Virtus Investment Partners, Inc. (NASDAQ:VRTS) Files An 8-K Completion of Acquisition or Disposition of Assets

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Virtus Investment Partners, Inc. (NASDAQ:VRTS) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets

This Amendment No.1 to Form 8-K amends the Current Report on Form 8-K filed by Virtus Investment Partners, Inc., a Delaware corporation (the “Company”), on June1, 2017 (the “Initial Filing”) to include the financial statements referred to in Item 2.01(a) and the pro forma financial information referred to in Item 2.01(b) relating to the Company’s acquisition of RidgeWorth Holdings, LLC (“RidgeWorth”), a Delaware limited liability company.

On June1, 2017, to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of December16, 2016, by and among the Company, RidgeWorth and the other parties thereto, the Company completed the acquisition of RidgeWorth.

to the requirement of Item 2.01 of Form 8-K, the Company hereby amends Item 2.01 of the Initial Filing to include historical financial information of RidgeWorth and pro forma financial information.

Item 2.01. Financial Statements and Exhibits
(a) Financial statements of business acquired.

(i) The audited consolidated financial statements of RidgeWorth as of and for the years ended December31, 2016 and 2015 are incorporated herein by reference to Exhibit 99.1 to this Form 8-K/A.

(ii) The audited consolidated financial statements of RidgeWorth as of December31, 2015 and 2014 and for the two years in the period ended December31, 2015, and the audited consolidated financial statements of RidgeWorth Capital Management LLC as of May30, 2014 and for the period from January1, 2014 to May30, 2014 are incorporated herein by reference to Exhibit 99.2 to this Form 8-K/A.

(iii) The unaudited consolidated financial statements of RidgeWorth as of March31, 2017 and for the three months ended March31, 2017 and 2016 are incorporated herein by reference to Exhibit 99.3 to this Form 8-K/A.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined financial statements of the Company, giving effect to the acquisition of RidgeWorth, as of and for the three months ended March31, 2017 and for the year ended December31, 2016 are incorporated herein by reference to Exhibit 99.4 to this Form 8-K/A.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit

Number

Description

23.1 Consent of Ernst& Young LLP, independent registered public accounting firm for RidgeWorth
99.1 Audited consolidated financial statements of RidgeWorth as of and for the years ended December31, 2016 and 2015
99.2 Audited consolidated financial statements of RidgeWorth as of December31, 2015 and 2014 and for the two years in the period ended December31, 2015, and the audited consolidated financial statements of RidgeWorth Capital Management LLC as of May30, 2014 and for the period from January1, 2014 to May30, 2014 (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K dated December22, 2016)
99.3 Unaudited consolidated financial statements of RidgeWorth as of March31, 2017 and for the three months ended March31, 2017 and 2016
99.4 Unaudited pro forma condensed combined financial statements of the Company, giving effect to the acquisition of RidgeWorth, as of and for the three months ended March31, 2017 and for the year ended December31, 2016


VIRTUS INVESTMENT PARTNERS, INC. Exhibit
EX-23.1 2 d438531dex231.htm EX-23.1 EX-23.1 Exhibit 23.1 Consent of Independent Auditors We consent to the use of our report dated March 6,…
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About Virtus Investment Partners, Inc. (NASDAQ:VRTS)

Virtus Investment Partners, Inc. is a provider of investment management and related services to individuals and institutions. The Company provides its products in various forms and through multiple distribution channels. Its retail products include open-end mutual funds, closed-end funds, exchange traded funds, variable insurance funds, undertakings for collective investments in transferable securities (UCITS) and separately managed accounts. Its open-end mutual funds are distributed through intermediaries. Its closed-end funds trade on the New York Stock Exchange. Its variable insurance funds are available as investment options in variable annuities and life insurance products distributed by life insurance companies. Separately managed accounts consists of intermediary programs, sponsored and distributed by unaffiliated brokerage firms, and private client accounts, which are offered to the high net-worth clients of its affiliated managers.

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