KKR & Co. Inc. (Form: 8-K, Received: 07/25/2019 06:50:59)




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549
______________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 25, 2019
KKR & CO. INC.
(Exact name of registrant as specified in its charter)  
 
Delaware  
(State or other jurisdiction
of incorporation)
001-34820
(Commission
File Number)
26-0426107
(IRS Employer
Identification No.)
 
9 West 57 th  Street, Suite 4200, New York, NY  
(Address of principal executive office)
10019  
(Zip Code)
 
(212) 750-8300
 
(Registrant's telephone number, including area code)

NOT APPLICABLE  
(Former name or former address, if changed since last report)  
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
 
 
 
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Class A Common Stock
KKR
New York Stock Exchange
6.75% Series A Preferred Stock
KKR PR A
New York Stock Exchange
6.50% Series B Preferred Stock
KKR PR B
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
o
 
Emerging growth company
o
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 






Item 2.02    Results of Operations and Financial Condition

On July 25, 2019 , KKR & Co. Inc. (“KKR”) issued an earnings release announcing its financial results for the quarter ended June 30, 2019 .
The earnings release is furnished as Exhibit 99.1 to this Report.
As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and the exhibit furnished by this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01    Financial Statements and Exhibits.
(d)     Exhibits






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
KKR & CO. INC.

Date:
July 25, 2019
By:    /s/ William J. Janetschek          
Name: William J. Janetschek
Title: Chief Financial Officer
 
 
 









LOGOA09.JPG
KKR & Co. Inc. Reports Second Quarter 2019 Results
__________________________________________________________________________________________________________________________________________________________________________
NEW YORK, July 25, 2019 - KKR & Co. Inc. (NYSE: KKR) today reported its second quarter 2019 results.

GAAP Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $514.4 million and $1,215.4 million , respectively, for the quarter and six months ended June 30, 2019 . On a diluted basis, Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock was $0.93 and $2.20 , respectively, for the quarter and six months ended June 30, 2019 . KKR & Co. Inc. Stockholders' Equity - Common Stockholders was $9.4 billion (1) as of June 30, 2019 , or $17.22 Per Outstanding Share of Class A common stock.

After-tax Distributable Earnings and After-tax Distributable Earnings Per Adjusted Share (2) were $327.3 million and $0.39 , respectively, for the quarter ended June 30, 2019 . After-tax Distributable Earnings and After-tax Distributable Earnings Per Adjusted Share were $641.4 million and $0.77 , respectively, for the six months ended June 30, 2019 .

Highlights


Monetization activity in the quarter drove After-tax Distributable Earnings of $327 million and $0.39 per adjusted share for the second quarter.
Management fees for the second quarter increased 16% year-over-year contributing to a 24% increase in Fee Related Earnings to $287 million.
As of June 30, 2019, Assets Under Management and Fee Paying Assets Under Management were $206 billion and $152 billion, respectively, up 8% and 9% compared to June 30, 2018.
As of June 30, 2019, book value was $15.0 billion or $17.81 per adjusted share.
In the quarter, KKR priced two Senior Note offerings.
KKR's regular dividend of $0.125 per share of Class A common stock was declared for the quarter ended June 30, 2019.

___________________________




“We reported solid quarterly results including continued compounding in our book value per share,” said Henry R. Kravis and George R. Roberts, Co-Chairmen and Co-Chief Executive Officers of KKR.  “Given our integrated business model, the ongoing development and diversification of our Firm, and our growing fundraising pipeline, we feel well positioned to deliver strong results for our shareholders.”  





 
 
 
 
Note: Certain financial measures, including after-tax distributable earnings, book value, adjusted shares and adjusted shares eligible for distribution, are not presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). After-tax distributable earnings and book value are among the segment measures provided in our GAAP financial statements. See information that follows for a reconciliation of such measures to financial results prepared in accordance with GAAP.

(1)
KKR & Co. Inc. Stockholders' Equity - Common Stockholders represents only that portion of the business held by KKR & Co. Inc. and does not include the economic interests that are held by KKR Holdings L.P. Our reportable segment is presented prior to giving effect to the allocation of ownership interests between KKR & Co. Inc. and KKR Holdings L.P. and as such represents the business in total.
(2)
Based on weighted average adjusted shares eligible for distribution.

Page 1



GAAP RESULTS COMMENTARY
Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $514.4 million for the quarter ended June 30, 2019 , compared to $680.4 million for the quarter ended June 30, 2018 . Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $1,215.4 million for the six months ended June 30, 2019 , compared to $850.5 million for the six months ended June 30, 2018 .
Revenues for the quarter and six months ended June 30, 2019 were $1,179.9 million and $2,367.3 million , respectively, compared to $971.6 million and $1,444.2 million for the comparable periods of 2018. The increase in both periods is primarily due to a higher level of capital allocation-based income and transaction fees.
Expenses for the quarter and six months ended June 30, 2019 were $808.8 million and $1,537.6 million , respectively, compared to $675.1 million and $1,111.7 million for the comparable periods of 2018. The increase in both periods is primarily driven by higher carried interest compensation resulting from a higher level of carried interest gains in the current periods.
Total investment income (loss) for the quarter ended June 30, 2019 was $1,156.1 million compared to $1,330.8 million for the quarter ended June 30, 2018. The decrease is primarily due to a lower level of net investment gains and dividend income in the current period. Total investment income (loss) for the six months ended June 30, 2019 was $2,492.0 million compared to $1,915.3 million for the six months ended June 30, 2018. The increase is primarily driven by a higher level of appreciation in the value of our investment portfolio.
SEGMENT RESULTS COMMENTARY
AFTER-TAX DISTRIBUTABLE EARNINGS
After-tax distributable earnings were $327.3 million for the quarter ended June 30, 2019 , compared with $404.7 million in the comparable prior period. After-tax distributable earnings were $641.4 million for the six months ended June 30, 2019 , compared with $640.4 million in the comparable prior period.
The decrease in the quarterly period was primarily due to a decrease in realized carried interest resulting from a lower level of realizations within our Private Markets business line. This decrease was partially offset by an increase in transaction fees primarily in our Capital Markets and Private Markets business lines and, to a lesser extent, an increase in management fees as described below. The increase for the six month period was primarily due to an increase in transaction fees primarily in our Private Markets and Capital Markets business lines and an increase in management fees as described below. These increases were partially offset by an increase in compensation and benefits expense.
ASSETS UNDER MANAGEMENT
AUM was $205.7 billion as of June 30, 2019 compared to $199.5 billion as of March 31, 2019 . The increase was primarily attributable to $6.5 billion of new capital raised related to fundraising activities within our private equity, real estate, energy, private credit strategies, and CLOs, and an increase in value of our private equity portfolio. These increases were partially offset by realizations and distributions to limited partners in our private equity portfolio and distributions in various Public Markets strategies.
FEE PAYING ASSETS UNDER MANAGEMENT
FPAUM was $151.5 billion as of June 30, 2019 compared to $147.7 billion as of March 31, 2019 . The increase was primarily driven by new capital raised in various strategies in our Public Markets business line as well as new capital raised in our Private Markets business line. The increase was partially offset by distributions made in our Public Markets business line and distributions to limited partners of our private equity funds arising from realizations.
MANAGEMENT FEES
Management fees were $303.0 million for the quarter ended June 30, 2019 , compared with $261.5 million in the comparable prior period. Management fees were $595.3 million for the six months ended June 30, 2019 , compared to $513.0 million in the comparable prior period. The increase in both periods reflects an overall higher level of FPAUM in each of the Private Markets and Public Markets business lines.
BOOK VALUE PER SHARE
Book value per adjusted share was $17.81 as of June 30, 2019 , up 14% , compared with $15.57 as of December 31, 2018 . The increase was primarily attributable to net appreciation in the value of our investment portfolio as well as after-tax distributable earnings, net of dividends to Class A common stockholders. For the 12-month period ended June 30, 2019, KKR's private equity portfolio appreciated 15%.

Page 2



DIVIDENDS AND OTHER
A dividend of $0.125 per share of Class A common stock has been declared for the second quarter of 2019, which will be paid on August 20, 2019 to holders of record of Class A common stock as of the close of business on August 5, 2019 . Under KKR's current dividend policy, KKR expects to pay its Class A common stockholders an annualized dividend of $0.50 per share of Class A common stock, equal to a quarterly dividend of $0.125 per share of Class A common stock.
A dividend of $0.421875 per share of Series A Preferred Stock has been declared and set aside for payment on September 16, 2019 to holders of record of Series A Preferred Stock as of the close of business on September 1, 2019. A dividend of $0.406250 per share of Series B Preferred Stock has been declared and set aside for payment on September 16, 2019 to holders of record of Series B Preferred Stock as of the close of business on September 1, 2019.
The declaration and payment of any future dividends on preferred or common stock will be subject to the discretion of the board of directors of KKR & Co. Inc. based on a number of factors, including KKR’s future financial performance and other considerations that the board deems relevant, the terms of KKR & Co. Inc.'s certificate of incorporation and applicable law.  There can be no assurance that future dividends will be made as intended or at all or that any particular dividend policy for Class A common stock will be maintained.
On May 22, 2019, KKR Group Finance Co. V LLC, a finance subsidiary of KKR, issued €650 million aggregate principal amount of 1.625% Senior Notes which will mature on May 22, 2029. The notes are unsecured and unsubordinated obligations of KKR.
On July 1, 2019, KKR Group Finance Co. VI LLC, a finance subsidiary of KKR, issued $500 million aggregate principal amount of 3.750% Senior Notes which will mature on July 1, 2029. The notes are unsecured and unsubordinated obligations of KKR. Proceeds from this issuance will be used to redeem in full KKR's 6.375% Senior Notes due 2020 on July 31, 2019 in accordance with the optional redemption provisions set forth in the indenture governing such notes.

SHARE REPURCHASE ACTIVITY (1)  
KKR has authorized a repurchase program which may be used to repurchase shares in the open market as well as to reduce shares issuable to participants in its equity incentive plan. In total, as can be seen in the table below, KKR has used approximately $949 million to either repurchase shares or retire equity awards since the inception of KKR’s share repurchase plan on October 27, 2015 through July 24, 2019.

Share Repurchase Activity -- October 27, 2015 through July 24, 2019 (2)
(Amounts in millions, except per share amounts)
 
Inception to Date
Open Market Share Repurchases
 
40.6

Reduction of Shares Issuable to Participants (3)
 
14.9

Total Repurchased Shares and Retired Equity Awards
 
55.5

Total Capital Used
 
$
949

Average Price Paid Per Share (4)
 
$
17.10

Remaining Availability under Current Share Repurchase Plan
 
$
447


From December 31, 2018 through July 24, 2019, KKR used a total of approximately $82 million to repurchase 1.4 million shares in the open market and to retire equity awards representing 2.3 million shares that otherwise would have been issued to participants in the Equity Incentive Plans. During this period, open market purchases were made at an average cost of $20.85 per share.
 
 
 
 
(1)
References to the repurchase and reduction of shares relate to shares of KKR Class A common stock.
(2)
KKR & Co. Inc.'s initial repurchase authorization was announced on October 27, 2015.
(3)
Refers to the retirement of equity awards issued pursuant to the Amended and Restated KKR & Co. Inc. 2010 Equity Incentive Plan and the KKR & Co. Inc. 2019 Equity Incentive Plan (collectively the "Equity Incentive Plans").
(4)
Average price paid per share reflects total capital used to repurchase shares and to retire equity awards from inception to July 24, 2019 divided by the total number of repurchased shares and retired equity awards.

Page 3



CONFERENCE CALL
A conference call to discuss KKR's financial results will be held on Thursday, July 25, 2019 at 10:00 a.m. ET. The conference call may be accessed by dialing (877) 303-2917 (U.S. callers) or +1 (253) 237-1135 (non-U.S. callers); a pass code is not required. Additionally, the conference call will be broadcast live over the Internet and may be accessed through the Investor Center section of KKR's website at http://ir.kkr.com/kkr_ir/kkr_events.cfm. A replay of the live broadcast will be available on KKR's website or by dialing (855) 859-2056 (U.S. callers) or +1 (404) 537-3406 (non-U.S. callers), pass code 2392657, beginning approximately two hours after the broadcast.
A slide presentation containing supplemental commentary about KKR's financial results for the fiscal quarter ended June 30, 2019 may be accessed through the Investor Center of the KKR website at http://ir.kkr.com/kkr_ir/kkr_events.cfm . The presentation will be referenced on the conference call discussed above.
From time to time, KKR may use its website as a channel of distribution of material company information. Financial and other important information regarding KKR is routinely posted and accessible on the Investor Center for KKR & Co. Inc. at http://ir.kkr.com/kkr_ir/kkr_events.cfm . In addition, you may automatically receive email alerts and other information about KKR by enrolling your email address at the “Email Alerts” area of the Investor Center on the website.

ABOUT KKR
KKR is a leading global investment firm that manages multiple alternative asset classes, including private equity, energy, infrastructure, real estate and credit, with strategic partners that manage hedge funds. KKR aims to generate attractive investment returns for its fund investors by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation with KKR portfolio companies. KKR invests its own capital alongside the capital it manages for fund investors and provides financing solutions and investment opportunities through its capital markets business. References to KKR’s investments may include the activities of its sponsored funds. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR's website at www.kkr.com and on Twitter @KKR_Co.

FORWARD-LOOKING STATEMENTS
This release contains certain forward-looking statements. Forward-looking statements relate to expectations, estimates, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts, including the statements with respect to the declaration and payment of dividends in future quarters and the timing, manner and volume of repurchase of Class A common stock pursuant to its repurchase program. The forward-looking statements are based on KKR’s beliefs, assumptions and expectations, taking into account all information currently available to it. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to KKR or are within its control. If a change occurs, KKR’s business, financial condition, liquidity and results of operations, including but not limited to dividends, tax assets, tax liabilities, AUM, FPAUM, after-tax distributable earnings, capital invested, syndicated capital, uncalled commitments, cash and short-term investments, fee related earnings, segment EBITDA, core interest expense and book value, may vary materially from those expressed in the forward-looking statements. The following factors, among others, could cause actual results to vary from the forward-looking statements: whether KKR realizes all or any of the anticipated benefits from converting to a corporation (the "Conversion") and the timing of realizing such benefits; whether there are increased or unforeseen costs associated with the Conversion, including any adverse change in tax law; the volatility of the capital markets; failure to realize the benefits of or changes in KKR’s business strategies including the ability to realize the anticipated synergies from acquisitions, strategic partnerships or other transactions; availability, terms and deployment of capital; availability of qualified personnel and expense of recruiting and retaining such personnel; changes in the asset management industry, interest rates or the general economy; underperformance of KKR's investments and decreased ability to raise funds; and the degree and nature of KKR’s competition. All forward-looking statements speak only as of the date hereof. KKR does not undertake any obligation to update any forward-looking statements to reflect circumstances or events that occur after the date on which such statements were made except as required by law. In addition, KKR’s business strategy is focused on the long term and financial results are subject to significant volatility. Additional information about factors affecting KKR is available in KKR & Co. Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, filed with the SEC on February 15, 2019, quarterly reports on Form 10-Q for subsequent quarters and other filings with the SEC, which are available at www.sec.gov .
___________________________

CONTACT INFORMATION
Investor Relations:                                         
Craig Larson                        
Tel: +1-877-610-4910 (U.S.) / +1-212-230-9410            
investor-relations@kkr.com                     

Media:
Kristi Huller
Tel: +1-212-750-8300
media@kkr.co m

Page 4



KKR
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (GAAP BASIS - UNAUDITED)
(Amounts in thousands, except share and per share amounts)
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Revenues
 
 
 
 
 
 
 
 
Fees and Other
 
$
519,441

 
$
413,846

 
$
891,989

 
$
808,240

Capital Allocation-Based Income
 
660,423

 
557,774

 
1,475,355

 
635,986

Total Revenues
 
1,179,864

 
971,620

 
2,367,344

 
1,444,226

Expenses
 
 
 
 
 
 
 
 
Compensation and Benefits
 
608,967

 
472,500

 
1,153,529

 
770,636

Occupancy and Related Charges
 
17,193

 
15,322

 
31,883

 
29,537

General, Administrative and Other
 
182,651

 
187,228

 
352,166

 
311,478

Total Expenses
 
808,811

 
675,050

 
1,537,578

 
1,111,651

Investment Income (Loss)
 
 
 
 
 
 
 
 
Net Gains (Losses) from Investment Activities
 
1,037,985

 
1,116,587

 
2,241,863

 
1,589,387

Dividend Income
 
17,130

 
66,344

 
39,755

 
99,408

Interest Income
 
365,727

 
351,705

 
724,238

 
649,961

Interest Expense
 
(264,766
)
 
(203,850
)
 
(513,854
)
 
(423,440
)
Total Investment Income (Loss)
 
1,156,076

 
1,330,786

 
2,492,002

 
1,915,316

 
 
 
 
 
 
 
 
 
Income (Loss) Before Taxes
 
1,527,129

 
1,627,356

 
3,321,768

 
2,247,891

 
 
 
 
 
 
 
 
 
Income Tax (Benefit)
 
165,399

 
60,960

 
332,992

 
78,601

 
 
 
 
 
 
 
 
 
Net Income (Loss)
 
1,361,730

 
1,566,396

 
2,988,776

 
2,169,290

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to Redeemable Noncontrolling Interests
 

 
(18,016
)
 

 
7,658

Net Income (Loss) Attributable to Noncontrolling Interests
 
838,996

 
895,690

 
1,756,723

 
1,294,467

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc.
 
522,734

 
688,722

 
1,232,053

 
867,165

 
 
 
 
 
 
 
 
 
Preferred Stock Dividends
 
8,341

 
8,341

 
16,682

 
16,682

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders
 
$
514,393

 
$
680,381

 
$
1,215,371

 
$
850,483

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock
 
 
 
 
 
 
 
 
Basic
 
$
0.94

 
$
1.33

 
$
2.25

 
$
1.71

Diluted (1)
 
$
0.93

 
$
1.24

 
$
2.20

 
$
1.57

Weighted Average Shares of Class A Common Stock Outstanding
 
 
 
 
 
 
 
 
Basic
 
544,528,863

 
510,586,631

 
539,240,051

 
499,208,944

Diluted (1)
 
554,643,810

 
548,745,498

 
552,374,508

 
542,367,320

 
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (GAAP BASIS - UNAUDITED)
(Amounts in thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
As of
 
 
June 30, 2019
 
December 31, 2018
 
 
 
 
 
Assets
 
 
 
 
Cash and Cash Equivalents
 
$
2,143,057

 
$
1,751,287

Investments
 
51,243,090

 
44,907,982

Other Assets
 
4,137,918

 
4,084,106

Total Assets
 
57,524,065

 
50,743,375

 
 
 
 
 
Liabilities and Equity
 
 
 
 
Debt Obligations
 
25,685,785

 
22,341,192

Other Liabilities
 
3,556,217

 
3,019,574

Total Liabilities
 
29,242,002

 
25,360,766

 
 
 
 
 
Redeemable Noncontrolling Interests
 

 
1,122,641

 
 
 
 
 
Stockholders' Equity
 
 
 
 
Preferred Stock
 
482,554

 
482,554

KKR & Co. Inc. Stockholders' Equity - Common Stockholders
 
9,392,924

 
8,167,056

Noncontrolling Interests
 
18,406,585

 
15,610,358

Total Equity
 
28,282,063

 
24,259,968

Total Liabilities and Equity
 
$
57,524,065

 
$
50,743,375

 
 
 
 
 
KKR & Co. Inc. Stockholders' Equity Per Outstanding Share of Class A Common Stock
 
$
17.22

 
$
15.27


 
 
 
 
(1)
KKR Holdings L.P. units have been excluded from the calculation of diluted earnings per share of Class A common stock since the exchange of these units would not dilute KKR’s respective ownership interests in the KKR Group Partnerships.


Page 5



KKR
SEGMENT RESULTS AND OTHER SELECTED FINANCIAL INFORMATION (UNAUDITED) (1)
(Amounts in thousands, except share and per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Segment Revenues
 
 
 
 
 
 
 
 
 
 
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
303,016

 
292,296

 
$
261,450

 
$
595,312

 
$
513,035

Transaction Fees
 
303,802

 
186,727

 
163,925

 
490,529

 
320,770

Monitoring Fees
 
26,424

 
25,651

 
25,394

 
52,075

 
42,924

Fee Credits
 
(105,554
)
 
(107,416
)
 
(53,021
)
 
(212,970
)
 
(96,795
)
Total Fees and Other, Net
 
527,688


397,258

 
397,748

 
924,946

 
779,934

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
211,919

 
330,345

 
342,089

 
542,264

 
544,644

Incentive Fees
 
21,764

 
19,537

 
17,651

 
41,301

 
34,058

Total Realized Performance Income (Loss)
 
233,683


349,882

 
359,740

 
583,565

 
578,702

 
 
 
 
 
 
 
 
 
 
 
Realized Investment Income (Loss)
 
 
 
 
 
 
 
 
 
 
Net Realized Gains (Losses)
 
75,093

 
44,712

 
97,480

 
119,805

 
105,355

Interest Income and Dividends
 
71,057

 
58,207

 
71,228

 
129,264

 
143,805

Total Realized Investment Income (Loss)
 
146,150

 
102,919

 
168,708

 
249,069

 
249,160

 
 
 
 
 
 
 
 
 
 
 
Total Segment Revenues
 
907,521

 
850,059

 
926,196

 
1,757,580

 
1,607,796

 
 
 
 
 
 
 
 
 
 
 
Segment Expenses
 
 
 
 
 
 
 
 
 
 
Compensation and Benefits (2)
 
363,029

 
340,286

 
368,562

 
703,315

 
669,042

Occupancy and Related Charges
 
16,488

 
13,957

 
14,665

 
30,445

 
28,248

Other Operating Expenses
 
82,843

 
74,910

 
63,561

 
157,753

 
121,466

Total Segment Expenses
 
462,360

 
429,153

 
446,788

 
891,513

 
818,756

 
 
 
 
 
 
 
 
 
 
 
Segment Operating Earnings
 
445,161

 
420,906

 
479,408

 
866,067

 
789,040

 
 
 
 
 
 
 
 
 
 
 
Interest Expense
 
46,859

 
44,130

 
45,474

 
90,989

 
95,666

Preferred Dividends
 
8,341

 
8,341

 
8,341

 
16,682

 
16,682

Income (Loss) Attributable to Noncontrolling Interests
 
1,864

 
359

 
1,082

 
2,223

 
2,285

Income Taxes Paid
 
60,815

 
53,993

 
19,820

 
114,808

 
33,988

After-tax Distributable   Earnings
 
$
327,282

 
$
314,083

 
$
404,691

 
$
641,365

 
$
640,419

 
 
 
 
 
 
 
 
 
 
 
Per Adjusted Share Eligible for Distribution
 
$
0.39

 
$
0.38

 
$
0.49

 
$
0.77

 
$
0.77

Weighted Average Adjusted Shares Eligible for Distribution
 
842,323,052

 
832,750,892

 
831,103,486

 
837,563,415

 
827,791,146

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
205,659,100

 
$
199,503,300

 
$
191,265,400

 
$
205,659,100

 
$
191,265,400

Fee Paying Assets Under Management
 
$
151,523,600

 
$
147,685,300

 
$
138,841,100

 
$
151,523,600

 
$
138,841,100

Capital Invested and Syndicated Capital
 
$
7,354,100

 
$
5,825,000


$
4,825,700

 
$
13,179,100

 
$
9,113,300

Uncalled Commitments
 
$
56,478,700

 
$
58,102,600


$
57,417,400

 
$
56,478,700

 
$
57,417,400

 
 
 
 
 
 
 
 
 
 
 
Fee Related Earnings
 
$
287,109

 
$
222,351

 
$
230,871

 
$
509,460

 
$
442,502




 
 
 
 
Note: See "Information on Key Segment & Other Measures" for more information about certain non-GAAP financial measures and Exhibit A for a reconciliation of such measures to the financial results presented in accordance with GAAP.

(1)
See Exhibit A for reconciliations of (i) Net Income (Loss) attributable to KKR & Co. Inc. Per Share of Class A Common Stock (GAAP basis) to After-tax Distributable Earnings, (ii) Total GAAP Revenues to Total Segment Revenues, and (iii) Total GAAP Expenses to Total Segment Expenses. See reconciliation of GAAP Shares of Class A Common Stock Outstanding to Adjusted Shares Eligible for Distribution in the information that follows.
(2)
Includes equity-based compensation of $48,611 , $54,885 , and $58,198 for the quarters ended June 30, 2019 , March 31, 2019 , and June 30, 2018 , respectively, and $103,496 and $125,994 for the six months ended June 30, 2019 and June 30, 2018 , respectively.

Page 6



KKR
SCHEDULE OF SEGMENT REVENUES AND OTHER SELECTED FINANCIAL INFORMATION (UNAUDITED)
(Amounts in thousands)
 
 
 
 
 
PRIVATE MARKETS BUSINESS LINE
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
192,641

 
$
183,221

 
$
156,295

 
$
375,862

 
$
314,485

Transaction Fees
 
136,296

 
99,017

 
48,567

 
235,313

 
95,256

Monitoring Fees
 
26,424

 
25,651

 
25,394

 
52,075

 
42,924

Fee Credits
 
(97,579
)
 
(82,342
)
 
(43,249
)
 
(179,921
)
 
(84,592
)
Total Fees and Other, Net
 
257,782

 
225,547

 
187,007

 
483,329

 
368,073

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
202,019

 
330,345

 
342,089

 
532,364

 
544,644

Incentive Fees
 
810

 
675

 

 
1,485

 

Total Realized Performance Income (Loss)
 
$
202,829

 
$
331,020

 
$
342,089

 
$
533,849

 
$
544,644

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
112,039,300

 
$
108,119,500

 
$
102,391,900

 
$
112,039,300

 
$
102,391,900

Fee Paying Assets Under Management
 
$
73,347,400

 
$
71,570,300

 
$
66,295,700

 
$
73,347,400

 
$
66,295,700

Capital Invested  
 
$
3,993,100

 
$
3,259,200

 
$
2,632,100

 
$
7,252,300

 
$
4,998,800

Uncalled Commitments
 
$
46,258,800

 
$
48,428,400

 
$
48,555,500

 
$
46,258,800

 
$
48,555,500


PUBLIC MARKETS BUSINESS LINE
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
110,375

 
$
109,075

 
$
105,155

 
$
219,450

 
$
198,550

Transaction Fees
 
8,472

 
27,456

 
10,673

 
35,928

 
13,231

Fee Credits
 
(7,975
)
 
(25,074
)
 
(9,772
)
 
(33,049
)
 
(12,203
)
Total Fees and Other, Net
 
110,872

 
111,457

 
106,056

 
222,329

 
199,578

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
9,900

 

 

 
9,900

 

Incentive Fees
 
20,954

 
18,862

 
17,651

 
39,816

 
34,058

Total Realized Performance Income (Loss)
 
$
30,854

 
$
18,862

 
$
17,651

 
$
49,716

 
$
34,058

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
93,619,800

 
$
91,383,800

 
$
88,873,500

 
$
93,619,800

 
$
88,873,500

Fee Paying Assets Under Management
 
$
78,176,200

 
$
76,115,000

 
$
72,545,400

 
$
78,176,200

 
$
72,545,400

Capital Invested
 
$
1,793,100

 
$
2,227,100

 
$
1,955,200

 
$
4,020,200

 
$
3,323,100

Uncalled Commitments
 
$
10,219,900

 
$
9,674,200

 
$
8,861,900

 
$
10,219,900

 
$
8,861,900


CAPITAL MARKETS BUSINESS LINE
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Transaction Fees
 
$
159,034

 
$
60,254

 
$
104,685

 
$
219,288

 
$
212,283

 
 
 
 
 
 
 
 
 
 
 
Syndicated Capital
 
$
1,567,900


$
338,700


$
238,400

 
$
1,906,600

 
$
791,400


PRINCIPAL ACTIVITIES BUSINESS LINE
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Six Months Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
 
June 30, 2019
 
June 30, 2018
Realized Investment Income (Loss)
 
 
 
 
 
 
 
 
 
 
Net Realized Gains (Losses)
 
$
75,093

 
$
44,712

 
$
97,480

 
119,805

 
105,355

Interest Income and Dividends
 
71,057

 
58,207

 
71,228

 
129,264

 
143,805

Total Realized Investment Income (Loss)
 
$
146,150

 
$
102,919

 
$
168,708

 
$
249,069

 
$
249,160


Page 7



KKR
SEGMENT BALANCE SHEET (UNAUDITED)
(Amounts in thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of
 
 
 
June 30, 2019
 
December 31, 2018
 
Cash and Short-term Investments
 
$
3,110,338

 
$
2,502,239

 
Investments
 
11,795,632

(1)
9,847,464

 
Unrealized Carried Interest
 
1,777,544

(2)
1,223,084

(2)
Tax Assets
 
330,344

 
561,114

 
Other Assets
 
3,442,541

 
3,453,735

 
Total Assets
 
$
20,456,399

 
$
17,587,636

 
 
 
 
 
 
 
Debt Obligations - KKR (ex-KFN)
 
$
3,113,131

 
$
2,367,801

 
Debt Obligations - KFN
 
948,517

 
948,517

 
Tax Liabilities
 
163,576

 
174,395

 
Other Liabilities
 
704,495

 
590,981

 
Total Liabilities
 
4,929,719

 
4,081,694

 
 
 
 
 
 
 
Noncontrolling Interests
 
23,845

 
25,382

 
Preferred Stock
 
500,000

 
500,000

 
 
 
 
 
 
 
Book Value
 
$
15,002,835

 
$
12,980,560

 
 
 
 
 
 
 
Book Value Per Adjusted Share
 
$
17.81

 
$
15.57

 
 
 
 
 
 
 

 
 
 
 
Note: As of June 30, 2019 , KKR had a $1.0 billion revolving credit facility, which was undrawn. In addition, KKR has $1.3 billion in revolving credit facilities for use in its capital markets business, which were undrawn as of June 30, 2019 .

(1)
See schedule of investments that follows on the next page.
(2)
The following table provides unrealized carried interest by business line:
 
 
As of
 
 
 
June 30, 2019
 
December 31, 2018
 
Private Markets Business Line
 
$
1,635,372

 
$
1,083,163

 
Public Markets Business Line
 
142,172

 
139,921

 
Total
 
$
1,777,544

 
$
1,223,084

 
 
 
 
 
 
 
 
 
 
 
 
 





Page 8



KKR
SEGMENT SCHEDULE OF INVESTMENTS (UNAUDITED) (1)
(Amounts in thousands, except percentage amounts)
 
 
As of June 30, 2019
 
 
 
Investments
 
Fair Value
 
 
 
Private Equity Funds / SMAs
 
$
4,162,114

Private Equity Co-Investments and Other Equity
 
3,217,276

Private Equity Total
 
7,379,390

 
 
 
Energy
 
655,837

Real Estate
 
842,965

Infrastructure
 
545,871

Real Assets Total
 
2,044,673

 
 
 
Special Situations
 
576,102

Private Credit
 
173,392

Alternative Credit Total
 
749,494

CLOs
 
653,734

Other Credit
 
232,593

Credit Total
 
1,635,821

 
 
 
Other
 
735,748

 
 
 
Total Investments
 
$
11,795,632

 
 
 
CHART-E34B784ACE7D54A9ACB.JPG


 
 
As of June 30, 2019
 
 
 
 
 
Significant Investments: (3)
 
Fair Value
 
Fair Value
as a % of Total Investments
First Data Corporation
 
$
1,579,649

 
13.4
%
USI, Inc.
 
700,146

 
5.9
%
BridgeBio Pharma, LLC
 
395,393

 
3.4
%
Heartland Dental, LLC
 
392,931

 
3.3
%
PetVet Care Centers, LLC
 
364,782

 
3.1
%
Total Significant Investments
 
3,432,901

 
29.1
%
 
 
 
 
 
Other Investments
 
8,362,731

 
70.9
%
Total Investments
 
$
11,795,632

 
100.0
%
 
 
 
 
 








 
 
 
 
(1)
Investments is a term used solely for purposes of financial presentation of a portion of KKR’s balance sheet and includes majority ownership of subsidiaries that operate KKR’s asset management and other businesses, including the general partner interests of KKR’s investment funds.
(2)
Private Equity includes KKR private equity funds, co-investments alongside such KKR sponsored private equity funds, core private equity funds and other opportunistic investments. However, equity investments in other asset classes, such as real estate, alternative credit, and energy appear in these other asset classes.
(3)
Significant Investments include the top five investments (other than investments expected to be syndicated or transferred in connection with new fundraising) based on their fair values as of June 30, 2019 . The fair value figures include the co-investment and the limited partner and/or general partner interests held by KKR in the underlying investment, if applicable.

Page 9



KKR
ASSETS UNDER MANAGEMENT (UNAUDITED)
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Private Markets
Business Line
 
Public Markets
Business Line
 
Total
Quarter Ended June 30, 2019
 
 
 
 
 
 
March 31, 2019
 
$
108,119,500

 
$
91,383,800

 
$
199,503,300

New Capital Raised
 
2,355,400

 
4,159,400

 
6,514,800

Distributions and Other
 
(1,857,900
)
 
(2,774,300
)
(1)  
(4,632,200
)
Change in Value
 
3,422,300

 
850,900

 
4,273,200

June 30, 2019
 
$
112,039,300

 
$
93,619,800

 
$
205,659,100

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
 
 
 
 
 
December 31, 2018
 
$
103,396,500

 
$
91,323,900

 
$
194,720,400

New Capital Raised
 
5,051,300

 
7,754,500

 
12,805,800

Distributions and Other
 
(4,809,800
)
 
(6,388,200
)
(2)  
(11,198,000
)
Change in Value
 
8,401,300

 
929,600

 
9,330,900

June 30, 2019
 
$
112,039,300

 
$
93,619,800

 
$
205,659,100

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trailing Twelve Months Ended June 30, 2019
 
 
 
 
 
 
June 30, 2018
 
$
102,391,900

 
$
88,873,500

 
$
191,265,400

New Capital Raised
 
11,903,500

 
18,323,600

 
30,227,100

Impact of Other Transactions
 

 
(1,149,500
)
(3)  
(1,149,500
)
Distributions and Other
 
(11,158,300
)
 
(11,228,500
)
(4)  
(22,386,800
)
Change in Value
 
8,902,200

 
(1,199,300
)
 
7,702,900

June 30, 2019
 
$
112,039,300

 
$
93,619,800

 
$
205,659,100























 
 
 
 
(1)
Includes $1,754.5 million of redemptions by fund investors.
(2)
Includes $5,138.6 million of redemptions by fund investors.
(3)
Includes (i) a reduction of $3,060.7 million of AUM in connection with the sale of KKR's equity interest in Nephila Capital, and (ii) KKR's incremental pro rata portion of AUM of $1,911.2 million managed by Marshall Wace LLP due to an additional 5% interest acquired by KKR on November 30, 2018.
(4)
Includes $8,601.4 million of redemptions by fund investors.

Page 10



KKR
FEE PAYING ASSETS UNDER MANAGEMENT (UNAUDITED)
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Private Markets
Business Line
 
Public Markets
Business Line
 
Total
Quarter Ended June 30, 2019
 
 
 
 
 
 
March 31, 2019
 
$
71,570,300

 
$
76,115,000

 
$
147,685,300

New Capital Raised
 
2,436,100

 
3,757,600

 
6,193,700

Distributions and Other
 
(736,300
)
 
(2,344,600
)
(1)  
(3,080,900
)
Change in Value
 
77,300

 
648,200

 
725,500

June 30, 2019
 
$
73,347,400

 
$
78,176,200

 
$
151,523,600

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
 
 
 
 
 
December 31, 2018
 
$
66,830,000

 
$
74,177,700

 
$
141,007,700

New Capital Raised
 
8,594,500

 
7,900,400

 
16,494,900

Distributions and Other
 
(1,832,400
)
 
(4,592,600
)
(2)  
(6,425,000
)
Net Changes in Fee Base of Certain Funds (3)
 
(320,800
)
 

 
(320,800
)
Change in Value
 
76,100

 
690,700

 
766,800

June 30, 2019
 
$
73,347,400

 
$
78,176,200

 
$
151,523,600

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trailing Twelve Months Ended June 30, 2019
 
 
 
 
 
 
June 30, 2018
 
$
66,295,700

 
$
72,545,400

 
$
138,841,100

New Capital Raised
 
11,100,800

 
17,814,800

 
28,915,600

Impact of Other Transactions
 

 
(1,149,500
)
(4)  
(1,149,500
)
Distributions and Other
 
(3,972,100
)
 
(9,725,200
)
(5)  
(13,697,300
)
Net Changes in Fee Base of Certain Funds (3)
 
(320,800
)
 

 
(320,800
)
Change in Value
 
243,800

 
(1,309,300
)
 
(1,065,500
)
June 30, 2019
 
$
73,347,400

 
$
78,176,200

 
$
151,523,600

 
 
 
 
 
 
 



















 
 
 
 
(1)
Includes $1,235.8 million of redemptions by fund investors.
(2)
Includes $2,824.4 million of redemptions by fund investors.
(3)
Represents the impact of certain funds entering their post-investment period.
(4)
Includes (i) a reduction of $3,060.7 million of AUM in connection with the sale of KKR's equity interest in Nephila Capital, and (ii) KKR's incremental pro rata portion of AUM of $1,911.2 million managed by Marshall Wace LLP due to an additional 5% interest acquired by KKR on November 30, 2018.
(5)
Includes $6,287.2 million of redemptions by fund investors.

Page 11



KKR
INVESTMENT VEHICLE SUMMARY (UNAUDITED)
As of June 30, 2019
(Amounts in millions, except percentages)
 
 
Investment Period
 
Amount
 
Start
Date
End Date
 
Commitment
Uncalled
Commitments
Percentage
Committed
by General
Partner
Invested
Realized
Remaining
Cost
Remaining Fair Value
Private Markets Business Line
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
Private Equity and Growth Funds
 
 
 
 
 
 
 
 
 
 
European Fund V
3/2019
(4)
 
$
5,813.5

$
5,813.5

6.9%
$

$

$

$

Asian Fund III
4/2017
4/2023
 
9,000.0

5,926.1

5.6%
3,073.9


3,073.9

4,510.3

Americas Fund XII
1/2017
1/2023
 
13,500.0

8,070.6

5.8%
5,448.2

89.0

5,444.3

6,081.5

Health Care Strategic Growth Fund
12/2016
12/2021
 
1,331.0

1,103.5

11.3%
304.8

82.4

233.6

421.0

Next Generation Technology Growth Fund
3/2016
3/2021
 
658.9

123.1

22.5%
540.2

45.9

523.1

967.0

European Fund IV
12/2014
3/2019
 
3,509.0

322.6

5.7%
3,279.2

954.8

2,791.9

4,418.3

Asian Fund II
4/2013
4/2017
 
5,825.0

339.3

1.3%
6,495.2

3,213.4

4,710.9

7,095.1

North America Fund XI
9/2012
1/2017
 
8,718.4

710.7

2.9%
9,441.6

9,736.3

5,601.9

9,639.0

China Growth Fund (1)
11/2010
11/2016
 
1,010.0


1.0%
1,010.0

768.6

555.6

507.9

European Fund III (1)
3/2008
3/2014
 
5,508.2

148.4

5.2%
5,359.8

10,374.7

459.1

539.5

Asian Fund (1)
7/2007
4/2013
 
3,983.3


2.5%
3,945.9

8,535.4

173.5

155.8

2006 Fund (1)
9/2006
9/2012
 
17,642.2

337.7

2.1%
17,304.5

29,827.1

3,582.5

5,834.1

European Fund II (1)
11/2005
10/2008
 
5,750.8


2.1%
5,750.8

8,479.3


58.8

Millennium Fund (1)
12/2002
12/2008
 
6,000.0


2.5%
6,000.0

14,123.1


6.1

Total Private Equity and Growth Funds
 
 
 
88,250.3

22,895.5

 
67,954.1

86,230.0

27,150.3

40,234.4

 
 
 
 
 
 
 
 
 
 
 
Co-Investment Vehicles and Other
Various
Various
 
9,747.9

4,066.3

Various
5,897.3

3,998.7

4,003.4

5,871.6

 
 
 
 
 
 
 
 
 
 
 
Total Private Equity
 
 
 
97,998.2

26,961.8

 
73,851.4

90,228.7

31,153.7

46,106.0

 
 
 
 
 
 
 
 
 
 
 
Real Assets
 
 
 
 
 
 
 
 
 
 
Energy Income and Growth Fund II
6/2018
6/2021
 
994.2

994.2

20.1%




Energy Income and Growth Fund
9/2013
6/2018
 
1,974.2

59.3

12.9%
1,961.1

683.1

1,377.4

1,559.8

Natural Resources Fund (1)
Various
Various
 
887.4

1.7

Various
885.7

119.2

198.3

147.5

Global Energy Opportunities
Various
Various
 
979.2

321.0

Various
487.9

103.3

343.8

303.6

Global Infrastructure Investors
9/2011
10/2014
 
1,040.2

25.4

4.8%
1,047.6

1,298.9

377.9

536.9

Global Infrastructure Investors II
10/2014
6/2018
 
3,039.9

255.7

4.1%
3,014.1

442.0

2,714.0

3,472.8

Global Infrastructure Investors III
6/2018
6/2024
 
7,149.5

6,243.8

3.8%
905.7


905.7

870.7

Real Estate Partners Americas
5/2013
5/2017
 
1,229.1

350.0

16.3%
1,007.0

1,163.1

331.6

336.1

Real Estate Partners Americas II
5/2017
12/2020
 
1,921.2

1,284.0

7.8%
692.3

104.0

629.9

701.4

Real Estate Partners Europe
9/2015
6/2020
 
708.3

271.5

9.5%
472.5

68.2

436.7

517.3

Real Estate Credit Opportunity Partners
2/2017
4/2019
 
1,130.0

117.1

4.4%
1,012.9

92.7

1,012.9

1,038.9

Co-Investment Vehicles and Other
Various
Various
 
2,405.5

1,012.4

Various
1,393.1

738.4

1,389.9

1,594.1

Total Real Assets
 
 
 
23,458.7

10,936.1

 
12,879.9

4,812.9

9,718.1

11,079.1

 
 
 
 
 
 
 
 
 
 
 
Core Investment Vehicles
Various
Various
 
9,500.0

5,516.1

36.8%
3,983.9


3,983.9

5,019.7

 
 
 
 
 
 
 
 
 
 
 
Unallocated Commitments (2)
 
 
 
2,844.8

2,844.8

Various




 
 
 
 
 
 
 
 
 
 
 
Private Markets Total
 
 
 
133,801.7

46,258.8

 
90,715.2

95,041.6

44,855.7

62,204.8

 
 
 
 
 
 
 
 
 
 
 
Public Markets Business Line   (3)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Alternative Credit
 
 
 
 
 
 
 
 
 
 
Special Situations Fund
12/2012
1/2016
 
2,274.3

1.6

11.6%
2,272.7

1,467.6

1,436.0

1,166.4

Special Situations Fund II
12/2014
3/2019
 
3,524.7

1,031.0

9.0%
2,493.7

176.8

2,493.7

2,584.8

Mezzanine Partners
3/2010
3/2015
 
1,022.8

108.9

4.4%
913.9

1,060.1

256.4

302.5

Private Credit Opportunities Partners II
12/2015
12/2020
 
2,245.1

931.2

2.2%
1,313.9

47.5

1,313.9

1,353.2

Lending Partners
12/2011
12/2014
 
460.2

54.9

15.2%
405.3

434.9

129.2

60.0

Lending Partners II
6/2014
6/2017
 
1,335.9

156.8

3.7%
1,179.1

1,029.1

573.8

495.3

Lending Partners III
4/2017
11/2021
 
1,497.8

995.8

1.7%
502.0

51.8

502.0

530.0

Lending Partners Europe
3/2015
3/2019
 
847.6

259.6

5.0%
588.0

143.7

547.4

510.4

Total Alternative Credit
 
 
 
13,208.4

3,539.8

 
9,668.6

4,411.5

7,252.4

7,002.6

 
 
 
 
 
 
 
 
 
 
 
Other Alternative Credit Vehicles
Various
Various
 
9,513.1

4,931.4

Various
4,581.7

2,910.4

3,109.6

3,240.8

 
 
 
 
 
 
 
 
 
 
 
Unallocated Commitments (2)
 
 
 
560.0

560.0

Various




 
 
 
 
 
 
 
 
 
 
 
Public Markets Total
 
 
 
23,281.5

9,031.2

 
14,250.3

7,321.9

10,362.0

10,243.4

 
 
 
 
 
 
 
 
 
 
 
Total Eligible To Receive Carried Interest
 
 
 
$
157,083.2

$
55,290.0

 
$
104,965.5

$
102,363.5

$
55,217.7

$
72,448.2

 
 
 
 

(1)
The "Invested" and "Realized" columns do not include the amounts of any realized investments that restored the unused capital commitments of the fund investors, if any.
(2)
Represents unallocated commitments from our strategic investor partnerships.
(3)
The "Commitment" and "Uncalled Commitments" columns include income that is eligible to be reinvested if permitted under the terms of the investment vehicle agreements.
(4)
Six years from first investment date.

Page 12



KKR
INVESTMENT VEHICLE SUMMARY (UNAUDITED) (CONTINUED)
As of June 30, 2019
(Amounts in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Uncalled
Commitments
 
Remaining
Fair Value
 
Total
 
 
 
 
 
 
 
Carried Interest Eligible
 
$
55,290.0

 
$
72,448.2

 
$
127,738.2

Incentive Fee Eligible
 
 
 
 
 
 
Hedge Fund Partnerships (1)
 

 
15,719.0

 
15,719.0

Business Development Companies (BDCs)
 

 
16,209.0

 
16,209.0

KKR Real Estate Finance Trust Inc.
 

 
1,171.9

 
1,171.9

Other
 

 
3,330.8

 
3,330.8

Total Carried Interest and Incentive Fee Eligible
 
55,290.0

 
108,878.9

 
164,168.9

Collateralized Loan Obligations (CLOs)
 

 
14,350.2

 
14,350.2

Leveraged Credit / Hedge Fund Partnerships (1)  / Other
 
1,188.7

 
25,951.3

 
27,140.0

Total Assets Under Management
 
$
56,478.7

 
$
149,180.4

 
$
205,659.1

 
 
 
 
(1)
Represents KKR's pro rata portion of AUM of hedge fund managers in which KKR holds a minority ownership interest. Total AUM for Hedge Fund Partnerships is $23,835.5 million , of which $15,719.0 million is incentive fee eligible.













KKR’S PORTION OF TOTAL UNCALLED COMMITMENTS TO ITS INVESTMENT FUNDS
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
As of
 
 
June 30, 2019
 
 
 
December 31, 2018
Private Markets Business Line
 
$
4,594,200

 
 
 
$
4,966,600

Public Markets Business Line
 
713,100

 
 
 
307,400

Total
 
$
5,307,300

 
 
 
$
5,274,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 


Page 13



KKR
CLASS A COMMON STOCK OUTSTANDING AND ADJUSTED SHARES ELIGIBLE FOR DISTRIBUTION
 
 
The following table provides a reconciliation of KKR's Weighted Average GAAP Shares of Class A Common Stock Outstanding to Weighted Average Adjusted Shares Eligible for Distribution:
 
 
 
 
 
Quarter Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Weighted Average GAAP Shares of Class A Common Stock Outstanding - Basic
 
544,528,863

 
533,892,474

 
510,586,631

Adjustments:
 
 
 
 
 
 
Weighted Average Other Securities (1)
 

 

 
1,476,626

Weighted Average KKR Holdings Units (2)
 
297,794,189

 
298,858,418

 
319,040,229

Weighted Average Adjusted Shares Eligible for Distribution (3)
 
842,323,052

 
832,750,892

 
831,103,486

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
Weighted Average GAAP Shares of Class A Common Stock Outstanding - Basic
 
539,240,051

 
499,208,944

 
 
Adjustments:
 
 
 
 
 
 
Weighted Average Other Securities (1)
 

 
1,598,111

 
 
Weighted Average KKR Holdings Units (2)
 
298,323,364

 
326,984,091

 
 
Weighted Average Adjusted Shares Eligible for Distribution (3)
 
837,563,415

 
827,791,146

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following table provides a reconciliation of KKR's GAAP Shares of Class A Common Stock Outstanding to Adjusted Shares Eligible for Distribution:
 
 
 
 
 
 
 
 
 
As of
 
 
 
 
June 30, 2019
 
December 31, 2018
 
 
GAAP Shares of Class A Common Stock Outstanding
 
545,623,520

 
534,857,237

 
 
Adjustments:
 
 
 
 
 
 
KKR Holdings Units (2)
 
296,961,596

 
299,081,239

 
 
Adjusted Shares Eligible for Distribution  (3)
 
842,585,116

 
833,938,476

 
 
 
 
 
 
 
 
 
Unvested Shares of Class A Common Stock
 
24,530,443

 
33,408,491

 
 















 
 
 
 

(1)
Represents vested other securities that are exchangeable into shares of Class A common stock. The issuance of shares of Class A common stock pursuant to such other securities dilutes KKR common stockholders and KKR Holdings pro rata in accordance with their respective percentage interests in the KKR business.
(2)
Shares that may be issued by KKR & Co. Inc. upon exchange of units in KKR Holdings L.P. for KKR Class A common stock.
(3)
Amounts exclude unvested shares granted under the Equity Incentive Plans.

Page 14



KKR
INFORMATION ON KEY SEGMENT & OTHER MEASURES (UNAUDITED)
KKR's segment reporting is presented prior to giving effect to the allocation of income (loss) between KKR & Co. Inc. and KKR Holdings L.P. and as such represents the business in total. In addition, KKR's segment reporting is presented without giving effect to the consolidation of the investment funds and collateralized financing entities that KKR manages as well as other consolidated entities that are not subsidiaries of KKR & Co. Inc.
KKR discloses the following financial measures in this earnings release that are calculated and presented using methodologies other than in accordance with GAAP. We believe that providing these performance measures on a supplemental basis to our GAAP results is helpful to stockholders in assessing the overall performance of KKR’s businesses. These financial measures should not be considered as a substitute for similar financial measures calculated in accordance with GAAP, if available. We caution readers that these non-GAAP financial measures may differ from the calculations of other investment managers, and as a result, may not be comparable to similar measures presented by other investment managers. Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP, where applicable, are included in Exhibit A.
Adjusted shares are used as a measure of the total common equity ownership of KKR that is held by KKR & Co. Inc. (including equity awards issued under the Equity Incentive Plans, but excluding preferred stock), KKR Holdings, and other holders of securities exchangeable into Class A common stock of KKR & Co. Inc. and represent the fully diluted share count of Class A common stock using the if-converted method. We believe this measure is useful to stockholders as it provides an indication of the total common equity ownership of KKR as if all outstanding KKR Holdings units, equity awards issued under the Equity Incentive Plans and other exchangeable securities had been exchanged for Class A common stock of KKR & Co. Inc. The 6.75% Series A Preferred Stock ("Series A Preferred Stock") and 6.50% Series B Preferred Stock ("Series B Preferred Stock") are not exchangeable for Class A common stock of KKR & Co. Inc.
Adjusted shares eligible for distribution represents the portion of total adjusted shares that are eligible to receive a dividend. We believe this measure is useful to stockholders as it provides insight into the calculation of amounts available for distribution as dividends on a per share basis. Weighted average adjusted shares eligible for distribution is used in the calculation of after-tax distributable earnings per share.
After-tax distributable earnings is a performance measure of KKR’s earnings on a segment basis excluding mark-to-market gains (losses). Starting with the second quarter of 2018, it is defined as the amount of net realized earnings of KKR for a given reporting period, after deducting equity-based compensation. KKR revised the definition of after-tax distributable earnings starting in the second quarter of 2018, because it reflects how the chief operating decision makers allocate resources and assess performance of KKR’s business. KKR believes that after-tax distributable earnings is useful to stockholders as it aligns KKR’s net realization performance with the manner in which KKR receives its revenues and determines the compensation of its employees. After-tax distributable earnings does not represent and is not used to calculate actual dividends under KKR’s dividend policy. Historically equity-based compensation expense relating to the Equity Incentive Plans was not reflected in our calculation of after-tax distributable earnings. Under KKR’s segment presentation, equity-based compensation expense is included in after-tax distributable earnings as a component of compensation expense in order to reflect the dilutive nature of these non-cash equity-based awards. For comparability, after-tax distributable earnings for the comparable prior periods have been calculated using this definition.
Assets under management ("AUM") represent the assets managed or advised by KKR from which KKR is entitled to receive fees or a carried interest (either currently or upon deployment of capital), general partner capital, and assets managed or advised by strategic BDC partnership and hedge fund managers in which KKR holds a minority ownership interest. We believe this measure is useful to stockholders as it provides additional insight into the capital raising activities of KKR and its hedge fund managers and the overall activity in their investment funds and other managed capital. KKR calculates the amount of AUM as of any date as the sum of: (i) the fair value of the investments of KKR's investment funds; (ii) uncalled capital commitments from these funds, including uncalled capital commitments from which KKR is currently not earning management fees or carried interest; (iii) the fair value of investments in KKR's co-investment vehicles; (iv) the par value of outstanding CLOs (excluding CLOs wholly-owned by KKR); (v) KKR's pro rata portion of the AUM of hedge fund managers in which KKR holds a minority ownership interest; (vi) all AUM of the strategic BDC partnership with FS Investments; and (vii) the fair value of other assets managed by KKR. The pro rata portion of the AUM of hedge fund managers is calculated based on KKR’s percentage ownership interest in such entities multiplied by such entity’s respective AUM. KKR's definition of AUM is not based on any definition of AUM that may be set forth in the agreements governing the investment funds, vehicles or accounts that it manages or calculated pursuant to any regulatory definitions.
Book value is a measure of the net assets of KKR’s reportable segment and is used by management primarily in assessing the unrealized value of KKR’s investments and other assets, including carried interest. We believe this measure is useful to stockholders as it provides additional insight into the assets and liabilities of KKR excluding the assets and liabilities that are allocated to noncontrolling interest holders and to the holders of the Series A and Series B Preferred Stock. Following the Conversion, KKR's segment balance sheet reflects KKR's tax assets and liabilities as prepared under GAAP.

Page 15



Capital invested is the aggregate amount of capital invested by (i) KKR’s investment funds, (ii) KKR's Principal Activities business line as a co-investment, if any, alongside KKR’s investment funds, and (iii) KKR's Principal Activities business line in connection with a syndication transaction conducted by KKR's Capital Markets business line, if any. Capital invested is used as a measure of investment activity at KKR during a given period. We believe this measure is useful to stockholders as it provides a measure of capital deployment across KKR’s business lines. Capital invested includes investments made using investment financing arrangements like credit facilities, as applicable.  Capital invested excludes (i) investments in certain leveraged credit strategies, (ii) capital invested by KKR’s Principal Activities business line that is not a co-investment alongside KKR’s investment funds, and (iii) capital invested by KKR’s Principal Activities business line that is not invested in connection with a syndication transaction by KKR’s Capital Markets business line. Capital syndicated by KKR's Capital Markets business line to third parties other than KKR’s investment funds or Principal Activities business line is not included in capital invested.  See also syndicated capital.
Cash and short-term investments represent cash and liquid short-term investments in high-grade, short-duration cash management strategies used by KKR to generate additional yield on our excess liquidity and is used by management in evaluating KKR's liquidity position. We believe this measure is useful to stockholders as it provides additional insight into KKR's available liquidity.
Fee paying AUM ("FPAUM") represents only the AUM from which KKR is entitled to receive management fees. We believe this measure is useful to stockholders as it provides additional insight into the capital base upon which KKR earns management fees. FPAUM is the sum of all of the individual fee bases that are used to calculate KKR's and its hedge fund and BDC partnership management fees and differs from AUM in the following respects: (i) assets and commitments from which KKR is not entitled to receive a management fee are excluded (e.g., assets and commitments with respect to which it is entitled to receive only carried interest or is otherwise not currently entitled to receive a management fee) and (ii) certain assets, primarily in its private equity funds, are reflected based on capital commitments and invested capital as opposed to fair value because fees are not impacted by changes in the fair value of underlying investments.
Fee related earnings is a supplemental measure of earnings of KKR on a segment basis before performance income and investment income. KKR believes this measure may be useful to stockholders as it provides additional insight into the profitability of KKR’s fee generating management companies and capital markets businesses. Starting with the second quarter of 2018, fee related earnings is calculated as KKR’s total Fees and Other, Net, multiplied by KKR’s segment operating margin. For purposes of the fee related earnings calculation, segment operating margin is calculated as Segment Operating Earnings, before equity-based compensation, divided by total segment revenues. Historically, fee related earnings was calculated as operating earnings of KKR on a segment basis before performance income, related performance income compensation and investment income. KKR revised the definition of fee related earnings starting in the second quarter of 2018 to provide supplemental information about fees generated from KKR’s management companies and capital markets business because KKR believes it provides increased transparency on KKR’s underlying financial results to the stockholders. Fee related earnings for the comparable prior periods have been calculated using this definition.
Income taxes paid represents the estimated total tax impact on KKR’s distributable earnings before taxes. This amount is the implied amount of income taxes that would be paid assuming that all pre-tax distributable earnings were allocated to KKR & Co. Inc., which would occur following an exchange of all KKR Holdings units for Class A common stock of KKR & Co. Inc. Income taxes paid also includes amounts paid pursuant to the tax receivable agreement.
Segment operating earnings represents segment earnings before interest expense, preferred dividends, income attributable to noncontrolling interests and income taxes paid. We believe segment operating earnings is useful to stockholders as it provides a supplemental measure of our operating performance without taking into account items that we do not believe relate directly to operations.
Syndicated capital is the aggregate amount of capital in transactions originated by KKR and its investment funds and carry-yielding co-investment vehicles, which has been distributed to third parties, generally in exchange for a fee. It does not include (i) capital invested in such transactions by KKR investment funds and carry-yielding co-investment vehicles, which is instead reported in capital invested, (ii) debt capital that is arranged as part of the acquisition financing of transactions originated by KKR investment funds, and (iii) debt capital that is either underwritten or arranged on a best efforts basis. Syndicated capital is used as a measure of investment activity for KKR during a given period, and we believe that this measure is useful to stockholders as it provides additional insight into levels of syndication activity in KKR's Capital Markets business line and across KKR's investment platform.
Uncalled commitments are used as a measure of unfunded capital commitments that KKR’s investment funds and carry-paying co-investment vehicles have received from partners to contribute capital to fund future investments. We believe this measure is useful to stockholders as it provides additional insight into the amount of capital that is available to KKR’s investment funds to make future investments. Uncalled commitments are not reduced for investments completed using fund-level investment financing arrangements.



 


Page 16



KKR
EXHIBIT A
 
 
RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO KKR & CO. INC. PER SHARE OF CLASS A COMMON STOCK - BASIC (GAAP BASIS)
TO AFTER-TAX DISTRIBUTABLE EARNINGS PER ADJUSTED SHARE ELIGIBLE FOR DISTRIBUTION AND SEGMENT EBITDA (UNAUDITED)
(Amounts in thousands, except share and per share amounts)
 
 
 
 
 
Quarter Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock - Basic
 
$
0.94

 
$
1.31

 
$
1.33

Weighted Average Shares of Class A Common Stock Outstanding - Basic
 
544,528,863

 
533,892,474

 
510,586,631

Net Income (Loss) Available to KKR & Co. Inc. Class A Common Stockholders
 
$
514,393

 
$
700,978

 
$
680,381

Less: Excess of carrying value over consideration transferred on redemption of KFN 7.375% Series A LLC Preferred Shares
 

 

 

Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders
 
$
514,393

 
$
700,978

 
$
680,381

 
 
 
 
 
 
 
Add: Net Income (Loss) Attributable to Noncontrolling Interests held by KKR Holdings L.P.
 
361,228

 
481,368

 
449,859

Add: Equity-based and Other Compensation - KKR Holdings L.P.
 
22,803

 
23,118

 
29,247

Add: Amortization of Intangibles and Other, net
 
25,380

 
56,153

 
(50,643
)
Add: Non-recurring Costs (1)
 

 

 
11,501

Add: Realized Losses on Certain Investments (2)
 

 

 
729,425

Deduct: Unrealized Carried Interest
 
509,319

 
401,612

 
163,442

Deduct: Net Unrealized Gains (Losses)
 
401,807

 
819,402

 
1,389,869

Add: Unrealized Performance Income Compensation
 
210,020

 
159,880

 
67,092

Add: Income Tax Provision
 
165,399

 
167,593

 
60,960

Deduct: Income Taxes Paid
 
60,815

 
53,993

 
19,820

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
327,282

 
$
314,083

 
$
404,691

Weighted Average Adjusted Shares Eligible for Distribution
 
842,323,052

 
832,750,892

 
831,103,486

After-tax Distributable Earnings Per Adjusted Share Eligible for Distribution
 
$
0.39

 
$
0.38

 
$
0.49

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
327,282

 
$
314,083

 
$
404,691

 
 
 
 
 
 
 
Add: Equity-based Compensation (Equity Incentive Plans)
 
48,611

 
54,885

 
58,198

Add: Income (Loss) Attributable to Segment Noncontrolling Interests
 
1,864

 
359

 
1,082

Add: Segment Income Taxes Paid
 
60,815

 
53,993

 
19,820

Add: Preferred Dividends
 
8,341

 
8,341

 
8,341

Add: Core Interest Expense (3)
 
32,963

 
30,270

 
32,308

Add: Depreciation and Amortization
 
4,333

 
4,371

 
3,775

 
 
 
 
 
 
 
Segment EBITDA (4)
 
$
484,209

 
$
466,302

 
$
528,215

 
 
 
 
 
 
 

 
 
 
 
(1)  
Represents non-recurring costs in connection with the Conversion.
(2)  
Represents losses on certain investments which were realized in the second quarter in advance of the Conversion.
(3)  
Core interest expense may be used by certain debt investors as an alternative measurement of interest expense incurred by KKR on a segment basis and excludes interest expense related to debt obligations from investment financing arrangements related to certain of KKR’s investment funds, investment vehicles and principal investments and also excludes interest expense incurred by KFN. The financing arrangements excluded from core interest expense are not direct obligations of the general partners of KKR’s private equity funds or its management companies, and in the case of debt obligations of KFN, are non-recourse to KKR beyond the assets of KFN. KKR believes this measure is useful to stockholders as it provides an indication of the amount of interest expense borne by KKR excluding interest expense that is allocated to KKR’s investment funds, other noncontrolling interest holders and KFN. Additionally, we believe this measure is useful for analyzing KKR’s ability to service its debt obligations other than the debt obligations of KFN.
(4)  
Segment EBITDA may be useful in evaluating KKR's ability to service its debt and provides insight into the amount of KKR’s distributable earnings before the impact of interest expense, taxes, depreciation and amortization, equity-based compensation, preferred dividends and segment noncontrolling interests.

Page 17



KKR
EXHIBIT A (CONTINUED)
 
 
RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO KKR & CO. INC. PER SHARE OF CLASS A COMMON STOCK - BASIC (GAAP BASIS)
TO AFTER-TAX DISTRIBUTABLE EARNINGS PER ADJUSTED SHARE ELIGIBLE FOR DISTRIBUTION AND SEGMENT EBITDA (UNAUDITED)
(Amounts in thousands, except share and per share amounts)
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock - Basic
 
$
2.25

 
$
1.71

 
 
Weighted Average Shares of Class A Common Stock Outstanding - Basic
 
539,240,051

 
499,208,944

 
 
Net Income (Loss) Available to KKR & Co. Inc. Class A Common Stockholders
 
$
1,215,371

 
$
853,585

 
 
Less: Excess of carrying value over consideration transferred on redemption of KFN 7.375% Series A LLC Preferred Shares
 

 
3,102

 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders
 
$
1,215,371

 
$
850,483

 

 
 
 
 
 
 
 
Add: Net Income (Loss) Attributable to Noncontrolling Interests held by KKR Holdings L.P.
 
842,596

 
570,861

 
 
Add: Equity-based and Other Compensation - KKR Holdings L.P.
 
45,921

 
61,942

 
 
Add: Amortization of Intangibles and Other, net
 
81,533

 
(2,934
)
 
 
Add: Non-recurring Costs (1)
 

 
11,501

 
 
Add: Realized Losses on Certain Investments (2)
 

 
729,425

 
 
Deduct: Unrealized Carried Interest
 
910,931

 
51,710

 
 
Deduct: Net Unrealized Gains (Losses)
 
1,221,209

 
1,597,731

 
 
Add: Unrealized Performance Income Compensation
 
369,900

 
23,969

 
 
Add: Income Tax Provision
 
332,992

 
78,601

 
 
Deduct: Income Taxes Paid
 
114,808

 
33,988

 
 
 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
641,365

 
$
640,419

 

Weighted Average Adjusted Shares Eligible for Distribution
 
837,563,415

 
827,791,146

 
 
After-tax Distributable Earnings Per Adjusted Share Eligible for Distribution
 
$
0.77

 
$
0.77

 

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
641,365

 
$
640,419

 

 
 
 
 
 
 
 
Add: Equity-based Compensation (Equity Incentive Plan)
 
103,496

 
125,994

 
 
Add: Income (Loss) Attributable to Segment Noncontrolling Interests
 
2,223

 
2,285

 
 
Add: Segment Income Taxes Paid
 
114,808

 
33,988

 
 
Add: Preferred Dividends
 
16,682

 
16,682

 
 
Add: Core Interest Expense (3)
 
63,233

 
63,751

 
 
Add: Depreciation and Amortization
 
8,704

 
7,484

 
 
 
 
 
 
 
 
 
Segment EBITDA (4)
 
$
950,511

 
$
890,603

 

 
 
 
 
 
 
 

 
 
 
 

(1)
Represents non-recurring costs in connection with the Conversion.
(1)
Represents losses on certain investments which were realized in the second quarter in advance of the Conversion.
(3)
Core interest expense may be used by certain debt investors as an alternative measurement of interest expense incurred by KKR on a segment basis and excludes interest expense related to debt obligations from investment financing arrangements related to certain of KKR’s investment funds, investment vehicles and principal investments and also excludes interest expense incurred by KFN. The financing arrangements excluded from core interest expense are not direct obligations of the general partners of KKR’s private equity funds or its management companies, and in the case of debt obligations of KFN, are non-recourse to KKR beyond the assets of KFN. KKR believes this measure is useful to stockholders as it provides an indication of the amount of interest expense borne by KKR excluding interest expense that is allocated to KKR’s investment funds, other noncontrolling interest holders and KFN. Additionally, we believe this measure is useful for analyzing KKR’s ability to service its debt obligations other than the debt obligations of KFN.
(4)
Segment EBITDA may be useful in evaluating KKR's ability to service its debt and provides insight into the amount of KKR’s distributable earnings before the impact of interest expense, taxes, depreciation and amortization, equity-based compensation, preferred dividends and segment noncontrolling interests.

Page 18



KKR
EXHIBIT A (CONTINUED)
 
RECONCILIATION OF TOTAL GAAP REVENUES TO TOTAL SEGMENT REVENUES (UNAUDITED)
(Amounts in thousands)
 
 
Quarter Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Total GAAP Revenues
 
$
1,179,864

 
$
1,187,480

 
$
971,620

Add: Management Fees - Consolidated Funds and Other
 
117,596

 
121,949

 
101,431

Deduct: Fee Credits - Consolidated Funds
 
13,692

 
3,939

 
18,174

Deduct: Capital Allocation-Based Income (GAAP)
 
660,423

 
814,932

 
557,774

Add: Segment Realized Carried Interest
 
211,919

 
330,345

 
342,089

Add: Segment Realized Investment Income (Loss)
 
146,150

 
102,919

 
168,708

Deduct: Revenue Earned by Other Consolidated Entities
 
31,152

 
29,703

 
31,128

Deduct: Expense Reimbursements
 
42,741

 
44,060

 
50,576

Total Segment Revenues
 
$
907,521

 
$
850,059

 
$
926,196

 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
Total GAAP Revenues
 
$
2,367,344

 
$
1,444,226

 
 
Add: Management Fees - Consolidated Funds and Other
 
239,545

 
166,027

 
 
Deduct: Fee Credits - Consolidated Funds
 
17,631

 
32,895

 
 
Deduct: Capital Allocation-Based Income (GAAP)
 
1,475,355

 
635,986

 
 
Add: Segment Realized Carried Interest
 
542,264

 
544,644

 
 
Add: Segment Realized Investment Income (Loss)
 
249,069

 
249,160

 
 
Deduct: Revenue Earned by Other Consolidated Entities
 
60,855

 
56,593

 
 
Deduct: Expense Reimbursements
 
86,801

 
70,787

 
 
Total Segment Revenues
 
$
1,757,580

 
$
1,607,796

 
 
RECONCILIATION OF TOTAL GAAP EXPENSES TO TOTAL SEGMENT EXPENSES (UNAUDITED)
(Amounts in thousands)
 
 
Quarter Ended
 
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Total GAAP Expenses
 
$
808,811

 
$
728,767

 
$
675,050

Deduct: Equity-based and Other Compensation - KKR Holdings L.P.
 
22,803

 
23,743

 
29,247

Deduct: Segment Unrealized Performance Income Compensation
 
210,020

 
159,880

 
67,092

Deduct: Amortization of Intangibles
 
383

 
535

 
1,317

Deduct: Reimbursable Expenses
 
49,694

 
52,032

 
56,312

Deduct: Operating Expenses relating to Other Consolidated Entities
 
49,197

 
51,818

 
53,114

Deduct: Non-recurring Costs (1)
 

 

 
11,501

Add: Other
 
(14,354
)
 
(11,606
)
 
(9,679
)
Total Segment Expenses
 
$
462,360

 
$
429,153

 
$
446,788

 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2019
 
June 30, 2018
 
 
Total GAAP Expenses
 
$
1,537,578

 
$
1,111,651

 
 
Deduct: Equity-based and Other Compensation - KKR Holdings L.P.
 
46,546

 
61,942

 
 
Deduct: Segment Unrealized Performance Income Compensation
 
369,900

 
23,969

 
 
Deduct: Amortization of Intangibles
 
918

 
6,347

 
 
Deduct: Reimbursable Expenses
 
101,726

 
82,405

 
 
Deduct: Operating Expenses relating to Other Consolidated Entities
 
101,015

 
97,423

 
 
Deduct: Non-recurring Costs (1)
 

 
11,501

 
 
Add: Other
 
(25,960
)
 
(9,308
)
 
 
Total Segment Expenses
 
$
891,513

 
$
818,756

 
 
(1) Represents non-recurring costs in connection with the Conversion.
 
 

Page 19



KKR
EXHIBIT A (CONTINUED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (GAAP BASIS)
TO SEGMENT BALANCE SHEET (UNAUDITED)
JUNE 30, 2019
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (GAAP BASIS)
 
1
 
2
 
3
 
4
 
SEGMENT BALANCE SHEET
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents
$
2,143,057

 
(75,911
)
 

 
1,043,192

 

 
$
3,110,338

Cash and Short-term Investments
Investments
51,243,090

 
(33,109,089
)
 
(1,299,091
)
 
(5,039,278
)
 

 
11,795,632

Investments
 
 
 

 

 
1,777,544

 

 
1,777,544

Unrealized Carried Interest
 
 
 

 

 
330,344

 

 
330,344

Tax Assets
Other Assets
4,137,918

 
(2,227,327
)
 

 
1,531,950

 

 
3,442,541

Other Assets
Total Assets
$
57,524,065

 
(35,412,327
)
 
(1,299,091
)
 
(356,248
)
 

 
$
20,456,399

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
 
Debt Obligations
25,685,785

 
(21,624,137
)
 

 
(948,517
)
 

 
3,113,131

Debt Obligations - KKR (ex-KFN)
 
 
 

 

 
948,517

 

 
948,517

Debt Obligations - KFN
 
 
 

 

 
163,576

 

 
163,576

Tax Liabilities
Other Liabilities
3,556,217

 
(1,032,807
)
 
(1,299,091
)
 
(519,824
)
 

 
704,495

Other Liabilities
Total Liabilities
29,242,002

 
(22,656,944
)
 
(1,299,091
)
 
(356,248
)
 

 
4,929,719

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests

 

 

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock
482,554

 

 

 
(482,554
)
 

 

 
KKR & Co. Inc. Stockholders' Equity - Common Stockholders
9,392,924

 
271,665

 

 
(17,446
)
 
5,355,692

 
15,002,835

Book Value
Noncontrolling Interests
18,406,585

 
(13,027,048
)
 

 

 
(5,355,692
)
 
23,845

Noncontrolling Interests
 
 
 

 

 
500,000

 

 
500,000

Preferred Stock
Total Liabilities and Equity
$
57,524,065

 
(35,412,327
)
 
(1,299,091
)
 
(356,248
)
 

 
$
20,456,399

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
IMPACT OF CONSOLIDATION OF INVESTMENT VEHICLES AND OTHER ENTITIES
2
CARRY POOL RECLASSIFICATION
 
3
OTHER RECLASSIFICATIONS
 
4
NONCONTROLLING INTERESTS HELD BY KKR HOLDINGS L.P.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Page 20



KKR
EXHIBIT A (CONTINUED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (GAAP BASIS)
TO SEGMENT BALANCE SHEET (UNAUDITED)
DECEMBER 31, 2018
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (GAAP BASIS)
 
1
 
2
 
3
 
4
 
SEGMENT BALANCE SHEET
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents
$
1,751,287

 
(88,852
)
 

 
839,804

 

 
$
2,502,239

Cash and Short-term Investments
Investments
44,907,982

 
(30,069,428
)
 
(922,977
)
 
(4,068,113
)
 

 
9,847,464

Investments
 
 
 

 

 
1,223,084

 

 
1,223,084

Unrealized Carried Interest
 
 
 

 

 
161,225

 

 
161,225

Corporate Real Estate
 
 
 

 

 
561,114

 

 
561,114

Tax Assets
Other Assets
4,084,106

 
(1,730,191
)
 

 
938,595

 

 
3,292,510

Other Assets
Total Assets
$
50,743,375

 
(31,888,471
)
 
(922,977
)
 
(344,291
)
 

 
$
17,587,636

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
 
Debt Obligations
22,341,192

 
(19,024,874
)
 

 
(948,517
)
 

 
2,367,801

Debt Obligations - KKR (ex-KFN)
 
 
 

 

 
948,517

 

 
948,517

Debt Obligations - KFN
 
 
 

 

 
174,395

 

 
174,395

Tax Liabilities
Other Liabilities
3,019,574

 
(986,930
)
 
(922,977
)
 
(518,686
)
 

 
590,981

Other Liabilities
Total Liabilities
25,360,766

 
(20,011,804
)
 
(922,977
)
 
(344,291
)
 

 
4,081,694

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests
1,122,641

 
(1,122,641
)
 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock
482,554

 

 

 
(482,554
)
 

 
 
 
KKR & Co. Inc. Stockholders' Equity - Common Stockholders
8,167,056

 
205,502

 

 
(17,446
)
 
4,625,448

 
12,980,560

Book Value
Noncontrolling Interests
15,610,358

 
(10,959,528
)
 

 

 
(4,625,448
)
 
25,382

Noncontrolling Interests
 
 
 

 

 
500,000

 

 
500,000

Preferred Stock
Total Liabilities and Equity
$
50,743,375

 
(31,888,471
)
 
(922,977
)
 
(344,291
)
 

 
$
17,587,636

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1
IMPACT OF CONSOLIDATION OF INVESTMENT VEHICLES AND OTHER ENTITIES
2
CARRY POOL RECLASSIFICATION
 
3
OTHER RECLASSIFICATIONS
 
4
NONCONTROLLING INTERESTS HELD BY KKR HOLDINGS L.P.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




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