Exhibit 99.2
RLJ Western Asset Public/Private
Master Fund, L.P.
(a Delaware limited partnership)
Financial Statements for the Three and Six Months
Ended June 30, 2011 and June 30, 2010
(UNAUDITED)
RLJ WESTERN ASSET PUBLIC/ PRIVATE MASTER FUND, L.P.
(a Delaware limited partnership)
(UNAUDITED)
TABLE OF CONTENTS
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Statement of Assets, Liabilities and Partners’ Capital | | | 1 | |
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Statements of Operations | | | 2 | |
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Statement of Changes in Partners’ Capital | | | 3 | |
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Statements of Cash Flows | | | 4 | |
RLJ WESTERN ASSET PUBLIC/ PRIVATE MASTER FUND, L.P.
(a Delaware limited partnership)
STATEMENT OF ASSETS, LIABILITIES AND PARTNERS’ CAPITAL
JUNE 30, 2011
(in U.S. Dollars)
(UNAUDITED)
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ASSETS | | | | |
Investments, at fair value (amortized cost $2,649,815,395) | | $ | 2,669,902,604 | |
Cash and cash equivalents | | | 75,474,682 | |
Interest receivable | | | 8,128,074 | |
Debt issuance costs (net of amortization of $2,220,343) | | | 4,821,371 | |
Other assets | | | 14,284 | |
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Total assets | | $ | 2,758,341,015 | |
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LIABILITIES AND PARTNERS’ CAPITAL | | | | |
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LIABILITIES | | | | |
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Loan payable | | $ | 1,227,468,470 | |
Payable for investments purchased | | | 22,000,836 | |
UST Warrant payable, at fair value | | | 7,182,713 | |
Interest payable | | | 691,827 | |
Management fees payable | | | 310,289 | |
Administration fees payable | | | 122,095 | |
Professional fees payable | | | 84,346 | |
Distributions payable | | | 649 | |
Other accrued expenses | | | 175,930 | |
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Total liabilities | | | 1,258,037,155 | |
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PARTNERS’ CAPITAL | | | | |
General Partner | | | 7,512 | |
Limited Partners | | | 1,500,296,348 | |
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Total partners’ capital | | | 1,500,303,860 | |
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TOTAL LIABILITIES AND PARTNERS’ CAPITAL | | $ | 2,758,341,015 | |
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1
RLJ WESTERN ASSET PUBLIC/ PRIVATE MASTER FUND, L.P.
(a Delaware limited partnership)
STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2011 AND JUNE 30, 2010
(in U.S. Dollars)
(UNAUDITED)
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| | For the three months ended | | | For the six months ended | |
| | June 30, 2011 | | | June 30, 2010 | | | June 30, 2011 | | | June 30, 2010 | |
INVESTMENT INCOME: | | | | | | | | | | | | | | | | |
Interest income | | $ | 67,564,648 | | | $ | 55,909,476 | | | $ | 136,991,837 | | | $ | 80,975,207 | |
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EXPENSES: | | | | | | | | | | | | | | | | |
Interest expense (including amortization of debt issuance costs of $343,037, $333,681, $682,305 and $638,498 respectively) | | | 4,123,267 | | | | 3,459,927 | | | | 8,374,228 | | | | 5,130,985 | |
Management fees | | | 310,289 | | | | 307,487 | | | | 620,578 | | | | 573,431 | |
Administration fees | | | 133,247 | | | | 102,909 | | | | 261,773 | | | | 191,470 | |
Professional fees | | | 39,528 | | | | 44,472 | | | | 78,623 | | | | 86,136 | |
Other expenses | | | 106,954 | | | | 86,472 | | | | 211,722 | | | | 148,580 | |
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Total expenses | | | 4,713,285 | | | | 4,001,267 | | | | 9,546,924 | | | | 6,130,602 | |
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Net investment income | | | 62,851,363 | | | | 51,908,209 | | | | 127,444,913 | | | | 74,844,605 | |
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NET REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS) : | | | | | | | | | | | | | | | | |
Net realized gain on investments | | | 1,135,941 | | | | 1,588,880 | | | | 9,171,729 | | | | 1,588,880 | |
Net change in unrealized gain (loss) on investments | | | (123,210,057 | ) | | | 9,974,625 | | | | (97,733,292 | ) | | | 12,644,474 | |
Net change in unrealized gain on UST Warrant | | | — | | | | — | | | | 100 | | | | — | |
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Total net realized and change in unrealized gain (loss) | | | (122,074,116 | ) | | | 11,563,505 | | | | (88,561,463 | ) | | | 14,233,354 | |
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NET INCREASE (DECREASE) IN PARTNERS’ CAPITAL RESULTING FROM OPERATIONS | | $ | (59,222,753 | ) | | $ | 63,471,714 | | | $ | 38,883,450 | | | $ | 89,077,959 | |
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2
RLJ WESTERN ASSET PUBLIC/ PRIVATE MASTER FUND, L.P.
(a Delaware limited partnership)
STATEMENT OF CHANGES IN PARTNERS’ CAPITAL
FOR THE SIX MONTHS ENDED JUNE 30, 2011
(in U.S. Dollars)
(UNAUDITED)
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| | | | | Limited Partners | | | | |
| | General Partner | | | US Department of the Treasury | | | RLJ Western Asset Public/Private Collector Fund, L.P | | | RLJ Western Asset Public/Private Affiliates | | | Total | |
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PARTNERS’ CAPITAL, AT DECEMBER 31, 2010 | | $ | 7,556 | | | $ | 755,588,538 | | | $ | 660,078,719 | | | $ | 94,140,974 | | | $ | 1,509,815,787 | |
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Distributions | | | (245 | ) | | | (23,887,277 | ) | | | (21,448,634 | ) | | | (3,059,221 | ) | | | (48,395,377 | ) |
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Allocation of net increase in Partners’ Capital resulting from operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 644 | | | | 63,752,998 | | | | 55,740,936 | | | | 7,950,335 | | | | 127,444,913 | |
Net realized and change in unrealized gain (loss) | | | (443 | ) | | | (44,280,560 | ) | | | (38,753,101 | ) | | | (5,527,359 | ) | | | (88,561,463 | ) |
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PARTNERS’ CAPITAL, AT JUNE 30, 2011 | | $ | 7,512 | | | $ | 751,173,699 | | | $ | 655,617,920 | | | $ | 93,504,729 | | | $ | 1,500,303,860 | |
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Remaining uncalled capital commitments, end of period | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
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3
RLJ WESTERN ASSET PUBLIC/ PRIVATE MASTER FUND, L.P.
(a Delaware limited partnership)
STATEMENTS OF CASH FLOWS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2011 AND JUNE 30, 2010
(in U.S. Dollars)
(UNAUDITED)
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| | For the three months ended | | | For the six months ended | |
| | June 30, 2011 | | | June 30, 2010 | | | June 30, 2011 | | | June 30, 2010 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | | | | | | | | | | | |
Net increase (decrease) in Partners’ Capital resulting from operations | | $ | (59,222,753 | ) | | $ | 63,471,714 | | | $ | 38,883,450 | | | $ | 89,077,959 | |
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Adjustments to reconcile net increase (decrease) in Partners’ Capital resulting from operations to net cash provided by (used in) operating activities: | | | | | | | | | | | | | | | | |
Purchase of investments in securities | | | (119,424,075 | ) | | | (849,319,611 | ) | | | (329,102,733 | ) | | | (2,200,261,646 | ) |
Proceeds from disposition of investments | | | 124,615,076 | | | | 143,726,399 | | | | 277,628,934 | | | | 179,837,330 | |
Net realized gain on investments | | | (1,135,941 | ) | | | (1,588,880 | ) | | | (9,171,729 | ) | | | (1,588,880 | ) |
Net change in unrealized loss on investments | | | 123,210,057 | | | | (9,974,625 | ) | | | 97,733,292 | | | | (12,644,474 | ) |
Net change in unrealized gain on UST Warrant | | | — | | | | — | | | | (100 | ) | | | — | |
Amortization of discount, net | | | (41,315,937 | ) | | | (30,760,532 | ) | | | (83,777,786 | ) | | | (44,840,758 | ) |
Accretion of interest only securities | | | 5,451,365 | | | | — | | | | 10,706,919 | | | | — | |
Amortization of debt issuance costs | | | 343,037 | | | | 333,680 | | | | 682,305 | | | | 638,497 | |
(Increase) decrease in interest receivable | | | 533,627 | | | | (2,615,685 | ) | | | 299,597 | | | | (7,051,925 | ) |
(Increase) decrease in other assets | | | 7,064 | | | | — | | | | (14,284 | ) | | | — | |
Increase (decrease) in payable for investments purchased | | | 15,982,899 | | | | (8,766,302 | ) | | | 22,000,836 | | | | 59,041,163 | |
Increase (decrease) in interest payable | | | (91,074 | ) | | | 275,511 | | | | (90,195 | ) | | | 703,916 | |
Increase (decrease) in management fees payable | | | — | | | | (116,246 | ) | | | — | | | | 149,699 | |
Increase (decrease) in professional fees payable | | | (78,549 | ) | | | 5,742 | | | | (39,454 | ) | | | 10,139 | |
Increase in administration fees payable | | | 14,858 | | | | 13,671 | | | | 4,534 | | | | 5,565 | |
Increase (decrease) in other accrued expenses | | | (68,065 | ) | | | 48,897 | | | | (21,299 | ) | | | 64,544 | |
Increase in distribution payable | | | — | | | | 89 | | | | — | | | | 112 | |
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Net cash provided by (used in) operating activities | | | 48,821,589 | | | | (695,266,178 | ) | | | 25,722,287 | | | | (1,936,858,759 | ) |
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CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | | | | | | | | | |
Proceeds from (repayment of) loan | | | (13,531,530 | ) | | | 549,000,000 | | | | (13,531,530 | ) | | | 1,004,000,000 | |
Contributions received in advanced | | | — | | | | 70,000 | | | | — | | | | 70,000 | |
Contributions | | | — | | | | 245,909,403 | | | | — | | | | 1,002,720,773 | |
Distributions net of payable | | | (23,347,981 | ) | | | (17,505,764 | ) | | | (48,395,132 | ) | | | (22,011,293 | ) |
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Net cash provided by (used in) financing activities | | | (36,879,511 | ) | | | 777,473,639 | | | | (61,926,662 | ) | | | 1,984,779,480 | |
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Net change in cash and cash equivalents | | | 11,942,078 | | | | 82,207,461 | | | | (36,204,375 | ) | | | 47,920,721 | |
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CASH AND CASH EQUIVALENTS: | | | | | | | | | | | | | | | | |
Beginning of period | | | 63,532,604 | | | | 30,593,216 | | | | 111,679,057 | | | | 64,879,956 | |
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End of period | | $ | 75,474,682 | | | $ | 112,800,677 | | | $ | 75,474,682 | | | $ | 112,800,677 | |
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SUPPLEMENTAL DISCLOSURE OF NON CASH TRANSACTION: | | | | | | | | | | | | | | | | |
Cash paid during the period for interest | | $ | 3,871,304 | | | $ | 2,850,735 | | | $ | 7,782,118 | | | $ | 3,788,571 | |
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4