KKR & Co. Inc. (Form: 8-K, Received: 10/25/2018 06:51:51)




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): October 25, 2018

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))

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 October 25, 2018, KKR & Co. Inc. (“KKR”) issued an earnings release announcing its financial results for the quarter ended September 30, 2018.
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:
October 25, 2018
By:    /s/ William J. Janetschek          
Name: William J. Janetschek
Title: Chief Financial Officer
 
 
 









LOGO.JPG
KKR & Co. Inc. Reports Third Quarter 2018 Results
__________________________________________________________________________________________________________________________________________________________________________
NEW YORK, October 25, 2018 - KKR & Co. Inc. (NYSE: KKR) today reported its third quarter 2018 results.

GAAP Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $640.2 million and $1,490.7 million , respectively, for the quarter and nine months ended September 30, 2018 . On a diluted basis, Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock was $1.17 and $2.83 , respectively, for the quarter and nine months ended September 30, 2018 . KKR & Co. Inc. Stockholders' Equity - Common Stockholders was $8.5 billion (1) as of September 30, 2018 , or $16.22 per outstanding share of Class A Common Stock.

After-tax Distributable Earnings and After-tax Distributable Earnings Per Adjusted Share (2) were $496.7 million and $0.60 , respectively, for the quarter ended September 30, 2018 . After-tax Distributable Earnings and After-tax Distributable Earnings Per Adjusted Share were $1,137.1 million and $1.37 , respectively, for the nine months ended September 30, 2018 .


Highlights


KKR’s conversion from a limited partnership to a corporation became effective July 1, 2018.

After-tax distributable earnings per adjusted share were $0.60 for the quarter ended September 30, 2018 compared to $0.49 for the quarter ended June 30, 2018 and $0.50 for the quarter ended September 30, 2017.

As of September 30, 2018, Assets Under Management were $195 billion , up 27% compared to September 30, 2017 , as organic new capital raised totaled $38 billion over the past twelve months.

In the quarter, a final close was held on KKR Global Infrastructure Investors III, bringing total commitments to our flagship infrastructure fund to $7.4 billion, including employee commitments.

Book value was $13.8 billion as of September 30, 2018 or $16.68 per outstanding adjusted share.


 

___________________________




“Through our differentiated model - the combination of our investment funds, balance sheet and capital markets capabilities - we generated one of the highest Distributable Earnings quarters in our history,” said Henry R. Kravis and George R. Roberts, Co-Chairmen and Co-Chief Executive Officers of KKR. “Operating fundamentals across the firm remain strong evidenced by the 27% growth in our Assets Under Management and the 21% growth in our Book Value per Share over the last 12 months.”




 
 
 
 
Note: Certain financial measures, including after-tax distributable earnings, book value, adjusted shares, and outstanding adjusted shares, are not presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). 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.




GAAP RESULTS COMMENTARY
Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $640.2 million for the quarter ended September 30, 2018 , compared to $153.6 million for the quarter ended September 30, 2017 . Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders was $1,490.7 million for the nine months ended September 30, 2018 , compared to $818.6 million for the nine months ended September 30, 2017 .
Revenues were $1,129.7 million for the quarter ended September 30, 2018 , compared to $749.7 million for the quarter ended September 30, 2017 . The increase was primarily due to a higher level of capital allocation-based income driven by a higher level of net appreciation in our private equity portfolio and a higher level of transaction fees as compared to the prior period. Revenues were $2,573.9 million for the nine months ended September 30, 2018 , compared to $2,533.2 million for the nine months ended September 30, 2017 . The increase was primarily due to higher management fees, partially offset by a lower level of capital allocation-based income as compared to the prior period.
Expenses for the quarter and nine months ended September 30, 2018 were $740.1 million and $1,851.7 million , respectively, compared to $530.2 million and $1,700.0 million for the comparable periods of 2017 . The increase for both periods was primarily due to a higher level of compensation and benefits reflecting a higher level of fees as compared to the prior periods.
Total investment income (loss) for the quarter and nine months ended September 30, 2018 was $833.3 million and $2,748.6 million , respectively, compared to $178.0 million and $1,289.6 million for the comparable periods of 2017 . The increase for both periods was primarily due to a higher level of net gains in our investment portfolio compared to the prior periods.
KKR's conversion from a limited partnership to a corporation (the "Conversion") resulted in KKR obtaining a partial step-up in the tax basis of certain assets that will be recovered as those assets are sold or the basis is amortized. On the date of the Conversion, we recorded an estimated net tax benefit and estimated net deferred tax asset of $257.1 million relating to this partial step-up in tax basis. Our overall tax provision is based on, among other things, an estimate of the amount of such partial step-up in tax basis that is derived from an analysis of the basis of our unitholders in their ownership of KKR common units at December 31, 2017, as adjusted by partial information received by KKR for some trades made in KKR common units in 2018. While this information does not completely reflect the actual basis of our unitholders at June 30, 2018, our estimate is based on the most recent unitholder basis information available to us. Since the unitholder basis information currently available to us does not completely reflect the actual basis of our unitholders at June 30, 2018, the amount of partial step-up in tax basis as finally determined is expected to differ, possibly materially, from the current estimate, which in turn is expected to cause KKR’s income tax provision and effective tax rate under GAAP to differ, possibly to a material extent, from the current estimate described above.


SEGMENT RESULTS COMMENTARY
AFTER-TAX DISTRIBUTABLE EARNINGS
After-tax distributable earnings were $496.7 million for the quarter ended September 30, 2018 , compared with $409.5 million in the comparable prior period. After-tax distributable earnings were $1,137.1 million for the nine months ended September 30, 2018 , compared with $983.0 million in the comparable prior period. The increase in both periods was primarily due to (i) an increase in net realized gains at our Principal Activities business line, reflecting higher net realizations in our private equity and credit strategies, (ii) an increase in management fees as described below, (iii) an increase in transaction fees primarily in our Capital Markets business line, and (iv) a higher level of incentive fees relating to our business development companies ("BDCs"). These increases were partially offset by an increase in income taxes paid reflecting the increased amount of corporate taxes payable following the Conversion and an increase in accruals for compensation reflecting a higher level of total segment revenues in the current periods.
ASSETS UNDER MANAGEMENT
AUM was $194.6 billion as of September 30, 2018 , up $3.3 billion , compared to AUM of $191.3 billion as of June 30, 2018 . The increase was primarily driven by an increase in the value of our private equity portfolio and new capital raised in our leveraged credit and private credit strategies. These increases were partially offset by distributions to limited partners of our private equity funds arising from realizations and distributions made in our Public Markets business line.
FEE PAYING ASSETS UNDER MANAGEMENT
FPAUM was $139.3 billion as of September 30, 2018 , up $0.5 billion , compared to FPAUM of $138.8 billion as of June 30, 2018 . The increase was primarily driven by new capital raised in our leveraged credit strategy. The increase was partially offset by distributions to limited partners of our private equity funds arising from realizations and distributions made in our Public Markets business line.

Page 2



MANAGEMENT FEES
Management fees were $276.6 million for the quarter ended September 30, 2018 , compared with $233.0 million in the comparable prior period. Management fees were $789.6 million for the nine months ended September 30, 2018 , compared to $670.8 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 $16.68 as of September 30, 2018 , up 21% , compared with $13.80 as of September 30, 2017 . The increase was primarily attributable to appreciation in the value of our investment portfolio as well as after-tax distributable earnings, net of dividends to public equity holders, over the last twelve months.

DIVIDENDS AND OTHER
A dividend of $0.125 per share of Class A Common Stock has been declared for the third quarter of 2018, which will be paid on November 20, 2018 to holders of record of Class A Common Stock as of the close of business on November 5, 2018 . 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 December 17, 2018 to holders of record of Series A Preferred Stock as of the close of business on December 1, 2018. A dividend of $0.406250 per share of Series B Preferred Stock has been declared and set aside for payment on December 17, 2018 to holders of record of Series B Preferred Stock as of the close of business on December 1, 2018.
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.
KKR has authorized a repurchase program, which may be used for the repurchase of its Class A Common Stock and the retirement of equity awards issued pursuant to the Amended and Restated KKR & Co. Inc. 2010 Equity Incentive Plan (and any successor equity plan thereto). From June 30, 2018 to October 22, 2018, KKR spent approximately $38 million to repurchase 1.4 million shares at an average price of $27.14 per share and retired equity awards representing 1.6 million shares for approximately $46 million. Collectively, approximately $783 million has been spent since October 27, 2015, representing a total of 47.9 million shares, to either repurchase shares or retire equity awards. As of October 22, 2018, approximately $366 million is available under the repurchase program.

CONFERENCE CALL
A conference call to discuss KKR's financial results will be held on Thursday, October 25, 2018 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 9093863, beginning approximately two hours after the broadcast.
A slide presentation containing supplemental commentary about KKR's financial results for the fiscal quarter ended September 30, 2018 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.

Page 3



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 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, 2017, filed with the SEC on February 23, 2018, 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 per share amounts)
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Revenues
 
 
 
 
 
 
 
 
Fees and Other
 
$
491,503

 
$
355,418

 
$
1,299,743

 
$
1,116,382

Capital Allocation-Based Income (1)
 
638,163

 
394,234

 
1,274,149

 
1,416,825

Total Revenues
 
1,129,666

 
749,652

 
2,573,892

 
2,533,207

Expenses
 
 
 
 
 
 
 
 
Compensation and Benefits
 
560,434

 
368,513

 
1,331,070

 
1,234,317

Occupancy and Related Charges
 
15,250

 
15,267

 
44,787

 
44,150

General, Administrative and Other
 
164,406

 
146,467

 
475,884

 
421,522

Total Expenses
 
740,090

 
530,247

 
1,851,741

 
1,699,989

Investment Income (Loss)
 
 
 
 
 
 
 
 
Net Gains (Losses) from Investment Activities
 
666,731

 
52,004

 
2,256,118

 
893,065

Dividend Income
 
38,245

 
20,774

 
137,653

 
100,144

Interest Income
 
339,393

 
317,134

 
989,354

 
893,832

Interest Expense
 
(211,081
)
 
(211,959
)
 
(634,521
)
 
(597,403
)
Total Investment Income (Loss)
 
833,288

 
177,953

 
2,748,604

 
1,289,638

 
 
 
 
 
 
 
 
 
Income (Loss) Before Taxes
 
1,222,864

 
397,358

 
3,470,755

 
2,122,856

 
 
 
 
 
 
 
 
 
Income Tax (Benefit)
 
(129,405
)
 
18,420

 
(50,804
)
 
77,500

 
 
 
 
 
 
 
 
 
Net Income (Loss)
 
1,352,269

 
378,938

 
3,521,559

 
2,045,356

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to Redeemable Noncontrolling Interests
 
12,236

 
20,876

 
19,894

 
64,196

Net Income (Loss) Attributable to Noncontrolling Interests
 
691,494

 
196,158

 
1,985,961

 
1,137,585

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc.
 
648,539

 
161,904

 
1,515,704

 
843,575

 
 
 
 
 
 
 
 
 
Preferred Stock Dividends
 
8,341

 
8,341

 
25,023

 
25,023

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders
 
$
640,198

 
$
153,563

 
$
1,490,681

 
$
818,552

 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock
 
 
 
 
 
 
 
 
Basic
 
$
1.22

 
$
0.33

 
$
2.94

 
$
1.76

Diluted (2)
 
$
1.17

 
$
0.30

 
$
2.83

 
$
1.63

Weighted Average Shares of Class A Common Stock Outstanding
 
 
 
 
 
 
 
 
Basic
 
525,240,214

 
471,758,886

 
507,981,387

 
463,941,084

Diluted (2)
 
545,672,953

 
506,873,177

 
528,466,390

 
501,615,635


CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (GAAP BASIS - UNAUDITED)
(Amounts in thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
As of
 
 
September 30, 2018
 
December 31, 2017
 
 
 
 
 
Assets
 
 
 
 
Cash and Cash Equivalents
 
$
2,264,875

 
$
1,876,687

Investments
 
44,119,593

 
39,013,934

Other Assets
 
3,959,480

 
4,944,098

Total Assets
 
50,343,948

 
45,834,719

 
 
 
 
 
Liabilities and Equity
 
 
 
 
Debt Obligations
 
20,266,172

 
21,193,859

Other Liabilities
 
3,937,865

 
3,978,060

Total Liabilities
 
24,204,037

 
25,171,919

 
 
 
 
 
Redeemable Noncontrolling Interests
 
1,070,575

 
610,540

 
 
 
 
 
Stockholders' Equity
 
 
 
 
Preferred Stock
 
482,554

 
482,554

KKR & Co. Inc. Stockholders' Equity - Common Stockholders
 
8,524,213

 
6,703,382

Noncontrolling Interests
 
16,062,569

 
12,866,324

Total Equity
 
25,069,336

 
20,052,260

Total Liabilities and Equity
 
$
50,343,948

 
$
45,834,719

 
 
 
 
 
KKR & Co. Inc. Stockholders' Equity Per Outstanding Share of Class A Common Stock - Basic
 
$
16.22

 
$
13.79


 
 
 
 
(1)
Prior to January 1, 2018, to the extent an investment fund was not consolidated, KKR accounted for carried interest within Fees and Other separately from its capital interest, which was included in Net Gains (Losses) from Investment Activities in the statements of operations. Effective January 1, 2018, the carried interest component of the general partner interest and the capital interest KKR holds in its investment funds as the general partner are accounted for as a single unit of account and reported in Capital Allocation-Based Income within Revenues in the statements of operations. This change in accounting has been applied on a full retrospective basis.
(2)
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.

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KKR
SEGMENT RESULTS AND OTHER SELECTED FINANCIAL INFORMATION (UNAUDITED) (1)
(Amounts in thousands, except share and per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Segment Revenues
 
 
 
 
 
 
 
 
 
 
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
276,595

 
$
261,450

 
$
232,954

 
$
789,630

 
$
670,807

Transaction Fees
 
289,030

 
163,925

 
179,167

 
609,800

 
578,667

Monitoring Fees
 
20,176

 
25,394

 
14,342

 
63,100

 
58,072

Fee Credits
 
(82,187
)
 
(53,021
)
 
(70,747
)
 
(178,982
)
 
(211,148
)
Total Fees and Other, Net
 
503,614


397,748

 
355,716

 
1,283,548

 
1,096,398

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
414,609

 
342,089

 
419,438

 
959,253

 
890,310

Incentive Fees
 
18,001

 
17,651

 
4,074

 
52,059

 
8,384

Total Realized Performance Income (Loss)
 
432,610


359,740

 
423,512

 
1,011,312

 
898,694

 
 
 
 
 
 
 
 
 
 
 
Realized Investment Income (Loss)
 
 
 
 
 
 
 
 
 
 
Net Realized Gains (Losses)
 
181,026

 
97,480

 
76,053

 
286,381

 
162,684

Interest Income and Dividends
 
61,717

 
71,228

 
70,557

 
205,522

 
195,275

Total Realized Investment Income (Loss)
 
242,743

 
168,708

 
146,610

 
491,903

 
357,959

 
 
 
 
 
 
 
 
 
 
 
Total Segment Revenues
 
1,178,967

 
926,196

 
925,838

 
2,786,763

 
2,353,051

 
 
 
 
 
 
 
 
 
 
 
Segment Expenses
 
 
 
 
 
 
 
 
 
 
Compensation and Benefits (2)
 
469,107

 
368,562

 
363,247

 
1,138,149

 
933,107

Occupancy and Related Charges
 
14,571

 
14,665

 
14,672

 
42,819

 
42,448

Other Operating Expenses
 
73,402

 
63,561

 
70,517

 
194,868

 
177,084

Total Segment Expenses
 
557,080

 
446,788

 
448,436

 
1,375,836

 
1,152,639

 
 
 
 
 
 
 
 
 
 
 
Segment Operating Earnings
 
621,887

 
479,408

 
477,402

 
1,410,927

 
1,200,412

 
 
 
 
 
 
 
 
 
 
 
Interest Expense
 
44,696

 
45,474

 
45,613

 
140,362

 
134,348

Preferred Dividends
 
8,341

 
8,341

 
8,341

 
25,023

 
25,023

Income (Loss) Attributable to Noncontrolling Interests
 
2,272

 
1,082

 
1,046

 
4,557

 
3,810

Income Taxes Paid
 
69,880

 
19,820

 
12,869

 
103,868

 
54,228

After-tax Distributable   Earnings
 
$
496,698

 
$
404,691

 
$
409,533

 
$
1,137,117

 
$
983,003

 
 
 
 
 
 
 
 
 
 
 
Per Adjusted Share Eligible for Distribution
 
$
0.60

 
$
0.49

 
$
0.50

 
$
1.37

 
$
1.21

Weighted Average Adjusted Shares Eligible for Distribution
 
829,125,784

 
831,103,486

 
816,966,506

 
828,240,914

 
814,844,204

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
194,613,800

 
$
191,265,400

 
$
153,339,500

 
$
194,613,800

 
$
153,339,500

Fee Paying Assets Under Management
 
$
139,285,700

 
$
138,841,100

 
$
113,723,000

 
$
139,285,700

 
$
113,723,000

Capital Invested and Syndicated Capital
 
$
7,075,800

 
$
4,825,700


$
5,144,800

 
$
16,189,100

 
$
17,073,300

Uncalled Commitments
 
$
57,880,100

 
$
57,417,400


$
47,250,500

 
$
57,880,100

 
$
47,250,500

 
 
 
 
 
 
 
 
 
 
 
Fee Related Earnings
 
$
291,194

 
$
230,871

 
$
204,524

 
$
733,696

 
$
629,072

 
 
 
 
 
 
 
 
 
 
 







 
 
 
 
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 $59,801 , $58,198 , and $54,921 for the quarters ended September 30, 2018 , June 30, 2018 , and September 30, 2017 , respectively, and $185,795 and $149,840 for the nine months ended September 30, 2018 and 2017, respectively.

Page 6



KKR
SCHEDULE OF SEGMENT REVENUES AND OTHER SELECTED FINANCIAL INFORMATION (UNAUDITED)
(Amounts in thousands)
 
 
 
 
 
PRIVATE MARKETS BUSINESS LINE
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
176,071

 
$
156,295

 
$
153,841

 
$
490,556

 
$
419,606

Transaction Fees
 
93,866

 
48,567

 
82,258

 
189,122

 
237,392

Monitoring Fees
 
20,176

 
25,394

 
14,342

 
63,100

 
58,072

Fee Credits
 
(73,571
)
 
(43,249
)
 
(59,854
)
 
(158,163
)
 
(177,254
)
Total Fees and Other, Net
 
216,542

 
187,007

 
190,587

 
584,615

 
537,816

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
404,709

 
342,089

 
419,438

 
949,353

 
890,310

Incentive Fees
 

 

 

 

 

Total Realized Performance Income (Loss)
 
$
404,709

 
$
342,089

 
$
419,438

 
$
949,353

 
$
890,310

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
103,656,200

 
$
102,391,900

 
$
87,609,800

 
$
103,656,200

 
$
87,609,800

Fee Paying Assets Under Management
 
$
66,060,400

 
$
66,295,700

 
$
61,706,500

 
$
66,060,400

 
$
61,706,500

Capital Invested  
 
$
3,887,700

 
$
2,632,100

 
$
2,972,300

 
$
8,886,500

 
$
11,079,800

Uncalled Commitments
 
$
48,104,700

 
$
48,555,500

 
$
39,421,900

 
$
48,104,700

 
$
39,421,900


PUBLIC MARKETS BUSINESS LINE
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Fees and Other, Net
 
 
 
 
 
 
 
 
 
 
Management Fees
 
$
100,524

 
$
105,155

 
$
79,113

 
$
299,074

 
$
251,201

Transaction Fees
 
8,666

 
10,673

 
11,469

 
21,897

 
41,040

Fee Credits
 
(8,616
)
 
(9,772
)
 
(10,893
)
 
(20,819
)
 
(33,894
)
Total Fees and Other, Net
 
100,574

 
106,056

 
79,689

 
300,152

 
258,347

 
 
 
 
 
 
 
 
 
 
 
Realized Performance Income (Loss)
 
 
 
 
 
 
 
 
 
 
Carried Interest
 
9,900

 

 

 
9,900

 

Incentive Fees
 
18,001

 
17,651

 
4,074

 
52,059

 
8,384

Total Realized Performance Income (Loss)
 
$
27,901

 
$
17,651

 
$
4,074

 
$
61,959

 
$
8,384

 
 
 
 
 
 
 
 
 
 
 
Assets Under Management
 
$
90,957,600

 
$
88,873,500

 
$
65,729,700

 
$
90,957,600

 
$
65,729,700

Fee Paying Assets Under Management
 
$
73,225,300

 
$
72,545,400

 
$
52,016,500

 
$
73,225,300

 
$
52,016,500

Capital Invested
 
$
1,631,100

 
$
1,955,200

 
$
1,639,200

 
$
4,954,200

 
$
3,825,900

Uncalled Commitments
 
$
9,775,400

 
$
8,861,900

 
$
7,828,600

 
$
9,775,400

 
$
7,828,600


CAPITAL MARKETS BUSINESS LINE
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Transaction Fees
 
$
186,498

 
$
104,685

 
$
85,440

 
$
398,781

 
$
300,235

 
 
 
 
 
 
 
 
 
 
 
Syndicated Capital
 
$
1,557,000


$
238,400


$
533,300

 
$
2,348,400

 
$
2,167,600


PRINCIPAL ACTIVITIES BUSINESS LINE
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Nine Months Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
September 30, 2018
 
September 30, 2017
Realized Investment Income (Loss)
 
 
 
 
 
 
 
 
 
 
Net Realized Gains (Losses)
 
$
181,026

 
$
97,480

 
$
76,053

 
286,381

 
162,684

Interest Income and Dividends
 
61,717

 
71,228

 
70,557

 
205,522

 
195,275

Total Realized Investment Income (Loss)
 
$
242,743

 
$
168,708

 
$
146,610

 
$
491,903

 
$
357,959


Page 7



KKR
SEGMENT BALANCE SHEET (UNAUDITED)
(Amounts in thousands, except per outstanding adjusted share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of
 
 
 
September 30, 2018
 
December 31, 2017
 
Cash and Short-term Investments
 
$
2,907,704

 
$
3,214,794

 
Investments
 
10,288,390

(1)
8,488,606

 
Unrealized Carried Interest
 
1,775,603

(2)
1,620,401

(2)
Corporate Real Estate
 
161,225

 
161,225

 
Tax Assets
 
449,568

 

 
Other Assets
 
3,190,385

 
2,276,286

 
Total Assets
 
$
18,772,875

 
$
15,761,312

 
 
 
 
 
 
 
Debt Obligations - KKR (ex-KFN)
 
$
2,354,488

 
$
2,000,000

 
Debt Obligations - KFN
 
948,517

 
764,767

 
Preferred Shares - KFN
 

 
373,750

 
Tax Liabilities
 
302,473

 

 
Other Liabilities
 
821,190

 
426,699

 
Total Liabilities
 
4,426,668

 
3,565,216

 
 
 
 
 
 
 
Noncontrolling Interests
 
21,163

 
22,187

 
Preferred Stock
 
500,000

 
500,000

 
 
 
 
 
 
 
Book Value
 
$
13,825,044

 
$
11,673,909

 
 
 
 
 
 
 
 
 
 
 
 
 
Book Value Per Outstanding Adjusted Share
 
$
16.68

 
$
14.20

 
 
 
 
 
 
 

 
 
 
 
Note: As of September 30, 2018 , 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 September 30, 2018 .

(1)
See schedule of investments that follows on the next page.
(2)
The following table provides unrealized carried interest by business line:
 
 
As of
 
 
 
 
September 30, 2018
 
 
 
December 31, 2017
 
 
Private Markets Business Line
 
$
1,609,183

 
 
 
$
1,480,142

 
 
Public Markets Business Line
 
166,420

 
 
 
140,259

 
 
Total
 
$
1,775,603

 
 
 
$
1,620,401

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





Page 8



KKR
SEGMENT SCHEDULE OF INVESTMENTS (UNAUDITED) (1)
(Amounts in thousands, except percentage amounts)
 
 
As of September 30, 2018
 
 
 
Investments
 
 
 
 
 
Private Equity Co-Investments and Other Equity
 
$
4,261,939

Private Equity Funds
 
1,656,834

Private Equity Total
 
5,918,773

 
 
 
Energy
 
719,448

Real Estate
 
784,706

Infrastructure
 
438,197

Real Assets Total
 
1,942,351

 
 
 
Special Situations
 
719,008

Direct Lending
 
110,890

Mezzanine
 
28,443

Alternative Credit Total
 
858,341

CLOs
 
661,981

Other Credit
 
332,878

Credit Total
 
1,853,200

 
 
 
Other
 
574,066

 
 
 
Total Investments
 
$
10,288,390

 
 
 
CHART-5E8C6940DEF652689F7.JPG


 
 
As of September 30, 2018
 
 
 
 
 
Significant Investments: (3)
 
Fair Value
 
Fair Value
as a % of Total Investments
First Data Corporation
 
$
1,430,518

 
13.9
%
USI, Inc.
 
650,125

 
6.3
%
Heartland Dental
 
332,480

 
3.2
%
KKR Real Estate Finance Trust Inc.
 
327,763

 
3.2
%
PetVet
 
291,826

 
2.8
%
Total Significant Investments
 
3,032,712

 
29.4
%
 
 
 
 
 
Other Investments
 
7,255,678

 
70.6
%
Total Investments
 
$
10,288,390

 
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 broker-dealer businesses, including the general partner interests of KKR’s investment funds.
(2)
This presentation includes our capital commitments to our funds. Private Equity includes KKR private equity funds, co-investments alongside such KKR sponsored private equity funds, core private equity co-investments, 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)
The 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 September 30, 2018 . 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 September 30, 2018
 
 
 
 
 
 
June 30, 2018
 
$
102,391,900

 
$
88,873,500

 
$
191,265,400

New Capital Raised
 
1,425,300

 
4,679,100

 
6,104,400

Distributions and Other
 
(3,918,800
)
 
(2,645,900
)
(1)  
(6,564,700
)
Change in Value
 
3,757,800

 
50,900

 
3,808,700

September 30, 2018
 
$
103,656,200

 
$
90,957,600

 
$
194,613,800

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2018
 
 
 
 
 
 
December 31, 2017
 
$
97,527,100

 
$
70,943,500

 
$
168,470,600

New Capital Raised
 
9,328,600

 
13,363,900

 
22,692,500

Acquisitions
 

 
13,189,100

(2)  
13,189,100

Distributions and Other
 
(10,321,300
)
(3)  
(7,084,600
)
(4)  
(17,405,900
)
Change in Value
 
7,121,800

 
545,700

 
7,667,500

September 30, 2018
 
$
103,656,200

 
$
90,957,600

 
$
194,613,800

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trailing Twelve Months Ended September 30, 2018
 
 
 
 
 
 
September 30, 2017
 
$
87,609,800

 
$
65,729,700

 
$
153,339,500

New Capital Raised
 
19,416,500

 
18,976,600

 
38,393,100

Acquisitions
 

 
14,983,900

(5)  
14,983,900

Distributions and Other
 
(13,657,700
)
(3)  
(10,023,700
)
(6)  
(23,681,400
)
Change in Value
 
10,287,600

 
1,291,100

 
11,578,700

September 30, 2018
 
$
103,656,200

 
$
90,957,600

 
$
194,613,800

 
 
 
 
 
 
 
 
 
 
 
 
 
 










 
 
 
 
(1)
Includes $2,055.2 million of redemptions by fund investors.
(2)
Represents AUM managed by FS Investments in connection with the completion of the FS Investments transaction.
(3)
Includes $812.0 million of expired commitments that are no longer eligible to be called.
(4)
Includes $4,338.8 million of redemptions by fund investors.
(5)
Includes (i) KKR's incremental pro rata portion of AUM of $1,794.8 million managed by Marshall Wace LLP due to an additional 5% interest acquired by KKR on November 30, 2017 and (ii) AUM managed by FS Investments of $13,189.1 million in connection with the completion of the FS Investments transaction.
(6)
Includes $5,962.3 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 September 30, 2018
 
 
 
 
 
 
June 30, 2018
 
$
66,295,700

 
$
72,545,400

 
$
138,841,100

New Capital Raised
 
1,005,300

 
3,688,600

 
4,693,900

Distributions
 
(1,269,100
)
 
(2,918,400
)
(1)  
(4,187,500
)
Change in Value
 
28,500

 
(90,300
)
 
(61,800
)
September 30, 2018
 
$
66,060,400

 
$
73,225,300

 
$
139,285,700

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2018
 
 
 
 
 
 
December 31, 2017
 
$
61,678,600

 
$
55,758,900

 
$
117,437,500

New Capital Raised
 
9,578,900

 
11,646,100

 
21,225,000

Acquisitions
 

 
13,189,100

(3)  
13,189,100

Distributions
 
(4,362,600
)
 
(7,352,800
)
(4)  
(11,715,400
)
Net Changes in Fee Base of Certain Funds (2)
 
(1,040,300
)
 

 
(1,040,300
)
Change in Value
 
205,800

 
(16,000
)
 
189,800

September 30, 2018
 
$
66,060,400

 
$
73,225,300

 
$
139,285,700

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trailing Twelve Months Ended September 30, 2018
 
 
 
 
 
 
September 30, 2017
 
$
61,706,500

 
$
52,016,500

 
$
113,723,000

New Capital Raised
 
11,794,500

 
16,064,200

 
27,858,700

Acquisitions
 

 
14,983,900

(5)  
14,983,900

Distributions
 
(6,783,600
)
 
(10,193,700
)
(6)  
(16,977,300
)
Net Changes in Fee Base of Certain Funds (2)
 
(1,040,300
)
 

 
(1,040,300
)
Change in Value
 
383,300

 
354,400

 
737,700

September 30, 2018
 
$
66,060,400

 
$
73,225,300

 
$
139,285,700

 
 
 
 
 
 
 


















 
 
 
 
(1)
Includes $2,055.2 million of redemptions by fund investors.
(2)
Represents the impact of certain funds entering their post-investment period.
(3)
Represents FPAUM managed by FS Investments in connection with the completion of the FS Investments transaction.
(4)
Includes $4,338.8 million of redemptions by fund investors.
(5)
Includes (i) KKR's incremental pro rata portion of FPAUM of $1,794.8 million managed by Marshall Wace LLP due to an additional 5% interest acquired by KKR on November 30, 2017 and (ii) FPAUM managed by FS Investments of $13,189.1 million in connection with the completion of the FS Investments transaction.
(6)
Includes $5,962.3 million of redemptions by fund investors.

Page 11



KKR
INVESTMENT VEHICLE SUMMARY (UNAUDITED) (1)
As of September 30, 2018
(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
 
 
 
 
 
 
 
 
 
 
Asian Fund III (1)
4/2017
4/2023
 
$
9,000.0

$
7,733.5

5.6%
$
1,266.5

$

$
1,266.5

$
1,525.3

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

11,607.1

6.0%
1,892.9


1,892.9

2,401.3

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

1,233.5

11.3%
97.5


97.5

160.4

Next Generation Technology Growth Fund (1)
3/2016
3/2021
 
658.9

244.8

22.5%
414.1


414.1

668.1

European Fund IV (1)
12/2014
12/2020
 
3,511.9

1,325.4

5.6%
2,276.2

461.2

1,893.0

3,185.7

Asian Fund II (1)
4/2013
4/2017
 
5,825.0

649.2

1.3%
6,177.0

2,515.1

4,647.3

6,709.6

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

851.9

2.9%
9,296.8

7,431.2

6,076.8

11,488.8

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


1.0%
1,010.0

721.8

584.2

585.7

European Fund III
3/2008
3/2014
 
5,562.3

225.5

5.1%
5,336.8

8,969.1

1,063.8

2,009.2

Asian Fund
7/2007
4/2013
 
3,983.3


2.5%
3,945.9

8,409.6

239.2

292.5

2006 Fund
9/2006
9/2012
 
17,642.2

337.7

2.1%
17,304.5

29,376.5

3,742.8

6,028.7

European Fund II
11/2005
10/2008
 
5,750.8


2.1%
5,750.8

8,479.3


59.0

Millennium Fund
12/2002
12/2008
 
6,000.0


2.5%
6,000.0

14,123.1

0.5

14.9

Total Private Equity and Growth Funds
 
 
 
82,493.8

24,208.6

 
60,769.0

80,486.9

21,918.6

35,129.2

 
 
 
 
 
 
 
 
 
 
 
Co-Investment Vehicles and Other (1)
Various
Various
 
7,165.9

2,365.8

Various
5,006.7

3,402.2

3,395.2

5,135.4

 
 
 
 
 
 
 
 
 
 
 
Total Private Equity
 
 
 
89,659.7

26,574.4

 
65,775.7

83,889.1

25,313.8

40,264.6

 
 
 
 
 
 
 
 
 
 
 
Real Assets
 
 
 
 
 
 
 
 
 
 
Energy Income and Growth Fund (1)
9/2013
6/2018
 
1,974.2

59.3

12.9%
1,958.2

531.9

1,508.0

1,788.4

Natural Resources Fund
Various
Various
 
887.4

2.6

Various
884.8

115.9

201.5

178.4

Global Energy Opportunities (1)
Various
Various
 
979.2

334.4

Various
474.2

83.0

346.1

337.7

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

25.4

4.8%
1,046.2

1,174.6

467.3

628.1

Global Infrastructure Investors II (1)
10/2014
6/2018
 
3,041.4

673.1

4.1%
2,591.4

260.8

2,360.9

2,972.4

Global Infrastructure Investors III (1)
6/2018
6/2024
 
7,182.0

7,182.0

3.8%




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

352.7

16.3%
1,004.3

1,061.5

402.4

419.2

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

1,562.3

7.8%
358.9

10.8

355.8

402.5

Real Estate Partners Europe (1)
9/2015
6/2020
 
712.3

425.6

9.7%
297.0

19.1

284.4

345.7

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

458.5

4.4%
671.5

38.8

671.5

686.9

Co-Investment Vehicles and Other
Various
Various
 
2,138.4

743.9

Various
1,394.5

649.3

1,391.2

1,675.8

Total Real Assets
 
 
 
22,235.4

11,819.8

 
10,681.0

3,945.7

7,989.1

9,435.1

 
 
 
 
 
 
 
 
 
 
 
Core Investment Vehicles (1)
Various
Various
 
9,500.0

6,560.7

36.8%
2,939.3


2,939.3

3,462.5

 
 
 
 
 
 
 
 
 
 
 
Unallocated Commitments (2)
 
 
 
3,149.8

3,149.8

Various




 
 
 
 
 
 
 
 
 
 
 
Private Markets Total
 
 
 
124,544.9

48,104.7

 
79,396.0

87,834.8

36,242.2

53,162.2

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

29.6

11.6%
2,244.7

1,140.7

1,554.0

1,657.4

Special Situations Fund II
12/2014
3/2019
 
3,387.6

1,335.5

9.0%
2,052.1

39.7

2,052.0

2,299.7

Mezzanine Partners
3/2010
3/2015
 
1,022.8

108.9

4.4%
913.9

1,060.1

256.4

314.3

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

1,607.8

2.2%
637.3

13.1

637.3

639.2

Lending Partners
12/2011
12/2014
 
460.2

54.9

15.2%
405.3

431.4

132.0

77.8

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

156.8

3.7%
1,179.1

723.7

834.5

792.8

Lending Partners III
4/2017
(4)
 
963.8

768.8

2.7%
195.0


195.0

236.2

Lending Partners Europe
3/2015
3/2019
 
847.6

309.5

5.0%
538.1

73.9

538.1

529.8

Total Alternative Credit
 
 
 
12,537.3

4,371.8

 
8,165.5

3,482.6

6,199.3

6,547.2

 
 
 
 
 
 
 
 
 
 
 
Other Alternative Credit Vehicles
Various
Various
 
8,261.0

4,053.6

Various
4,207.4

2,534.9

2,923.5

3,151.2

 
 
 
 
 
 
 
 
 
 
 
Unallocated Commitments (2)
 
 
 
450.0

450.0

Various




 
 
 
 
 
 
 
 
 
 
 
Public Markets Total
 
 
 
21,248.3

8,875.4

 
12,372.9

6,017.5

9,122.8

9,698.4

 
 
 
 
 
 
 
 
 
 
 
Total Eligible To Receive Carried Interest
 
 
 
$
145,793.2

$
56,980.1

 
$
91,768.9

$
93,852.3

$
45,365.0

$
62,860.6


 
 
 
 

(1)
The “Invested” and “Realized” columns 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)
Three years from final closing date.

Page 12



KKR
INVESTMENT VEHICLE SUMMARY (UNAUDITED) (CONTINUED)
As of September 30, 2018
(Amounts in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Uncalled
Commitments
 
Remaining
Fair Value
 
Total
 
 
 
 
 
 
 
Carried Interest Eligible
 
$
56,980.1

 
$
62,860.6

 
$
119,840.7

Incentive Fee Eligible
 
 
 
 
 
 
Hedge Fund Partnerships (1)
 

 
15,583.2

 
15,583.2

BDCs
 

 
16,792.5

 
16,792.5

KKR Real Estate Finance Trust Inc.
 

 
1,162.3

 
1,162.3

Other
 

 
2,635.3

 
2,635.3

Total Carried Interest and Incentive Fee Eligible
 
56,980.1

 
99,033.9

 
156,014.0

Collateralized Loan Obligations (CLOs)
 

 
12,113.0

 
12,113.0

Leveraged Credit / Hedge Fund Partnerships (1)  / Other
 
900.0

 
25,586.8

 
26,486.8

Total Assets Under Management
 
$
57,880.1

 
$
136,733.7

 
$
194,613.8

 
 
 
 
(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 $28,168.5 million , of which $15,583.2 million is incentive fee eligible.













KKR’S PORTION OF TOTAL UNCALLED COMMITMENTS TO ITS INVESTMENT FUNDS
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
As of
 
 
September 30, 2018
 
 
 
December 31, 2017
Private Markets
 
$
4,740,400

 
 
 
$
5,345,500

Public Markets
 
315,500

 
 
 
351,500

Total
 
$
5,055,900

 
 
 
$
5,697,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 


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
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
Weighted Average GAAP Shares of Class A Common Stock Outstanding - Basic
 
525,240,214

 
510,586,631

 
471,758,886

Adjustments:
 
 
 
 
 
 
Weighted Average Other Securities (1)
 
354,338

 
1,476,626

 
3,993,093

Weighted Average KKR Holdings Units (2)
 
303,531,232

 
319,040,229

 
341,214,527

Weighted Average Adjusted Shares Eligible for Distribution (3)
 
829,125,784

 
831,103,486

 
816,966,506

 
 
 
 
 
 
 
Weighted Average Unvested Shares of Class A Common Stock
 
20,078,401

 
36,682,241

 
31,121,198

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended
 
 
 
 
September 30, 2018
 
September 30, 2017
 
 
Weighted Average GAAP Shares of Class A Common Stock Outstanding - Basic
 
507,981,387

 
463,941,084

 
 
Adjustments:
 
 
 
 
 
 
Weighted Average Other Securities (1)
 
1,178,964

 
4,186,631

 
 
Weighted Average KKR Holdings Units (2)
 
319,080,563

 
346,716,489

 
 
Weighted Average Adjusted Shares Eligible for Distribution (3)
 
828,240,914

 
814,844,204

 
 
 
 
 
 
 
 
 
Weighted Average Unvested Shares of Class A Common Stock
 
19,306,039

 
33,487,920

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The following table provides a reconciliation of KKR's GAAP Shares of Class A Common Stock Outstanding to Adjusted Shares Eligible for Distribution and Outstanding Adjusted Shares:
 
 
 
 
 
 
 
 
 
As of
 
 
 
 
September 30, 2018
 
December 31, 2017
 
 
GAAP Shares of Class A Common Stock Outstanding
 
525,593,409

 
486,174,736

 
 
Adjustments:
 
 
 
 
 
 
Other Securities (1)
 

 
2,299,421

 
 
KKR Holdings Units (2)
 
303,106,993

 
335,971,334

 
 
Adjusted Shares Eligible for Distribution  (3)
 
828,700,402

 
824,445,491

 
 
Adjustments:
 
 
 
 
 
 
Other Securities
 

 
(2,299,421
)
 
 
Outstanding Adjusted Shares
 
828,700,402

 
822,146,070

 
 
 
 
 
 
 
 
 
Unvested Shares of Class A Common Stock
 
36,008,840

 
46,475,176

 
 














 
 
 
 
(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 Plan.

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 represent 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. Effective with the quarter ended June 30, 2018, we are reporting as a single segment, which is consistent with KKR’s internal management reporting to its chief operating decision makers.
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 business. These financial measures should not be considered as a substitute for similar financial measures calculated in accordance with GAAP. 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 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 Amended and Restated KKR & Co. Inc. 2010 Equity Incentive Plan (the "Equity Incentive Plan"), 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 Plan and other exchangeable securities had been exchanged for Class A Common Stock of KKR & Co. Inc. The Series A and 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 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 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 realized earnings of KKR that would be available for distribution to Class A Common Stockholders 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 currently 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 Plan was not reflected in our calculation of after-tax distributable earnings. Under KKR’s current 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 new 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 of 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. As of September 30, 2018, 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 receives 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 does not receive a management fee are excluded (e.g., assets and commitments with respect to which it receives only carried interest or is otherwise not currently receiving 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 new definition.
Income taxes paid represents the implied current income tax provision that has been calculated assuming that all current taxable income is 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. The assumptions and methodology used to calculate the implied current income tax provision are consistent with those used in calculating the current tax provision for KKR & Co. Inc. under GAAP.
Outstanding adjusted shares represents the portion of total adjusted shares that would receive assets of KKR if it were to be liquidated as of a particular date. Outstanding adjusted shares is used to calculate book value per outstanding adjusted share, which we believe is useful to stockholders as it provides a measure of net assets of KKR’s reportable segment on a per share basis.
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 generally 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 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
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock - Basic
 
$
1.22

 
$
1.33

 
$
0.33

Weighted Average Shares of Class A Common Stock Outstanding - Basic
 
525,240,214

 
510,586,631

 
471,758,886

Net Income (Loss) Attributable to KKR & Co. Inc. Class A Common Stockholders
 
$
640,198

 
$
680,381

 
$
153,563

 
 
 
 
 
 
 
Add: Net Income (Loss) Attributable to Noncontrolling Interests held by KKR Holdings L.P.
 
293,659

 
449,859

 
115,434

Add: Equity-based and Other Compensation - KKR Holdings L.P.
 
25,537

 
29,247

 
23,807

Add: Amortization of Intangibles and Other, net
 
60,948

 
(50,643
)
 
20,464

Add: One-time Non-recurring Costs (1)
 

 
11,501

 

Add: Realized Losses on Certain Investments (2)
 

 
729,425

 

Deduct: Unrealized Carried Interest
 
130,420

 
163,442

 
(59,638
)
Deduct: Net Unrealized Gains (Losses)
 
251,346

 
1,389,869

 
(50,902
)
Add: Unrealized Performance Income Compensation
 
57,407

 
67,092

 
(19,826
)
Add: Income Tax Provision
 
(129,405
)
 
60,960

 
18,420

Deduct: Income Taxes Paid
 
69,880

 
19,820

 
12,869

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
496,698

 
$
404,691

 
$
409,533

Weighted Average Adjusted Shares Eligible for Distribution
 
829,125,784

 
831,103,486

 
816,966,506

After-tax Distributable Earnings Per Adjusted Share Eligible for Distribution
 
$
0.60

 
$
0.49

 
$
0.50

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
496,698

 
$
404,691

 
$
409,533

 
 
 
 
 
 
 
Add: Equity-based Compensation (Equity Incentive Plan)
 
59,801

 
58,198

 
54,921

Add: Income (Loss) Attributable to Segment Noncontrolling Interests
 
2,272

 
1,082

 
1,046

Add: Segment Income Taxes Paid
 
69,880

 
19,820

 
12,869

Add: Preferred Dividends
 
8,341

 
8,341

 
8,341

Add: Core Interest Expense (3)
 
30,869

 
32,308

 
29,587

Add: Depreciation and Amortization
 
3,649

 
3,775

 
3,709

 
 
 
 
 
 
 
Segment EBITDA (4)
 
$
671,510

 
$
528,215

 
$
520,006

 
 
 
 
 
 
 







 
 
 
 

(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)
 
 
 
 
 
 
 
Nine Months Ended
 
 
 
 
September 30, 2018
 
September 30, 2017
 
 
Net Income (Loss) Attributable to KKR & Co. Inc. Per Share of Class A Common Stock - Basic
 
$
2.94

 
$
1.76

 
 
Weighted Average Shares of Class A Common Stock Outstanding - Basic
 
507,981,387

 
463,941,084

 
 
Net Income (Loss) Available to KKR & Co. Inc. Class A Common Stockholders
 
$
1,493,783

 
$
818,552

 
 
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
 
$
1,490,681

 
$
818,552

 

 
 
 
 
 
 
 
Add: Net Income (Loss) Attributable to Noncontrolling Interests held by KKR Holdings L.P.
 
864,520

 
637,146

 
 
Add: Equity-based and Other Compensation - KKR Holdings L.P.
 
87,479

 
127,864

 
 
Add: Amortization of Intangibles and Other, net
 
58,014

 
57,825

 
 
Add: One-time Non-recurring Costs (1)
 
11,501

 

 
 
Add: Realized Losses on Certain Investments (2)
 
729,425

 

 
 
Deduct: Unrealized Carried Interest
 
182,130

 
377,707

 
 
Deduct: Net Unrealized Gains (Losses)
 
1,849,077

 
461,111

 
 
Add: Unrealized Performance Income Compensation
 
81,376

 
157,162

 
 
Add: Income Tax Provision
 
(50,804
)
 
77,500

 
 
Deduct: Income Taxes Paid
 
103,868

 
54,228

 
 
 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
1,137,117

 
$
983,003

 

Weighted Average Adjusted Shares Eligible for Distribution
 
828,240,914

 
814,844,204

 
 
After-tax Distributable Earnings Per Adjusted Share Eligible for Distribution
 
$
1.37

 
$
1.21

 

 
 
 
 
 
 
 
After-tax Distributable Earnings
 
$
1,137,117

 
$
983,003

 

 
 
 
 
 
 
 
Add: Equity-based Compensation (Equity Incentive Plan)
 
185,795

 
149,840

 
 
Add: Income (Loss) Attributable to Segment Noncontrolling Interests
 
4,557

 
3,810

 
 
Add: Segment Income Taxes Paid
 
103,868

 
54,228

 
 
Add: Preferred Dividends
 
25,023

 
25,023

 
 
Add: Core Interest Expense
 
94,620

 
89,391

 
 
Add: Depreciation and Amortization
 
11,133

 
11,750

 
 
 
 
 
 
 
 
 
Segment EBITDA
 
$
1,562,113

 
$
1,317,045

 

 
 
 
 
 
 
 













 
 
 
 

(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.

Page 18



KKR
EXHIBIT A (CONTINUED)
 
RECONCILIATION OF TOTAL GAAP REVENUES TO TOTAL SEGMENT REVENUES (UNAUDITED)
(Amounts in thousands)
 
 
Quarter Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
Total GAAP Revenues
 
$
1,129,666

 
$
971,620

 
$
749,652

Add: Management Fees - Consolidated Funds and Other
 
104,356

 
101,431

 
53,454

Deduct: Fee Credits - Consolidated Funds
 
8,283

 
18,174

 
106

Deduct: Capital Allocation-Based Income (GAAP)
 
638,163

 
557,774

 
394,234

Add: Segment Realized Carried Interest
 
414,609

 
342,089

 
419,438

Add: Segment Realized Investment Income (Loss)
 
242,743

 
168,708

 
146,610

Deduct: Revenue Earned by Other Consolidated Entities
 
27,749

 
31,128

 
21,470

Deduct: Expense Reimbursements
 
38,212

 
50,576

 
27,506

Total Segment Revenues
 
$
1,178,967

 
$
926,196

 
$
925,838

 
 
 
 
 
 
 
 
 
Nine Months Ended
 
 
 
 
September 30, 2018
 
September 30, 2017
 
 
Total GAAP Revenues
 
$
2,573,892

 
$
2,533,207

 
 
Add: Management Fees - Consolidated Funds and Other
 
270,383

 
155,418

 
 
Deduct: Fee Credits - Consolidated Funds
 
41,178

 
3,752

 
 
Deduct: Capital Allocation-Based Income (GAAP)
 
1,274,149

 
1,416,825

 
 
Add: Segment Realized Carried Interest
 
959,253

 
890,310

 
 
Add: Segment Realized Investment Income (Loss)
 
491,903

 
357,959

 
 
Deduct: Revenue Earned by Other Consolidated Entities
 
84,342

 
76,135

 
 
Deduct: Expense Reimbursements
 
108,999

 
87,131

 
 
Total Segment Revenues
 
$
2,786,763

 
$
2,353,051

 
 
RECONCILIATION OF TOTAL GAAP EXPENSES TO TOTAL SEGMENT EXPENSES (UNAUDITED)
(Amounts in thousands)
 
 
Quarter Ended
 
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
Total GAAP Expenses
 
$
740,090

 
$
675,050

 
$
530,247

Deduct: Equity-based and Other Compensation - KKR Holdings L.P.
 
25,327

 
29,247

 
23,807

Deduct: Segment Unrealized Performance Income Compensation
 
57,407

 
67,092

 
(19,826
)
Deduct: Amortization of Intangibles
 
681

 
1,317

 
2,473

Deduct: Reimbursable Expenses
 
43,382

 
56,312

 
35,098

Deduct: Operating Expenses relating to Other Consolidated Entities
 
37,845

 
53,114

 
43,818

Deduct: One-time Non-recurring Costs (1)
 

 
11,501

 

Add: Other
 
(18,368
)
 
(9,679
)
 
3,559

Total Segment Expenses
 
$
557,080

 
$
446,788

 
$
448,436

 
 
 
 
 
 
 
 
 
Nine Months Ended
 
 
 
 
September 30, 2018
 
September 30, 2017
 
 
Total GAAP Expenses
 
$
1,851,741

 
$
1,699,989

 
 
Deduct: Equity-based and Other Compensation - KKR Holdings L.P.
 
87,269

 
127,864

 
 
Deduct: Segment Unrealized Performance Income Compensation
 
81,376

 
157,162

 
 
Deduct: Amortization of Intangibles
 
7,028

 
13,901

 
 
Deduct: Reimbursable Expenses
 
125,787

 
107,335

 
 
Deduct: Operating Expenses relating to Other Consolidated Entities
 
135,268

 
121,691

 
 
Deduct: One-time Non-recurring Costs (1)
 
11,501

 

 
 
Add: Other
 
(27,676
)
 
(19,397
)
 
 
Total Segment Expenses
 
$
1,375,836

 
$
1,152,639

 
 
 
 
 
 
(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)
SEPTEMBER 30, 2018
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (GAAP BASIS)
 
1
 
2
 
3
 
4
 
5
 
SEGMENT BALANCE SHEET
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents
$
2,264,875

 

 

 
642,829

 

 

 
$
2,907,704

Cash and Short-term Investments
Investments
44,119,593

 
(28,772,038
)
 
(1,300,165
)
 
(3,759,000
)
 

 

 
10,288,390

Investments
 
 
 

 

 
1,775,603

 

 

 
1,775,603

Unrealized Carried Interest
 
 
 

 

 
161,225

 

 

 
161,225

Corporate Real Estate
 
 
 

 

 

 

 
449,568

 
449,568

Tax Assets
Other Assets
3,959,480

 
(1,582,636
)
 

 
1,179,343

 

 
(365,802
)
 
3,190,385

Other Assets
Total Assets
$
50,343,948

 
(30,354,674
)
 
(1,300,165
)
 

 

 
83,766

 
$
18,772,875

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Obligations
20,266,172

 
(16,963,167
)
 

 
(948,517
)
 

 

 
2,354,488

Debt Obligations - KKR (ex-KFN)
 
 
 

 

 
948,517

 

 

 
948,517

Debt Obligations - KFN
 
 
 

 

 

 

 
302,473

 
302,473

Tax Liabilities
Other Liabilities
3,937,865

 
(1,597,803
)
 
(1,300,165
)
 

 

 
(218,707
)
 
821,190

Other Liabilities
Total Liabilities
24,204,037

 
(18,560,970
)
 
(1,300,165
)
 

 

 
83,766

 
4,426,668

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests
1,070,575

 
(1,070,575
)
 

 

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock
482,554

 

 

 
(482,554
)
 

 

 

 
KKR & Co. Inc. Stockholders' Equity - Common Stockholders
8,524,213

 
253,662

 

 
(17,446
)
 
5,064,615

 

 
13,825,044

Book Value
Noncontrolling Interests
16,062,569

 
(10,976,791
)
 

 

 
(5,064,615
)
 

 
21,163

Noncontrolling Interests
 
 
 

 

 
500,000

 

 

 
500,000

Preferred Stock
Total Liabilities and Equity
$
50,343,948

 
(30,354,674
)
 
(1,300,165
)
 

 

 
83,766

 
$
18,772,875

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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.
 
5
TAX RECLASSIFICATIONS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Page 20



KKR
EXHIBIT A (CONTINUED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (GAAP BASIS)
TO SEGMENT BALANCE SHEET (UNAUDITED)
DECEMBER 31, 2017
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (GAAP BASIS)
 
1
 
2
 
3
 
4
 
5
 
SEGMENT BALANCE SHEET
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents
$
1,876,687

 

 

 
1,338,107

 

 

 
$
3,214,794

Cash and Short-term Investments
Investments
39,013,934

 
(27,684,368
)
 
(1,220,559
)
 
(1,620,401
)
 

 

 
8,488,606

Investments
 
 
 

 

 
1,620,401

 

 

 
1,620,401

Unrealized Carried Interest
Other Assets
4,944,098

 
(974,710
)
 

 
(1,499,332
)
 

 
(193,770
)
 
2,276,286

Other Assets
 
 
 

 

 
161,225

 

 

 
161,225

Corporate Real Estate
Total Assets
$
45,834,719

 
(28,659,078
)
 
(1,220,559
)
 

 

 
(193,770
)
 
$
15,761,312

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Obligations
21,193,859

 
(18,429,092
)
 

 
(764,767
)
 

 

 
2,000,000

Debt Obligations - KKR (ex-KFN)
 
 
 

 

 
764,767

 

 

 
764,767

Debt Obligations - KFN
 
 
 

 

 
373,750

 

 

 
373,750

Preferred Shares - KFN
Other Liabilities
3,978,060

 
(2,207,518
)
 
(1,220,559
)
 

 

 
(123,284
)
 
426,699

Other Liabilities
Total Liabilities
25,171,919

 
(20,636,610
)
 
(1,220,559
)
 
373,750

 

 
(123,284
)
 
3,565,216

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests
610,540

 
(610,540
)
 

 

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Units
482,554

 

 

 
(482,554
)
 

 

 
 
 
KKR & Co. L.P. Capital - Common Unitholders
6,703,382

 
214,188

 

 
(17,446
)
 
4,844,271

 
(70,486
)
 
11,673,909

Book Value
Noncontrolling Interests
12,866,324

 
(7,626,116
)
 

 
(373,750
)
 
(4,844,271
)
 

 
22,187

Noncontrolling Interests
 
 
 

 

 
500,000

 

 

 
500,000

Preferred Stock
Total Liabilities and Equity
$
45,834,719

 
(28,659,078
)
 
(1,220,559
)
 

 

 
(193,770
)
 
$
15,761,312

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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. AND OTHER
 
5
EQUITY IMPACT OF KKR MANAGEMENT HOLDINGS CORP.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




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