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, 2016. 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, 2016, which was filed with the U.S. Securities and Exchange Commission on August 2, 2016.
|
| | | | | | | | | | | | | | | |
| | June 30, 2016 |
| | 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 | $ | 361,469 |
| | $ | — |
| | $ | 6,692 |
| | $ | 368,161 |
|
| Income and fees receivable | 24,419 |
| | — |
| | — |
| | 24,419 |
|
| Due from related parties | 77,175 |
| | — |
| | (55,425 | ) | | 21,750 |
|
| Deferred income tax assets | 1,774 |
| | — |
| | 713,009 |
| | 714,783 |
|
| Other assets, net | 194,600 |
| | (17,258 | ) | | 30,930 |
| | 208,272 |
|
| Assets of consolidated Och-Ziff funds: | | | | | | | |
|
| Investments, at fair value | — |
| | 28,727 |
| | — |
| | 28,727 |
|
| Other assets of Och-Ziff funds | — |
| | 8,956 |
| | — |
| | 8,956 |
|
| Total Assets | $ | 659,437 |
| | $ | 20,425 |
| | $ | 695,206 |
| | $ | 1,375,068 |
|
| | | | | | | | |
| Liabilities and Shareholders' Equity | | | | | | | |
| Liabilities | | | | | | | |
| Due to related parties | $ | 1,415 |
| | $ | — |
| | $ | 591,605 |
| | $ | 593,020 |
|
| Debt obligations | 562,204 |
| | — |
| | — |
| | 562,204 |
|
| Compensation payable | 17,203 |
| | — |
| | — |
| | 17,203 |
|
| Other liabilities | 558,442 |
| | — |
| | 253 |
| | 558,695 |
|
| Liabilities of consolidated Och-Ziff funds: | | | | | | | |
|
| Notes payable of consolidated CLOs, at fair value | — |
| | — |
| | — |
| | — |
|
| Securities sold under agreements to repurchase | — |
| | — |
| | — |
| | — |
|
| Other liabilities of Och-Ziff funds | — |
| | 133 |
| | — |
| | 133 |
|
| Total Liabilities | 1,139,264 |
| | 133 |
| | 591,858 |
| | 1,731,255 |
|
| | | | | | | | |
| Redeemable Noncontrolling Interests | — |
| | 20,292 |
| | — |
| | 20,292 |
|
| | | | | | | | |
| Shareholders' (Deficit) Equity | | | | | | | |
| Class A Shares, no par value | — |
| | — |
| | — |
| | — |
|
| Class B Shares, no par value | — |
| | — |
| | — |
| | — |
|
| Paid-in capital | 12,643,480 |
| | — |
| | (9,589,930 | ) | | 3,053,550 |
|
| Appropriated retained deficit | — |
| | — |
| | — |
| | — |
|
| Accumulated deficit | (13,125,497 | ) | | — |
| | 9,541,157 |
| | (3,584,340 | ) |
| Shareholders' deficit attributable to Class A Shareholders | (482,017 | ) | | — |
| | (48,773 | ) | | (530,790 | ) |
| Shareholders' equity attributable to noncontrolling interests | 2,190 |
| | — |
| | 152,121 |
| | 154,311 |
|
| Total Shareholders' (Deficit) Equity | (479,827 | ) | | — |
| | 103,348 |
| | (376,479 | ) |
| Total Liabilities, Redeemable Noncontrolling Interests and Shareholders' (Deficit) Equity | $ | 659,437 |
| | $ | 20,425 |
| | $ | 695,206 |
| | $ | 1,375,068 |
|
| |
| (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, 2016 |
| | 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 | $ | 300,309 |
| | $ | — |
| | $ | — |
| | $ | 300,309 |
|
| Incentive income | 38,723 |
| | — |
| | — |
| | 38,723 |
|
| Other revenues | 1,105 |
| | — |
| | 59 |
| | 1,164 |
|
| Income of consolidated Och-Ziff funds | — |
| | 804 |
| | — |
| | 804 |
|
| Total Revenues | 340,137 |
| | 804 |
| | 59 |
| | 341,000 |
|
| | | | | | | | |
| Expenses | | | | | | | |
| Compensation and benefits | 112,004 |
| | — |
| | — |
| | 112,004 |
|
| Reorganization expenses | — |
| | — |
| | — |
| | — |
|
| Interest expense | 11,323 |
| | — |
| | — |
| | 11,323 |
|
| General, administrative and other | 540,207 |
| | — |
| | (182 | ) | | 540,025 |
|
| Expenses of consolidated Och-Ziff funds | — |
| | 299 |
| | — |
| | 299 |
|
| Total Expenses | 663,534 |
| | 299 |
| | (182 | ) | | 663,651 |
|
| | | | | | | | |
| Other Income | | | | | | | |
| Net gains on investments in Och-Ziff funds and joint ventures | 980 |
| | (481 | ) | | — |
| | 499 |
|
| Net gains of consolidated Och-Ziff funds | — |
| | 1,361 |
| | — |
| | 1,361 |
|
| Total Other Income | 980 |
| | 880 |
| | — |
| | 1,860 |
|
| | | | | | | | |
| (Loss) Income Before Income Taxes | (322,417 | ) | | 1,385 |
| | 241 |
| | (320,791 | ) |
| Income taxes | 5,537 |
| | — |
| | 23,913 |
| | 29,450 |
|
| Consolidated and Total Comprehensive Net (Loss) Income | $ | (327,954 | ) | | $ | 1,385 |
| | $ | (23,672 | ) | | $ | (350,241 | ) |
| | | | | | | | |
| Allocation of Consolidated and Total Comprehensive Net (Loss) Income | | | | | | | |
| Class A Shareholders | $ | (327,906 | ) | | $ | — |
| | $ | 179,979 |
| | $ | (147,927 | ) |
| Noncontrolling interests | (48 | ) | | 262 |
| | (203,651 | ) | | (203,437 | ) |
| Redeemable noncontrolling interests | — |
| | 1,123 |
| | — |
| | 1,123 |
|
| | $ | (327,954 | ) | | $ | 1,385 |
| | $ | (23,672 | ) | | $ | (350,241 | ) |
| |
| (1) | Includes amounts related to entities not included in the Och-Ziff Operating Group or the consolidated Och-Ziff funds, including related eliminations. |
