VIRTUS INVESTMENT PARTNERS, INC.
For the period ended Dec 5, 2025. Filed Dec 5, 2025.
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Dec 5, 2025 · Filed Dec 5, 2025
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Contents
Cautionary Statements Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements that are, or may be considered to be, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, Section 27A of the Securities Act, and Section 21E of the Exchange Act. All statements that are not historical facts, including statements about the proposed Transaction, the anticipated timing of the Transaction and Closing and other statements about the Company’s beliefs or expectations, are forward-looking statements. These statements may be identified by forward-looking terminology such as “expect,” “estimate,” “intent,” “plan,” “intend,” “believe,” “anticipate,” “may,” “will,” “should,” “could,” “continue,” “project,” “opportunity,” “predict,” “would,” “potential,” “future,” “forecast,” “guarantee,” “assume,” “likely,” “target” or similar statements or variations of such terms. Forward-looking statements speak only as of the date they are made and the Company assumes no duty to update forward looking statements, except as required by law. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of the Company, including, but not limited to, (i) the occurrence of any event, change or other circumstances that could give rise to the termination of the Purchase Agreement; (ii) the inability to satisfy any closing conditions to the Transaction, such as securing required consents, including from clients of Keystone; (iii) the risk that the Transaction will not be consummated on the anticipated terms or timing, if at all; (iv) the inability to integrate the acquired business; (v) the possibility that the Company may not fully realize the expected benefits of the Transaction; (vi) potential litigation relating to the Transaction that could be instituted in connection with the Purchase Agreement; and (vii) any occurrence of, or any material adverse change in, one or more risk factors or risks and uncertainties described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits The following exhibits are filed herewith:
99.1 Press release of Virtus Investment Partners, Inc., dated December 5, 2025.
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