0001193125-17-027484 Sample Contracts

Virtus Investment Partners, Inc. 910,000 Shares of Common Stock (par value $0.01 per share) Underwriting Agreement
Virtus Investment Partners, Inc. • February 1st, 2017 • Investment advice • New York

Concurrently with the offering of the Shares, the Company will (i) offer, pursuant to a separate prospectus supplement dated January 26, 2017, an aggregate of 1,000,000 shares of mandatory convertible preferred stock (the “Mandatory Convertible Preferred Stock”) (or an aggregate of 1,150,000 shares of Mandatory Convertible Preferred Stock if the underwriters of such offering exercise their option to purchase additional shares of Mandatory Convertible Preferred Stock in full) and (ii) enter into an underwriting agreement, dated as of the hereof, providing for the sale of the Mandatory Convertible Preferred Stock. The completion of the offering of the Shares is not conditioned on the completion of the offering of the Mandatory Convertible Preferred Stock, and the completion of the offering of the Mandatory Convertible Preferred Stock is not conditioned on the completion of the offering of Shares.

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