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Business Acquisitions and Divestitures
12 Months Ended
Dec. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Acquisitions and Divestitures Business Acquisitions and Divestitures
Stratos Wealth Holdings
On July 17, 2025, SEI-Eclipse Holding Company, LLC (SEI-Eclipse), a newly-formed, wholly-owned indirect subsidiary of the Company, and the Company entered into a definitive agreement (as amended, the Acquisition Agreement) with Stratos Wealth Holdings, LLC (Stratos) and Stratos Intermediate Holdco I, LLC (Stratos US Holdings) to acquire a controlling interest in the businesses operated by Stratos. Stratos is a holding company that directly and indirectly holds 100.0% of the equity of certain subsidiary holding companies (including Stratos US Holdings), which, in turn, own equity interests in multiple operating companies that form a network of over 350 affiliated financial advisors in the U.S. and Mexico. The transaction is designed to be completed by SEI-Eclipse in two stages. The first stage is the acquisition of all of the outstanding equity of Stratos US Holdings, which directly owns equity interests in the U.S.-based Stratos operating entities. The second stage is an option to acquire all of the outstanding equity of the Stratos subsidiary holding company (Stratos NSC Holdings) that directly owns a controlling interest in NSC Asesores, S.C., the Mexico-based operating entity (NSC Asesores). The due diligence process regarding Stratos NSC Holdings and NSC Asesores is still ongoing and the Company has not yet determined if it will cause SEI-Eclipse to exercise the second stage option.
On December 3, 2025 (the Closing Date), SEI-Eclipse closed the first stage of the transaction by acquiring all of the outstanding equity of Stratos US Holdings. The acquisition consideration was comprised of cash of $323,102, funded by a cash contribution by the Company to SEI-Eclipse, and the issuance of 42.5% of the common units of SEI-Eclipse with an estimated fair value of $235,145 (the Stratos Acquisition). As a result, the Company indirectly owns a 57.5% controlling interest in SEI-Eclipse and certain Stratos equity holders own the remaining 42.5% of SEI-Eclipse through an aggregator entity (Stratos Aggregator). This 42.5% minority interest of SEI-Eclipse held by Stratos Aggregator is subject to three equal put/call options by SEI-Eclipse or Stratos Aggregator exercisable at 36 months, 54 months and 72 months after the Closing Date, and is presented as redeemable non-controlling interest on the accompanying Consolidated Balance Sheets. If the puts or calls are fully exercised, it will result in the Company indirectly owning 100.0% of the outstanding equity of SEI-Eclipse.
The Company accounted for the Stratos Acquisition as a business combination using the acquisition method of accounting in accordance with ASC 805 (See Note 1). The purchase price has been preliminarily allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed, based upon their estimated fair values, with the exception of the following: (1) deferred income tax assets acquired and liabilities assumed are recognized and measured in accordance with ASC 740, Income Taxes; (2) contract assets and liabilities are measured and recognized in accordance with ASC 606, Revenue from Contracts with Customers; and (3) certain lease related assets and liabilities which are measured and recognized in accordance with ASC 842, Leases. In addition, the redeemable non-controlling interest was recorded at fair value under ASC 805.
The Company incurred transaction costs for the year ended December 31, 2025 related to the Stratos Acquisition totaling $11,926, of which $3,426 was expensed and included as a component of Consulting, outsourcing and professional fees, and $8,500 was expensed and included as a component of Facilities, supplies and other costs, in the accompanying Consolidated Statement of Operations.
The following table summarizes the preliminary estimated fair values of the assets acquired, liabilities assumed, and non-controlling interest as of the Closing Date:
Estimated
Fair Value
Cash and cash equivalents$21,129 
Receivables, net2,818 
Marketable securities1,790 
Equity method investments56,974 
Property and equipment, net266 
Operating lease right-of-use asset3,167 
Goodwill, net186,549 
Identifiable intangible assets311,869 
Other assets, net2,516 
Lease liabilities(3,167)
Accrued liabilities(25,664)
Non-controlling interest(235,145)
 $323,102 
The fair value of the acquired accounts receivable approximates the carrying value given the short-term contractual maturity and expected timing of cash flows to the Company related to these receivables.
Since the Stratos Acquisition closed in December 2025, the Company has not finalized its accounting for any areas of the purchase price allocation related to the Stratos business. As a result, the amounts presented in the table above are preliminary. The Company anticipates it will finalize its accounting for the Stratos Acquisition during the fourth quarter of 2026. The Company will make adjustments to the purchase price allocation prior to completion of the measurement period, as required.
The excess of the purchase price and the fair value of the non-controlling interest over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill. The Company has assigned the provisional goodwill of $186,549 to its Investment Advisors reportable segment. This goodwill arising is primarily due to the perceived growth potential of the acquired business, plus the fair value of the assembled workforce. Any goodwill generated for income tax purposes from the acquisition is fully deductible.
The fair value of the redeemable non-controlling interest was estimated by applying a market approach. This fair value measurement is based on significant inputs that are not observable in the market and thus represents a Level 3
measurement as defined in ASC Section 820-10-35. Key assumptions include: (a) financial multiples of companies deemed to be similar to Stratos; (b) certain inputs to the Monte Carlo simulation used to value the series of put and call options to acquire the remaining 42.5% of SEI-Eclipse; and (c) the fair value of the put and call options to acquire the remaining 42.5% of SEI-Eclipse. The Monte Carlo simulation values put and call options by generating a significant amount of random price paths for the underlying asset based on a risk‑neutral stochastic process. The payoff from each path is calculated and discounted back at an appropriate rate to estimate each option’s fair value.
The results of operations for the acquired Stratos business are included in the consolidated financial statements of the Company from the date of the acquisition.
The Company has identified the following significant intangible assets acquired: trade names, unpatented technology, client relationships, and non-compete agreements. The following table summarizes the preliminary fair value of the significant identifiable intangible assets:
Estimated
Fair Value
Estimated
Useful Life
Trade names$2,705 3 years
Unpatented technology1,636 1 year
Client relationships300,748 19.7 years
Non-compete agreements6,780 6 years
Total identifiable intangible assets$311,869 
The Closing Date provisional fair values of identifiable intangible assets were determined by using certain estimates and assumptions that are not observable in the market. Determining the useful life of an intangible asset also requires judgment, as different types of intangible assets will have different useful lives.
The Company used the relief from royalty method to determine the estimated value of trade name and acquired technology, which is unpatented technology that Stratos uses to service their clients. The significant assumptions in the calculation included revenue growth, pretax royalty rate and an obsolescence factor.
The Company used the multi-period excess earnings method under the income approach to determine the estimated acquisition date fair values of the client relationships intangible assets. The significant assumptions used to estimate the fair values of client relationships included forecasted revenues, expected customer attrition rates, and a discount rate applied.
The Company used the with and without approach for the estimated value of non-compete agreements. Significant assumptions included forecasted revenue, competition’s impact, and discount rate on forecasted cash flow.
As part of the Stratos Acquisition, the Company, via its 57.5% indirect interest in SEI-Eclipse, acquired a portfolio of minority equity investments which were accounted for under ASC 323, Investments - Equity Method and Joint Ventures as of the Closing Date due to the Company having significant influence. These investments were determined to have an acquisition date fair value of $56,974. For certain equity method investments, the Company, via its 57.5% indirect interest in SEI-Eclipse, also acquired rights to obtain a controlling interest in the investees. These contractual rights were previously negotiated between Stratos Wealth Enterprises, LLC, one of the U.S.-based Stratos operating entities (SWE), and the equity method investee controlling interest holders and were contingently exercisable upon a change of control in Stratos. The purchase price under the contractual rights is based on a proscribed formula tied to historical profitability of the applicable equity method investee. The Company determined that the fair value of these rights was de minimis on the date of the acquisition.
In addition to the contractual rights applicable to the equity method investees described above, prior to the Closing Date, SWE also executed non-binding letters of intent or entered into other non-binding understandings to acquire a separate set of entities.
Given the Company’s intent to cause SWE to exercise its contractual rights to acquire controlling interests in the equity method investees and to close on the purchases contemplated under the non-binding letters of intent and other understandings after the Closing Date, the Company deposited $118,606 in escrow on the Closing Date, which SWE will use to primarily fund the estimated cash purchase price of the additional equity of the relevant operating entities.
In the first quarter of 2026, SWE completed the purchases of controlling interests in certain of the acquired equity method investees through the exercise of its contractual rights noted above. These purchases were funded by $41,757 in cash released from the above-described escrow and the issuance of $26,426 in promissory notes due in 12 or 16 equal quarterly installments, with the earliest payments beginning in April 2027. The Company expects to cause SWE to use the remaining cash in escrow and promissory notes to acquire controlling interests in other entities that were parties to the non-binding letters of intent and other understandings with SWE as of the Closing Date.
The Acquisition Agreement also provides for SEI-Eclipse to acquire the outstanding equity of Stratos NSC Holdings held by Stratos US Holdings for approximately $103,000. The future closing of the acquisition of Stratos NSC Holdings, if any, is subject to applicable regulatory approval and other closing conditions, including, without limitation, the Company receiving satisfactory results of its due diligence of Stratos NSC Holdings and NSC Asesores.
The following unaudited pro forma consolidated financial information reflects the results of operations of the Company for the years ended December 31, 2025 and 2024 as if the Stratos Acquisition had occurred as of January 1, 2024, after giving effect to certain purchase accounting adjustments. These amounts are based on financial information of the Stratos business and are not necessarily indicative of what the Company’s operating results would have been had the Stratos Acquisition taken place on January 1, 2024:
Year ended December 31,20252024
Revenues$2,344,132 $2,171,587 
Net income attributable to SEI Investments Company727,581 572,694 
The unaudited pro forma consolidated financial information includes certain nonrecurring adjustments directly attributable to the Stratos Acquisition. These adjustments primarily relate to transaction‑related costs and were immaterial.
LifeYield
In December 2024, the Company acquired LifeYield, LLC (LifeYield). The total purchase price for LifeYield was $29,072, including a contingent consideration of $11,910, which was subject to the achievement of certain post-closing performance measurements determined during a time period up to four years from the closing date. As of December 31, 2025, the fair value of the contingent consideration of $7,834 is included in Other long-term liabilities on the accompanying Consolidated Balance Sheet.
XPS Pensions (Nexus) Limited
In November 2023, the Company's wholly-owned operating subsidiary in the United Kingdom, SIEL, acquired all of the outstanding equity of XPS Pensions (Nexus) Limited, principal employer and scheme funder of the National Pensions Trust (NPT), from its parent company, XPS Pensions Group PLC (XPS). The total purchase price for XPS Pensions (Nexus) Limited was $46,205, including a $3,932 contingent consideration payable to the sellers, which was subject to the achievement of certain post-closing performance measurements determined during intervals occurring within two years immediately following the closing date. During 2025, the Company determined the achievement of the performance measurements would not be met and wrote off $2,587 representing the remaining balance of the contingent consideration obligation to the sellers. The gain from the write off of the contingent consideration is reflected in Facilities, supplies and other costs on the Consolidated Statement of Operations.
Family Office Services
In February 2025, the Company entered into a definitive agreement with Aquiline Capital Partners LP (Aquiline) to sell the Company's Family Office Services business. On June 30, 2025, all conditions subject to closing the transaction were satisfied. The Company received gross proceeds of $116,020 from the sale and recognized a gain of $94,412, net of transaction costs and certain other purchase price adjustments. The Company's gain from the divestiture is included in Gain on sale of business on the accompanying Consolidated Statement of Operations. Prior to the divestiture, the results of operations of the Family Office Services business were reported in the Company's Investments in New Businesses segment.