Unaudited Reconciliation of Financial Data
The following tables present the historical unaudited financial information for the Credit parties and their consolidated subsidiaries (the “Och-Ziff Operating Group”) as of and for the six months ended June 30, 2015. The Och-Ziff Operating Group does not report audited or unaudited financial information on a stand-alone basis. Accordingly, the financial data presented herein for the Och-Ziff Operating Group and its consolidated subsidiaries has been reconciled to Och-Ziff Capital Management Group LLC’s financial statements for the relevant periods. You should read this data in conjunction with Och-Ziff Capital Management Group LLC’s financial statements and the related notes included in its Quarterly Report on Form 10-Q for the six months ended June 30, 2015, which was filed with the U.S. Securities and Exchange Commission on August 5, 2015.
|
| | | | | | | | | | | | | | | |
| June 30, 2015 |
| Och-Ziff Operating Group | | Consolidated Och-Ziff Funds and Related Eliminations | | Other(1) | | Och-Ziff Capital Management Group LLC Consolidated |
| | | | | | | |
| (dollars in thousands) |
Assets | |
| | | | | | |
Cash and cash equivalents | $ | 241,303 |
| | $ | — |
| | $ | 38,054 |
| | $ | 279,357 |
|
Income and fees receivable | 123,883 |
| | (82,678 | ) | | — |
| | 41,205 |
|
Due from related parties | 70,594 |
| | (2,010 | ) | | (60,300 | ) | | 8,284 |
|
Deferred income tax assets | 3,330 |
| | — |
| | 734,179 |
| | 737,509 |
|
Other assets, net | 201,226 |
| | (25,171 | ) | | 37,191 |
| | 213,246 |
|
Assets of consolidated Och-Ziff funds: | | | | | | | |
|
Investments, at fair value | — |
| | 8,792,491 |
| | — |
| | 8,792,491 |
|
Other assets of Och-Ziff funds | — |
| | 174,135 |
| | — |
| | 174,135 |
|
Total Assets | $ | 640,336 |
| | $ | 8,856,767 |
| | $ | 749,124 |
| | $ | 10,246,227 |
|
| | | | | | | |
Liabilities and Shareholders' Equity | | | | | | | |
Liabilities | | | | | | | |
Due to related parties | $ | 1,796 |
| | $ | — |
| | $ | 652,708 |
| | $ | 654,504 |
|
Debt obligations | 450,427 |
| | — |
| | — |
| | 450,427 |
|
Compensation payable | 25,620 |
| | — |
| | — |
| | 25,620 |
|
Other liabilities | 86,864 |
| | — |
| | 729 |
| | 87,593 |
|
Liabilities of consolidated Och-Ziff funds: | | | | | | | |
|
Notes payable of consolidated CLOs, at fair value | — |
| | 6,328,081 |
| | — |
| | 6,328,081 |
|
Securities sold under agreements to repurchase | — |
| | 254,405 |
| | — |
| | 254,405 |
|
Other liabilities of Och-Ziff funds | — |
| | 40,550 |
| | — |
| | 40,550 |
|
Total Liabilities | 564,707 |
| | 6,623,036 |
| | 653,437 |
| | 7,841,180 |
|
| | | | | | | |
Redeemable Noncontrolling Interests | — |
| | 884,042 |
| | — |
| | 884,042 |
|
| | | | | | | |
Shareholders' Equity | | | | | | | |
Class A Shares, no par value | — |
| | — |
| | — |
| | — |
|
Class B Shares, no par value | — |
| | — |
| | — |
| | — |
|
Paid-in capital | 12,580,474 |
| | — |
| | (9,550,989 | ) | | 3,029,485 |
|
Appropriated retained deficit | — |
| | (43,934 | ) | | — |
| | (43,934 | ) |
Retained earnings (accumulated deficit) | (12,508,157 | ) | | — |
| | 9,149,647 |
| | (3,358,510 | ) |
Shareholders' equity (deficit) attributable to Class A Shareholders | 72,317 |
| | (43,934 | ) | | (401,342 | ) | | (372,959 | ) |
Shareholders' equity attributable to noncontrolling interests | 3,312 |
| | 1,393,623 |
| | 497,029 |
| | 1,893,964 |
|
Total Shareholders' Equity | 75,629 |
| | 1,349,689 |
| | 95,687 |
| | 1,521,005 |
|
Total Liabilities, Redeemable Noncontrolling Interests and Shareholders' Equity | $ | 640,336 |
| | $ | 8,856,767 |
| | $ | 749,124 |
| | $ | 10,246,227 |
|
| |
(1) | Includes amounts related to entities not included in the Och-Ziff Operating Group or the consolidated Och-Ziff funds, including related eliminations. |
|
| | | | | | | | | | | | | | | |
| Six Months Ended June 30, 2015 |
| Och-Ziff Operating Group | | Consolidated Och-Ziff Funds and Related Eliminations | | Other(1) | | Och-Ziff Capital Management Group LLC Consolidated |
| | | | | | | |
| (dollars in thousands) |
Revenues | | | | | | | |
Management fees | $ | 355,726 |
| | $ | (22,297 | ) | | $ | — |
| | $ | 333,429 |
|
Incentive income | 134,098 |
| | (48,451 | ) | | — |
| | 85,647 |
|
Other revenues | 928 |
| | — |
| | 41 |
| | 969 |
|
Income of consolidated Och-Ziff funds | — |
| | 234,205 |
| | — |
| | 234,205 |
|
Total Revenues | 490,752 |
| | 163,457 |
| | 41 |
| | 654,250 |
|
| | | | | | | |
Expenses | | | | | | | |
Compensation and benefits | 141,293 |
| | — |
| | — |
| | 141,293 |
|
Reorganization expenses | 8,034 |
| | — |
| | — |
| | 8,034 |
|
Interest expense | 10,650 |
| | — |
| | — |
| | 10,650 |
|
General, administrative and other | 114,670 |
| | — |
| | (52,822 | ) | | 61,848 |
|
Expenses of consolidated Och-Ziff funds | — |
| | 138,271 |
| | — |
| | 138,271 |
|
Total Expenses | 274,647 |
| | 138,271 |
| | (52,822 | ) | | 360,096 |
|
| | | | | | | |
Other Income | | | | | | | |
Net gains on investments in Och-Ziff funds and joint ventures | 766 |
| | (577 | ) | | — |
| | 189 |
|
Net gains of consolidated Och-Ziff funds | — |
| | 42,486 |
| | — |
| | 42,486 |
|
Total Other Income | 766 |
| | 41,909 |
| | — |
| | 42,675 |
|
| | | | | | | |
Income Before Income Taxes | 216,871 |
| | 67,095 |
| | 52,863 |
| | 336,829 |
|
Income taxes | 7,902 |
| | — |
| | 99,283 |
| | 107,185 |
|
Consolidated and Total Comprehensive Net Income (Loss) | $ | 208,969 |
| | $ | 67,095 |
| | $ | (46,420 | ) | | $ | 229,644 |
|
| | | | | | | |
Allocation of Consolidated and Total Comprehensive Net Income (Loss) | | | | | | | |
Class A Shareholders | $ | 77,051 |
| | $ | — |
| | $ | (46,420 | ) | | $ | 30,631 |
|
Noncontrolling interests | 131,918 |
| | 59,457 |
| | — |
| | 191,375 |
|
Redeemable noncontrolling interests | — |
| | 7,638 |
| | — |
| | 7,638 |
|
| $ | 208,969 |
| | $ | 67,095 |
| | $ | (46,420 | ) | | $ | 229,644 |
|
| |
(1) | Includes amounts related to entities not included in the Och-Ziff Operating Group or the consolidated Och-Ziff funds, including related eliminations. |