What changed in this filing

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Item 1. Financial Statements

2022-11-04 compared with 2022-08-05 · 116 added, 106 removed, 654 unchanged (25% of the section changed)

3 unchanged sentences

(in millions, except for share and per share data, unaudited)

September 30,

2022 December 31,

32 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2022 2021 2022 2021

15 unchanged sentences

Loss on extinguishment of debt — — ( 3.2 ) —

Loss on sale of subsidiary — — — ( 1.3 )

Gain on sale of subsidiaries — 34.6 — 33.3

Total non-operating income (loss) ( 4.8 ) 28.7 ( 20.0 ) 22.3

18 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2022 2021 2022 2021

10 unchanged sentences

Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the three months ended June 30, 2022 and 2021

For the three months ended September 30, 2022 and 2021

($ in millions except share data, unaudited)

5 unchanged sentences

interests Non-controlling

March 31, 2021 79.4 $ 0.1 $ 492.8 $ ( 150.3 ) $ ( 11.9 ) $ 330.7 $ 5.6 $ 93.7 $ 430.0

June 30, 2021 79.4 $ 0.1 $ 493.4 $ 381.6 $ ( 11.2 ) $ 863.9 $ — $ — $ 863.9

Issuance of common stock 0.4 — 0.1 — — 0.1 — — 0.1

Capital contributions — — — — — — — 29.7 29.7

Equity-based compensation — — 0.4 — — 0.4 — — 0.4

3 unchanged sentences

— — — — 0.6 0.6 — — 0.6

Other changes in non-controlling interests

— — — — — — ( 5.6 ) — ( 5.6 )

Net de-consolidation of Funds — — — — — — — ( 178.0 ) ( 178.0 )

Withholding tax related to stock option exercise — — ( 8.9 ) — — ( 8.9 ) — — ( 8.9 )

Dividends ($ 0.01 per share)

1 unchanged sentence

Net income — — — 229.5 — 229.5 — — 229.5

September 30, 2021 79.8 $ 0.1 $ 485.0 $ 610.4 $ ( 11.5 ) $ 1,084.0 $ — $ — $ 1,084.0

June 30, 2022 41.4 $ — $ 0.5 $ ( 59.8 ) $ ( 11.7 ) $ ( 71.0 ) $ — $ — $ ( 71.0 )

March 31, 2022 41.4 $ — $ — $ ( 88.0 ) $ ( 9.9 ) $ ( 97.9 ) $ — $ — $ ( 97.9 )

Equity-based compensation — — 0.4 — — 0.4 — — 0.4

6 unchanged sentences

Net income — — — 17.8 — 17.8 — — 17.8

June 30, 2022 41.4 $ — $ 0.5 $ ( 59.8 ) $ ( 11.7 ) $ ( 71.0 ) $ — $ — $ ( 71.0 )

September 30, 2022 41.4 $ — $ 0.9 $ ( 42.4 ) $ ( 13.6 ) $ ( 55.1 ) $ — $ — $ ( 55.1 )

See Notes to Condensed Consolidated Financial Statements

1 unchanged sentence

Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the six months ended June 30, 2022 and 2021

For the nine months ended September 30, 2022 and 2021

($ in millions except share data, unaudited)

13 unchanged sentences

— — — — 1.8 1.8 — — 1.8

Withholding tax related to stock option exercise ( 8.9 ) ( 8.9 ) ( 8.9 )

Other changes in non-controlling interests

4 unchanged sentences

Net income — — — 789.2 — 789.2 — 68.0 857.2

June 30, 2021 79.4 $ 0.1 $ 493.4 $ 381.6 $ ( 11.2 ) $ 863.9 $ — $ — $ 863.9

September 30, 2021 79.8 $ 0.1 $ 485.0 $ 610.4 $ ( 11.5 ) $ 1,084.0 $ — $ — $ 1,084.0

December 31, 2021 45.4 $ — $ — $ ( 6.8 ) $ ( 10.8 ) $ ( 17.6 ) $ — $ — $ ( 17.6 )

10 unchanged sentences

Net income — — — 70.2 — 70.2 — — 70.2

June 30, 2022 41.4 $ — $ 0.5 $ ( 59.8 ) $ ( 11.7 ) $ ( 71.0 ) $ — $ — $ ( 71.0 )

September 30, 2022 41.4 $ — $ 0.9 $ ( 42.4 ) $ ( 13.6 ) $ ( 55.1 ) $ — $ — $ ( 55.1 )

See Notes to Condensed Consolidated Financial Statements

2 unchanged sentences

(in millions, unaudited)

Six Months Ended

Nine Months Ended

September 30,

Cash flows from operating activities:

2 unchanged sentences

Adjustments to reconcile net income to net cash flows from operating activities from continuing operations:

Gain on sale of discontinued operations, net of tax — ( 509.2 )

Amortization of acquired intangibles 0.1 0.1

Gain on disposal of discontinued operations, net of tax — ( 694.6 )

Loss on extinguishment of debt 3.2 —

Loss on sale of subsidiary — 1.3

Gain on sale of subsidiaries — ( 33.3 )

Depreciation and other amortization 14.8 16.7

8 unchanged sentences

(Increase) decrease in investment advisory fees receivable 75.9 ( 33.7 )

(Increase) decrease in other receivables, prepayments, deposits and other assets ( 1.7 ) 9.7

Increase in other receivables, prepayments, deposits and other assets ( 4.9 ) ( 0.1 )

Decrease in accrued incentive compensation, operating lease liabilities and other liabilities ( 65.1 ) ( 3.5 )

5 unchanged sentences

Additions of fixed assets, excluding discontinued operations ( 12.7 ) ( 11.1 )

Cash proceeds from sale of discontinued operations — 950.2

Cash proceeds from sale of subsidiaries — 46.2

4 unchanged sentences

Total net cash flows from investing activities ( 9.3 ) 1,012.1

See Notes to Condensed Consolidated Financial Statements

BrightSphere Investment Group Inc.

Condensed Consolidated Statements of Cash Flows

(in millions, unaudited)

Nine Months Ended

September 30,

Cash flows from financing activities:

2 unchanged sentences

Payment for debt issuance costs ( 0.9 ) ( 0.4 )

Proceeds from stock issuance — 0.2

Payment to OM plc for co-investment redemptions ( 1.1 ) ( 1.5 )

3 unchanged sentences

Withholding tax payments related to stock option exercise ( 2.3 ) ( 8.9 )

See Notes to Condensed Consolidated Financial Statements

BrightSphere Investment Group Inc.

Condensed Consolidated Statements of Cash Flows

(in millions, unaudited)

Six Months Ended

Net cash flows from financing activities of continuing operations ( 204.7 ) 20.0

5 unchanged sentences

Cash and cash equivalents at beginning of period classified within assets held for sale $ — $ 31.2

Cash and cash equivalents at end of period $ 92.2 $ 1,195.5

cash and cash equivalents at end of period classified within assets held for sale — ( 18.5 )

Cash and cash equivalents at end of period from continuing operations $ 101.4 $ 1,424.1

26 unchanged sentences

The remaining shares held by HNA were bought back by the Company in the first quarter of 2019.

For the three months ended June 30, 2022, the Company did not repurchase any shares of common stock.

For the six months ended June 30, 2022, the Company repurchased 4,147,450 shares of common stock at an average price of $ 24.09 per share, or approximately $ 100 million in total, including commissions.

For the three and six months ended June 30, 2021, the Company did no t repurchase any shares of common stock.

For the three months ended September 30, 2022, the Company did not repurchase any shares of common stock.

For the nine months ended September 30, 2022, the Company repurchased 4,147,450 shares of common stock at an average price of $ 24.09 per share, or approximately $ 100 million in total, including commissions.

For the three and nine months ended September 30, 2021, the Company did no t repurchase any shares of common stock.

BrightSphere Investment Group Inc.

28 unchanged sentences

On June 2, 2021, the Company completed the sale of all its interests in Landmark to Ares for cash consideration of $ 690.0 million, adjusted for customary closing adjustments.

The Company recognized a gain on disposal of discontinued operations of $ 509.2 million, net of tax of $ 176.6 million for the three and six months ended June 30, 2021.

The Company recognized a gain on disposal of discontinued operations of $ 509.2 million, net of tax of $ 176.6 million for the nine months ended September 30, 2021.

The divestiture of Landmark met the discontinued operations criteria as it represented a strategic shift that had a major effect on the Company’s operations and financial results.

3 unchanged sentences

On July 22, 2021, the Company completed the sale of all its interests in TSW to Pendal for cash consideration of $ 240.0 million.

The Company recognized a gain on disposal of discontinued operations of $ 185.4 million net of tax of $ 74.0 million for the three and nine months ended September 30, 2021.

The divestiture of TSW met the discontinued operations criteria as it represented a strategic shift that has a major effect on the Company’s operations and financial results.

2 unchanged sentences

3) Discontinued Operations (cont.)

The major classes of revenue and expenses constituting net income from discontinued operations attributable to controlling interests for Landmark and TSW in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021 are as follows (in millions):

Three Months Ended June 30, Six Months Ended June 30,

The major classes of revenue and expenses constituting net income from discontinued operations attributable to controlling interests for Landmark and TSW in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2022 and 2021 are as follows (in millions):

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

21 unchanged sentences

The criteria for discontinued operations accounting treatment were met.

The consolidated Funds’ investments gains/(losses) from discontinued operations, net of tax, attributable to controlling interests was $( 3.1 ) million and $ 0.0 million in the Company’s Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2021, respectively.

4) Investments

Investments are comprised of the following as of the dates indicated (in millions):

BrightSphere Investment Group Inc.

Notes to Condensed Consolidated Financial Statements

4) Investments (cont.)

4) Investments

Investments are comprised of the following as of the dates indicated (in millions):

September 30,

2022 December 31,

2 unchanged sentences

Total investments per Condensed Consolidated Balance Sheets $ 45.9 $ 54.5

Investment income (loss) is comprised of the following for the three and six months ended June 30 (in millions):

Three Months Ended June 30, Six Months Ended June 30,

Investment income (loss) is comprised of the following for the three and nine months ended September 30 (in millions):

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

6 unchanged sentences

5) Fair Value Measurements

The following table summarizes the Company’s assets that are measured at fair value on a recurring basis at June 30, 2022 (in millions):

The following table summarizes the Company’s assets that are measured at fair value on a recurring basis at September 30, 2022 (in millions):

Quoted prices

2 unchanged sentences

(Level III) Uncategorized Total value,

June 30, 2022

September 30, 2022

Investments in separate accounts (2)

23 unchanged sentences

The Company has not made adjustments to the prices provided.

If the pricing services are only able to (a) obtain a single broker quote or (b) utilize a pricing model, such securities are classified as Level III.

If the pricing services are unable to provide prices, the Company attempts to obtain one or more broker quotes directly from a dealer or values such securities at the last bid price obtained.

In either case, such securities are classified as Level III.

The Company performs due diligence

BrightSphere Investment Group Inc.

1 unchanged sentence

5) Fair Value Measurements (cont.)

procedures over third party pricing vendors to understand their methodology and controls to support their use in the valuation process to ensure compliance with required accounting disclosures.

(2) Investments in separate accounts of $ 4.0 million at June 30, 2022 consist of approximately 100 % of equity securities and other investments.

If the pricing services are only able to (a) obtain a single broker quote or (b) utilize a pricing model, such securities are classified as Level III.

If the pricing services are unable to provide prices, the Company attempts to obtain one or more broker quotes directly from a dealer or values such securities at the last bid price obtained.

In either case, such securities are classified as Level III.

The Company performs due diligence procedures over third party pricing vendors to understand their methodology and controls to support their use in the valuation process to ensure compliance with required accounting disclosures.

(2) Investments in separate accounts of $ 3.8 million at September 30, 2022 consist of 100 % equity securities and other investments.

Investments in separate accounts of $ 4.6 million at December 31, 2021 consist of approximately 100 % of equity securities and other investments.

The Company values these using the published price of the underlying securities (classified as Level I) or quoted price supported by observable inputs as of the measurement date (classified as Level II).

(3) Investments related to long-term incentive compensation plans of $ 40.9 million and $ 45.0 million at June 30, 2022 and December 31, 2021, respectively, were investments in publicly registered daily redeemable funds (some managed by Affiliates), which the Company has classified as trading securities and valued using the published price as of the measurement dates.

(3) Investments related to long-term incentive compensation plans of $ 38.1 million and $ 45.0 million at September 30, 2022 and December 31, 2021, respectively, were investments in publicly registered daily redeemable funds (some managed by Affiliates), which the Company has classified as trading securities and valued using the published price as of the measurement dates.

Accordingly, the Company has classified these investments as Level I.

(4) The uncategorized amounts of $ 4.2 million and $ 4.9 million at June 30, 2022 and December 31, 2021, respectively, relate to investments in unconsolidated Funds which consist primarily of investments in Funds and are valued using NAV which the Company relies on to determine their fair value as a practical expedient and has therefore not classified these investments in the fair value hierarchy.

(4) The uncategorized amounts of $ 4.0 million and $ 4.9 million at September 30, 2022 and December 31, 2021, respectively, relate to investments in unconsolidated Funds which consist primarily of investments in Funds and are valued using NAV which the Company relies on to determine their fair value as a practical expedient and has therefore not classified these investments in the fair value hierarchy.

The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to amounts presented in the Condensed Consolidated Balance Sheets.

2 unchanged sentences

UCITS and other investment vehicles are not subject to redemption restrictions.

The real estate investment Funds of $ 4.2 million and $ 4.8 million at June 30, 2022 and December 31, 2021, respectively, are subject to longer than quarterly redemption restrictions, and due to their nature, distributions are received only as cash flows are generated from underlying assets over the life of the Funds.

The range of time over which the underlying assets are expected to be liquidated by the investees is approximately one year from June 30, 2022.

The real estate investment Funds of $ 3.9 million and $ 4.8 million at September 30, 2022 and December 31, 2021, respectively, are subject to longer than quarterly redemption restrictions, and due to their nature, distributions are received only as cash flows are generated from underlying assets over the life of the Funds.

The range of time over which the underlying assets are expected to be liquidated by the investees is approximately one year from September 30, 2022.

The valuation process for the underlying real estate investments held by the real estate investment Funds begins with each property or loan being valued by the investment teams.

6 unchanged sentences

The following table reconciles the opening balances of Level III financial assets to closing balances at the end of the period (in millions):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

Investments in unconsolidated Funds 2022 2021 2022 2021

6 unchanged sentences

$ — $ — $ — $ —

There were no significant transfers of financial assets or liabilities between Levels II or III during the three and six months ended June 30, 2022 and 2021, respectively.

There were no significant transfers of financial assets or liabilities between Levels II or III during the three and nine months ended September 30, 2022 and 2021, respectively.

BrightSphere Investment Group Inc.

7 unchanged sentences

The Company generally is not the primary beneficiary of Fund VIEs created to manage assets for clients unless the Company’s ownership interest, including interests of related parties, is substantial.

The Company did not consolidate any funds that are VIEs as of June 30, 2022 and December 31, 2021.

The Company did not consolidate any funds that are VIEs as of September 30, 2022 and December 31, 2021.

The Company’s involvement with Funds that are VIEs and not consolidated by the Company is generally limited to that of an investment manager and its investment in the unconsolidated VIE, if any.

3 unchanged sentences

The following information pertains to unconsolidated VIEs for which the Company holds a variable interest (in millions):

September 30,

2022 December 31,

8 unchanged sentences

The Company’s borrowings and long-term debt was comprised of the following as of the dates indicated (in millions):

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

(in millions) Carrying Value Fair Value Fair Value Level Carrying Value Fair Value Fair Value Level

13 unchanged sentences

(3) On January 18, 2022, the Company completed the full redemption of the $ 125 million aggregate principal amount outstanding of its 5.125 % Senior Notes due August 1, 2031.

As a result of this transaction, the Company recorded a $ 3.2 million loss on extinguishment of debt within the Condensed Consolidated Statements of Operations for the six months ended June 30, 2022.

As a result of this transaction, the Company recorded a $ 3.2 million loss on extinguishment of debt within the Condensed Consolidated Statements of Operations for the nine months ended September 30, 2022.

Revolving Credit Facility

9 unchanged sentences

The operating leases have remaining lease terms of less than 1 year to 12 years, some of which include options to extend the leases for up to 5 years.

The following table summarizes information about the Company’s operating leases for the three and six months ended June 30 (in millions):

Three Months Ended June 30, Six Months Ended June 30,

The following table summarizes information about the Company’s operating leases for the three and nine months ended September 30 (in millions):

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

7 unchanged sentences

In determining the incremental borrowing rate, the Company considered the interest rate yield for the specific interest rate environment and the Company’s credit spread at the inception of the lease.

For the six months ended June 30, 2022 and 2021, the weighted average remaining lease term was 10.9 and 11.7 , respectively, and the weighted average discount rate was 3.39 % and 3.35 %, respectively.

For the nine months ended September 30, 2022 and 2021, the weighted average remaining lease term was 10.7 years and 11.6 years, respectively, and the weighted average discount rate was 3.39 % and 3.34 %, respectively.

BrightSphere Investment Group Inc.

4 unchanged sentences

Year Ending December 31,

2022 (excluding the six months ended June 30, 2022)

2022 (excluding the nine months ended September 30, 2022)

Thereafter 56.5

9 unchanged sentences

This guaranty expires in 2033.

There are no liabilities recorded on the Condensed Consolidated Balance Sheet as of June 30, 2022 related to this guaranty.

There are no liabilities recorded on the Condensed Consolidated Balance Sheet as of September 30, 2022 related to this guaranty.

The Company is subject to claims, legal proceedings, and other contingencies in the ordinary course of its business activities.

2 unchanged sentences

If an insurance claim or other indemnification for a litigation accrual is available to the Company, the associated gain will not be recognized until all contingencies related to the gain have been resolved.

As of June 30, 2022, there were no material accruals for claims, legal proceedings, or other contingencies.

As of September 30, 2022, there were no material accruals for claims, legal proceedings, or other contingencies.

BrightSphere Investment Group Inc.

9 unchanged sentences

However, given the fact that uncertainty exists around the requirement, the Company has chosen to evaluate its potential exposure related to non-collection and remittance of these taxes.

At June 30, 2022, management of the Company has estimated the potential maximum exposure and concluded that it is not material.

No accrual for the potential exposure has been recorded as the probability of incurring any potential liability relating to this exposure is not probable at June 30, 2022.

At September 30, 2022, management of the Company has estimated the potential maximum exposure and concluded that it is not material.

No accrual for the potential exposure has been recorded as the probability of incurring any potential liability relating to this exposure is not probable at September 30, 2022.

Considerations of credit risk

1 unchanged sentence

The Company maintains cash and cash equivalents and short term investments with various financial institutions.

These financial institutions are typically located in cities in which the Company and its Affiliates operate.

For the Company and certain Affiliates, cash deposits at a financial institution may exceed Federal Deposit Insurance Corporation insurance limits.

At June 30, 2022, approximately $ 20.6 million of the Company’s cash and cash equivalents were invested in money market funds.

These financial institutions are typically located in cities in which the Company and its Affiliate operate.

For the Company and its Affiliate, cash deposits at a financial institution may exceed Federal Deposit Insurance Corporation insurance limits.

At September 30, 2022, approximately $ 45.7 million of the Company’s cash and cash equivalents were invested in money market funds.

Additionally, the Company holds insurance policies which cover historical and future tax benefits relating to certain of its deferred tax assets.

6 unchanged sentences

The calculation of basic and diluted earnings per share of common stock is as follows (dollars in millions, except per share data):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

1 unchanged sentence

Income from discontinued operations attributable to controlling interests (Note 3) — 186.6 — 703.1

Net income attributable to controlling interests $ 17.8 $ 229.5 $ 70.2 $ 789.2

Total income available to participating unvested securities (1)

— — — ( 0.1 )

Net income attributable to common stock $ 17.8 $ 229.5 $ 70.2 $ 789.1

11 unchanged sentences

Diluted earnings per share of common stock attributable to controlling interests $ 0.42 $ 2.76 $ 1.62 $ 9.53

(1) Income available to participating unvested securities includes dividends paid on unvested restricted shares and their proportionate share of undistributed earnings.

BrightSphere Investment Group Inc.

9 unchanged sentences

In instances where a customer reimburses the Company for a cost paid on the customer’s behalf, the Company is acting as a principal and the reimbursement is accrued on a gross basis at cost as the corresponding reimbursable expenses are incurred.

There was no revenue from expense reimbursements for the three and six months ended June 30, 2022.

Revenue from expense reimbursements amounted to $ 1.2 million for the three months ended June 30, 2021.

Revenue from expense reimbursements amounted to $ 2.2 million for the six months ended June 30, 2021.

There was no revenue from expense reimbursements for the three and nine months ended September 30, 2022.

Revenue from expense reimbursements amounted to $ 0.7 million for the three months ended September 30, 2021.

Revenue from expense reimbursements amounted to $ 2.9 million for the nine months ended September 30, 2021.

Revenue is recorded in other revenue in the Company’s Condensed Consolidated Statements of Operations.

1 unchanged sentence

Disaggregation of management fee revenue

The geographic disaggregation of management fee revenue for the three and six months ended June 30 (in millions) are presented below:

Three Months Ended June 30, Six Months Ended June 30,

The geographic disaggregation of management fee revenue for the three and nine months ended September 30 (in millions) are presented below:

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

3 unchanged sentences

Management fee revenue $ 85.7 $ 111.4 $ 281.4 $ 326.8

(1) The Company’s previously divested Affiliates, Campbell Global and ICM, are included within the Other category for the three and six months ended June 30, 2021.

(1) The Company’s previously divested Affiliates, Campbell Global and ICM, are included within the Other category for the three and nine months ended September 30, 2021.

BrightSphere Investment Group Inc.

1 unchanged sentence

12) Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of tax, for the three months ended June 30, 2022 and 2021 are as follows (in millions):

The components of accumulated other comprehensive income (loss), net of tax, for the three months ended September 30, 2022 and 2021 are as follows (in millions):

Foreign currency translation adjustment Valuation and amortization of derivative securities Total

Balance, as of March 31, 2022

Balance, as of June 30, 2022

$ 1.7 $ ( 13.4 ) $ ( 11.7 )

3 unchanged sentences

Other comprehensive income (loss) ( 2.5 ) 0.6 ( 1.9 )

Balance, as of June 30, 2022

Balance, as of September 30, 2022

$ ( 0.8 ) $ ( 12.8 ) $ ( 13.6 )

Foreign currency translation adjustment Valuation and amortization of derivative securities Total

Balance, as of March 31, 2021

Balance, as of June 30, 2021

$ 5.6 $ ( 16.8 ) $ ( 11.2 )

2 unchanged sentences

Tax impact — ( 0.2 ) ( 0.2 )

Other comprehensive income 0.1 0.6 0.7

Balance, as of June 30, 2021

Other comprehensive income (loss) ( 0.9 ) 0.6 ( 0.3 )

Balance, as of September 30, 2021

$ 4.7 $ ( 16.2 ) $ ( 11.5 )

The components of accumulated other comprehensive income (loss), net of tax, for the six months ended June 30, 2022 and 2021 are as follows (in millions):

The components of accumulated other comprehensive income (loss), net of tax, for the nine months ended September 30, 2022 and 2021 are as follows (in millions):

Foreign currency translation adjustment Valuation and amortization of derivative securities Total

4 unchanged sentences

Other comprehensive income (loss) ( 5.6 ) 2.8 ( 2.8 )

Balance, as of June 30, 2022

Balance, as of September 30, 2022

$ ( 0.8 ) $ ( 12.8 ) $ ( 13.6 )

8 unchanged sentences

Other comprehensive income 0.3 1.8 2.1

Balance, as of June 30, 2021

Balance, as of September 30, 2021

$ 4.7 $ ( 16.2 ) $ ( 11.5 )

9 unchanged sentences

Refer to Note 7, Borrowings and Debt, for additional information on the debt issuances.

As of June 30, 2022, the balance recorded in accumulated other comprehensive income (loss) was $( 13.4 ) million, net of tax.

As of September 30, 2022, the balance recorded in accumulated other comprehensive income (loss) was $( 12.8 ) million, net of tax.

This balance will be reclassified to earnings through interest expense over the life of the issued debt.

The Company reclassified $ 0.8 million for each of the three months ended June 30, 2022 and 2021.

Amounts of $ 3.0 million and $ 1.6 million have been reclassified for the six months ended June 30, 2022 and 2021, respectively.

The Company reclassified $ 0.8 million for each of the three months ended September 30, 2022 and 2021.

Amounts of $ 3.8 million and $ 2.4 million have been reclassified for the nine months ended September 30, 2022 and 2021, respectively.

During the next twelve months the Company expects to reclassify approximately $ 3.4 million to interest expense.

On January 18, 2022, the Company completed the full redemption of the $ 125 million aggregate principal amount outstanding of its 5.125 % Senior Notes due August 1, 2031.

As a result of this transaction, amortization expense of $ 1.3 million (of the $ 3.0 million interest expense reclassified to earnings for the six months ended June 30, 2022) was reclassified to earnings as interest expense .

As a result of this transaction, amortization expense of $ 1.3 million (of the $ 3.8 million interest expense reclassified to earnings for the nine months ended September 30, 2022) was reclassified to earnings as interest expense.

BrightSphere Investment Group Inc.

4 unchanged sentences

This segment is comprised of the Company’s interest in Acadian.

The corporate head office is included within the Other category, along with our previously disposed Affiliates, Campbell Global and ICM, for the three and six months ended June 30, 2021.

The corporate head office is included within the Other category, along with our previously disposed Affiliates, Campbell Global and ICM, for the three and nine months ended September 30, 2021.

We completed the sale of our equity interests in ICM in July 2021.

We completed the sale of our equity interests in Campbell Global in August 2021.

The corporate head office expenses are not allocated to the Company’s business segment but the Chief Operating Decision Maker (“CODM”) does consider the cost structure of the corporate head office when evaluating the financial performance of the segment.

17 unchanged sentences

ENI segment results are also adjusted to exclude the portion of consolidated Fund revenues, expenses and investment return recorded under U.S.

Segment Presentation

The following tables set forth summarized operating results for the Company’s segments and related adjustments necessary to reconcile the segment economic net income to arrive at the Company’s consolidated U.S.

GAAP net income (loss):

The following table presents the financial data for the Company’s segment for the three months ended June 30, 2022 (in millions):

BrightSphere Investment Group Inc.

1 unchanged sentence

14) Segments (cont.)

Three Months Ended June 30, 2022

Segment Presentation

GAAP net income (loss):

The following table presents the financial data for the Company’s segment for the three months ended September 30, 2022 (in millions):

Three Months Ended September 30, 2022

Quant & Solutions Other Reconciling Adjustments Total U.S.

7 unchanged sentences

Net interest expense — ( 4.3 ) ( 0.1 ) (b) ( 4.4 )

Net investment income (loss) — — ( 0.7 ) (c) ( 0.7 )

Net investment loss — — ( 0.4 ) (c) ( 0.4 )

Income tax expense — ( 4.6 ) ( 2.9 ) (d) ( 7.5 )

3 unchanged sentences

14) Segments (cont.)

The following table presents the financial data for the Company’s segments for the three months ended June 30, 2021 (in millions):

Three Months Ended June 30, 2021

The following table presents the financial data for the Company’s segments for the three months ended September 30, 2021 (in millions):

Three Months Ended September 30, 2021

Quant & Solutions Other Reconciling Adjustments Total U.S.

8 unchanged sentences

Net investment income — — 0.3 (c) 0.3

Net income attributable to non-controlling interests in consolidated Funds — — ( 54.6 ) (c) ( 54.6 )

Income tax (expense) benefit — ( 11.7 ) 1.8 (d) ( 9.9 )

Gain on sale of subsidiaries — — 34.6 (c) 34.6

Income tax expense — ( 9.0 ) ( 5.5 ) (d) ( 14.5 )

Income from discontinued operations, net of tax — — 1.2 (c) 1.2

4 unchanged sentences

14) Segments (cont.)

The following table presents the financial data for the Company’s segment for the six months ended June 30, 2022 (in millions):

Six Months Ended June 30, 2022

The following table presents the financial data for the Company’s segment for the nine months ended September 30, 2022 (in millions):

Nine Months Ended September 30, 2022

Quant & Solutions Other Reconciling Adjustments Total U.S.

14 unchanged sentences

14) Segments (cont.)

The following table presents the financial data for the Company’s segments for the six months ended June 30, 2021 (in millions):

Six Months Ended June 30, 2021

The following table presents the financial data for the Company’s segments for the nine months ended September 30, 2021 (in millions):

Nine Months Ended September 30, 2021

Quant & Solutions Other Reconciling Adjustments Total U.S.

8 unchanged sentences

Net investment income — — 7.6 (c) 7.6

Loss on sale of subsidiary — — ( 1.3 ) (c) ( 1.3 )

Net income attributable to non-controlling interests in consolidated Funds — — ( 68.0 ) (c) ( 68.0 )

Income tax (expense) benefit — ( 20.0 ) 1.0 (d) ( 19.0 )

Gain on sale of subsidiaries — — 33.3 (c) 33.3

Net loss attributable to non-controlling interests in consolidated Funds — — ( 68.0 ) (c) ( 68.0 )

Income tax expense — ( 29.0 ) ( 4.5 ) (d) ( 33.5 )

Income from discontinued operations, net of tax — — 76.5 (c) 76.5

14 unchanged sentences

Reconciling Adjustments:

Adjusted to include non-cash expenses for key employee equity and profit interest revaluations, capital transaction costs, and amortization of acquired intangible assets, restructuring costs, consolidated Funds’ operating expenses and the Fund expenses reimbursed by customers, each of which are included in U.S.

Adjusted to include non-cash expenses for key employee equity and profit interest revaluations, capital transaction costs, and amortization of acquired intangible assets, restructuring costs and the Fund expenses reimbursed by customers, each of which are included in U.S.

GAAP operating expenses.

1 unchanged sentence

GAAP interest expense.

Adjusted to include net investment income (loss), the loss on extinguishment of debt, net income (loss) attributable to non-controlling interests in consolidated Funds, and the loss on sale of subsidiary, and the results of discontinued operations, net of tax, all of which are included in U.S.

Adjusted to include net investment income (loss), the loss on extinguishment of debt, net loss attributable to non-controlling interests in consolidated Funds, the gain on sale of subsidiaries, and the results of discontinued operations, net of tax, all of which are included in U.S.

GAAP net income attributable to controlling interests.

6 unchanged sentences

Adjusted to exclude earnings from equity-accounted Affiliate, which are included in U.S.

GAAP investment income, and to include consolidated Funds revenues and the separate revenues recorded for certain Fund expenses reimbursed by customers, which are included in U.S.

GAAP investment income, and to include the separate revenues recorded for certain Fund expenses reimbursed by customers, which are included in U.S.

GAAP revenue.

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements