabilities of CIP:

Debt of CIP

6,884.5

6,590.4

Other liabilities of CIP

357.3

329.6

Policyholder payables

444.0

668.7

Debt

1,488.6

1,487.6

Deferred tax liabilities, net

1,643.5

1,662.7

Total liabilities

12,749.2

12,914.6

Commitments and contingencies (See Note 10)

TEMPORARY EQUITY

Redeemable noncontrolling interests in consolidated entities

841.9

998.7

Redeemable noncontrolling interests in consolidated entities

PERMANENT EQUITY

Equity attributable to Invesco Ltd.:

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

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

Equity attributable to Invesco Ltd.:

Preferred shares ($0.20 par value; $1,000 liquidation preference; 4.0 million authorized, issued and outstanding as of March 31, 2024 and December 31, 2023)

Common shares ($0.20 par value; 1,050.0 million authorized; 566.1 million shares issued as of March 31, 2024 and December 31, 2023)

Additional paid-in-capital

7,433.0

7,554.9

Treasury shares

(3,027.4)

(3,040.9)

Retained earnings

7,617.9

7,518.3

Accumulated other comprehensive income/(loss), net of tax

(818.3)

(942.4)

Total equity attributable to Invesco Ltd.

15,328.9

15,213.6

Equity attributable to nonredeemable noncontrolling interests in consolidated entities

537.8

629.9

Total permanent equity

15,866.7

15,843.5

Total liabilities, temporary and permanent equity

29,457.8

29,756.8

See accompanying notes.

Table of Contents

Invesco Ltd.

Condensed Consolidated Statements of Income

(Unaudited)


		Three months ended June 30,		Six months ended June 30,
$ in millions, except per common share data		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions, except per common share data)
(in millions, except per common share data)
(in millions, except per common share data)
Operating revenues:
Operating revenues:
Operating revenues:	Operating revenues:
Investment management fees	Investment management fees	1,033.5	1,113.5	2,061.4	2,294.0
Investment management fees
Investment management fees
Service and distribution fees
Service and distribution fees
Service and distribution fees	Service and distribution fees	342.3	353.8	676.5	732.8
Performance fees	Performance fees	19.6	9.2	25.2	10.2
Performance fees
Performance fees
Other
Other
Other	Other	47.4	53.9	97.9	122.8
Total operating revenues	Total operating revenues	1,442.8	1,530.4	2,861.0	3,159.8
Total operating revenues
Total operating revenues
Operating expenses:
Operating expenses:
Operating expenses:	Operating expenses:
Third-party distribution, service and advisory	Third-party distribution, service and advisory	462.5	475.0	917.6	987.6
Third-party distribution, service and advisory
Third-party distribution, service and advisory
Employee compensation
Employee compensation
Employee compensation	Employee compensation	475.7	407.2	938.5	840.1
Marketing	Marketing	29.0	33.8	54.0	55.5
Marketing
Marketing
Property, office and technology
Property, office and technology
Property, office and technology	Property, office and technology	137.1	135.0	271.5	267.0
General and administrative	General and administrative	121.6	119.7	197.3	221.9
General and administrative
General and administrative
Transaction, integration and restructuring	Transaction, integration and restructuring	—	0.2	41.6	35.4
Amortization of intangibles		13.1	14.8	27.2	29.9
Transaction, integration and restructuring
Transaction, integration and restructuring
Amortization of intangible assets
Amortization of intangible assets
Amortization of intangible assets
Total operating expenses
Total operating expenses
Total operating expenses	Total operating expenses	1,239.0	1,185.7	2,447.7	2,437.4
Operating income	Operating income	203.8	344.7	413.3	722.4
Operating income
Operating income
Other income/(expense):
Other income/(expense):
Other income/(expense):	Other income/(expense):
Equity in earnings of unconsolidated affiliates	Equity in earnings of unconsolidated affiliates	19.2	24.7	45.3	58.1
Equity in earnings of unconsolidated affiliates
Equity in earnings of unconsolidated affiliates
Interest and dividend income
Interest and dividend income
Interest and dividend income	Interest and dividend income	7.1	2.1	15.7	3.3
Interest expense	Interest expense	(18.4)	(25.8)	(36.4)	(49.0)
Interest expense
Interest expense
Other gains/(losses), net
Other gains/(losses), net
Other gains/(losses), net	Other gains/(losses), net	20.9	(90.0)	48.3	(135.5)
Other income/(expense) of CIP, net	Other income/(expense) of CIP, net	(2.7)	26.2	(20.6)	2.9
Other income/(expense) of CIP, net
Other income/(expense) of CIP, net
Income before income taxes	Income before income taxes	229.9	281.9	465.6	602.2
Income before income taxes
Income before income taxes
Income tax provision
Income tax provision
Income tax provision	Income tax provision	(65.5)	(63.0)	(135.4)	(145.8)

Net income	Net income	164.4	218.9	330.2	456.4

Net income

Net income
Net (income)/loss attributable to noncontrolling interests in consolidated entities
Net (income)/loss attributable to noncontrolling interests in consolidated entities
Net (income)/loss attributable to noncontrolling interests in consolidated entities	Net (income)/loss attributable to noncontrolling interests in consolidated entities	27.0	(38.7)	65.4	(19.3)
Dividends declared on preferred shares	Dividends declared on preferred shares	(59.2)	(59.2)	(118.4)	(118.4)
Dividends declared on preferred shares
Dividends declared on preferred shares
Net income attributable to Invesco Ltd.
Net income attributable to Invesco Ltd.
Net income attributable to Invesco Ltd.	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:

Earnings per common share:
-basic
-basic
-basic	-basic	$0.29	$0.27	$0.61	$0.70
-diluted	-diluted	$0.29	$0.26	$0.60	$0.69
-diluted
-diluted

See accompanying notes.

Table of Contents

Invesco Ltd.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


		Three months ended June 30,		Six months ended June 30,
$ in millions		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions)
(in millions)
(in millions)
Net income
Net income
Net income	Net income	164.4	218.9	330.2	456.4

Other comprehensive income/(loss), net of tax:	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 subsidiaries	Currency translation differences on investments in foreign subsidiaries	63.8	(292.9)	118.9	(360.1)

Currency translation differences on investments in foreign subsidiaries
Currency translation differences on investments in foreign subsidiaries
Other comprehensive income/(loss), net of tax	Other comprehensive income/(loss), net of tax	0.8	0.3	5.2	0.5
Other comprehensive income/(loss), net of tax
Other comprehensive income/(loss), net of tax
Other comprehensive income/(loss)
Other comprehensive income/(loss)
Other comprehensive income/(loss)	Other comprehensive income/(loss)	64.6	(292.6)	124.1	(359.6)

Total comprehensive income/(loss)	Total comprehensive income/(loss)	229.0	(73.7)	454.3	96.8

Total comprehensive income/(loss)

Total comprehensive income/(loss)

Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities

Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities

Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities	Comprehensive loss/(income) attributable to noncontrolling interests in consolidated entities	27.0	(38.7)	65.4	(19.3)
Dividends declared on preferred shares	Dividends declared on preferred shares	(59.2)	(59.2)	(118.4)	(118.4)
Dividends declared on preferred shares
Dividends declared on preferred shares
Comprehensive income/(loss) attributable to Invesco Ltd.	Comprehensive income/(loss) attributable to Invesco Ltd.	196.8	(171.6)	401.3	(40.9)
Comprehensive income/(loss) attributable to Invesco Ltd.
Comprehensive income/(loss) attributable to Invesco Ltd.

See accompanying notes.

Table of Contents

Invesco Ltd.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


		Six months ended June 30,
$ in millions		2023	2022
	Three months ended March 31,							Three months ended March 31,
(in millions)				(in millions)	2024		2023
Operating activities:	Operating activities:
Net income
Net income
Net income	Net income	330.2	456.4
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:	Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Amortization and depreciation	Amortization and depreciation	94.2	98.8
Amortization and depreciation
Amortization and depreciation

Common share-based compensation expense
Common share-based compensation expense
Common share-based compensation expense	Common share-based compensation expense	69.8	57.1

Other (gains)/losses, net
Other (gains)/losses, net
Other (gains)/losses, net	Other (gains)/losses, net	(48.3)	135.5
Other (gains)/losses of CIP, net	Other (gains)/losses of CIP, net	120.0	66.7
Equity in earnings of unconsolidated affiliates	Equity in earnings of unconsolidated affiliates	(45.3)	(58.1)
Distributions from equity method investees	Distributions from equity method investees	6.5	70.3

Changes in operating assets and liabilities:	Changes in operating assets and liabilities:
Changes in operating assets and liabilities:
Changes in operating assets and liabilities:

(Purchase)/sale of investments by CIP, net

(Purchase)/sale of investments by CIP, net

(Purchase)/sale of investments by CIP, net	(Purchase)/sale of investments by CIP, net	(164.3)	(299.7)
(Purchase)/sale of investments, net	(Purchase)/sale of investments, net	5.8	(25.2)
(Increase)/decrease in receivables	(Increase)/decrease in receivables	397.0	509.3
Increase/(decrease) in payables	Increase/(decrease) in payables	(533.2)	(1,263.4)
Net cash provided by/(used in) operating activities	Net cash provided by/(used in) operating activities	232.4	(252.3)
Investing activities:	Investing activities:
Purchase of property, equipment and software	Purchase of property, equipment and software	(84.8)	(57.1)
Purchase of property, equipment and software
Purchase of property, equipment and software

Purchase of investments by CIP
Purchase of investments by CIP
Purchase of investments by CIP	Purchase of investments by CIP	(1,190.9)	(1,709.2)
Sale of investments by CIP	Sale of investments by CIP	1,251.7	1,653.9
Purchase of investments	Purchase of investments	(62.0)	(119.9)
Sale of investments	Sale of investments	35.1	54.9
Capital distribution from equity method investees	Capital distribution from equity method investees	12.3	16.9

Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP

Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP

Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP	Net cash inflows/(outflows) upon consolidation/deconsolidation of CIP	(10.6)	4.7
Net cash provided by/(used in) investing activities	Net cash provided by/(used in) investing activities	(49.2)	(155.8)
Financing activities:	Financing activities:
Purchases of treasury shares	Purchases of treasury shares	(179.2)	(234.4)
Purchases of treasury shares
Purchases of treasury shares					(20.4)		(27.7)
Dividends paid - preferred	Dividends paid - preferred	(118.4)	(118.4)	Dividends paid - preferred	(59.2)	(59.2)		(59.2)

Dividends paid - common
Dividends paid - common
Dividends paid - common	Dividends paid - common	(177.6)	(163.4)
Third-party capital invested into CIP	Third-party capital invested into CIP	51.5	446.8
Third-party capital distributed by CIP	Third-party capital distributed by CIP	(150.0)	(130.3)
Borrowings of debt of CIP	Borrowings of debt of CIP	251.8	84.9
Repayments of debt of CIP	Repayments of debt of CIP	(27.7)	(2.8)
Net borrowings/(repayments) under credit facility		—	184.6
Repayments of senior notes		—	(600.0)
Borrowings of credit agreement
Repayments of credit agreement

Repayment of senior notes

Repayment of senior notes

Repayment of senior notes
Net cash provided by/(used in) financing activities	Net cash provided by/(used in) financing activities	(349.6)	(533.0)
Increase/(decrease) in cash and cash equivalents	Increase/(decrease) in cash and cash equivalents	(166.4)	(941.1)
Foreign exchange movement on cash and cash equivalents	Foreign exchange movement on cash and cash equivalents	18.2	(65.4)	Foreign exchange movement on cash and cash equivalents	(14.1)		11.7
Foreign exchange movement on cash and cash equivalents of CIP	Foreign exchange movement on cash and cash equivalents of CIP	1.2	(7.8)	Foreign exchange movement on cash and cash equivalents of CIP	(2.0)		1.0

Cash and cash equivalents, beginning of period	Cash and cash equivalents, beginning of period	1,434.1	2,147.1
Cash and cash equivalents, beginning of period
Cash and cash equivalents, beginning of period					1,931.6		1,434.1
Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	1,287.1	1,132.8

Cash and cash equivalents	Cash and cash equivalents	1,009.9	936.8
Cash and cash equivalents
Cash and cash equivalents

Cash and cash equivalents of CIP	Cash and cash equivalents of CIP	277.2	196.0
Cash and cash equivalents of CIP
Cash and cash equivalents of CIP					529.8		325.9
Total cash and cash equivalents per condensed consolidated statement of cash flows	Total cash and cash equivalents per condensed consolidated statement of cash flows	1,287.1	1,132.8

See accompanying notes.

Table of Contents

Invesco Ltd.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

Three months ended June 30, 2023
Equity Attributable to Invesco Ltd.
$ in millions, except per share data Preferred Shares Common Shares Additional Paid-in-Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income/(Loss) Total Equity Attributable to Invesco Ltd. Nonredeemable Noncontrolling Interests in Consolidated Entities Total Permanent Equity Redeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
April 1, 2023 4,010.5 113.2 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, 2023 4,010.5 113.2 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 data Preferred Shares Common Shares Additional Paid-in-Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income/(Loss) Total Equity Attributable to Invesco Ltd. Nonredeemable Noncontrolling Interests in Consolidated Entities Total Permanent Equity Redeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
April 1, 2022 4,010.5 113.2 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, 2022 4,010.5 113.2 7,563.2 (3,095.3) 7,323.2 (801.1) 15,113.7 681.1 15,794.8 892.8


Three months ended March 31, 2024
	Equity Attributable to Invesco Ltd.
(in millions, except per share data)	Preferred Shares		Common Shares		Additional Paid-in-Capital		Treasury Shares		Retained Earnings		Accumulated Other Comprehensive Income/(Loss)		Total Equity Attributable to Invesco Ltd.		Nonredeemable Noncontrolling Interests in Consolidated Entities		Total Permanent Equity		Redeemable Noncontrolling Interests in Consolidated Entities/ Temporary Equity
January 1, 2024	$	4,010.5	$	113.2	$	7,451.6	$	(3,002.6)	$	6,826.7	$	(801.8)	$	14,597.6	$	572.7	$	15,170.3	$	745.7


Net income	—		—		—		—		200.7		—		200.7		37.9		238.6		(24.4)
Other comprehensive income/(loss)	—		—		—		—		—		(95.3)		(95.3)		—		(95.3)		—
Change in noncontrolling interests in consolidated entities, net	—		—		—		—		—		—		—		19.6		19.6		(53.5)

Dividends declared - preferred ($14.75 per share)	—		—		—		—		(59.2)		—		(59.2)		—		(59.2)		—
Dividends declared - common ($0.20 per share)	—		—		—		—		(90.2)		—		(90.2)		—		(90.2)		—
Employee common share plans:
Common share-based compensation	—		—		21.1		—		—		—		21.1		—		21.1		—
Vested common shares	—		—		(158.4)		158.4		—		—		—		—		—		—
Other common share awards	—		—		0.3		0.2		—		—		0.5		—		0.5		—
Purchase of common shares	—		—		—		(20.4)		—		—		(20.4)		—		(20.4)		—
March 31, 2024	$	4,010.5	$	113.2	$	7,314.6	$	(2,864.4)	$	6,878.0	$	(897.1)	$	14,554.8	$	630.2	$	15,185.0	$	667.8


Three months ended March 31, 2023
	Equity Attributable to Invesco Ltd.
(in millions, except per share data)	Preferred Shares		Common Shares		Additional Paid-in-Capital		Treasury Shares		Retained Earnings		Accumulated Other Comprehensive Income/(Loss)		Total Equity Attributable to Invesco Ltd.		Nonredeemable Noncontrolling Interests in Consolidated Entities		Total Permanent Equity		Redeemable Noncontrolling Interests in Consolidated Entities/ Temporary Equity
January 1, 2023	$	4,010.5	$	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	—		—		—		—		204.2		—		204.2		(24.8)		179.4		(13.6)
Other comprehensive income/(loss)	—		—		—		—		—		59.5		59.5		—		59.5		—
Change in noncontrolling interests in consolidated entities, net	—		—		—		—		—		—		—		(17.9)		(17.9)		(105.5)

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	—		—		37.8		—		—		—		37.8		—		37.8		—
Vested common shares	—		—		(180.6)		180.6		—		—		—		—		—		—
Other common share awards	—		—		0.5		—		—		—		0.5		—		0.5		—
Purchase of common shares	—		—		—		(27.7)		—		—		(27.7)		—		(27.7)		—
March 31, 2023	$	4,010.5	$	113.2	$	7,412.6	$	(2,888.0)	$	7,577.6	$	(882.9)	$	15,343.0	$	587.2	$	15,930.2	$	879.6

See accompanying notes.

~~Table of Contents~~

~~Invesco Ltd.~~

~~Condensed Consolidated Statements of Changes in Equity~~

~~(Unaudited)~~

Six months ended June 30, 2023
Equity Attributable to Invesco Ltd.
$ in millions, except per share data Preferred Shares Common Shares Additional Paid-in-Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income/(Loss) Total Equity Attributable to Invesco Ltd. Nonredeemable Noncontrolling Interests in Consolidated Entities Total Permanent Equity Redeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 2023 4,010.5 113.2 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, 2023 4,010.5 113.2 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 data Preferred Shares Common Shares Additional Paid-in-Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income/(Loss) Total Equity Attributable to Invesco Ltd. Nonredeemable Noncontrolling Interests in Consolidated Entities Total Permanent Equity Redeemable Noncontrolling Interests in Consolidated Entities Temporary Equity
January 1, 2022 4,010.5 113.2 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, 2022 4,010.5 113.2 7,563.2 (3,095.3) 7,323.2 (801.1) 15,113.7 681.1 15,794.8 892.8

~~See accompanying notes.~~

Table of Contents

Invesco Ltd.

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

1. ACCOUNTING POLICIES

Corporate Information

Invesco Ltd. (the Parent) and its consolidated entities (collectively, the company or Invesco) provide retail and institutional clients with an array of 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, ~~2022~~2023 (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 Condensed Consolidated Financial Statements reflect all adjustments, consisting of normal recurring accruals, which are necessary for the fair presentation 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.

Reclassifications

In the quarter ended March 31, 2024, expenses for client-related travel and entertainment and outsourced services were reclassified to General and administrative expenses. The impact of this reclassification on the Consolidated Statements of Income is as follows:

• For the three months ended March 31, 2024: decreased Marketing and Property, office and technology expenses by $6.7 million and $23.6 million, respectively, and increased General and administrative by $30.3 million.

• For the three months ended March 31, 2023: decreased Marketing and Property, office and technology expenses by $5.4 million and $23.9 million, respectively, and increased General and administrative by $29.3 million.

The reclassification had no impact on our reported Operating revenues, Operating income, Net income, or any internal performance measure on which management is compensated.

Accounting Pronouncements Recently Adopted

None.

Pending Accounting Pronouncements

~~None.~~Refer to the most recent Form 10-K filed with the SEC.

Table of Contents

2. FAIR VALUE OF ASSETS AND LIABILITIES

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

June 30, 2023

December 31, 2022

$ in millions

Fair Value

March 31, 2024

December 31, 2023

(in millions)

Fair Value

Cash and cash equivalents

1,009.9

1,234.7

Equity investments

282.9

325.0

Equity investments

Foreign time deposits (1)

15.1

25.7

Assets held for policyholders

444.0

668.7

Policyholder payables (1)

(444.0)

(668.7)

Total return swaps related to deferred compensation plans

19.3

(1.6)

Total return swap related to deferred compensation plans

____________

(1) These financial instruments are not measured at fair value on a recurring basis. ~~Foreign time deposits are measured at cost plus accrued interest, which approximates fair value, and are accordingly classified as Level 2 securities.~~ Policyholder payables ~~are~~were indexed to the value of the assets held for policyholders and changes in fair value were~~are~~ recorded and offset to zero in other operating ~~revenues~~r.evenues. In January 2024, all funds were distributed to customers.

~~Table of Contents~~

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 ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively:


		As of June 30, 2023
$ in millions		Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
	As of March 31, 2024									As of March 31, 2024
(in millions)						(in millions)	Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:	Assets:
Cash equivalents:	Cash equivalents:
Cash equivalents:
Cash equivalents:
Money market funds (1)
Money market funds (1)
Money market funds (1)	Money market funds (1)	565.4	565.4	—	—
Investments: (2)	Investments: (2)
Equity investments:	Equity investments:
Equity investments:
Equity investments:
Seed capital
Seed capital
Seed capital	Seed capital	96.2	96.2	—	—
Investments related to deferred compensation plans	Investments related to deferred compensation plans	185.8	185.8	—	—
Other equity securities		0.9	0.9	—	—

Assets held for policyholders (3)		444.0	444.0	—	—

Total return swaps related to deferred compensation plans		19.3	—	19.3	—

Total return swap related to deferred compensation plans

Total return swap related to deferred compensation plans

Total return swap related to deferred compensation plans
Total	Total	1,311.6	1,292.3	19.3	—
Liabilities:	Liabilities:

Contingent consideration liability	Contingent consideration liability	(1.3)	—	—	(1.3)

Contingent consideration liability

Contingent consideration liability
Total	Total	(1.3)	—	—	(1.3)

Table of Contents


		As of December 31, 2022
$ in millions		Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
	As of December 31, 2023									As of December 31, 2023
(in millions)						(in millions)	Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:	Assets:
Cash equivalents:	Cash equivalents:
Cash equivalents:
Cash equivalents:
Money market funds (1)
Money market funds (1)
Money market funds (1)	Money market funds (1)	760.8	760.8	—	—
Investments (2):	Investments (2):
Equity investments:	Equity investments:
Equity investments:
Equity investments:
Seed capital
Seed capital
Seed capital	Seed capital	177.9	177.9	—	—
Investments related to deferred compensation plans	Investments related to deferred compensation plans	146.1	146.1	—	—
Other equity securities		1.0	1.0	—	—

Assets held for policyholders (3)	Assets held for policyholders (3)	668.7	668.7	—	—

Assets held for policyholders (3)

Assets held for policyholders (3)
Total return swap related to deferred compensation plans
Total	Total	1,754.5	1,754.5	—	—
Liabilities:	Liabilities:					Liabilities:
Total return swaps related to deferred compensation plans		(1.6)	—	(1.6)	—

Contingent consideration liability
Contingent consideration liability
Contingent consideration liability	Contingent consideration liability	(1.3)	—	—	(1.3)
Total	Total	(2.9)	—	(1.6)	(1.3)

____________

(1) The balance primarily represents cash held in affiliated money market funds.

(2)~~Foreign time deposits of$15.1 million (December 31, 2022: $25.7 million) are excluded from this table.~~ Equity method and other investments of ~~$669.5~~$651.4 million and ~~$24.6~~$14.9 million, respectively, ~~(December 31, 2022: $621.2 million and $24.7 million, respectively)~~ are ~~also~~ excluded from this ~~table.~~table (December 31, 2023: $631.8 million and $14.9 million, respectively). These investments are not measured at fair value, in accordance with applicable accounting standards.

(3) The majority of aAssets held for policyholders ~~are~~were held in affiliated funds.

~~Table of Contents~~

Total Return ~~Swaps~~Swap (TRS)

In addition to holding equity investments, the company has a TRS to hedge economically ~~certain~~certain deferred compensation liabilities. The notional value of the TRS at ~~June 30, 2023~~March 31, 2024 was ~~$389.2~~$424.4 million,, and the fair value of the TRS was an asset of ~~$19.3~~$8.1 million (December 31, ~~2022~~2023 notional value was ~~$326.6~~$393.0 million and the fair value was ~~a liability~~an asset of ~~$1.6~~$4.9 million). During the three months ~~and six months~~ ended ~~June 30, 2023,~~March 31, 2024, market valuation gains related to the TRS ~~of $7.3~~were $18.0 million ~~and $20.3 million were recognized in Other gains/(losses), net~~ (three ~~and six~~ months ended ~~June 30, 2022: $50.3 million and $72.1~~March 31, 2023: $13.1 million net ~~losses)~~gain).

The fair value of the TRS was determined under the market approach using quoted prices of the underlying investments and, as such, is classified as level 2 of the valuation hierarchy. The TRS is not designated for hedge accounting.

3. INVESTMENTS

The disclosures below include details of the company’s investments. Investments held by CIP are detailed in ~~Note~~Note 11, ~~"Consolidated~~"Consolidated Investment ~~Products".~~Products."

$ in millions June 30, 2023 December 31, 2022
Equity investments:
Seed capital 96.2 177.9
Investments related to deferred compensation plans 185.8 146.1
Other equity securities 0.9 1.0
Equity method investments 669.5 621.2
Foreign time deposits 15.1 25.7
Other 24.6 24.7
Total investments (1)
992.1 996.6

~~____________~~


(in millions)	March 31, 2024		December 31, 2023
Equity investments:
Seed capital	$	86.0	$	75.7
Investments related to deferred compensation plans	211.2		196.7




Equity method investments	651.4		631.8

Other	14.9		14.9
Total investments (1)	$	963.5	$	919.1

_________

(1)The majority of the company’s investment balances relate to balances held in affiliated funds and equity method investees.

Table of Contents

Equity investments

The unrealized gains and losses for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 that relate to equity investments still held at ~~June 30, 2023,~~March 31, 2024 were a ~~$9.6~~$16.2 million net gain ~~and $22.9~~(three months ended March 31, 2023: $6.7 million net ~~gain(three and six months ended June 30, 2022: $40.6 million net loss and $69.7 million net~~ ~~loss~~)gain).

~~Table of Contents~~

4. DEBT

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

June 30, 2023 December 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, 2024 599.4 594.2 598.8 591.5
$500 million 3.750% - due January 15, 2026 498.2 483.7 497.9 486.4
$400 million 5.375% - due November 30, 2043 391.0 387.1 390.9 397.3
Debt 1,488.6 1,465.0 1,487.6 1,475.2


	March 31, 2024				December 31, 2023
(in millions)	Carrying Value (3)		Fair Value		Carrying Value (3)		Fair Value
$2.0 billion floating rate credit agreement expiring April 26, 2028	$	367.6	$	367.6	$	—	$	—
Unsecured Senior Notes: (1)

$600 million 4.000% - due January 30, 2024 (2)	—		—		599.9		599.1
$500 million 3.750% - due January 15, 2026	498.7		488.0		498.6		489.1
$400 million 5.375% - due November 30, 2043	391.2		391.7		391.0		409.6
Debt	$	1,257.5	$	1,247.3	$	1,489.5	$	1,497.8

____________

(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 January 30, 2024, the outstanding balance of the $600.0 million senior notes was paid in full.

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

5. SHARE CAPITAL

The number of preferred shares issued and outstanding is represented in the table below:

As of

in millions

June 30, 2023

December 31, 2022

As of

(in millions)

March 31, 2024

December 31, 2023

Preferred shares issued (1)

4.0

Preferred shares outstanding (1)

4.0

Preferred shares outstanding (1)

~~__________~~____________

(1) ~~Preferred~~Substantially all the preferred shares are held by Massachusetts Mutual Life Insurance Company (MassMutual) and are subject to a lock-up period of five years, which prohibits the sale of the preferred shares by MassMutual until May 24, 2024.

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

As of

(in millions)

March 31, 2024

December 31, 2023

As of

in millions

June 30, 2023

December 31, 2022

Common shares issued

566.1

Less: Treasury shares for which dividend and voting rights do not apply

(117.5)

(111.3)

Common shares outstanding

448.6

454.8

109

T a ~~ble~~Table of Contents

6. OTHER COMPREHENSIVE INCOME/(LOSS)

The components of accumulated other comprehensive income/(loss) were as follows:

For the three months ended June 30, 2023

$ in millions

Foreign currency translation

Employee benefit plans

Total

Three months ended March 31, 2024

(in millions)

Other comprehensive income/(loss), net of tax:

Currency translation differences on investments in foreign subsidiaries

63.8

—

63.8

Other comprehensive income/(loss), net

—

0.8

Other comprehensive income/(loss), net

Other comprehensive income/(loss), net of tax

63.8

0.8

64.6

Other comprehensive income/(loss), net of tax

Beginning balance

(759.9)

(123.0)

(882.9)

Other comprehensive income/(loss), net of tax

63.8

0.8

64.6

Other comprehensive income/(loss), net of tax

Ending balance

(696.1)

(122.2)

(818.3)

Ending balance

For the three months ended June 30, 2022
$ in millions Foreign currency translation Employee benefit plans Total
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries (292.9) — (292.9)
Other comprehensive income/(loss), net 0.3 0.3
Other comprehensive income/(loss), net of tax (292.9) 0.3 (292.6)
Beginning balance (419.1) (89.4) (508.5)
Other comprehensive income/(loss), net of tax (292.9) 0.3 (292.6)
Ending balance (712.0) (89.1) (801.1)

For the six months ended June 30, 2023
$ in millions Foreign currency translation Employee benefit plans Total
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries 118.9 — 118.9
Other comprehensive income/(loss), net — 5.2 5.2
Other comprehensive income/(loss), net of tax 118.9 5.2 124.1
Beginning balance (815.0) (127.4) (942.4)
Other comprehensive income/(loss), net of tax 118.9 5.2 124.1
Ending balance (696.1) (122.2) (818.3)

For the six months ended June 30, 2022
$ in millions Foreign currency translation Employee benefit plans Total
Other comprehensive income/(loss), net of tax:
Currency translation differences on investments in foreign subsidiaries (360.1) — (360.1)
Other comprehensive income/(loss), net 0.5 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)

T a ~~ble of Contents~~

7. REVENUE

The geographic disaggregation of revenue for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are presented below. There are no revenues attributed to the company’s country of domicile, Bermuda.

For the three months ended June 30,
$ in millions 2023 2022
Americas 1,108.1 1,183.3
Asia-Pacific (APAC) 63.7 70.3
Europe, Middle East and Africa (EMEA) 271.0 276.8
Total operating revenues 1,442.8 1,530.4


		For the six months ended June 30,
$ in millions		2023	2022
	Three months ended March 31,						Three months ended March 31,
(in millions)				(in millions)	2024	2023
Americas	Americas	2,191.5	2,428.1
Asia-Pacific (APAC)	Asia-Pacific (APAC)	133.6	155.5	Asia-Pacific (APAC)	68.7	69.9
Europe, Middle East and Africa (EMEA)	Europe, Middle East and Africa (EMEA)	535.9	576.2	Europe, Middle East and Africa (EMEA)	266.0	264.9

Total operating revenues	Total operating revenues	2,861.0	3,159.8
Total operating revenues
Total operating revenues

8. COMMON SHARE-BASED COMPENSATION

The company recognized total compensation expense of ~~$69.8~~$21.1 million and ~~$57.1~~$37.8 million related to equity-settled common share-based ~~payment transactions~~compensation in the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively.

Movements on employee common share awards during the periods ended ~~June 30~~March 31 are detailed below:


		For the six months ended June 30, 2023			For the six months ended June 30, 2022
In millions of common shares, except fair values		Time- Vested	Performance- Vested	Weighted Average Grant Date Fair Value ($)	Time- Vested	Performance- Vested
		Three months ended March 31, 2024
		Three months ended March 31, 2024
		Three months ended March 31, 2024					Three months ended March 31, 2023
(in millions of common shares, except fair values)
Unvested at the beginning of period
Unvested at the beginning of period
Unvested at the beginning of period	Unvested at the beginning of period	10.3	2.1	19.03	13.5	1.9
Granted during the period	Granted during the period	4.3	0.7	17.73	3.6	1.0
Granted during the period
Granted during the period
Forfeited during the period
Forfeited during the period
Forfeited during the period	Forfeited during the period	(0.1)	(0.2)	15.90	(0.2)	(0.1)
Vested and distributed during the period	Vested and distributed during the period	(4.8)	(0.5)	18.01	(5.1)	(0.4)
Vested and distributed during the period
Vested and distributed during the period
Unvested at the end of the period	Unvested at the end of the period	9.7	2.1	19.02	11.8	2.4
Unvested at the end of the period
Unvested at the end of the period

The total fair value of common shares that vested during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 was ~~$91.3~~$67.0 million ~~(six~~(three months ended ~~June 30, 2022: $116.8~~March 31, 2023: $87.3 million). The weighted average grant date fair value of the ~~U.S.~~United States (U.S.) dollar share awards that were granted during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 was ~~$17.73 (six~~$15.13 (three months ended ~~June 30, 2022: $21.23)~~March 31, 2023: $17.74).

At ~~June 30, 2023,~~March 31, 2024, there was ~~$153.2~~$182.5 million of total unrecognized compensation cost related to non-vested common share awards; that cost is expected to be recognized over a weighted average period of ~~2.69~~2.94 years.

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T a ~~ble~~Table of Contents

9. EARNINGS PER COMMON SHARE

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


		For the three months ended June 30,		For the six months ended June 30,
In millions, except per share data		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions, except per share data)
(in millions, except per share data)
(in millions, except per share data)
Net income attributable to Invesco Ltd.
Net income attributable to Invesco Ltd.
Net income attributable to Invesco Ltd.	Net income attributable to Invesco Ltd.	132.2	121.0	277.2	318.7

Invesco Ltd:	Invesco Ltd:

Invesco Ltd:

Invesco Ltd:
Weighted average common shares outstanding - basic
Weighted average common shares outstanding - basic
Weighted average common shares outstanding - basic	Weighted average common shares outstanding - basic	457.9	456.5	458.0	458.0
Dilutive effect of non-participating common share-based awards	Dilutive effect of non-participating common share-based awards	0.9	3.0	0.9	2.7
Dilutive effect of non-participating common share-based awards
Dilutive effect of non-participating common share-based awards
Weighted average common shares outstanding - diluted
Weighted average common shares outstanding - diluted
Weighted average common shares outstanding - diluted	Weighted average common shares outstanding - diluted	458.8	459.5	458.9	460.7

Earnings per common share:	Earnings per common share:

Earnings per common share:

Earnings per common share:
-basic
-basic
-basic	-basic	$0.29	$0.27	$0.61	$0.70
-diluted	-diluted	$0.29	$0.26	$0.60	$0.69
-diluted
-diluted

See Note 8, "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 EPS.

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 ~~June 30, 2023,~~March 31, 2024, the company’s undrawn co-invest capital commitments were ~~$453.1~~$664.6 million (December 31, ~~2022: $336.1~~2023: $623.3 million).

Certain of our managed investment products have entered into revolving credit facilities with financial institutions. ~~Pursuant to these arrangements, the~~The company provided equity commitments and guarantees to the financial institutions for certain of these ~~investment products~~revolving credit facilities 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 ~~$274.9~~$274.6 million and under the guarantees is $30.0 million. The fair value of the guarantee liability is not significant to the consolidated financial statements.

The company and some 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, ora loss is not accrued. If a loss is deemed probable but an amount or range of loss cannot be reasonably estimated, a loss is not ~~accrued.~~ accrued but the matter is disclosed.

In management’s opinion, adequate accrual has been made as of ~~June 30, 2023~~March 31, 2024 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~~believes that the ultimate resolution of claims will not materially affect the company’s business, revenue, net income or liquidity.

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. At this time a range of loss related to this matter cannot be reasonably estimated.

Further, the investment management industry also is generally subject to extensive levels of ongoing regulatory oversight and examination. In the U.S., United Kingdom (U.K.) 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, related entities and individuals in the U.S., U.K. 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 assets under management (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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11. CONSOLIDATED INVESTMENT PRODUCTS

The balances related to CIP are identified on the Consolidated Balance Sheets. At ~~June 30, 2023,~~March 31, 2024, the company’s net investment in and net receivables from CIP were $~~465.4~~521.9 million (December 31, ~~2022: $386.6~~2023: $546.2 million). The consolidation of ~~investment products~~CIP had no impact on net income attributable to the company during the three months ~~and six months~~ ended ~~June 30, 2023.~~March 31, 2024.

The following tables present the fair value hierarchy levels of certain CIP balances which are measured at fair value as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022:~~2023:


	As of March 31, 2024											As of March 31, 2024
(in millions)							(in millions)	Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)		Investments Measured at NAV as a practical expedient
Assets:
		As of June 30, 2023
$ in millions		Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Investments Measured at NAV as a practical expedient
Assets:
Bank loans

Bank loans

Bank loans	Bank loans	6,571.1	—	6,187.2	383.9	—
Bonds	Bonds	727.3	14.0	713.3	—	—
Equity securities	Equity securities	226.4	88.3	38.8	99.3	—

Equity and fixed income mutual funds	Equity and fixed income mutual funds	171.4	25.8	145.6	—	—

Equity and fixed income mutual funds

Equity and fixed income mutual funds

Investments in other private equity funds
Investments in other private equity funds
Investments in other private equity funds	Investments in other private equity funds	412.5	—	—	7.6	404.9

Real estate investments	Real estate investments	502.6	—	—	—	502.6
Real estate investments
Real estate investments

Total assets at fair value

Total assets at fair value

Total assets at fair value	Total assets at fair value	8,611.3	128.1	7,084.9	490.8	907.5


	As of December 31, 2023											As of December 31, 2023
(in millions)							(in millions)	Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)		Investments Measured at NAV as a practical expedient
Assets:
		As of December 31, 2022
$ in millions		Fair Value Measurements	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Investments Measured at NAV as a practical expedient
Assets:
Bank loans

Bank loans

Bank loans	Bank loans	6,315.1	—	6,069.8	245.3	—
Bonds	Bonds	697.5	8.8	688.2	0.5	—
Equity securities	Equity securities	274.9	129.9	29.8	115.2	—

Equity and fixed income mutual funds	Equity and fixed income mutual funds	230.7	38.8	191.9	—	—

Equity and fixed income mutual funds

Equity and fixed income mutual funds

Investments in other private equity funds
Investments in other private equity funds
Investments in other private equity funds	Investments in other private equity funds	461.2	—	—	7.6	453.6

Real estate investments	Real estate investments	552.0	—	—	—	552.0
Real estate investments
Real estate investments

Total assets at fair value

Total assets at fair value

Total assets at fair value	Total assets at fair value	8,531.4	177.5	6,979.7	368.6	1,005.6

At March 31, 2024, CIP borrowings with a fair value of $565.0 million (December 31, 2023: $353.7 million) are classified as level 3 in the valuation hierarchy.

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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,
2023 2022
$ in millions Level 3 Assets Level 3 Assets
Beginning Balance as of April 1 351.3 255.3
Purchases 210.4 0.1
Sales (28.7) (2.0)
Deconsolidation of CIP — —
Gains and losses included in the Consolidated Statements of Income 6.4 (1.5)
Transfers from Level 3 into Levels 1 or 2 (112.3) (61.6)
Transfers into Level 3 from Levels 1 or 2 63.7 138.3
Foreign exchange — (0.3)
Ending Balance as of June 30 490.8 328.3


	Three months ended March 31,							Three months ended March 31,
	2024					2024			2023
(in millions)				(in millions)	Level 3 Assets		Level 3 Assets

		For the six months ended June 30,
Beginning Balance as of January 1
		2023	2022
$ in millions		Level 3 Assets	Level 3 Assets

Beginning Balance as of January 1

Beginning Balance as of January 1	Beginning Balance as of January 1	368.6	239.5

Purchases		210.5	0.1
CIP Purchases

Sales		(42.1)	(8.5)

CIP Purchases

CIP Purchases

CIP Sales

CIP Sales

CIP Sales
Deconsolidation of CIP	Deconsolidation of CIP	(0.6)	—
Gains and losses included in the Consolidated Statements of Income	Gains and losses included in the Consolidated Statements of Income	(1.3)	(2.2)
Transfers from Level 3 into Levels 1 or 2	Transfers from Level 3 into Levels 1 or 2	(242.5)	(93.4)
Transfers into Level 3 from Levels 1 or 2	Transfers into Level 3 from Levels 1 or 2	195.9	193.4
Foreign exchange	Foreign exchange	2.3	(0.6)
Ending Balance as of June 30		490.8	328.3
Ending Balance as of March 31

Non-consolidated Variable interest entities (VIEs)

At ~~June 30, 2023,~~March 31, 2024, 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~~$141.4 million (December 31, ~~2022: $111.5~~2023: $122.9 million) and unfunded capital commitments of ~~$92.3~~$153.2 million (December 31, ~~2022: $99.0~~2023: $142.5 million).

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

12. RELATED PARTIES

MassMutual owns approximately 18.1% in common stock of the company and owns substantially all of the outstanding $4.0 billion in perpetual, non-cumulative preferred shares as of ~~June 30, 2023.~~March 31, 2024. Based on the level of shares owned by MassMutual and the corresponding customary minority shareholder rights, which includes representation on Invesco’s ~~board~~Board of ~~directors,~~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~~Operating revenues and receivables are from Invesco's managed funds. Related parties also include those defined in the company’s proxy statement.

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 ~~July 25, 2023,~~April 23, 2024, the company declared a ~~second~~first quarter ~~2023~~2024 dividend of ~~$0.20~~$0.205 per common share, payable on ~~September 5, 2023,~~June 4, 2024, to common shareholders of record at the close of business on ~~August 11, 2023~~May 14, 2024 with an ex-dividend date of ~~August 10, 2023.~~May 13, 2024.

On ~~July 25, 2023,~~April 23, 2024, the company declared a preferred dividend of $14.75 per preferred share to the holders of preferred shares representing the period from ~~June~~March 1, ~~2023~~2024 through ~~August~~May 31, ~~2023.~~2024. The preferred dividend is payable on ~~September 1, 2023 to preferred shareholders of record at the close of business on August 15, 2023.~~June 3, 2024.

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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, capital expenditures, and ~~assets under management (AUM)~~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, geopolitical events and pandemics 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, when used in this Report or such other documents or statements, 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. There 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~~them to carefully consider the risks described in this Report and our most recent Form 10-K and Forms 10-Q filed with the 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,” and “Invesco” refer to Invesco Ltd., a company incorporated in Bermuda, and its ~~subsidiaries.~~consolidated entities.

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 discussion and analysis and supplements should be read in conjunction with the Condensed Consolidated Financial Statements of Invesco Ltd. and the notes thereto contained elsewhere in this Report.

The company is an independent investment management firm dedicated to delivering ana superior investment ~~experience that helps people get more out of life.~~experience. 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~~investment capabilities, distribution channels and ~~distribution channels. Our geographic diversification recognizes growth opportunities in different parts of the world.~~geographies. This broad diversification helps to mitigate some of the impact ~~on Invesco~~ of different market cycles on Invesco and enables the company to take advantage of growth opportunities in various markets and channels.

Economic conditions remained relatively resilient in the first quarter, and even though this diminished expectations for central bank interest rate cuts this year, equity markets continued to rise. More modest growth was recorded in developed markets outside of the U.S. In ~~the second quarter, financial~~China, markets ~~showed~~continued to lag, but economic indicators are showing signs of ~~recovery even~~bottoming and some improvement. Fixed income markets were generally weak during the quarter. While this sentiment drove organic inflows at Invesco, our asset mix profile remained constrained as did revenue growth due to investors ~~continued~~shifting their investments into lower fee offerings. However, we are strongly positioned to ~~grapple~~capture flows with ~~significant uncertainty. Recovery was uneven across sectors~~scale, performance and ~~geographies, and market gains were narrowly distributed. U.S. equity market increases were concentrated~~competitive strength 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.~~capabilities that will drive the asset management industry forward.

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, 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 six~~ months ended ~~June 30, 2023~~March 31, 2024 and ~~2022:~~2023:


	Index expressed in currency	Three months ended March 31,
Equity Index		2024		2023
S&P 500	U.S. Dollar	10.2	%	7.0	%
FTSE 100	British Pound	2.8	%	2.4	%
FTSE 100	U.S. Dollar	1.7	%	4.5	%
S&P/TSX 60 Index	Canadian Dollar	5.5	%	3.2	%
S&P/TSX 60 Index	U.S. Dollar	2.9	%	3.3	%
MSCI Emerging Markets	U.S. Dollar	1.9	%	3.5	%
Bond Index
Barclays U.S. Aggregate Bond	U.S. Dollar	(0.8)	%	3.0	%

Index expressed in currency Three months ended June 30, Six months ended June 30,
Equity Index 2023 2022 2023 2022
S&P 500 U.S. Dollar 8.3 % (16.5) % 15.9 % (20.6) %
FTSE 100 British Pound (1.3) % (4.6) % 1.1 % (2.9) %
FTSE 100 U.S. Dollar 1.6 % (11.6) % 6.2 % (12.7) %
S&P/TSX 60 Index Canadian Dollar 0.7 % (13.3) % 3.9 % (10.9) %
S&P/TSX 60 Index U.S. Dollar 2.9 % (16.0) % 6.3 % (12.5) %
MSCI Emerging Markets U.S. Dollar (0.1) % (12.4) % 3.5 % (18.8) %
Bond Index
Barclays U.S. Aggregate Bond U.S. Dollar (0.8) % (4.7) % 2.1 % (10.4) %

~~Despite the $2.0~~We had $6.3 billion of net long-term ~~outflows~~inflows for the quarter, primarily driven by Exchange-traded funds (ETFs) and Index, Fundamental Fixed Income and Private Markets, and our ~~diversified product line showed resilience in key capability areas with net long-term inflows of $5.7 billion from ETFs, $1.6 billion from greater China and $1.0 billion from Fixed Income.~~ending AUM grew 12% year-over-year.

We remain highly focused on our capital priorities, investing in our key capabilities, ~~and~~ efficiently allocating resources, and simplifying and streamlining the organization to better position the company for greater scale, performance and improved profitability. During the quarter, we redeemed our ~~resources. Consistent~~$600 million senior notes which were due on January 30, 2024 and continued to maintain our debt at lower levels consistent with our commitment to improve our leverage ~~profile,~~profile. We believe the progress we ~~continue~~have made to ~~maintain our debt at lower levels. We ended the quarter with no balance on our credit facility~~build financial flexibility has Invesco well-positioned to navigate various market conditions and ~~continued to maintain debt below $1.5 billion.~~deliver long-term growth. We remain committed to ~~a sustainable dividend and to~~ returning capital to shareholders longer term through a combination of modestly increasing dividends and share repurchases. ~~During~~To this end, the Board approved an increase in our quarterly dividend from $0.20 to $0.205 per share beginning with the dividend that will be paid to holders of common shares in the second quarter of ~~2023, the company repurchased 9.6 million common shares for $150.0 million in 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, 2023.2024.

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 obligations (CLOs) and~~ other investment ~~entities~~products 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 of the products. Investment products that are consolidated are referred to in this Report as CIP. The company’s economic risk with respect to each investment in CIP is limited to its equity ownership, unfunded equity commitments and any uncollected management and performance fees. See also Note 11, "Consolidated Investment 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~~collateralized loan obligations (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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Due to the significant impact that CIP has on the presentation of the company’s Consolidated Financial Statements, the company has elected to deconsolidate these products in its non-GAAP disclosures (among other adjustments). See "Schedule of Non-GAAP Information" for additional information regarding these adjustments. The following discussion therefore combines the results presented under U.S. GAAP with the company’s non-GAAP presentation.

Table of Contents

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

•Results of Operations (three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 compared to three ~~and six~~ months ended ~~June 30, 2022)~~March 31, 2023);

•Schedule of Non-GAAP Information;

•Balance Sheet Discussion; and

•Liquidity and Capital Resources.

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 AUM)
(in millions, other than per common share amounts, operating margins and AUM)
(in millions, other than per common share amounts, operating margins and AUM)
U.S. GAAP Financial Measures Summary	U.S. GAAP Financial Measures Summary	Three months ended June 30,				Six months ended June 30,
		2023		2022		2023		2022
U.S. GAAP Financial Measures Summary
U.S. GAAP Financial Measures Summary
Operating revenues
Operating revenues
Operating revenues	Operating revenues	1,442.8		1,530.4		2,861.0		3,159.8
Operating income	Operating income	203.8		344.7		413.3		722.4
Operating income
Operating income
Operating margin
Operating margin
Operating margin	Operating margin	14.1	%	22.5	%	14.4	%	22.9	%
Net income attributable to Invesco Ltd.	Net income attributable to Invesco Ltd.	132.2		121.0		277.2		318.7
Net income attributable to Invesco Ltd.
Net income attributable to Invesco Ltd.
Diluted EPS
Diluted EPS
Diluted EPS	Diluted EPS	0.29		0.26		0.60		0.69

Non-GAAP Financial Measures Summary(1)	Non-GAAP Financial Measures Summary(1)

Non-GAAP Financial Measures Summary(1)

Non-GAAP Financial Measures Summary(1)
Net revenues
Net revenues
Net revenues	Net revenues	1,090.7		1,173.9		2,166.6		2,426.3
Adjusted operating income	Adjusted operating income	302.0		411.9		628.9		906.5
Adjusted operating income
Adjusted operating income
Adjusted operating margin
Adjusted operating margin
Adjusted operating margin	Adjusted operating margin	27.7	%	35.1	%	29.0	%	37.4	%
Adjusted net income attributable to Invesco Ltd.	Adjusted net income attributable to Invesco Ltd.	144.4		180.3		317.8		439.6
Adjusted net income attributable to Invesco Ltd.
Adjusted net income attributable to Invesco Ltd.
Adjusted diluted EPS
Adjusted diluted EPS
Adjusted diluted EPS	Adjusted diluted EPS	0.31		0.39		0.69		0.95

Assets Under Management	Assets Under Management

Assets Under Management

Assets Under Management
Ending AUM (billions)
Ending AUM (billions)
Ending AUM (billions)	Ending AUM (billions)	1,538.2		1,390.4		1,538.2		1,390.4
Average AUM (billions)	Average AUM (billions)	1,494.9		1,457.2		1,478.9		1,501.2
Average AUM (billions)
Average AUM (billions)

_________

(1)Net revenues, Adjusted operating income (and by calculation, Adjusted operating margin), and Adjusted net income attributable to Invesco Ltd. (and by calculation, Adjusted diluted EPS) are non-GAAP financial measures, based on methodologies other than U.S. GAAP. See “Schedule of Non-GAAP Information” for a reconciliation of the most directly comparable U.S. GAAP measures to the non-GAAP measures.

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Investment Capabilities Performance Overview

Invesco's first strategic objective is a commitment to ~~achieve~~deliver the excellence our clients expect, which includes strong investment performance over the long-term for our ~~clients~~. clients. The table below presents ~~the one-, three-, five-, and ten-year~~investment performance of our actively managed investment products measured by the percentage of our AUM in the ~~top half of~~first and second quartile compared to our peers and above benchmark for the investment capabilities for which peer and ~~in the top half of peer group.~~benchmark data are available.(1)

Benchmark Comparison Peer Group Comparison
% of AUM In Top Half of Benchmark % of AUM in Top Half of Peer Group
1yr 3yr 5yr 10yr 1yr 3yr 5yr 10yr
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 % 6 % 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 % 7 % 85 % 84 % 69 % 4 % 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 %
~~_________~~


	1st Quartile						2nd Quartile						Above Benchmark
	1yr		3yr		5yr		1yr		3yr		5yr		1yr		3yr		5yr
Overall	49	%	39	%	46	%	20	%	27	%	23	%	66	%	64	%	75	%

Fundamental Equities	36	%	28	%	24	%	22	%	28	%	28	%	53	%	46	%	40	%
Fundamental Fixed Income	55	%	24	%	68	%	22	%	44	%	20	%	57	%	55	%	92	%
Multi-Asset	38	%	27	%	10	%	10	%	2	%	38	%	77	%	44	%	71	%

____________

(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 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 June 30, 2023.~~ AUM measured ~~versus peer group~~ in the one, three ~~five~~ and ~~ten~~five year quartile rankings represents ~~46%~~41%, ~~46%, 45%~~41% and ~~41%~~40% of total Invesco AUM, respectively, and AUM measured versus benchmark on a one, three ~~five~~ and ~~ten~~five year basis represents ~~59%~~52%, ~~58%~~52%, ~~55%~~ and ~~50%~~48% of total Invesco ~~AUM.~~AUM as of 3/31/2024. Peer group ~~rankings~~ranking are sourced from a widely-used third party ranking agency in each fund’s market ~~(e.g., Morningstar,~~(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 ($698.4 billion)~~.

2018

T a ~~ble~~Table of Contents

Assets Under Management

The following presentation and discussion of AUM includes Passive and Active AUM. Passive AUM includes index-based ETFs, 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, UITs 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, 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~~investment approach were as follows:


		Three months ended June 30,
		2023			2022
$ in billions		Total AUM	Active	Passive	Total AUM	Active	Passive
Beginning Assets (March 31)		1,483.0	1,005.2	477.8	1,555.9	1,042.7	513.2
	Three months ended March 31,													Three months ended March 31,
	2024										2024					2023
(in billions)								(in billions)	Total AUM	Active		Passive	Total AUM		Active		Passive
Beginning Assets (January 1)
Long-term inflows	Long-term inflows	71.3	40.1	31.2	81.4	48.8	32.6
Long-term outflows	Long-term outflows	(73.3)	(48.5)	(24.8)	(88.2)	(60.1)	(28.1)
Net long-term flows	Net long-term flows	(2.0)	(8.4)	6.4	(6.8)	(11.3)	4.5
Net flows in non-management fee earning AUM	Net flows in non-management fee earning AUM	1.1	—	1.1	(2.0)	—	(2.0)
Net flows in money market funds	Net flows in money market funds	15.4	15.4	—	3.5	3.5	—
Total net flows	Total net flows	14.5	7.0	7.5	(5.3)	(7.8)	2.5
Reinvested distributions	Reinvested distributions	1.0	1.0	—	1.8	1.8	—
Market gains and losses	Market gains and losses	46.5	9.9	36.6	(142.3)	(61.6)	(80.7)

Foreign currency translation	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

Foreign currency translation

Foreign currency translation
Ending Assets (March 31)
Average AUM	Average AUM
Average long-term AUM
Average long-term AUM
Average long-term AUM	Average long-term AUM	1,085.9	788.2	297.7	1,117.2	829.7	287.5
Average AUM	Average AUM	1,494.9	1,006.1	488.8	1,457.2	989.2	468.0
Average QQQ AUM	Average QQQ AUM	180.9	N/A	180.9	169.0	N/A	169.0

T a ~~ble of Contents~~

Six months ended June 30,
2023 2022
$ in billions Total AUM Active Passive Total AUM Active Passive
Beginning Assets (December 31) 1,409.2 976.2 433.0 1,610.9 1,082.5 528.4
Long-term inflows 150.7 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 flows 0.9 (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 funds 23.1 23.1 — 16.3 16.3 —
Total net flows 23.5 12.2 11.3 23.7 5.8 17.9
Reinvested distributions 2.0 2.0 — 2.6 2.6 —
Market gains and losses 108.4 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 AUM 1,084.5 788.3 296.2 1,152.4 862.6 289.8
Average AUM 1,478.9 1,004.0 474.9 1,501.2 1,019.6 481.6
Average QQQ AUM 168.5 N/A 168.5 179.0 N/A 179.0


		Three months ended June 30,		Six months ended June 30,
		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
		2024
		2024
		2024
Revenue yield (bps) (1)
Revenue yield (bps) (1)
Revenue yield (bps) (1)	Revenue yield (bps) (1)
U.S. GAAP Gross revenue yield	U.S. GAAP Gross revenue yield	41.1	44.9	41.2	45.0
U.S. GAAP Gross revenue yield
U.S. GAAP Gross revenue yield
Net revenue yield ex performance fees ex QQQ (2)
Net revenue yield ex performance fees ex QQQ (2)
Net revenue yield ex performance fees ex QQQ (2)	Net revenue yield ex performance fees ex QQQ (2)	32.5	36.0	32.6	36.3
Active net revenue yield ex performance fees	Active net revenue yield ex performance fees	37.6	41.4	37.6	41.7
Active net revenue yield ex performance fees
Active net revenue yield ex performance fees
Passive net revenue yield ex QQQ (2)	Passive net revenue yield ex QQQ (2)	15.9	18.3	16.3	18.3
Passive net revenue yield ex QQQ (2)
Passive net revenue yield ex QQQ (2)

________

(1) U.S. GAAP Gross revenue yield is not considered a meaningful effective fee rate measure. Gross revenue yield on AUM is equal to U.S. GAAP annualized total Operating revenues divided by average AUM, excluding Invesco Great Wall ~~(IGW)~~Fund Management Company Limited (Invesco Great Wall or IGW) AUM. The average AUM for IGW in the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 was ~~$89.4~~$83.7 billion ~~and $90.2 billion~~(three ~~and six~~ months ended ~~June 30, 2022~~March 31, 2023: $~~94.0 billion~~ ~~and~~ ~~$96.6~~91.0 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. This ratio is not a good measure because the numerator of the U.S. GAAP Gross 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 Net revenues and Average AUM of IGW and CIP. See “Schedule of Non-GAAP Information” for a reconciliation of Operating 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.

2219

T a ~~ble~~Table of Contents

Flows

There are numerous drivers of AUM inflows and outflows, including individual investor decisions to change 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 Analysis summarizes returns based on price appreciation/(depreciation) of several major market indices for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.

Foreign Exchange Rates

During the three ~~and six~~ months ended ~~June 30, 2023,~~March 31, 2024, we experienced a decrease in AUM of ~~$6.8~~$8.2 billion, ~~and $4.9 billion respectively~~ due to changes in foreign exchange rates. In the three ~~and six~~ months ended ~~June 30, 2022,~~March 31, 2023, AUM ~~decreased~~increased by ~~$19.7~~$1.9 billion, ~~and $23.6 billion respectively~~ due to foreign exchange rate changes.

~~Total AUM by Channel~~ ~~(1)~~

Three months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (March 31) 1,483.0 924.9 558.1 1,555.9 1,044.7 511.2
Long-term inflows 71.3 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 AUM 1.1 1.1 — (2.0) 0.2 (2.2)
Net flows in money market funds 15.4 (0.1) 15.5 3.5 0.4 3.1
Total net flows 14.5 1.2 13.3 (5.3) (7.7) 2.4
Reinvested distributions 1.0 0.9 0.1 1.8 1.7 0.1
Market gains and losses 46.5 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

Six months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (December 31) 1,409.2 872.3 536.9 1,610.9 1,106.5 504.4
Long-term inflows 150.7 109.2 41.5 187.7 143.5 44.2
Long-term outflows (149.8) (112.7) (37.1) (177.3) (141.4) (35.9)
Net long-term flows 0.9 (3.5) 4.4 10.4 2.1 8.3
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 funds 23.1 1.1 22.0 16.3 2.5 13.8
Total net flows 23.5 (4.0) 27.5 23.7 5.2 18.5
Reinvested distributions 2.0 1.8 0.2 2.6 2.4 0.2
Market gains and losses 108.4 99.3 9.1 (223.2) (206.9) (16.3)
Foreign currency translation (4.9) (0.9) (4.0) (23.6) (8.4) (15.2)
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.~~

T a ~~ble of Contents~~

~~Total AUM by Client Domicile~~ ~~(2)~~

Three months ended June 30,
2023 2022
$ in billions Total Americas APAC EMEA Total Americas APAC EMEA
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 inflows 71.3 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 AUM 1.1 0.4 0.3 0.4 (2.0) (2.5) 0.9 (0.4)
Net flows in money market funds 15.4 14.5 0.6 0.3 3.5 4.0 (0.4) (0.1)
Total net flows 14.5 11.9 2.4 0.2 (5.3) (2.4) 0.6 (3.5)
Reinvested distributions 1.0 1.0 — — 1.8 1.7 — 0.1
Market gains and losses 46.5 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,
2023 2022
$ in billions Total Americas APAC EMEA Total Americas APAC EMEA
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 inflows 150.7 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 flows 0.9 (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 funds 23.1 20.9 1.9 0.3 16.3 16.4 0.8 (0.9)
Total net flows 23.5 19.5 2.4 1.6 23.7 15.7 7.3 0.7
Reinvested distributions 2.0 2.0 — — 2.6 2.5 — 0.1
Market gains and losses 108.4 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.~~

T a ~~ble of Contents~~

~~Total AUM by Asset Class~~ ~~(3)~~

Three Months Ended June 30,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 71.3 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 AUM 1.1 1.2 (0.1) — — — (2.0) 0.2 (2.2) — — —
Net flows in money market funds 15.4 — — — 15.4 — 3.5 — — — 3.5 —
Total net flows 14.5 3.1 0.9 (1.5) 15.4 (3.4) (5.3) (7.5) 2.6 (2.3) 3.5 (1.6)
Reinvested distributions 1.0 0.2 0.4 0.1 0.1 0.2 1.8 1.0 0.4 0.1 — 0.3
Market gains and losses 46.5 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 AUM 1,494.9 706.9 321.0 65.7 217.9 183.4 1,457.2 701.9 313.4 74.0 159.7 208.2
% of total average AUM 100.0 % 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,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 150.7 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 flows 0.9 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 funds 23.1 — — — 23.1 — 16.3 — — — 16.3 —
Total net flows 23.5 5.2 4.5 (2.9) 23.1 (6.4) 23.7 (1.5) 6.0 (3.1) 16.3 6.0
Reinvested distributions 2.0 0.4 0.8 0.3 0.1 0.4 2.6 1.2 0.7 0.2 — 0.5
Market gains and losses 108.4 104.1 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 AUM 1,478.9 690.4 319.5 67.2 215.8 186.0 1,501.2 739.3 320.6 78.8 157.1 205.4
% of total average AUM 100.0 % 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.~~

T a ~~ble of Contents~~

~~Active AUM by Channel~~ ~~(1)~~

Three months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (March 31) 1,005.2 495.6 509.6 1,042.7 581.9 460.8
Long-term inflows 40.1 25.0 15.1 48.8 30.9 17.9
Long-term outflows (48.5) (30.9) (17.6) (60.1) (43.8) (16.3)
Net long-term flows (8.4) (5.9) (2.5) (11.3) (12.9) 1.6
Net flows in money market funds 15.4 (0.1) 15.5 3.5 0.4 3.1
Total net flows 7.0 (6.0) 13.0 (7.8) (12.5) 4.7
Reinvested distributions 1.0 0.9 0.1 1.8 1.7 0.1
Market gains and losses 9.9 9.8 0.1 (61.6) (55.5) (6.1)
Foreign currency translation (6.5) (2.0) (4.5) (17.2) (6.6) (10.6)
Ending Assets (June 30) 1,016.6 498.3 518.3 957.9 509.0 448.9

Six months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (December 31) 976.2 482.1 494.1 1,082.5 631.7 450.8
Long-term inflows 87.0 51.3 35.7 110.5 68.0 42.5
Long-term outflows (97.9) (63.9) (34.0) (121.0) (87.2) (33.8)
Net long-term flows (10.9) (12.6) 1.7 (10.5) (19.2) 8.7
Net flows in money market funds 23.1 1.1 22.0 16.3 2.5 13.8
Total net flows 12.2 (11.5) 23.7 5.8 (16.7) 22.5
Reinvested distributions 2.0 1.8 0.2 2.6 2.4 0.2
Market gains and losses 30.8 26.9 3.9 (111.6) (100.9) (10.7)
Foreign currency translation (4.6) (1.0) (3.6) (21.4) (7.5) (13.9)
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.~~

T a ~~ble of Contents~~

~~Active AUM by Client Domicile~~ ~~(2)~~

Three months ended June 30,
2023 2022
$ in billions Total Americas APAC EMEA Total Americas APAC EMEA
Beginning Assets (March 31) 1,005.2 688.7 195.1 121.4 1,042.7 703.2 202.3 137.2
Long-term inflows 40.1 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 funds 15.4 14.5 0.6 0.3 3.5 4.0 (0.4) (0.1)
Total net flows 7.0 5.5 1.6 (0.1) (7.8) (3.6) 0.3 (4.5)
Reinvested distributions 1.0 1.0 — — 1.8 1.7 — 0.1
Market gains and losses 9.9 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,
2023 2022
$ in billions Total Americas APAC EMEA Total Americas APAC EMEA
Beginning Assets (December 31) 976.2 670.8 191.0 114.4 1,082.5 724.5 208.8 149.2
Long-term inflows 87.0 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 funds 23.1 20.9 1.9 0.3 16.3 16.4 0.8 (0.9)
Total net flows 12.2 6.4 3.9 1.9 5.8 7.8 6.6 (8.6)
Reinvested distributions 2.0 2.0 — — 2.6 2.5 — 0.1
Market gains and losses 30.8 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.~~

T a ~~ble of Contents~~

~~Active AUM by Asset Class~~ ~~(3)~~

Three months ended June 30,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 40.1 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 funds 15.4 — — — 15.4 — 3.5 — — — 3.5 —
Total net flows 7.0 (4.6) 0.7 (1.5) 15.4 (3.0) (7.8) (10.8) 2.2 (2.3) 3.5 (0.4)
Reinvested distributions 1.0 0.2 0.4 0.1 0.1 0.2 1.8 1.0 0.4 0.1 — 0.3
Market gains and losses 9.9 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 AUM 1,006.1 294.6 275.9 64.9 217.9 152.8 989.2 313.1 274.4 73.1 159.7 168.9
% of total average AUM 100.0 % 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,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 87.0 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 funds 23.1 — — — 23.1 — 16.3 — — — 16.3 —
Total net flows 12.2 (5.0) 0.4 (2.9) 23.1 (3.4) 5.8 (15.9) 4.7 (3.0) 16.3 3.7
Reinvested distributions 2.0 0.4 0.8 0.3 0.1 0.4 2.6 1.2 0.7 0.2 — 0.5
Market gains and losses 30.8 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 AUM 1,004.0 292.0 275.1 66.4 215.8 154.7 1,019.6 335.9 280.8 77.7 157.1 168.1
% of total average AUM 100.0 % 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.~~

T a ~~ble of Contents~~

~~Passive AUM by Channel~~ ~~(1)~~

Three months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (March 31) 477.8 429.3 48.5 513.2 462.8 50.4
Long-term inflows 31.2 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 flows 6.4 6.1 0.3 4.5 4.6 (0.1)
Net flows in non-management fee earning AUM 1.1 1.1 — (2.0) 0.2 (2.2)
Total net flows 7.5 7.2 0.3 2.5 4.8 (2.3)
Market gains and losses 36.6 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

Six months ended June 30,
2023 2022
$ in billions Total Retail Institutional Total Retail Institutional
Beginning Assets (December 31) 433.0 390.2 42.8 528.4 474.8 53.6
Long-term inflows 63.7 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 flows 11.8 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 flows 11.3 7.5 3.8 17.9 21.9 (4.0)
Market gains and losses 77.6 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

2920

T a ~~ble~~Table of Contents

Total AUM by Channel (1)


	Three months ended March 31,
	2024						2023
(in billions)	Total		Retail		Institutional			Total		Retail		Institutional
Beginning Assets (January 1)	$	1,585.3	$	1,042.0	$	543.3		$	1,409.2	$	872.3	$	536.9
Long-term inflows	80.3		60.0		20.3			79.4		54.8		24.6
Long-term outflows	(74.0)		(53.4)		(20.6)			(76.5)		(58.5)		(18.0)
Net long-term flows	6.3		6.6		(0.3)			2.9		(3.7)		6.6
Net flows in non-management fee earning AUM	9.5		9.0		0.5			(1.6)		(2.7)		1.1
Net flows in money market funds	0.7		1.2		(0.5)			7.7		1.2		6.5
Total net flows	16.5		16.8		(0.3)			9.0		(5.2)		14.2
Reinvested distributions	1.1		1.1		—			1.0		0.9		0.1

Market gains and losses	68.0		59.7		8.3			61.9		55.7		6.2

Foreign currency translation	(8.2)		(2.7)		(5.5)			1.9		1.2		0.7
Ending Assets (March 31)	$	1,662.7	$	1,116.9	$	545.8		$	1,483.0	$	924.9	$	558.1

Total AUM by Client Domicile (2)


	Three months ended March 31,
	2024								2023
(in billions)	Total		Americas		APAC		EMEA			Total		Americas		APAC		EMEA
Beginning Assets (January 1)	$	1,585.3	$	1,133.9	$	235.5	$	215.9		$	1,409.2	$	999.4	$	223.5	$	186.3
Long-term inflows	80.3		39.4		23.0		17.9			79.4		42.1		19.1		18.2
Long-term outflows	(74.0)		(37.4)		(19.7)		(16.9)			(76.5)		(41.4)		(19.1)		(16.0)
Net long-term flows	6.3		2.0		3.3		1.0			2.9		0.7		—		2.2
Net flows in non-management fee earning AUM	9.5		10.1		(1.0)		0.4			(1.6)		0.5		(1.3)		(0.8)
Net flows in money market funds	0.7		(0.3)		1.1		(0.1)			7.7		6.4		1.3		—
Total net flows	16.5		11.8		3.4		1.3			9.0		7.6		—		1.4
Reinvested distributions	1.1		1.1		—		—			1.0		1.0		—		—
Market gains and losses	68.0		53.6		5.2		9.2			61.9		47.6		5.3		9.0


Foreign currency translation	(8.2)		(0.6)		(6.5)		(1.1)			1.9		0.1		(0.2)		2.0
Ending Assets (March 31)	$	1,662.7	$	1,199.8	$	237.6	$	225.3		$	1,483.0	$	1,055.7	$	228.6	$	198.7

________

See accompanying notes immediately following these AUM tables.

Table of Contents

Total AUM by Investment Capability (3)

Three months ended March 31, 2024 and 2023:


(in billions)	Total		ETFs and Index (4)		Fundamental Fixed Income (5)		Fundamental Equities (6)		Private Markets (7)		APAC Managed (8)		Multi-Asset/ Other (9)		Global Liquidity (10)		QQQ (11)
January 1, 2024	$	1,585.3	$	362.1	$	272.6	$	260.5	$	129.7	$	108.0	$	57.4	$	165.0	$	230.0
Long-term inflows	80.3		33.0		15.8		9.1		3.8		16.0		2.6		—		—
Long-term outflows	(74.0)		(21.8)		(14.7)		(14.7)		(2.8)		(16.8)		(3.2)		—		—
Net long-term flows	6.3		11.2		1.1		(5.6)		1.0		(0.8)		(0.6)		—		—
Net flows in non-management fee earning AUM	9.5		—		—		—		—		—		0.4		—		9.1
Net flows in money market funds	0.7		—		—		—		—		1.1		—		(0.4)		—
Total net flows	16.5		11.2		1.1		(5.6)		1.0		0.3		(0.2)		(0.4)		9.1
Reinvested distributions	1.1		—		0.5		0.3		0.2		—		—		0.1		—
Market gains and losses	68.0		26.2		0.9		19.5		(3.2)		0.7		3.5		0.2		20.2


Foreign currency translation	(8.2)		(1.2)		(2.8)		(1.1)		(0.6)		(1.9)		(0.5)		(0.1)		—
March 31, 2024	$	1,662.7	$	398.3	$	272.3	$	273.6	$	127.1	$	107.1	$	60.2	$	164.8	$	259.3
Average AUM	$	1,613.0	$	377.1	$	269.8	$	263.4	$	127.7	$	107.0	$	58.0	$	163.8	$	246.2


January 1, 2023	$	1,409.2	$	285.6	$	261.3	$	238.8	$	129.9	$	113.6	$	57.7	$	176.4	$	145.9
Long-term inflows	79.4		31.0		17.3		9.7		5.0		12.0		4.4		—		—
Long-term outflows	(76.5)		(25.8)		(15.4)		(13.5)		(4.6)		(15.0)		(2.2)		—		—
Net long-term flows	2.9		5.2		1.9		(3.8)		0.4		(3.0)		2.2		—		—
Net flows in non-management fee earning AUM	(1.6)		—		—		—		—		—		1.0		—		(2.6)
Net flows in money market funds	7.7		—		—		—		—		1.3		—		6.4		—
Total net flows	9.0		5.2		1.9		(3.8)		0.4		(1.7)		3.2		6.4		(2.6)
Reinvested distributions	1.0		—		0.4		0.3		0.2		—		0.1		—		—
Market gains and losses	61.9		10.9		3.6		15.0		(1.0)		2.2		1.8		0.1		29.3


Foreign currency translation	1.9		(0.1)		0.2		0.6		0.4		0.3		0.4		0.1		—
March 31, 2023	$	1,483.0	$	301.6	$	267.4	$	250.9	$	129.9	$	114.4	$	63.2	$	183.0	$	172.6
Average AUM	$	1,463.0	$	301.7	$	264.9	$	248.9	$	130.7	$	115.1	$	61.2	$	184.4	$	156.1

________

See accompanying notes immediately following these AUM tables.

Table of Contents

Active AUM by Channel (1)


	Three months ended March 31,
	2024						2023
(in billions)	Total		Retail		Institutional			Total		Retail		Institutional
Beginning Assets (January 1)	$	985.3	$	501.5	$	483.8		$	976.2	$	482.1	$	494.1
Long-term inflows	42.4		24.9		17.5			46.9		26.3		20.6
Long-term outflows	(49.5)		(31.9)		(17.6)			(49.4)		(33.0)		(16.4)
Net long-term flows	(7.1)		(7.0)		(0.1)			(2.5)		(6.7)		4.2

Net flows in money market funds	0.7		1.2		(0.5)			7.7		1.2		6.5
Total net flows	(6.4)		(5.8)		(0.6)			5.2		(5.5)		10.7
Reinvested distributions	1.1		1.1		—			1.0		0.9		0.1

Market gains and losses	22.5		20.1		2.4			20.9		17.1		3.8

Foreign currency translation	(6.8)		(2.2)		(4.6)			1.9		1.0		0.9
Ending Assets (March 31)	$	995.7	$	514.7	$	481.0		$	1,005.2	$	495.6	$	509.6

Active AUM by Client Domicile (2)


	Three months ended March 31,
	2024								2023
(in billions)	Total		Americas		APAC		EMEA			Total		Americas		APAC		EMEA
Beginning Assets (January 1)	$	985.3	$	671.4	$	192.0	$	121.9		$	976.2	$	670.8	$	191.0	$	114.4
Long-term inflows	42.4		19.3		16.7		6.4			46.9		21.7		16.8		8.4
Long-term outflows	(49.5)		(27.7)		(14.6)		(7.2)			(49.4)		(27.2)		(15.8)		(6.4)
Net long-term flows	(7.1)		(8.4)		2.1		(0.8)			(2.5)		(5.5)		1.0		2.0

Net flows in money market funds	0.7		(0.3)		1.1		(0.1)			7.7		6.4		1.3		—
Total net flows	(6.4)		(8.7)		3.2		(0.9)			5.2		0.9		2.3		2.0
Reinvested distributions	1.1		1.1		—		—			1.0		1.0		—		—
Market gains and losses	22.5		19.5		1.5		1.5			20.9		15.9		1.7		3.3


Foreign currency translation	(6.8)		(0.5)		(5.4)		(0.9)			1.9		0.1		0.1		1.7
Ending Assets (March 31)	$	995.7	$	682.8	$	191.3	$	121.6		$	1,005.2	$	688.7	$	195.1	$	121.4

________

See accompanying notes immediately following these AUM tables.

Table of Contents

Passive AUM by Channel (1)


	Three months ended March 31,
	2024						2023
(in billions)	Total		Retail		Institutional			Total		Retail		Institutional
Beginning Assets (January 1)	$	600.0	$	540.5	$	59.5		$	433.0	$	390.2	$	42.8
Long-term inflows	37.9		35.1		2.8			32.5		28.5		4.0
Long-term outflows	(24.5)		(21.5)		(3.0)			(27.1)		(25.5)		(1.6)
Net long-term flows	13.4		13.6		(0.2)			5.4		3.0		2.4
Net flows in non-management fee earning AUM	9.5		9.0		0.5			(1.6)		(2.7)		1.1

Total net flows	22.9		22.6		0.3			3.8		0.3		3.5


Market gains and losses	45.5		39.6		5.9			41.0		38.6		2.4

Foreign currency translation	(1.4)		(0.5)		(0.9)			—		0.2		(0.2)
Ending Assets (March 31)	$	667.0	$	602.2	$	64.8		$	477.8	$	429.3	$	48.5

Passive AUM by Client Domicile (2)

Three months ended June 30,
2023 2022
$ in billions Total Americas APAC EMEA Total Americas APAC EMEA
Beginning Assets (March 31) 477.8 367.0 33.5 77.3 513.2 388.3 37.5 87.4
Long-term inflows 31.2 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 flows 6.4 6.0 0.5 (0.1) 4.5 3.7 (0.5) 1.3
Net flows in non-management fee earning AUM 1.1 0.4 0.3 0.4 (2.0) (2.5) 0.8 (0.3)
Total net flows 7.5 6.4 0.8 0.3 2.5 1.2 0.3 1.0
Market gains and losses 36.6 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,
		2023				2022
$ in billions		Total	Americas	APAC	EMEA		Total	Americas	APAC	EMEA
Beginning Assets (December 31)		433.0	328.6	32.5	71.9		528.4	408.0	38.5	81.9
	Three months ended March 31,																			Three months ended March 31,
	2024														2024			2023
(in billions)											(in billions)	Total	Americas	APAC		EMEA	Total		Americas		APAC	EMEA
Beginning Assets (January 1)
Long-term inflows	Long-term inflows	63.7	38.6	5.4	19.7		77.2	47.3	3.2	26.7
Long-term outflows	Long-term outflows	(51.9)	(26.4)	(5.9)	(19.6)		(56.3)	(34.7)	(3.2)	(18.4)
Net long-term flows	Net long-term flows	11.8	12.2	(0.5)	0.1		20.9	12.6	—	8.3
Net flows in non-management fee earning AUM	Net flows in non-management fee earning AUM	(0.5)	0.9	(1.0)	(0.4)		(3.0)	(4.7)	0.7	1.0

Total net flows	Total net flows	11.3	13.1	(1.5)	(0.3)		17.9	7.9	0.7	9.3
Total net flows
Total net flows

Market gains and losses
Market gains and losses
Market gains and losses	Market gains and losses	77.6	64.5	4.5	8.6		(111.6)	(91.5)	(4.5)	(15.6)

Foreign currency translation	Foreign currency translation	(0.3)	—	(0.7)	0.4		(2.2)	—	(1.6)	(0.6)
Ending Assets (June 30)		521.6	406.2	34.8	80.6		432.5	324.4	33.1	75.0

Foreign currency translation

Foreign currency translation
Ending Assets (March 31)

_________

See accompanying notes immediately following these AUM tables.

T a ~~ble of Contents~~

~~Passive AUM by Asset Class(3)~~

Three months ended June 30,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 31.2 23.8 4.7 — — 2.7 32.6 22.2 5.3 — — 5.1
Long-term outflows (24.8) (17.4) (4.3) — — (3.1) (28.1) (19.1) (2.7) — — (6.3)
Net long-term flows 6.4 6.4 0.4 — — (0.4) 4.5 3.1 2.6 — — (1.2)
Net flows in non-management fee earning AUM 1.1 1.3 (0.2) — — — (2.0) 0.2 (2.2) — — —
Total net flows 7.5 7.7 0.2 — — (0.4) 2.5 3.3 0.4 — — (1.2)
Market gains and losses 36.6 37.6 (0.3) — — (0.7) (80.7) (76.4) (2.0) (0.1) — (2.2)
Foreign currency translation (0.3) (0.2) — — — (0.1) (2.5) (1.7) (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 AUM 488.8 412.3 45.1 0.8 — 30.6 468.0 388.8 39.0 0.9 — 39.3
% of total average AUM 100.0 % 84.3 % 9.2 % 0.2 % — % 6.3 % 100.0 % 83.1 % 8.3 % 0.2 % — % 8.4 %

Six months ended June 30,
2023 2022
$ in billions Total Equity Fixed Income Balanced Money Market Alternatives Total Equity Fixed Income Balanced Money Market Alternatives
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 inflows 63.7 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 flows 11.8 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 flows 11.3 10.2 4.1 — — (3.0) 17.9 14.4 1.3 (0.1) — 2.3
Market gains and losses 77.6 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 AUM 474.9 398.4 44.4 0.8 — 31.3 481.6 403.4 39.8 1.0 — 37.4
% of total average AUM 100.0 % 83.9 % 9.3 % 0.2 % — % 6.6 % 100.0 % 83.8 % 8.3 % 0.1 % — % 7.8 %

~~___________~~

(1) Channel refers to the internal distribution channel from which the AUM originated. Retail AUM represents AUM distributed by the company’s retail sales team. Institutional AUM represents AUM distributed by our institutional sales team. This aggregation is viewed as a proxy for presenting AUM in the retail and institutional markets in which the company operates.

(2) Client domicile ~~disclosure~~ groups AUM by the domicile of the underlying clients.

(3) ~~Asset classes~~Investment capabilities are descriptive groupings of AUM by ~~common type~~investment strategy. The company believes that presenting AUM by investment capability provides a more granular depiction of ~~underlying investments.~~asset categorization and removed presentation of AUM by asset class in the quarter ending March 31, 2024. The comparative period reflects the current period presentation.

(4) ETFs and Index includes ETFs and Indexed Strategies; excludes Invesco QQQ Trust.

(5) Fundamental Fixed Income includes Fixed Income products; includes certain ETFs managed within this capability.

(6) Fundamental Equities includes Equity products.

(7) Private Markets includes Private Credit and Real Estate investments; comprised primarily of Real Estate, CLOs, Private Credit and listed real assets; includes certain ETFs managed within this capability.

(8) APAC Managed includes all products managed in the APAC region, including Invesco Great Wall, Japan, and greater China; includes APAC managed short term, money market, passive, and ETFs.

(9) Multi-Asset/Other includes Global Asset Allocation, Invesco Quantitative Strategies, Global Targeted Returns, Solutions, Intelliflo, and UITs; includes certain ETFs managed within this capability.

(10) Global Liquidity is comprised mainly of Money Market funds and excludes APAC Money Market funds.

(11) QQQ includes Invesco QQQ Trust.

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Results of Operations for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 compared to the three ~~and six~~ months ended ~~June 30, 2022~~March 31, 2023

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:


		Three months ended					Six months ended
		June 30,		Variance			June 30,		Variance
$ in millions		2023	2022	$ Change	% Change		2023	2022	$ Change	% Change
		Three months ended
		Three months ended
		Three months ended
		March 31,
		March 31,
		March 31,
(in millions)
(in millions)
(in millions)
Investment management fees
Investment management fees
Investment management fees	Investment management fees	1,033.5	1,113.5	(80.0)	(7.2)	%	2,061.4	2,294.0	(232.6)	(10.1)	%
Service and distribution fees	Service and distribution fees	342.3	353.8	(11.5)	(3.3)	%	676.5	732.8	(56.3)	(7.7)	%
Service and distribution fees
Service and distribution fees
Performance fees
Performance fees
Performance fees	Performance fees	19.6	9.2	10.4	113.0	%	25.2	10.2	15.0	147.1	%
Other	Other	47.4	53.9	(6.5)	(12.1)	%	97.9	122.8	(24.9)	(20.3)	%
Other
Other
Total operating revenues
Total operating revenues
Total operating revenues	Total operating revenues	1,442.8	1,530.4	(87.6)	(5.7)	%	2,861.0	3,159.8	(298.8)	(9.5)	%

Revenue Adjustments:	Revenue Adjustments:

Revenue Adjustments:

Revenue Adjustments:
Investment management fees
Investment management fees
Investment management fees	Investment management fees	(195.4)	(193.1)	(2.3)	1.2	%	(385.2)	(399.0)	13.8	(3.5)	%
Service and distribution fees	Service and distribution fees	(230.9)	(240.3)	9.4	(3.9)	%	(456.2)	(498.0)	41.8	(8.4)	%
Service and distribution fees
Service and distribution fees
Other
Other
Other	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)	(462.5)	(475.0)	12.5	(2.6)	%	(917.6)	(987.6)	70.0	(7.1)	%
Total Revenue Adjustments (1)
Total Revenue Adjustments (1)
Invesco Great Wall
Invesco Great Wall
Invesco Great Wall	Invesco Great Wall	97.6	106.1	(8.5)	(8.0)	%	198.1	230.2	(32.1)	(13.9)	%
CIP	CIP	12.8	12.4	0.4	3.2	%	25.1	23.9	1.2	5.0	%
CIP
CIP
Net revenues (2)	Net revenues (2)	1,090.7	1,173.9	(83.2)	(7.1)	%	2,166.6	2,426.3	(259.7)	(10.7)	%
Net revenues (2)
Net revenues (2)

____________

(1) Total revenue adjustments remove pass through investment management fees, service and distribution fees, and other revenues and equal the same amount as the Third-party distribution, service and advisory expenses.

(2) See “Schedule of Non-GAAP Information” for additional important disclosures regarding the use of net revenues.

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), and 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 six~~ months ended ~~June 30,~~March 31, 2024 and March 31, 2023 ~~and June 30, 2022~~ in the “Assets Under Management” section above for additional information.

Passive AUM generally earn a lower effective fee rate than ~~active asset classes,~~Active AUM, and therefore, changes in the mix of AUM between Active and Passive have an impact on revenues and net revenue yield. ~~In addition, as fee rates differ across geographic locations, changes to exchange rates have an impact on revenues and net revenue yields.~~

Average AUM ~~was $1,494.9~~were $1,613.0 billion infor the three months ended ~~June 30, 2023~~March 31, 2024 as compared to $~~1,457.2~~1,463.0 billion infor the three months ended ~~June 30, 2022~~March 31, 2023. The impact of the increase in AUM on our revenues was partially offset by ~~changes~~the shift in ~~the mix of the AUM between the periods as Investors continued to shift~~ AUM toward lower yield passive products, ~~during three months ended June 30, 2023. The impact of foreign exchange rate movements decreased Operating revenues by $1.9 million during~~such as ETFs. As a result, net revenue yield excluding performance fees and QQQ declined from 32.7 basis points (bps) for the three months ended ~~June 30,~~March 31, 2023 ~~when compared~~ to 30.7 bps for the three months ended ~~June 30, 2022.~~March 31, 2024.

~~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,~~as fee rates differ across geographic locations, changes into the mix of ~~the~~ AUM between ~~the periods also~~geographies and exchange rates have an impact ~~our~~on revenues as investors continued to shift AUM toward lower yield products during six months ended June 30, 2023. The impact of foreign exchange rate movements decreased Operating revenues by $29.3 million during the six months ended June 30, 2023 when compared to the six months ended June 30, 2022.and net revenue yields.

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Investment Management Fees

Investment management fees were ~~$1,033.5~~$1,048.7 million for three months ended ~~June 30, 2023~~March 31, 2024 as compared to ~~$1,113.5~~$1,027.9 million for three months ended ~~June 30, 2022. The impact of foreign exchange rate movements decreased Investment management fees by $2.2 million during the three months ended June 30,~~March 31, 2023, as ~~compared to~~a result of higher average AUM partially offset by the ~~three months ended June 30, 2022. After allowing for foreign exchange movements, Investment management fees decreased by $77.8 million. See discussion above on how~~shift in AUM ~~changes impact our Investment management fees.~~

Investment management fees were $2,061.4 million for six months ended June 30, 2023 as compared to $2,294.0 million for six months ended June 30, 2022. The impact of foreign exchange rate movements decreased Investment management fees by $26.2 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange movements, Investment management fees decreased by $206.4 million.toward lower yield products. See discussion above on how AUM changes impact our Investment management fees.

Service and Distribution Fees

In the three months ended ~~June 30, 2023,~~March 31, 2024, Service and distribution fees were ~~$342.3~~$377.0 million as compared to ~~$353.8~~$334.2 million for the three months ended ~~June 30, 2022. After allowing for foreign exchange movements, Service and~~March 31, 2023. The increase was primarily driven by higher distribution fees ~~decreased by $11.8 million. The decrease was a result~~ of ~~lower~~$23.2 million and administrative fees of $19.3 million resulting from higher fund-related service fees and higher AUM to which ~~these~~the fees apply.

~~In the~~ ~~six months ended~~ ~~June 30, 2023, Service and distribution fees were $676.5 million as compared to $732.8 million for the~~ ~~six months ended~~ June 30, 2022. The impact of foreign exchange rate movements decreased Service and distribution fees by $2.8 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange movements, Service and distribution fees decreased by $53.5 million. The decrease was a result of lower AUM to which these fees apply.

Performance Fees

For the three months ended March 31, 2024, Performance fees were ~~$19.6~~$0.8 million ~~and $25.2~~as compared to $5.6 million ~~for the~~ three ~~and six~~ months ended ~~June 30,~~March 31, 2023, ~~respectively, and were primarily generated from real estate products.~~respectively.

Other Revenues

In the three months ended ~~June 30, 2023,~~March 31, 2024, Other revenues were ~~$47.4~~$48.8 million as compared to ~~$53.9~~$50.5 million for the three months ended ~~June 30, 2022. The decrease in Other revenues was primarily driven by lower front end fees and real estate transaction fees of $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 $17.1 million and $13.9 million, respectively, partially offset by a $6.2 million increase in other transaction fees.March 31, 2023.

Invesco Great Wall

The company’s most significant joint venture is our 49% investment in IGW. ~~Management~~The company reflects 100% of IGW's results in its ~~net~~Net revenues and ~~adjusted~~Adjusted operating expenses because it is important to evaluate the contribution that IGW 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% noncontrolling interests. See “Schedule of Non-GAAP Information” for additional disclosures regarding the use of ~~net~~Net revenues.

Net revenues from IGW were ~~$97.6~~$74.7 million and average AUM was ~~$89.4~~$83.7 billion for the three months ended ~~June 30, 2023 (net~~March 31, 2024 (Net revenues were ~~$106.1~~$100.5 million and average AUM was ~~$94.0~~$91.0 billion for the three months ended ~~June 30, 2022)~~March 31, 2023). The impact of foreign exchange rate movements during the three months ended June 30, 2023 decreased Net revenues by $5.9 million as compared to the three months ended June 30, 2022. After allowing for foreign exchange movements, Net revenues from IGW were $103.5 million. The decrease in ~~revenue~~IGW revenues is ~~a result~~primarily driven by the implementation of the regulatory mandated fee reductions in China, lower average AUM and ~~changes~~the shift in ~~the mix of AUM.~~

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~~Net revenues from IGW were $198.1 million and average~~ AUM ~~was $90.2 billion for the~~ ~~six months ended~~ ~~June 30, 2023 (net revenues were $230.2 million and average AUM was $96.6 billion for the~~ ~~six months ended~~ ~~June 30, 2022). The impact of foreign exchange rate movements during the~~ ~~six months ended~~ June 30, 2023 decreased Net revenues by $13.7 million as compared to the six months ended June 30, 2022. After allowing for foreign exchange movements, Net revenues from IGW were $211.8 million. The decrease in revenue is a result oftoward lower ~~average AUM and changes in the mix of AUM.~~yield products.

Management, performance and other fees earned from CIP

Management believes that the consolidation of investment products 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, management believes that it is appropriate to adjust ~~operating~~Operating revenues for the impact of CIP in calculating ~~net~~Net revenues. As Management and Performance 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~~Operating revenues back in the calculation of ~~net~~Net revenues. See “Schedule of Non-GAAP Information” for additional disclosures regarding the use of ~~net~~Net revenues.

Management and Performance fees earned from CIP were ~~$12.8~~$7.2 million for the three months ended ~~June 30, 2023~~March 31, 2024 (three months ended ~~June 30, 2022: $12.4 million).~~

~~Management and Performance fees earned from CIP were $25.1 million for the six months ended June 30, 2023 (six months ended June 30, 2022: $23.9~~March 31, 2023: $12.3 million).

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Operating Expenses

The main categories of Operating expenses, and the dollar and percentage changes between periods, are as follows:


		Three months ended					Six months ended
		June 30,		Variance			June 30,		Variance
$ in millions		2023	2022	$ Change	% Change		2023	2022	$ Change	% Change
		Three months ended
		Three months ended
		Three months ended
		March 31,
		March 31,
		March 31,
(in millions)
(in millions)
(in millions)
Third-party distribution, service and advisory
Third-party distribution, service and advisory
Third-party distribution, service and advisory	Third-party distribution, service and advisory	462.5	475.0	(12.5)	(2.6)	%	917.6	987.6	(70.0)	(7.1)	%
Employee compensation	Employee compensation	475.7	407.2	68.5	16.8	%	938.5	840.1	98.4	11.7	%
Marketing		29.0	33.8	(4.8)	(14.2)	%	54.0	55.5	(1.5)	(2.7)	%
Property, office and technology		137.1	135.0	2.1	1.6	%	271.5	267.0	4.5	1.7	%
General and administrative		121.6	119.7	1.9	1.6	%	197.3	221.9	(24.6)	(11.1)	%
Employee compensation
Employee compensation
Marketing (1)
Marketing (1)
Marketing (1)
Property, office and technology (1)
Property, office and technology (1)
Property, office and technology (1)
General and administrative (1)
General and administrative (1)
General and administrative (1)
Transaction, integration and restructuring
Transaction, integration and restructuring
Transaction, integration and restructuring	Transaction, integration and restructuring	—	0.2	(0.2)	N/A		41.6	35.4	6.2	17.5	%
Amortization of intangibles	Amortization of intangibles	13.1	14.8	(1.7)	(11.5)	%	27.2	29.9	(2.7)	(9.0)	%
Amortization of intangibles
Amortization of intangibles
Total operating expenses	Total operating expenses	1,239.0	1,185.7	53.3	4.5	%	2,447.7	2,437.4	10.3	0.4	%
Total operating expenses
Total operating expenses

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


$ in millions		Three months ended June 30, 2023	% of Total Operating Expenses		% of Operating Revenues		Three months ended June 30, 2022	% of Total Operating Expenses		% of Operating Revenues
(in millions)												(in millions)	Three months ended March 31, 2024			% of Total Operating Expenses				% of Operating Revenues				Three months ended March 31, 2023					% of Total Operating Expenses					% of Operating Revenues
Third-party distribution, service and advisory	Third-party distribution, service and advisory	462.5	37.3	%	32.1	%	475.0	40.1	%	31.0	%	Third-party distribution, service and advisory	$	504.0	39.9		39.9		%		34.2		%		$	455.1		37.6			37.6		%			32.1		%
Employee compensation	Employee compensation	475.7	38.4	%	33.0	%	407.2	34.3	%	26.6	%	Employee compensation	472.7			37.5		%		32.0		%		462.8			38.3			38.3		%			32.6		%
Marketing		29.0	2.3	%	2.0	%	33.8	2.9	%	2.2	%
Property, office and technology		137.1	11.1	%	9.5	%	135.0	11.4	%	8.8	%
General and administrative		121.6	9.8	%	8.4	%	119.7	10.1	%	7.8	%
Marketing (1)												Marketing (1)	18.1			1.4		%		1.2		%		19.6					1.7		%			1.4		%
Property, office and technology (1)												Property, office and technology (1)	117.6			9.3		%		8.0		%		110.5					9.1		%			7.8		%
General and administrative (1)												General and administrative (1)	138.5			11.0		%		9.4		%		105.0					8.7		%			7.4		%
Transaction, integration and restructuring	Transaction, integration and restructuring	—	—	%	—	%	0.2	—	%	—	%	Transaction, integration and restructuring	—			—		%		—		%		41.6			3.4			3.4		%			2.9		%
Amortization of intangibles	Amortization of intangibles	13.1	1.1	%	0.9	%	14.8	1.2	%	1.0	%	Amortization of intangibles	11.3			0.9		%		0.8		%		14.1			1.2			1.2		%			1.0		%
Total operating expenses	Total operating expenses	1,239.0	100.0	%	85.9	%	1,185.7	100.0	%	77.4	%	Total operating expenses	$	1,262.2	100.0		100.0		%		85.6		%		$	1,208.7		100.0			100.0		%			85.2		%

__________

(

$ in millions Six months ended
June 30, 2023 % of Total Operating Expenses % of Operating Revenues Six months ended
June 30, 2022 % of Total Operating Expenses % of Operating Revenues
Third-party distribution, service and advisory 917.6 37.5 % 32.1 % 987.6 40.5 % 31.3 %
Employee compensation 938.5 38.3 % 32.7 % 840.1 34.5 % 26.6 %
Marketing 54.0 2.2 % 1.9 % 55.5 2.3 % 1.8 %
Property, office and technology 271.5 11.1 % 9.5 % 267.0 11.0 % 8.4 %
General and administrative 197.3 8.1 % 6.9 % 221.9 9.1 % 7.0 %
Transaction, integration and restructuring 41.6 1.7 % 1.5 % 35.4 1.5 % 1.1 %
Amortization of intangibles 27.2 1.1 % 1.0 % 29.9 1.1 % 0.9 %
Total operating expenses 2,447.7 100.0 % 85.6 % 2,437.4 100.0 % 77.1 %
1) Comparative period presented reflects reclassification of certain operating expenses to align with current period presentation. The reclassification had no impact on our reported Operating revenues, Operating income, Net income, or any internal performance measure on which management is compensated. See Note 1, "Accounting Policies," for additional information.

During the three months ended ~~June 30, 2023,~~March 31, 2024, Operating expenses increased ~~by $53.3~~$53.5 million as compared to the three months ended June 30, 2022. The impact of foreign exchange rate movements decreased Operating expenses by $2.5 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 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 Operating expenses by $28.0 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022.March 31, 2023.

Third-Party Distribution, Service and Advisory

Third-party distribution, service and advisory expenses were ~~$462.5~~$504.0 million for the three months ended ~~June 30, 2023~~March 31, 2024 as compared to ~~$475.0~~$455.1 million for the three months ended ~~June 30, 2022. After allowing for foreign exchange rate changes, the decrease in expenses~~March 31, 2023. The increase was ~~$12.8 million. The decrease is primarily~~ due to ~~decreases of $9.3 million~~an increase in ~~service~~pass-through Service and distribution fees resulting from ~~changes in~~higher fund costs and higher AUM to which 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.~~apply.

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 expenses by $5.8 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange rate changes, the decrease in costs was $64.2 million. The decrease is primarily due to decreases of $39.2 million in service fees resulting from lower average AUM and changes in the mix of the AUM, $37.0 million in renewal commissions and transaction fees, partially offset by $17.0 million of higher asset-based fees.

Employee Compensation

Employee compensation was ~~$475.7 million for the~~ ~~three months ended~~ ~~June 30, 2023~~ ~~as compared to $407.2~~$472.7 million for the three months ended ~~June 30, 2022.~~ ~~The impact of foreign exchange rate movements decreased Employee compensation by $2.2~~March 31, 2024 as compared to $462.8 million ~~during~~for the three months ended ~~June 30, 2023 as compared to the three months ended June 30, 2022. After allowing for foreign exchange rate changes, there was an increase in Employee compensation of $70.7 million.~~March 31, 2023. This increase was primarily ~~driven by $35.7~~due to a $9.1 million increase in ~~higher~~expense related to the mark-to-market ~~gains~~ on deferred compensation ~~liabilities, costs related to executive retirements and organizational changes of $27.0 million, and higher staff costs.~~

~~Employee compensation was $938.5 million for the six months ended June 30, 2023~~ ~~as compared to $840.1 million for the six months ended June 30, 2022.~~ The impact of foreign exchange rate movements decreased Employee compensation by $15.2 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange rate changes, there was 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.liabilities.

Headcount at ~~June 30, 2023~~March 31, 2024 was ~~8,621 (June 30, 2022: 8,506)~~8,527 (March 31, 2023: 8,561).

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Marketing

Marketing expenses were ~~$29.0~~$18.1 million for the three months ended ~~June 30, 2023~~March 31, 2024 as compared to ~~$33.8~~$19.6 million for the three months ended ~~June 30, 2022. After allowing for foreign exchange rate changes, the decrease in Marketing expenses was $4.8 million driven by lower advertising spend.~~

Marketing expenses were $54.0 million for the six months ended June 30, 2023 as compared to $55.5 million for the six months ended June 30, 2022. After allowing for foreign exchange rate changes, the decrease in Marketing expenses was $0.7 million.March 31, 2023.

Property, Office and Technology

Property, office and technology costs were ~~$137.1~~$117.6 million for the three months ended ~~June 30, 2023~~ March 31, 2024 as compared to ~~$135.0~~$110.5 million for the three months ended ~~June 30, 2022. After allowing for foreign exchange rate movements, the increase in costs was $2.7 million.~~ March 31, 2023. The increase was primarily driven by higher ~~outsourced administration costs of $3.1 million.~~

~~Property, office and~~ technology costs were $271.5 million for the six months ended June 30, 2023 as compared to $267.0 million for the six months ended June 30, 2022. The impact of foreign exchange rate movements decreased Property, office and technology expenses by $4.3 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange rate movements, the increase in costs was $8.8 million. The increase was driven by $4.3 million in property and office costs including 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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costs.

General and Administrative

General and administrative expenses were ~~$121.6~~$138.5 million for the three months ended ~~June 30, 2023~~ March 31, 2024 as compared to ~~$119.7~~$105.0 million for the three months ended ~~June 30, 2022. After allowing for foreign exchange rate movements, the~~ March 31, 2023. 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 General and administrative expenses by $1.8 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. After allowing for foreign exchange rate movements, the decrease in costs was $22.8 million. The decrease was primarily due to $20.0 million of insurance recoveries and ~~$14.8~~$9.8 million of indirect tax refunds ~~received during the six months ended June 30, 2023~~ which were ~~partially offset by increases~~received in ~~consulting and professional fees primarily related to~~ the ~~Alpha NextGen program and costs associated with the move to the new Atlanta headquarters.~~first quarter of 2023.

Transaction, Integration and Restructuring

~~For the~~ ~~three months ended~~ ~~June 30, 2023,~~ Transaction, integration and restructuring charges were primarily comprised of compensation-related restructuring costs ~~were zero due~~relating to our strategic evaluation which we completed in the first quarter of 2023. With the completion of strategic ~~initiatives. Any~~initiatives, any costs related to on-going projects are classified in the income statement based on the nature of the expense.

For the six months ended June 30, 2023, Transaction, integration and restructuring charges were $41.6 million as compared to $35.4 million for the six months ended June 30, 2022. These costs are primarily comprised of compensation-related restructuring costs in connection with our strategic evaluation which we completed during the first quarter of 2023.

Other Income and Expenses

The main categories of Other income and expenses, and the dollar and percentage changes between periods, are as follows:


				Variance					Variance
		Three months ended June 30,		2023 vs 2022			Six months ended June 30,		2023 vs 2022
$ in millions		2023	2022	$ Change	% Change		2023	2022	$ Change	% Change
				Variance
				Variance
				Variance
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions)
(in millions)
(in millions)
Equity in earnings of unconsolidated affiliates
Equity in earnings of unconsolidated affiliates
Equity in earnings of unconsolidated affiliates	Equity in earnings of unconsolidated affiliates	19.2	24.7	(5.5)	(22.3)	%	45.3	58.1	(12.8)	(22.0)	%
Interest and dividend income	Interest and dividend income	7.1	2.1	5.0	238.1	%	15.7	3.3	12.4	375.8	%
Interest and dividend income
Interest and dividend income
Interest expense
Interest expense
Interest expense	Interest expense	(18.4)	(25.8)	7.4	(28.7)	%	(36.4)	(49.0)	12.6	(25.7)	%
Other gains/(losses), net	Other gains/(losses), net	20.9	(90.0)	110.9	N/A		48.3	(135.5)	183.8	N/A
Other gains/(losses), net
Other gains/(losses), net
Other income/(expense) of CIP, net
Other income/(expense) of CIP, net
Other income/(expense) of CIP, net	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 expenses	Total other income and expenses	26.1	(62.8)	88.9	N/A		52.3	(120.2)	172.5	N/A
Total other income and expenses
Total other income and expenses

Equity in earnings of unconsolidated affiliates

Equity in earnings of unconsolidated affiliates decreased ~~$5.5 million~~ to ~~$19.2~~$6.9 million for the three months ended ~~June 30, 2023~~March 31, 2024 as compared to ~~$24.7~~$26.1 million for the three months ended ~~June 30, 2022.~~March 31, 2023. The decrease was primarily driven by losses on our real estate investments and lower ~~income~~earnings 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 $16.3 million in our income from our real estate investments and $9.7 million from our joint venture investment in IGWdiscussed above, which were partially offset by ~~increases in income~~higher earnings from private equity and other investments.

Interest and dividend income

37Interest and dividend income was $12.4 million for the three months ended March 31, 2024 as compared to $8.6 million for the three months ended March 31, 2023. The increase was primarily due to higher interest income earned from Cash and cash equivalents.

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Interest expense

Interest expense was ~~$18.4~~$15.9 million for the three months ended ~~June 30, 2023~~ March 31, 2024 as compared to ~~$25.8~~$18.0 million for the three months ended ~~June 30, 2022~~ March 31, 2023 as a result of a decrease in outstanding 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~~Table of ~~a decrease in debt.~~Contents

Other gains/(losses), net

Other gains/(losses), net was a gain of ~~$20.9~~$35.9 million for the three months ended ~~June 30, 2023 a~~s March 31, 2024 as compared to a ~~$90.0~~net gains of $27.4 million ~~loss~~ for the three months ended ~~June 30, 2022.~~ March 31, 2023. Included in the net gain for the ~~second~~first quarter of ~~2023~~2024 were ~~$14.9~~$32.3 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~~ June 30, 2022 were $79.2 million of net losses on investments and instruments held for our deferred compensation plans and $16.2 million of net losses related to the mark-to-market on seed money investments.

~~Other gains/(losses), net was a gain of $48.3 million for the six months ended June 30, 2023 as compared to a~~ $135.5 million loss for the six months ended June 30, 2022. Included in the net gain for the six months ended June 30, 2023 were $37.0 million of net gains on investments and instruments held for our deferred compensation plans and $8.8$2.0 million of net gains related to the mark-to-market on seed capital investments. Included in the ~~net loss~~gain for the ~~six months ended June 30, 2022~~first quarter of 2023 were ~~$122.1~~$22.2 million of ~~net losses~~gains on investments and instruments held for our deferred compensation plans and ~~$22.1~~$5.3 million of net ~~losses~~gains related to the mark-to-market on seed ~~money investments, partially offset by $3.7 million of net foreign exchange gains on intercompany loans~~.capital investments.

Other income/(expense) of CIP, net

For the three months ended ~~June 30, 2023,~~March 31, 2024, Other income/(expense) of CIP, net was anet income of $30.5 million (three months ended March 31, 2023: net expense of ~~$2.7 million for the three months ended June 30, 2023 (three months ended June 30, 2022: net income of $26.2~~$17.9 million). Interest and dividend income of CIP ~~increased $81.1~~decreased $59.5 million to ~~$163.7~~$80.1 million (~~three~~(three months ended ~~June 30, 2022: $82.6~~ March 31, 2023: $139.6 million). Interest expense of CIP ~~increased $64.7~~decreased $47.1 million to ~~$109.7~~$47.2 million (~~three~~(three months ended ~~June 30, 2022: $45.0~~ March 31, 2023: $94.3 million). Unrealized gains/(losses) of CIP were net losses of ~~$56.7~~$2.4 million (three months ended ~~June 30, 2022:~~March 31, 2023: net losses of ~~$11.4~~$63.2 million).

For the six months ended June 30, 2023, Other income/(expense) of CIP, net was a net expense of $20.6 million for the six months ended June 30, 2023 (six months ended June 30, 2022: net income of $2.9 million). Interest and dividend 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 $119.9 million (six months ended June 30, 2022: net losses of $66.7 million). The net losses during the months ended June 30, 2023 and 2022 were attributable to market-driven losses on investments held by consolidated funds.

Net impact of CIP and related noncontrolling interests in consolidated entities

The consolidation of investment products did not have an impact on Net income attributable to Invesco for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 and ~~June 30, 2022.~~March 31, 2023. The adjustment to net income for the Net income/(loss) attributable to noncontrolling interests in consolidated entities represents the 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 Other income/(expense) of CIP, net, is offset by this adjustment to arrive at Net income attributable to 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's AUM. Therefore, the net gains or losses of CIP are not indicative of the performance of the company's aggregate AUM.~~

Income Tax Expense

The company’s subsidiaries operate in numerous taxing jurisdictions around the world, each with its own statutory tax rate. As a result, the blended 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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Our effective tax rate ~~increased~~decreased to ~~28.5%~~24.3% for the three months ended ~~June 30, 2023~~March 31, 2024 (three months ended ~~June 30, 2022: 22.3%~~March 31, 2023: 29.7%). The ~~increase was~~decrease in the effective tax in the first quarter of 2024 is 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~~of the ~~Net income attributable to noncontrolling interests~~increase in ~~consolidated entities had on the effective tax rate in the second quarter of 2022.~~

Our effective tax rate increased to 29.1% for the six months ended June 30, 2023 (six months ended June 30, 2022: 24.2%). The increase was primarily due to the unfavorable impact that the Net loss attributable to non-controlling interests in consolidated entities had on the effective tax rate for the six months ended June 30, 2023 compared to the favorable impact that the Netnet income attributable to non-controlling interests in consolidated ~~entities had on the effective tax rate for the six months ended June 30, 2022.~~entities.

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Schedule of Non-GAAP Information

We utilize the following non-GAAP performance measures: Net ~~revenue~~revenues (and by calculation, Net revenue yield on AUM), Adjusted operating income, Adjusted operating margin, Adjusted net income attributable to Invesco and Adjusted diluted 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 Operating revenues (and by calculation, Gross revenue yield on AUM), Operating income, Operating margin, Net income attributable to Invesco and diluted EPS. Each of these measures is discussed more fully below.

The following are reconciliations of ~~Operating revenues, Operating income (and by calculation, operating margin) and Net income attributable to Invesco (and by calculation, Diluted EPS) on a~~the U.S. GAAP ~~basis~~measures to athe non-GAAP ~~basis of Net revenues, Adjusted operating income (and by calculation, Adjusted operating margin) and Adjusted net income attributable to Invesco (and by calculation, Adjusted diluted EPS). These~~measures. The 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~~the 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 June 30,		Six months ended June 30,
$ in millions		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions)
(in millions)
(in millions)
Operating revenues, U.S. GAAP basis
Operating revenues, U.S. GAAP basis
Operating revenues, U.S. GAAP basis	Operating revenues, U.S. GAAP basis	1,442.8	1,530.4	2,861.0	3,159.8

Revenue Adjustments (2)
Revenue Adjustments (1)

Revenue Adjustments (1)

Revenue Adjustments (1)
Investment management fees
Investment management fees
Investment management fees	Investment management fees	(195.4)	(193.1)	(385.2)	(399.0)
Service and distribution fees	Service and distribution fees	(230.9)	(240.3)	(456.2)	(498.0)
Service and distribution fees
Service and distribution fees
Other
Other
Other	Other	(36.2)	(41.6)	(76.2)	(90.6)
Total Revenue Adjustments	Total Revenue Adjustments	(462.5)	(475.0)	(917.6)	(987.6)
Invesco Great Wall (1)		97.6	106.1	198.1	230.2
Total Revenue Adjustments
Total Revenue Adjustments
Invesco Great Wall (2)
Invesco Great Wall (2)
Invesco Great Wall (2)
CIP (3)
CIP (3)
CIP (3)	CIP (3)	12.8	12.4	25.1	23.9
Net revenues	Net revenues	1,090.7	1,173.9	2,166.6	2,426.3
Net revenues
Net revenues

Reconciliation of Operating income to Adjusted operating income:

Three months ended June 30, Six months ended June 30,
$ in millions 2023 2022 2023 2022
Operating income, U.S. GAAP basis 203.8 344.7 413.3 722.4
Invesco Great Wall (1)
53.6 62.2 108.2 135.9
CIP (3)
21.7 16.1 36.4 30.9
Transaction, integration and restructuring (4)
— 0.2 41.6 35.4
Amortization of intangible assets (8)
13.1 14.8 27.2 29.9
Compensation expense related to market valuation changes in deferred compensation plans (10)
9.8 (26.1) 22.2 (48.0)
General and administrative (7)
— — (20.0) —
Adjusted operating income 302.0 411.9 628.9 906.5
Operating margin(5)
14.1 % 22.5 % 14.4 % 22.9 %
Adjusted operating margin(6)
27.7 % 35.1 % 29.0 % 37.4 %


	Three months ended March 31,
(in millions)	2024			2023
Operating income, U.S. GAAP basis	$	213.1		$	209.5
Invesco Great Wall (2)	38.3			54.6
CIP (3)	12.2			14.7
Transaction, integration and restructuring (4)	—			41.6
Amortization of intangible assets (5)	11.3			14.1
Compensation expense related to market valuation changes in deferred compensation plans (6)	21.6			12.4

General and administrative (7)	—			(20.0)
Adjusted operating income	$	296.5		$	326.9

Operating margin(8)	14.4		%	14.8		%
Adjusted operating margin(9)	28.2		%	30.4		%

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Reconciliation of net income attributable to Invesco to Adjusted net income attributable to ~~Invesco:~~Invesco


		Three months ended June 30,		Six months ended June 30,
$ in millions, except per common share data		2023	2022	2023	2022
		Three months ended March 31,
		Three months ended March 31,
		Three months ended March 31,
(in millions, except per common share data)
(in millions, except per common share data)
(in millions, except per common share data)
Net income attributable to Invesco Ltd., U.S. GAAP basis
Net income attributable to Invesco Ltd., U.S. GAAP basis
Net income attributable to Invesco Ltd., U.S. GAAP basis	Net income attributable to Invesco Ltd., U.S. GAAP basis	132.2	121.0	277.2	318.7

Adjustments (excluding tax):	Adjustments (excluding tax):

Adjustments (excluding tax):

Adjustments (excluding tax):
Transaction, integration and restructuring (4)	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
Transaction, integration and restructuring (4)
Transaction, integration and restructuring (4)
Amortization of intangible assets (5)
Amortization of intangible assets (5)
Amortization of intangible assets (5)
Deferred compensation plan market valuation changes and dividend income less compensation expense (6)
Deferred compensation plan market valuation changes and dividend income less compensation expense (6)
Deferred compensation plan market valuation changes and dividend income less compensation expense (6)
General and administrative (7)
General and administrative (7)
General and administrative (7)	General and administrative (7)	—	—	(20.0)	—
Total adjustments excluding tax	Total adjustments excluding tax	7.0	67.5	32.3	138.3
Total adjustments excluding tax
Total adjustments excluding tax

Tax adjustment for amortization of intangible assets and goodwill (9)		3.6	3.8	7.8	7.5
Tax adjustment for amortization of intangible assets and goodwill (10)

Tax adjustment for amortization of intangible assets and goodwill (10)

Tax adjustment for amortization of intangible assets and goodwill (10)
Other tax effects of adjustments above	Other tax effects of adjustments above	1.6	(12.0)	0.5	(24.9)
Other tax effects of adjustments above
Other tax effects of adjustments above
Adjusted net income attributable to Invesco Ltd. (11)
Adjusted net income attributable to Invesco Ltd. (11)
Adjusted net income attributable to Invesco Ltd. (11)	Adjusted net income attributable to Invesco Ltd. (11)	144.4	180.3	317.8	439.6

Average common shares outstanding - diluted	Average common shares outstanding - diluted	458.8	459.5	458.9	460.7

Average common shares outstanding - diluted

Average common shares outstanding - diluted
Diluted EPS
Diluted EPS
Diluted EPS	Diluted EPS	$0.29	$0.26	$0.60	$0.69
Adjusted diluted EPS(12)	Adjusted diluted EPS(12)	$0.31	$0.39	$0.69	$0.95
Adjusted diluted EPS (12)
Adjusted diluted EPS (12)

____________

~~(1) Invesco Great Wall: The company reflects 100% of IGW in its Net revenues and Adjusted operating 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 the 51% noncontrolling interests.

~~(2)~~(1) Revenue adjustments: The company calculates Net revenues by reducing Operating 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 Net 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 Net revenue yield on AUM, which is equal to Net revenues divided by Average AUM during the reporting period, as an indicator of the ~~basis point~~ Net 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 revenues are primarily adjusted by transaction fees passed through to third parties.

(2) Invesco Great Wall: The company reflects 100% of IGW in its Net revenues and Adjusted operating 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 the 51% noncontrolling interests.

(3) CIP: See note 11, “Consolidated Investment Products,” for a detailed analysis of the impact to the company’s Condensed Consolidated Financial Statements from the consolidation of CIP. The company believes that the CIP 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, the company believes that it is appropriate to adjust Operating revenues and Operating income for the impact of CIP in calculating the respective Net revenues and Adjusted operating income (and by calculation, Adjusted operating margin).

(4) Transaction, integration and restructuring: The company believes it is useful to adjust for the Transaction, integration and restructuring charges in arriving at Adjusted operating income, Adjusted operating margin, Adjusted net income, and Adjusted 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. Transaction, integration and restructuring charges were restructuring costs ~~were zero for~~relating to our strategic evaluation which we completed in the ~~second~~first quarter ~~2023 due to the completion~~ of ~~strategic initiatives.~~2023.

(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 administrative: The adjustment removes insurance recoveries related to fund-related losses incurred in prior periods.~~

~~(8)~~ Amortization of intangible assets: The company removes amortization expense related to acquired assets in arriving at Adjusted operating income, Adjusted operating margin, Adjusted net income, and Adjusted 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.

(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)~~(6) Market movement on deferred compensation plan liabilities: Certain deferred compensation plan awards involve a return to the employee linked to the appreciation (depreciation) of specified investments. The company hedges economically the exposure to market movements for these investments. Since these plans are hedged economically, the company believes it is useful to reflect the offset ultimately achieved from hedging the market exposure in the calculation of Adjusted operating income (and by calculation, Adjusted operating margin) and Adjusted net income (and by calculation, Adjusted diluted EPS) to produce results that will be more comparable period to period.

(7) General and administrative: The adjustment removes insurance recoveries related to fund-related losses incurred in prior periods.

(8) Operating margin is equal to Operating income divided by Operating revenues.

(9) Adjusted operating margin is equal to Adjusted operating income divided by Net revenues.

(10) Tax adjustment for amortization of intangible assets and goodwill: The company reflects the tax benefit realized on the tax amortization of goodwill and intangible assets in Adjusted net income. The company believes it is useful to include this tax benefit in arriving at the Adjusted diluted EPS measure.

(11) The effective tax rate on Adjusted net income attributable to Invesco Ltd. for the three months ~~and six months~~ ended ~~June 30, 2023~~March 31, 2024 is ~~24.7% and 24.4%, respectively~~24.6% (for the three months ~~and six months~~ ended ~~June 30, 2022,~~March 31, 2023, it was ~~24.8% and 24.5%, respectively)~~24.1%).

(12) 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.

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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 June 30, 2023				As of December 31, 2022
Balance sheet information $ in millions		U.S. GAAP	Impact of CIP	Impact of Policyholders	As Adjusted	U.S. GAAP	Impact of CIP	Impact of Policyholders	As Adjusted
	As of March 31, 2024												As of March 31, 2024				As of December 31, 2023
Balance sheet information (in millions)										Balance sheet information (in millions)	U.S. GAAP	Impact of CIP		As Adjusted	U.S. GAAP	Impact of CIP		Impact of Policyholders	As Adjusted
ASSETS	ASSETS
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents	Cash and cash equivalents	1,009.9	—	—	1,009.9	1,234.7	—	—	1,234.7

Investments	Investments	992.1	(452.6)	—	1,444.7	996.6	(376.8)	—	1,373.4
Investments
Investments
Assets of CIP:	Assets of CIP:
Investments and other assets of CIP	Investments and other assets of CIP	8,808.9	8,808.9	—	—	8,735.1	8,735.1	—	—
Investments and other assets of CIP
Investments and other assets of CIP
Cash and cash equivalents of CIP	Cash and cash equivalents of CIP	277.2	277.2	—	—	199.4	199.4	—	—
Assets held for policyholders		444.0	—	444.0	—	668.7	—	668.7	—
Assets held for policyholders (2)
Goodwill and intangible assets, net	Goodwill and intangible assets, net	15,793.0	—	—	15,793.0	15,698.9	—	—	15,698.9
Other assets (2)		2,132.7	(12.8)	—	2,145.5	2,223.4	(9.8)	—	2,233.2
Other assets (3)
Total assets	Total assets	29,457.8	8,620.7	444.0	20,393.1	29,756.8	8,547.9	668.7	20,540.2
LIABILITIES	LIABILITIES
Liabilities of CIP:	Liabilities of CIP:
Liabilities of CIP:
Liabilities of CIP:
Debt of CIP
Debt of CIP
Debt of CIP	Debt of CIP	6,884.5	6,884.5	—	—	6,590.4	6,590.4	—	—
Other liabilities of CIP	Other liabilities of CIP	357.3	357.3	—	—	329.6	329.6	—	—
Policyholder payables		444.0	—	444.0	—	668.7	—	668.7	—
Policyholder payables (2)

Debt	Debt	1,488.6	—	—	1,488.6	1,487.6	—	—	1,487.6
Other liabilities (3)		3,574.8	—	—	3,574.8	3,838.3	—	—	3,838.3
Debt
Debt
Other liabilities (4)
Total liabilities	Total liabilities	12,749.2	7,241.8	444.0	5,063.4	12,914.6	6,920.0	668.7	5,325.9
EQUITY	EQUITY
Total equity attributable to Invesco Ltd.	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)		1,379.7	1,379.0	—	0.7	1,628.6	1,628.0	—	0.6
Total equity attributable to Invesco Ltd.
Total equity attributable to Invesco Ltd.
Noncontrolling interests (5)
Total equity	Total equity	16,708.6	1,378.9	—	15,329.7	16,842.2	1,627.9	—	15,214.3
Total liabilities and equity	Total liabilities and equity	29,457.8	8,620.7	444.0	20,393.1	29,756.8	8,547.9	668.7	20,540.2

____________

(1) This 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~~shareholders’ equity.

(2) One of our subsidiaries, Invesco Pensions Limited, is an insurance company that was established to facilitate retirement savings plans in the U.K. The entity held assets that were managed for its clients on its balance sheet with an equal and offsetting liability. In January 2024, all funds were distributed to customers.

(3) Amounts include Accounts receivable, ~~prepaid assets,~~ Property, equipment and software, ~~right-of-use assets~~ and Other assets.

~~(3)~~(4) Amounts include Accrued compensation and benefits, Accounts payable and accrued expenses, ~~lease liability~~ and Deferred tax liabilities.

~~(4)~~(5) Amounts include Redeemable noncontrolling interests in consolidated entities and Equity attributable to nonredeemable noncontrolling interests in consolidated entities.

Cash and cash equivalents

Cash and cash equivalents decreased by ~~$224.8~~$573.5 million from ~~$1,234.7~~$1,469.2 million at December 31, ~~2022~~2023 to ~~$1,009.9~~$895.7 million at ~~June 30, 2023.~~March 31, 2024. See “Cash Flows Discussion” ~~in the following section~~below within this Management’s Discussion and Analysis for additional discussion regarding the movements in cash flows during the period.

Table of Contents

Investments

Investments are comprised primarily of the equity method investment in IGW, seed capital and co-investments in affiliated funds, and investments related to the company’s deferred compensation plans.

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As of ~~June 30,~~March 31, 2024, and December 31, 2023 the company had ~~$920.0~~$940.9 million and $956.0 million in seed capital and co-investments, ~~(December 31, 2022: $909.2 million),~~respectively, including direct investments in CIP. Total seed capital and co-investments is presented as a helpful measure for investors and represents our total net investment interest including our investment in CIP. The following table reconciles the investments balance to the total seed capital and co-investment balance.

As of

$ in millions

June 30, 2023

December 31, 2022

As of

(in millions)

March 31, 2024

December 31, 2023

Investments

992.1

996.6

Net investment in CIP

452.6

376.8

Less: Investments related to deferred compensation plans, joint ventures, and other investments

(524.7)

(464.2)

Total seed capital and co-investments (1)

920.0

909.2

____________

(1) Included in the total seed capital and co-investments balance as of ~~June 30, 2023~~March 31, 2024 is ~~$281.2~~$299.7 million of seed capital and ~~$638.8~~$641.2 million of co-investments (December 31, ~~2022: $305.4~~2023: $314.1 million of seed capital and ~~$603.8~~$641.9 million of co-investments).

Goodwill and intangible assets, net

Goodwill and intangible assets, net decreased from $14,539.6 million at December 31, 2023, to $14,453.4 million at March 31, 2024. The decrease includes foreign exchange impacts of $74.9 million and amortization of $11.3 million. If our revenue and operating income continue to be adversely impacted by our AUM mix or unfavorable market conditions, including a significant decline in our stock price for an extended period of time, an impairment of goodwill and intangible assets may occur in future periods.

Liquidity and Capital Resources

Our capital structure, together with available cash balances, cash flows generated from operations, existing capacity under our credit ~~facility~~agreement 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 millions

June 30, 2023

December 31, 2022

As of

(in millions)

March 31, 2024

December 31, 2023

Cash and cash equivalents

1,009.9

1,234.7

Available revolver

2,000.0

1,500.0

Available revolver (1)

Total sources of liquidity by type

3,009.9

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.(1) As of ~~June 30, 2023,~~March 31, 2024, the balance on the ~~$2.0~~$2.0 billion capacity credit ~~facility~~agreement was ~~zero.~~$367.6 million.

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 shareholders longer term through a 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 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 (S&P) Ratings Service, ~~(S&P),~~ Moody’s Investor Services and Fitch Ratings, respectively.

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Other Items

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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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.

We are in compliance with all regulatory minimum net capital requirements. As of ~~June 30, 2023,~~March 31, 2024, the company’s minimum regulatory capital requirement was ~~$430.0~~$389.1 million (December 31, ~~2022: $639.8~~2023: $395.8 million). The decrease was driven by a reduction in regulatory capital requirements as 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 working capital requirements, and as such, there has not been a material reduction in the level of cash and cash equivalents required outside of the US.

We meet the regulatory liquidity and working capital requirements by holding cash and cash 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 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.

The consolidation of ~~$9,086.1~~$9,649.3 million and ~~$6,884.5~~$7,370.4 million of assets and debt of CIP as of ~~June 30, 2023,~~March 31, 2024, respectively, did not impact the company’s liquidity and capital resources. See Part I, Item 1, Financial Statements - Note 11, “Consolidated Investment Products,” for additional details.

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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.

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 CIP for the reasons outlined in footnote 1 to the table:


Cash flows information (1)	Cash flows information (1)	Six months ended June 30, 2023			Six months ended June 30, 2022			Cash flows information (1)	Three months ended March 31, 2024			Three months ended March 31, 2023
$ in millions		U.S. GAAP	Impact of CIP	Excluding CIP	U.S. GAAP	Impact of CIP	Excluding CIP
(in millions)								(in millions)	U.S. GAAP	Impact of CIP	As Adjusted		U.S. GAAP	Impact of CIP	As Adjusted
Cash and cash equivalents, beginning of the period	Cash and cash equivalents, beginning of the period	1,434.1	199.4	1,234.7	2,147.1	250.7	1,896.4
Cash flows from operating activities	Cash flows from operating activities	232.4	(124.7)	357.1	(252.3)	(407.2)	154.9
Cash flows from investing activities	Cash flows from investing activities	(49.2)	75.7	(124.9)	(155.8)	(38.3)	(117.5)
Cash flows from financing activities	Cash flows from financing activities	(349.6)	125.6	(475.2)	(533.0)	398.6	(931.6)
Increase/(decrease) in cash and cash equivalents	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 equivalents	Foreign exchange movement on cash and cash equivalents	19.4	1.2	18.2	(73.2)	(7.8)	(65.4)
Cash and cash equivalents, end of the period	Cash and cash equivalents, end of the period	1,287.1	277.2	1,009.9	1,132.8	196.0	936.8

Cash and cash equivalents	Cash and cash equivalents	1,009.9	—	1,009.9	936.8	—	936.8
Cash and cash equivalents
Cash and cash equivalents

Cash and cash equivalents of CIP	Cash and cash equivalents of CIP	277.2��	277.2	—	196.0	196.0	—
Cash and cash equivalents of CIP
Cash and cash equivalents of CIP
Total cash and cash equivalents per condensed consolidated statement of cash flows	Total cash and cash equivalents per condensed consolidated statement of cash flows	1,287.1	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.

Operating Activities

Operating cash flows include the receipt of Investment management and Other fees generated from AUM, offset by Operating expenses and Changes in operating assets and liabilities. After allowing for the change in cash held by CIP, investment activities, non-cash activity, 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~~.income.

Cash ~~inflows~~outflows for the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, excluding the impact of the consolidation of CIP, was primarily driven by ~~lower~~ net outflows from changes in payables and receivables due to timing of payments and receipts, ~~as compared to~~including annual compensation payments that are made in the ~~six~~

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months ended June 30, 2022 which were partially offset by a decrease of $309.1 million in Operating Income. Also, included in cash inflows 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 $59.7 million).

Investing Activities

~~Investing cash~~Cash outflows for the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, excluding the impact of the consolidation of CIP, included ~~Purchases~~Purchase of investments of ~~$87.9~~$36.5 million ~~(six~~(three months ended ~~June 30, 2022: $133.8~~March 31, 2023: $55.2 million purchases), partially offset by proceeds of ~~$47.8~~$7.0 million from sales and returns of capital of investments ~~(six~~(three months ended ~~June 30, 2022: $73.4~~March 31, 2023: $28.1 million proceeds). In addition, the company had capital expenditures of ~~$84.8~~$21.0 million for the ~~six~~three months ended ~~June 30, 2023 (six~~March 31, 2024 (three months ended ~~June 30, 2022: $57.1~~March 31, 2023: $38.1 million). Our capital expenditures related principally to ~~technology initiatives related to~~ investments in foundational technology ~~projects as well as facilities costs related to our move to our new Atlanta headquarters.~~projects.

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Financing Activities

Financing cash outflows during the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, excluding the impact of the consolidation of CIP, included ~~$177.6~~$90.2 million of common dividend payments for the dividends declared in January ~~and April (six~~(three months ended ~~June 30, 2022:~~March 31, 2023: common dividends paid of ~~$163.4~~$85.7 million), ~~$118.4~~$59.2 million of preferred dividend payments for dividends declared in January ~~and April (six~~(three months ended ~~June 30, 2022: $118.4~~March 31, 2023: $59.2 million) and the payment of ~~$29.2~~$20.4 million to meet employees’ withholding tax obligations on common share vestings ~~(six~~(three months ended ~~June 30, 2022: $34.4~~March 31, 2023: $27.7 million). The ~~six~~three months ended ~~June 30, 2023~~ March 31, 2024 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~~a $600.0 million redemption of our senior notes ~~due in November 2022 which was partially offset by~~(three months ended March 31, 2023: none) and a net borrowing of $367.6 million on the credit ~~facility~~agreement (three months ended March 31, 2023: none). Historically, the company has used the credit agreement to support short-term operating cash flow needs. However, due to the repayment of ~~$184.6 million.~~the senior notes and the short term operating cash flow needs in the first and second quarters, we expect to maintain a balance on the credit agreement until the second half of 2024.

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~~Board of ~~directors.~~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, 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 ~~July 25, 2023,~~April 23, 2024, the company ~~announced~~declared a ~~second~~first quarter ~~2023~~2024 cash dividend of ~~$0.20~~$0.205 per common share to the holders of common shares. The dividend is payable on ~~September 5, 2023,~~June 4, 2024, to common shareholders of record at the close of business on ~~August 11, 2023~~May 14, 2024, with an ex-dividend date of ~~August 10, 2023.~~May 13, 2024.

On ~~July 25, 2023,~~April 23, 2024, the company ~~announced~~declared a preferred dividend of $14.75 per ~~share to the holders of~~ preferred ~~shares,~~share, representing the period from ~~June~~ March 1, ~~2023~~2024 through ~~August~~May 31, ~~2023~~2024. The preferred dividend is payable on ~~September 1, 2023 to shareholders of record at close of business on August 15, 2023.~~June 3, 2024.

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

Debt

The carrying value of our debt at ~~June 30, 2023~~March 31, 2024 was ~~$1,488.6~~$1,257.5 million (December 31, ~~2022: $1,487.6~~2023: $1,489.5 million). See Part I, Item 1, Financial Statements - Note 4, “Debt,” for additional disclosures.

For the ~~six~~Three months ended ~~June 30, 2023,~~March 31, 2024, the company’s weighted average cost of debt was ~~4.28% (six~~was 4.90% (Three months ended ~~June 30, 2022: 4.02%~~March 31, 2023: 4.28%).

Financial covenants under the credit ~~facility~~ agreement include: (i) the quarterly maintenance of an Adjusted debt/Earnings 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 (~~Covenant~~(Covenant Adjusted ~~EBITDA~~/EBITDA/interest ~~payable~~expense for the four consecutive fiscal quarters ended before the date of determination) of not less than 4.00:1.00. As of ~~June 30, 2023,~~March 31, 2024, we were in compliance with our financial covenants. At ~~June 30, 2023,~~March 31, 2024, our leverage ratio was ~~0.66:~~0.54:1.00 (December 31, ~~2022: 0.78:~~2023: 0.69:1.00), and our interest coverage ratio was ~~20.66:~~20.76:1.00 (December 31, ~~2022: 19.51:~~2023: 20.40:1.00).

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The ~~June 30, 2023~~March 31, 2024 coverage ratio calculations are as follows:

$ in millions Total Q2 2023 Q1 2023 Q4 2022 Q3 2022
Net income attributable to Invesco Ltd. 642.4 132.2 145.0 187.8 177.4
Dividends on preferred shares 236.8 59.2 59.2 59.2 59.2
Tax expense 311.8 65.5 69.9 89.6 86.8
Amortization/depreciation 190.7 47.4 46.8 48.6 47.9
Interest expense 72.6 18.4 18.0 17.6 18.6
Common share-based compensation expense 118.9 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


(in millions)	Total		Q1 2024		Q4 2023		Q3 2023		Q2 2023
Net income/(loss) attributable to Invesco Ltd.	$	(337.2)	$	141.5	$	(742.3)	$	131.4	$	132.2
Dividends on preferred shares	236.8		59.2		59.2		59.2		59.2

Tax expense/(benefit)	(70.9)		68.7		(266.4)		61.3		65.5
Amortization/depreciation/impairment	1,430.0		45.1		1,295.3		42.2		47.4
Interest expense	68.4		15.9		16.8		17.3		18.4
Common share-based compensation expense	97.9		21.1		20.8		24.0		32.0
Unrealized (gains)/losses from investments, net (1)	(5.2)		(10.4)		(4.5)		18.3		(8.6)


Covenant Adjusted EBITDA (2)	$	1,419.8	$	341.1	$	378.9	$	353.7	$	346.1
Adjusted debt (2)	$	760.1

Leverage ratio as of March 31, 2024 (Adjusted debt/Covenant Adjusted EBITDA - maximum 3.25:1.00)	0.54
Interest coverage ratio as of March 31, 2024 (Covenant Adjusted EBITDA/Interest expense - minimum 4.00:1.00)	20.76

(1) Adjustments for unrealized gains and losses from investments, as defined in our credit ~~facility,~~agreement, 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 Net income attributable to Invesco Ltd.) is defined by our credit ~~facility~~ agreement, and therefore Net 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~~agreement and equals debt of ~~$1,488.6~~$1,257.5 million plus ~~$2.7~~$2.6 million in letters of credit less $500.0 million of excess unrestricted cash (cash and cash equivalents less the minimum regulatory capital requirement, not to exceed $500 million).

Credit and Liquidity Risk

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.

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. 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 ~~June 30, 2023,~~March 31, 2024, our maximum exposure to credit risk related to our cash and cash equivalent balances is ~~$1,009.9~~$895.7 million, of which ~~$565.4~~$434.7 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," for information regarding cash and cash equivalents invested in affiliated money market funds.

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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 ~~$1,488.6~~$1,257.5 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,~~agreement, 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. A decline in the values of AUM could lead to reduced revenues as management fees are generally calculated based upon the size of AUM.

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~~Common Share Repurchase Plan~~

During the three months ended June 30, 2023, the company repurchased 9.6 million common shares for $150.0 million in the open market (three months ended June 30, 2022: none; six months ended June 30, 2022: 8.9 million common shares for $200.0 million). At June 30, 2023, approximately $382.2 million remains available under the share repurchase authorizations approved by the Board on July 22, 2016.

Off Balance Sheet Commitments

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

Critical Accounting Policies and Estimates

There have been no changes to the critical accounting policies disclosed in our most recent ~~Forms~~Form 10-K ~~and 10-Q~~ for the year ended December 31, ~~2022 and the three months ended March 31, 2023, respectively.~~2023. 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 ~~June 30, 2023~~March 31, 2024 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.

Assuming the revenue yield on AUM for the year remains unchanged, a decline in the average AUM for the year would result in a corresponding decline in revenue. Certain expenses, including distribution and compensation expenses, may not vary in proportion with the changes in the market value of AUM. As such, the impact on operating margin or net income of a decline in the market values of AUM may be greater or less than the percentage decline in the market value of AUM.

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,” for details of the company’s debt arrangements. As of ~~June 30, 2023,~~March 31, 2024, the interest rates on ~~100.0%~~70.8% of the company’s borrowings were fixed for a weighted average period of ~~6.46~~9.66 years, andand the company had a ~~zero~~$367.6 million balance on its floating rate credit ~~facility.~~agreement.

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.

The company is also exposed to foreign translation 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 ~~$1.2~~$1.4 million during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 (~~six~~three months ended ~~June 30, 2022:~~March 31, 2023: $~~2.1~~1.1 million ~~gains)~~losses) and are included in ~~general~~General and administrative expenses and ~~other~~Other gains/(losses), net on the Condensed Consolidated Statements of Income.

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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 SEC’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 ~~June 30, 2023.~~March 31, 2024. 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.

We have evaluated any change in our internal control over financial reporting that occurred during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and have concluded that there was no change that has materially affected, or is 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 10, “Commitments and Contingencies - Legal 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, ~~2022~~2023.

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 ~~June 30, 2023:~~March 31, 2024:

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, 2023 41,502 $ 16.47 — $532.2
May 1-31, 2023 44,827 $ 15.76 — $532.2
June 1-30, 2023 9,604,409 $ 15.65 9,587,105 $382.2
Total 9,690,738 9,587,105


Month	Total Number of Shares Purchased (1)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)	Maximum Number at end of period (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2) (millions)
January 1-31, 2024	310,285	$	17.08	—	$	382.2
February 1-29, 2024	1,054,916	$	15.31	—	$	382.2
March 1-31, 2024	32,583	$	15.45	—	$	382.2
Total	1,397,784			—

____________

(1) An aggregate of ~~103,633~~1,397,784 shares were surrendered to us by Invesco employees to satisfy tax withholding obligations in connection with the vesting of equity awards.

(2) At ~~June 30, 2023,~~March 31, 2024, a balance of $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			Memorandum of Association of Invesco Ltd., incorporating amendments up to and including December 4, 2007, incorporated by reference to ~~exhibit~~Exhibit 3.1 to Invesco’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 12, 2007
3.2			Fourth Amended and Restated Bye-Laws of Invesco Ltd., incorporated by reference to Exhibit 3.2 to Invesco’s Quarterly Report on Form 10-Q for the period ended June 30, 2023, filed with the Securities and Exchange Commission on August 2, 2023
3.3			Certificate of Designation for the 5.900% fixed rate non-cumulative perpetual series A preference shares, par value $0.20 per share, of Invesco Ltd. incorporated by reference to Exhibit 3.1 to Invesco’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 24, 2019
10.1			Invesco Ltd. 2010 Global Equity Incentive Plan (ST), as amended and restated effective February 28, 2024
10.2			Invesco Ltd. Deferred Incentive Plan, as amended and restated effective as of February 28, 2024
10.3			Form of Restricted Stock Unit Award Agreement ~~for Executive Officers-Time Vesting-under the~~- Performance Vesting under Invesco Ltd. 2016 Global Equity Incentive Plan, ~~(2023)~~as amended and restated (February 2024)
10.4			Form of Restricted Stock Unit Award Agreement - Performance Vesting - for UCITS staff - under Invesco Ltd. 2016 Global Equity Incentive Plan, as amended and restated (February 2024)
22			Subsidiary Guarantors and Issuers of Guaranteed Securities, incorporated by reference to Exhibit 22 to Invesco’s ~~Quarterly~~Annual Report on Form ~~10-Q~~10-K for the period ended ~~March~~December 31, ~~2021,~~2023, filed with the Securities and Exchange Commission on ~~April 30, 2021~~February 21, 2024.
31.1			Certification of Andrew R.Schlossberg pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2			Certification of L. Allison Dukes pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1			Certification of Andrew R. Schlossberg pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2			Certification of L. Allison Dukes pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101			The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~June 30, 2023,~~March 31, 2024, formatted in Inline ~~XBRL:~~Extensible Business Reporting Language (iXBRL): (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.
104			The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~June 30, 2023,~~March 31, 2024, 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.
~~August 2, 2023~~May 1, 2024			/s/ ANDREW R. SCHLOSSBERG
			Andrew R. Schlossberg
			President and Chief Executive Officer

~~August 2, 2023~~May 1, 2024			/s/ L. ALLISON DUKES
			L. Allison Dukes
			Senior Managing Director and Chief Financial Officer

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			Page
TABLE OF CONTENTS

Glossary of Defined Terms			i

PART I. Financial Information
Item 1. Financial Statements (unaudited)			1
Condensed Consolidated Balance Sheets			1
Condensed Consolidated Statements of Income			2
Condensed Consolidated Statements of Comprehensive Income			3
Condensed Consolidated Statements of Cash Flows			4
Condensed Consolidated Statements of Changes in Equity			5
Notes to the Condensed Consolidated Financial Statements			76
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			1715
Item 3. Quantitative and Qualitative Disclosures About Market Risk			4839
Item 4. Controls and Procedures			4940

PART II. Other Information
Item 1. Legal Proceedings			5041
Item 1A. Risk Factors			5041
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			5041
Item 5. Other Information			5041
Item 6. Exhibits			5142
Signatures			5243


	Benchmark Comparison								Peer Group Comparison
	% of AUM In Top Half of Benchmark								% of AUM in Top Half of Peer Group
	1yr		3yr		5yr		10yr		1yr		3yr		5yr		10yr
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	%	6	%	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	%	7	%	85	%	84	%	69	%	4	%	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	%


$ in millions	Six months ended June 30, 2023	% of Total Operating Expenses		% of Operating Revenues		Six months ended June 30, 2022	% of Total Operating Expenses		% of Operating Revenues
Third-party distribution, service and advisory	917.6	37.5	%	32.1	%	987.6	40.5	%	31.3	%
Employee compensation	938.5	38.3	%	32.7	%	840.1	34.5	%	26.6	%
Marketing	54.0	2.2	%	1.9	%	55.5	2.3	%	1.8	%
Property, office and technology	271.5	11.1	%	9.5	%	267.0	11.0	%	8.4	%
General and administrative	197.3	8.1	%	6.9	%	221.9	9.1	%	7.0	%
Transaction, integration and restructuring	41.6	1.7	%	1.5	%	35.4	1.5	%	1.1	%
Amortization of intangibles	27.2	1.1	%	1.0	%	29.9	1.1	%	0.9	%
Total operating expenses	2,447.7	100.0	%	85.6	%	2,437.4	100.0	%	77.1	%